<table>
<colgroup>
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</colgroup>
<tbody>
<tr class="odd">
<td></td>
<td colspan="41">OMB Approval No. 2700-0042</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="22">amendment of solicitation/</td>
<td colspan="13">1. CONTRACT ID CODE</td>
<td colspan="6">PAGE OF PAGES</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="22">modification of contract</td>
<td colspan="13"></td>
<td colspan="2">1</td>
<td colspan="4">6</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="12">2. AMENDMENT/MODIFICATION NO.</td>
<td colspan="8">3. EFFECTIVE DATE</td>
<td colspan="11">4. REQUISITION/PURCHASE REQ. NO.</td>
<td colspan="10">5. PROJECT NO. <em>(If applicable)</em></td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="12"></td>
<td colspan="8">See Block 16C Below</td>
<td colspan="11"></td>
<td colspan="10"></td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="9">6. ISSUED BY</td>
<td colspan="3">CODE</td>
<td colspan="8"></td>
<td colspan="12">7. ADMINISTERED BY <em>(If other than Item 6)</em></td>
<td colspan="3">CODE</td>
<td colspan="6"></td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="20"><p>NASA Lyndon B. Johnson Space Center</p>
<p>Projects Office Attn: Robin P. Chapman / BH</p>
<p>2101 NASA Road One</p>
<p>Houston, TX 77058</p></td>
<td colspan="21"></td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="41">8. NAME AND ADDRESS OF CONTRACTOR <em>(No., street,
county, State, and ZIP Code)</em></td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="41"><p>Lockheed Martin Space Operations Company</p>
<p>Attn: Ms. Mary J. Parry/C79</p>
<p>2400 NASA Road 1</p>
<p>PO Box 58561</p>
<p>Houston, TX 77058</p></td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="6">CODE</td>
<td colspan="14"></td>
<td colspan="8">FACILITY CODE</td>
<td colspan="13"></td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="4">(x)</td>
<td colspan="16">9A. AMENDMENT OF SOLICITATION NO.</td>
<td colspan="21">9B. DATED <em>(SEE ITEM 11)</em></td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="4"></td>
<td colspan="16"></td>
<td colspan="21"></td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="4"></td>
<td colspan="16">10A. MODIFICATION OF CONTRACT/ORDER NO.</td>
<td colspan="21">10B. DATED <em>(SEE ITEM 13)</em></td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="4">X</td>
<td colspan="16">NAS 9-191000</td>
<td colspan="21">01/01/94</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="41">11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF
SOLICITATIONS</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="41"></td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td colspan="2"></td>
<td></td>
<td colspan="25">The above numbered solicitation is amended as set forth
in Item 14. The hour and date specified for receipt of Offers</td>
<td colspan="3"></td>
<td colspan="5">is extended,</td>
<td></td>
<td colspan="7">is not extended.</td>
</tr>
<tr class="even">
<td></td>
<td colspan="41">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:</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="13"></td>
<td colspan="4"></td>
<td colspan="22"></td>
<td colspan="4"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="13">(a) By completing Items 8 and 15, and returning</td>
<td colspan="2"></td>
<td colspan="23">copies of the amendment; (b) By acknowledging receipt
of this amendment on each copy of the offor</td>
<td colspan="5"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="41">submitted; or (c) By separate letter or telegram which
includes a reference to the solicitation and amendment numbers. FAILURE
OF YOUR ACKNOWLEDGEMENT TO</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="41">BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF
OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION
OF</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="41">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</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="41">or letter makes reference to the solicitation and this
amendment, and is received prior to the opening hour and date
specified.</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="41">12. ACCOUNTING AND APPROPRIATION DATA <em>(If
required)</em></td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="41"></td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="41">13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF
CONTRACTS/ORDERS,<br />
IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.(x)</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="5">(x)</td>
<td colspan="36">A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify
authority) THE CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="5"></td>
<td colspan="12">CONTRACT ORDER NO. IN ITEM 10A.</td>
<td colspan="24"></td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="5"></td>
<td colspan="36">B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO
REFLECT THE ADMINISTRATIVE CHANGES (such as changes in paying
office,</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="5"></td>
<td colspan="36">appropriation date, etc.) SET FORTH IN ITEM 14,
PURSUANT TO THE AUTHORITY OF FAR 43.103(b).</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="5"></td>
<td colspan="36">C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT
TO AUTHORITY OF:</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="5">X</td>
<td colspan="36">FAR 52.243-2, Changes – Cost Reimbursement (Aug 87),
Alt. II (Apr 84)</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="5"></td>
<td colspan="36">d. OTHER <em>(Specify type of modification and
authority)</em></td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="5"></td>
<td colspan="36"></td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="8"></td>
<td colspan="3"></td>
<td colspan="2"></td>
<td colspan="4"><strong>X</strong></td>
<td colspan="9"></td>
<td colspan="3"></td>
<td colspan="12"></td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="7"><strong>E. IMPORTANT:</strong> Contractor</td>
<td colspan="3"></td>
<td colspan="3">is not,</td>
<td colspan="3">X</td>
<td colspan="7">Is required to sign this document and return</td>
<td colspan="2">3</td>
<td colspan="15">copies to the issuing office.</td>
<td colspan="3"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="41"></td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="41">14. description of amendment/modification
<em>(Organized by UCF section headings, including solicitation/contract
subject matter where feasible.)</em></td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="41">The purpose of this modification is to incorporate NASA
FAR Supplemental Clause 1852.204-76 Security Requirements for
Unclassifed Information Technology Resources (as modified) into the
contract. This no cost modification will update all contract references
from JPG 2410.15 to NPG 2810.1 (as modified). All other contract terms
and conditions remain unchanged.</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="41">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 effect.</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="20">15A. NAME AND TITLE OF SIGNER <em>(Type or
print)</em></td>
<td colspan="21">16A. NAME AND TITLE OF CONTRACTING OFFICER <em>(Type or
print)</em></td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="20">Mary J. Parry, SEAT Contracts Manager</td>
<td colspan="21">Robin P. Chapman, Contracting Officer</td>
<td colspan="2"></td>
</tr>
<tr class="even">
<td></td>
<td colspan="18">15B. CONTRACTOR/OFFEROR</td>
<td colspan="2">15C. DATE SIGNED</td>
<td colspan="14">16B. UNITED STATES OF AMERICA</td>
<td colspan="7">16C. DATE SIGNED</td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="3"></td>
<td colspan="11"><h4 id="section"></h4></td>
<td colspan="4"></td>
<td colspan="2"></td>
<td>BY</td>
<td colspan="12"></td>
<td></td>
<td colspan="8"></td>
<td></td>
</tr>
<tr class="even">
<td></td>
<td colspan="18"><em>(Signature of person authorized to sign)</em></td>
<td colspan="2"></td>
<td colspan="14"><em>(Signature of Contracting Officer)</em></td>
<td colspan="7"></td>
<td colspan="2"></td>
</tr>
<tr class="odd">
<td></td>
<td colspan="19">NSN 7540-01-152-8070<br />
PREVIOUS EDITION UNUSABLE</td>
<td colspan="5">30-105<br />
JSC MS Word (Aug 95)</td>
<td colspan="17"><strong>STANDARD FORM 30</strong> (Rev. 10-83)<br />
Prescribed by GSA<br />
FAR (48 CFR) 53.243</td>
<td colspan="2"></td>
</tr>
</tbody>
</table>

1\. Contract Clause I.11 [Security Requirements for Unclassified
Automated Information Resources]{.underline} (NFS Clause 1852.204-76)
(JUNE 1990) is hereby deleted in its entirety and the following clause
substituted herein:

> "I.11 **[Security Requirements for Unclassified Information Technology
> Resources]{.underline} (NFS Clause 1852.204-76) (JULY 2001)**
> **(MODIFIED)**
>
> \(a\) The following NPG 2810.1 requirements have been risk accepted by
> the Government:
>
> 1\. The contractor' s existing IT security training currently meets
> NPG 2810.1 I/T security training requirements.
>
> *2. The contractor is not required to provide **additional** I/T
> security training records.*
>
> 3\. The current IT security metrics provided by the contractor meet
> the metric reporting requirements of NPG 2810.1
>
> 4\. The Government has exercised the option to allow interim
> privileged access for personnel who have a National Agency Check (NAC)
> pending.
>
> 5\. The contractor is not required to perform penetration testing.
>
> 6\. Conversion of Security and Contingency Plans from 2410.9 to 2810.1
> format and content will be performed at the next regularly scheduled
> update or upon significant change to the system, whichever comes
> first.
>
> Additional NPG 2810 responsibilities not previously risk accepted
> under NPG 2410 shall be added to the contract in accordance with FAR
> Clause 52.243-2: Changes - Cost Reimbursement (Alternate II) (April
> 1984).
>
> Award fee evaluations of IT Security will exclude NPG 2810
> requirements that have been risk accepted by the Government.
>
> Excluding the NPG 2810.1 risk exception noted above, the Contractor
> shall
>
> be responsible for Information Technology security in accordance with
> NPG
>
> 2810.1. for all systems connected to a NASA network or operated by the
>
> Contractor for NASA, regardless of location. This clause is applicable
> to all or any part of the contract that includes information
> technology resources or services in which the Contractor must have
> physical or electronic access to NASA's sensitive information
> contained in unclassified systems that directly support the mission of
> the Agency. This includes information technology, hardware, software,
> and the management, operation, maintenance, programming, and system
> administration of computer systems, networks, and telecommunications
> systems. Examples of tasks that require security provisions include:
>
> \(1\) Computer control of spacecraft, satellites, or aircraft or their
> payloads;
>
> \(2\) Acquisition, transmission or analysis of data owned by NASA with
> significant replacement cost should the contractor's copy be
> corrupted; and
>
> \(3\) Access to NASA networks or computers at a level beyond that
> granted the general public, e.g. bypassing a firewall.
>
> \(b\) The Contractor shall provide, implement, and maintain an IT
> Security Plan. This plan shall describe the processes and procedures
> that will be followed to ensure appropriate security of IT resources
> that are developed, processed, or used under this contract. The plan
> shall describe those parts of the contract to which this clause
> applies. The Contractor's IT Security Plan shall be compliant with
> Federal laws that include, but are not limited to, the Computer
> Security Act of 1987 (40 U.S.C. 1441 et seq.) and the Government
> Information Security Reform Act of 2000. The plan shall meet IT
> security requirements in accordance with Federal and NASA policies and
> procedures that include, but are not limited to:
>
> \(1\) OMB Circular A-130, Management of Federal Information Resources,
> Appendix III,
>
> Security of Federal Automated Information Resources;
>
> \(2\) NASA Procedures and Guidelines (NPG) 2810.1, Security of
> Information Technology;
>
> and
>
> \(3\) Chapter 3 of NPG 1620.1, NASA Security Procedures and
> Guidelines.
>
> \(c\) Within \_ ***N/A*** \_days after contract award, the contractor
> shall submit for NASA approval an IT Security Plan. This plan must be
> consistent with and further detail the approach contained in the
> offeror\'s proposal or sealed bid that resulted in the award of this
> contract and in compliance with the requirements stated in this
> clause. The plan, as approved by the Contracting Officer, shall be
> incorporated into the contract as a compliance document.
>
> (d)(1) Contractor personnel requiring privileged access or limited
> privileged access to systems operated by the Contractor for NASA or
> interconnected to a NASA network shall be screened at an appropriate
> level in accordance with NPG 2810.1, Section 4.5; NPG 1620.1, Chapter
> 3; and paragraph (d)(2) of this clause. Those Contractor personnel
> with non-privileged access do not require personnel screening. NASA
> shall provide screening using standard personnel screening National
> Agency Check (NAC) forms listed in paragraph (d)(3) of this clause,
> unless contractor screening in accordance with paragraph (d)(4) is
> approved. The Contractor shall submit the required forms to the NASA
> Center Chief of Security (CCS) within fourteen (14) days after
> contract award or assignment of an individual to a position requiring
> screening. The forms may be obtained from the CCS. At the option of
> the government, interim access may be granted pending completion of
> the NAC.
>
> \(2\) Guidance for selecting the appropriate level of screening is
> based on the risk of adverse impact to NASA missions. NASA defines
> three levels of risk for which screening is required (IT-1 has the
> highest level of risk):
>
> \(i\) **IT-1** \-- Individuals having privileged access or limited
> privileged access to systems whose misuse can cause very serious
> adverse impact to NASA missions. These systems include, for example,
> those that can transmit commands directly modifying the behavior of
> spacecraft, satellites or aircraft.
>
> \(ii\) **IT-2** \-- Individuals having privileged access or limited
> privileged access to systems whose misuse can cause serious adverse
> impact to NASA missions. These systems include, for example, those
> that can transmit commands directly modifying the behavior of payloads
> on spacecraft, satellites or aircraft; and those that contain the
> primary copy of "level 1" data whose cost to replace exceeds one
> million dollars.
>
> \(iii\) **IT-3** \-- Individuals having privileged access or limited
> privileged access to systems whose misuse can cause significant
> adverse impact to NASA missions. These systems include, for example,
> those that interconnect with a NASA network in a way that exceeds
> access by the general public, such as bypassing firewalls; and systems
> operated by the contractor for NASA whose function or data has
> substantial cost to replace, even if these systems are not
> interconnected with a NASA network.
>
> \(3\) Screening for individuals shall employ forms appropriate for the
> level of risk as follows:
>
> \(i\) IT-1: Fingerprint Card (FC) 258 and Standard Form (SF) 85P,
> Questionnaire for Public Trust Positions (Information regarding
> financial record, question 22, and the Authorization for Release of
> Medical Information are not applicable);
>
> \(ii\) IT-2: FC 258 and SF 85, Questionnaire for Non-Sensitive
> Positions; and
>
> \(iii\) IT-3: NASA Form 531, Name Check, and FC 258.
>
> \(4\) The Contracting Officer may allow the Contractor to conduct its
> own screening of individuals requiring privileged access or limited
> privileged access provided the Contractor can demonstrate that the
> procedures used by the Contractor are equivalent to NASA\'s personnel
> screening procedures. As used here, equivalent includes a check for
> criminal history, as would be conducted by NASA, and completion of a
> questionnaire covering the same information as would be required by
> NASA.
>
> \(5\) Screening of contractor personnel may be waived by the
> Contracting Officer for those individuals who have proof of \--
>
> Current or recent national security clearances (within last three
> years);
>
> \(ii\) Screening conducted by NASA within last three years; or
>
> \(iii\) Screening conducted by the Contractor, within last three
> years, that is equivalent to the NASA personnel screening procedures
> as approved by the Contracting Officer under paragraph (d)(4) of this
> clause.
>
> \(e\) The Contractor shall ensure that its employees, in performance
> of the contract, receive annual IT security training in NASA IT
> Security policies, procedures, computer ethics, and best practices in
> accordance with NPG 2810.1, Section 4.3 requirements. The contractor
> may use web-based training available from NASA to meet this
> requirement.
>
> \(f\) The Contractor shall afford NASA, including the Office of
> Inspector General, access to the Contractor's and subcontractors'
> facilities, installations, operations, documentation, databases and
> personnel used in performance of the contract. Access shall be
> provided to the extent required to carry out a program of IT
> inspection, investigation and audit to safeguard against threats and
> hazards to the integrity, availability and confidentiality of NASA
> data or to the function of computer systems operated on behalf of
> NASA, and to preserve evidence of computer crime.
>
> \(g\) The Contractor shall incorporate the substance of this clause in
> all subcontracts that meet the conditions in paragraph (a) of this
> clause."
>
> **(End of clause)**

2.  DATA Requirements Description - Information Technology (I/T) Plan
    and Reports (DRL No. 2): Delete all references to JPG 2410.15 and
    substitute NPG 2810.

NAS 9-19100 Section I

PART II - CONTRACT CLAUSES

SECTION I - CONTRACT CLAUSES

I.1 LISTING OF CLAUSES INCORPORATED BY REFERENCE

NOTICE: The following solicitation provisions and/or contract clauses
pertinent to this section are hereby incorporated by reference:

I. FEDERAL ACQUISITION REGULATION (48 CFR CHAPTER 1)

CLAUSE NUMBER DATE TITLE

1.102 JAN 1997 STATEMENT OF GUIDING PRINCIPLES FOR THE FEDERAL
ACQUISITION SYSTEM

13.103 JAN 1997 SIMPLIFIED ACQUISITION PROCEDURES, POLICY

13.110 JAN 1997 FASA LIST OF INAPPLICABLE LAWS

13.501 JAN 1997 PURCHASE ORDERS \-- GENERAL

13.106-1 JAN 1997 PURCHASES AT OR BELOW THE MICRO- PURCHASE THRESHOLD

52.202-1 SEP 1991 DEFINITIONS

52.203-1 APR 1984 OFFICIALS NOT TO BENEFIT

52.203-3 APR 1984 GRATUITIES

52.203-5 APR 1984 COVENANT AGAINST CONTINGENT FEES

52.203-6 JUL 1985 RESTRICTIONS ON SUBCONTRACTOR SALES TO THE GOVERNMENT

52.203-7 OCT 1988 ANTI-KICKBACK PROCEDURES

52.203-10 SEP 1990 PRICE OR FEE ADJUSTMENT FOR ILLEGAL OR IMPROPER
ACTIVITY

52.203-12 JAN 1990 LIMITATION ON PAYMENTS TO INFLUENCE CERTAIN FEDERAL
TRANSACTIONS

52.204-2 APR 1984 SECURITY REQUIREMENTS

52.209-6 NOV 1992 PROTECTING THE GOVERNMENT\'S INTEREST WHEN
SUBCONTRACTING WITH CONTRACTORS DEBARRED, SUSPENDED, OR PROPOSED FOR
DEBARRMENT

52.210-5 APR 1984 NEW MATERIAL

52.212-1 JAN 1997 INSTRUCTIONS TO OFFERORS - COMMERCIAL ITEMS

52.212-2 JAN 1997 EVALUATION \-- COMMERCIAL ITEMS

52.212-3 JAN 1997 OFFEROR REPRESENTATIONS AND
CERTIFICATIONS\--COMMERCIAL ITEMS (JAN 1997)

52.215-1 FEB 1993 EXAMINATION OF RECORDS BY COMPTROLLER GENERAL

52.215-2 JUN 1999 AUDIT AND RECORDS---NEGOTIATION

#   {#section-1}

52.215-20 OCT 1997 REQUIREMENTS FOR COST OR PRICING DATA

OR INFORMATION OTHER THAN COST OR PRICING

DATA.

52.215-22 JAN 1991 PRICE REDUCTION FOR DEFECTIVE COST OR PRICING DATA

52.215-24 DEC 1991 SUBCONTRACTOR COST OR PRICING DATA

52.215-26 APR 1991 INTEGRITY OF UNIT PRICES

52.215-27 SEP 1989 TERMINATION OF DEFINED BENEFIT PENSION PLANS

52.215-31 SEPT 1987 WAIVER OF FACILITIES CAPITAL COSTS OF MONEY

52.215-33 JAN 1986 ORDER OF PRECEDENCE

52.215-39 JUL 1991 REVERSION OR ADJUSTMENT OF PLANS FOR POST- RETIREMENT
BENEFITS OTHER THAN PENSIONS (PRB)

52.216-7 JUL 1991 ALLOWABLE COST AND PAYMENT

52.219-8 FEB 1990 UTILIZATION OF SMALL BUSINESS CONCERNS AND SMALL
DISADVANTAGED BUSINESS CONCERNS

52.219-9 JAN 1991 SMALL BUSINESS AND SMALL DISADVANTAGED BUSINESS
SUBCONTRACTING PLAN

52.219-13 AUG 1986 UTILIZATION OF WOMEN-OWNED SMALL BUSINESSES

52.219-16 AUG 1989 LIQUIDATED DAMAGES\--SMALL BUSINESS\
SUBCONTRACTING PLAN

52.220-3 APR 1984 UTILIZATION OF LABOR SURPLUS AREA CONCERNS

52.220-4 APR 1984 LABOR SURPLUS AREA SUBCONTRACTING PROGRAM

52.222-2 JUL 1990 PAYMENT FOR OVERTIME PREMIUMS

**\$14,524,357** is inserted in the blank in paragraph (a) .

52.222-1 FEB 1997 NOTICE TO THE GOVERNMENT OF LABOR DISPUTES

52.222-4 MAR 1986 CONTRACT WORK HOURS AND SAFETY STANDARDS\
ACT - OVERTIME COMPENSATION

52.222-20 APR 1984 WALSH-HEALEY PUBLIC CONTRACTS ACT

52.222-21 FEB 1999 PROHIBITION OF SEGREGATED FACILITIES

52.222-26 APR 1984 EQUAL OPPORTUNITY

52.222-28 APR 1984 EQUAL OPPORTUNITY PREAWARD CLEARANCE OF SUBCONTRACTS

52.222-35 APR 1984 AFFIRMATIVE ACTION FOR SPECIAL DISABLED AND VIETNAM
ERA VETERANS

52.222-36 APR 1984 AFFIRMATIVE ACTION FOR HANDICAPPED WORKERS

52.222-37 JAN 1988 EMPLOYMENT REPORTS ON SPECIAL DISABLED VETERANS AND
VETERANS OF THE VIETNAM ERA

52.222-41 MAY 1989 SERVICE CONTRACT ACT OF 1965, AS AMENDED

52.223-2 APR 1984 CLEAN AIR AND WATER

52.223-3 NOV 1991 HAZARDOUS MATERIAL IDENTIFICATION AND MATERIAL SAFETY
DATA (ALTERNATE I) (NOV 1991)

52.223-6 JUL 1990 DRUG-FREE WORKPLACE

52.224-1 APR 1984 PRIVACY ACT NOTIFICATION

52.224-2 APR 1984 PRIVACY ACT

52.225-3 JAN 1989 BUY AMERICAN ACT\--SUPPLIES

52.225-10 APR 1984 DUTY-FREE ENTRY

52.225-11 MAY 1992 RESTRICTIONS ON CERTAIN FOREIGN PURCHASES

52.225-17 MAY 1993 BUY AMERICAN ACT\--SUPPLIES UNDER

EUROPEAN COMMUNITY AGREEMENT

52.227-1 APR 1984 AUTHORIZATION AND CONSENT

(Alternate I) (APR 1984)

52.227-2 APR 1984 NOTICE AND ASSISTANCE REGARDING PATENT AND COPYRIGHT
INFRINGEMENT

52.227-16 JUN 1987 ADDITIONAL DATA REQUIREMENTS

52.228-7 APR 1984 INSURANCE\--LIABILITY TO THIRD PERSONS

52 230-2 AUG 1992 COST ACCOUNTING STANDARDS

52.230-5 AUG 1992 ADMINISTRATION OF COST ACCOUNTING STANDARDS

52.232-17 JAN 1991 INTEREST

52.232-23 JAN 1986 ASSIGNMENT OF CLAIMS

52.232-25 APR 1993 PROMPT PAYMENT

52.233-1 DEC 1991 DISPUTES (ALTERNATE I) (DEC 1991)

52.233-3 AUG 1989 PROTEST AFTER AWARD (ALTERNATE I) (JUN 1985)

52.237-2 APR 1984 PROTECTION OF GOVERNMENT BUILDINGS, EQUIPMENT, AND
VEGETATION

52.242-1 APR 1984 NOTICE OF INTENT TO DISALLOW COSTS

52.242-10 APR 1984 F.O.B. ORIGIN\--GOVERNMENT BILLS OF LADING OR PREPAID
POSTAGE

52.242-13 APR 1991 BANKRUPTCY

52.243-2 AUG 1987 CHANGES\--COST-REIMBURSEMENT (ALTERNATES II and V)
(APR 1984**)**

52.244-2 AUG 1998 SUBCONTRACTS (COST- REIMBURSEMENT AND LETTER
CONTRACTS) ALTERNATE I (AUG 1998)

52.244-5 APR 1984 COMPETITION IN SUBCONTRACTING

# 52.244-6 OCT 1995 SUBCONTRACTS FOR COMMERCIAL ITEMS

#  AND COMMERCIAL COMPONENTS 

52.245-5 JAN 1986 GOVERNMENT PROPERTY (COST- REIMBURSEMENT,
TIME-AND-MATERIAL, OR LABOR-HOUR CONTRACTS)

52.245-18 FEB 1993 SPECIAL TEST EQUIPMENT

52.245-19 APR 1994 GOVERNMENT PROPERTY FURNISHED \"AS IS**\"**

52.246-24 APR 1984 LIMITATION OF LIABILITY\--HIGH VALUE ITEMS

52.247-1 APR 1984 COMMERCIAL BILL OF LADING NOTATIONS

52.246-25 APR 1984 LIMITATION OF LIABILITY\--SERVICES

52.247-63 APR 1984 PREFERENCE FOR U.S.-FLAG AIR CARRIERS

52.249-6 MAY 1986 TERMINATION (COST-REIMBURSEMENT)

52.249-14 APR 1984 EXCUSABLE DELAYS

52.251-1 APR 1984 GOVERNMENT SUPPLY SOURCES

52.251-2 JAN 1991 INTERAGENCY FLEET MANAGEMENT SYSTEM (IFMS) VEHICLES
AND RELATED SERVICES

52.253-1 JAN 1991 COMPUTER GENERATED FORMS

52.232-28 APR 1989 ELECTRONIC FUNDS TRANSFER PAYMENT METHODS\--As
modified by 18-32.908(a) NASA FAR Supplement (Dec 1991)

II\. NASA FAR SUPPLEMENT (48 CFR CHAPTER 18) CLAUSES

18-52.219-74 SEP 1990 USE OF RURAL AREA SMALL BUSINESSES

18-52.219-75 SEP 1992 SMALL BUSINESS AND SMALL DISADVANTAGED BUSINESS
SUBCONTRACTING REPORTING

18-52.219-76 JUL 1991 NASA SMALL DISADVANTAGED BUSINESS SUBCONTRACTING
GOAL

18-52.227-87 APR 1989 TRANSFER OF TECHNICAL DATA UNDER SPACE STATION
TECHNICAL AGREEMENTS

18-52.237-70 DEC 1988 EMERGENCY EVACUATION PROCEDURES

18-52.235-70 NOV 1992 CENTER FOR AEROSPACE INFORMATION

18-52.246-75 JUN 1990 QUALITY AND PRODUCTIVITY IMPROVEMENT PLAN

18-52.252-70 MAR 1989 COMPLIANCE WITH NASA FAR SUPPLEMENT

III\. FEDERAL INFORMATION RESOURCES MANAGEMENT REGULATION

(48 CFR CHAPTER 201) CLAUSES

201-39.5202-5 OCT 1990 PRIVACY OR SECURITY SAFEGUARDS

(End of clause)

I.2 CLAUSES INCORPORATED BY REFERENCE (FAR 52.252-2) (JUN 1988)

This contract incorporates one or more clauses by reference, with the
same force and effect as if they were given in full text. Upon request,
the Contracting Officer will make their full text available.

(End of clause)

I.3 PROCUREMENT AUTHORITY (FlRMR 201-39.5202-3) (OCT 1990)

This acquisition is being conducted under a specific acquisition
delegation of GSA\'s exclusive procurement authority for FIP resources.
The specific GSA DPA case number is KMA-93-0223.

(End of clause)

I.4 APPROVAL OF CONTRACT (FAR 52.204-1) (DEC 1989)

This contract is subject to the written approval of the Procurement
Officer and shall not be binding until so approved.

(End of clause)

I.5 SECURITY CLASSIFICATION REQUIREMENTS (NASA 18-52.204-75) (SEP
1989**)**

Performance under this contract will involve access to and/or generation
of classified information, work in a security area, or both, up to the
level of secret. See Federal Acquisition Regulation clause 52.204-2 in
this contract and DD Form 254, Contract Security Classification
Specification, Attachment J-7.

(End of clause)

I.6 STATEMENT OF EQUIVALENT RATES FOR FEDERAL HIRES (FAR 52.222-42) (MAY
1989)

In compliance with the Service Contract Act of 1965, as amended, and the
regulations of the Secretary of Labor (29 CFR Part 4), this clause
identifies the classes of service employees expected to be employed
under the contract and states the wages and fringe benefits payable to
each if they were employed by the contracting agency subject to the
provisions of 5 U.S.C. 5341 or 5332.

THIS STATEMENT IS FOR INFORMATION ONLY: IT IS NOT A WAGE DETERMINATION
See Attachment J-4.

(End of clause)

I.7 SERVICE CONTRACT ACT (SCA) MINIMUM WAGES AND FRINGE BENEFITS (FAR
52.222-47) (MAY 1989)

An SCA wage determination applicable to this work has been requested
from the U.S. Department of Labor. If an SCA wage determination is not
incorporated herein, the bidders/offerors shall consider the economic
terms of the collective bargaining agreement (CBA) between the incumbent
Contractor Lockheed Engineering and Sciences Company and the
International Association of Machinist and Aerospace Workers. If the
economic terms of the collective bargaining agreement or the collective
bargaining agreement itself is not attached to the solicitation, copies
can be obtained from the Contracting Officer. Pursuant to Department of
Labor Regulation, 29 CFR 4.1b and paragraph (g) of the clause at
52.222-41, Service Contract Act of 1965, as amended, the economic terms
of that agreement will apply to the contract resulting from this
solicitation, notwithstanding the absence of a wage determination
reflecting such terms, unless it is determined that the agreement was
not the result of arm\'s length negotiations or that after a hearing
pursuant to section 4(c) of the Act, the economic terms of the agreement
are substantially at variance with the wages prevailing in the area.

(End of clause)

I.8 RIGHTS IN DATA\--GENERAL (FAR 52.227-14) (JUN 1987) ALTERNATE II
(JUN 1987)\--As modified by 18-52.227-14 NASA FAR Supplement (JUN 1990)

\(a\) DEFINITIONS:

\"Computer software,\" as used in this clause, means computer programs,
computer data bases, and documentation thereof.

\"Data,\" as used in this clause, means recorded information, regardless
of form or the media on which it may be recorded. The term includes
technical data and computer software. The term does not include
information incidental to contract administration, such as financial,
administrative, cost or pricing, or management information.

\"Form, fit, and function data,\"as used in this clause, means data
relating to items, components, or processes that are sufficient to
enable physical and functional interchangeability, as well as data
identifying source, size, configuration, mating, and attachment
characteristics, functional characteristics, and performance
requirements; except that for computer software it means data
identifying source, functional characteristics, and performance
requirements but specifically excludes the source code, algorithm,
process, formulae, and flow charts of the software.

\"Limited rights,\" as used in this clause, means the rights of the
Government in limited-rights data as set forth in the Limited Rights
Notice of subparagraph (g)(2) if included in this clause.

\"Limited rights data,\" as used in this clause, means data (other than
computer software) that embody trade secrets or are commercial or
financial and confidential or privileged, to the extent that such data
pertain to items, components, or processes developed at private expense,
including minor modifications thereof.

\"Restricted computer software,\" as used in this clause, means computer
software developed at private expense and that is a trade secret; is
commercial or financial and is confidential or privileged; or is
published copyrighted computer software; including minor modifications
of such computer software.

\"Restricted rights,\" as used in this clause, means the rights of the
Government in restricted computer software, as set forth in a Restricted
Rights Notice of subparagraph (g)(3) if included in this clause, or as
otherwise may be provided in a collateral agreement incorporated in and
made part of this contract including minor modifications of such
computer software.

\"Technical data,\" as used in this clause, means that data (other than
computer software) which are of a scientific or technical nature.

\"Unlimited rights,\" as used in this clause, means the right of the
Government to use, disclose, reproduce, prepare derivative works,
distribute copies to the public, and perform publicly and display
publicly, in any manner and for any purpose, and to have or permit
others to do so.

\(b\) ALLOCATION OF RIGHTS.

\(1\) Except as provided in paragraph (c) of this clause regarding
copyright, the Government shall have unlimited rights in\--

\(i\) Data first produced in the performance of this contract;

\(ii\) Form, fit, and function data delivered under this contract;

\(iii\) Data delivered under this contract (except for restricted
computer software) that constitute manuals or instructional and training
material for installation, operation, or routine maintenance and repair
of items, components, or processes delivered or furnished for use under
this contract; and

\(iv\) All other data delivered under this contract unless provided
otherwise for limited rights data or restricted computer software in
accordance with paragraph (g) of this clause.

2.  The Contractor shall have the right to---

\(i\) Use, release to others, reproduce, distribute, or publish any data
first produced or specifically used by the Contractor in the performance
of this contract, unless provided otherwise in paragraph (d) of this
clause;

\(ii\) Protect from unauthorized disclosure and use those data which are
limited rights data or restricted computer software to the extent
provided in paragraph (g) of this clause;

\(iii\) Substantiate use of, add or correct limited rights, restricted
rights, or copyright notices and to take other appropriate action, in
accordance with paragraphs (e) and (f) of this clause; and

\(iv\) Establish claim to copyright subsisting in data first produced in
the performance of this contract to the extent provided in subparagraph
(c)(1) of this clause.

\(c\) COPYRIGHT.

\(1\) DATA FIRST PRODUCED IN THE PERFORMANCE OF THIS CONTRACT. Unless
provided otherwise in paragraph (d) of this clause, the Contractor may
establish, without prior approval of the Contracting Officer, claim to
copyright subsisting in scientific and technical articles based on or
containing data first produced in the performance of this contract and
published in academic, technical or professional journals, symposia
proceedings or similar works. The prior, express written permission of
the Contracting Officer is required to establish claim to copyright
subsisting in all other data first produced in the performance of this
contract. When claim to copyright is made, the Contractor shall affix
the applicable copyright notices of 17 U.S.C. 401 or 402 and
acknowledgment of Government sponsorship (including contract number) to
the data when such data are delivered to the Government, as well as when
the data are published or deposited for registration as a published work
in the U.S. Copyright Office. For data other than computer software the
Contractor grants to the Government and others acting on its behalf, a
paid-up nonexclusive, irrevocable worldwide license in such copyrighted
data to reproduce, prepare derivative works, distribute copies to the
public, and perform publicly and display publicly, by or on behalf of
the Government. For computer software, the Contractor grants to the
Government and others acting in its behalf, a paid-up nonexclusive,
irrevocable worldwide license in such copyrighted computer software to
reproduce, prepare derivative works, and perform publicly and display
publicly by or on behalf of the Government.

2.  DATA NOT FIRST PRODUCED IN THE PERFORMANCE OF THIS CONTRACT. The
    Contractor shall not, without prior written permission of the
    Contracting Officer, incorporate in data delivered under this
    contract any data not first produced in the performance of this
    contract and which contains the copyright notice of 17 U.S.C. 401 or
    402, unless the Contractor identifies such data and grants to the
    Government, or acquires on its behalf, a license of the same scope
    as set forth in subparagraph (c)(1) of this clause; provided,
    however, that if such data are computer software the Government
    shall acquire a copyright license as set forth in subparagraph
    (g)(3) of this clause if included in this contract or as otherwise
    may be provided in a collateral agreement incorporated in or made
    part of this contract.

\(3\) REMOVAL OF COPYRIGHT NOTICES. The Government agrees not to remove
any copyright notices placed on data pursuant to this paragraph (c), and
to include such notices on all reproductions of the data.

\(d\) RELEASE, PUBLICATION AND USE OF DATA.

\(1\) The Contractor shall have the right to use, release to others,
reproduce, distribute, or publish any data first produced or
specifically used by the Contractor in the performance of this contract,
except to the extent such data may be subject to the Federal export
control or national security laws or regulations, or unless otherwise
provided in this paragraph of this clause or expressly set forth in this
contract.

\(2\) The Contractor agrees that to the extent it receives or is given
access to data necessary for the performance of this contract which
contain restrictive markings, the Contractor shall treat the data in
accordance with such markings unless otherwise specifically authorized
in writing by the Contracting Officer.

\(3\) The Contractor agrees not to establish claim to copyright, publish
or release to others any computer software first produced in the
performance of this contract without the Contracting Officer\'s prior
written permission.

\(e\) UNAUTHORIZED MARKING OF DATA.

\(1\) Notwithstanding any other provisions of this contract concerning
inspection or acceptance, if any data delivered under this contract are
marked with the notices specified in subparagraphs (g)(2) or (g)(3) of
this clause and use of such is not authorized by this clause, or if such
data bears any other restrictive or limiting markings not authorized by
this contract, the Contracting Officer may at any time either return the
data to the Contractor, or cancel or ignore the markings. However, the
following procedures shall apply prior to canceling or ignoring the
markings.

\(i\) The Contracting Officer shall make written inquiry to the
Contractor affording the Contractor 30 days from the receipt of the
inquiry to provide written justification to substantiate the propriety
of the markings;

\(ii\) If the Contractor fails to respond or fails to provide written
justification to substantiate the propriety of the markings within the
30-day period (or a longer time not exceeding 90 days approved in
writing by the Contracting Officer for good cause shown), the Government
shall have the right to cancel or ignore the markings at any time after
said period and the data will no longer be made subject to any
disclosure prohibitions.

\(iii\) If the Contractor provides written justification to substantiate
the propriety of the markings within the period set in subdivision
(e)(1)(i) of this clause, the Contracting Officer shall consider such
written justification and determine whether or not the markings are to
be cancelled or ignored. If the Contracting Officer determines that the
markings are authorized, the Contractor shall be so notified in writing.
If the Contracting Officer determines, with concurrence of the head of
the contracting activity, that the markings are not authorized, the
Contracting Officer shall furnish the Contractor a written
determination, which determination shall become the final agency
decision regarding the appropriateness of the markings unless the
contractor files suit in a court of competent jurisdiction within 90
days of receipt of the Contracting Officer\'s decision. The Government
shall continue to abide by the markings under this subdivision
(e)(1)(iii) until final resolution of the matter either by the
Contracting Officer\'s determination becoming final (in which instance
the Government shall thereafter have the right to cancel or ignore the
markings at any time and the data will no longer be made subject to any
disclosure prohibitions), or by final disposition of the matter by court
decision if suit is filed.

\(2\) The time limits in the procedures set forth in subparagraph (e)(1)
of this clause may be modified in accordance with agency regulations
implementing the Freedom of Information Act (5 U.S.C. 552) if necessary
to respond to a request thereunder.

\(3\) This paragraph (e) does not apply if this contract is for a major
system or for support of a major system by a civilian agency other than
NASA and the U.S. Coast Guard agency subject to the provisions of Title
III of the Federal Property and Administrative Services Act of 1949.

\(4\) Except to the extent the Government\'s action occurs as the result
of final disposition of the matter by a court of competent jurisdiction,
the Contractor is not precluded by this paragraph (e) from bringing a
claim under the Contract Disputes Act, including pursuant to the
Disputes clause of this contract, as applicable, that may arise as the
result of the Government removing or ignoring authorized markings on
data delivered under this contract.

\(f\) OMITTED OR INCORRECT MARKINGS.

\(1\) Data delivered to the Government without either the limited rights
or restricted rights notice as authorized by paragraph (g) of this
clause, or the copyright notice required by paragraph (c) of this
clause, shall be deemed to have been furnished with unlimited rights,
and the Government assumes no liability for the disclosure, use, or
reproduction of such data. However, to the extent the data has not been
disclosed without restriction outside the Government, the Contractor may
request, within 6 months (or a longer time approved by the Contracting
Officer for good cause shown) after delivery of such data, permission to
have notices placed on qualifying data at the Contractor\'s expense, and
the Contracting Officer may agree to do so if the Contractor\--

\(i\) Identifies the data to which the omitted notice is to be applied;

\(ii\) Demonstrates that the omission of the notice was inadvertent;

iii. Establishes that the use of the proposed notice is authorized; and

\(iv\) Acknowledges that the Government has no liability with respect to
the disclosure, use or reproduction of any such data made prior to the
addition of the notice or resulting from the omission of the notice.

\(2\) The Contracting Officer may also (i) permit correction at the
Contractor\'s expense, of incorrect notices if the Contractor identifies
the data on which correction of the notice is to be made and
demonstrates that the correct notice is authorized, or (ii) correct any
incorrect notices.

\(g\) PROTECTION OF LIMITED RIGHTS DATA AND RESTRICTED COMPUTER
SOFTWARE.

\(1\) When data other than that listed in subdivisions (b)(1)(i), (ii),
and (iii) of this clause are specified to be delivered under this
contract and qualify as either limited rights data or restricted
computer software, if the Contractor desires to continue protection of
such data, the Contractor shall withhold such data and not furnish it to
the Government under this contract. As a condition to this withholding,
the Contractor shall identify the data being withheld and furnish form,
fit, and function data in lieu thereof. Limited rights data that are
formatted as a computer data base for delivery to the Government are to
be treated as limited rights data and not restricted computer software.

(g)(2) Notwithstanding subparagraph (g)(1) of this clause, the contract
may identify and specify the delivery of limited rights data, or the
Contracting Officer may require by written request the delivery of
limited rights data that has been withheld or would otherwise be
withholdable. If delivery of such data is so required, the Contractor
may affix the following \"Limited Rights Notice\" to the data and the
Government will thereafter treat the data, subject to the provisions of
paragraphs (e) and (f) of this clause, in accordance with such Notice:

LIMITED RIGHTS NOTICE (JUN 1987)

\(a\) These data are submitted with limited rights under Government
contract No. \_\_\_\_\_ (and subcontract \_\_\_\_\_, if appropriate).
These data may be reproduced and used by the Government with the express
limitation that they will not, without written permission of the
Contractor, be used for purposes of manufacture nor disclosed outside
the Government; except that the Government may disclose these data
outside the Government for the following purposes, if any, provided that
the Government makes such disclosure subject to prohibition against
further use and disclosure:

\(i\) Use (except for manufacture) by support service contractors.

ii. Evaluation by nongovernment evaluators.

\(iii\) Use (except for manufacture) by other contractors participating
in the Government\'s program of which the specific contract is a part,
for information and use in connection with the work performed under each
contract.

\(iv\) Emergency repair or overhaul work.

\(v\) Release to a foreign government, or instrumentality thereof, as
the interests of the United States Government may require, for
information or evaluation, or for emergency repair or overhaul work by
such government.

\(b\) This Notice shall be marked on any reproduction of these data, in
whole or in part.

(End of notice)

\(3\) (Reserved)

\(h\) SUBCONTRACTING. The Contractor has the responsibility to obtain
from its subcontractors all data and rights therein necessary to fulfill
the Contractor\'s obligations to the Government under this contract. If
a subcontractor refuses to accept terms affording the Government such
rights, the Contractor shall promptly bring such refusal to the
attention of the Contracting Officer and not proceed with subcontract
award without further authorization.

\(i\) RELATIONSHIP TO PATENTS. Nothing contained in this clause shall
imply a license to the Government under any patent or be construed as
affecting the scope of any license or other right otherwise granted to
the Government.

(End of clause)

I.9 MINIMUM INSURANCE COVERAGE

(NASA 18-52.228-75) (OCT 1988)

The Contractor shall obtain and maintain insurance coverage as follows
for the performance of this contract:

\(a\) Worker\'s compensation and employer\'s liability insurance as
required by applicable Federal and state workers\' compensation and
occupational disease statutes. If occupational diseases are not
compensable under those statutes, they shall be covered under the
employer\'s liability section of the insurance policy, except when
contract operations are so commingled with the Contractor\'s commercial
operations that it would not be practical. The employer\'s liability
coverage shall be at least \$100,000, except in States with exclusive or
monopolistic funds that do not permit workers\' compensation to be
written by private carriers.

b.  Comprehensive general (bodily injury) liability insurance of at
    least \$500,000 per occurrence

\(c\) Motor vehicle liability insurance written on the comprehensive
form of policy which provides for bodily injury and property damage
liability covering the operation of all motor vehicles used in
connection with performing the contract. Policies covering motor
vehicles operated in the United States shall provide coverage of at
least \$200,000 per person and \$500,000 per occurrence for bodily
injury liability and \$20,000 per occurrence for property damage. The
amount of liability coverage on other policies shall be commensurate
with any legal requirements of the locality and sufficient to meet
normal and customary claims.

\(d\) Comprehensive general and motor vehicle liability policies shall
contain a provision worded as follows:

\"The insurance company waives any right of subrogation against the
United States of America which may arise by reason of any payment under
the policy.\"

\(e\) When aircraft are used in connection with performing the contract,
aircraft public and passenger liability insurance of at least \$200,000
per person and \$500,000 per occurrence for bodily injury, other than
passenger liability, and \$200,000 per occurrence for property damage.

Coverage for passenger liability bodily injury shall be at least
\$200,000 multiplied by the number of seats or passengers, whichever is
greater.

(End of clause)

I.10 LIMITATION OF FUNDS (FAR 52.232-22) (APR 1984)\--As modified by
18-32.705-2 NASA FAR Supplement (JUN 1993)

\(a\) The parties estimate that performance of this contract will not
cost the Government more than (1) the estimated cost specified in the
Contract Funding clause or, (2) if this is a cost-sharing contract, the
Government\'s share of the estimated cost specified in the Contract
Funding clause. The Contractor agrees to use its best efforts to perform
the work specified in the Contract Funding clause and all obligations
under this contract within the estimated cost, which, if this is a
cost-sharing contract, includes both the Government\'s and the
Contractor\'s share of the cost.

\(b\) Paragraph (m) specifies the amount presently available for payment
by the Government and allotted to this contract, the items covered, the
Government\'s share of the cost if this is a cost-sharing contract, and
the period of performance it is estimated the allotted amount will
cover. The parties contemplate that the Government will allot additional
funds incrementally to the contract up to the full estimated cost to the
Government specified in the Contract Funding clause, exclusive of any
fee. The Contractor agrees to perform, or have performed, work on the
contract up to the point at which the total amount paid and payable by
the Government under the contract approximates but does not exceed the
total amount actually allotted by the Government to the contract.

\(c\) Contractor shall notify the Contracting Officer in writing
whenever it has reason to believe that the costs it expects to incur
under this contract in the next 20 days, when added to all costs
previously incurred, will exceed 75 percent of (1) the total amount so
far allotted to the

contract by the Government or, (2) if this is a cost-sharing contract,
the amount then allotted to the contract by the Government plus the
Contractor\'s corresponding share. The notice shall state the estimated
amount of additional funds required to continue performance for the
period specified in paragraph (m).

\(d\) Twenty days before the end of the period specified in paragraph
(m), the Contractor shall notify the Contracting Officer in writing of
the estimated amount of additional funds, if any, required to continue
timely performance under the contract or for any further period
specified in paragraph (m) or otherwise agreed upon, and when the funds
will be required.

\(e\) If, after notification, additional funds are not allotted by the
end of the period specified in paragraph (m) or another agreed-upon
date, upon the Contractor\'s written request the Contracting Officer
will terminate this contract on that date in accordance with the
provisions of the Termination clause of this contract. If the Contractor
estimates that the funds available will allow it to continue to
discharge its obligations beyond that date, it may specify a later date
in its request, and the Contracting Officer may terminate this contract
on that later date.

\(f\) Except as required by other provisions of this contract,
specifically citing and stated to be an exception to this clause\--

\(1\) The Government is not obligated to reimburse the Contractor for
costs incurred in excess of the total amount allotted by the Government
to this contract; and

\(2\) The Contractor is not obligated to continue performance under this
contract (including actions under the Termination clause of this
contract) or otherwise incur costs in excess of (i) the amount then
allotted to the contract by the Government or, (ii) if this is a
cost-sharing contract, the amount then allotted by the Government to the
contract plus the Contractor\'s corresponding share, until the
Contracting Officer notifies the Contractor in writing that the amount
allotted by the Government has been increased and specifies an increased
amount, which shall then constitute the total amount allotted by the
Government to this contract.

\(g\) The estimated cost shall be increased to the extent that (1) the
amount allotted by the Government or, (2) if this is a cost-sharing
contract, the amount then allotted by the Government to the contract
plus the Contractor\'s corresponding share, exceeds the estimated cost
specified in the Contract Funding clause. If this is a cost-sharing
contract, the increase shall be allocated in accordance with the formula
specified in the Contract Funding clause.

\(h\) No notice, communication, or representation in any form other than
that specified in subparagraph (f)(2) above, or from any person other
than the Contracting Officer, shall affect the amount allotted by the
Government to this contract. In the absence of the specified notice, the
Government is not obligated to reimburse the Contractor for any costs in
excess of the total amount allotted by the Government to this contract,
whether incurred during the course of the contract or as a result of
termination.

\(i\) When and to the extent that the amount allotted by the Government
to the contract is increased, any costs that the Contractor incurs
before the increase that are in excess of (1) the amount previously
allotted by the Government or, (2) if this is a cost-sharing contract,
the amount previously allotted by the Government to the contract plus
the Contractor\'s corresponding share, shall be allowable to the same
extent as if incurred afterward, unless the Contracting Officer issues a
termination or other notice and directs that the increase is solely to
cover termination or other specified expenses.

\(j\) Change orders shall not be considered an authorization to exceed
the amount allotted by the Government specified in paragraph (m), unless
they contain a statement increasing the amount allotted.

\(k\) Nothing in this clause shall affect the right of the Government to
terminate this contract. If this contract is terminated, the Government
and the Contractor shall negotiate an equitable distribution of all
property produced or purchased under the contract, based upon the share
of costs incurred by each.

\(l\) If the Government does not allot sufficient funds to allow
completion of the work, the Contractor is entitled to a percentage of
the fee specified in the Contract Funding clause equaling the percentage
of completion of the work contemplated by this contract.

\(m\) For purposes of payment of cost, exclusive of fee, the total
amount allotted by the Government to this contract is
\$\_\_\_\_\_\_\_\_\_\_\_\_\_. This allotment is for science payload, and
engineering, test, and analysis services and covers the following period
of performance**:** January 1, 1994 through
\_\_\_\_\_\_\_\_\_\_\_\_\_\_. An additional amount of
\$\_\_\_\_\_\_\_\_\_\_\_\_ is obligated under this contract for payment
of fee.

"I.11 **[Security Requirements for Unclassified Information Technology
Resources]{.underline}** **(NFS Clause 1852.204-76) (JULY 2001)
(MODIFIED)**

\(a\) The following NPG 2810.1 requirements have been risk accepted by
the Government:

1\. The contractor' s existing IT security training currently meets NPG
2810.1 I/T security training requirements.

*2. The contractor is not required to provide* ***additional*** *I/T
security training records.*

3\. The current IT security metrics provided by the contractor meet the
metric reporting requirements of NPG 2810.1

4\. The Government has exercised the option to allow interim privileged
access for personnel who have a National Agency Check (NAC) pending.

5\. The contractor is not required to perform penetration testing.

6\. Conversion of Security and Contingency Plans from 2410.9 to 2810.1
format and content will be performed at the next regularly scheduled
update or upon significant change to the system, whichever comes first.

Additional NPG 2810 responsibilities not previously risk accepted under
NPG 2410 shall be added to the contract in accordance with FAR Clause
52.243-2: Changes - Cost Reimbursement (Alternate II) (April 1984).

Award fee evaluations of IT Security will exclude NPG 2810 requirements
that have been risk accepted by the Government.

Excluding the NPG 2810.1 risk exception noted above, the Contractor
shall be responsible for Information Technology security in accordance
with NPG 2810.1. for all systems connected to a NASA network or operated
by the Contractor for NASA, regardless of location. This clause is
applicable to all or any part of the contract that includes information
technology resources or services in which the Contractor must have
physical or electronic access to NASA's sensitive information contained
in unclassified systems that directly support the mission of the Agency.
This includes information technology, hardware, software, and the
management, operation, maintenance, programming, and system
administration of computer systems, networks, and telecommunications
systems. Examples of tasks that require security provisions include:

\(1\) Computer control of spacecraft, satellites, or aircraft or their
payloads;

\(2\) Acquisition, transmission or analysis of data owned by NASA with
significant replacement cost should the contractor's copy be corrupted;
and

\(3\) Access to NASA networks or computers at a level beyond that
granted the general public, e.g. bypassing a firewall.

\(b\) The Contractor shall provide, implement, and maintain an IT
Security Plan. This plan shall describe the processes and procedures
that will be followed to ensure appropriate security of IT resources
that are developed, processed, or used under this contract. The plan
shall describe those parts of the contract to which this clause applies.
The Contractor's IT Security Plan shall be compliant with Federal laws
that include, but are not limited to, the Computer Security Act of 1987
(40 U.S.C. 1441 et seq.) and the Government Information Security Reform
Act of 2000. The plan shall meet IT security requirements in accordance
with Federal and NASA policies and procedures that include, but are not
limited to:

\(1\) OMB Circular A-130, Management of Federal Information Resources,
Appendix III, Security of Federal Automated Information Resources;

(2) NASA Procedures and Guidelines (NPG) 2810.1, Security of Information
    Technology; and

(3) Chapter 3 of NPG 1620.1, NASA Security Procedures and Guidelines.

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c.  Within \_ ***N/A*** \_days after contract award, the contractor
    shall submit for NASA approval an IT Security Plan. This plan must
    be consistent with and further detail the approach contained in the
    offeror\'s proposal or sealed bid that resulted in the award of this
    contract and in compliance with the requirements stated in this
    clause. The plan, as approved by the Contracting Officer, shall be
    incorporated into the contract as a compliance document.

d.  \(1\) Contractor personnel requiring privileged access or limited
    privileged access to systems operated by the Contractor for NASA or
    interconnected to a NASA network shall be screened at an appropriate
    level in accordance with NPG 2810.1, Section 4.5; NPG 1620.1,
    Chapter 3; and paragraph (d)(2) of this clause. Those Contractor
    personnel with non-privileged access do not require personnel
    screening. NASA shall provide screening using standard personnel
    screening National Agency Check (NAC) forms listed in paragraph
    (d)(3) of this clause, unless contractor screening in accordance
    with paragraph (d)(4) is approved. The Contractor shall submit the
    required forms to the NASA Center Chief of Security (CCS) within
    fourteen (14) days after contract award or assignment of an
    individual to a position requiring screening. The forms may be
    obtained from the CCS. At the option of the government, interim
    access may be granted pending completion of the NAC.

\(2\) Guidance for selecting the appropriate level of screening is based
on the risk of adverse impact to NASA missions. NASA defines three
levels of risk for which screening is required (IT-1 has the highest
level of risk):

> \(i\) **IT-1** \-- Individuals having privileged access or limited
> privileged access to systems whose misuse can cause very serious
> adverse impact to NASA missions. These systems include, for example,
> those that can transmit commands directly modifying the behavior of
> spacecraft, satellites or aircraft.
>
> \(ii\) **IT-2** \-- Individuals having privileged access or limited
> privileged access to systems whose misuse can cause serious adverse
> impact to NASA missions. These systems include, for example, those
> that can transmit commands directly modifying the behavior of payloads
> on spacecraft, satellites or aircraft; and those that contain the
> primary copy of "level 1" data whose cost to replace exceeds one
> million dollars.
>
> \(iii\) **IT-3** \-- Individuals having privileged access or limited
> privileged access to systems whose misuse can cause significant
> adverse impact to NASA missions. These systems include, for example,
> those that interconnect with a NASA network in a way that exceeds
> access by the general public, such as bypassing firewalls; and systems
> operated by the contractor for NASA whose function or data has
> substantial cost to replace, even if these systems are not
> interconnected with a NASA network.

\(3\) Screening for individuals shall employ forms appropriate for the
level of risk as follows:

> \(i\) IT-1: Fingerprint Card (FC) 258 and Standard Form (SF) 85P,
> Questionnaire for Public Trust Positions (Information regarding
> financial record, question 22, and the Authorization for Release of
> Medical Information are not applicable);
>
> \(ii\) IT-2: FC 258 and SF 85, Questionnaire for Non-Sensitive
> Positions; and
>
> \(iii\) IT-3: NASA Form 531, Name Check, and FC 258.

\(4\) The Contracting Officer may allow the Contractor to conduct its
own screening of individuals requiring privileged access or limited
privileged access provided the Contractor can demonstrate that the
procedures used by the Contractor are equivalent to NASA\'s personnel
screening procedures. As used here, equivalent includes a check for
criminal history, as would be conducted by NASA, and completion of a
questionnaire covering the same information as would be required by
NASA.

\(5\) Screening of contractor personnel may be waived by the Contracting
Officer for those individuals who have proof of \--

> \(i\) Current or recent national security clearances (within last
> three years);
>
> \(ii\) Screening conducted by NASA within last three years; or
>
> \(iii\) Screening conducted by the Contractor, within last three
> years, that is equivalent to the NASA personnel screening procedures
> as approved by the Contracting Officer under paragraph (d)(4) of this
> clause.

e.  The Contractor shall ensure that its employees, in performance of
    the contract, receive annual IT security training in NASA IT
    Security policies, procedures, computer ethics, and best practices
    in accordance with NPG 2810.1, Section 4.3 requirements. The
    contractor may use web-based training available from NASA to meet
    this requirement.

f.  The Contractor shall afford NASA, including the Office of Inspector
    General, access to the Contractor's and subcontractors' facilities,
    installations, operations, documentation, databases and personnel
    used in performance of the contract. Access shall be provided to the
    extent required to carry out a program of IT inspection,
    investigation and audit to safeguard against threats and hazards to
    the integrity, availability and confidentiality of NASA data or to
    the function of computer systems operated on behalf of NASA, and to
    preserve evidence of computer crime.

\(g\) The Contractor shall incorporate the substance of this clause in
all subcontracts that meet the conditions in paragraph (a) of this
clause."

**(End of clause)**

I.12 ORDERING (52.216-18) (OCT 1995)

\(a\) Any supplies and services to be furnished under this contract
shall be ordered by issuance of

delivery orders or task orders by the individuals or activities
designated in the Schedule. Such

orders may be issued from October 1, 1998 through December 31, 2003.

\(b\) All delivery orders or task orders are subject to the terms and
conditions of this contract. In

the event of conflict between a delivery order or task order and this
contract, the contract shall

control.

\(c\) If mailed, a delivery order or task order is considered \"issued\"
when the Government deposits

the order in the mail. Orders may be issued orally, by facsimile, or by
electronic commerce

methods only if authorized in the Schedule.

(End of clause)

I.13 ORDER LIMITATIONS (52.216-19) (OCT 1995)

\(a\) Minimum order. When the Government requires supplies or services
covered by this contract

in an amount of less than \$10,000, the Government is not obligated to
purchase, nor is the Contractor obligated to furnish, those supplies or
services under the contract.

\(b\) Maximum order. The Contractor is not obligated to honor\--

\(1\) Any order for a single item in excess of \$200,000,000;

\(2\) Any order for a combination of items in excess of \$200,000,000;
or

\(3\) A series of orders from the same ordering office within 10 days
that together call for quantities exceeding the limitation in
subparagraph (1) or (2) of this section.

\(c\) If this is a requirements contract (i.e., includes the
Requirements clause at subsection

52.216-21 of the Federal Acquisition Regulation (FAR)), the Government
is not required to order

a part of any one requirement from the Contractor if that requirement
exceeds the maximum-order

limitations in paragraph (b) of this section.

\(d\) Notwithstanding paragraphs (b) and (c) of this section, the
Contractor shall honor any order

exceeding the maximum order limitations in paragraph (b), unless that
order (or orders) is returned

to the ordering office within \_10 days after issuance, with written
notice stating the Contractor\'s

intent not to ship the item (or items) called for and the reasons. Upon
receiving this notice, the

Government may acquire the supplies or services from another source.

(End of clause)

I.14 INDEFINITE QUANTITY ( 52.216-22) (OCT 1995)

\(a\) This is an indefinite-quantity contract for the supplies or
services specified, and effective for the

period stated, in the Schedule. The quantities of supplies and services
specified in the Schedule are

estimates only and are not purchased by this contract.

\(b\) Delivery or performance shall be made only as authorized by orders
issued in accordance with

the Ordering clause. The Contractor shall furnish to the Government,
when and if ordered, the

supplies or services specified in the Schedule up to and including the
quantity designated in the

Schedule as the \"maximum.\" The Government shall order at least the
quantity of supplies or

services designated in the Schedule as the \"minimum.\"

\(c\) Except for any limitations on quantities in the Order Limitations
clause or in the Schedule, there

is no limit on the number of orders that may be issued. The Government
may issue orders requiring

delivery to multiple destinations or performance at multiple locations.

\(d\) Any order issued during the effective period of this contract and
not completed within that

period shall be completed by the Contractor within the time specified in
the order. The contract

shall govern the Contractor\'s and Government\'s rights and obligations
with respect to that order to

the same extent as if the order were completed during the contract\'s
effective period; provided,

that the Contractor shall not be required to make any deliveries under
this contract after date specified in F.2.

(End of clause)

(END OF SECTION)