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

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1 1. CONTRACT ID CODE OF S AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT U EFFECTIVE DATE 4. REQUISITION/PURCHASE REQ. NO. 5. PROJECT NO. (If applicable) 19-Jun N/A 6. ISSUED BY CODE N ADMINISTERED BY (If other than Item 6) CODE S3605A NSWC, CRANE DIVISION 300 Highway Building 64 Crane IN XXXX avy.mil DCMA DAYTON AREA C, BUILDING 30, 1725 VAN PATTON DRIVE WRIGHT-PATTERSON AFB OH NAME AND ADDRESS OF CONTRACTOR (No., street, county, State, and Zip Code) 9A. AMENDMENT OF SOLICITATION NO. Tri Star Engineering 3000 W. 16th Street Bedford IN B. DATED (SEE ITEM 11) CAGE CODE [X] 10A. MODIFICATION OF CONTRACT/ORDER NO. - 10B. DATED (SEE ITEM 13) 03WZ3 FACILITY CODE 01-Dec THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS [ ]The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offers [ ] is extended, [ ] is not extended. Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing Items 8 and 15, and returning one (1) copy of the amendment; (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) By separate letter or telegram which includes a reference to the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGEMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such change may be made by telegram or letter, provided each telegram or letter makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified. 12. ACCOUNTING AND APPROPRIATION DATA (If required) SEE SECTION G 13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS, IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14. (*) A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM 10A. [ ] [X] B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation date, etc )SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR (b). By mutual agreement of the Government and Contractor [ ] C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF: [ ] D. OTHER (Specify type of modification and authority) E. IMPORTANT: Contractor [ X ] is not, [ ] is required to sign this document and return copies to the issuing office. 14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible ) SEE 2 15A. NAME AND TITLE OF SIGNER (Type or print) 16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print) XX Contracting Officer 15B. CONTRACTOR/OFFEROR 15C. DATE SIGNED 16B. UNITED STATES OF AMERICA 16C. DATE SIGNED BY /s/ 19-Jun-2014 (Signature of person authorized to sign) (Signature of Contracting Officer) NSN PREVIOUS EDITION UNUSABLE STANDARD FORM 30 (Rev ) Prescribed by GSA FAR (48 CFR)

2 2 of 2 GENERAL INFORMATION The purpose of this modification is to (1) de-obligate funding in Section G. Accordingly, said Task Order is modified as follows: The total potential amount of this task order remains $ XXXX 1. FUNDING INFORMATION: Refer to Section B and G of the task order for incremetally funded SLIN and ACRN additions. The total funded amount currently available for payment is hereby decreased by Xfrom XXXX XXXX X The clause Limitation of Funds (FAR ) applies. The Government is not obligated to reimburse the Contractor for cost incurred in excess of Xunless additional funds are made available and incorporated as a modification to this order. X A conformed copy of this Task Order is attached to this modification for informational purposes only.

3 1 of 64 SECTION B SUPPLIES OR SERVICES AND PRICES CLIN - SUPPLIES OR SERVICES For Cost Type Items: Item PSC Supplies/Services Qty Unit Est. Cost Fixed Fee CPFF 1101 R425 Yr 2 Performance Based Non-Personal Technical and Engineering Services In Accordance With attached Statement of WorkBY2 (Fund Type - OTHER) 1.0 LO $ $ $ R425 Incremental Funding Contract ACRN A2 (Fund Type - OTHER) R425 Incremental Funding Contract ACRN B6 (Fund Type - OTHER) 1102 R425 Yr 2 Performance Based Non-Personal Technical and Engineering Services In Accordance With attached Statement of WorkDY2 (Fund Type - OTHER) 1.0 LO $ $ $ R425 Incremental Funding Contract ACRN A3 (Fund Type - OTHER) R425 (Fund Type - OTHER) R425 Incremental Funding Contract ACRN B1 (Fund Type - OTHER) R425 Incremental Funding Contract ACRN B5 (Fund Type - OTHER) R425 Incremental Funding Contract ACRN C6 (Fund Type - OTHER) 1103 R425 Yr 2 Performance Based Non-Personal Technical and Engineering Services In Accordance With attached Statement of WorkEY2 (Fund Type - OTHER) 1.0 LO $ X $ $ X R425 Incremental Funding Contract ACRN A1 (Fund Type - OTHER) R425 Incremental Funding Contract ACRN B3 (Fund Type - OTHER) R425 Incremental Funding Contract ACRN B4 (Fund Type - OTHER) 1104 R425 Yr 2 Performance Based Non-Personal Technical and Engineering Services In Accordance With attached Statement of WorkFY2 (Fund Type - OTHER) R425 Incremental Funding ACRN A5 (Fund Type - OTHER) R425 Incremental Funding ACRN A6 (Fund Type - OTHER) 1.0 LO X $ X

4 2 of 64 Item PSC Supplies/Services Qty Unit Est. Cost Fixed Fee CPFF R425 This SLIN has been deleted. (Fund Type - OTHER) R425 Incremental Funding ACRN A8 Deobligated on Mod 47.(Fund Type - OTHER) R425 Incremental Funding ACRN A9 Deobligated on Mod 47(Fund Type - OTHER) 1105 R425 Yr 2 Performance Based Non-Personal Technical and Engineering Services In Accordance With attached Statement of WorkGY2 (Fund Type - OTHER) 1101 R425 Incremental Funding ACRN A4 (Fund Type - OTHER) 1.0 LO X X 1201 R425 Year 3 Performance BasedNon-Personal Technical and Engineering Services In Accordance With attached Statement of WorkEY3 (Fund Type - OTHER) 1.0 LO $ X $ $ X R425 Incremental Funding ACRN C2 (Fund Type - OTHER) R425 Incremental Funding ACRN C4 (Fund Type - OTHER) R425 Incremental Funding ACRN C5 (Fund Type - OTHER) R425 Incremental Funding ACRN C4 (Fund Type - OTHER) R425 Incremental Funding ACRN D2 Deobligated on MOD 49, leaving a balance of XX (FundType - OTHER) 1202 R425 Yr 3 Performance Based Non-Personal Technical and Engineering Services In Accordance With attached Statement of WorkDY3 (Fund Type - OTHER) 1.0 LO $ $ $ R425 Incremental Funding Contract ACRN B7 (Fund Type - OTHER) R425 Incremental Funding Contract ACRN C6 (Fund Type - OTHER) R425 Incremental Funding Contract ACRN D5 (Fund Type - OTHER) R425 Incremental Funding Contract ACRN D7 (Fund Type - OTHER) R425 Incremental Funding Contract ACRN D8 Deobligated XX on MOD49, leaving a balance of (Fund

5 3 of 64 Item PSC Supplies/Services Qty Unit Est. Cost Fixed Fee CPFF Type - OTHER) 1204 R425 Yr 3 Performance Based Non-Personal Technical and Engineering Services In Accordance With attached Statement of WorkGY3 (Fund Type - OTHER) R425 Incremental Funding Acrn C3 (Fund Type - OTHER) R425 Incremental Funding Acrn C3 (Fund Type - OTHER) R425 Incremental Funding Acrn D4 (Fund Type - OTHER) R425 Incremental Funding Acrn D4 (Decreased by $ XXXX from $ XXXX to $ Modification 034) (Fund Type -OTHER) R425 THis SLIN is Deleted (Fund Type - OTHER) 1.0 LO X X 1205 R425 Yr 3 Performance Based Non-Personal Technical and Engineering Services In Accordance With attached Statement of WorkFY3 (Fund Type - OTHER) 1.0 LO $ $ $ 1201 R425 Incremental Funding Contract ACRN B8 (Fund Type - OTHER) 1202 R425 Incremental Funding Contract ACRN B9 (Fund Type - OTHER) 1203 R425 Incremental Funding Contract ACRN B9 (Fund Type - OTHER) 1204 R425 Incremental Funding Contract ACRN C7 (Fund Type - OTHER) 1205 R425 Incremental Funding Contract ACRN C8 (Fund Type - OTHER) 1206 R425 Incremental Funding Contract ACRN C9 (Fund Type - OTHER) 1207 R425 Incremental Funding Contract ACRN E3.Note: FUNDS IN THE AMOUNT OF ARE DEOBLIGATED VIA MODIFICATION 46 RESULTING IN A BALANCE OF X (Fund Type - OTHER) 1206 R425 Year 3 Performance BasedNon-Personal Technical and Engineering Services In Accordance With attached Statement of WorkHY3 (Fund Type - OTHER) 1.0 LO $ $ $ R425 Incremental Funding ACRN E4 (Fund Type - OTHER)

6 4 of 64 Item PSC Supplies/Services Qty Unit Est. Cost Fixed Fee CPFF 1301 R425 FY09 Performance Based Non-Personal Technical and Engineering Services In Accordance With Attached Statements of Work (Fund Type -OTHER) 1.0 LO $ XXX $ $ XXX R425 Incremental Funding ACRN F3 Deobligated X on MOD48, leaving a balance of $ XX (Fund Type - OTHER) R425 Incremental funding in the amount of in support of TDL/TI 902 (ACRN G7) (OPN) R425 Incremental funding in the amount of $ support of SOW/TI FY4 (ACRN G9) (Fund Type - OTHER) R425 Incremental funding in the amount of XXXX in support of SOW/TI EY4 (ACRN H1) (Fund Type - OTHER) R425 Incremental funding in the amount of XXXX in support of SOW/TI FY4 (ACRN H2) (Fund Type - OTHER) R425 Incremental funding in the amount of $ support of SOW/TI FY4 (ACRN H3) (Fund Type - OTHER) R425 Incremental funding in the amount of $ in support of TDL/TI902 (ACRN H4) (Fund Type - OTHER) R425 Incremental funding in the amount of in support of SOW/TI DY4 (ACRN H5) (Fund Type - OTHER) R425 Incremental funding in the amount of $ support of SOW/TI DY4 (ACRN H6) (WCF) R425 Incremental funding in the amount of in support of SOW/TIIY4 (ACRN H7) (OPN) R425 Incremental funding in the amount of X in support of SOW/TIDY4 (ACRN H8) (Fund Type - OTHER) 1302 R425 Yr 4 Performance Based Non-Personal Technical and Engineering Services In Accordance With attached Statement of WorkDY3 (Fund Type - OTHER) 1.0 LO $ X $ $ X R425 Incremental Funding ACRN F4 (Fund Type - OTHER) R425 Incremental Funding ACRN G2 (Fund Type - OTHER)

7 5 of 64 Item PSC Supplies/Services Qty Unit Est. Cost Fixed Fee CPFF R425 Incremental Funding ACRN G3 (Fund Type - OTHER) R425 Incremental Funding ACRN G4 (Fund Type - OTHER) R425 Incremental Funding ACRN G5 (Fund Type - OTHER) 1304 R425 Yr 4 Performance Based Non-Personal Technical and Engineering Services In Accordance With attached Statement of WorkGY3 (Fund Type - OTHER) 1.0 LO $ $ $ X R425 Incremental Funding ACRN D4 (Fund Type - OTHER) R425 Incremental Funding ACRN F9 (Fund Type - OTHER) 1305 R425 Yr 4 Performance Based Non-Personal Technical and Engineering Services In Accordance With attached Statement of WorkFY3 (Fund Type - OTHER) 1.0 LO $ $ $ X 1301 R425 Incremental Funding ACRN F5 (Fund Type - OTHER) 1302 R425 Incremental Funding ACRN F6 (Fund Type - OTHER) 1303 R425 Incremental Funding ACRN F7 (Fund Type - OTHER) 1304 R425 Incremental Funding ACRN G1 (Fund Type - OTHER) 1401 R425 FY10 Performance Based Non-Personal Technical and Engineering Services In Accordance With attached Statement of WorkBY2, DY2, EY2 (Fund Type - OTHER) 1.0 LO XXX XX $ XXX R425 Incremental funding in the amount of $ support of SOW/TI DY5 (ACRN H9) (Fund Type - OTHER) R425 Incremental funding in the amount of $ support of SOW/TI DY5 (ACRN J1) (Fund Type - OTHER) R425 Incremental funding in the amount of $ support of SOW/TI DY5 (ACRN J1) (Fund Type - OTHER) R425 Incremental funding in the amount of $ support of SOW/TI DY5 (ACRN J3) (Fund Type - OTHER) R425 Incremental funding in the amount of $ support of SOW/TI FY5 (Fund Type - OTHER)

8 6 of 64 Item PSC Supplies/Services Qty Unit Est. Cost Fixed Fee CPFF R425 Incremental funding in the amount of XXXX in support of SOW/TI FY04 (FundType - OTHER) For ODC Items: Item PSC Supplies/Services Qty Unit Est. Cost 3101 R425 Other Direct Costs and Travel in support of CLIN Non-fee bearing. Travel in accordance with JTR. (Fund Type -OTHER) 3102 R425 Other Direct Costs and Travel in support of CLIN Non-fee bearing. Travel in accordance with JTR. (Fund Type -OTHER) 1.0 LO $ XXX 1.0 LO $ XXX 3103 R425 Other Direct Costs and Travel in support of CLIN Non-fee bearing. Travel in accordance with JTR. (Fund Type -OTHER) R425 Incremental Funding Contract ACRN A1 (Fund Type - OTHER) R425 Incremental Funding Contract ACRN B3 (Fund Type - OTHER) R425 Incremental Funding Contract ACRN B4 (Fund Type - OTHER) 1.0 LO X 3104 R425 Other Direct Costs and Travel in support of CLIN Non-fee bearing. Travel in accordance with JTR. (Fund Type -OTHER) 1.0 LO $ XXX R425 Incremental Funding ACRN A7 (Fund Type - OTHER) 3105 R425 Other Direct Costs and Travel in support of CLIN Non-fee bearing. Travel in accordance with JTR. (Fund Type -OTHER) 1.0 LO $ 3101 R425 Incremental Funding ACRN B2 (Fund Type - OTHER) 3201 R425 Other Direct Costs and Travel in support of CLIN Non-fee bearing. Travel in accordance with JTR. (Fund Type -OTHER) R425 Incremental Funding ACRN C2 (Fund Type - OTHER) R425 Incremental Funding ACRN C5 (Fund Type - OTHER) R425 Incremental Funding ACRN C4 (Fund Type - OTHER) R425 Incremental Funding ACRN C4 (Fund Type - OTHER) R425 Incremental Funding ACRN D3 (Fund Type - OTHER) R425 Incremental Funding ACRN D2 (Fund Type - OTHER) R425 Incremental Funding ACRN E1 Deobligated $ XXXX on MOD 49, leaving a balance of (Fund Type - OTHER) R425 Incremental Funding ACRN E2 Deobligated $ on MOD 49, leaving a balance of $ XXXX und Type - OTHER) R425 Incremental Funding ACRN C4 Deobligated $ on MOD 49, leaving a balance of $ XXXX und Type - OTHER) R425 Incremental Funding ACRN C4 (Fund Type - OTHER) 1.0 LO X 3202 R425 Other Direct Costs and Travel in support of CLIN Non-fee bearing. Travel in accordance with JTR. (Fund Type -OTHER) 1.0 LO $

9 7 of 64 Item PSC Supplies/Services Qty Unit Est. Cost R425 Incremental Funding ACRN E5 (Fund Type - OTHER) R425 Incremental Funding ACRN F8 Deobligated MOD, leaving a balanceof (Fund Type - OTHER) 3204 R425 Other Direct Costs and Travel in support of CLIN Non-fee bearing. Travel in accordance with JTR. (Fund Type -OTHER) 1.0 LO $ R425 Incremental Funding ACRN C3 (Fund Type - OTHER) R425 Incremental Funding ACRN C3 (Fund Type - OTHER) R425 Incremental Funding ACRN D1 (Fund Type - OTHER) 3205 R425 Other Direct Costs and Travel in support of CLIN Non-fee bearing. Travel in accordance with JTR. (Fund Type -OTHER) 3201 R425 Incremental Funding ACRN D9. Note: FUNDS IN THE AMOUNT OF ARE DEOBLIGATED VIA MODIFICATION 46 RESULTING IN A BALANCE OF (Fund Type - OTHER) 3206 R425 Other Direct Costs and Travel in support of CLIN Non-fee bearing. Travel in accordance with JTR. (Fund Type -OTHER) 1.0 LO $ 1.0 LO $ X R425 Incremental Funding ACRN E6 (Fund Type - OTHER) R425 Incremental Funding ACRN E7 (Fund Type - OTHER) R425 Incremental Funding ACRN E8 (Fund Type - OTHER) R425 Incremental Funding ACRN E9 (Fund Type - OTHER) R425 Incremental Funding ACRN F1 (Fund Type - OTHER) R425 Incremental Funding ACRN F2 (Fund Type - OTHER) R425 Incremental Funding ACRN E4 (Fund Type - OTHER) 3301 R425 Other Direct Costs and Travel in support of CLIN Non-fee bearing. Travel in accordance with JTR. (Fund Type -OTHER) 1.0 LO $ X R425 Incremental Funding ACRN F3 Deobligated X on MOD 49, leaving a balance of XXX (Fund Type - OTHER) R425 Incremental funding in the amount of $ support of TDL/TI 902 (ACRN G8) (Fund Type - OTHER) R425 Incremental funding in the amount of $ in support of TDL/TI902 (H4) (Fund Type - OTHER) R425 Incremental funding in the amount of $ support of SOW/TI IY4 (ACRN H7) (OPN) 3302 R425 Other Direct Costs and Travel in support of CLIN Non-fee bearing. Travel in accordance with JTR. (Fund Type -OTHER) R425 Incremental Funding ACRN F8 Deobligated X on MOD, leaving a balance of X (Fund Type - OTHER) 3304 R425 Other Direct Costs and Travel in support of CLIN Non-fee bearing. Travel in accordance with JTR. (Fund Type -OTHER) 1.0 LO $ 1.0 LO $ R425 Incremental Funding ACRN D4 (Fund Type - OTHER)

10 8 of 64 Item PSC Supplies/Services Qty Unit Est. Cost 3305 R425 Other Direct Costs and Travel in support of CLIN Non-fee bearing. Travel in accordance with JTR. (Fund Type -OTHER) 1.0 LO $ XXX 3401 R425 Other Direct Costs and Travel in support of CLIN Non-fee bearing. Travel in accordance with JTR. (Fund Type -OTHER) R425 Incremental funding in the amount of $ XXX in support of SOW/TI FY5 (ACRN J4). Note: FUNDS IN THE AMOUNT OF $ ARE DEOBLIGATED VIA MODIFICATION 46 RESULTING IN A BALANCE OF $ (Fund Type - OTHER) 1.0 LO XX 1) Task order type will be cost reimbursement plus fixed fee. (2) In addition to the base ordering period, the contractor may earn an extension or reduction to the TO period from a minimum of 1 to a maximum of 5 years on the basis of performance during the evaluation periods as prescribed in the award term clause and award term plan. The Government shall have Government purpose data rights to all data generated in accordance with DFARS (LIMITATION OF COST OR LIMITATION OF FUNDS LANGUAGE (5310) The clause entitled "LIMITATION OF COST" (FAR ) or "LIMITATION OF FUNDS" (FAR ), as appropriate, shall apply separately and independently to each separately identified estimated cost. PAYMENTS OF FEE(S) (LEVEL OF EFFORT) (NAVSEA) (MAY 1993) - (5314) (a) For purposes of this contract, "fee" means "target fee" in cost plus incentive fee type contracts, "base fee" in cost plus award fee type contracts, or "fixed fee" in cost plus fixed fee type contracts for level of effort type contracts. (b) The Government shall make payments to the Contractor, subject to and in accordance with the clause in this contract entitled "FIXED FEE" (FAR ) or "INCENTIVE FEE", (FAR ), as applicable. Such payments shall be equal to percent ( %) of the allowable cost of each invoice submitted by and payable to the Contractor pursuant to the clause of this contract entitled "ALLOWABLE COST AND PAYMENT" (FAR ), subject to the withholding terms and conditions of the "FIXED FEE" or "INCENTIVE FEE" clause, as applicable (percentage of fee is based on fee dollars divided by estimated cost dollars, including facilities capital cost of money). Total fee(s) paid to the Contractor shall not exceed the fee amount(s) set forth in this contract. (c) The fee(s)specified in SECTION B, and payment thereof, is subject to adjustment pursuant to paragraph (g) of the special contract requirement entitled "LEVEL OF EFFORT." If the fee(s) is reduced and the reduced fee(s) is less than the sum of all fee payments made to the Contractor under this contract, the Contractor shall repay the excess amount to the Government. If the final adjusted fee exceeds all fee payments made to the contractor under this contract, the Contractor shall be paid the additional amount, subject to the availability of funds. In no event shall the Government be required to pay the Contractor any amount in excess of the funds obligated under this contract at the time of the discontinuance of work. (d) Fee(s) withheld pursuant to the terms and conditions of this contract shall not be paid until the contract has been modified to reduce the fee(s) in accordance with the "LEVEL OF EFFORT" special contract requirement, or until the Procuring Contracting Officer has advised the paying office in writing that no fee adjustment is required. PAYMENTS OF FEE(S) (COMPLETION) (NAVSEA) (MAY 1993) - (5313) (a) For purposes of this contract, "fee" means "target fee" in cost plus incentive fee type contracts, "base fee" in cost plus award fee type contracts, "fixed fee" in cost plus fixed fee type contracts for completion and phase type contracts. (b) The Government shall make payments to the Contractor, subject to and in accordance with the clause in this contract entitled "FIXED FEE" (FAR ) or "INCENTIVE FEE", (FAR ), as applicable. Such payments shall be equal percent ( %) of the allowable cost of each invoice submitted by and payable to the Contractor pursuant to the clause of this contract entitled "ALLOWABLE COST AND PAYMENT" (FAR ), subject to the withholding terms and conditions of the "FIXED FEE" or "INCENTIVE FEE" clause, as applicable (percentage of fee is based on fee dollars divided by estimated cost dollars, including

11 9 of 64 facilities capital cost of money). Total fee(s) paid to the Contractor shall not exceed the fee amount(s) set forth in this contract. (c) In the event of discontinuance of the work under this contract, or any specified phase of the contract, in accordance with the clause of this contract entitled "LIMITATION OF FUNDS" (FAR ) or "LIMITATION OF COST" (FAR ), as applicable, the fee shall be equitably adjusted by mutual agreement to reflect the diminution of work. If the adjusted fee is less than the sum of all fee payments made to the Contractor under this contract, the Contractor shall repay the excess amount to the Government. If the adjusted fee exceeds all payments made to the Contractor under this contract, the Contractor shall be paid the additional amount, subject to the availability of funds. In no event shall the Government be required to pay the Contractor any amount in excess of the funds obligated under this contract at the time of the discontinuance of work. (d) Fee(s) withheld pursuant to the terms and conditions of this contract shall not be paid until the contract has been modified to reduce the fee(s) in accordance with paragraph (c) above, or until the Procuring Contracting Officer has advised the paying office in writing that no fee adjustment is required. NOTE: Percentage of fee is based on fee dollars divided by estimated cost dollars, including facilities capital cost of money. TRAVEL COSTS - ALTERNATE I (NAVSEA) (MAY 2000) (5315) (a)(1) Except as otherwise provided herein, the Contractor shall be reimbursed for its reasonable actual travel costs in accordance with FAR The costs to be reimbursed shall be those costs accepted by the cognizant DCAA. (a)(2) In accordance with Class Deviation , DOD Contractors may choose to use either the FTR rates and definitions for travel, lodging and incidental expenses effective on 31 December 1998 or the current FTR rates and definitions. The Contractor must choose either the 1998 definitions and rates or the current FTR definitions and rates and apply them consistently to all travel while this class deviation, or its successor, is in effect. (b) Reimbursable travel costs include only that travel performed from the Contractor's facility to the worksite, in and around the worksite, and from the worksite to the Contractor's facility. (c) Relocation costs and travel costs incident to relocation are allowable to the extent provided in FAR ; however, Contracting Officer approval shall be required prior to incurring relocation expenses and travel costs incident to relocation. (d) The Contractor shall not be reimbursed for the following daily local travel costs: (i) travel at U.S. Military Installations where Government transportation is available; (ii) travel performed for personal convenience/errands, including commuting to and from work; and (iii) travel costs incurred in the replacement of personnel when such replacement is accomplished for the Contractor's or employee's convenience.

12 10 of 64 SECTION C DESCRIPTIONS AND SPECIFICATIONS Performance Based Statement of Work 1.0 Scope This Statement of Work (SOW) sets forth the requirements for the procurement of engineering and technical support services for the following programs: Electro-Optic Systems, Improved (Chemical Agent) Point Detection System (IPDS), and Joint Biological Point Detection System (JBPDS). The parameters of the work to be performed for each program are specifically described in the subparagraphs below. As required by delivery order, the contractor shall furnish all labor, facilities, material, and equipment except for material, facilities, and equipment to be provided by the Government as Government Furnished Information (GFI), Government Furnished Material (GFM), Government Furnished Facilities (GFF), or Government Furnished Equipment (GFE). The contractor shall collect, analyze, assess, review, recommend, evaluate, design, develop, inspect, validate, verify, and/or deliver data as required by delivery order. Scope Restriction A: The contractor shall not be requested to perform more than a combined maximum of (100) installations per year for the Electro-Optic Systems, IPDS and JBPDS during the duration of this contract unless otherwise agreed upon in writing by both the contractor and the government for purposes of this scope restriction, an installation will consist of a contractor provided crew performing work aboard a U.S. Navy, Coast Guard or a FMS Ship installing one of the above systems. Since both the systems and the ships may vary, it is not possible to define the exact number of personnel or hours required for each installation (hence the requirement for the selected contract type.) However, the historical average installation time has exceeded 0 labor hours. Therefore, for the purpose of this contract, one installation shall be defined as: putting in service one system, from the above categories, on board U.S. Navy, Coast Guard or a FMS Ship, within 628 to 928 hours inclusive of travel time, preparation and wrap-up time as required for the completion of each delivery order. 1.1 Background These services are in support of electronics related tasks for Code 805 of the Naval Surface Warfare Center, Crane Division, (NAVSURFWARCENDIV Crane). This effort is for a follow-on contract to Contracts N D-0009, N D-0015, and N This requirement will be processed as a competitive 8(a) set-aside in accordance with the 8(a) Program under the statutory authority implemented by Federal Acquisition Regulation (FAR) paragraph Applicable Documents The following documents of the revision or issue in effect at the date of delivery order or as otherwise specified by the delivery order form a part of this Statement of Work to the extent described herein. The exact revisions of the documents are not cited in the text of the Statement of Work. In the event of conflict between the documents referenced herein and the contents of this Statement of Work, the contents of this Statement of Work shall prevail. 2.1 Specifications DOD-D-1000B Drawings, Engineering, and Associated Lists MIL-STD-1812 Type Designation, Assignment and Method for Obtaining MIL-E Electronic and Electrical Equipment Accessories and Repair 2.2 Standards Mil-STD-248D Welding and Brazing Procedure and Performance Qualification DOD-STD-100 Engineering Drawing Practices

13 11 of 64 DOD-STD-2003 Electric Plant Installation Standard Methods for Surface Ships and Submarines, Cable ISO 9000 Quality Management and Quality Assurance Standards 2.3 Other Publications NAVSEA S9086-CH-STM Welding and Allied Processes 010/CH-074 VI ANSI Z Information Sciences-Scientific and Technical Reports - Organization, Reparation, and Production ASME Y Engineering Drawing Practices NSTS B Alterations to Ships Accomplished by Alteration Installation Teams. 2.4 Instructions and Regulations OPNAVINST Navy Occupational Safety and Health (NAVOSH) Program Manual for Forces Afloat OPNAVINST C Mishap Investigation and Reporting 29 CFR OSHA Hazard Communication Standard 3.0 Requirements All work to be performed and all deliverables shall be specifically referred to and described in all delivery orders resulting from use of this contract by authorized contracting officers. Below are listed the specific areas in which the contractor is expected to work and kinds of services to be provided for each, if required, by specific delivery orders: Night Vision Electro-Optics Work to be performed may consist of Program Management support, Test Plans/Procedures development and implementation, Engineering, Technical, Data Management support and meeting assistance in support of electro-optic programs. Work to be performed may also consist of installation support and/or equipment removal services - Restriction A applies. The work to be performed shall consist of; installation certifications, system check outs and material fabrication or procurement of necessary installation components needed to perform the installations Chemical-Biological Detection Work to be performed may consist of installation support and/or equipment removal services for the IPDS and JBPDS -Restriction A applies. The work to be performed shall consist of; installation certifications, system check outs and material fabrication or procurement of necessary installation components needed to perform the installations. 3.1 Task Requirements As required by specified delivery orders, the Contractor shall provide all labor, material, equipment and facilities excluding material, equipment and facilities provided for or referred to as GFM, GFE, GFF or GFI. Technical Direction Letters (TDLs) may be utilized to initiate specific tasking and provide travel details from within the individual delivery orders Program Management Support Services As specified by delivery order, the Contractor shall provide project/program management support services. This support may consist of planning, preparing, organizing and reporting. The Contractor shall analyze and validate results relating to the programs targeted objectives and current resources as required by delivery order Meeting Assistance The following tasks shall be performed as specified, if required by individual delivery order. Contractor shall attend

14 12 of 64 meetings as requested. This shall consist of preparing technical and engineering recommendations as well as briefings and overhead transparencies for quarterly reviews. The Contractor shall provide meeting assistance consisting of recording and distributing minutes for technical program meetings, weekly program meetings and program status reviews. The Contractor shall provide meeting coordination support consisting of planning meetings, coordinating schedules with participants; reserving existing meeting space and ensuring briefing materials/equipment are available. Specific requirements and meeting agenda development will be specified by TDLs on individual delivery orders Engineering & Technical Support Services The following tasks shall be performed as specified, if required by individual delivery order. The Contractor shall provide engineering and technical support for the design, development, test, evaluation and engineering related efforts for the procurement, production maintenance and life cycle management. This consists of verification of operational capabilities, check out and repair, monitoring of system installations, performance of system diagnostic testing, inspection of installation facilities (pre and post installation) and ensuring that overall integration specifications have been attained Test Plans and Procedures The following tasks shall be performed as specified, if required by individual delivery order. The Contractor shall develop, system, subsystem, equipment and component test plans and procedures, installation control drawings (ICDs). The plans and procedures may include test and evaluation master plans and procedures, technical evaluation plans and procedures, operational evaluation plans and procedures, system qualification and First Article Qualification Test Plans and procedures, and production acceptance test and evaluation plans and procedures Installation Support (Electro Optics and Chemical Biological) The following tasks shall be performed as specified, if required by individual delivery order. The Contractor shall provide installation support for electro-optic systems, IPDS and JBPDS shipboard equipment, foundations, cabling, including: site preparation, scaffolding, priming, painting, lagging, cable pulling, cable banding, cable connector assembly, equipment installation, equipment tagging, decking, fire watch, certified marine welding and removal and/or installation of Protective Counter Measure System materials. Any delivery order or technical direction letter which would require the contractor to perform two or more installations with overlapping schedules on separate ships shall only be binding by mutual agreement provided that if the contractor chooses to decline an installation, it shall done within 24 hours of written notification of the overlapping schedules Equipment Removal (Electro Optics and Chemical Biological) The following tasks shall be performed as specified, if required by individual delivery order. The Contractor shall remove and/or relocate shipboard equipment including removal of previously installed electro-optic systems, IPDS and JBPDS foundations, brackets, cables, transformers, circuit breakers and other related materials to allow for installation of new or upgraded equipment/systems. 4.0 Data Deliverables. Description CDRL No. DID No. Contractors Progress, Status & Management Report 0001 Dl-MGMT Conference Agenda 0002 DI-ADMN-81249A Conference Minutes 0003 DI-ADMN-8 1 2A Technical Report Dl-MISC-808 Study/Services Status of Government-Furnished Equipment Report 0005 Dl-MGMT-80269

15 13 of 64 TO Funding Notification Letter - B011 - DI-FNCL Travel Travel requirements are estimated as follows: FY 2006 Number Number Number Destination Trips Days Persons Washington DC Norfolk, VA Crane, IN Pascagoula, MS Mayport, FL Miami, FL St. Petersburg, FL Panama City, FL San Diego, CA Everett, WA Bremerton, WA Honolulu, HI FY 2007 Number Number Number Destination Trips Days Persons Washington DC Norfolk, VA Crane, IN Pascagoula, MS Mayport, FL Miami, FL St. Petersburg, FL Panama City, FL San Diego, CA Everett, WA Bremerton, WA Honolulu, HI Manama, Taiwan Alexandria, Egypt Turkey FY 2008 Number Number Number Destination Trips Days Persons Washington DC Norfolk, VA Crane, IN Pascagoula, MS Mayport, FL Miami, FL St. Petersburg, FL Panama City, FL San Diego, CA Everett, WA Bremerton, WA Honolulu, HI Manama, Taiwan

16 14 of 64 Alexandria, Egypt Turkey FY 2009 Number Number Number Destination Trips Days Persons Washington DC Norfolk, VA Crane, IN Pascagoula, MS Mayport, FL Miami, FL St. Petersburg, FL Panama City, FL San Diego, CA Everett, WA Bremerton, WA Honolulu, HI Manama, Taiwan Alexandria, Egypt Turkey FY 2010 Number Number Number Destination Trips Days Persons Washington DC Norfolk, VA Crane, IN Pascagoula, MS Mayport, FL Miami, FL St. Petersburg, FL Panama City, FL San Diego, CA Everett, WA Bremerton, WA Honolulu, HI Manama, Taiwan Alexandria, Egypt Turkey CLAUSES INCORPORATED BY REFERENCE Certification And Disclosure Regarding Payments To Influence Certain Federal Transactions APR 1991 CLAUSES INCORPORATED BY FULL TEXT HQ-C ITEM(S)CLIN 0002-DATA REQUIREMENTS (NAVSEA) (SEP 1992) The data to be furnished hereunder shall be prepared in accordance with the Contract Data Requirements List, DD Form 1423, Exhibit(s), attached hereto. HQ-C ITEM(S) CLINs ENGINEERING SERVICES (NAVSEA) (MAY 1998) (a) The Contractor shall furnish the services of qualified engineer(s) to: (1) Assist in planning, installation, testing, checkout, adjustment, operation, disassembly, and repair of ; and

17 15 of 64 (2) Perform on-the-job instruction and training of Navy personnel (military and/or civilian). (b) For purposes of this requirement, the following definitions apply: (1) "Domestic services" means services rendered within the United States (U.S.) and/or on Navy vessels in ports within the U.S. or at sea, provided the vessel does not enter port outside the U.S. (2) "Foreign services" means services other than domestic. (3) "United States" means the United States, its possessions, Puerto Rico, and any other place subject to its jurisdiction, but does not include leased bases or trust territories. (4) "Man day" means the services of one engineer for one day of eight hours, Monday through Friday (excluding holidays). (5) "Holidays" means all Federally recognized holidays. (c) The engineering services shall be performed within the limits, if any, as to place(s) and period(s) specified therefor, as authorized by NSWC Crane. (d) When authorized under paragraph (c) above, each engineer shall perform engineering services in accordance with supplemental instructions provided by the Contract Administration Office (CAO) cognizant of the vessel construction/conversion contract, a representative of the authorizing activity or a representative of the activity where the engineering services are performed, as applicable. However, each engineer shall not be considered an employee of the Government. (e) Travel time necessary for performance of such services shall be included in computing the man days of service. When services are performed at sea and the engineer(s) is unable to leave the vessel when work is completed, the remaining time aboard the vessel shall be considered travel time for purposes of computing the man days of services. However, the Contractor shall be paid for no more than one man day of service per calendar day for each engineer while in travel status. (f) Passports, visas, inoculations and other medical requirements necessary for performance of engineering services shall be at the sole responsibility and expense of the Contractor. (g) Each time services are performed, the engineer(s) shall obtain a certification of performance from a responsible U.S. Government official aboard the vessel or at the activity where the services were performed, citing tasks satisfactorily performed and hours worked each day. (h) The maximum liability of the Government for each engineering services item shall not exceed the amount set forth in the Schedule, or the amount obligated whichever is less. If, at any time, the Contractor has reason to believe that the amounts it expects to incur in the performance of each engineering services item in the next succeeding sixty (60) days, when added to all amounts previously incurred, will exceed seventy-five percent (75%) of the amount then set forth in the Schedule; or if, at any time, the Contractor has reason to believe that the man days and/or amount for the full performance of each engineering services item will be greater or substantially less than that set forth in the Schedule, the Contractor shall notify the Contracting Officer in writing, giving its revised estimate of the man days and/or amount for the performance of said item. The Contractor shall not exceed the obligated amount for each engineering services item, unless and until such amount has been increased in writing by the Contracting Officer. (i) In the event the Government does not designate time(s) and place(s) sufficient for performance of the total quantity of engineering services set forth in the Schedule within the period(s) provided therefor, those services not furnished shall be deemed to be terminated for the convenience of the Government at no cost to the Government. Such termination shall be evidenced by a written document signed by the Contracting Officer and mailed or otherwise furnished to the Contractor. HQ-C ITEM(S) CLIN SUPPORT FOR ENGINEERING SERVICES - ALTERNATE I (NAVSEA) (JUN 1992) (a) The Contractor shall be reimbursed for its reasonable actual subsistence and transportation costs incurred in the performance of the related engineering services item(s) in accordance with FAR The costs to be

18 16 of 64 reimbursed shall be those costs accepted by the cognizant DCAA. (b) Overtime shall be performed as required by the using activity and to the extent authorized by the applicable NSWC Crane code identified in Section C under Engineering Services. (c) The Contractor shall furnish selected replacement repair parts, other than repair parts carried in and readily available from the Navy supply system, which in its judgement may be required during servicing of the equipment to replace worn, defective or malfunctioning parts. This item shall also cover minor redesign, and improvements in components of items, as approved by the applicable NAVSEA/DRPM/PEO code identified in Section C under Engineering Services. As soon as practicable after completion of services for a specific vessel for which selected replacement repair parts were furnished, the Contractor shall submit an itemized priced list of the parts to the Contracting Officer. Prices shall be subject to agreement between the Contracting Officer and the Contractor. Such agreement shall be evidenced by a bilateral contract modification. Any dispute, or failure of the parties to reach agreement on the prices for any or all of the parts, shall be determined in accordance with and subject to the clause of this contract entitled "DISPUTES" (FAR this requirement, means "information technology" as that term is defined at FAR 2.101, and further including those items that would otherwise be excluded by paragraph (c) of that definition. "Year 2000 compliant" (as defined at FAR XXXX means that the IT accurately processes date/time data (including), but not limited to, calculating, comparing, and sequencing) from, into, and between the twentieth and twenty-first centuries, and the years 1999 and 2000 and leap year calculations, to the extent that other IT, used in combination with the IT being delivered, properly exchanges date/time data with it. The "proper exchange" of date/time data shall be in accordance with the interface requirements specification(s) of the contract. (c) For line item deliverables which are commercial items (as defined at FAR 2.101), and which include commercial IT, the terms and conditions of the standard commercial warranty covering such commercial IT shall apply in addition to, and to the extent such terms and conditions are consistent with, this requirement. Any applicable commercial warranty shall be incorporated into this contract by attachment. (d) Notwithstanding any provision to the contrary in any other warranty of this contract, or in the absence of any such warranty(ies), the remedies available to the Government under this requirement shall include those provided in the Inspection clause(s) of this contract. Nothing in this requirement shall be construed to limit any rights or remedies the Government may otherwise have under this contract. (e) Unless specified elsewhere in the contract, the Contractor will also deliver to the Government a report summarizing any Year 2000 compliance testing that was performed, and the results thereof. (f) The remedies available to the Government for noncompliance with this requirement shall remain available until 31 January 2001, or one hundred eighty (180) days after acceptance of the last deliverable IT item under this contract (including any option exercised hereunder), whichever is later. (End of Text) HQ-C INFORMATION AND DATA FURNISHED BY THE GOVERNMENT - ALTERNATE II (NAVSEA) (MAY 1993) (a) NAVSEA Form 4340/2 or Schedule C, as applicable, Government Furnished Information, attached hereto, incorporates by listing or specific reference all the data or information which the Government has provided or will provide to the Contractor except for - (1) The specifications set forth in Section C, and (2) Government specifications, including drawings and other Government technical documentation which are referenced directly or indirectly in the specifications set forth in Section C and which are applicable to this contract as specifications, and which are generally available and provided to Contractors or prospective Contractors upon proper request, such as Federal or Military Specifications, and Standard Drawings, etc. (b) Except for the specifications referred to in subparagraphs (a)(1) and (2) above, the Government will not be obligated to provide to the Contractor any specification, drawing, technical documentation or other publication which is not listed or specifically referenced in NAVSEA Form 4340/2 or Schedule C, as applicable, notwithstanding anything to the contrary in the specifications, the publications listed or specifically referenced in NAVSEA Form 4340/2 or Schedule C, as applicable, the clause entitled "GOVERNMENT PROPERTY

19 17 of 64 (FIXED-PRICE CONTRACTS)" (FAR ), or "GOVERNMENT PROPERTY (COST- REIMBURSEMENT, TIME-AND-MATERIAL, OR LABOR-HOUR CONTRACTS)" (FAR ), as applicable, or any other term or condition of this contract. (c) (1) The Contracting Officer may at any time by written order: (i) delete, supersede, or revise, in whole or in part, data listed or specifically referenced in NAVSEA Form 4340/2 or Schedule C, as applicable; or (ii) add items of data or information to NAVSEA Form 4340/2 or Schedule C, as applicable; or (iii) establish or revise due dates for items of data information in NAVSEA Form 4340/2 or Schedule C, as applicable. (2) If any action taken by the Contracting Officer pursuant to subparagraph (c)(1) immediately above causes an increase or decrease in the costs of; or the time required for performance of any part of the work under this contract an equitable adjustment shall be made in the contract amount and delivery schedule in accordance with the procedures provided for in the "CHANGES" clause of this contract. HQ-C-0037 ORGANIZATIONAL CONFLICT OF INTEREST (NAVSEA) (JUL 2000) (a) "Organizational Conflict of Interest" means that because of other activities or relationships with other persons, a person is unable or potentially unable to render impartial assistance or advice to the Government, or the person's objectivity in performing the contract work is or might be otherwise impaired, or a person has an unfair competitive advantage. "Person" as used herein includes Corporations, Partnerships, Joint Ventures, and other business enterprises. (b) The Contractor warrants that to the best of its knowledge and belief, and except as otherwise set forth in the contract, the Contractor does not have any organizational conflict of interest(s) as defined in paragraph (a). (c) It is recognized that the effort to be performed by the Contractor under this contract may create a potential organizational conflict of interest on the instant contract or on a future acquisition. In order to avoid this potential conflict of interest, and at the same time to avoid prejudicing the best interest of the Government, the right of the Contractor to participate in future procurement of equipment and/or services that are the subject of any work under this contract shall be limited as described below in accordance with the requirements of FAR 9.5. (d) (1) The Contractor agrees that it shall not release, disclose, or use in any way that would permit or result in disclosure to any party outside the Government any information provided to the Contractor by the Government during or as a result of performance of this contract. Such information includes, but is not limited to, information submitted to the Government on a confidential basis by other persons. Further, the prohibition against release of Government provided information extends to cover such information whether or not in its original form, e.g., where the information has been included in Contractor generated work or where it is discernible from materials incorporating or based upon such information. This prohibition shall not expire after a given period of time. (2) The Contractor agrees that it shall not release, disclose, or use in any way that would permit or result in disclosure to any party outside the Government any information generated or derived during or as a result of performance of this contract. This prohibition shall expire after a period of three years after completion of performance of this contract. (3) The prohibitions contained in subparagraphs (d)(1) and (d)(2) shall apply with equal force to any affiliate of the Contractor, any subcontractor, consultant, or employee of the Contractor, any joint venture involving the Contractor, any entity into or with which it may merge or affiliate, or any successor or assign of the Contractor. The terms of paragraph (f) of this Special Contract Requirement relating to notification shall apply to any release of information in contravention of this paragraph (d). (e) The Contractor further agrees that, during the performance of this contract and for a period of three years after completion of performance of this contract, the Contractor, any affiliate of the Contractor, any subcontractor, consultant, or employee of the Contractor, any joint venture involving the Contractor, any entity into or with which it may subsequently merge or affiliate, or any other successor or assign of the Contractor, shall not furnish to the