MODIFICATION FORTY-THREE DATED 23 SEPT 2011

Document Type: 
Collection: 
Document Number (FOIA) /ESDN (CREST): 
06218654
Release Decision: 
RIPPUB
Original Classification: 
U
Document Page Count: 
57
Document Creation Date: 
March 16, 2022
Document Release Date: 
March 28, 2016
Sequence Number: 
Case Number: 
F-2012-00645
Publication Date: 
September 23, 2011
File: 
Body: 
Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT 1. CONTRACT ID CODE PAGE 1 OF 57 2. AMENDMENT MODIFICATION NO. . 3. EFFECTIVE DATE 043 09/23/2011 4. REQUISMON/PURCHASE REQ. NO. 5. PROJECT NO. (If applicable) 6. ISSUED BY CODE J 7. ADMINISTERED BY (If other than Item �) CODE Washington, DC 20505 , 8. NAME AND ADDRESS OF CONTRACTOR (No., Street, country, state and ZIP Code) GENERAL DYNAMICS INFORMATION TECHNOLOGY INC 13857 McLearen Road HERNDON, VA 20171 (x) 9A. AMENDMENT OF SOLICITATION NO. 98. DATED (SEE rrEm in 10A. MODIFICATION OF CONTRACT/ORDER NO. 2007-1211818-000 1013. DATED (SEE ITEM 11) 09/18/2007 CODE: FACILITY cope 11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS 1:1 The above numbered solicitation Is amended as set forth in Item 14. The hour and date specified for receipt of Offers El Is extended, El Is rid extended, Offers must acknowledge receipt of this amendment prior to the hour and date specified In the solicitation or as amended, by ona of the. following methods: (a) By � completing items Sand 15, and returning copies of thearriendment (b) By acknowledging receipt of this amendirient on each copy of the offer . submitted; or (c) By separate letter or telegram ityhich Includes a reference to the solicitation and ameridment numbers. FAILURE br YOUR ACKNOWLEDGMENT 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 your desire to change an offer already submitted, such change maybe 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 arid date specified. 12. ACCOUNTING AND APPROPRIATION DATA (If required) 13. THIS ITEM ONLY APPLIES TO MODIFICATION OF CONTRACTS/ORDERS. IT MOBIFIES Thp CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14. CHECK ONE A. THIS CHANGE ORDER IS ISSUED PURSUANTTO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM 'WA. x B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation date, etc.) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR 43,103(b).. C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF: . D. OTHER (Specify type of modification and authority) E. IMPORTANT: 0 is not, El Is required to sign this document and return copies to the issuing 6ffice. 14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, includlng Sot citalionicontract subject matter vfhere feasible.) See Section Al for details regarding Amendment! Modification Except as provided herein, all terms and conditions of the document referenced In Item 9A or 10A, as heretofore changed, remains unchanged and In full force and affect. 15A. NAME AND TITLE OF SIGNER (Type or print) I 16A, NAME AND TITLE OF CONTRACTING OFFICER (Type or print) 158. CONTRACTOR/OFFEROR (Signature of person authorized to sign) 15C. DATE SIGNED I 16 16C. DATE SIGN NSN 7540.01452-8070 Previous edition unusable Classified By: Derived From: Reason: UNCLASSIFIED/TOR OFFICIAL USE ONLY STANDARD FORM 30 (R .10-83) Pretalbed by GSA FAR (48 CFR) 53.243 Declassify On: Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED/NOR OFFICIAL USE ONLY Table of Contents Section Pescriptioa A Solicitation/Contract Form tion for Increased Quantity - Direct Hours (Cost Reimbursement) (JUL 2007) otted Contract Funding (JAN 2004) � Descriptions/Specifications/Statement of Work Statement of Work (OCT 2003) Inspection and Acceptance Enspection and Acceptance at Destination (MAR 2004) 52.246-5 Inspection of Services Cost-Reimbursement (Apr 1984) Deliveries or Performance Late Delivery (AUG 1996) Period of Performance (AUG 1996) Place of Performance (AUG 1996) eriodic Level-of-Effort Certification (JUL 2007) ontract Status Report (JUL 2009) 52 t I Stop-Work Order (Aug 1989)- Alternate I (Apr 1984) Contract Administration Data ettlement - Cost Type Contracts (MAR 2009) 30 UBMISSION OF INVOICES (JAN 2004) 30 lectronic Submission of Payment Requests Using IPP (SEP 2010) 30 temet Payment Platform Initial Registration and Account Maintenance (SEP 2010) 31 uthority and Designation of a Contracting Officer's Technical Representative (COTR) 31 Ovation/Change-of-Name Notification Requirement (MAR 2009) 32 [AINTAINING LOCATOR INFORMATION (FEB 2010) 32 vernment Property (OCT 2007) 33 Special equirements � Fraud, Waste, and Abuse, and Other Matters of Urgent Concern - Unclassified Association � 35 ecurity Requirements - Contract Classification (JUL 1997) 35 ECURITY REQUIREMENTS- GENERAL (DEC 2006) 35 ecurity Requirements - Clearances (AUG 2005) 37 On-Publicity (DEC 2003) 38 equest for Clause Waiver Due to Security Requirements (JUL 1997) 38 oreign Ownership, Control, or Influence (JUL 2009) 38 ecurity Requirements - Software Certification (JUN 1998) 39 ecurity Requirements - Servicing Agency Information Systems (MAY 2004) 39 ersonal Conduct (JUL 1997) 40 otification of Issuance of Classified Subcontracts (JAN 2006) � 40 eporting and Training Requirements for ISSA/TS ApProved Contractor Personnel (MAY 40 Prohibition Against Recruiting on Agency Controlled Facilities (OCT 2008) 40 ecurity Requirements - Office of The Director of National Intelligence (ODNI) Clearances AUG 2005) 41 estrictions Regarding Former Sponsor Employees (APR 2009) 42 eared Personnel Certification Report (MAR 2009) 42 corporation of Section K Representations, Certifications, and Other Statements of espondents (OCT 2003) 43 Order of Precedence (OCT 2003) 43 Key Personnel (AUG 1996) 43 Provisional Fee Payment and Adjustment (OCT 2003) 44 Payment of Contractor Travel (JAN 2004) 44 Training and Education Costs (JAN 2004) 44 Early Dismissal and Closure of Government Facilities (Dec 2006) 45 Contractor Performance Evaluation (MAR 2004) 45 ast Performance Information - Referencing Agency Contracts (MAR 2004) 45 Changes Requiring No Equitable Adjustment (MAR 2004) 45 Page Number �1 Description of Amendment / Modification 5 Use of Facsimile Signatures (JUN 2002) 5 lies or Services and Prices/Costs ype of Contract and Consideration (CPAF-LOET) (JUL, 2007) 22 corporation of Award Fee Plan (OCT 2003) 26 cope of Contract (Cost-Reimbursement, Level-of-Effort Term) (OCT 2003) 26 26 27 28 28 28 29 29 29 29 29 29 29 30 issified By: Derived From: Reason: UNCLASSIFIED(/FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Declassify On: Confr� C1auses 52.215-19 Notification of Ownership Changes (Oct 1997) 46 ubcontracts (June 2007) S 47 Compliance With the Constitution and Staines of the United States (AUG 1996) 48 Organizational Conflicts Of Interest General (JUL 2003) 48 Organizational Conflicts Of Interest Special Exclusion (JUL 2003) 48 Protection Of Information (JUL 2003) 49 Mitigation Plan (JUL 2003) 50 Agency Suspension and Debarment (AUG 2004) 50 Audit and Records - Negotiation (AUG 2004) 50 Timely Notice Of Litigation (AUG 1996) 51 Intention to Use Consultants (AUG 1996) 51 Pricing Adjustment (OCT 2003) 52 Equal Employment Opportunity (JAN 2004) 52 Contract Work Hours and Safety Standards Act-Overtime Compensation (JAN 2004) 52 Workplace Health and Safety (JAN 2004) 53 Accident Reporting (JAN 2004) 53 Tax Audits (JAN 2004) 53 Independent Review of Agency Protests (JAN 2004) 54 . Contractor Personnel Supervision (DEC 2001) 54 Agency Vehicles and Related Services - Cost-Reimbursement (JUN 2006) 54 Clauses Requiring Access by Other Government Entities (JUL 2003) 54 52.202-1 Definitions (July 2004) 55 52.203-3 Gratuities (Apr 1984) 55 52.203-5 Covenant Against Contingent Fees (Apr 1984) 55 52.203-6 Restrictions On Subcontractor Sales To The Government (Sept 2006) 55 52.203-7 Anti-Kickback Procedures (Jul 1995) 55 � 52.203-8 Cancellation, Rescission, and Recovery of Funds for Illegal or Improper Activity (Jan 1997) 55 52.203-10 Price Or Fee Adjustment For Illegal Or Improper Activity (Jan 1997) 55 52.203-12 Limitation On Payments To Influence Certain Federal Transactions (Sept 2007) 55 52.204-4 Printed or Copied Double-Sided on Recycled Paper (Aug 2000) 55 52.204-9 Personal Identity Verification of Contractor Personnel. (Sept 2007) 55 52.209-6 Protecting the Government's Interest When Subcontracting With Contractors Debarred, Suspended, or Proposed for Debarment (Sept 2006) 55 . 52.215-11 Price Reduction for Defective Cost or Pricing Data-Modifications (Oct 1997) 55 52.215-13 Subcontractor Cost or Pricing Data-Modifications (Oct 1997) 55 52.215-15 Pension Adjustments and Asset Reversions (Oct 2004) � 55 52.215-18 Reversion or Adjustment of Plans for Postretirement Benefits (PRB) Other than Pensions (July 2005) 55 52.215-21 Requirements for Cost or Pricing Data or Information Other Than Cost or Pricing Data-Modifications (Oct 1997) 55 52.216-7 Allowable Cost and Payment (Dec 2002) 55 52.217-8 Option to Extend Services (Nov 1999) 55 52.217-9 Option to Extend the Term of the Contract (Mar 2000) 55 52.219-8 Utilization of Small Business Concerns (May 2004) 55 52.219-9 Small Business Subcontracting Plan (Apr 2008) 55 52.219-16 Liquidated Damages-Subcontracting Plan (Jan 1999) 55 52.222-1 Notice to the Government of Labor Disputes (Feb 1997) 55 52.222-2 Payment for Overtime Premiums (July 1990) 55 52.222-3 Convict Labor (June 2003) 55 52.222-21 Prohibition of Segregated Facilities (Feb 1999) 55 52.222-26 Equal Opportunity (Mar 2007) 55 52.222-35 Equal Opportunity for Special Disabled Veterans, Veterans of the Vietnam Era and Other Eligible Veterans (Sept 2006) 55 52.222-36 Affirmative Action for Workers with Disabilities (June 1998) 55 52.222-37 Employment Reports on Special Disabled Veterans, Veterans of the Vietnam Era, and Other Eligible Veterans (Sept 2006) 55 52.222-50 Combating Trafficking in Persons (Feb 2009) 55 52.223-5 Pollution Prevention and Right-to-Know Information (Aug 2003) 55 52.223-6 Drug Free Workplace (May 2001) 5 55 52.223-10 Waste Reduction Prop= (Aug 2000) 55 52.223-14 Toxic Chemical Release Reporting (Aug 2003) 55 52.224-1 Privacy Act Notification (Apr 1984) 55 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED/IFOR OFFICIAL USE ONLY imitation of Working Groups (MAR 2004) 46 gineering Change Proposals (MAR 2007) 46 lassified By: Derived From: Reason: UNCLASSIFIED/1FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Declassify On: Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY 52.224-2 Privacy Act (Apr 1984) 56 52.225-13 Restrictions on Certain Foreign Purchases (June 2008) 56 52.227-1 Authorization and Consent (Dec 2007) 56 ' 52.227-2 Notice and Assistance Regarding Patent and Copyright Infringement (Dec 2007) 56 52.227-3 Patent Indemnity (Apr 1984) 56 52.227-11 Patent Rights-Retention by the Contractor (Dec 2007) 56 52.227-14 Rights in Data-General (Dec 2007) 56 52.227-16 Additional Data Requirements (June 1987) 56 52.228-7 Insurance-Liability to Third Persons (Mar 1996) 56 52.230-2 Cost Accounting Standards (Oct 2008) 56 52.230-6 Administration of Cost Accounting Standards (Mar 2008) 56 � 52.232-17 Interest (Oct 2008) 56 52.232-22 Limitation Of Funds (Apr 1984) 56 52.232-23 Assignment Of Claims (Jan 1986) 56 52.232-25 Alt I Prompt Payment (Oct 2003)- Alternate I (Feb 2002) 56 52.232-34 Payment by Electronic Funds Transfer-Other than Central Contractor Registration (May 1999) 56 52.233-1 Alt I Disputes (July 2002)- Alternate I (Dec 1991) 56 � 52.233-3 Alt I Protest after Award (Aug 1996)- Alternate I (Jun 1985) 56 52.233-4 Applicable Law for Breach of Contract Claim (Oct 2004) 56 . 52.237-2 Protection Of Government Buildings, Equipment, And Vegetation (Apr 1984) 56 52.237-3 Continuity Of Services (Jan 1991) 56 52.239-1 Privacy or Security Safeguards (Aug 1996) 56 52.242-1 Notice of Intent to Disallow Costs (Apr 1984) 56 52.242-3 Penalties for Unallowable Costs (May 2001) 56 52.242-4 Certification of Final Indirect Costs (Jan 1997) 56 52.242-13 Bankruptcy (July 1995) 56 52.243-2 Alt I Changes-Cost-Reimbursement (Aug 1987)- Alternate I (Apr 1984) 56 52.243-7 Notification of Changes (Apr 1984) 56 52.244-5 Competition In Subcontracting (Dec 1996) 56 52.244-6 Subcontracts for Commercial Items (Dec 2009) 56 52.245-1 Government Property (June 200'7) 56 52.245-9 Use and Charges (June .2007) 56 52.246-25 Limitation of Liability-Services `(Feb 1997) 56 52.249-6 Termination (Cost Reimbursement) (May 2004) 56 52.249-14 Excusable Delays (Apr 1984) 56. 52.251-1 Government Supply Sources (Apr 1984) 56 ' List of Attachments , 56 J.1 List of Attachments 56 ossified By: Derived From: Reason: Declassify On: UNCLASSIFIEDUFOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEDUFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Section A - Solicitation/Contract Form A.1. Description of Amendment/Modification Page 8 of 57 The purpose of this urulateral modification is to: � Provide incremental funding �,-P14, '777 10.,,,,TF Contract funding is increased from $182,333,413 by $7,960,000 to $190,293,413. FUNDING Acquire Expenditures $106,859.,619.40 Rollover to BASIS (MN 500) $44,076,808.60 Mod 38 (CLIN 500) $11,369,760.00 Mod 39 (CLINT 500) $570,000.00 Mod 41(CLIN 500) $3,530,000.00 CLIN 500 Total $166,406,188.00 Mod 40 (CLIN 401) $830,000.00 Mod 41 (MN 401) $13,670,800.00 Mod 42 (CLIN 401) $1,426,425.00 Mod 43 (CUM 401) $7,960,000.00 MN 401 Total $23,887,225.00 Contract Total ! . $190,293,413.00 (b)(4) Use of Facsimile Signatures (JUN 2002) (b)(3) This Contract document may be executed in counterparts, each of which shall be deemed an original, all of which together shall con- stitute one and the same instrument. Facsimile signatures will be regarded as authentic by all parties. Section B - Supplies or Services and Prices/Costs 401 SERVICE Original: 1.000000 Change: 0.000000 Original: (b)(4) (b)(4) � M.N. � e.e.0,11,:ofe����= �������1 1 110G /WI V Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEDHFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 6 of 57 Total: 1.000000 EA Delivery Schedule: Total: Quantity. Price Period of Performance: 09/18/2011 - 09/17/2012 Description: CLIN 401 / CPAF-LOET / SERVICES OPTION YEAR 4 (EXERCISED) Pricing Options: PERIOD: Exercised Option 4 QUANTITY: Additional Funding: 1. Original Total: $830,000.00 Change Total: $0.00 Current Total: $830,000.00 2. Original Total: $1,332,800.00 Change Total: $0.00 Current Total: $1,332,800.00 3. Original Total: $12,338,000.00 Change Total: $0.00 Current Total: $12,338,000.00 4. Original Total: $1,022,514.00 Change Total: $0.00 Current Total: $1,022,514.00 5. Original Total: $3,911.00 Change Total: $0.00 Current Total: $3,911.00 6. Original Total: $400,000.00 Change Total: $0.00 UNCLASSIFIEDHFOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Current Total: $400,000.00 7. Original Total: $0.00 Change Total: $2,900,000.00 Current Total: $2,900,000.00 8. Original Total: $0.00 Change Total: $1,600,000.00 Current Total: $1,600,000.00 9. Original Total: $0.00 Change Total: $3,460,000.00 Current Total: $3,460,000.00 Page 7 of 57 1111,1 A OCIC1Crincne twciriel I IRF mon Y Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED/NOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 8 of 57 500 SERVICE Original: 1.000000 Change: 0.000000 Total: 1.000000 EA Original: Total: f Delivery Schedule: Quantity Price Period of Performance: 09/18/2007 - 09/17/2011 Description: CLIN 500/ CPAF-LOET / SERVICES Consolidated Line includes Base Year through Exercised Option Year 3 Labor and ODCs Pricing Options: PERIOD: Exercised Option QUANTITY: Additional Funding: 1. Original Total: $200,000.00 Change Total: $0.00 Current Total: $200,000.00 2. Original Total: $24,021.37 Change Total: $0.00 Current Total: $24,021.37 3. Original Total: $48,000.00 Change Total: $0.00 Current Total: $48,000.00 4. Original Total: $39,232.96 Change Total: $0.00 Current Total: $39,232.96 5. Original Total: $10,000.00 Change Total: $0.00 Current Total: $10,000.00 6. UNCLASSIFIED//FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED/NOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Original Total: $50,000.00 Change Total: $0.00 Current Total: $50,000.00 7. Original Total: $60,000.00 Change Total: $0.00 Current Total: $60,000.00 8. Original Total: $32,000.00 Change Total: $0.00 Current Total: $32,000.00 9. Original Total: $415,550.00 Change Total: $0.00 Current Total: $415,550.00 10. Original Total: $415,550.00 Change Total: $0.00 Current Total: $415,550.00 11. Original Total: $29,193.72 Change Total: $0.00 Current Total: $29,193.72 12. Original Total: $45,678.97 Change Total: $0.00 Current Total: $45,678.97 13. Original Total: $172,515.00 Change Total: $0.00 Current Total: $172,515.00 14. Page 9 of 57 ������� "C=11.IAI lice flhll v Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Original Total: $600,000.00 Change Total: $0.00 Current Total: $600,000.00 15. Original Total: $81,779.44 Change Total: $0.00 Current Total: $81,779.44 16. Original Total: $160,000.00 Change Total: $0.00 Current Total: $160,000.00 17. Original Total: $600,000.00 Change Total: $0.00 Current Total: $600,000.00 18. Original Total: $1,000,000.00 Change Total: $0.00 Current Total: $1,000,000.00 19. Original Total: $239,062.85 Change Total: $0.00 Current Total: $239,062.85 20. Original Total: $1,500,000.00 Change Total: $0.00 Current Total: $1,500,000.00 21. Original Total: $500,000.00 Change Total: $0.00 Current Total: $500,000.00 22. Page 10 of 57 UNCLASSIFIED//FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEDUFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Original Total: $42,000.00 Change Total: $0.00 Current Total: $42,000.00 23. Original Total: $44,435.98 Change Total: $0.00 Current Total: $44,435.98 24. Original Total: $135,093.00 Change Total: $0.00 Current Total: $135,093.00 25. Original Total: $500,000.00 Change Total: $0.00 Current Total: $500,000.00 26. Original Total: $800,000.00 Change Total: $0.00 Current Total: $800,000.00 27. Original Total: $148,000.00 Change Total: $0.00 Current Total: $148,000.00 28. Original Total: $42,060.00 Change Total: $0.00 Current Total: $42,060.00 29. Original Total: $86,282.92 Change Total: $0.00 Current Total: $86,282.92 30. Page 11 of 57 Mr.] ASSIFIFOHFOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Original Total: $75,618.69 Change Total: $0.00 Current Total: $75,618.69 31. Original Total: $319,000.00 Change Total: $0.00 Current Total: $319,000.00 32. Original Total: $985,000.00 Change Total: $0.00 ' Current Total: $985,000.00 33. Original Total: $6,000,000.00 Change Total: $0.00 Current Total: $6,000,000.00 34. Original Total: $79,205.93 Change Total: $0.00 Current Total: $79,205.93 35. Original Total: $150,000.00 Change Total: $0.00 Current Total: $150,000.00 36. Original Total: $300,000.00 Change Total: $0.00 Current Total: $300,000.00 37. Original Total: $3,715,705.00 Change Total: $0.00 Current Total: $3,715,705.00 38. Page 12 of 57 UNCLASSIFIED//FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Original Total: $415,416.75 Change Total: $0.00 Current Total: $415,416.75 39. Original Total: $350,000.00 Change Total: $0.00 Current Total.: $350,000.00 40. Original Total: $1,198,000.00 Change Total: $0.00 Current Total: $1,198,000.00 41. Original Total: $3,300,000.00 Change Total: $0.00 Current Total: $3,300,000.00 42. Original Total: $400,000.00 Change Total: $0.00 Current Total: $400,000.00 43. Original Total: $527,875.00 Change Total: $0.00 Current Total: $527,875.00 44. Original Total: $258,967.72 Change Total: $0.00 Current Total: $258,967.72 45. Original Total: $141,552.15 Change Total: $0.00 Current Total: $141,552.15 46. Page 13 of 57 Appr:oV-e-ciTOT-Keiea-s7-21)00772-7 C06218654 Approved for Release: 2016/01/27 C06218654 , UNCLASSIFIEDHFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Original Total: $90,467.74 Change Total: $0.00 Current Total: $90,467.74 47. Original Total: $158,651.35 Change Total: $0.00 'Current Total: $158,651.35 48. Original Total: $168,401.14 Change Total: $0.00 Current Total: $168,401.14 I 49. Original Total: $38,106.50 Change Total: $0.00 Current Total: $38,106.50 50. Original Total: $50,903.85 Change Total: $0.00 Current Total: $50,903.85 51. Original Total: $2,000,000.00 Change Total: $0.00 Current Total: $2,000,000.00 52. Original Total: $76,000.00 Change Total: $0.00 Current Total: $76,000.00 53. Original Total: $17,651.00 Change Total: $0.00 Current Total: $17,651.00 54. Page 14 of 57 UNCLASSIFIED//FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Original Total: $53,379.00 Change Total: $0.00 Current Total: $53,379.00 55. Original Total: $40,000.00 Change Total: $0.00 Current Total: $40,000.00 56. Original Total: $5,405.00 Change Total: $0.00 Current Total: $5,405.00 57. Original Total: $93,000.00 Change Total: $0.00 Current Total: $93,000.00 58. Original Total: $148,395.00 Change Total: $0.00 Current Total: $148,395.00 59. Original Total: $60,000.00 Change Total: $0.00 Current Total: $60,000.00 60. Original Total: $167,328.00 Change Total: $0.00 Current Total: $167,328.00 61. Original Total: $28,154.30 Change Total: $0.00 Current Total: $28,154.30 62. Page 15 of 57 � ��.�....� A AAA. MAIANOM.� ������ 011,,,./.. A 11 � SI Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number 043 Original Total: $200,000.00 Change Total: $0.00 Current Total: $200,000.00 63. Original Total: $2,053,480.77 Change Total: $0.00 Current Total: $2,053,480.77 64. Original Total: $128,962.00 Change Total: $0.00 Current Total: $128,962.00 65. Original Total: $8,040.00 Change Total: $0.00 Current Total: $8,040.00 66. Original Total: $172,978.00 Change Total: $0.00 Current Total: $172,978.00 67. Original Total: $8,240.00 Change Total: $0.00 Current Total: $8,240.00 68. Original Total: $175,247.00 Change Total: $0.00 Current Total: $175,247.00 69. Original Total: $8,160.00 Change Total: $0.00 Current Total: $8,160.00 70. Page 16 of 57 UNCLASSIFIED//FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEWIFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Original Total: $197,252.00 Change Total: $0.00 Current Total: $197,252.00 71. Original Total: $8,365.00 Change Total: $0.00 Current Total: $8,365.00 72. Original Total: $198,318.00 Change Total: $0.00 Current Total: $198,318.00 73. Original Total: $8,060.00 Change Total: $0.00 Current Total: $8,060.00 74. Original Total: $8,932.00 Change Total: $0.00 Current Total: $8,932.00 75. Original Total: $127,162.00 Change Total: $0.00 Current Total: $127,162.00 76. Original Total: $3,940.00 Change Total: $0.00 Current Total: $3,940.00 77. Original Total: $38,252.00 Change Total: $0.00 Current Total: $38,252.00 78. Page 17 of 57 ---- ----- Approved for Release: 2016/01/27 C06218654 ' Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED/IFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Original Total: $3,270.00 Change Total: $0.00 Current Total: $3,270.00 79. Original Total: $165,670.00 Change Total: $0.00 Current Total: $165,670.00 80. Original Total: $8,695.00 Change Total: $0.00 Current Total: $8,695.00 81. Original Total: $140,096.00 Change Total: $0.00 Current Total: $140,096.00 82. Original Total: $66,614.64 Change Total: $0.00 Current Total: $66,614.64 83. Original Total: $620.00 Change Total: $0.00 Current Total: $620.00 84. Original Total: $74,548.00 Change Total: $0.00 Current Total: $74,548.00 85. Original Total: $3,383.36 Change Total: $0.00 Current Total: $3,383.36 86. Page 18 of 57 UNCLASSIFIED/IFOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Original Total: $5,535.04 Change Total: $0.00 Current Total: $5,535.04 .87. Original Total: $45,642.00 Change Total: $0.00 Current Total: $45,642.00 88. Original Total: $3,228.32 Change Total: $0.00 Current Total: $3,228.32 89. Original Total: $84,516.64 Change Total: $0.00 Current Total: $84,516.64 90. Original Total: $5,606.64 Change Total: $0.00 Current Total: $5,606.64 91. Original Total: $93,095.36 Change Total: $0.00 Current Total: $93,095.36 ' 92. Original Total: $5,287.04 Change Total: $0.00 Current Total: $5,287.04 93. Original Total: $9,013.36 Change Total: $0.00 Current Total: $9,013.36 94. Page 19 of 57 Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCI.ASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Original Total: $132,702.00 Change Total: $0.00 Current Total: $132,702.00 95. Original Total: $6,711.00 Change Total: $0.00 Current Total: $6,711.00 96. Original Total: $162,319.00 Change Total: $0.00 Current Total: $162,319.00 97. Original Total: $7,497.50 Change Total: $0.00 Current Total: $7,497.50 98. Original Total: $4,674,116.06 Change Total: $0.00 Current Total: $4,674,116.06 99. Original Total: $2,515,795.00 Change Total: $0.00 Current Total: $2,515,795.00 100. Original Total: $500,001.00 Change Total: $0.00 Current Total: $500,001.00 101. Original Total: $974,679.00 Change Total: $0.00 Current Total: $974,679.00 102. Page 20 of 57 UNCLASSIFIED//FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEDHFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Original Total: $1,196,529.75 Change Total: $0.00 Current Total: $1,196,529.75 103. Original Total: $10,738.34 Change Total: $0.00 Current Total: $10,738.34 104. Original Total: $402,869.45 Change Total: $0.00 Current Total: $402,869.45 105. Original Total: $34,077.00 Change Total: $0.00 Current Total: $34,077.00 106. Original Total: $175,000.00 Change Total: $0.00 Current Total: $175,000.00 107. Original Total: $9,934,483.00 Change Total: $0.00 Current Total: $9,934,483.00 108. Original Total: $1,226,200.00 Change Total: $0.00 Current Total: $1,226,200.00 109. Original Total: $570,000.00 Change Total: $0.00 Current Total: $570,000.00 110. Page 21 of 57 Approved for Release: 2016-70i1i C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEDBFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Original Total: $3,530,000.00 Change Total: $0.00 Current Total: $3,530,000.00 Page 22 of 57 Period Base Totals: CLIN Funding: $0.00 Period Exercised Options Totals: CLIN Funding: $83,433,793.60 ; Period Current (Base + Exercised Options) Totals: CLIN Funding: $83,433,793.60 Period Unexercised Options Totals: CLIN Funding: $0.00 Period Base and Options Totals: CLIN Funding: $83,433,793.60 Quantity Base Totals: CLIN Funding: $0.00 . Quantity Exercised Options Totals: CLIN Funding: $0.00 Quantity Current (Base + Exercised Options) Totals: CLIN Funding: $0.00 Quantity Unexercised Options Totals: CLIN Funding: $0.00 Quantity Base and Options Totals: CLIN Funding: $0.00 , (b)(4) (b)(4) (b)(4) (b)(4) (b)(4) (b)(4) (b)(4) (b)(4) (b)(4) (b)(4) Type of Contract and Consideration (CPAF-LOET) (JUL 2007) (b)(3) (a) This is a Cost-Plus-Award-Fee (CPAF) Level-of-Effort Term (CPAF-LOET) type contract as described in FAR 16.305 in the total estimated amounts set forth below. Base Period: (CLIN 500 - 09/18/2007 - 09/17/2008) (EXERCISED) (b)(4) (b)(4) (b)(4) (b)(4) Option Period One: (MN 500 - 09/18/2008 - 09/17/2009) (EXERCISED) (b)(4) (b)(4) (b)(4) (b)(4) Option Period Two: (CLIN 500 - 09/18/2009 - 09/17/2010) (EXERCISED) UNCLASSIFIED//FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Option Period Three: (CLIN 500- 09/18/2010 - 09/17/2011) (EXERCISED) Option Period Four: (CL1N 401 - 09/18/2011 :09/17/2012) (EXERCISED) Page 23 of 57 (b) Award fee shall be available for consideration of payment under the terms of the "Award Fee Provisions" set forth under Attach- ment 2 of this contract The availability of maximum award fee dollars, with respect to the evaluation periods, is as follows: Period # � Start 5 - 6 8 9 10 End AF Available AF TOTALS Earned AF Score � AF Un gamed � TBD Approved for Release: 2016/0-170 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 24 of 57 (c) A provisional/interim fee payment, equivalent to 5 percent of the allowable costs incurred, is authorized for payment under this contract. Payment and/or adjustment of such provisional/interim fee, to reflect the actual fee earned/awarded during any given evalu- ation period, shall be made in accordance with the procedures and under the terms and conditions described under the clause entitled "Provisional Fee Payment and Adjustment". (d) The Contractor shall expend its best effort towards accomplishing the Scope of Contract work outlined above. (e) Level-of-Effort for Base and Option Periods: (1) The level-of-effort required far the base period is a minimum of 282,108 labor hours and a maximum of 299,558 labor hours. The estimated composition of the total labor hours for the base period is as follows: - (CLIN 500 - 09/18/2007 - 09/17/2008) (EXERCISED) Labor Category Program Management Support Services Labor Direct Labor Hours 10,174 280,659 TOTAL TARGET: 290,833 (2) The level-of-effort required for the first option period is a minimum of 385,025 labor hours and a maximum of 408,841 labor hours. The estimated composition of the total labor hours for the first option period is as follows: (CLIN 500 - 09/18/2008 - 09/17/2009) (EXERCISED) Labor Category Program Management Support Services Labor NCIX Labor � Direct Labor Hours 15,849 339,74,3 41,341 TOTAL TARGET: 396,933 (3) The level-of-effort required for the second option period is a minimum of 434,943 labor hours and a maximum of 461,847 labor hours. The estimated composition of the total labor hours for the second option period is as follows: (CLIN 500 - 09/18/2009 7 09/17/2010) (EXERCISED) Labor Category Program Management Support Services Labor NaX Labor ISG Labor K. Evans TOTAL TARGET: Direct Labor Hours 19,111.7 235,304.6 55,179.7 138,383.9 415 448,395 UNCLASSIFIEDUFOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 25 of 57 (4) The level-of-effort required for the third option period is a minimum of 439,471 labor hours and a maximum of 466,655 labor hours. The estimated composition of the total labor hours for the third option period is as follows: (CLIN 500- 09/18/2010 - 09/17/2011) (EXERCISED) Labor Category Direct Labor Hours Program Management 20,064 Support Services Labor 432,999 TOTAL TARGET: 453,063 (5) The level-of-effort required for the fourth option period is a minimum of 621,902 labor hours and a maximum of 660,370 labor hours. The estimated composition of the total labor hours for the fourth option period is as follows: � (CLIN 401 - 09/18/2011 - 09/17/2012) (EXERCISED) Labor Category , Direct Labor Hours Program Management 11,856 Support Services Labor 629,280 TOTAL TARGET: 641,136 (f) The Contractor shall continually evaluate the total level-of-effort required and recommend to the Government changes thereto which are considered beneficial in attaining the overall objectives of this contract In controlling the utili7ation of labor hours, the Contractor shall promptly notify the Contracting Officer, in writing, when there is an indication that premature exhaustion of the total labor hours of effort is predicted. (g) It is understood and agreed that the rate of labor hours per month may fluctuate in pursuit of the technical objective; however, such fluctuations will be controlled to avoid an exhaustion of the total labor hours of effort before the expiration of the term of the contract. (h), It is further agreed that the Contractor may submit written requests for acceleration of the average hourly rate of effort that will result in the utilization of the total labor hours set forth above prior to the expiration date of this contract If the Contracting Officer approves the request, the accelerated performance shall be without increase in fee and the transaction formalized by modification to this contract (i) The fee for performance under this contract is predicated upon the Contractor furnishing at least the minimum but up to and in- cluding the maximum level-of-effort specified. In the event the minimum level-of-effort is not provided as specified, the Government may, at its unilateral option, reduce both the base fee and the award fee pool proportionally. Such reduction, if necessary, will be ap- plicable to all fees including those awarded/earned. The fee shall be adjusted downward in accordance with the following formula: Fee Reduction = Fee (in $) x (Target LOE-Expended LOE) Target LOE. "Fee Reduction" computed by the above formula is the dollar amount by which the fee specified in the contract will be reduced. "Fee" in the above formula means the base fee and maximum award fee for CPAF type contracts. "LOE" in the above formula means "level- of-effort". Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 26 of 57 G) In the event the Government desires an additional level-of-effort in excess of the maximum labor hours specified prior to contract completion, the parties may negotiate to make an equitable adjustment of the amount Of fee. payable hereunder. .13.corporation of Award Fee Plan (OCT 2003) (b)(3) The parties hereto agree that the fee payable under this contract shall be established in accordance with the award fee plan attached hereto and made a part hereof. Scope of Contract (Cost-Reimbursement, Level-of-Effort Term) (OCT 2003) (b)(3) The Contractor shall: (a) On a Level-of-Effort basis, perform assigned tasks, in accordance with the Statement of Work (SOW), and all applicable Specific- ations, Application Standards and/or Requirements documents. (b) In accordance with the terms and conditions set forth hereafter, furnish the necessary qualified and properly cleared personnel, services, travel, facilities, and materials (except those specifically designated to be provided by the Government) to enable accom- plishment of the task(s) assigned under this contract (c) Conduct and/or participate in a Progress Review Meeting, as required by the COTR, in order to review task performance and com- pletion. (d) Prepare and submit monthly, two (2) copies of the following documentation: (1) contract status report; Option for Increased Quantity - Direct Hours (Cost Reimbursement) (JUL 2007) (a) The parties recognize ihat the total amount of direct labor hours set forth in the "Type of Contract and Consideration" clause in Section B represent(s) the best estimate of the number of direct hours that will be required to accomplish this contract effort. As the work continues or evolves, the effort originally contemplated may enlarge or modify, necessitating additional hours in excess of the amount set forth in said clause. As long as the additional effort is deemed by the contracting officer to be within the scope of the con- tract, the total amount of direct hours may be increased in order that additional effort may be performed. Unless otherwise specified in the contract, any increase in total hours shall be at the hourly rate as set forth in paragraph (b) below. (b) The Government may increase the number Of direct hours by issuing an appropriately funded unilateral modification to this con- tract citing this clause as authority. Each unilateral modification issued pursuant to this provision shall increase the total estimated contract value set forth in the "Type of Contract and Consideration" clause in Section B, at the estimated fully loaded cost and fee amounts as shown in the following table, respectively for each direct hour added. Base (CLIN 500 - 09/18/2007 - 09/17/2008) (EXERCISED): Labor Category Estimated Fee/Hour Cost/Hour * SEE ATTACHMENT 4 Option within Option Year 1 (CI1N 500 - 09/18/2008 - 09/17/2009) (EXERCISED): Labor Category Estimated Fee/Hour (b)(3) UNCLASSIFIED//FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Cost/Hour * SEE ATTACHMENT 4 Option within Option Year 2 (CUNT 500 - 09/18/2009 - 09/17/2010) (EXERCISED): Labor Category Estimated Fee/Hour Cost/Hour * SEE ATTACHMENT 4 Option within Option Year 3 (CLIN 500- 09/18/2010 - 09/17/2011) (EXERCISED): � Labor Category Estimated Fee/Hour Cost/Hour * SEE ATTACHMENT 4 Option within Option Year 4 (CLIN 401 - 09/18/2011 - 09/17/2012) (EXERCISED): Labor Category Estimated Fee/Hour - Cost/Hour * SEE ATTACHMENT 4 Page 27 of 57 (c) The number of direct labor hours that may be increased under this clause is not to exceed 25% of the negotiated level-of-effort (LOE) as stated in the base contract or in each negotiated option period. However, the LOE increase must be accomplished within the period of performance when the option is exercised. Allotted Contract Funding (JAN 2004) Pursuant to the "Limitation of Funds" clause, the funding presently available and allotted for the performance of this contract is set forth below. The Government shall not be obligated to reimburse the Contractor for costs incurred in excess of this amount and the Contractor shall not be obligated to continue performance under this contract or otherwise incur costs in excess of the stipulated amount. The Government estimates that the allotment will cover the period of performance identified below: Mod # Contract Funding Funding . Description of Services Re- quested � Base $28,354,789 Acquire . Base Period Option 1 $41,994,205 Acquire Option 1 Option 2 $49,306,671 Acquire Option 2 Option 3 $31,280,763 Acquire Option 3 38 $175,000 8S-10092277007 Option 3 38 $34,077 9U-10110375012 Option 3 38 $9,934,483 C2-11012577087 Option 3 . 38 $1,226,200 C2-11012577091 Option 3 39 $570,000 9C-11052575064 Option 3. 41 $3,530,000 C2-11072877099-0 . Option 3 Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIENFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 28 of 57 CLIN 500 Total $166,406,188 . 40 $830,000 9C-11052575064 Option 4 41 $1,332,800 C2-11072877102-1 Option 4 41 $12,338,000 C2-11072877094-0 Option 4 42 $400,000 9C-11072275099-1 Option 4 42 $1,026,425 9C-11081175209-0 � Option 4 � 43 $2,900,000 C2-11092175003-0 Option 4 . 43 $1,600,000 C2-11092175006-0 � Option 4 43 $3,460,000 C2-11092275001-0 Option 4 CLIN 401 Total $23,887,225 , Contract Total $190,293,413 � Allotted: $166,406,188 Period: (CLINT 500 - 09/18/2007 - 09/17/2011) Allotted: $23,887,225 Period: (CLIN 401 - 09/18/2011 - 09/17/2012) Section C - Descriptions/Specifications/Statement of Work Statement of Work (OCT 2003) The Sponsor's Statement of Work entitled "PROFEESSIONAL ADMINISTRATIVE SUPPORT SERVICES, PYRAMID, STATEMENT OF WORK, ATTACHMENT 1" dated 15 MAY 2007, which is incorporated by reference or attached hereto, is made a part of this contract Section E - Inspection and Acceptance (b)(3) Inspection and Acceptance at Destination (MAR 2004) (b)(3) Final inspection and acceptance of work accomplished, services provided and/or items produced or deliverable under this contract shall be performed at destination by cognizant Government personnel. 52.252-2 Clauses Incorporated by Reference (Feb 1998) . This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon re- quest, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this / these address(es): http://www.far.npr.gov/References/References.html UNCLASSIFIEDIIFOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEDHFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Clauses By Reference Page 29 of 57 Jame_ 2.246-5 flnspection of Services Cost-Reimbursement (Apr 1984) Section F - Deliveries or Performance PERIOD OF PERFORMANCE ITEM START 401 09/18/2011 500 09/18/2007 END 09/17/2012 09/17/2011 Late Delivery (AUG 1996) When the Contractor encounters difficulty in meeting performance requirements, or anticipates difficulty in complying with the con- tract delivery schedule or date, it shall immediately notify the Contracting Office in writing giving pertinent details; provided, however, that this data shall be informational only in character and that this provision shall not be construed as a waiver by the Gov- ernment of any delivery schedule or any rights or remedies provided by law or under this contract. Period of Performance (AUG 1996) The period of performance of this contract shall be from 18 September 2007 to 17 September 2011. Option Period 1: 18 September 2008 to 17 September 2009 (EXERCISED) Option Period 2: 18 September 2009 to 17 September 2010 (EXERCISED) Option Period 3: 18 September 2010 to 17 September 2011 (EXERCISED) Option Period 4: 18 September 2011 to 17 September 2012 (EXERCISED) (b)(3) (b)(3) Place of Performance (AUG 1996) (b)(3) The principal place of performance under this contract shall be the Government's facilities located within the Washington Metropol- itan Area. Periodic Level-of-Effort Certification (JUL 2007) (a) Within 60 days of completion of the base period and each subsequent option period, the Contractor shall submit to the Contracting Officer a brief certified statement of the labor hours actually expended in performance of the contract for the period. (b) The certified statement shall include the total number of hours expendeCI supported with a breakdown of hours by labor category. (b)(3) Contract Status Report (JUL 2009) (b)(3) (a) Monthly contract status reports shall be submitted in two (2) hardcopy and electronic copies to the Contracting Officer not later than fifteen (15) calendar days after the close of the invoice/billing cycle covered by the report. Such report shall be in the format as provided in the attached Monthly Contract Status Report exemplar. Failure to submit this report will result in delay in payment of in- voices. (b) The Monthly Contract Status Report for this contract will consist of the following template sections: Contract Summary Pro- gram Actuals Financial/Hourly Summary Rolling Plan 52.252-2 Clauses Incorporated by Reference (Feb 1998) Approved for Release: icifeToiTO c06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED/IFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 30 of 57 This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon re- quest, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this / these address(es): http://www.far.npr.gov/References/References.html Clauses By Reference J5 2.242.15 Alt I Stop-Work Order (Aug 1989)- Alternate I (Apr 1984) Section G -.Contract Administration Data Settlement - Cost Type Contracts (MAR 2009) Upon completion of the subject contract, the Contractor shall submit the following documents:(a) Electronic Funds Transfer Informa- tion (EFT) - The submission of this information is required to keep our payment database current (One copy required)(b) Final Prop- erty Closeout Statement (Government Furnished Property (GFP) and Contactor Acquired Property (CAP) (One copy requted)(c) Fi- nal Patent and Royalty Statement (in accordance with FAR 52.227-11 or 52.227-13, as appropriate) (One copy required)(d) Final Level-of-Effort Certification (For LOB type contracts) (One copy required)(e) Final Cleared Personnel Certification Report (If con- tract required security clearances) (Submit in accordance with contract clause (I) Final Invoice or Voucher (also referred to as Final Cumulative Claim and Reconciliation [FCCR]). Once final annual indirect cost rates have been established, the Contractor shall submit a "FINAL" invoice or voucher. If final annual indirect cost rates have not been established and the parties have agreed to use negotiated quick-close rates, the Contractor shall submit a "FINAL" invoice or voucher. The receipt of an invoice marked "FI- NAL" shall initiate the settlement of this contract This "FINAL" invoice is not to be transmitted via electronic submission, but must be submitted in hard copy to the address listecl below. (One copy required)One set of closeout documentation (a), (b), (c), (d), and Contracting Officer's copy of (e) shall be mailed, postage prepaid, to the Contracting Officer at the address on page 1 of this con- tract One comnlete set of closeout documentation (a), (b), (c), (d), and (f) shall be mailed, postage prepaid, to: Washington, DC 20505 If you have any questions in regard to th VIllOtol,LIL LAAA.1.1.11. please contact the settlements office directly. SUBMISSION OF INVOICES (IAN 2004) Notwithstanding the provisions of the clause of this contract at FAR 52.216-7, Allowable Cost and Payment, Contractors shall not submit invoices or requests for contract interim payment more often than once a month. Electronic Submission of Payment Requests Using IPP (SEP 2010) (a) Definitions. As used in this clause- (1) "Contract financing payment" and "invoice payment" have the meanings given in FAR section 32.001. (2) "Electronic form" means using the Internet Payment Platform (IPP) to transmit information electronically from the Contractor to the internal contract management system. The Agency does not consider facsimile, e-mail, and scanned documents to be electronic forms. (3) "Payment request" means any request for contract financing payment or invoice payment submitted by the Contractor under a con- tract (b) Except as provided in paragraphs (e) and (g) of this clause, the Contractor shall submit payment requests using the Internet Pay- ment Platform (IPP). The payment period designated by the Prompt Payment Act will begin on the�date a proper and complete invoice is received in the payment office via IPP. The status of submitted invoices is available in IPP. For other invoice or payment questions relating directly to this contract, call the payment office or � (c) The Contract Line Item Numbers (CL1Ns) and associated CLIN descriptions as provided in IPP must be utilized to create invoices. An Invoice Line Item Number must reference the Contract Line Item Number (CLIN) against which the Contractor is billing. An in- voice may have multiple Invoice Lines billing against one CLIN, but the Invoice Line Item Descriptions must closely relate to the CL1N descriptions in the contract Do not attach any documents to the invoice submitted in IPP as the attachments will be discarded. Any additional documentation must be submitted to the COTR in a method mutually agreed to by the Contractor and the COTR. (d) The Invoice shall not include any sensitive and/or classified information, nor identify the Sponsor or any of its facilities. Any in- voice including sensitive and/or classified information will not be considered a proper invoice in accordance with the Prompt Payment Act and will be rejected. Further, the submission of such an invoice may be considered a security incident. Any questions concerning this matter should be directed to the Contracting Officer. UNCLASSIFIEDHFOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEDUFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 31 of 57 (e) If the Contractor is unable to submit a payment request in electronic form, or the Agency is unable to receive a payment request in electronic form, the Contractor shall submit the payment request using a method mutually agreed to by the Contractor, the Contracting Officer, and the payment office. (f) In addition to the requirements of this clause, the Contractor shall meet the requirements of the appropriate payment clauses in this contract when submitting payment requests. (g) The Contractor shall submit the final invoice or vouches for cost reimbursement contracts in accordance with the "Settlement - Cost Type Contracts" clause of this contract Internet Payment Platform Initial Registration and Account Maintenance (SEP 2010) (b)(3) . (a) The Internet Payment Platform (IPP) is a secure, web-based electronic invoicing system (accessible via the Internet) provided by the Department of the Treasury's Financial Management Service (FMS), in partnership with the Federal Reserve Bank of Boston. The Contactor shall provide the Contracting Officer with the following information required for IPP registration: (1) Company Name (primary corporate location);(2) Company Tax Identification Number (TIN); and(3) Company designated IPP account administrator, to include: name, position, phone number, email address. ' Contractors currently registered with IPP through another Government agency must still register separately for payments from this Agency.(b) Within 1-2 weeks after the contract is signed, the information provided in paragraph (a) will be forwarded to IPP and the company designated IPP account administrator will then receive three emails from the Treasury Web Applications Infrastructure's (TWA1) email address twaigov�mail.eroc.twai.gov. (1) From "Treasury UPS User Administration" - a FMS Enterprise User ID and a link to a website that will allow the Company's POC to initialize an IPP account(2) From "IPP User Administration" - the Company's IPP User ID, a link to the IPP Application, and the IPP Helpdesk phone number.(3) From "Treasury UPS User Administration" - the Company's IPP password (sent within 24 hours of the first two ernails) (c) During registration, one (1) initial administrative user account is created for the company for the submitted TN, regardless of the number of contracts or locations associated with the TIN. The IPP account administrator is required to set up all other company user accounts, including other administrators. Registration is complete when the IPP account administrator logs into the IPP website with the User ID and password provided by T'WAI and accepts the "rules of behavior".(d) The Contractor shall access a first time login video found on the IPP homepage, which provides step-by-step instructions for logging into IPP for the first time. Other self-help videos, to include creating and submitting invoices, are available only after logging into IPP.(e) Passwords in IPP expire every 90 days. Fourteen days prior to the end of the 90-day period, IPP will send an email notification prompting you to change your password. If you do not change your password once during the 90 days, or if you do not change your password when prompted to do so, you must contact the IPPHelpdesk at 1-866-973-3131 to unlock your account and to reset your password.(f) For application specific ques- tions such as how to create an invoice r how to set un notifications, contact the IPP Helpdesk. For questions related to the contract, contact the Vendor Service Center a Authority and Designation of a Contracting Officer's Technical Representative (COTR) (OCT 2008) (a) Authority: Performance of this contract is subject to the technical guidance, supervision and approval of the Contracting Officer or a designated Contracting Officer's Technical Representative (COTR). As used herein, "technical guidance" is restricted to scientif- ic, engineering or other technical field-of-discipline matters directly related to the work to be performed. Such guidance may be provided for the purposes of filling in details, clarifying, interpreting or otherwise serving to accomplish the technical objectives and requirements of the contract In addition, and unless specified elsewhere in this contract, the authority of the designated COTR is spe- cifically limited to the technical administration of this contract and the inspection of supplies being produced, services being provided or work being performed to assess compliance with the scope, estimated cost (if cost-reimbursement), schedule, and technical require- ments of the contract. (b) If an Associate COTR (ACOTR) or a Government Task Manager (GTM) is designated by this clause, the ACOTR will assist the COTR in his/her responsibilities and will function as the technical representative of the Contracting Officer in the absence of the CO- TR. The GTM will assist the COTR in performing his/her responsibilities for a specific task(s). However, the COTR remains ulti- mately responsible for the technical performance of the contract (c) Designation: The individual(s) identified below is/are authorized access to all information concerning this contract during the life of the contract unless this authorization is reassigned by an administrative change to the contract Name Telephone No. (b)(3) (b)(3) COTR: UNCLASSIFIED/. IFOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 (b)(3) Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEDIIFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 ACOTR (f applicable): N/A GTM (f applicable): N/A Page 32 of 57 (d) Notification: The Contracting Officer is the only representative of the Government authorized to negotiate, enter into, modify or take any other action with respect to this contract Therefore, no other employee or representative of the Government has the authority to initiate acorn-se of action which may alter the terms or conditions of this contract. All revisions to specifications, requirements or informal commitments that may involve a change in either the total cost/price, scope, delivery schedule, or legal aspects of this con- tract must be done by change order or supplemental agreement, to be negotiated and signed by the Contracting Officer. Should any action by Government personnel (other than the Contracting Officer) imply a commitment on the part of the Government that would affect the terms of this contract, the Contractor must notify the Contracting Officer and obtain approval before proceeding. Otherwise, the Contractor proceeds at its own risk. Novation/Change-of-Name Notification Requirement (MAR 2009) (a) For the purposes of this contract, any transfer of the contractor's assets to a third party, or change to the contractor's name, that fall under FAR 42.12, will be processed in a centralized manner by the staff at the following address: Unclassified Fax: (b) Until the settlement of this contract is completed, the Contractor shall provide written notification to this staff via fac- simile within (30) thirty days of any fore-mentioned changes. Along with details of the change, your notification shall provide a point of contact name, title, clearance level, and phone and fax numbers. � (c) After receiving this notification, your designee will receive a letter with instructions to assist in the preparation of the novation/change-of-name package. Our organintion will typically recognize Other Government Agency (OGA) Agree- ments; however, we have unique security requirements that must be addressed before formally accepting these agree- ments. (d) You are reminded that you must continue to invoice under your former name on existing contracts until this Agency accepts your novation and/or change-of-name agreement by issuance of a letter recognizing the agreement. In addition, you are NOT authorized to request changes to your banking information to recognize a successor company on existing contracts until this Agency accepts your novation and/or change-of-name agreement. Any delays in submitting the re- quired information may impact your ability to invoice. (e) A submission of a novation or name change agreement does not guarantee approval by this organi7ation and if a change is deemed unacceptable, the contractor will remain under contractual obligation to perform. The contract may be terminated for reasons of default should the contractor not perform. MAINTAINING LOCATOR INFORMATION (FEB 2010) (a) All Prime Contractor employees and all Subcontractor employees, if any, who work in the Sponsor's facility during the perform- ance of this recurrina basis shall input and update the required information in the Sponsor's LOCATOR data- base on th or successor systems. The Contractor shall inform each affected Prime Contract- or and Subcontractor employee of the provisions o .his clause and shall take reasonable steps to ensure the information described in this clause is updated, complete, and accurate. (b)(3) (b)(3) (b)(3) (b)(3) (b)(3) UNCLASSIFIED//FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED11FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 33 of 57 (b) The information in paragraph (c) shall be input and updated by Prime Contractor and Subcontractor employees as follows: (1) Individuals, who are given access to the shall input and update their own information. (2) In the event that an individual(s) does not have access to th the information shall be provided by the Prime Contractor and Subcontractor employee(s), in writing, to the Contracting OfficifiThnical Representative (COTR) for input into the database by the COTR. (c) Minimum information to be input and updated in LOCATOR: � (1) Full name; (2) Non-secure andsecure work phone numbers; (3) Primary assigned organization, building, floor, office room number, (4) Name and non-secure phone number of contract COTR as "Agency Government Contact;" (5) Company name; Subcontractor employees shall include both the name of the prime contractor and the name of the company they are employed by; (6) Full name and telephone number of an emergency point-of-contact at the Prime Contractor's company who is not assigned to the same Sponsor facility where this contract will be performed; and, (7) Full name, street address, and telephone number of a personal emergency point-of-contact as designated by the individual. (d) The Prime Contractor shall also maintain, at its facility, the information described in this clause for each Prime Contractor and Subcontractor employee assigned to perform duties under this contract at the Sponsor's facility. (e) Unless otherwise designated in writing by the prime contractor, the contractor's on-site Program Manager or project lead shall be responsible for all on-site contractor employees (prime and subcontractor) during an emergency event. The appointed contractor offi- cial shall ensure that he/she is prepared to execute the company's emergency procedures and communication plans as appropriate for 9n-site contractor personnel and shall comply with applicable 'Agency emergency procedures. Additionally, the appointed contractor official shall annually validate and ensure that all on-site contractor employees have updated their LOCATOR information in accord- ance with paragraph (a) above. (f) In accordance with applicable law, Sponsor will maintain and use the information provided to it pursuant to this clause to facilitate emergency planning, emergency response, and the conduct of Government business at Sponsor facilities. Sponsor reserves the right to exclude or remove any employee of the Contractor or of a subcontractor for failure to provide the information described in this clause. Exclusion or removal under the circumstances described in this clause shall not relieve the Contractor from full performance of the requirements of this contract, nor will it provide the basis for any claims against the Sponsor. (g) The Contractor agrees to incorporate the substance of this clause, including this paragraph (g), in all subcontracts under this con- tract when Subcontractor employees will perform duties under this contract at the Sponsor's facility. Government Property (OCT 2007) Approved for C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED/NOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 34 of 57 (a) General: The contractor shall maintain adequate property control procedures, records, and a system of identification of all Govern- ment property accountable to this contract in accordance with FAR Part 45 and the applicable Government Property clause incorpor- ated by reference in Section L The contractor must include this clause in all subcontracts that utilize Government property. (b) Government Property Administrator The Contracting Officer has delegated property administration authority to the Agency Prop- erty Administrator. (c) Contractor Property Representative: The contractor shall provide written notification of the name, address, and telephone number of the contractor's designated property representative responsible for establishing and maintaining control of Government property un- der this contract to the Agency Property Administrator at the address indicated below within thirty (30) days after receipt of this con- tract. Washington, DC 20505 AtnProDer&Administrator e contractor's Property Representative changes, the contractor must notify the Government Property Administrator of the change within 30 days. (d) Government Property List: The Government shall deliver to the contractor the property identified in the Section J attachment en- titled "Government Property Report" for use in the performance of this contract on a no-charge-for-use basis. The contractor may use Government property in their possession, which is accountable to other Agency contract(s), if the Contracting Officer(s) of the other contract(s) provides written authorization of their approval for use on a rent-free, non-interference basis. (e) Financial Reporting - General: The Government must account for and report assets in accordance with 31 U.S.C. 3512 and 31 U.S.C. 3515, Federal Accounting Standards, and Office of Management and Budget (OMB) instructions. Since contractors maintain the custodial records for Government assets in their possession, the Government must periodically obtain data from those records to complete its financial reports. Changes in Federal Accounting Standards and OMB reporting requirements may occur from year to year, requiring contractor submission of supplemental information. The specific Statements of Federal Financial Accounting Stand- ards (SFFAS) to be used for property records are SFFAS No. 3 "Accounting for Inventory and Related Property and Materials", SF- FAS No. 6, "Accounting for Property, Plant and Equipment", and "SFFAS No. 11, "Amendments to PP&E: Definitions" issued by the Federal Accounting Standards Advisory Board. (f) Financial Reports: To assist the Government with these requirements, the contractor's property control system shall report the total acquisition cost of Government property for which the contractor is accountable under this contract, including Government property as defined in FAR 45.101. The contracting officer will provide the total acquisition cost for all property furnished to the contractor by the Government in the Section J attachment entitled "Government Property Report". The contractor shall submit Quarterly and Annu- al Government Property Reports to the Government Property Administrator in accordance with the detailed instructions set forth in the Section J attachment entitled "Reporting Requirements for Government Property" to provide periodic updates to the list of property accountable to this contract and to provide information on contractor acquired property. The contractor shall also submit a Property Disposition Report with its Quarterly and Annual Reports to identify deletions from contract property records associated with this con- tract The Quarterly, Annual, and Disposition Reports shall be considered updates to the Section J attachment entitled "Government Property Report". In addition, the contractor shall submit a Final Disposition Report within 30 days after disposition of all property accountable to this contract. Failure to provide required reports may result in termination of this contract, suspension of payment by the Government until required reporting is received, or other action as deemed appropriate by the Contracting Officer. (g) Documentation Required to Support Contractor Acquired Property Items: The contractor shall furnish the Government Property Administrator a copy of all documentation to support the reported acquisition cost and acquisition date for all contractor acquired property valued at $50,000 and above within thirty (30) days of delivery by the vendor to the contractor. All contractor acquired prop- erty purchases since the last submitted report must be reported on the next Quarterly Report (h) Form 5025 - Annual Government Property Report After completing the Annual Government Property Report, the contractor shall submit the completed inventory to the COTR for validation and verification. The contractor shall receive a signed copy of the invent- ory back from the COTR. This will be verified during an audit conducted by the Government Property Administrator. The contractor shall also submit a signed copy of the Form 5025 - Annual Government Property Report along with the required Report attachments to UNCLASSIFIED//FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEDHFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 35 of 57 the Government Property Administrator in accordance with the instructions in the Section J attachment entitled "Reporting Require- ments for Government Property".. Section H - Special Contract Requirements Fraud, Waste, and Abuse, and Other Matters of Urgent Concern - Unclassified Association (APR 2009) Anyone who suspects fraud, waste, or abuse in any aspect of the acquisition process or during performance of this contract by either Government or Contractor personnel, or wishes to report an "urgent concern" to Congress, should contact the Office of Inspector Gen- eral, Investigations Staff, at phone numbe The term "urgent concern" means: (a) a serious or flagrant problem, ab- use, violation of law or Executive Order, or deficiency re atmg to the funding, administration, or operations of an intelligence activity involving classified information; (b) any false statement made to Congress, or willful withholding from Congress, on an issue of ma- terial fact relating to the funding, administration, or operations of an intelligence activity involving classified information; or (c) an ac- tion constituting reprisal or threat of reprisal in response to any person reporting an urgent concern pursuant to this provisions. � Security Requirements - Contract Classification (JUL 1997) IX] attached (Check if applicable). The attached is incorporated into this contract The elusive, but serves as a guide in connection with Contractor handling of classified materials. SECURITY REQUIREMENTS- GENERAL (DEC 2006) is not all in- (a) Contracting Officer's Security Representatives (COSR) are the designated representatives of the Contracting Officer and derive their authorities directly from the Contracting Officer. They are responsible for certifying the Contractor's capability for handling clas- sified material and ensuring that cuStomer security policies and procedures are met The COSR is the focal point for the Contractor, Contracting Officer, and COTR regarding security issues. The COSR cannot initiate any course of action that may alter the terms of the contract. The COSR for this contract i arid can be reached or (b) The provisions of this clause shall apply to the extent that any aspect of this contract is classified. (c) The Contractor is obligated to comply with all relevant clauses and provisions incorporated into this contract and with the "Con- tractor Secrecy and Security Agreement", Form 4177, and as referenced therein; the National Industrial Security Program Operating Manual (NISPOM), February 2006, and all applicable Sponsor security policies and procedures, including Director of Central Intelli- gence Directives (DCID). The contractor shall maintain a security program that meets the requirements of these documents. (d) Security requirements are a material condition of this contract This contract shall be subject to immediate termination for default, without the requirement for a 10-day cure notice, when it has been determined by the Contracting Officer that a failure to fully comply with the security requirements of this contract resulted from the willful misconduct or lack of good faith on the part of any one of the Contractor's directors or officers, or on the part of any of the managers, superintendents, or equivalent representatives of the Contract- or who have supervision or direction of (1) All or substantially all of the Contractor's business, or (2) All or substantially all of the Contractor's operations at any one plant or separate location in which this contract is being per- t Accimmnimna v Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEDUFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 formed, or (3) A separate and complete major industrial operation in connection with the performance of this contract Page 36 of 57 (e) When deficiencies in the Contractor's security program are noted which do not warrant immediate default, the Contractor shall be provided a written notice of the deficiencies and be given a period of 90 days in which to take corrective action. If the Contractor fails to take the necessary corrective action, the Contracting Officer may terminate the whole or any part of this contract for default. The Contractor shall maintain and administer, in accordance with all relevant clauses and provisions set forth or incorporated into this con- tract, a security program that meets the requirements of these documents. (f) When it is deemed necessary to disclose classified information to a Subcontractor in order to accomplish the purposes of this con- tract, the Contractor shall request permission of the Contracting Officer prior to such disclosure. The Contractor agrees to include in all subcontracts all appropriate security provisions pertaining to this contract (g) Classification Authority � Executive Order 13292 dated 28 March 2003, "Further Amendment to Executive Order 12958, as Amended, Classified National Security Information", and implementation directives, provides principles and procedures for the proper classification and declassification of material These principles and procedures are applicable to classified documents or materials gen- erated by the Contractor in performance of this contract (h) Identification and Markings� The classification of documentation shall comply with the guidelines set forth in Executive Order 13292. (i) In addition, each classified document shall be stamped or marked in the lower right-hand corner of the first page (or on the inside front cover of bound publications, provided that the overall classification is marked on the outside cover), as follows: CL BY: [CL BY] CL REASON: [Reason] DECL ON: [Declass Date] DRV FROM: [Dry From] Declassified On: (Use the declassify date citation from th Derived From: (Use the classification guidance from th etc.) (j) Each classified document shall indicate which paragraphs or, other portions, including subjects and titles, are classified and which are unclassified. The symbol "(TS)" for Top Secret, "(S)" for Secret, "(C)" for Confidential, and "(U)" for Unclassified will be placed at the beginning of the text to which it applies. Non-text portions of a document, such as photographs, graphs, charts, and maps, will be marked in a readily discernible manner, as will their captions. (k) Subjects and titles should be selected so as not to require classification. When a classified subject or title must be used, a short title or other unclassified identifier should be assigned to facilitate receipting and reference, if such an identifier (e.g., a report number or registry number) will not otherwise be assigned. (1) Downgrading and Declassification � No classified document or material provided by the Customer, or generated by the Contractor pursuant to the contact, may be downgraded or declassified unless authorized in writing by the Customer's Contracting Officer. (m) References made to the clause entitled "Non-Publicity" Violations of this clause constitute a major breach of contract and the UNCLASSIFIEDBFOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEOMFOR OFFICIAL USE ONLY � Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 contract may be terminated for default, Without the requirement of a 10-day cure notice. Page 37 of 57 (n) The contractor shall report all contacts described in the NISPOM Chapter 1 Section 3-Reporting Requirements as promptly as possible, but in no event later than two business days after receipt of such knowledge to the contracting officer or CORI (o) If, subsequent to the date of this contract, the security requirements under this contract are changed by the Government, as provided in this clause, and the security costs or time required for delivery under this contract are thereby increased or decreased, the contract price, delivery schedule, or both, and any other provision of this contract which may be affected shall be subject to an equit- able adjustment in accordance with the procedures in the Changes clause of this contract Security.Requirements - Clearances (AUG 2005) (b)(3) (a) The Agency only conducts security screening on contractor personnel who are employees of the contractor company � at the time the contractor requests a security clearance or access approval. In order to access an Agency facility, the con- tractor employee must be a U.S. citizen. In order to receive a security clearance or access approval, contractor personnel shall be US citizens and provide the following information for use in the clearance process: � (1) "Industrial Security Approval or Access Request", Form 4311; (2) "Questionnaire for National Security Positions", SF 86; and (3) Fair Credit Reporting Act Release form. The contractor shall plan for expected attrition by advanced preparation and submission of the aforementioned items. (b) Those contractor personnel needing unescorted access to Government facilities (to include Government automated information systems) and access to sensitive compartmented information (SCI).or information classified at the Top Secret level shall be required to have an Industrial Security Staff Approval/Top Secret (ISSA/TS) security clearance along with any, required SCI access approvals. The granting or denial of an ISSA/TS or Sa access approval is based on a comparison of the results of a full field background invest- igation and full scope polygraph testing against the adjudicative guidelines issued pursuant to Execntive Order 12968 or other applic- able law or regulation. The adjudicative guidelines have also been adopted as an annex to DCID 6/4 and have been incorporated by reference in Agency Regulation 10-1. Full scope polygraph examinations cover both counterintelligence (CI) and security issues to in- clude involvement in illegal drug use and criminal activity. Full scope polygraph examinations are an integral part of IS SA/TS secur� - ity screening. � (c) Those contractor personnel needing access to Top Secret or SCI material but only limited or no access to Government facilities shall be required to have an Industrial Security Approval/Top Secret (ISA/TS) security clearance, along with any required SCI access approval. The granting or denial of an ISAfTS or SCI access approval is based on a comparison of the results of a full field back- ground investigation and CI scope polygraph testing against the adjudicative guidelines issued pursuant to Executive Order 12968; ad- opted as an annex to DCID 6/4; and incorporated by reference ii (d) Those contractor personnel needing access to Secret material and little or no access to Government facilities shall be required to have an Industrial Security Approval/Secret (ISA/S) security clearance. The granting or denial of an ISA/S is based on a comparison of the results of a more limited inquiry (generally National Agency Checks [NAC], Local Agency Checks [LAC], and credit checks) against the adjudicative guidelines issued pursuant to Executive Order 12968 and incorporated by reference in (b)(3) (b)(3) (b)(3) (e) Those contractor personnel needing unescorted access to Government facilities and who may, as a result, receive inadvertent ac- Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 38 of 57 cess to classified material shall be required to have a Facility Access Approval (FAA). The granting or denial of an FAA is based on a comparison of the results of a background investigation and full scope polygraph testing against the adjudicative guidelines issued pursuant to Executive Order 12968 and incorporated by reference in (f) Four and one-half years from the cleared personnel's last background investigation, the contractor shall resubmit to the Sponsor a complete clearance package to be used to re-investigate such individuals' continued eligibility for security clearance or access approv- al. (g) If portions of this work under this contract occur at Government facilities, all Sponsor regulations and procedures that relate to se- curity management shall be adhered to by contactor personnelln the event that the development of information or material is not clearly covered by the contract or regulations, the contractor is required to seek Government guidance regarding its handling. Any questions that the contractor or contractor personnel may have on the applicability of these requirements shall be addressed to the Contracting Officer's Security Representative. (h) Only such persons who have been authorized by the Contracting Officer or the Contracting Officer's Technical Representative shall be assigned to this work. in order to track individuals to specific contract activities, the contractor is required to maintain the fol- lowing information: (1) by contract number - individuals who have worked, are currently working, or are in security processing for each contract; and (2) by individual - identify each classified contract the individual has supported. Upon Government request, this in- formation is to be made available to the Contracting Officer, Contracting Officer's Technical Representative, or Contracting Officer's Security Representative. (i) All contractor personnel who receive a security clearance or access approval under the terms of this contract will be required to ex- ecute an Agency specified secrecy agreement and/or nondisclosure agreement. (j) The Contractor agrees to abide by all applicable Agency security regulations governing personnel, facilities, technical, information systems, communications, and protective programs. (b)(3) Non-Publicity (DEC 2003) (b)(3) (a) The Contractor shall not use or allow to be used any aspect of this solicitation and/or contract for publicity. "Publicity" means, but is not limited to, advertising (e.g. trade magazines, newspapers, Internet, radio, television etc.), communications with the media, mar- keting, or a reference for new business. This shall include, but is not limited to, the use of the terms "ISSA or ISA" or any other spon- sor specific terms in any public advertisements. It is further understood that this obligation shall not expire upon completion or ter- mination of this contract, but will continue indefinitely. The Contractor may request a waiver or release from the foregoing but shall not deviate therefrom unless authorized to do so in writing by the Contracting Officer. Contractors are not required to obtain waivers when informing offices within this Agency of contracts it has performed or is in the process of performing provided there are no se- curity restrictions. Contractors may include the requirement for security clearances up to the TS, SCI level in public employment ad- vertisements.(b) The Contractor shall include the substance of this clause, including this paragraph (b), in each subcontract issued un- der this contract Request for Clause Waiver Due to Security Requirements (JUL 1997) (b)(3) When the Contractor, in performance of the work under this contract, finds the requirements of any of the clauses in this contract to be in conflict with security instructions, the Contractor shall call such conflict to the attention of the Contracting Officer and/or COSR. The Contracting Officer may issue a waiver in writing to:(a) modify or rescind such security requirements, or(b) waive compliance with such security requirements. UNCLASSIFIED//FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED/NOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 39 of 57 Foreign Ownership, Control, or Influence (JUL 2009) (a) Notwithstanding the provisions of Chapter 2 Section 3 of the National Industrial Security Program Operating Manual (NISPOM), February 2006, the Government intends to secure services or equipment from firms which are not under foreign ownership, control, or influence (FOCT) or where any FOCI may, in the opinion of the Government, adversely impact on security requirements. Notwith- standing the limitation on contracting with an Offeror under FOCI, the Government reserves the right to contract with such Offerors under appropriate arrangements, when it determines that such contracts will be in the best interest of the Government (b) Accordingly, all Offerors responding to this RFP or initiating performance of a contract are required to submit a Standard Form (SF) 328, Certificate Pertaining to Foreign Interests, and a Key Management Personnel List (KMPL) with their proposal or prior to contract performance, as appropriate. All SF328s and KM_PLs shall be executed at the parent level of an organization. However, the Government reserves the right to request a separate SF328 and KMPL at the level of the company negotiating a contract with the Gov- ernment, when desired. Offerors are also required to request, collect, and forward to the Government Offeror's the SF328 from all Subcontractors undertaking classified work under the direction and control. Offerors are responsible for the thoroughness and com- pleteness of each Subcontractor's SF328 submission. SF328 entries should specify, where necessary, the identity, nature, degree, and impact of any FOCI on their organintion or activities, or the organi7ation or activities of a subcontractor. Additionally, a KMPL, which identifies senior management by name, position, social security number, date/place of birth, and citizenship status, must be sub- mitted with each SF328. � (c) The Contactor shall, in any case in which it believes that foreign influence exists or is being sought over its affairs, or the affairs of any Subcontractor, promptly notify the Contracting Officer of all the pertinent facts, even if such influence is not exerted to the de- gree specified in the NISPOM. (d) The Contractor shall promptly disclose to the Contracting Officer any information pertaining to any interest of a FOCI nature in the Contractor or Subcontractor that has developed at any time during the contract's duration or has subsequently come to the Con- tractor's attention. An updated SF328 is required of the Contractor or any Subcontractor whenever there is a change in response to any of the 10 questions on the SF328. (e) The Contractor is responsible for initiating the submission of the SF328 and KM? for all Subcontractors undertaking classified work during the entire period of performance of the contract (b)(3) Security Requirements - Software Certification (JUN 1998) (b)(3) (a) The contractor certifies that it will undertake to ensure that any software to be provided or any Government Furnished Software to be returned, under this contract will be provided or returned free from computer virus, which could damage, destroy, or maliciously al- ter software, firmware, or hardware, or which could reveal to unauthorized persons any data or other information accessed through or processed by the software. (b) The contractor shall immediately inform the Contracting Officer when it has a reasonable suspicion that any software provided or returned, to be provided or returned, or associated with the production may cause the harm described in paragraph (a) above. ; (c) If the contactor intends to include in the delivered software any computer code not essential to the contractual requirement, this shall be explained in full detail to the Contracting Officer and Contracting Officer's Technical Representative (COTR). (d) The contractor acknowledges its duty to exercise reasonable care, to include the following, in the course of contract performance: (1) using on a regular basis current versions of commercially available anti-virus software to guard against computer viruses when introducing maintenance, diagnostic, or other software into computers; and (2) prohibiting the use of non-contract related software on computers, especially from unknown or unreliable Sources. Security Requirements - Servicing Agency Information Systems (MAY 2004) All work to be performed under this contract Shall be at a Government facility which is under strict security controL The Contractor agrees that only U.S. citizens will be assigned to perform the work. All Agency information systems shall be operated in accordance with the requirements of Director of Central Intelligence Directive 6/3 and It is a material condition of this contract that this clause be incorporated into any and all subcontracts. (b)(3) (b)(3) UNCLASSIFIEDI/FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 40 of 57 Personal Conduct (JUL 1997) (b)(3) (a) The Contractor and its employees shall comply with the�conduct requirements in effect at the Government's work site. The Gov- ernment reserves the right to exclude or remove from the site any employee of the Contractor or of .a subcontractor whom the Govern- ment deems careless, uncooperative, or whose continued employment on the work is deemed by the Government to be contrary to the public interest.(b) The Contractor shall inform its employees that the Agency has a zero tolerance policy for harassing behavior and that it shall not be tolerated. Any Contractor employee who is found to be culpable in incidents of harassment shall be immediately es- corted from the premises and denied further access. This policy creates a greater burden upon the conduct of Contractor employees. The Contractor shall emphasize this fact to its employees.(c) Exclusion under the circumstances described in this clause shall not re- lieve the Contractor from full performance of the requirements of this contract, nor will it provide the basis for any claims against the Government. Notification of Issuance of Classified Subcontracts (JAN 2006) (b)(3) (a) The contractor shall provide to .the Contracting Officer written notice of all subcontracts issued hereunder wherein any aspect of � the subcontract (work, reports, hardware, and/or if the subcontractor has a need to know the association between the Agency and the prime contractor) is classified using the "Subcontractor Notification Form". This form can be obtained from the Contracting Officer. The notice shall include (1) the name and address of the subcontractor(s), (2) a description of the supplies or services that are being ac- t to the subcontract, and (3) a SF328 and KMPL on the subcontractor's parent organization as required by clause of this contract. Such notice shall be provided to the Contracting Officer within 14 days of entering into such subcon- ac s or the purpose of this clause, subcontract means a contract, as defined in FAR Subpart 2.1, entered into by a subcontractor to furnish supplies or services for performance of the prime contract or a subcontract. It includes, but is not limited to, purchase orders, and changes and modifications to purchase orders.(c) The contractor's obligations under this clause, are in addition to any other provi- sion of this contract, if any, relating to subcontracting. The contractor is responsible for ensuring that all subcontractors having access to classified information must have the necessary Agency clearances.(d) The contractor shall include a similar requirement in each subcontract issued Under this contract wherein any aspect of the subcontract is classified. Subcontractors shall submit notices through the prime contractor to the Contracting Officer as described in paragraph (a) above. Reporting and Training Requirements for IS SA/TS Approved Contractor Personnel (MAY 2007) The Industrial Contractor who has staff-like (ISSA/TS) access has the following mandatory reporting and training requirements: (a) Financial Disclosure. A Financial Disclosure Form must be completed by the cleared individual within 30 days of approval date and then every two years depending upon their last name in accordance with Agency direction. (1)) Foreisrn ContRctq All nnifficial foreign contacts must be reported in accordance with c Foreign Travel. All personal foreign travel must be reported in accordance with � (d) Outside Activities. All contractors must report participation in outside activities as defined ir n accordance with the procedures as set forth in (e) Infosec training. All contractors with access to Agency Information Systems must complete annual (f) Counterintelligence Training. The contractor shall complete the Sponsor's Counterintelligence and Security Program (CISP) train- ing unless s/he has completed a CISP course within the past five calendar years. (b)(3) (b)(3) (b)(3) (b)(3) (b)(3) (b)(3) (b)(3) (b)(3) (b)(3) Prohibition Against Recruiting on Agency Controlled Facilities (OCT 2008) (b)(3) UNCLASSIFIED/NOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED/NOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 41 of 57 (a) The Contractor shall inform its employees and subcontractors that they are not permitted to engage in employment recruitment while on any facility owned, leased, or otherwise controlled by the Agency or to use Agency communication's systems (e.g. cable and computer systems) and nonpublic information in connection with recruitment without written approval of the Contracting Officer. For purposes of this clause, recruitment refers to discussions of future employment with the contractor or subcontractor initiated by an em- ployee of the contractor or subcontractor; distribution of employment forms or other employment paperwork, or similar activities dir- ected towards obtaining the employment of any individual by the contractor or subcontractor. Any Contractor or subcontractor em- ployee who violates this policy may be denied further access to Agency controlled facilities and systems. The Contractor shall em- phasize this fact to its employees and subcontractors and shall include the substance of this clause in each subcontract issued under this contract(b) The prohibition set forth in paragraph (a) above does not apply to the recruitment of Agency personnel enrolled in the Agency's Career Transition Program.(c) Denial of access to Agency controlled facilities and systems as described in paragraph (a) of this clause shall not relieve the Contractor from full performance of the requirements of this contract, nor will it provide the basis for any claims against the Government Security Requirements - Office of The Director of National Intelligence (ODNI) Clearances (AUG 2005) (b)(3) (a) The Sponsor conducts security screening on contractor personnel in support of Sponsor contracts as well as ODNI contracts. "Con- tractor personnel" is defined as employees of the contractor company at the time the contractor requests a security clearance or access approval. Contractors are hereby notified that ODNI ISSA/TS clearances are not equivalent to the Sponsor's ISSAJTS clearances. ODNI ISSA/TS clearances do not require a full scope polygraph. ODNI ISSA/TS clearances will not "cross over" to Sponsor's ISSA/ TS clearances. In order to access an ODNI facility, the contractor employee must be a U.S. citizen. In order to receive a security clear- ance or access approval, contactor personnel shall be US citizens and provide the following information for use in the clearance pro- cess: (1) "Industrial Security Approval or Access Request", Form 4311: (2) "Questionnaire for National Security Positions," SF 86; and, (3) Fair Credit Reporting Act Release form. The contactor shall plan for expected attrition by advanced preparation and submission of the aforementioned items. (b) Those contractor personnel needing unescorted access to ODNI facilities (to include automated information systems) and access to sensitive compartmented information (SCI) or information classified at the Top Secret level shall be required to have an Industrial Security Staff Approval/Top Secret (ISSA/TS) security clearance along with any required SCI access approvals. The granting or deni- al of an ISSA/TS or SCI access approval is based on a comparison of the results of a full field background investigation and counterin- telligence (Cl) polygraph testing against the adjudicative guidelines issued pursuant to Executive Order 12968 or other applicable law li or regulat 'on The adjudicative guidelines have also been adopted as at annex to DOD 6/4 and have been incorporated by reference in Sponsor's ; . (c) Those contractor personnel needing access to Top Secret or SCI material but only limited or no access to ODNI facilities shall be required to have an Industrial Security Approval/Top Secret (ISACTS) security clearance, along with any required SCI access approv- al. The granting or denial of an ISA/TS or SCI access approval is based on a comparison of the results of a full field background in- vestigation and CI scope polygraph testing against the adjudicative guidelines issued pursuant to Executive Order 12968; adopted as an annex to DCID 6/4; and incorporated by reference in Sponsor's (d) Those contractor personnel needing access to Secret material and little or no access to Government facilities shall be required to have an Industrial Security Approval/Secret (ISA/S) security clearance. The granting or denial of an ISA/S is based on a comparison of the results of a more limited inquiry (generally National Agency Checks [NAC], Local Agency Checks [LAC], and credit checks aoninst the adjudicative guidelines issued pursuant to Executive Order 12968 and incorporated by reference in Sponsor's (e) Four and one-half years from the cleared personnel's last background investigation, the contractor shall resubmit to the Sponsor a complete clearance package to be used to re-investigate such individnals' continued eligibility for security clearance or access approv- al. (b)(3) (b)(3) (b)(3) (b)(3) UNCLASSIFIED/NOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED/TOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 42 of 57 (f) If portions of this work under this contract occur at ODNI facilities, contractor personnel qh1l adhere to all Sponsor regulations and procedures that relate to security management. In the event that the development of information or material is not clearly covered by the contract or regulations, the contractor is required to seek Government guidance regarding its handling. Any questions that the contractor or contractor personnel may have on the applicability of these requirements shall be addressed to the Contracting Officer's Security Representative. (g) Only such persons who have been authorized by the Contracting Officer or the Contacting Officer's Technical Representative shall be assigned to this work. In this connection, for identification purposes, the contractor will be required to submit the name, ad- dress, place and date of birth of all personnel who will be involved in the work hereunder. In order to track individuals to specific con- tract activities, the contractor is required to maintain the following information: (1) by contract number - individmis who have worked, are currently working, or are in security processing for each contract; and (2) by individual - identify each classified contract the individual has supported. Upon Government request, this information is to be made available to the Contracting Officer, Contract- ing Officer's Technical Representative, or Contracting Officer's Security Representative. (h) All contractor personnel who receive a security clearance or access approval under the terms of this contract will be required to execute an ODNI specified secrecy agreement and/or nondisclosure agreement. (i) The Contractor agrees to abide by all applicable ODNI security regulations governing personnel, facilities, technical, information systems, communications, and protective programs. Restrictions Regarding Former Sponsor Employees (APR 2009) (a) Except as authorized in writing by the Contracting Officer, the Contractor shall not use any person in the direct performance of this contract who: (1) Has resigned from employment with the Sponsor within the previous 18 months; (2) Has been barred from performing Sponsor contracts for a period of time as a result of a recommendation from a Sponsor Advisory Board; or (3) Was terminated from employment with the Sponsor. (b) Paragraph (a) includes the use of a person as a contractor employee, subcontractor employee, consultant, independent contractor, or similar arrangement (c) Paragraph (a)(1) does not apply to persons who retired from the Sponsor. (d) The Contractor agrees to include in each subcontract a clause requiring compliance with these restrictions by the subcontractor and succeeding levels of subcontractors. Cleared Personnel Certification Report (MAR 2009) (a) On 31 March of each year and at contract completion, the Contraotor shall submit a Cleared Personnel Certification Report as de- tailed below. (b) The Contractor shall submit three (3) copies of a certified report that provides an accounting of all cleared personnel, both direct and indirect, including prime and subcontractor personnel that are either assigned to or sponsored under the contract to the following: (1) One copy to the Contracting Officer. (2) One copy to the COTR. UNCLASSIFIED/TOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 (3) One copy to the following address: Page 43 of 57 (b)(3) PO Box 1087 Vienna, VA 22183 (c) The report chill include the following information on all cleared personnel assigned to or sponsored under the contract Name Security File Company Clearance Level . Deactivate Clearance ' Transfer Date/ , Contract Number Mr. ABC 1111111 XYZ IssArrs No 09/30/200x/ � 2008-1111111-000 Ms. BCD 2222222 GILT ISA/S Yes Ms. CDE 3333333 XYZ ISSA/TS Yes . (d) Within 60 days after completion of the contract, the report shall provide disposition information for all cleared personnel. In those cases where the clearances are transferred to another contract, the report shall indicate the contract number for the receiving contract The certified report shall include all cleared personnel, both direct and indirect, including prime and subcontractor personnel, assigned to or sponsored under the contract Incorporation of Section K Representations, Certifications, and Other Statements of Offerors or (b)(3) Respondents (OCT 2003) SECTION K which has been completed and submitted with Contractor's proposal dated 27. Augast 2007 is incorporated herein by reference and made a part of this contract. Order of Precedence (OCT 2003) (a) Any inconsistency in this contractual document (inclusive of documents, provisions or exhibits referenced herein or attached hereto) shall be resolved by giving precedence in the following order: (1) The Schedule (excluding the SOW and specifications) (2) Attachment A - Incentive and Award Fee Plan (if applicable) (3) Statement of Work (4) Other provisions of the contract when attached or incorporated by reference (5) Specifications (6) Technical Provisions of the Contractor's Proposal(s)(b) If a conflict or inconsistency arises out of any of the contract elements listed above, the Contractor shall notify the Contracting Officer of the conflict or inconsistency for firtal and unilateral resolution. Under no circumstances will such conflicts or inconsistencies result in increases to target cot, fee, award fee or schedule extensions. � Key Personnel (AUG 1996) (a) The Contractor shall identify the key technical, management and administrative personnel to be assigned to work under this con- tract (b)(3) (b)(4) UNCLASSIFIED//FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 44 of 57 (b) The personnel specified above are considered to be essential to the work performed hereunder. Prior to diverting any of the spe- cified individuals to other programs, the Contractor shall provide advance notification of at least thirty (30) calendar days to the Con- tracting Officer and shall submit resumes of the proposed substitutes in sufficient detail to permit evaluation of the impact on the pro- gram. No diversion. from the above procedure shall be made by the Contractor without the written consent of the Contracting Officer, provided that the Contracting Officer may ratify in writing such diversion and such ratification shall constitute the consent of the Con- tracting Officer required by this clause. Provisional Fee Payment and Adjustment (OCT 2003) (b)(3) Provisional/Interim billing and payment of fee, equivalent to five (5) percent of allowable costs incurred, is authorized. Adjustment of such provisional fee payments, to reflect and account for the actual fee earned/awarded (Award Fee) for the period evaluated, shall be made in accordance with the following criteria:. (1) Underpayment of Fee: lithe cumulative amount of Provisional Fee payments made during the applicable evaluation/billing period is less than the fee awarded/earned (Award Fee) for that same period, the Con- tractor shall submit a separate invoice for and the Government shall remit payment of the balance of fee to be paid under the terms of the Award Fee Provisions of this contact. (2) Overpayment of Fee: lithe cumulative amount of Provisional Fee payments made dur- ing the applicable evaluation/billing period is in excess of the fee awarded/earned (Award Fee) for the same period, the Government shall deduct/offset the payment of Provisional Fee and costs incurred from subsequent invoices (i.e. such deductions/offsets shall be applied to both Provisional Fee and, if necessary, costs incurred). To assist the Government in thiiregard, the Contractor is requested to reflect such adjustments on subsequent invoices. (3) Provisional Fee Payment Ceiling: Notwithstanding any other provisions con- tained herein, the Government shall not be obligated to make Provisional Fee payments in excess of the Award Fee available for the given evaluation/billing period. Payment of Contractor Travel (JAN 2004) (a) Travel costs incurred under this contract are allowable subject to the linlitations contained in Federal Acquisition Regulation (FAR) 31.205-46. (b) There are some circumstances under which the contractor must obtain approval from the Contracting Officer prior to undertaldng travel. They are� (1) When travel is in excess of a predetermined travel allocation; lowable; and (3) When foreign travel is involved. (2) When the contractor has doubt about whether a cost is al- (b)(3) Training and Education Costs (JAN 2004) (b)(3) The costs of training and education determined by the Contracting Officer to be applicable exclusively to the support of Agency sys- tems or missions are allowable as a direct charge against this contract However, this determination of allowability shall not constitute a determination of the adequacy or approval of the contractor's Disclosure Statement(s), and such costs are only allowable as a direct charge to this contract so long as they continue to be set forth as direct charges to contracts in the contractor's approved Disclosure Statement(s). UNCLASSIFIED//FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED/!FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC � Contract Number:2007-1211818-000 Modification Number: 043 Page 45 of 57 Early Dismissal and Closure of Government Facilities (Dec 2006) (b)(3) (a) When an Agency facility is closed, and/or a delayed arrival/early dismissal of Federal employees is directed due to severe weath- er, a security threat, a facility-related problem, or other emergency event that prevents personnel from working, on-site contractor per- sonnel regularly assigned to work at that facility should follow the same reporting and/or departure directions given to Government personnel. Non-essential contractor personnel, who are not required to remain at or report to the facility, shall follow their parent company policy regarding whether they should go/stay home or report to another company facility. Subsequent to an early dismissal and during periods of inclement weather, on-site contractors should monitor radio and television announcements before departing for work to determine if the facility is closed or operating on a delayed arrival basis. (b) When Federal employees are excused from work due to a holiday or 'a special event (that is unrelated to severe weather,.a security threat, a facility-related problem, or other emergency event), on-site contractors will continue working established work hours or take leave in accordance with parent company policy. Those contractors who take leave shall not direct charge the non-working hours to an Agency contract(c) Contractors are responsible for predetermining and disclosing their charging practices for early dismissal, delayed openings, or closings in accordance with the FAR, applicable cost accounting standards, and company policy. Contractors chall follow their disclosed charging practices during the contract period of performance, and shall not follow any verbal directions to the contrary. The Contracting Officer will make the determination of cost allowability for time lost due to facility closure in accordance with FAR, applicable Cost Accounting Standards, and the Contractor's established accounting policy. Contractor Performance Evaluation (MAR 2004) (b)(3) (a) In accordance with FAR 42.15, and as otherwise provided by this contract, the Contractor's performance under this contract hall be subject to evaluation as follows: (1) final evaluation shall be conducted for all contracts after completion of contract performance; and (2) Interim evaluations may be conducted at the government's discretion. (b) Past performance evaluation reports shall be retained by the Government to provide source selection information for a period not to exceed three years after contract completion. In accordance with FAR 9.105, the Contracting Officer shall also consider relevant past performance information when making responsibility determinations. (c) The Contracting Officer shall provide appropriate extracted information from the completed interim (if applicable) and final re- ports to the Contractor as soon as practicable after completion of the report. The Contractor shall have a maximum of 30 calendar days after the date of the letter forwarding the information to submit written comments, rebutting statements, or additional informa- tion. The Government will consider rebuttals and other information provided by the Contractor and will render a final determination regarding the contractor's performance during that period of the evaluation. (d) The performance evaluation conducted pursuant to this clause shall be separate from the award fee determination(s) rendered un- der the terms of this contract Past Performance Information - Referencing Agency Contracts (MAR 2004) (b)(3) This contract may be listed as a reference for past performance purposes only in offers submitted to agencies and organizations within the Intelligence Community, provided the Contractor requests and receives the written approval of the Contracting Officer in ad- vance. Failure to comply with this requirement may result in the Agency being unable to respond to a reference request and may also result in a termination for default. Changes Requiring No Equitable Adjustment (MAR 2004) (b)(3) (a) Purpose. The purpose of this paragraph is to establish a procedure whereby one contractual modification will be used both to dir- ect a change pursuant to the "Changes" clause of this contract and to settle any question of equitable adjustments that might arise. This procedure shall apply only to those changes that will have no effect on the contract price, delivery schedule, or other provisions of the contract. (b) Procedure. When a change under the "Changes" clause is proposed, and both parties agree that the proposed change will not re- UNCLASSIREDBFOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEDIIFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 46 of 57 quire any equitable adjustment, the Contracting Officer shall issue a bilateral modification authorizing the change that clearly states the change has no effect on either the contract price/cost plus fee, or period of performance/delivery date. The Contractor's signature on the modification shall constitute acceptance of the Government's offer, shall be binding on both parties, and shall constitute a full, complete, and final settlement for the changes so directed. Limitation of Working Groups (MAR 2004) Technical guidance provided at meetings of Working Groups established by the Government and/or construed from the minutes of such meetings shall not constitute authorization for the Contractor to alter the scope of this contract Only the Contracting Officer may give such direction in writing through the "Changes" clause of the contract. Engineering Change Proposals (MAR 2007) (a) The Contracting Officer may ask the Contractor to prepare engineering change proposals for engineering changes within the gen- eral scope of this contract Upon receipt of a written request from the Contracting Officer, the Contractor shall prepare and submit an engineering change proposal in accordance with the Contracting Officer's instructions. (b) The Contractor may initiate engineering change proposals. Contractor initiated engineering change proposals shall include a "not to exceed" cost or price or a "not less than" cost or price and delivery adjustment. If the Contracting Officer orders the engineering change, the increase shall not exceed nor the decrease be less than the "not to exceed" or "not less than" amounts. (c) A change proposal accepted in accordance with the Changes clause of the contract shall not be considered an authorization to the contractor to exceed the estimated cost in the contract schedule, unless the estimated cost is increased by the change order or other contract modification. (d) When the cost or price adjustment amount of the engineering change is $650,000 or more, the Contractor shall submit (1) A contract pricing proposal using the format in Table 15-2, Section 15.408, of the Federal Acquisition Regulation; and, (2) At the time of agreement on cost or price, a signed Certificate of Current Cost or Pricing Data. Section I - Contract Clauses 52.215-19 Notification of Ownership Changes (Oct 1997) (a) The Contractor shall make the following notifications in writing: (1) When the Contractor becomes aware that a change in its ownership has occurred, or is certain to occur, that could result in changes in the valuation of its capitalized assets in the accounting records, the Contractor shall notify the Administrative Contracting Officer (ACO) within 30 days. (2) The Contractor shall also notify the ACO within 30 days whenever changes to asset valuations or any other cost changes have oc- curred or are certain to occur as a result of a change in ownership. (b) The Contractor shall� (1) Maintain current, accurate, and complete inventory records of assets and their costs; (2) Provide the ACO or designated representative ready access to the records upon request; (3) Ensure that all individual and grouped assets, their capitalized values, accumulated depreciation or amortization, and remaining useful lives are identified accurately before and after each of the Contractor's ownership changes; and (4) Retain and continue to maintain depreciation and amortization schedules based on the asset records maintained before each Con- tractor ownership change. UNCLASSIFIEDUFOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED/NOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 47 of 57 (c) The Contractor shall include the substance of this clause in all subcontracts under this contract that meet the applicability require- ment of FAR 15.408(k). � (End of clause) 52.244-2 Subcontracts (June 2007) (a) Definitions. As used in this clause� "Approved purchasing system" means a Contractor's purchasing system that has been reviewed and approved in accordance with Part 44 of the Federal Acquisition Regulation (FAR). "Consent to subcontract" Means the Contracting Officer's written consent for the Contractor to enter into a particular subcontract "Subcontract" means any contract, as defined in FAR Subpart 2.1, entered into by a subcontractor to furnish supplies or services for performance of the prime contract or a subcontract It includes, but is not limited to, purchase orders, and changes and modifications to purchase orders. (b) When this clause is included in a fixed-price type contract, consent to subcontract is required only on unpriced contract actions. (including =priced modifications or unpriced delivery orders), and only if required in accordance with paragraph (c) or (d) of this clause. (c) If the Contractor does not have an approved purchasing system, consent to subcontract is required for any subcontract that� (1) Is of the cost-reimbursement, time-and-materials, or labor=hour type; or (2) Is fixed-price and exceeds� (i) For a contract awarded by the Department of Defense, the Coast Guard, or the National Aeronautics and Space Administration, the . greater of the simplified acquisition threshold or 5 percent of the total estimated cost of the contract; or .(ii) For a contract awarded by a civilian agency, other than the Coast Guard and the National Aeronautics and Space Administration, either the simplified acquisition threshold or 5 percent of the total estimated cost of the contract (d) If the Contractor has an approved purchasing system, the Contractor nevertheless shall obtain the Contracting Officer's written consent before placing the following subcontracts: TBD (e)(1) The Contractor shall notify the Contracting Officer reasonably in advance of placing any subcontract or modification thereof for which consent is required under paragraph (b), (c), or (d) of this clause, including the following information: (i) A description of the supplies or services to be subcontracted. (ii) Identification of the type of subcontract to be used. (iii) Identification of the proposed subcontractor. (iv) The proposed subcontract price. (vY The subcontractor's current, complete, and accurate cost or pricing ,data and Certificate of Current Cost or Pricing Data, if required by other contract provisions. (vi) The subcontractor's Disclosure Statement or Certificate relating to Cost Accounting Standards when such data are required by oth- er provisions of this contract (vii) A negotiation memorandum reflecting� (A) The principal elements of the subcontract price negotiations; (B) The most significant considerations controlling establishment of initial or revised prices; (C) The reason cost or pricing data were or were not required; (D) The extent, if any, to which the Contractor did not rely on the subcontractor's cost or pricing data in determining the price object- ive and in negotiating the final price; (E) The extent to which it was recognized in the negotiation that the subcontractor's cost or pricing data were not accurate, complete, or current the action taken by the Contractor and the subcontractor, and the effect of any such defective data on the total price negoti- ated; (F) The reasons for any significant difference between the Contractor's price objective and the price negotiated; and (G) A complete explanation of the incentive fee or profit plan when incentives are used. The explanation shall identify each critical performance element, management decisions used to quantify each incentive element, reasons for the incentives, and a summary of all UNCLASSIFIED/NOR OFFICIAL USE ONLY � Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 48 of 57 trade-off possibilities considered. (2) The Contractor is not required to notify the Contracting Officer in advance of entering into any subcontract for which consent is not required under paragraph (b), (c), or (d) of this clause. (f) Unless the consent or approval specifically provides otherwise, neither consent by the Contracting Officer to any subcontract nor approval of the Contractor's purchasing system shall constitute a determination� (1) Of the acceptability of any subcontract terms or conditions; (2) Of the allowability of any cost under this contract; or (3) To relieve the Contractor of any responsibility for performing this contract. (g) No subcontract or modification thereof placed under this contract shall provide for payment on a cost-plus-a-percentage-of-cost basis, and any fee payable under cost-reimbursement type subcontracts shall not exceed the fee limitations in FAR 15.404-4(c)(4)(i). (h) The Contractor shall give the Contracting Officer immediate written notice of any action or suit filed and prompt notice of any claim made against the Contractor by any subcontractor or vendor that, in the opinion of the Contractor, may result in litigation related in any way to this contract, with respect to which the Contractor may be entitled to reimbursement from the Government (i) The Government reserves the right to review the Contractor's purchasing system as set forth in FAR Subpart 44.3. (j) Paragraphs (c) and (e) of this clause do not apply to the following subcontracts, which were evaluated during negotiations: 1"BD Compliance With the Constitution and Statutes of the United States (AUG 1996) Nothing in this contract shall be construed to authorize any activity in violation of the Constitution or Statutes of the United Stales. Organizational Conflicts Of Interest: General (JUL 2003) (a) The contractor warrants that, to the best of its knowledge and belief, there are no relevant facts that could give rise to Organiza- tional Conflicts of Interest, as defined in FAR 9.501. Or, alternatively, the contractor warrants that it has disclosed all relevant inform- ation regarding any actual or potential organizational conflict of interest (b) The contractor agrees that if an organizational conflict of interest with respect to this contract is discovered during its perform- ance, an immediate and full disclosure in writing shall be made to the Contracting Officer. Such notification shall include a description of the action the contractor has taken or proposes to take to avoid, neutralize or mitigate such conflicts. The contactor shall continue performance until notified by the Contracting Officer of any contrary actions lobe taken. The Government may, however, terminate the contract for its convenience if it deems such termination to be in the best interest of the Government. (c) If the contractor was aware of an organizational conflict of interest before award of this contract and did not fully disclose the con- flict to the Contacting Officer, the Government may terminate the contact for default. (d) The contractor Anil insert a clause containing all the terms and conditions of this clause in all subcontracts for work lobe per- formed similar to the services provided by the prime contraetor, and the terms "contract", "contractor", and "contracting officer" modi- fied appropriately to preserve the Government's rights. (e) Before a contract modification is made that adds new work or significantly increases the period of performance, the contractor shall agree to submit either an organizational conflict of interest disclosure or representation or an update of a previously submitted disclosure or representation, if requested by the Government. (f) Contractor further agrees that Government may periodically review contractor's compliance with these provisions or require such self-assessments or additional certifications as Government deems appropriate. Organizational Conflicts Of Interest: Special Exclusion (JUL 2003) (a) The purpose of this clause is to aid in ensuring that the contractor (1) is not biased because of its past, present, or currently planned interest (financial, contractual, organizational, or otherwise) that relates to the work under this contract, and (2) does not obtain any. UNCLASSIFIEDI/FOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED/NOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 unfair competitive advantage over other parties by virtue of its performance of this contract Page 49 of 57 (b) The restrictions described herein shall apply to performance or participation by the contractor and any of its affiliates or their suc- cessors in interest (hereinafter collectively referred to as "contactor") in the activities covered by this clause as a prime contractor, subcontractor, co-sponsor, joint venturer, consultant, or in any similar capacity. (c) In consideration for the award of this contract, the contractor agrees that it shall be ineligible to participate in any capacity-in Gov- ernment contracts, subcontracts, or proposals therefore (solicited or unsolicited) that stem directly from the contractor's performance of work under this contract and fall into the following category: any RFPs or TOPRs that are generated for goods or services that PYRAMID contractor staff were involved in collecting/developing requirements; development of budgets for the same or par- � ticipation as a source selection advisor. (d) Nothing in this paragraph chall preclude the contractor from offering or selling its standard commercial items to the Government (e) The contractor further agrees that the Government may periodically review the contractor's compliance with these provisions or require such self-assessments or additional certifications as the Government deems appropriate. The contractor is on notice that this clause supplements, but does not supersede the contractor's obligations under paragraph (b) of Organizational Conflict of Interest - General. rotection Of Information (JUL 2003) � (a) It is the Government's intent to ensure proper handling of sensitive planning, budgetary, acquisition, and contracting information that will be provided to, or developed by, the contractor during contract performance. It is also the Government's intent to protect the proprietary rights of industrial contractors whose data the contractor may receive in fulfilling its contractual commitments hereunder. (b) Accordingly, the contractor agrees that it will not disclose, divulge, discuss, or otherwise reveal information to anyone or any or- ganixa non not .authorized access to such information without the express written approval of the Contracting Officer. The contractor shall require that each of its employees assigned to work under this contract, and each subcontractor and its employees assigned to work on subcontracts issued hereunder, execute nondisclosure agreements acknowledging the above restrictions before providing ' them access to such information. The contractor shall also require all future company employees, subcontractors, and subcontractor employees needing similar access to such information to execute nondisclosure agreements prior to providing them access to the above identified information. The requirement for the contractor to secure nondisclosure agreements from their employees may be sat- isfied by having each employee sign one nondisclosure agreement as a term of their employment, and need not be accomplished sep- arately for each individual contract for which the employee will support, unless a separate agreement is specifically requested by the Contracting Officer. The contractor will make copies of these individual agreements available to the Contracting Officer upon request. These restrictions do not apply to such information after the Government has released it to the contractor community, either in prepar- ation for or as part of a future procurement, or through such means as dissemination at Contractor Industrial Forums. (c) The contractor further agrees that any source documents furnished by the Government and any contractor documents developed therefrom in the performance of this contract are the sole property of the Government and will be held in the strictest confidence. (d) If the work to be performed under this contract requires access to the proprietary data of other companies, the contractor agrees to enter into an agreement with the company that has developed this proprietary information to: (1) protect such proprietary data from unauthorized use or disclosure for as long as the information remains proprietary; and (2) refrain from using the information for any purpose other than support of the Government contract for which it was furnished. The contractor shall provide a properly executed copy of any such agreement(s) to the Contracting Officer. These restrictions are not intended to protect data furnished voluntarily without limitations on their use. Neither are they intended to protect data, available to the Government or contractor, from other sources without restiiction. (e) The contractor agrees to include in each subcontract a clause requiring compliance by the subcontractor and succeeding levels of subcontractors with the terms and conditions herein. (f) The contractor agrees to indemnify and hold harmless the Government, its agents, and employees from every claim or liability, in- cluding attorneys fees, court costs, and expenses arising out of, or in any way related to, the misuse or unauthorized modification, re- ete.mr9Aki AMI V Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEDHFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 50 of 57 . production, release, performance, display, or disclosure of data with restrictive legends received in performance of this contract by the contractor or any person to whom the contractor has released or disclosed the data. (g) The contractor further agrees that the Government may periodically review contractor's compliance with these provisions or re- quire such self-assessments or additional certifications as the Government deems appropriate. The contractor is on notice that this clause supplements, but does not supersede, the contractor's obligations under paragraph (b) of clause Organizational Conflict of Interest - General. Mitigation Plan (JUL 2003) Attachment 6 to Section .1 of this contract contains the Mitigation Plan for the Pyramid contract dated 09 June 2011. This plan is hereby incorporated by reference and made a part of this contract Agency Suspension and Debarment (AUG 2004) The Agency has established suspension and debarment procedures consistent with FAR Subpart 9.4. The Agency will provide a copy of said procedures to the Contractor in the event a notice of proposed suspension or a notice of proposed debarment is issued by the Agency or upon written request to the Contracting Officer. (b)(3) Audit and Records - Negotiation (AUG 2004) (b)(3) (a) As used in this clause, "records" includes books, documents, accounting procedures and practices, and other dAth, regardless of type and regardless of whether such items are in written form, in the form of computer data, or in any other form. - (b) Examination of costs. If this is a cost-reimbursement, incentive, time-and-materials, labor-hour, or price redeterminable contract, or any combination of these, the Contractor shall maintain and the Contracting Officer, or an authorized representative of the Con- tracting Officer, shall have the right to examine and audit all records and other evidence sufficient to reflect properly all costs claimed to have been incurred or anticipated to be incurred directly or indirectly in performance of this contract This right of examination shall include inspection at all reasonable times of the Contractor's plants, or parts of them., engaged in performing the contract (c) Cost or pricing data. If the Contractor has been required to submit cost or pricing data in connection with any pricing action relat- ing to this contract, the Contracting Officer, or an authorized representative of the Contracting Officer, in order to evaluate the accur- acy, completeness, and currency of the cost or pricing data, shall have the right to examine and audit all of the Contractor's records, in- cluding computations and projections, related to (1) The proposal for the contract, subcontract, or modification; (2) The discussions conducted on the proposal(s), including those related to negotiating; , (3) Pricing of the contract, subcontract, or modification; or (4) Performance of the contract, subcontract or modification. (d) Reports. If the Contractor is required to furnish cost, funding, or performance reports, the Contracting Officer or an authorized representative of the Contracting Officer shall have the right to examine and audit the supporting records and materials, for the pur- pose of evaluating (1) The effectiveness of the Contractor's policies and procedures to produce data compatible with the objectives of these reports; and (2) The data reported. UNCLASSIFIED/IFOR OFFICIAL USE ONLY Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEDBFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 51 of 57 (e) Availability. The Contractor shall make available at its office at all reasonable times the records, materials, and other evidence de- scribed in paragraphs (a), (b), (c), and (d) of this clause, for examination, audit, or reproduction, until 3 years after final payment under this contract or for any shorter period specified in Subpart 4.7, Contractor Records Retention, of the Federal Acquisition Regulation (FAR), or for any longer period required by statute or by other clauses of this contract In addition (1) If this contract is completely or partially terminated, the Contractor shall make available the records relating to the work termin- ated until 3 years after any resulting final termination settlement; and (2) The Contractor shall make available records relating to appeals under the Disputes clause or to litigation or the settlement of claims arising under or relating to this contract until such appeals, litigation, or claims are finally resolved. (0 The Contractor shall insert a clause containing all the terms of this clause, including this paragraph (f), in all subcontracts under this contract that exceed the simplified acquisition threshold, and (1) That are cost-reimbursement, incentive, time-and-materials, labor-hour, or price-redeterminable type or any combination of these; (2) For which cost or pricing data are required; or (3) That require the subcontractor to furnish reports as discussed in paragraph (d) of this clause. The clause may be altered only as necessary to identify properly the contracting parties and the Contracting Officer under the Govern-, ment prime contract Timely Notice Of Litigation (AUG 1996) (b)(3) (a) The Contractor hereby agrees to immediately give written notice to the Contracting Officer of any anticipated or current litigation or any litigation that may arise during the course of the performance of this contract, that involves or in any way relates to or affects any aspect of this contract, its terms or costs, pertinent subcontracts, or the Customer's relationship with the Contractor or Subcontract- ors. Said notice shall include all relevant information with respect thereto. . (b) The Contractor agrees to insert this requirement in any subcontract under this contract. In the event of litigation, the Subcontract- or shall immediately notify its next tier Subcontractor or the Prime Contractor, as the case may be, of all relevant information with re- spect to such litigation. (c) The Contracting Officer shall have access to and the right to examine any pertinent books, documents, papers and records of the Prime Contractor or Subcontractor(s) involving customer transactions related to any contract litigation. (d) Notwithstanding the foregoing, nothing in this agreement shall constitute a waiver of either party's right in litigation, including but not limited to, the rights of attorney-client privilege, to obtain injunctive relief; and/or any rights or remedies available. Intention to Use Consultants (AUG 1996) (a) The Government intends to ut1117.P the services of nongovemment organizations in technical, advisory and consulting roles for overall review of the activities covered by this contract Although the consultants shall not have the right of technical direction, they shall from time to time and on a frequent basis attend technical reviews, participate in technical interchange meetings, observe nation- al processing, witness fabrication and assembly, and monitor testing within the Contractor and Subcontractor facilities. Such consult- ants will be involved in providing advice to the Government concerning viability of technical approaches, utilization of acceptable procedures, value and results of tests, and other management and contractual aspects of the program. The consultants will thus require access to program-related Contractor facilities and documentation. Contractor proprietary data shall not be made available to consult- ants unless and until a protection agreement has been generated between the consultant and the Contractor and evidence of such agree- ment made available to the Government. Contractor proprietary cost and accounting data will not be available to consultant organiza- tions. (b)(3) Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED/NOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 (b) It is expressly understood that the operations of this clause will not be the basis for an equitable adjustment Page 52 of 57 Pricing Adjustment (OCT 2003) (b)(3) The term "pricing adjustment" as used in paragraph (a) of the clauses entitled "Price Reduction for Defective Cost or Pricing Data - Modifications", "Subcontractor Cost or Pricing Data", and "Subcontractor Cost or Pricing Data - Modification?, means the aggregate increases and/or decreases in cost plus applicable profits. Equal Employment Opportunity (JAN 2004) (a) The Contractor shall comply with all applicable Federal and State equal employment opportunity laws and regulations and� . Agency policies and practices with respect to equal employment opportunity and a harassment-free workplace whenever work is being performed on federal property. (b) If either the Contracting Officer or a designated representative of the Agency's Office of Equal Employment Opportunity provides the Contractor notice of noncompliance with the applicable statutory or regulatory requirements which are .enumerated in paragraph (a), the Contractor, at no cost to the Government, shall promptly take appropriate action. A copy of any documentation shall be provided to the designated representative of the Agency's Office of Equal Employment Opportunity. If the Contractor fails or refuses to promptly take appropriate action, the Contracting Officer may issue. an order stopping all or part of the work until such appropriate action is taken. .(c) Nothing in this clause shall relieve the Contractor from full performance of the requirements of this contract, nor shall it provide the basis for any claims against the Government. (d) The Contractor shall provide oral notification within two business days and written notification within five business days to the Contracting Officer of the Contractor's receipt of a claim made by a Contractor employee alleging any violation of an equal employ- ment opportunity requirement connected to performance of this contract or connected to activities occurring on Federal property. . (e). The Government may elect to conduct an investigation surrounding the claim if it is potentially a joint employer under EEOC No- tice 915.002. In all such instances, the Contractor shall cooperate with the Government's investigation. In accordance with applicable law and to the extent possible, the Government shall treat all information obtained from the investigation as information proprietary to the Contractor. (f) The Contractor's noncompliance with the provisions of this clause may be grounds for termination under the default provisions of this contract (g) The Contractor shall insert this clause, including this paragraph (g) in all subcontracts, with appropriate changes in the designation of the parties. The prime contractor shall provide the Contracting Officer with a copy of all notifications made pursuant to the provi- sions of this clause. Contract Work Hours and Safety Standards Act-Overtime Compensation (JAN 2004) (a) Overtime requirements. No Contractor or subcontractor employing laborers or mechanics (see Federal Acquisition Regulation 22.300) shall require or permit them to work over 40 hours in any workweek unless they are paid at least 1 and 1/2 times the basic rate of pay for each hour worked over 40 hours. (b) Violation; liability for unpaid wages; liquidated damages. The responsible Contractor and subcontractor are liable for unpaid wages if they violate the terms in paragraph (a) of this clause. In addition, the Contractor and subcontractor are liable for liquidated damages payable to the Government. The Contracting Officer will assess liquidated damages at the rate of $10 per affected employ- ee for each calendar day on which the employer required or permitted the employee to work in excess of the standard workweek of 40 hours without paying overtime wages required by the Contract Work Hours and Safety Standards Act. (b)(3) (b)(3) � va�;MI. A "11.4111.�,��� I TT... 016,,1". A � 1111. "1,111 Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 53 of 57 (c) Withholdtng for unpaid wages and liquidated damages. The Contracting Officer will withhold. from payments due under the con- tract sufficient funds required to satisfy any Contractor or subcontractor liabilities for unpaid wages and liquidated damages. If amounts withheld under the contract are insufficient to satisfy Contractor or subcontractor liabilities, the Contracting Officer will withhold payments from other Agency contacts held by the same Contractor that are subject to the Contract Work Hours and Safety Standards Act. (d) Payrolls and basic records. (1) The Contractor and its subcontractors shall maintain payrolls and basic payroll records for all laborers and mechanics working on the contract during the contract and shall make them available to the Government until 3 years after contract completion. The records shall contain the name and address of each employee, social security number, labor classifica- tions, hourly rates of wages paid, daily and weekly number of hours worked, deductions made, and actual wages paid. The records need not duplicate those required for construction work by Department of Labor regulations at 29 CHt 5.5(a)(3) implementing the Davis-Bacon Act. (2) The Contractor and its subcontractors shall allow authorized representatives of the Contracting Officer to inspect, copy, or tran- scribe records maintained under paragraph (d)(1) of this clause. The Contractor or subcontractor also shall allow authorized represent- atives of the Contracting Officer to interview employees in the workplace during working hours. (e) Subcontracts. The Contractor shall insert the provisions set forth in paragraphs (a) through (d) of this clause in subcontracts ex- ceeding $100,000 and require subcontractors to include these provisions in any lower tier subcontracts. The Contractor shall be re- sponsible for compliance by any subcontractor or lower lier subcontractor with the provisions set forth in paragraphs (a) through (d) of this clause. Workplace Health and Safety (JAN 2004) (a) The Contractor shall comply with the Occupational Safety and Health Act (OSHA) of 1970 (29 U.S.C. Section 651 et seq.) and regulations promulgated thereunder including, but not limited to, the standards issued by the Secretary of Labor at Part 1926 and Part 1910 of Title 29 of the Code of Federal Regulations. The Contractor shall also comply with all applicable state occupational safety and health laws and regulations. Noncompliance shall be grounds for termination of this contract in accordance with its default provi- sions.(b) Whenever the Contracting Officer becomes aware of any noncompliance with these requirements or any condition that poses a serious or imminent danger to health or safety, the Contracting Officer, or the authmized representative of the Contracting Of- ficer, shall notify the Contractor orally, with written confirmation from the Contacting Officer, and request immediate initiation of corrective action. This notice, when delivered to the Contractor or the Contractor's representative at the worksite, shall be deemed suf- ficient notice of the noncompliance and that corrective action is required. After receiving the notice, the Contractor shall immediately take corrective action. If the Contractor fails or refuses to promptly take corrective action, the Contracting Officer may issue-an order stopping all or part of the work until the Contractor takes satisfactory corrective action. The Contracting Officer or the authorized rep- resentative of the Contracting Officer may inform the Occupational Safety and Health Administration (OSHA), or other cognizant fed- eral, state, or local officials, of such notification. The Contractor shall not be entitled to any equitable adjustment of the contract price or extension of the performance schedule on any stop work order issued under this clause.(c) The Contractor shall insert this clause, including this paragraph (c) in all subcontracts, with appropriate changes in the designation of the parties. The prime contractor chart provide the Contracting Officer with a copy of all notifications made by the prime contractor to a subcontractor pursuant to paragraph (b) of this clause. Accident Reporting (JAN 2004) . (a) The Contractor shall provide oral notification to the Contracting Officer or the authorized representative of the Contracting Officer when an accident occurs on Federal property in connection with performance of this contract. Notification must be given not later than twenty-four (24) hours after the accident occurs.(b) When requested by the Contracting Officer or the authorized representative of the Contracting Officer, the Contractor shall conduct an investigation of the accident and chRll prepare a report that identifies All pertinent facts related to the accident. The report shall include, but not be limited to, the underlying cause(s) of the accident and the actions the Contractor shall take to prevent the recurrence of similar accidents. The Contractor shall submit the report to the Contracting Officer or the authorized representative of the Contracting Officer not later than fourteen (14) calendar days from the date the accident oc- curs.(c) The Government may elect to conduct an investigation of the accident with the assistance of the Contracton(d) Compliance with the provisions of this clause shall not entitle the Contractor to an equitable adjustment in contract price or to an extension of per- formance schedule.(e) The Contractor shall incorporate this clause, including this paragraph (e), in all subcontracts, with appropriate changes in the designation of the parties. Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIEDHFOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Tax Audits (JAN 2004) Page 54 of 57 If federal, state, or local tax officials request access to information under this contract, the contractor shall immediately notify the Con- tracting Officer. The contractor shall also request that the tax officials identify, in writing, the specific information sought for review and shall forward the response and any related documentation to the Contracting Officer. Failure to provide notice to the Contracting Officer may be grounds for denying a cost/price adjustment for the resulting tax liability, if an adjustment is otherwise authorized by law and the terms of this contract Independent Review of Agency Protests (JAN 2004) An independent review of protests to the agency, as defined in FAR 33.103(d)(4), is available as an alternative to consideration by the Contracting Officer. Requests for an independent review shall be submitted directly to the Contracting Officer, along with the protest Contractor Personnel Supervision (DEC 2001) The Contractor's personnel shall at all times be considered and recognized as employees of the Contractor and under the Contractor's control. In order to ensure that the services defined in the Statement of Work are satisfactorily performed, the Contracting Officer or the COTR, shall issue directions and requirements concerning the work to the designated supervisory personnel of the Contractor who shall, in turn, ensure that the requested services are performed in a manner satisfactory to such Contracting Officer or COTR. Agency Vehicles and Related Services - Cost-Reimbursement (JUN 2006) (a) The Contracting Officer authorizes the Contractor to utilize an Agency vehicle in the performance of this contract. "Agency vehicles" means Agency owned vehicles, or Interagency Fleet Management System (1FMS) vehicles that the Agency leases. Author- ization is contingent upon the Contractor's compliance with the provisions of this clause. (b) The Government reserves the right to deny, suspend, or revoke the Contractor's privilege of operating a Government vehicle. (c) Contractor assumes the liability risk resulting directly or indirectly from the Contractor's use of Agency owned or leased vehicles, including but not limited to damage to Contractor property, or property of a third party; the risk of injury to any Contractor employee, Government employee or third party; or any moving violation or other violation involving the use of the Government vehicle. Con- tractor shall indemnify and hold the Government harmless for any and all loss connected to or arising from the Contractor's use of the . Government vehicle. (d) The Contractor shall not be responsible for loss or damage to Agencyivehicles, except for loss or damage caused by the willful misconduct or a lack of good faith on the part of the Contractor's personnel. (e) The Contractor shall provide and maintain insurance covering its liabilities under paragraphs (b) and (c) of this clause in. amounts of at least $200,000 per person and $500,000 per occurrence for death or bodily injury and $20,000 per occurrence for property dam- age or loss. (f) The Contractor shall be reimbursed for the portion of its insurance properly allocable to this contfact within the limits set forth in paragraph (e) of this clause. (g) Contractor shall provide the Contracting Officer or the Contracting Officer's authorized representative with oral notification of an accident or damage to the Government vehicle not later than 24 hours of the occurrence. Contractor shall follow up with written no- tice, detailing the incident, not later than 5 calendar days. Contractor will cooperate with any investigation the Government may un- dertake. � (h) Subcontracts. The Contractor shall insert the provisions set forth in paragraphs (a) through (g) of this clause in subcontracts where use of Agency vehicles is contemplated. The Contractor shall be responsible for compliance by any subcontractor or lower-tier subcontractor with the provisions set forth in paragraphs (a) through (g) of this clause. Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number 043 Clauses Requiring Access by Other Government Entities (JUL 2003) Page 55 of 57 Several clauses in this contract require reporting to other Federal agencies or access by other Federal agencies to the Contractor's re- cords for compliance determinations or other reviews. If any such reporting, compliance determination, or review involves this con- tract, the Contractor shall obtain the Contracting Officer's written permission or guidance before participating. 52.252-2 Clauses Incorporated by Reference (Feb 1998) This contract incorporates one or more clauses by reference, with the same force and effect as if they were given in full text. Upon re- quest, the Contracting Officer will make their full text available. Also, the full text of a clause may be accessed electronically at this / these address(es): http://www.far.npr.gov/References/References.html � Clauses By Reference ejruIMMIM-aNg Title 5sdka..- ,LOAVO 52.202-1 Definitions (July 2004) 52.203-3 Gratuities (Apr 1984) 52.203-5 Covenant Against Contingent Fees (Apr 1984) 52.203-6 Restrictions On Subcontractor Sales To The Government (Sept 2006) 52.203-7 Anti-Kickback Procedures (Jul 1995) � 52.203-8 Cancellation, Rescission, and Recovery of Funds for Illegal or Improper Activity (Jan 1997) 52.203-10 Price Or Fee Adjustment For Illegal Or Improper Activity (Jan 1997) 52.203-12 Limitation On Payments To Influence Certain Federal Transactions (Sept 2007) 52.204-4 Printed or Copied Double-Sided on Recycled Paper (Aug 2000) 52.204-9 Personal Identity Verification of Contractor PersonneL (Sept 200'7) 52.209-6 !Protecting the Government's Interest When Subcontracting With Contractors Debarred, Suspended, or Proposed for Debarment (Sept 2006) 52.215-11 Price Reduction for Defective Cost or Pricing Data-Modifications (Oct 1997) 52.215-13 Subcontractor Cost or Pricing Data-Modifications (Oct 1997) 52.215-15 Pension Adjustments and Asset Reversions (Oct 2004) � . 52.215-18 Reversion or Adjustment of Plans for Postretireinent Benefits (PRB) Other than Pensions (July 2005) - 52.215-21 Requirements for Cost or Pricing Data or Information Other Than Cost or Pricing Data-Modifications (Oct 1 1997) 52.216-7 Allowable Cost and Payment (Dec 2002) i 52.217-8 � Option to Extend Services (Nov 1999) 52.217-9 r Option to Extend the Term of the Contract (Mar 2000) 52.219-8 ' Utilization of Small Business Concerns (May 2004) 52.219-9 Small Business Subcontracting Plan (Apr 2008) 52.219-16 Liquidated Damages-Subcontracting Plan (Jan 1999) 52.222-1 !Notice to the Government of Labor Disputes (Feb 1997) 52.222-2 Payment for Overtime Premiums (July 1990) 52.222-3 Convict Labor (June 2003) 52.222-21 Prohibition of Segregated Facilities (Feb 1999) 52.222-26 Equal Opportunity (Mar 2007) 52.222-35 kSept Equal Opportunity for Special Disabled Veterans, Veterans of the Vietnam Era and Other Eligible Veterans 2006) 52.222-36 Affirmative Action for Workers with Disabilities (June 1998) . 52.222-37 Employment Reports on Special Disabled Veterans, Veterans of the Vietnam Em, and Other Eligible Veterans (Sept 2006) 52.222-50 Combating Trafficking in Persons (Feb 2009) � � 52.223-5 Pollution Prevention and Right-to-Know Information (Aug 2003) 52.223-6 Drug Free Workplace (May 2001) 52.223-10 Waste Reduction Program (Aug 2000) 52.22.3-14 Toxic Chemical Release Reporting (Aug 2003) Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED//FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 Page 56 of 57 qr.44:0 01121TV=ZWA . . - Tit 1:6M t .-.Y� . irlYM:r. LI : . = LS, . . W1741 rag - '' _T_ .r... -C. 52.224:1 Privacy Act Notification (Apr 1984) 52.224-2 ''Privacy Act (Apr 1984) 52.225-13 Restrictions on Certain Foreign Purchases (June 2008) 52.227-1 Authorization and Consent (Dec 2007) 52.227-2 Notice and Assistance Regarding Patent and Copyright Infringement (Dec 2007) 52.227-3 � Patent Indemnity (Apr 1984) 52.227-11 Patent Rights-Retention by the Contractor (Dec 2007) 52.227-14 Rights in Data-General (Dec 2007) 52.227-16 Additional Data Requirements (June 1987) 52.228-7 Insurance-Liability to Third Persons (Mar 1996) 52.230-2 Cost Accounting Standards (Oct 2008) 52.230-6 Administration of Cost Accounting Standards (Mar 2008) 52.232-17 Interest (Oct 2008) 52.232-22 Limitation Of Funds (Apr 1984) . 52.232-23 Assignment Of Claims (Jan 1986) 52.232-25 Alt I Prompt Payment (Oct 2003)- Alternate I (Feb 2002) 52.232-34 Payment by Electronic Funds Transfer-Other than Central Contractor Registration (May 1999) 52.233-1 Alt I Disputes (July 2002)- Alternate I (Dec 1991) 52.233-3 Alt I Protest after Award (Aug 1996)- Alternate I (Jun 1985) � 52.233-4 Applicable Law for Breach of Contract Claim (Oct 2004) 52.237-2 Protection Of Government Buildings, Equipment, And Vegetation (Apr 1984) 52.237-3 Continuity Of Services (Jan 1991) � 52.239-1 Privacy or Security Safeguards (Aug 1996) 52242-1 Notice of Intent to Disallow Costs (Apr 1984) 52.242-3 Penalties for Unallowable Costs (May 2001) 52242-4 Certification of Final Indirect Costs (Jan 1997) 52.242-13 Bankruptcy (July 1995) 52.243-2 Alt I Changes-Cost-Reimbursement (Aug 1987)- Alternate I (Apr 1984) - 52.243-7 Notification of Changes (Apr 1984) 52.244-5 Competition In Subcontracting (Dec 1996) 52.244-6 Subcontracts for Commercial Items (Dec 2009) 52.245-1 Government Property (June 2007) 52.245-9 Use and Charges (June 2007) 1 52.246-25 Limitation of Liability-Services (Feb 199,7) 52.249-6 Termination (Cost Reimbursement) (May 2004) 52.249-14 Excusable Delays (Apr 1984) 52.251-1 Government Supply Sources (Apr 1984) , Section J - List of Attachments Identifier Title Date Number of Pages �1 List of Attachments Attachment 1- Pyramid Statement of Work Attachment 2- Award Fee Plan Attachment 3 Attachment 4 - tY tes Attachment 5- OCONUS Travel Attachment 6- Organizational Conflict of Interest Avoidance and Mitigation Plan, Revision 5, Dated 06/09/2011 Approved for Release: 2016/01/27 C06218654 Approved for Release: 2016/01/27 C06218654 UNCLASSIFIED!/FOR OFFICIAL USE ONLY Contractor Name: GENERAL DYNAMICS INFORMATION TECHNOLOGY INC Contract Number:2007-1211818-000 Modification Number: 043 i Page 57 of 57 Approved for Release: 2016/01/27 C06218654