exv10w1






Exhibit 10.1











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




1 6




2. AMENDMENT/MODIFICATION NO. 3. EFFECTIVE DATE 4. REQUISITION/PURCHASE REQ. NO. 5. PROJECT NO. (If applicable)
P00032 07/01/2010 See Schedule




6. ISSUED BY CODE HM0210 7. ADMINISTERED BY (If other CODE
than Item 6)




Nat’l Geospatial-Intelligence Agen.
ATTN: ACR/MS-P150
12310 Sunrise Valley Drive
RESTON VA 20191-3449




8. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State and ZIP Code) 9A. AMENDMENT OF SOLICITATION NO.
GEOEYE IMAGERY COLLECTION SYSTEMS INC




21700 ATLANTIC BLVD STE 500 DULLES VA 201666801 9B. DATED (SEE ITEM 11)




10A. MODIFICATION OF CONTRACT/ORDER NO.
HM157304C0014




10B. DATED (SEE ITEM 13)




code 8248422490000 FACILITY CODE 09/30/2004




11. 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 copies 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) Net Increase: $12,500,000.00
See Schedule




13. THIS ITEM ONLY APPLIES TO MODIFICATION OF CONTRACTS/ORDERS. IT
MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.




CHECK ONE A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE
CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM
10A.




B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE
ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation
date, etc.) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF FAR
43.103(b).




C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:




X D. OTHER (Specify type of modification and authority)
Special Contract Requirement H.28 Exercise of Options




14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible.)
E. IMPORTANT: Contractor is not. is required to sign this document and return 0 copies
to the issuing office.




Tax ID Number: 54-1660268
DUNS Number: 824842249




The purpose of this modification is to (1) exercise Options for contract line items (CLIN) 0002,
0004, 0005 and 0006, for the period July 1, 2010 through July 31, 2010; and (2) provide incremental
funding in the amount of $12,500,000 for CLIN 0006. Total funding obligated under the contract
increases by $12,500,000 from $276,749,467 to $289,249,467. Accordingly, the contract is modified
as follows:




1. Under Section B, Supplies or Services and Prices/Costs, Paragraph B.3 Total Contract Price/Total
Contract Funding (change page 3 is attached hereto):




Continued ...
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.




15A. NAME AND TITLE OF SIGNER (Type or print) 16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)




15B. CONTRACTOR/OFFEROR 15C. DATE SIGNED 16C. DATE SIGNED




08 Jun 2010




(Signature of person authorized to sign) (Signature of Contracting Officer)




NSN 7540-01-152-8070 RD FORM 30 (REV. 10-83)
Previous edition unusable d by GSA
CFR) 53.243




UNCLASSIFIED








 









 


















UNCLASSIFIED




CONTINUATION SHEET REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE 0F




HM157304C0014/P00032 2 6




NAME OF OFFEROR OR CONTRACTOR
GEOEYE IMAGERY COLLECTION SYSTEMS INC




ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT




(A) (B) (C) (D) (E) (F)




a. Under CLIN 0006, the Obligated Amount
column




is increased by $12,500,000 from $33,000,000
to




$45,500,000. The Unfunded Amount column is




decreased by $12,500,000 from $79,500,000 to




$67,000,000. The Maximum Total Price column
is




unchanged.




b. Under Total, the Obligated Amount column
is




increased by $12,500,000 from $276,749,467 to




$289,249,467. The Unfunded Amount column is




decreased by $12,500,000 from $302,422,533 to




$289,922,533. The Maximum Total Price column
is




unchanged.




2. Under Section B, Supplies or Services and




Prices/Costs, the Period of Performance for
the




following CLINs are extended through July 31,




2010:




a. Paragraph B-2, Line Item 0002 Government




Option 1: IMAGERY DERIVED PRODUCTS AND
SERVICES;




b. Paragraph B-5, Line Item CLIN 0004 -
Firewire




Drives, Other Media and Shipping Expenses;
and




c. Paragraph B-6, Line Item CLIN 0005 -
System




Engineering Services Support.




3. Under Section B, Supplies or Services and




Prices/Costs, Paragraph B.7 Option Line Item




0006 Imagery Acquisition COMMERCIAL
IMAGERY, is




exercised for the period July 1, 2010 through




July 31, 2010, one month.




4. Under Section G, Contract Administration
Data,




Paragraph G.8, Accounting and Appropriation
Data,




the table is revised to reflect the
$12,500,000




obligation under CLIN 0006. Change page 13A
is




attached hereto.




Discount Terms:




Net 30




Delivery Location Code: SEESCH




See Schedule




Payment:




DFAS Acct. Mtn. & Control/JDAC




ATTN: DFAS-IN-FI-JAM DEP 3248




8899 E. 56th Street




Indianapolis, IN 46249




Customer Service 1-888-332-7366




—FAX 1-866-894-8007




Continued ...




NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)
Sponsored by GSA
FAR (48 CFR) 53.110




UNCLASSIFIED









 









 

















UNCLASSIFIED




CONTINUATION SHEET REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE 0F




HM157304C0014/P00032 3 6




NAME OF OFFEROR OR CONTRACTOR
GEOEYE IMAGERY COLLECTION SYSTEMS INC




ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT
(A) (B) (C) (D) (E) (F)




FOB: Destination




Period of Performance: 02/01/2007 to 07/31/2010




Change Item 0002 to read as follows(amount shown is the
obligated amount):




0002 (Value-added Products)




NextView IMAGERY DERIVED PRODUCTS AND SERVICES 0.00




Minimum Amount: $0




Maximum Amount: $200,000,000.00




Product/Service Code:




7640 Product/Service Description: MAPS, ATLASES, CHARTS, & GLOBES




Accounting Info:
N/A
Funded: $0.00
$0.00 (Subject to Availability of Funds)
$0.00 (Subject to Availability of Funds)




Change Item 0004 to read as follows(amount shown is the
obligated amount):




Acquisition of Firewire Drives and other media under the
0004 contract to support the storage and dissemination of imagery. 0.00




The sum of all material provided herein and invoiced for shall
not exceed $500,000.
Award Type: Time-and-materials
Fully Funded Obligation Amount$500,000.00
Incrementally Funded Amount: $90,000.00
Product/Service Code: 7640
Product/Service Description: MAPS, ATLASES, CHARTS, & GLOBES
Requisition No: NASKG47016AS02




Accounting Info:
9770100.4802 8A7 85K1 K317L3 ASK888 619A2 34345B 880300
Funded: $0.00




Change Item 0005 to read as follows(amount shown is the
obligated amount):




Systems Engineering Services Level-of-Effort Support. The
Contractor shall provide on-going and sustaining, general
systems engineering, interface change management, and
0005 integration and Continued ... 4000000 DO 0.00




NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)
Sponsored by GSA
FAR (48 CFR) 53.110




UNCLASSIFIED









 









 


















UNCLASSIFIED




CONTINUATION SHEET REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE 0F




HM157304C0014/P00032 4 6




NAME OF OFFEROR OR CONTRACTOR
GEOEYE IMAGERY COLLECTION SYSTEMS INC




ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT
(A) (B) (C) (D) (E) (F)




testing support services on a time and material basis in
accordance with Attachment 6, Statement of Work NextView
System Engineering Services, dated October 31, 2007. The
Contractor is required to invoice for actual hours worked in
accordance with the labor categories and rates delineated
below. The hours are estimates and thus variable; the rates
are fixed.




Award Type: Time-and-materials
(Not Separately Priced)




Fully Funded Obligation Amount$0.00
Product/Service Code: 7640
Product/Service Description: MAPS, ATLASES, CHARTS, & GLOBES




Period of Performance: 08/01/2008 to 07/31/2010




ORBIMAGE/GeoEye Labor Categories




CY2008 Est. Hours CY2009 Est. Hours Fixed Rate Fixed Rate




CY2008 Est. Hours CY2009 Est. Hours , Fixed Rate , Fixed Rate




CY2008 Est. Hours CY2009 Est. Hours Fixed Rate Fixed Rate




CY2008 Est. Hours CY2009 Est. Hours Fixed Rate Fixed Rate




CY2008 Est. Hours CY2009 Est. Hours Fixed Rate Fixed Rate




CY2008 Est. Hours , CY2009 Est. Hours , Fixed Rate Fixed Rate




CY2008 Est. Hours CY2009 Est. Hours Fixed Rate Fixed Rate




CY2009 Est. Hours Fixed Rate




Continued ...




NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)
Sponsored by GSA
FAR (48 CFR) 53.110




UNCLASSIFIED









 









 


















CONTINUATION SHEET REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE 0F




HM157304C0014/P00032 5 6




NAME OF OFFEROR OR CONTRACTOR
GEOEYE IMAGERY COLLECTION SYSTEMS INC




ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT




(A) (B) (C) (D) (E) (F)




CY2009 Est. Hours Fixed Rate




CY2009 Est. Hours Fixed Rate




CY2008 Est. Hours , Fixed Rate




CY2009 Est. Hours , Fixed Rate




CY2008 Est. Hours Fixed Rate




CY2009 Est. Hours Fixed Rate




CY2008 Est. Hours Fixed Rate




CY2009 Est. Hours Fixed Rate




Change Item 0006 to read as follows(amount
shown




is the obligated amount):




0006 NextView COMMERCIAL IMAGERY PROGRAM 12,500,000.00




Fully Funded Obligation Amount$112,500,000.00




Incrementally Funded Amount: $45,500,000.00




Product/Service Code: 7640




Product/Service Description: MAPS, ATLASES,




CHARTS, & GLOBES




Requisition No: NSCPG48343AS01,
NSU8G10054AS02,




NSU8G10089AS01, NSU8G10095AS01,
NSU8G10144AS01




Accounting Info:




9790100.4802 8A9 85CR OZ29XX SCP888 594C
34345B




880300




Funded: $982,992.00




Accounting Info:




970100.4802 8A0 85CR P533XX SU8888 594C0
35102B




880300




Funded: $0.00




Accounting Info:




970100.4802 8A0 85CR OZ33XX SU8888 594C0
34345B




880300




Funded: $0.00




Accounting Info:




9700100.4802 8A0 85CR OZ33XX SU8888 594C0
34345B




880300




Funded: $7,017,008.00




Accounting Info:




9700100.4802 8A0 85CR P533XX SU8888 594C0
35102B




880300




Continued ...




NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)
Sponsored by GSA
FAR (48 CFR) 53.110




UNCLASSIFIED









 









 
















UNCLASSIFIED




CONTINUATION SHEET REFERENCE NO. OF DOCUMENT BEING CONTINUED PAGE 0F




HM157304C0014/P00032 6 6




NAME OF OFFEROR OR CONTRACTOR
GEOEYE IMAGERY COLLECTION SYSTEMS INC




ITEM NO. SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT




(A) (B) (C) (D) (E) (F)




Funded: $9,500,000.00




Accounting Info:




9700100.4802 8A0 85CR OZ33XX SU8888 594C0 34345B




880300




Funded: $15,500,000.00




Accounting Info:




9700100.4802 8A0 85CR OZ02EF SU8888 594C0 34345B




880300




Funded: $800,000.00




Accounting Info:




9700100.4802 8A0 85CR OZ02AP SU8888 594C0 34345B




880300




Funded: $1,000,000.00




Accounting Info:




9700100.4802 8A0 85CR P533XX SU8888 594C0 35102B




880300




Funded: $7,475,000.00




Accounting Info:




9700100.4802 8A0 85CR OZ33XX SU8888 594C0 34345B




880300




Funded: $3,225,000.00




Period of Performance: 04/01/2010 to 07/31/2010




G-l Accounting and Appropriation Data




ACRN Accounting and Appropriation Data Amount




9700100.4802 8A0 85CR OZ02AP SU8888 594C0 34345B 880300 $1,000,000.00




9700100.4802 8A0 85CR OZ02EF SD8888 594C0 34345B 880300 $800,000.00




9700100.4802 8A0 85CR OZ33XX SU8888 594C0 34345B 880300 $3,225,000.00




(NSU8G10095AS01)




(NSD8G10089AS01)




(NSU8G10144AS01)




9700100.4802 8A0 85CR P533XX SU8888 594C0 3 5102B 880300 $7,475,000.00




Total: $12,500,000.00




NSN 7540-01-152-8067 OPTIONAL FORM 336 (4-86)
Sponsored by GSA
FAR (48 CFR) 53.110




UNCLASSIFIED