<PAGE>


                                                                   EXHIBIT 10.17

                                                                   PAGE OF PAGES
                                                                     1      51

SOLICITATION, OFFER AND AWARD

1. THIS CONTRACT IS A RATED ORDER               RATING______________________

   UNDER DPAS (15 CFR 700)

2. CONTRACT NO.

N00174-03-D-0003

3. SOLICITATION NO.

N00174-02-R-0032

4. TYPE OF SOLICITATION

[ ] SEALED BID (IFB)

[X] NEGOTIATED (RFP)

5. DATE ISSUED

08 May 2002

6. REQUISITION/PURCHASE NO.___________________

7. ISSUED BY                                CODE N00174

NAVSEA INDIAN HEAD
101 STRAUSS AVE.
ATTN: JESSICA MADDOX 11431 MADDOXJD@IH.NAVY.MIL

INDIAN HEAD, MD 20640-5035

8. ADDRESS OFFER TO (If other than Item 7)               CODE _________

   SEE ITEM 7

NOTE: In sealed bid solicitations "offer" and "offeror" mean "bid" and "bidder"

                                  SOLICITATION

9. Sealed offers in original and 2 copies for furnishing the supplies or
services in the Schedule will be received at the place specified in Item 8, or
if handcarried, in the depository located in Bldg. 1558
until 1500 local time 06 Jun 2002
      ----            -----------
     (Hour)              (Date)

CAUTION - LATE Submissions, Modifications, and Withdrawals: See Section L,
Provision No. 52.214-7 or 52.215-1. All offers are subject to all terms and
conditions contained in this solicitation.

10. FOR INFORMATION CALL:

A. NAME

   JESSICA D. MADDOX

B. TELEPHONE (Include area code) (NO COLLECT CALLS)

   301/744-6614

C. E-MAIL ADDRESS

   maddoxjd@ih.navy.mil

11. TABLE OF CONTENTS

<TABLE>
<CAPTION>
(X)   SEC.            DESCRIPTION                         PAGE(S)
---   ----            -----------                         -------
<S>   <C>   <C>                                           <C>
                    PART I - THE SCHEDULE

[X]    A    SOLICITATION/ CONTRACT FORM                      1
[X]    B    SUPPLIES OR SERVICES AND PRICES/ COSTS           2
[X]    C    DESCRIPTION/ SPECS./ WORK STATEMENT             10
[X]    D    PACKAGING AND MARKING                           18
[X]    E    INSPECTION AND ACCEPTANCE                       20
[X]    F    DELIVERIES OR PERFORMANCE                       21
[X]    G    CONTRACT ADMINISTRATION DATA                    25
[X]    H    SPECIAL CONTRACT REQUIREMENTS                   28

               PART II - CONTRACT CLAUSES

[X]    I    CONTRACT CLAUSES                                34

            PART III - LIST OF DOCUMENTS, EXHIBITS
                    AND OTHER ATTACHEMENTS

[X]   J     LIST OF ATTACHMENTS                             40

            PART IV - REPRESENTATIONS AND INSTRUCTIONS

      K     REPRESENTATIONS, CERTIFICATIONS AND OTHER
            STATEMENTS OF OFFERORS
      L     INSTRS., CONDS., AND NOTICES TO OFFERORS
      M     EVALUATION FACTORS FOR AWARD
</TABLE>

                   OFFER (MUST BE FULLY COMPLETED BY OFFEROR)

NOTE: Item 12 does not apply if the solicitation includes the provisions at
52.214-16, Minimum Bid Acceptance Period.

12. In compliance with the above, the undersigned agrees, if this offer is
accepted within _____________ calendar days (60 calendar days unless a
different period is inserted by the offeror) from the date for receipt of offers
specified above, to farnish any or all items upon which prices are offered at
the price set opposite each item, delivered at the designated point(s), within
the time specified in the schedule.

13. DISCOUNT FOR PROMPT PAYMENT
    (See Section I, Clause No. 52.232-8)

14. ACKNOWLEDGMENT OF AMENDMENTS
(The offeror acknowledges receipt of amendments to the SOLICITATION for offerors
and related documents numbered and dated):

<TABLE>
<CAPTION>
AMENDMENT NO.               DATE           AMENDMENT NO.          DATE
-------------               ----           -------------          ----
<S>                        <C>             <C>                   <C>
_____________              _______         _____________         ________
_____________              _______         _____________         ________
</TABLE>

15A. NAME AND ADDRESS OF OFFEROR        CODE 1BNT3          FACILITY __________

     IROBOT CORP
     DUNS #604499194
     37 WILTON ROAD
     MILFORD NH 03055

15B. TELEPHONE NO (Include  area code)

     603/654-3400

[ ] 15C. CHECK IF REMITTANCE ADDRESS IS DIFFERENT FROM ABOVE - ENTER SUCH
          ADDRESS IN SCHEDULE.

16. NAME AND TITLE OF PERSON AUTHORIZED TO SIGN OFFER (Type or print)

    GRINNELL MORE

17. SIGNATURE_____________

18. OFFER DATE____________

                      AWARD (TO BE COMPLETED BY GOVERNMENT)

19. ACCEPTED AS TO ITEMS NUMBERED

           0001 through 0025

20. AMOUNT

$27,878,792.00

21. ACCOUNTING AND APPROPRIATION

22. AUTHORITY FOR USING OTHER THAN FULL AND OPEN COMPETITION:

      [ ] 10 U.S.C. 2304(c)( )     [ ] 41 U.S.C. 253(c)( )

23. SUBMIT INVOICES TO ADDRESS SHOWN IN        ITEM ____________

(4 copies unless otherwise specified)

24. ADMINISTERED BY (If other than Item 7)       CODE S3319A

DCMC BOSTON-MANCHESTER
2 WALL STREET
MANCHESTER, NH 03101-1518

25. PAYMENT WILL BE MADE BY             CODE   HQ0337

DFAS-COLUMBUS CENTER
NORTH ENTITLEMENT OPERATIONS   P O BOX 182266
COLUMBUS, OH 43218-2266

26. NAME OF CONTRACTING OFFICER (Type or print)

   RENEE M. BROWN

27. UNITED STATES OF AMERICA

    /s/ Renee M. Brown
    -----------------------------------
    (Signature of Contracting Officer)

28. AWARD DATE

    10/29/02

IMPORTANT - Award will be made on this Form, or on Standard Form 26, or by other
authorized official written notice.

Previous Edition is Unusable      33-134           STANDARD FORM 33 (REV. 9-97)
                                                   Prescribed by GSA
                                                   FAR(48CFR)53.214(c)
<PAGE>

CONTINUATION SHEET       REFERENCE NO. OF DOCUMENT BEING CONTINUED      PAGE
                          N00174-03-D-0003                               2 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

SECTION B Supplies or Services and Prices

PHASE I - PSVM
GUARANTEED MINIMUM

Under Phase I, a firm fixed price order will be issued for CLINs 0001 through
0009. Testing will be performed to validate the system against the Performance
Specification. The ordering period for Phase I shall be from date of award until
six (6) months after date of contract (ADC).

<TABLE>
<CAPTION>
ITEM NO     SUPPLIES/SERVICES     MAX QUANTITY   UNIT   UNIT PRICE    MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0001      Performance                 2.00       Each   $89,400.00   $178,800.00
          Specification
          Verification Models
          (PSVM) in accordance
          with the Statement of
          Work and Performance
          Specification.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO     SUPPLIES/SERVICES     MAX QUANTITY   UNIT   UNIT PRICE    MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>           <C>
0002      Post Award Conference                  Lot        NSP          NSP
          in accordance with
          paragraph 2.2.2.1 of
          the Statement of
          Work.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO     SUPPLIES/SERVICES     MAX QUANTITY   UNIT   UNIT PRICE    MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>           <C>
0003      Project Reviews in                     Lot       NSP           NSP
          accordance with
          paragraph 2.2.2.2 of
          the Statement of
          Work.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO     SUPPLIES/SERVICES     MAX QUANTITY   UNIT   UNIT PRICE    MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0004      Monthly Status             1.00        Lot    $10,500.00   $ 10,500.00
          Reports in accordance
          with paragraph 2.2.3
          of the Statement of
          Work.
</TABLE>

NSN 7540-01-152-8057               50336-101           OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET   REFERENCE NO. OF DOCUMENT BEING CONTINUED   PAGE
                      N00174-03-D-0003                            3 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE   MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0005      Safety Assessment           1.00       Lot    $16,000.00   $ 16,000.00
          Report in accordance
          with paragraph 2.2.4
          of the Statement of
          Work and MIL-STD-882D.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE   MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0006      Lithium Batteries           1.00       Lot        N/A          N/A
          Technical Data in
          accordance with
          paragraph 2.2.5 of the
          Statement of Work and
          the Performance
          Specification.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE   MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0007      Operation and               1.00       Lot    $11,520.00   $ 11,520.00
          Maintenance Source
          Data in accordance
          with paragraph 2.2.6
          of the Statement of
          Work.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE   MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0008      Training in accordance      1.00       Lot    $ 3,600.00   $  3,600.00
          with paragraph 2.2.7.1
          of the Statement of
          Work.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE      MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0009      Engineering Services        1.00       Lot    $100,000.00     $100,000.00
          in accordance with                                         (NTE $100,000.00)
          paragraph 2.2.7.2 of
          the Statement of Work.
</TABLE>

NSN 7540-01-152-8057            50336-101              OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET     REFERENCE NO. OF DOCUMENT BEING CONTINUED    PAGE
                        N00174-03-D-0003                             4 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

PHASE II - PRM

During Phase I, the Government is going to test the PSVMs to the Performance
Specification for conformance. There may be some minor modifications that will
be requested by the Government. The purpose of Phase II is to incorporate those
changes. The contractor(s) will receive a Request for Quotation identifying the
minor modifications that need to be made. Once the price has been determined
reasonable, the Government will issue a fixed price order(s). The Government
will utilize the Not to Exceed CLIN 0012 for the modifications. If the
Government does not want change from Phase I, then Phase II will not be funded.
It is also possible that Phase II will only be funded for one(1) contractor.
Phase II includes CLINs 0011 through 0016 and the ordering period for Phase II
shall be from eighteen (18) months after date of contract (ADC) through
twenty-four (24) months ADC.

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE   MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0010      Production                  2.00       Each   $93,500.00   $187,000.00
          Representative Models
          (PRM) in accordance
          with paragraph 2.3.1 of
          the Statement of Work
          and the updated (if
          necessary) Performance
          Specification.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE      MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0011      Minor Modifications in      1.00       Lot    $20,000.00        $20,000.00
          accordance with the                                        (NTE $20,000.00)
          Request for Quotation.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE   MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0012      Project Reviews in                     Lot        NSP          NSP
          accordance with
          paragraph 2.2.2.3 of
          the Statement of Work.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE   MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0013      Monthly Status Reports      1.00       Lot    $ 6,000.00   $ 6,000.00
          in accordance with
          paragraph 2.3.4 of the
          Statement of Work.
</TABLE>

NSN 7540-01-152-8057                50336-101          OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET     REFERENCE NO. OF DOCUMENT BEING CONTINUED    PAGE
                        N00174-03-D-0003                             5 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE   MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0014      Initial Spares List in      1.00       Lot    $11,622.00   $11,622.00
          accordance with
          paragraph 2.3.2 of the
          Statement of Work.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE      MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0015      Engineering Services        1.00       Lot    $25,000.00      $25,000.00
          in accordance with                                         (NTE $25,000.00)
          paragraph 2.3.3 of the
          Statement of Work.
</TABLE>

NSN 7540-01-152-8057            50336-101              OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET      REFERENCE NO. OF DOCUMENT BEING CONTINUED     PAGE
                         N00174-03-D-0003                              6 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

PHASE III - PRODUCTION

Phase III is for production. Only one contractor will be funded for the
Production phase. At contract award, the contractor shall provide an estimated
unit price. Prior to entering into Phase III, the Government will issue a
Request for Proposal (RFP) to the contractor(s). The RFP will request the
contractor to provide their final production unit costs based on the final
system configuration agreed upon in Phase II or Phase I should the Government
decide not to fund Phase II. The offeror who offers the lowest unit price will
be funded for the production phase. Phase III includes CLINs 0017 through 0025
and the ordering period for Phase III shall be from twenty-eight (28) months
after date of contract (ADC) through ten (10) years ADC.

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE      MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0016      Production Systems in      250.00      Each                $ 22,168,750.00*
          accordance with
          paragraph 2.4.1 of the
          Statement of Work and
          the updated (if
          necessary) Performance
          Specification.
</TABLE>

           STEPLADDER PRICING

<TABLE>
<CAPTION>
FROM QUANTITY    TO QUANTITY    UNIT PRICE
<S>              <C>            <C>
  1.00               50.00      $88,675.00
 51.00              100.00      $85,720.80
101.00              150.00      $74,519.50
151.00              200.00      $71,714.00
201.00              250.00      $64,795.50
</TABLE>

* The mount displayed in the "Max Amount" column should be the total of 250
units x the highest unit price in the stepladder pricing.

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE   MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0017      Standard Commercial                    Lot        NSP           NSP
          Warranty in accordance
          with paragraph 2.5.1
          of the Statement of
          Work.
</TABLE>

NSN 7540-01-152-8057            50336-101              OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET        REFERENCE NO. OF DOCUMENT BEING CONTINUED    PAGE
                            N00174-03-D-0003                            7 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE      MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0018      Initial Spares in           1.00       Lot    $787,500.00     $787,500.00
          accordance with                                            (NTE $787,500.00)
          paragraph 2.4.2 of the
          Statement of Work.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE      MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0019      Chemical Detection          1.00       Lot    $200,000.00     $200,000.00
          Mission Package in                                         (NTE $200,000.00)
          accordance with
          paragraph 2.4.3.1 of
          the Statement of Work.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE      MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0020      Nuclear Detection           1.00       Lot    $200,000.00     $200,000.00
          Mission Package in                                         (NTE $200,000.00)
          accordance with
          paragraph 2.4.3.2 of
          the Statement of Work.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE      MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0021      Render Safe Mission         1.00       Lot    $200,000.00     $200,000.00
          Package in accordance                                      (NTE $200,000.00)
          with paragraph 2.4.3.3
          of the Statement of
          Work.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE      MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0022      Disruption Mission          1.00       Lot    $200,000.00     $200,000.00
          Package in accordance                                      (NTE $200,000.00)
          with paragraph 2.4.3.4
          of the Statement of
          Work.
</TABLE>

NSN 7540-01-152-8057            50336-101              OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET       REFERENCE NO. OF DOCUMENT BEING CONTINUED   PAGE
                          N00174-03-D-0003                            8 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT   UNIT PRICE      MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>          <C>
0023      Disposal Mission            1.00       Lot    $200,000.00     $200,000.00
          Package in accordance                                      (NTE $200,000.00)
          with paragraph 2.4.3.5
          of the Statement of
          Work.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT    UNIT PRICE       MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>            <C>
0024      Depot Repair Services       1.00       Lot    $1,676,250.00   $1,676,250.00
          in accordance with                                           (NTE $1,676,250)
          paragraph 2.5.2 of the
          Statement of Work.
</TABLE>

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES    MAX QUANTITY   UNIT    UNIT PRICE       MAX AMOUNT
<S>       <C>                     <C>            <C>    <C>            <C>
0025      Repair Parts in             1.00       Lot    $1,676,250.00   $1,676,250.00
          accordance with                                              (NTE $1,676,250)
          paragraph 2.5.3 of the
          Statement of Work.
</TABLE>

CLAUSES INCORPORATED BY FULL TEXT

PHASE III - PRODUCTION

Phase III is for production. Only one contractor will be funded for the
Production phase. At contract award, the contractor shall provide an estimated
unit price. Prior to entering into Phase III, the Government will issue a
Request for Proposal (RFP) to the contractor(s). The RFP will request the
contractor to provide their final production unit costs based on the final
system configuration agreed upon in Phase II or Phase I should the Government
decide not to fund Phase II. The offeror who offers the lowest unit price will
be funded for the production phase. Phase III includes CLINs 0017 through 0025
and the ordering period for Phase III shall be from twenty-eight (28) months
after date of contract (ADC) through ten (10) years ADC.

NSN 7540-01-152-8057             50336-101             OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET        REFERENCE NO. OF DOCUMENT BEING CONTINUED    PAGE
                           N00174-03-D-0003                             9 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

<TABLE>
<CAPTION>
ITEM NO      SUPPLIES/SERVICES     MAX QUANTITY   UNIT   UNIT PRICE     MAX AMOUNT
<S>       <C>                      <C>            <C>    <C>         <C>
0016      Production Systems in       250.00      Each               $22,168,750.00*
          accordance with
          paragraph 2.4. 1 of the
          Statement of Work and
          the updated (if
          necessary) Performance
          Specification.
</TABLE>

          STEPLADDER PRICING

<TABLE>
<CAPTION>
FROM QUANTITY    TO QUANTITY    UNIT PRICE
<S>              <C>            <C>
  1.00               50.00      $88,675.00
 51.00              100.00      $85,720.80
101.00              150.00      $74,519.50
151.00              200.00      $71,714.00
201.00              250.00      $64,795.50
</TABLE>

*The mount displayed in the "Max Amount" column should be the total of 250 units
x the highest unit price in the stepladder pricing.

SEA B-23 - EXPEDITING CONTRACT CLOSEOUT (NAVSEA) (DEC 1995)

(a) As part of the negotiated fixed price or total estimated amount of this
contract, both the Government and the Contractor have agreed to waive any
entitlement that otherwise might accrue to either party in any residual dollar
amount of $500 or less at the time of final contract closeout. The term
"residual dollar amount" shall include all money that would otherwise be owed to
either party at the end of the contract, except that, amounts connected in any
way with taxation, allegations of fraud and/or antitrust violations shall be
excluded. For purposes of determining residual dollar amounts, offsets of money
owed by one party against money that would otherwise be paid by that party may
be considered to the extent permitted by law.

(b) This agreement to waive entitlement to residual dollar amounts has been
considered by both parties. It is agreed that the administrative costs for
either party associated with collecting such small dollar amounts could exceed
the amount to be recovered.

NSN 7540-01-152-8057          50336-101                OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET       REFERENCE NO. OF DOCUMENT BEING CONTINUED   PAGE
                          N00174-03-D-0003                            10 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

SECTION C Descriptions and Specifications

CLAUSES INCORPORATED BY FULL TEXT

                                STATEMENT OF WORK
                        MAN TRANSPORTABLE ROBOTIC SYSTEM

1.0   SCOPE

      This statement of work (SOW) describes the contractor's tasks required for
the modified commercial item acquisition and support of a Man Transportable
Robotic System (MTRS).

1.1   BACKGROUND

      The MTRS will provide the military Explosive Ordnance Disposal (EOD)
technician with a man transportable capability to remotely perform
reconnaissance during extremely hazardous EOD missions involving unexploded
ordnance (UXO) and improvised explosive devices (IEDs). The MTRS will be able to
operate in both urban and rural environments. The MTRS will be a modular system
that will allow interoperability with future mission packages such as chemical
and nuclear detectors, EOD render safe tools, EOD disruption tools, and EOD
disposal tools. The system architecture (hardware and software) of the MTRS will
be inherently expandable and inherently upgradeable to allow for future
enhancements.

2.0   REQUIREMENTS

2.1   GENERAL

      The contractor shall deliver two MTRS performance specification
verification models (PSVM 1 and PSVM 2) to the Government that are in compliance
with the performance specification (Appendix A). The compliance of the PSVMs
with the performance specification will be verified through testing and analysis
that will be performed by the Government. The performance specification
constitutes the system functional/performance baseline for the MTRS. The
performance specification may be updated, as necessary, based on the results of
the Government's testing and analysis of the PSVMs. The Government may purchase
two production representative models (PRM 1 and PRM 2) that conform to the
updated performance specification. Any changes to the MTRS due to the updating
of the performance specification shall be subject to the changes clause of the
contract. The PRMs will undergo final testing to be performed by the Government
prior to a Production Approval decision. Following a successful Production
Approval decision, the Government may purchase up to 250 production units,
initial spares, and post-production support.

2.2   PERFORMANCE SPECIFICATION VERIFICATION MODELS PHASE

2.2.1 PERFORMANCE SPECIFICATION VERIFICATION MODELS. The contractor shall
deliver two MTRS PSVMs that are in compliance with the performance
specification.

2.2.2 REVIEWS

NSN 7540-01-152-8057           50336-101               OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110
<PAGE>

CONTINUATION SHEET       REFERENCE NO. OF DOCUMENT BEING CONTINUED    PAGE
                          N00174-03-D-0003                             11 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

2.2.2.1 POST AWARD GUIDANCE CONFERENCE. The contractor shall attend a Post Award
Guidance Conference to be hosted by the Government at the NAVEODTECHDIV no later
than 15 days after contract award.

2.2.2.2 PROJECT REVIEWS. The contractor shall schedule and host at least two
project reviews prior to the delivery of PSVM 1 and PSVM 2. The purpose of the
project reviews is to update the Government on project progress and issues.
There will be no changes made to the requirements at these reviews. Any changes
in the requirements will be processed by the Contracts Division at NAVSEA Indian
Head and the contractor(s) shall take no action until receipt of a properly
executed modification. If the Government decides to purchase the PRMs, the
contractor shall schedule and host at least one project review prior to the
delivery of the PRMs.

2.2.3 STATUS REPORT. The contractor shall prepare monthly status reports. The
reports shall contain the following main sections: Summary; Accomplishments;
Current Status; Problem Areas; Risks and Mitigation; and, Future Plans. The
inclusion of financial data is not required. The reporting period consists of
the entire PSVM phase, which is estimated at 21 months. The first monthly report
is due 45 days after contract award.

2.2.4 SAFETY ASSESSMENT REPORT. The contractor shall prepare a Safety Assessment
Report (SAR). The SAR shall be a comprehensive evaluation of the mishap risks
associated with identified MTRS hazards. Identified hazards shall include any
procedural hazards that may be present. The assessment of mishap risk shall
include the characterization of mishap risks by mishap severity and mishap
probability. Mishaps may result from personnel error, environmental conditions,
design inadequacies, procedural deficiencies, or system, subsystem, or component
failure or malfunction. The SAR shall identify all safety features of the
hardware, software, and system design that eliminate identified hazards or
reduce the combination of a potential mishap's severity and probability to an
acceptable level. MIL-STD-882D, Standard Practice for System Safety, methodology
should be used.

      The MTRS firing circuit shall receive special emphasis in the SAR. Mishaps
involving the firing circuit have a reasonable potential to result in the death
of personnel. The SAR shall include a failure mode analysis of the firing
circuit that identifies how the firing circuit may fail and the impact of each
failure mode on personnel safety. Failure modes analyzed shall include those
involving hardware, electronics, software, and procedures (including
combinations thereof).

      The contractor shall deliver a draft report no later than 120 days after
contract award. The Government will review the draft and provide comments within
30 days. The contractor shall deliver the final report within 30 days of receipt
of the Government's comments.

2.2.5 LITHIUM BATTERY SYSTEM TECHNICAL DATA. The contractor shall provide a
technical data package for any lithium battery systems (including charger) that
are to be used in the MTRS. The contractor shall deliver the data no later than
30 days after contract award.

2.2.6 OPERATION & MAINTENANCE SOURCE DATA. The contractor shall provide
Operation & Maintenance (O&M) source data to the Government in electronic form
(compatible with Microsoft Office and, where applicable, the Drawing Exchange
Format (DXF)). The source data will be used by the Government to develop EOD
unique technical manuals for the MTRS. The source data shall contain the
necessary documentation (including drawings) for the operation and maintenance
of the MTRS. The documentation shall include:

      -     Description of assemblies, subassemblies, and component parts with
            purpose and function

      -     Detailed instructions on assembling, operating, and disassembling
            the system

      -     Safety information (including hazardous materials)

      -     Preventive maintenance procedures (including inspection
            requirements) describing periodic measures to ensure the MTRS
            remains in good working condition

NSN 7540-01-152-8057            50336-101              OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

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                          N00174-03-D-0003                            12 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

      -     Comprehensive detailed and unambiguous step-by-step troubleshooting
            and repair procedures appropriate for the organizational (field)
            level

      -     List of all components that are deemed to be cost-effective to
            repair at the depot level

      -     All information necessary to procure repair parts and consumables

      -     Estimated replacement factors for major components (e.g. replace
            component "X" after 200 hours)

      -     Detailed operation and maintenance training course curriculum

The contractor shall deliver the data with the PSVMs.

2.2.7 TECHNICAL SUPPORT

2.2.7.1 TRAINING. The contractor shall provide training for the operation and
maintenance of the MTRS for Government personnel immediately after the delivery
of the PSVMs. The training shall be conducted at a Government location in the
Southern Maryland area, for no more than six personnel, for no more than three
days.

2.2.7.2 ENGINEERING SERVICES. The contractor shall provide engineering services
on an as needed basis for a period of up to 12 months, commencing immediately
upon delivery of the PSVMs. Engineering services shall include any labor, repair
parts, and other items necessary to keep the PSVMs fully operational.
Engineering services shall also include failure analysis and reporting.

2.3 PRODUCTION REPRESENTATIVE MODELS PHASE

2.3.1 PRODUCTION REPRESENTATIVE MODELS. If ordered by the Government, the
contractor shall deliver two MTRS PRMs that conform to the updated (if
necessary) performance specification.

2.3.2 INITIAL SPARES LIST. If ordered by the Government, the contractor shall
deliver a recommended list of initial spares for the MTRS. The contractor shall
deliver the list with the PRMs.

2.3.3 ENGINEERING SERVICES. If ordered by the Government, the contractor shall
provide engineering services on an as needed basis for a period of up to 9
months, commencing immediately upon delivery of the PRMs. Engineering services
shall include any labor, repair parts, and other items necessary to keep the
PRMs fully operational. Engineering services shall also include failure analysis
and reporting.

2.3.4 STATUS REPORT. If ordered by the Government, the contractor shall prepare
monthly status reports. The reports shall contain the following main sections:
Summary; Accomplishments; Current Status; Problem Areas; Risks and Mitigation;
and, Future Plans. The inclusion of financial data is not required. The
reporting period consists of the entire PRM phase, which is estimated at 12
months. The first monthly report is due 30 days after the Government orders the
PRMs.

2.4 PRODUCTION PHASE

2.4.1 PRODUCTION SYSTEMS. If ordered by the Government, the contractor shall
deliver up to 250 production systems after a successful Production Approval
decision.

2.4.2 INITIAL SPARES. If ordered by the Government, the contractor shall deliver
initial spares with the production systems as required. (Initial spares will be
ordered separately from the production systems.)

NSN 7540-01-152-8057          50336-101                OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

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                          N00174-03-D-0003                             13 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

2.4.3 ENGINEERING ENHANCEMENTS. After a successful Production Approval decision
the Government may elect to have the contractor pursue the following MTRS
engineering enhancements during the production window of the contract.

2.4.3.1 CHEMICAL DETECTION MISSION PACKAGE. The contractor shall perform the
analysis, design, prototyping, testing, and documentation necessary to produce a
chemical detection mission package that is modular with respect to the MTRS. Any
changes to the MTRS that are necessary to accommodate the chemical detection
mission package shall be capable of being accomplished in the field by EOD
personnel. The specific chemical detector to be used will be determined by the
Government.

2.4.3.2 NUCLEAR DETECTION MISSION PACKAGE. The contractor shall perform the
analysis, design, prototyping, testing, and documentation necessary to produce a
nuclear detection mission package that is modular with respect to the MTRS. Any
changes to the MTRS that are necessary to accommodate the nuclear detection
mission package shall be capable of being accomplished in the field by EOD
personnel. The specific nuclear detector to be used will be determined by the
Government.

2.4.3.3 RENDER SAFE MISSION PACKAGES. The contractor shall perform the analysis,
design, prototyping, testing, and documentation necessary to produce render safe
mission packages that are modular with respect to the MTRS. Any changes to the
MTRS that are necessary to accommodate the render safe mission packages shall be
capable of being accomplished in the field by EOD personnel. The specific EOD
render safe tools to be used will be determined by the Government.

2.4.3.4 DISRUPTION MISSION PACKAGES. The contractor shall perform the analysis,
design, prototyping, testing, and documentation necessary to produce disruption
mission packages that are modular with respect to the MTRS. Any changes to the
MTRS that are necessary to accommodate the disruption mission packages shall be
capable of being accomplished in the field by EOD personnel. The specific EOD
disruption tools to be used will be determined by the Government.

2.4.3.5 DISPOSAL MISSION PACKAGES. The contractor shall perform the analysis,
design, prototyping, testing, and documentation necessary to produce disposal
mission packages that are modular with respect to the MTRS. Any changes to the
MTRS that are necessary to accommodate the disposal mission packages shall be
capable of being accomplished in the field by EOD personnel. The specific EOD
disposal tools to be used will be determined by the Government.

2.5 POST-PRODUCTION SUPPORT PHASE

      The contractor shall provide post-production support for the life
(estimated to be 12 years) of each delivered production system.

2.5.1 WARRANTY. Each production system shall be covered by the contractor's
standard commercial warranty.

2.5.2 DEPOT REPAIR. The contractor shall provide depot repair services in
accordance with their commercial practices.

2.5.3 REPAIR PARTS. The contractor shall provide for the timely and adequate
provisioning of repair parts in accordance with their commercial practices.

NSN 7540-01-152-8057            50336-101              OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

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                          N00174-03-D-0003                              14 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

2.5.4 TROUBLESHOOTING ASSISTANCE. The contractor shall provide troubleshooting
assistance to field activities in accordance with their commercial practices.

2.5.5 CONFIGURATION MANAGEMENT. The contractor shall manage the configuration
(including hardware and software) of the MTRS, including the implementation of
changes and upgrades, throughout the life of the MTRS in accordance with their
commercial practices.

2.6 DOCUMENTATION/DATA RIGHTS.

      In the event of the demise of the contractor, the contractor shall make
available to the Government the documentation/data rights necessary to support
and procure the MTRS.

3.0 DATA REQUIREMENTS

      The following is a list of the required data that shall be delivered.

<TABLE>
<CAPTION>
SOW PARAGRAPH                      DATA                                 DELIVERY DATE
-------------     -------------------------------------    ---------------------------------------
<S>               <C>                                      <C>
2.2.3             Monthly Status Reports                   First submission 45 days after contract
                  (PSVM Phase)                             award

2.2.4             Safety Assessment Report                 Draft 120 days after contract award;
                                                           Final 30 days after receipt of comments
                                                           from Government

2.2.5             Lithium Battery System Technical Data    30 days after contract award
                  (if lithium batteries are used)

2.2.6             Operation & Maintenance Source Data      With delivery of PSVMs

2.3.2             Initial Spares List                      With delivery of PRMs

2.3.4             Monthly Status Reports                   First submission 30 days after order of
                  (PRM Phase)                              PRMs
</TABLE>

NSN 7540-01-152-8057         50336-101                 OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET        REFERENCE NO. OF DOCUMENT BEING CONTINUED    PAGE
                           N00174-03-D-0003                             15 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

SEA C-19 - CONFIGURATION MANAGEMENT (NAVSEA) (JUN 1999)

(a) Baseline Definition - For configuration control purposes, all contractual
documentation in effect at the time of contract award shall constitute the
Contract Baseline which shall be considered incorporated in the baseline
documentation.

(b) General Requirement - (1) The Contractor shall maintain a Configuration
Control Program to assure that all detail level work being performed under this
contract is in compliance with appropriate baseline documentation. The
Contractor shall prepare a Configuration Management Plan for approval by the
Government.

      (2) Whenever a situation arises wherein the Contractor cannot comply with
a baseline document, or whenever intent of such documentation is significantly
changed by detail level documentation, the Contractor shall submit change
documents to modify baseline documents to resolve the conflict or to allow
non-compliance. Whenever the cost of implementing a proposed change is less than
$500,000, the Contractor shall provide documentation explaining the nature of
related costs as shown on the change document. Whenever the contract cost
changes by more than $500,000, the Contractor shall complete such cost and
pricing data as the Contracting Officer shall require detailing all related
costs, and attach it to the change document. Change documentation shall be
submitted to the Supervisor in accordance with the Contract Data Requirements
List (CDRL), and as described in paragraphs (c) through (f) below.

Engineering Change Proposals (Short Form, DP Form 1693) - MIL-STD-973 shall be
used as general guidance for completing this standard form. This form shall be
used whenever the detail level physical configuration, material quality,
operational or functional performance of equipment or installed systems will not
be in compliance with baseline design-related documents (Ship Specifications,
Contract Drawings, etc.), and a change to the baseline document is considered an
appropriate means of resolving a design-related issue. Documentation shall be
developed in sufficient detail to enable Government review and evaluation of the
merits of the proposed change, including cost and scheduling impact, ship class
impact, and consequences if disapproved. Due to space limitations of the
Standard DD Form 1693, the Contractor may use form continuation sheets to assure
that sufficient detailed information, including appropriate illustrations, is
provided. All existing drawings and technical manuals impacted by the change
shall be listed along with a brief narrative explanation of needed changes to
incorporate the Engineering Change Proposal (ECP) if approved. Weight and moment
data incidental to the change shall be provided in Block 15 of the form. The
Contractor shall also prepare applicable baseline document insert sheets, with
specific word changes or proposed re-write, to facilitate baseline documentation
changes.

(d) Non-Engineering Change Proposals (NAVSEA Form 4130) - This form shall be
used to document administrative, procedural, scheduling, or documentation
changes that do not directly impact the physical configuration of the ship. The
completed Form 4130 should explain the nature of the problem, identify the
applicable baseline document (i.e., Contract Data Requirement List (CDRL),
Contract Clause, etc.) and provide a detailed explanation justifying the
proposed course of action desired to resolve the problem. Due to the space
limitation on the form, continuation sheets may be used. Insert sheets for
applicable documents shall also be attached to facilitate change action in the
event the Non-Engineering Change Proposal (NECP) is approved.

(e) Deviations and Waivers (DD Form 1694) - In the event that a baseline
design-related document requirement cannot be met, and a change to the baseline
document is considered inappropriate, the Contractor shall submit a request for
deviation or waiver, as applicable. The explanation of "need for deviation" of
Block 24 should provide detailed justification and consequences of approval, to
include technical details explaining the degree of non-compliance or effect on
ship equipment or system operation constraints. In a similar manner, a waiver
shall

NSN 7540-01-152-8057           50336-101               OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

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                          N00174-03-D-0003                              16 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

document an "as built" configuration that departs from baseline documentation,
and should include any proposed corrections or modifications to better meet the
intent of the baseline document. MIL-STD-973 provides guidance in completing DD
Form 1694.

(f) Equitable Adjustments for Change Documentation Preparations - For its effort
expended in preparing ECPs, NECPs, Deviations and Waivers, the Contractor shall
receive equitable adjustment under the following circumstances.

      (1) In the event the Contractor, on its own initiative, and without
written request from the Government, develops a change document that is later
disapproved by the Government, the Contractor shall bear the cost of this
effort.

      (2) To avoid such loss, and at its option, the Contractor may submit a
"preliminary" document that outlines intent, but without detailed supporting
documentation and request the Supervisor's approval for expenditure of effort to
complete the detailed supporting documentation. In the event the Supervisor
denies this request, the Contractor will bear the cost of development of the
"preliminary" document, and shall make no further effort to complete detailed
supporting documentation.

      (3) In the event the Supervisor approves the Contractor's request to
develop supporting documentation, the Contractor shall be equitably compensated
for its effort for both the "preliminary" and "final" documentation, regardless
of whether or not the change document is later approved.

      (4) In the event the Government requests in writing that the Contractor
develop change documentation, the effort expended by the Contractor in
developing such documentation shall be subject to equitable adjustment,
regardless of whether or not the change document is later approved.

      (5) In the event the Contractor, on its own initiative, and without
written request from the Government, develops a change document that is later
approved by the Government, the cost of developing such documentation shall be
incorporated in the contract modification that implements the change.

      (6) Failure to agree to such equitable adjustment in contract price shall
constitute a dispute, and shall be adjudicated in accordance with the
requirements of the clause entitled "DISPUTES" (FAR 52.233-1).

(g) The Contractor shall verify (by physical inspection of the vessel) to the
Government, that all Field Modification Requests (FMRs) and Headquarters
Modification Requests (HMRs) (including Government responsible trial items) have
been incorporated into the vessel. Verification shall include:

      (1) List of all HMRs and FMRs authorized to date.

      (2) List of those HMRs and FMRs verified to be complete.

      (3) List of those HMRs and FMRs which are partially complete or not
started with scheduled date for their completion.

(h) Any cost reduction proposal submitted pursuant to the clause entitled "VALUE
ENGINEERING" (FAR 52.248-1) shall be submitted as a Code V Engineering Change
Proposal (VECP) on the DD Form 1693 series and shall be supplemented by the
information required by the "VALUE ENGINEERING" clause.

NSN 7540-01-152-8057           50336-101               OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

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                         N00174-03-D-0003                               17 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

SEA C-20 - ASSIGNMENT AND USE OF NATIONAL STOCK NUMBERS (NAVSEA) (MAY 1993)

To the extent that National Stock Numbers (NSNs) or preliminary NSNs are
assigned by the Government for the identification of parts, pieces, items,
subassemblies or assemblies to be furnished under this contract, the Contractor
shall use such NSNs or preliminary NSNs in the preparation of provisioning
lists, package labels, packing lists, shipping containers and shipping documents
as required by applicable specifications, standards or Data item Descriptions of
the contract or as required by orders for spare and repair parts. The cognizant
Government Contract Administration Office shall be responsible for providing the
Contractor such NSNs or preliminary NSNs which may be assigned and which are not
already in possession of the Contractor.

SEA C-22 - CONTRACTOR'S PROPOSAL (NAVSEA) (SEP 1990)

(a)Performance of this contract by the Contractor shall be conducted and
performed in accordance with detailed obligations to which the Contractor
committed itself in Proposal MTRS dated 06 June 2002 and 10 September 2002 in
response to NAVSEA Solicitation No. N00147-02-R-0032.

(b)The technical volume(s) of the Contractor's proposal is incorporated by
reference and hereby made subject to the provisions of the "ORDER OF PRECEDENCE"
(FAR 52.215-8) clause of this contract. Under the "ORDER OF PRECEDENCE" clause,
the technical volume of the Contractor's proposal referenced herein is hereby
designated as item (f) of the clause, following "the specifications" in the
order of precedence.

SEA C-35 - PERMITS AND RESPONSIBILITIES (NAVSEA) (SEP 1990)

The Contractor shall, without additional expense to the Government, be
responsible for obtaining any necessary licenses and permits, and for complying
with any applicable Federal, State, and Municipal laws, codes, and regulations,
in connection with any movement over the public highways of overweight/over
dimensional materials.

SEA C-77 - LIMITATION OF LIABILITY - HIGH VALUE ITEMS (NAVSEA) (JUN 1992)

The following items are subject to the clause of this contract entitled
"LIMITATION OF LIABILITY--HIGH VALUE ITEMS" (FAR 52.246-24): CLINs 0001, 0010,
and 0016.

SEA C-85 - EXTENSION OF COMMERCIAL WARRANTY (NAVSEA) (NOV 1996)

The Contractor shall extend to the Government the full coverage of any standard
commercial warranty normally offered in a similar commercial sale, provided that
such warranty is available at no additional cost to the Government. The
Contractor shall provide a copy of the standard commercial warranty with the
item. The standard commercial warranty period shall begin upon the final
acceptance of the applicable material or software. Acceptance of the standard
commercial warranty does not waive the Government's rights under the
"Inspection" clause, nor does it limit the Government's rights with regard to
other terms and conditions of the contract. In the event of a conflict, the
terms and conditions of the contract shall take precedence over the standard
commercial warranty.

NSN 7540-01-152-8057           50336-101               OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

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                        N00174-03-D-0003                                18 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

SECTION D Packaging and Marking

CLAUSES INCORPORATED BY REFERENCE:

252.227-7026 Deferred Delivery Of Technical Data Or Computer Software   APR 1988

CLAUSES INCORPORATED BY FULL TEXT

SEA D-10 - IDENTIFICATION MARKING OF PARTS (NAVSEA) (NOV 1996)

Identification marking of individual parts within the systems, equipments,
assemblies, subassemblies, components, groups, sets or kits, and of spare and
repair parts shall be done in accordance with applicable specifications and
drawings. To the extent identification marking of such parts is not specified in
applicable specifications or drawings, such marking shall be accomplished in
accordance with the following:

      (1) Parts shall be marked in accordance with generally accepted commercial
practice.

      (2) In cases where parts are so small as not to permit identification
marking as provided above, such parts shall be appropriately coded so as to
permit ready identification.

SEA D-11 - MARKING AND PACKING LIST(S) (NAVSEA) (NOV 1996)

(a) Marking. Shipments, shipping containers and palletized unit loads shall be
 marked in accordance with best commercial practice.

(b) Packing List(s). A packing list (DD Form 250 Material Inspection and
Receiving Report may be used) identifying the contents of each shipment,
shipping container or palletized unit load shall be provided by the Contractor
with each shipment. When a contract line item identified under a single stock
number includes an assortment of related items such as kit or set components,
detached parts or accessories, installation hardware or material, the packing
list(s) shall identify the assorted items.

   Where assortment of related items is included in the shipping container, a
packing list identifying the contents shall be furnished.

(c) Master Packing List. In addition to the requirements in paragraph (b) above,
a master packing list shall be prepared where more than one shipment, shipping
container or palletized unit load comprise the contract line item being shipped.
The master packing list shall be attached to the number one container and so
identified.

(d) Part Identification. All items within the kit, set, installation hardware or
material shall be suitably segregated and identified within the unit pack(s) or
shipping container by part number and/or national stock number.

NSN 7540-01-152-8057          50336-101                OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

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                          N00174-03-D-0003                              19 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

SEA D-12 - WARRANTY NOTIFICATION FOR ITEM(S) 0016 - (NAVSEA) (NOV 1996)

The Contractor shall apply a permanent warranty notification stamping or marking
on each warranted deliverable end item and its container. The notification shall
be placed in close proximity to other required stamping or markings so as to be
easily readable by personnel. The warranty notification shall read:

                   THIS ITEM WARRANTED UNDER CONTRACT N00174-03-D-0003
                   TO CONFORM TO DESIGN, MANUFACTURING, AND
                   PERFORMANCE REQUIREMENTS AND BE FREE FROM
                   DEFECTS IN MATERIAL AND WORKMANSHIP
                   FOR __________________________________FROM
                   DATE OF ACCEPTANCE. IF ITEM IS DEFECTIVE
                   NOTIFY _________________________________ AND PCO.

SEA D-13 - PACKAGING LANGUAGE (W/O MILITARY SPECIFICATIONS)

Item(s) 0001, 0010, and 0016 - The supplies furnished hereunder shall be
packaged in accordance with best commercial practice.

IHD 31 - MARKING OF SHIPMENTS (COMMERCIALLY PACKAGED ITEMS)(NAVSEA/IHD) FEB 2000

(a) Marking shall be in accordance with ASTM D 3951-90,
"Commercial Packaging of Supplies and Equipment."

(b) Additional markings are stated below:

  Contract No:

  Bldg:       TO SPECIFIED ON INDIVIDUAL TASK/DELIVERY ORDERS

  Code:

*Note: When the item is over 1000 lbs the contractor is to stencil the weight on
the crate

NSN 7540-01-152-8057           50336-101               OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

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                         N00174-03-D-0003                               20 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

SECTION E Inspection and Acceptance

CLAUSES INCORPORATED BY REFERENCE:

<TABLE>
<S>              <C>                                         <C>
52.246-4         Inspection Of Services--Fixed Price         AUG 1996
52.246-2         Inspection Of Supplies--Fixed Price         AUG 1996
52.246-16        Responsibility For Supplies                 APR 1984
252.246-7000     Material Inspection And Receiving Report    DEC 1991
</TABLE>

CLAUSES INCORPORATED BY FULL TEXT

SEA E-2 - INSPECTION AND ACCEPTANCE LANGUAGE FOR F.O.B. DESTINATION (NAVSEA)

Item(s) 0001, 0010, and 0016 - Inspection and acceptance shall be made at
destination by a representative of the Government.

IHD 44 - INSPECTION AND ACCEPTANCE (SPECIAL CONDITIONS)(NAVSEA/IHD) FEB 2000

(a)Initial inspection of the supplies to be furnished hereunder shall be made by
IROBOT CORPORATION at the contractor's or subcontractor's plant located at
MILFORD, NH. The cognizant inspector shall be notified when the material is
available for inspection. The place designated for such actions shall not be
changed without authorization of the Contracting Officer. Final inspection and
acceptance shall be made by the GOVERNMENT within 30 days after RECEIPT OF THE
ITEM.

(b)Initial inspection shall consist of quality assurance at point of manufacture
and/or assembly and check/test prior to shipment. Final inspection and
acceptance will be made by the Receiving Activity after installation/check
out/testing of the supplies.

IHD 47 - INSPECTION AND ACCEPTANCE TIMEFRAME (NAVSEA/IHD) FEB 2000

Inspection and acceptance of supplies to be furnished under this contract shall
be made by the Government within 30 days after receipt of material. Payment will
be tendered not later than 30 days after acceptance has occurred.

IHD 49 - INSPECTION AND ACCEPTANCE (DESTINATION) (NAVSEA/IHD) (FEB 2000)

Inspection and acceptance of the supplies or services to be furnished hereunder
shall be made at destination by the receiving activity.

NSN 7540-01-152-8057          50336-101                OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

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                        N00174-03-D-0003                                21 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

SECTION F Deliveries or Performance

CLAUSES INCORPORATED BY REFERENCE:

<TABLE>
<S>              <C>                          <C>
52.242-15        Stop-Work Order              AUG 1989
52.242-17        Government Delay Of Work     APR 1984
52.247-34        F.O.B. Destination           NOV 1991
</TABLE>

CLAUSES INCORPORATED BY FULL TEXT

52.211-8 TIME OF DELIVERY (JUN 1997)

(a) The Government requires delivery to be made according to the following
schedule:

                           REQUIRED DELIVERY SCHEDULE

<TABLE>
<CAPTION>
CLINS      SUPPLIES/SERVICES               DELIVERY DATE           UNIT OF ISSUE    QUANTITY
<S>     <C>                          <C>                           <C>              <C>
0001    Performance Specification    270.00 days after receipt         Each           2.00
        Verification Models          of order (ARO)
        (PSVM)

0002    Post Award Conference        No later than 15.00 days          Lot
                                     ADC

0003    Project Reviews              At least two (2) prior to         Lot
                                     delivery of the PSVMs

0004    Monthly Status Reports       45 days ARO and every             Lot            1.00
                                     month thereafter

0005    Safety Assessment Report     No later than 120 days ARO        Lot            1.00

0006    Lithium Batteries            No later than 30 days ARO         Lot            1.00
        Technical Data

0007    Operation and Maintenance    270.00 days ARO                   Lot            1.00
        Source Data

0008    Training                     After delivery of PSVMs           Lot            1.00

0009    Engineering Services         Upon delivery of PSVMs            Lot            1.00
</TABLE>

NSN 7540-01-152-8057           50336-101               OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET      REFERENCE NO. OF DOCUMENT BEING CONTINUED      PAGE
                         N00174-03-D-0003                               22 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

<TABLE>
<S>          <C>                             <C>                             <C>        <C>
PHASE II

0010         Production Representative       90.00 days after order          Each         2.00
             Models (PRM)

0011         Minor Modifications in                                          Lot
             accordance with the
             Request for Proposal

0012         Project Reviews                 At least one (1) prior to       Lot
                                             delivery of the PRMs

0013         Monthly Status Reports          Monthly                         Lot          1.00

0014         Initial Spares List             90.00 days after order          Lot          1.00

0015         Engineering Services            Continuing from basic           Lot          1.00
                                             requirement for 270 days

PHASE III

0016         Production Systems              To be specified on              Each       250.00
                                             individual delivery
                                             orders

0017         Standard Commercial                                             Lot
             Warranty

0018         Initial Spares                  With production systems         Lot          1.00
                                             as required

0019         Chemical Detection              To be specified on              Lot          1.00
             Mission Package                 individual delivery order

0020         Nuclear Detection Mission       To be specified on              Lot          1.00
             Package                         individual delivery order

0021         Render Safe Mission             To be specified on              Lot          1.00
             Package                         individual delivery order

0022         Disruption Mission Package      To be specified on              Lot          1.00
                                             individual delivery order

0023         Disposal Mission Package        To be specified on              Lot          1.00
                                             individual delivery order

0024         Depot Repair Services           To be specified on              Lot          1.00
                                             individual delivery order
</TABLE>

NSN 7540-01-152-8057          50336-101                OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>


CONTINUATION SHEET       REFERENCE NO. OF DOCUMENT BEING CONTINUED     PAGE
                          N00174-03-D-0003                              23 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

<TABLE>
<S>         <C>                  <C>                           <C>         <C>
0025        Repair Parts         To be specified on            Lot         1.00
                                 individual delivery order
</TABLE>

      The Government will evaluate equally, as regards time of delivery, offers
      that propose delivery of each quantity within the applicable delivery
      period specified above. Offers that propose delivery that will not clearly
      fall within the applicable required delivery period specified above, will
      be considered nonresponsive and rejected. The Government reserves the
      right to award under either the required delivery schedule or the proposed
      delivery schedule, when an offeror offers an earlier delivery schedule
      than require above. If the offeror proposes no other delivery schedule,
      the require delivery schedule above will apply.

                      OFFEROR'S PROPOSED DELIVERY SCHEDULE

<TABLE>
<S>                     <C>                   <C>
ITEM NO.                QUANTITY              WITHIN DAYS AFTER DATE OF CONTRACT
</TABLE>

(b) Attention is directed to the Contract Award provision of the solicitation
that provides that a written award or acceptance of offer mailed, or otherwise
furnished to the successful offeror, results in a binding contract. The
Government will mail or otherwise furnish to the offeror an award or notice of
award not later than the day award is dated. Therefore, the offeror should
compute the time available for performance beginning with the actual date of
award, rather than the date the written notice of award is received from the
Contracting Officer through the ordinary mails. However, the Government will
evaluate an offer that proposes delivery based on the Contractor's date of
receipt of the contract or notice of award by adding (1) five calendar days for
delivery of the award through the ordinary mails, or (2) one working day if the
solicitation states that the contract or notice of award will be transmitted
electronically. (The term "working day" excludes weekends and U.S. Federal
holidays.) If, as so computed, the offered delivery date is later than the
required delivery date, the offer will be considered nonresponsive and rejected.

(End of Clause)

IHD 61 - PLACE OF DELIVERY: DESTINATION (NAVSEA/IHD) FEB 2000

(a)The articles to be furnished hereunder shall be delivered all transportation
charges paid by the contractor to:

               Naval Explosive Ordnance Disposal Technology Division
               Attn: Byron Brezina
               2008 Stump Neck Road, Building 2172
               Indian Head, MD 20640

(b)Bids submitted on a basis other than F.O.B. Destination will be rejected as
non-responsive and proposals may be deemed unacceptable.

IHD 62 - PERIOD OF PERFORMANCE (NAVSEA/IHD) FEB 2000

NSN 7540-01-152-8057          50336-101                OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET      REFERENCE NO. OF DOCUMENT BEING CONTINUED      PAGE
                         N00174-03-D-0003                               24 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

The Basic effort to be performed under this contract, including delivery of
data, shall be completed within a period of 120 months beginning with the
effective date of this contract. The estimated ordering period for each phase is
shown below:

            PHASE I - FROM DATE OF AWARD UNTIL SIX (6) MONTHS AFTER DATE OF
            AWARD (ADC)

            PHASE II - FROM EIGHTEEN (18) MONTHS ADC THROUGH TWENTY-FOUR (24)
            MONTHS ADC

            PHASE III - FROM TWENTY-EIGHT (28) MONTHS ADC THROUGH TEN (10) YEARS
            ADC

                                   (End of Clause)

NSN 7540-01-152-8057           50336-101               OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET       REFERENCE NO. OF DOCUMENT BEING CONTINUED     PAGE
                          N00174-03-D-0003                              25 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

SECTION G Contract Administration Data

ACCOUNTING AND APPROPRIATION DATA

CONTRACT       FUNDING DATA                                            COST CODE

GUARANTEED MINIMUM WILL BE PLACED ON DELIVERY ORDER AT TIME OF AWARD.

CLAUSES INCORPORATED BY REFERENCE:

252.242-7000  Postaward Conference                 DEC 1991

CLAUSES INCORPORATED BY FULL TEXT

NAPS 5252.232-9000 SUBMISSION OF INVOICES (FIXED PRICE) (JUL 1992)

(a)   "Invoice" as used in this clause does not include contractor requests for
      progress payments.

(b)   The contractor shall submit original invoices with copies to the address
      identified in the solicitation/-contract award form (SF 26-Block 10; SF
      33-Block 23; SF 1447-Block 14), unless delivery orders are applicable, in
      which case invoices will be segregated by individual order and submitted
      to the address specified in the order (DD 1155-Block 13 or SF 26-Block
      10).

(c)   The use of copies of the Material Inspection and Receiving Report (MIRR),
      DD Form 250, as an invoice is encouraged. DFARS Appendix F-306 provides
      instructions for such use. Copies of the MIRR used as an invoice are in
      addition to the standard distribution stated in DFARS F-401.

(d)   In addition to the requirements of the Prompt Payment clause of this
      contract, the contractor shall cite on each invoice the contract line item
      number (CLIN); the contract subline item number (SLIN), if applicable; the
      accounting classification reference number (ACRN) as identified on the
      financial accounting data sheets, and the payment terms.

(e)   The contractor shall prepare:

            [X]   a separate invoice for each activity designated to receive the
                  supplies or services.

            [ ]   a consolidated invoice covering all shipments delivered under
                  an individual order.

            [ ]   either of the above.

(f)   If acceptance is at origin, the contractor shall submit the MIRR or other
      acceptance verification directly to the designated payment office. If
      acceptance is at destination, the consignee will forward acceptance
      verification to the designated payment office.

INVOICE MAILING INSTRUCTIONS
                    (To be completed by Contract Specialist)

NSN 7540-01-152-8057           50336-101               OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>


CONTINUATION SHEET      REFERENCE NO. OF DOCUMENT BEING CONTINUED      PAGE
                         N00174-03-D-0003                               26 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

        MAIL INVOICES TO: DFAS COLUMBUS CENTER
                          DFAS-CO/NORTH ENTITLEMENT OPERATIONS
                          P.O. BOX 182266
                          COLUMBUS, OH 43218-2266

                          NAVAL EXPLOSIVE ORDNANCE DISPOSAL TECHNOLOGY DIVISION
                          ATTN: ELLEN LARISCY
                          2008 STUMP NECK ROAD, BUILDING 2015
                          INDIAN HEAD. MD 20640

                 * Check applicable procedure.
                         (End of clause)

SEA G-L - CONTRACT ADMINISTRATION DATA LANGUAGE (NAVSEA)

(a)Electronic Funds Transfer (EFT) Payment Requirements

FAR 52.232-33, MANDATORY INFORMATION FOR ELECTRONIC FUNDS TRANSFER PAYMENT, is
included in this solicitation/contract. All Contractor payments will be made by
EFT unless excepted or otherwise determined by the paying office designated in
the contract.

The Contractor must initiate enrollment in EFT by contacting the paying office
designated in the contract and requesting form SF 3881, Automated Clearing House
(ACH) Vendor/Miscellaneous Payment Enrollment Plan. This form must be completed
by the Contractor and their financial institution and returned to the paying
office. The paying office will complete the process and notify the Contractor
that EFT enrollment is complete. All payments under this contract will be held
until the Contractor provides the required EFT enrollment information.

(b)Enter below the address (street and number, city, county, state and zip code)
of the Contractor's facility which will administer the contract if such address
is different from the address shown on the SF 26 or SF 33, as applicable.

_______________________________________________________________________________

_______________________________________________________________________________


IHD 76 - INDIAN HEAD DIVISION, NAVAL SEA SYSTEMS COMMAND, HOURS OF OPERATION AND
HOLIDAY SCHEDULE (NAVSEA/IHD) FEB 2000

1. The policy of this station is to schedule periods of reduced operations or
shutdown during holiday periods. Deliveries will not be accepted on Saturdays,
Sundays or Holidays except as specifically requested by the Naval Sea Systems
Command. All goods or services attempted to be delivered on a Saturday, Sunday
or Holiday without specific instructions from the Contracting Officer or his
duly appointed representative will be returned to the contractor at his expense
with no cost or liability to the U.S. Government.

2. The scheduled holidays for Indian Head Division, Naval Sea Systems Command
are:

<TABLE>
<CAPTION>
HOLIDAY              DATE OF OBSERVANCE
-------              ------------------
<S>                  <C>
</TABLE>

NSN 7540-01-152-8057           50336-101               OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET      REFERENCE NO. OF DOCUMENT BEING CONTINUED      PAGE
                         N00174-03-D-0003                               27 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

<TABLE>
<S>                              <C>
New Year's Day                   01 January (Tuesday)*
Martin Luther King's Birthday    21 January (Monday)*
President's Day                  18 February (Monday)*
Memorial Day                     28 May (Monday)*
Independence Day                  4 July (Wednesday)*
Labor Day                         3 September (Monday)*
Columbus Day                     15 October (Monday)*
Veteran's Day                    12 November (Monday)*
Thanksgiving Day                 22 November (Thursday)*
Christmas Day                    25 December (Tuesday)*
</TABLE>

* If the actual date falls on a Saturday, the holiday will be observed the
preceding Friday. If the holiday falls on a Sunday, the observance shall be on
the following Monday.

3. The hours of operation for the Contracts Division and Receiving Branch are as
follows:

<TABLE>
<CAPTION>
             AREA                         FROM               TO
             ----                         ----               --
<S>                                    <C>               <C>
Contracts Division (BLDG. 1558)         7:30 A.M.         4.00 P.M.

Receiving Branch (BLDG. 116)            7:30 A.M.        11.00 A.M.
                                       12:30 P.M.         2:00 P.M.
</TABLE>

If you intend to visit the Contracts Division, it is advised that you call for
an appointment at least 24 hours in advance.

NSN 7540-01-152-8057           50336-101               OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET      REFERENCE NO. OF DOCUMENT BEING CONTINUED      PAGE
                         N00174-03-D-0003                               28 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

SECTION H Special Contract Requirements

CLAUSES INCORPORATED BY FULL TEXT

IHD 1 - CONTRACTOR PERFORMANCE ASSESSMENT RATING SYSTEM (CPARS) NAVSEA/IHD (JAN
2001)

(a) Pursuant to FAR 42.1502, this contract is subject to DoD's Contractor
Performance Assessment System (CPARS). CPARS is an automated centralized
information system accessible via the Internet that maintains reports of
contractor performance for each contract. CPARS is located at
http://www.nslcptsmh.navsea.navy.mil/. Further information on CPARS is
available at that web-site.

(b) Under CPARS, the Government will conduct annual evaluations of the
contractor's performance. The contractor has thirty (30) days after the
Government's evaluation is completed to comment on the evaluation. The
opportunity to review and comment is limited to this time period and will not be
extended. Failure to review the report at this time will not prevent the
Government from using the report.

(c) The contractor may request a meeting to discuss the CPAR. The meeting is to
be requested via e-mail to the CPARS Program Manager no later than seven days
following receipt of the CPAR. A meeting will then be held during the
contractor's 30-day review period.

(d) The CPARS system requires the Government to assign the contractor a UserlD
and password in order to view and comment on the evaluation. Provide the name(s)
of at least one individual (not more than three) that will be assigned as your
Defense Contractor Representative for CPARS.

<TABLE>
<CAPTION>
       NAME                      PHONE                 E-MAIL ADDRESS (OPTIONAL)
       ----                      -----                 -------------------------
<S>                       <C>                          <C>
__________________        ____________________         _________________________

__________________        ____________________         _________________________

__________________        ____________________         _________________________
</TABLE>

                                 (End of Clause)

IHD 91 - ORDERING UNDER MULTIPLE AWARD CONTRACTS (FEB 2000) (NAVSEA/IHD)

In the event that multiple awards result from this solicitation, task orders
will be issued, competed, evaluated and awarded in accordance with the specific
terms and conditions of each delivery order which may include price, past
performance, technical proposal, or a combination thereof. Fair Opportunity to
compete for each individual order need not be given to awardees for a particular
order over $2500.00 due to (1) urgency of the task, (2) quality of past
deliverables or (3) economy/efficiency interests as determined by the
Contracting Officer.

IHD 113 - NOTICE OF INCORPORATION OF SECTIONS K, L, AND M (NAVSEA/IHD) FEB 2000

NSN 7540-01-152-8057         50336-101                 OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET     REFERENCE NO. OF DOCUMENT BEING CONTINUED       PAGE
                        N00174-03-D-0003                                29 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

The following sections of the solicitation will not be distributed with the
contract; however, they are incorporated in and form a part of the resultant
contract as though furnished in full text therewith:

<TABLE>
<CAPTION>
SECTION                                  TITLE
<S>         <C>
K           Representations, Certifications and Other Statements of offerors
            (Bidders)

L           Instructions, Conditions, and Notices to offerors (Bidders)

M           Evaluation Factors for Award
</TABLE>

IHD 114 - CONTRACTING OFFICER'S REPRESENTATIVE (COR) (NAVSEA/IHD) FEB 2000

(a) The COR for this contract is:

Name: Byron Brezina
Mailing Address: 2008 Stump Neck Rd., Bldg. 2172, Indian Head, MD 20640
Code: 50     Telephone No.: 301-744-6850, x255

(b) The Alternate COR for this contract is:
Name:
Mailing Address:
Code:        Telephone No.:

(c) The COR will act as the Contracting Officer's representative for technical
matters, providing technical direction and discussion, as necessary, with
respect to the specification or statement of work, and monitoring the progress
and quality of contractor performance. The COR is not an Administrative
Contracting Officer and does not have authority to direct the accomplishment of
effort which is beyond the scope of the statement of work in the contract (or
delivery order).

(d) When, in the opinion of the contractor, the COR requests effort outside the
existing scope of the contract (or delivery order), the contractor shall
promptly notify the contracting officer (or ordering officer) in writing. No
action shall be taken by the contractor under such direction until the
contracting officer has issued a modification to the contract (or in the case of
a delivery order, until the ordering officer has issued a modification to the
delivery order); or until the issue has been otherwise resolved.

(e) In the event that the COR named above is absent due to leave, illness or
official business, all responsibility and functions assigned to the COR will be
the responsibility of the alternate COR.

IHD 125 - TYPES OF DELIVERY ORDERS UNDER INDEFINITE DELIVERY TYPE CONTRACTS (FEB
2000) (NAVSEA/IHD)

(a) The following types of delivery orders will be issued under this contract:
fixed price

SEA H-l - NAVSEA 5252.202-9101 ADDITIONAL DEFINITIONS (MAY 1993)

NSN 7540-01-152-8057           50336-101               OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET       REFERENCE NO. OF DOCUMENT BEING CONTINUED     PAGE
                          N00174-03-D-0003                              30 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

As used throughout this contract, the following terms shall have the meanings
set forth below:

(a) DEPARTMENT - means the Department of the Navy.

(b) REFERENCES TO THE FEDERAL ACQUISITION REGULATION (FAR) - All references to
the FAR in this contract shall be deemed to also reference the appropriate
sections of the Defense FAR Supplement (DFARS), unless clearly indicated
otherwise.

(c) REFERENCES TO ARMED SERVICES PROCUREMENT REGULATION OR DEFENSE ACQUISITION
REGULATION - All references in this document to either the Armed Services
Procurement Regulation (ASPR) or the Defense Acquisition Regulation (DAR) shall
be deemed to be references to the appropriate sections of the FAR/DFARS.

(d) NATIONAL STOCK NUMBERS - Whenever the term Federal Item Identification
Number and its acronym FIIN or the term Federal Stock Number and its acronym FSN
appear in the contract, order or their cited specifications and standards, the
terms and acronyms shall be interpreted as National Item Identification Number
(NIIN) and National Stock Number (NSN) respectively which shall be defined as
follows:

      (1) National Item Identification Number (NIIN). The number assigned to
each approved Item Identification under the Federal Cataloging Program. It
consists of nine numeric characters, the first two of which are the National
Codification Bureau (NCB) Code. The remaining positions consist of a seven digit
non-significant number.

      (2) National Stock Number (NSN). The National Stock Number (NSN) for an
item of supply consists of the applicable four position Federal Supply Class
(FSC) plus the applicable nine position NIIN assigned to the item of supply.

SEA H-21 - NAVSEA 5252.216-9110 ORDERS (FIXED-PRICE) (JULY 1999)

(a) General. Orders for supplies or services specified in Section B of the
Schedule may be issued by the Contracting Officer at any time during the
effective period of this agreement. Except as otherwise provided in paragraph
(e) below, the Contractor agrees to accept and perform orders issued by the
Contracting Officer within the scope of this agreement. It is understood and
agreed that the Government has no obligation under the terms of this agreement
to issue any orders. Except as otherwise provided in any order, the Contractor
shall furnish all materials and services necessary to accomplish the work
specified in each order issued hereunder; provided, however, that this agreement
shall not be used for the furnishing of supplies or services which are covered
by any "guaranty" or "warranty" clause(s) of the contract(s) under which the
supplies were manufactured. In the event of any inconsistency between any order
and this agreement, this agreement shall control. All requirements of this
agreement shall be applicable to all orders issued hereunder. Wherever the word
"contract" appears in this agreement, it shall be deemed to include within its
meaning the word "order", and each order shall be considered a separate binding
contract as of its effective date. The Contractor shall segregate the costs
incurred in the performance of any order issued hereunder from the costs of all
other orders issued under this agreement.

(b) Ordering. Orders and revisions thereto shall be made in writing and be
signed by any authorized Contracting Officer cited in paragraph (i). Each order
shall:

NSN 7540-01-152-8057          50336-101                OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110
<PAGE>

CONTINUATION SHEET   REFERENCE NO. OF DOCUMENT BEING CONTINUED   PAGE
                      N00174-03-D-0003                            31 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

      (1)   set forth detailed specifications or requirements for the supplies
            or services being ordered, (or reference applicable specifications
            or requirements in Section C of this agreement), and, shall refer to
            the appropriate item under Section B of this agreement;

      (2)   set forth quantities being ordered;

      (3)   set forth preservation, packaging and packing instructions, if any;

      (4)   set forth delivery or performance dates;

      (5)   designate the place(s) where inspection and acceptance will be made
            by the Government;

      (6)   set forth either the firm contract price or, in the case of an
            undefinitized order, the definitization schedule and both the
            monetary limitation on Government liability for the undefinitized
            order and the maximum ceiling amount at which the order may be
            definitized;

      (7)   set forth appropriation and accounting data for the work being
            ordered;

      (8)   set forth any discount offered for prompt payment;

      (9)   be dated;

      (10)  be identified by number in accordance with DFARS 204.7004;

      (11)  set forth the property, if any, to be furnished by the Government
            and the date(s) such property is to be delivered to the Contractor;

      (12)  set forth the disbursing office where payment is to be made and
            other applicable contract administration data;

      (13)  cite the applicable circumstance or exception and the justification
            control number. Orders for items not identified in the class
            justification, or an individual justification, and the basic
            ordering agreement are unauthorized;

      (14)  be issued on an SF 26 or a DD Form 1155; and

      (15)  set forth any other pertinent information.

(c) Firm Priced Orders. Except as otherwise provided in paragraph (d) below, the
Contractor shall not begin any work on an order until a firm priced order is
issued by the Contracting Officer. Upon receipt of a proposed order, the
Contractor shall promptly submit to the Contracting Officer a price proposal for
the work specified in the order. The Contractor agrees that it will submit such
cost or pricing data as the Contracting Officer may require. Promptly after
receipt of the Contractor's proposal and supporting cost or pricing data, the
Contractor and the Contracting Officer shall negotiate and agree upon a price
and delivery schedule for the work being ordered. The price and delivery
schedule, as agreed upon, shall be set forth in the priced order and the order
shall be signed by both the Contracting Officer and the Contractor. Upon receipt
of the priced order, the Contractor shall promptly commence work and shall
diligently complete it.

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>


CONTINUATION SHEET   REFERENCE NO. OF DOCUMENT BEING CONTINUED   PAGE
                      N00174-03-D-0003                            32 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

(d) Undefinitized Orders. Whenever the Contracting Officer determines that
urgent demands or requirements prevent the issuance of a firm priced order, the
Contracting Officer may issue an unpriced order. Such order may be unilateral or
bilateral and shall establish a limitation on Government liability, a maximum
ceiling amount and a schedule for definitization, as described in subparagraph
(f)(2) below. Upon request, the Contractor shall submit a maximum ceiling amount
proposal before the undefinitized order is issued. The maximum ceiling amount is
the maximum price at which the order may be definitized. Except as provided in
paragraph (e) below, the Contractor shall commence performance of the order upon
receipt. The clause entitled "CONTRACT DEFINITIZATION" (DFARS 252.217-7027)
shall be included in any undefinitized order.

(e) Rejection of Unilateral Orders. The Contractor may reject any unilateral
order if the Contractor determines it cannot feasibly perform the order, or if
it does not concur with the maximum ceiling amount. However, each unilateral
order shall be deemed to have been accepted by the Contractor unless within
fifteen (15) days of issuance of the order the Contractor notifies the
Contracting Officer in writing of its rejection of the order.

(f) Definitization of Undefinitized Orders. (1) The Contractor agrees that
following the issuance of an undefinitized order, it will promptly begin
negotiating with the Contracting Officer the price and terms of a definitive
order that will include: (A) all clauses required by regulation on the date of
the order; (B) all clauses required by law on the date of execution of the
definitive order; and, (C) other mutually agreeable clauses, terms and/or
conditions. No later than sixty (60) days after the undefinitized order is
issued, the Contractor shall submit a cost proposal with sufficient data to
support the accuracy and derivation of its price; and, when required by FAR or
the Contracting Officer, cost or pricing data. If additional cost information is
available prior to the conclusion of negotiations, the Contractor shall provide
that information to the Contracting Officer. The price agreed upon shall be set
forth in a bilateral modification to the order. In no event shall the price
exceed the maximum ceiling amount specified in the undefinitized order.

      (2) Each undefinitized order shall contain a schedule for definitization
which shall include a target date for definitization and dates for submission of
a qualifying proposal, beginning of negotiations and, if appropriate, submission
of make-or-buy and subcontracting plans and cost or pricing data. Submission of
a qualifying proposal in accordance with the definitization schedule is a
material element of the order. The schedule shall provide for definitization of
the order by the earlier of:

            (i)   specified target date which is not more than 180 days after
                  the issuance of the undefinitized order. However, that target
                  date may be extended by the Contracting Officer for up to 180
                  days after the Contractor submits a qualifying proposal as
                  defined in DFARS 217.7401; or

            (ii)  the date on which the amount of funds obligated by the
                  Government under the undefinitized order exceeds fifty percent
                  (50%) of the order's maximum ceiling amount, except as
                  provided in subparagraph (f)(3) below.

      (3) If agreement on a definitive order is not reached within the time
provided pursuant to subparagraph (f)(2) above, the Contracting Officer may,
with the approval of the Head of the Contracting Activity, determine a
reasonable price in accordance with Subpart 15.8 and Part 31 of the FAR, and
issue a unilateral order subject to Contractor appeal as provided in the
"DISPUTES" clause (FAR 52.233-1). In any event, the Contractor shall proceed
with completion of the order, subject to the "LIMITATION OF GOVERNMENT
LIABILITY" clause (FAR 52.216-24).

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>

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NAME OF OFFEROR OR CONTRACTOR
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(g) Limitation of Government Liability. (1) Each undefinitized order shall set
forth the limitation of Government liability, which shall be the maximum amount
that the Government will be obligated to pay the Contractor for performance of
the order until the order is definitized. The Contractor is not authorized to
make expenditures or incur obligations exceeding the limitation of Government
liability set forth in the order. If such expenditures are made, or if such
obligations are incurred, those expenditures and obligations will be at the
Contractor's sole risk and expense. Further, the limitation of liability shall
be the maximum Government liability if the order is terminated. The clause at
FAR 52.216-24 shall be included in any undefinitized order.

      (2) Except for undefinitized orders for Foreign Military Sales; purchases
of less than $25,000; special access programs; and Congressionally-mandated long
lead procurements; and except as otherwise provided in subparagraph (g)(3)
below, the limitation of Government liability shall not exceed fifty percent
(50%) of the maximum ceiling amount of an undefinitized order. In the case of
orders within these excepted categories, however, the procedures set forth
herein shall be followed to the maximum extent practical.

      (3) If the Contractor submits a qualifying proposal, as defined in DFARS
217.7401, to definitize an order before the Government obligated fifty percent
(50%) of the maximum ceiling amount, the Contracting Officer may increase the
limitation of Government liability up to no more than seventy-five percent (75%)
of the maximum ceiling amount or up to seventy-five percent (75%) of the price
proposed by the Contractor, whichever is less.

      (4) If at any time the Contractor believes that its expenditures under an
order will exceed the limitation of Government liability, the Contractor shall
so notify the Contracting Officer, in writing, and propose an appropriate
increase in the limitation of Government liability of such order. Within thirty
(30) days of such notice, the Contracting Officer will either (i) notify the
Contractor in writing of such appropriate increase, or (ii) instruct the
Contractor how and to what extent the work shall be continued; provided,
however, that in no event shall the Contractor be obligated to proceed with work
on an undefinitized order beyond the point where its costs incurred plus a
reasonable profit exceed the limitation of Government liability, and provided
also that in no event shall the Government be obligated to pay the Contractor
any amount in excess of the limitation of Government liability specified in any
such order prior to definitization.

(h) Initial Spares. The limitations set forth in paragraph (d) and subparagraphs
(f)(2), (g)(2) and (g)(3), do not apply to undefinitized orders for the purchase
of initial spares.

(i) Ordering Activities. The following activities are authorized to issue orders
hereunder:

The Contracting Officer of the Ordering Activity shall forward a copy of each
executed order marked "DD-350", to the Commander, Naval Sea Systems Command,
ATTN: SEA 0293.

(j) Funds in the following amount are committed under this Basic Ordering
Agreement for use by the Ordering Activity in obligating funds to pay for orders
placed hereunder:

<TABLE>
<S>                  <C>
Item                 Funds
</TABLE>

The Contracting Officer of the Ordering Activity shall forward a copy of each
executed order marked ADD-350(congruents), to the Commander, Naval Sea Systems
Command, ATTN: SEA 0294.

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>

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                      N00174-03-D-0003                            34 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

SECTION I Contract Clauses

CLAUSES INCORPORATED BY REFERENCE:

<TABLE>
<S>             <C>                                                             <C>
52.202-1        Definitions                                                     DEC 2001
52.203-3        Gratuities                                                      APR 1984
52.203-5        Covenant Against Contingent Fees                                APR 1984
52.203-6 Alt I  Restrictions On Subcontractor Sales To The Government (Jul      OCT 1995
                1995)-- Alternate I
52.203-7        Anti-Kickback Procedures                                        JUL 1995
52.203-8        Cancellation, Rescission, and Recovery of Funds for Illegal or  JAN 1997
                Improper Activity
52.203-12       Limitation On Payments To Influence Certain Federal             JUN 1997
                Transactions
52.204-4        Printed or Copied Double-Sided on Recycled Paper                AUG 2000
52.208-9        Contractor Use of Mandatory Sources of Supply or Services       FEB 2002
52.209-6        Protecting the Government's Interest When Subcontracting With   JUL 1995
                Contractors Debarred, Suspended, or Proposed for Debarment
52.211-15       Defense Priority And Allocation Requirements                    SEP 1990
52.215-8        Order of Precedence--Uniform Contract Format                    OCT 1997
52.219-6        Notice Of Total Small Business Set-Aside                        JUL 1996
52.219-8        Utilization of Small Business Concerns                          OCT 2000
52.219-14       Limitations On Subcontracting                                   DEC 1996
52.222-3        Convict Labor                                                   AUG 1996
52.222-21       Prohibition Of Segregated Facilities                            FEB 1999
52.222-26       Equal Opportunity                                               FEB 1999
52.222-35       Equal Opportunity For Disabled Veterans, Veterans of the        DEC 2001
                Vietna Era and Other Eligible Veterans
52.222-36       Affirmative Action For Workers With Disabilities                JUN 1998
52.222-37       Employment Reports On Special Disabled Veterans, Veterans Of    DEC 2001
                The Vietnam Era and Other Eligible Veterans
52.223-10       Waste Reduction Program                                         AUG 2000
52.223-14       Toxic Chemical Release Reporting                                OCT 2000
52.225-8        Duty-Free Entry                                                 FEB 2000
52.225-13       Restrictions on Certain Foreign Purchases                       JUL 2000
52.226-1        Utilization Of Indian Organizations And Indian-Owned Economic   JUN 2000
                Enterprises
52.227-1        Authorization and Consent                                       JUL 1995
52.227-2        Notice And Assistance Regarding Patent And Copyright            AUG 1996
                Infringement
52.229-3        Federal, State And Local Taxes                                  JAN 1991
52.229-5        Taxes--Contracts Performed In U S Possessions Or Puerto Rico    APR 1984
52.232-1        Payments                                                        APR 1984
52.232-8        Discounts For Prompt Payment                                    FEB 2002
52.232-11       Extras                                                          APR 1984
52.232-17       Interest                                                        JUN 1996
</TABLE>

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110


<PAGE>

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<TABLE>
<S>             <C>                                                             <C>
52.232-23       Assignment Of Claims                                            JAN 1986
52.232-25       Prompt Payment                                                  FEB 2002
52.232-33       Payment by Electronic Funds Transfer--Central Contractor        MAY 1999
                Registration
52.233-1 Alt I  Disputes (Dec 1998) - Alternate I                               DEC 1991
52.233-3        Protest After Award                                             AUG 1996
52.242-13       Bankruptcy                                                      JUL 1995
52.243-1        Changes--Fixed Price                                            AUG 1987
52.247-63       Preference For U.S. Flag Air Carriers                           JAN 1997
52.249-2        Termination For Convenience Of The Government (Fixed-Price)     SEP 1996
52.249-8        Default (Fixed-Price Supply & Service)                          APR 1984
52.251-1        Government Supply Sources                                       APR 1984
52.253-1        Computer Generated Forms                                        JAN 1991
252.203-7001    Prohibition On Persons Convicted of Fraud or Other Defense-     MAR 1999
                Contract-Related Felonies
252.203-7002    Display Of DOD Hotline Poster                                   DEC 1991
252.204-7002    Payment For Subline Items Not Separately Priced                 DEC 1991
252.204-7003    Control Of Government Personnel Work Product                    APR 1992
252.204-7004    Required Central Contractor Registration                        NOV 2001
252.205-7000    Provisions Of Information To Cooperative Agreement Holders      DEC 1991
252.209-7004    Subcontracting With Firms That Are Owned or Controlled By The   MAR 1998
                Government of a Terrorist Country
252.225-7001    Buy American Act And Balance Of Payments Program                MAR 1998
252.225-7002    Qualifying Country Sources As Subcontractors                    DEC 1991
252.225-7009    Duty-Free Entry--Qualifying Country Supplies (End Products and  AUG 2000
                Components)
252.225-7010    Duty-Free Entry--Additional Provisions                          AUG 2000
252.225-7012    Preference For Certain Domestic Commodities                     AUG 2000
252.225-7031    Secondary Arab Boycott Of Israel                                JUN 1992
252.225-7043    Antiterrorism/Force Protection Policy for Defense Contractors   JUN 1998
                Outside the United States
252.226-7001    Utilization of Indian Organizations and Indian-Owned Economic   SEP 2001
                Enterprises-DoD Contracts
252.227-7013    Rights in Technical Data--Noncommercial Items                   NOV 1995
252.227-7014    Rights in Noncommercial Computer Software and Noncommercial     JUN 1995
                Computer Software Documentation
252.227-7016    Rights in Bid or Proposal Information                           JUN 1995
252.227-7019    Validation of Asserted Restrictions--Computer Software          JUN 1995
252.227-7030    Technical Data--Withholding Of Payment                          MAR 2000
252.227-7036    Declaration of Technical Data Conformity                        JAN 1997
252.227-7037    Validation of Restrictive Markings on Technical Data            SEP 1999
252.243-7001    Pricing Of Contract Modifications                               DEC 1991
252.243-7002    Requests for Equitable Adjustment                               MAR 1998
252.246-7000    Material Inspection And Receiving Report                        DEC 1991
252.247-7023    Transportation of Supplies by Sea                               MAR 2000
252.247-7024    Notification Of Transportation Of Supplies By Sea               MAR 2000
</TABLE>

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>

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                      N00174-03-D-0003                            36 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP


CLAUSES INCORPORATED BY FULL TEXT

52.216-18 - ORDERING (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 date of
award through ten (10) years thereafter. The ordering period for Phase I shall
be from date of award until six (6) months after date of contract (ADC). The
ordering period for Phase II shall be from eighteen (18) months ADC through
twenty-four (24) months ADC. The ordering period for Phase III shall be from
twenty-eight (28) months ADC through ten (10) years ADC.

(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)

52.216-19 ORDER LIMITATIONS. (OCT 1995)

(a) Minimum order. When the Government requires supplies or services covered by
this contract in an amount of less than CLINs 0001 through 0009, 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 250 units (insert dollar figure or
quantity);

(2) Any order for a combination of items in excess of 250 production units
(insert dollar figure or quantity); or

(3) A series of orders from the same ordering office within 30days that together
call for quantities exceeding the limitation in subparagraph (1) or (2) above.

(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) above.

(d) Notwithstanding paragraphs (b) and (c) above, 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 10days 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)

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>


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                      N00174-03-D-0003                            37 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

52.216-22 INDEFINITE QUANTITY. (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 120 days after expiration date of the contract.

(End of clause)

52.223-11 OZONE-DEPLETING SUBSTANCES (MAY 2001)

(a) Definition. Ozone-depleting substance, as used in this clause, means any
substance the Environmental Protection Agency designates in 40 CFR part 82 as--

(1) Class I, including, but not limited to, chlorofluorocarbons, halons, carbon
tetrachloride, and methyl chloroform; or

(2) Class II, including, but not limited to, hydrochlorofluorocarbons.

(b) The Contractor shall label products which contain or are manufactured with
ozone-depleting substances in the manner and to the extent required by 42 U.S.C.
7671j (b), (c), and (d) and 40 CFR Part 82, Subpart E, as follows:

"WARNING: Contains (or manufactured with, if applicable), a substance(s) which
harm(s) public health and environment by destroying ozone in the upper
atmosphere."----------------------

The Contractor shall insert the name of the substance(s).

(End of clause)

52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

This contract incorporates one or more clauses by reference, with the same force
and effect as if they were given in full text. Upon request, the Contracting
Officer will make their full text available. Also, the full text of a clause may
be accessed electronically at this/these address(es):

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>

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                      N00174-03-D-0003                            38 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

            http://www.arnet.gov/far/

            http://www.acq.osd.mil/dp/dars/dfars/dfars.html

252.225-7008 SUPPLIES TO BE ACCORDED DUTY-FREE ENTRY (MAR 1998)

In accordance with paragraph (b) of the Duty-Free Entry clause of this contract,
in addition to duty-free entry for all qualifying country supplies (end products
and components) and all eligible end products subject to applicable trade
agreements (if this contract contains the Buy American Act--Trade
Agreements--Balance of Payments Program clause or the Buy American Act--North
American Free Trade Agreement Implementation Act--Balance of Payments Program
clause), the following foreign end products that are neither qualifying country
end products nor eligible end products under a trade agreement, and the
following nonqualifying country components, are accorded duty-free entry.

(End of Clause)

252.251-7000 ORDERING FROM GOVERNMENT SUPPLY SOURCES (MAY 1995)

(a) When placing orders under Federal Supply Schedules or Personal Property
Rehabilitation Price Schedules, the Contractor shall follow the terms of the
applicable schedule and authorization. Include in each order:

(1) A copy of the authorization (unless a copy was previously furnished to the
Federal Supply Schedule or Personal Property Rehabilitation Price Schedule
contractor).

(2) The following statement:

This order is placed under written authorization from     dated      . In
the event of any inconsistency between the terms and conditions of this order
and those of your Federal Supply Schedule contract or Personal Property
Rehabilitation Price Schedule contract, the latter will govern.

(3) The completed address(es) to which the Contractor's mail, freight, and
billing documents are to be directed.

(b) If a Federal Supply Schedule contractor refuses to honor an order placed by
a Government contractor under an agency authorization, the Contractor shall
report the circumstances to the General Services Administration, FFN,
Washington, DC 20406, with a copy to the authorizing office.

(c) When placing orders under nonmandatory schedule contracts and requirements
contracts, issued by the General Services Administration (GSA) Office of
Information Resources Management, for automated data processing equipment,
software and maintenance, communications equipment and supplies, and
teleprocessing services, the Contractor shall follow the terms of the applicable
contract and the procedures in paragraph (a) of this clause.

(d) When placing orders for Government stock, the Contractor shall --

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>

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                      N00174-03-D-0003                            39 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

(1) Comply with the requirements of the Contracting Officer's authorization,
using FEDSTRIP or MILSTRIP procedures, as appropriate;

(2) Use only the GSA Form 1948-A, Retail Services Shopping Plate, when ordering
from GSA Self-Service Stores;

(3) Order only those items required in the performance of Government contracts;
and

(4) Pay invoices from Government supply sources promptly. For purchases made
from DoD supply sources, this means within 30 days of the date of a proper
invoice (see also Defense Federal Acquisition Regulation Supplement (DFARS)
251.105). For purposes of computing interest for late Contractor payments, the
Government's invoice is deemed to be a demand for payment in accordance with the
Interest clause of this contract. The Contractor's failure to pay may also
result in the DoD supply source refusing to honor the requisition (see DFARS
251.102(f)) or in the Contracting Officer terminating the Contractor's
authorization to use DoD supply sources. In the event the Contracting Officer
decides to terminate the authorization due to the Contractor's failure to pay in
a timely manner, the Contracting Officer shall provide the Contractor with
prompt written notice of the intent to terminate the authorization and the basis
for such action. The Contractor shall have 10 days after receipt of the
Government's notice in which to provide additional information as to why the
authorization should not be terminated. Such termination shall not provide the
Contractor with an excusable delay for failure to perform or complete the
contract in accordance with the terms of the contract, and the Contractor shall
be solely responsible for any increased costs.

(e) Only the Contractor may request authorization for subcontractor use of
Government supply sources. The Contracting Officer will not grant authorizations
for subcontractor use without approval of the Contractor.

(f) Government invoices shall be submitted to the Contractor's billing address,
and Contractor payments shall be sent to the Government remittance address
specified below:

Contractor's Billing Address [include point of contact and telephone number]:

Government Remittance Address [include point of contact and telephone number]:

(End of clause)

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>

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                      N00174-03-D-0003                            40 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

SECTION J List of Documents, Exhibits and Other Attachments

Attachment A - Performance Specification

Attachment B - Contract Administration Plan

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>

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                      N00174-03-D-0003                            41 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

                           PERFORMANCE SPECIFICATION
                                    FOR THE
                        MAN TRANSPORTABLE ROBOTIC SYSTEM

                                    1. SCOPE

This performance specification contains the complete requirements for the Man
Transportable Robotic System (MTRS), including interface characteristics and
quality assurance provisions.

                             2. SYSTEM REQUIREMENTS

2.1 SYSTEM DESCRIPTION

The purpose of the MTRS is to complement/augment the military EOD technician
when performing reconnaissance during extremely hazardous EOD missions involving
unexploded ordnance (UXO) and improvised explosive devices (IEDs). The MTRS will
provide the operator with good situational awareness(1) of the area that is
being reconnoitered. The major components of the MTRS will be a remote
controlled vehicle and an operator control station (OCS). Communication between
the OCS and the vehicle shall be accomplished in both a wireless mode and a
cabled mode. The vehicle will be composed of a teleoperated(2) platform and a
teleoperated robotic manipulator. The vehicle shall incorporate industry
standard communication ports to enable interoperability with various sensors in
future system upgrades that will enhance the reconnaissance capabilities of the
MTRS. The MTRS shall also have an integrated firing circuit to enable
interoperability with explosive EOD tools in future system upgrades that will
add render safe, disruption, and disposal capabilities to the MTRS.

2.2 CHARACTERISTICS

2.2.1 PERFORMANCE CHARACTERISTICS.

      2.2.1.1 VEHICLE SIZE. The vehicle size shall be such that the vehicle can
travel through a door opening with a clear width of 25 inches and turn into a
corridor with a width of 36 inches. The capability of the vehicle to travel down
passageways with a width of 18 inches is desired.

      2.2.1.2 VEHICLE MOBILITY.

Note: The vehicle shall meet the specifications contained in sections 2.2.1.2.1
through and including 2.2.1.2.10 while carrying a 10 pound payload that is
located as close as possible to the center of gravity of the vehicle.

Note: Modular mobility aids may be used to enhance vehicle performance for
specific mobility specifications. However, the vehicle, without any modular
mobility aids, shall meet the specifications contained in sections

------------------
(1)Situational awareness refers to the degree of accuracy by which the
operator's perception of the environment surrounding the vehicle mirrors reality

(2)Teleoperation implies the presence of a human being in the control loop

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>

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NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

2.2.1.2.1, 2.2.1.2.5, 2.2.1.3, and 2.2.1.6. Mobility aids, if any, shall be
modular with respect to the vehicle platform, requiring no more than five
minutes to install or remove without the use of tools.

            2.2.1.2.1 STAIRS. The vehicle shall be capable of climbing the
following stair types:

                  -     Wooden Residential Stairs - Consists of 13 steps in a
                        straight flight with 8.25 inch risers and 9 inch treads
                        (43 degree climb angle). Stair width is 36 inches.

                  -     Carpeted Wooden Residential Stairs - Consists of five
                        steps in a straight flight, a quarter landing, and eight
                        steps in a straight flight. Stair width is 36 inches
                        with 7.75 inch risers and 10 inch treads (38 degree
                        climb angle). All stairs and landing are carpeted.

                  -     Commercial Building Stairs - Consists of 13 steps in a
                        straight flight, a half landing, and 10 steps in a
                        straight flight. Stair width is 42 inches with 7 inch
                        risers and 11 inch treads (32 degree climb angle). Tread
                        surface is finished masonry with anti-skid nosings.

The capability to climb 36 inch wide wooden stairs with 10 inch risers and 5.75
inch treads (60 degree climb angle) is desired.

            2.2.1.2.2 SLOPES (CLIMB). The vehicle shall be capable of climbing a
45 degree dry grass-covered slope. The capability to climb a 60 degree dry
grass-covered slope is desired.

            2.2.1.2.3 SLOPES (TRAVERSE). The vehicle shall be capable of
traversing a 30 degree dry grass-covered slope. The capability to traverse a 45
degree dry grass-covered slope is desired.

            2.2.1.2.4 SNOW. The vehicle shall be capable of maneuvering in snow
that is 2 inches deep. The capability to maneuver in snow that is 6 inches deep
is desired.

            2.2.1.2.5 CURB. The vehicle shall have the capability to maneuver
over a 6 inch concrete curb. The capability to maneuver over a 12 inch concrete
curb is desired.

            2.2.1.2.6 RUBBLE/DEBRIS. The vehicle shall have the capability to
maneuver on rubble/debris with an average diameter of 4 inches. The capability
to maneuver on rubble/debris with an average diameter of 8 inches is desired.

            2.2.1.2.7 SAND. The vehicle shall have the capability to maneuver on
unpacked sand that is 2 inches deep. The capability to maneuver on unpacked sand
that is 6 inches deep is desired.

            2.2.1.2.8 HIGH GRASS. The vehicle shall have the capability to
maneuver in grass that is 6 inches high. The capability to maneuver in grass
that is 12 inches high is desired.

            2.2.1.2.9 SHALLOW WATER. The vehicle shall have the capability to
maneuver in standing water that is 4 inches deep. The capability to maneuver in
standing water that is 6 inches deep is desired.

            2.2.1.2.10 MUD. The vehicle shall have the capability to maneuver in
mud.

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>

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NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

      2.2.1.3 ENDURANCE. The vehicle and OCS, while being powered by internal
power sources such as batteries, shall be capable of two hours of continuous
operation when being operated against the following endurance profile in
wireless mode and cabled mode:

            -     Drive vehicle 800 meters on a dirt road with three neutral
                  clockwise 180 degree turns and four neutral counterclockwise
                  180 degree turns over a 20 minute period.

            -     Perform reconnaissance in search area along dirt path in
                  wooded area for 50 minutes. Search area is 100 meters long by
                  20 meters wide. Reconnaissance of certain targets to involve
                  manipulator usage.

            -     Grasp a target with the manipulator, transport target a
                  distance of 100 meters, and place target over a period of 10
                  minutes.

            -     Monitor roadway with vehicle stationary (camera movements
                  only) for 20 minutes.

            -     Drive vehicle 800 meters on a level dirt road with four
                  neutral clockwise 180 degree turns and three neutral
                  counterclockwise 180 degree turns over a 20 minute period.

The vehicle shall meet the endurance specification while carrying a 10 pound
payload that is located as close as possible to the center of gravity of the
vehicle. The capability to continuously operate the vehicle and OCS for four
hours (two consecutive endurance profiles with no battery changeout or
recharging) is desired.

      2.2.1.4 RANGE.

            2.2.1.4.1 WIRELESS MODE. When being operated in wireless mode, the
maximum range of operation between the vehicle and the OCS shall be no less than
800 meters (line of sight). A range of 2000 meters is desired. No performance
degradation (e.g. loss of vehicle control, loss of vehicle functions, loss of
video, loss of audio) shall occur when the vehicle is at the maximum range or at
any distance (line of sight) that is less than the maximum range. The operating
frequencies used shall fall into one or more of the following frequency bands:

                  -     138 MHz - 144 MHz (Narrowband - Occupied Bandwidth less
                        than or equal to 12.5 kHz)

                  -     148 MHz - 149.9 MHz (Narrowband - Occupied Bandwidth
                        less than or equal to 12.5 kHz)

                  -     150.05 MHz - 150.8 MHz (Narrowband - Occupied Bandwidth
                        less than or equal to 12.5 kHz)

                  -     1755 MHz - 1850 MHz

                  -     4400 MHz - 4990 MHz

The capability to independently operate two systems simultaneously in wireless
mode in the same location is desired.

            2.2.1.4.2 CABLED MODE. When being operated in cabled mode (e.g.
fiber optic, coaxial, multi-conductor), the maximum amount of cable that can be
deployed between the vehicle and the OCS shall be no less than 200 meters. The
desired maximum amount of cable is 500 meters. An indication shall be provided
to warn the operator when 20 meters of cable or less remains to be payed out. A
conspicuous marking of the cable that can be viewed with a vehicle camera is a
sufficient indication. The cable shall be stored on the vehicle and be capable
of paying out freely from the vehicle. A self-reeling mechanism for cable
retrieval located on the vehicle that can be controlled from the OCS during a
mission is desired. If such a self-reeling mechanism is not provided on the
vehicle, then a manual or powered reeling mechanism shall be provided at the OCS
to facilitate the retrieval of cable during

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>

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                      N00174-03-D-0003                            44 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

a mission. A means to facilitate the manual retrieval of cable onto the vehicle
after a mission shall be provided. The capability to lower, lift, and drag the
vehicle by the cable (without damaging the cable) is desired.

      2.2.1.5 PORTABILITY.

            2.2.1.5.1 MAN TRANSPORTABILITY. All components of the system
necessary to conduct 2 two-hour missions (as outlined in 2.2.1.3 with one in
wireless mode and one in cabled mode) shall weigh no more than 145 pounds and
shall be capable of being transported a distance of 500 meters in semi-rugged
terrain as one load by two personnel in one trip. The entire weight of the load
shall be borne by the two personnel. A weight of no more than 75 pounds (vice
145 pounds) is desired. A load carrying apparatus that combines stretcher type
handles and shoulder support is recommended, but not required, to facilitate
transporting the load. Any load carrying apparatus shall be considered to be
part of the system and the weight of such apparatus shall be included in the 145
pound weight limit. Any modular vehicle mobility aids shall also be included in
the 145 pound weight limit. The load carrying apparatus, if provided, shall be
capable of supporting 160 pounds (which includes the weight of the apparatus
itself) to allow for an additional 15 pounds of weight associated with future
system upgrades.

            2.2.1.5.2 VEHICLE HANDLING. The vehicle shall have handles or other
suitable means (which can be permanently attached or detachable) to facilitate
convenient grasping, handling, and carrying by personnel.

      2.2.1.6 VEHICLE SPEED. The vehicle shall be capable of reaching and
maintaining a maximum speed of no less than 2.5 miles per hour on a hard dry
level surface. Control of the vehicle speed between zero and the maximum speed
shall be continuously variable. The vehicle shall meet the speed specification
while carrying a 10 pound payload that is located as close as possible to the
center of gravity of the vehicle. The capability to reach and maintain a maximum
speed of 5 miles per hour is desired.

      2.2.1.7 MANIPULATOR

            2.2.1.7.1 MANIPULATOR DEXTERITY. The manipulator shall have at least
the following two degrees of freedom:

         -     Shoulder pitch

         -     Elbow pitch

The manipulator shall have an end effector (gripper) that is capable of grasping
small UXO such as submunitions, grenades, and projectiles less than 4 inches in
diameter and small IEDs such as pipe bombs.

A manipulator with the following six degrees of freedom is desired:

         -     Shoulder pitch

         -     Shoulder yaw

         -     Elbow pitch

         -     Wrist pitch

         -     Wrist yaw

         -     Wrist roll

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>


CONTINUATION SHEET   REFERENCE NO. OF DOCUMENT BEING CONTINUED   PAGE
                      N00174-03-D-0003                            45 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

            2.2.1.7.2 MANIPULATOR LIFT. The manipulator shall be capable of
lifting a 15 pound cylindrical load and securely holding the load while the
vehicle travels a distance of 800 meters. The capability to lift and securely
hold a 30 pound load is desired.

            2.2.1.7.3 MANIPULATOR MODULARITY. The manipulator shall be modular
with respect to the vehicle platform, requiring no more than five minutes to
install or remove without the use of tools.

      2.2.1.8 SET-UP.

            2.2.1.8.1 PREPARATION FOR OPERATION OUT OF SHIPPING CONTAINERS. The
system shall be capable of being prepared for wireless mode and cabled mode
operation out of the shipping containers in no more than ten minutes using
common hand tools. Pre-operational checks are considered to be part of
preparation for operation. The capability to prepare the system for operation in
no more than five minutes without the use of tools is desired.

            2.2.1.8.2 PREPARATION FOR MAN TRANSPORT OUT OF SHIPPING CONTAINERS.
The system shall be capable of being prepared for man transport (see 2.2.1.5.1)
out of the shipping containers in no more than ten minutes using common hand
tools. Pre-operational checks that are necessary prior to man transport are
considered to be part of preparation for man transport. The capability to
prepare the system for man transport in no more than five minutes without the
use of tools is desired.

            2.2.1.8.3 PREPARATION FOR OPERATION AFTER MAN TRANSPORT. The system
shall be capable of being prepared for wireless mode and cabled mode operation
after man transport in no more than five minutes using common hand tools.
Pre-operational checks are considered to be part of preparation for operation.
The capability to prepare the system for operation after man transport in no
more than two minutes without the use of tools is desired.

      2.2.1.9 TURN-AROUND.

            2.2.1.9.1 VEHICLE BATTERY(IES) CHANGEOUT. The batteries in the
vehicle shall be capable of being replaced in no more than two minutes without
the use of tools. The capability to replace the vehicle batteries in no more
than one minute without the use of tools is desired.

            2.2.1.9.2 OPERATOR CONTROL STATION BATTERY(IES) CHANGEOUT. The
batteries in the OCS shall be capable of being replaced in no more than two
minutes without the use of tools. The capability to replace the OCS batteries in
no more than one minute without the use of tools is desired.

            2.2.1.9.3 POST-MISSION TURN-AROUND. The system shall be capable of
being "turned-around" (prepared for next mission) in no more than ten minutes
using common hand tools. Any post-operational checks are considered to be part
of the turn-around. The capability to turn-around the system in no more than
five without the use of tools is desired.

      2.2.1.10 VIDEO. The video displayed at the OCS from the vehicle shall
provide the operator with good situational awareness of the area being
reconnoitered. The displayed video is the main feedback the operator will use to
locate, examine, and identify UXO and IEDs as well as to maneuver the vehicle
and operate the manipulator. No minimum number of vehicle cameras is specified
herein in order to provide sufficient video to accomplish the tasks mentioned
above. However, all camera views provided shall be able to be viewed
simultaneously at the OCS and at least one vehicle camera shall have the
following characteristics:

         -     Camera is not attached to the manipulator

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET   REFERENCE NO. OF DOCUMENT BEING CONTINUED   PAGE
                      N00174-03-D-0003                            46 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

         -     Capable of being remotely positioned at least 3 feet from the
               ground

         -     Continuous pan capability

         -     Tilt capability of+/-90 degrees from horizontal

         -     Automatic focus with manual override

         -     Automatic iris with manual override

         -     20x optical (or greater)/100x digital (or greater) manual zoom
               capability

         -     Automatic image stabilization

The video displayed at the OCS shall be capable of being recorded by an external
video recording device.

      2.2.1.11 AUDIO. The MTRS shall have a two-way audio capability between the
OCS and vehicle that is capable of being recorded by an external audio recording
device.

      2.2.1.12 ILLUMINATION. Illumination sources shall be provided on the
vehicle to ensure effective camera operation in all lighting conditions. The
intensity of the illumination sources shall be manually adjustable from the OCS
with at least three intensity settings between off and full.

      2.2.1.13 JOINT ARCHITECTURE FOR UNMANNED GROUND SYSTEMS (JAUGS). The MTRS
shall comply with the Joint Architecture for Unmanned Ground Systems Reference
Architecture Specification version 2.0.

      2.2.1.14 FIRING CIRCUIT. The MTRS shall contain a safety critical firing
circuit that is capable of initiating electro-explosive devices such as squibs
and blasting caps. The output of the firing circuit shall terminate in two
suitable terminal posts in an accessible location on the vehicle. The firing
circuit shall be capable of providing no less than 2.43 amperes of direct
current. The output voltage of the firing circuit shall be no less than 14 volts
and no greater than 28 volts. Functioning of the firing circuit shall require a
unique sequence of events to be performed at the OCS by the operator. See
2.2.8.2.

      2.2.1.15 RELIABILITY. The MTRS shall have a Mean Time Between Operational
Mission Failures (MTBOMF) of at least 9.0 hours. An operational mission failure
is one that precludes successful completion of a mission. An MTBOMF of at least
19.0 hours is desired.

      2.2.1.16 MAINTAINABILITY. The MTRS shall have a Mean Corrective
Maintenance Time for Operational Mission Failures (MCMTOMF) of no more than 2
hours. The MCMTOMF is the average time required to perform corrective
maintenance at the organizational level.

2.2.2 PHYSICAL CHARACTERISTICS

      2.2.2.1 SIZE.

            2.2.2.1.1 SYSTEM SIZE The entire system shall be capable of being
stored and shipped in no more than two shipping containers. The total of the
length plus the girth of each shipping container shall not exceed 130 inches.

            2.2.2.1.2 VEHICLE SIZE. The size of the vehicle is subject to the
specifications in 2.2.1.1 and 2.2.2.1.1.

            2.2.2.1.3 OCS SIZE. The size of the OCS is subject to the
specifications in 2.2.2.1.1.

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET   REFERENCE NO. OF DOCUMENT BEING CONTINUED   PAGE
                      N00174-03-D-0003                            47 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

      2.2.2.2 WEIGHT.

            2.2.2.2.1 SYSTEM WEIGHT. When the MTRS is stored in its shipping
container(s), no shipping container shall weigh more than 150 pounds. The
maximum weight of the system (including the shipping containers) shall therefore
be no greater than 300 pounds, given that a maximum of two shipping containers
are allowed as stated in 2.2.2.1.1. The desired weight for each shipping
container is no more than 84 pounds.

            2.2.2.2.2 VEHICLE WEIGHT. The weight of the vehicle is subject to
the specifications in 2.2.1.5.1 and 2.2.2.2.1.

            2.2.2.2.3 OCS WEIGHT. The weight of the OCS is subject to the
specifications in 2.2.1.5.1 and 2.2.2.2.1.

2.2.3 INTERFACE REQUIREMENTS.

      2.2.3.1 RS-232 DATA INTERFACE. The vehicle shall have two accessible
RS-232 data ports.

      2.2.3.2 UNIVERSAL SERIAL BUS (USB) INTERFACE. The vehicle shall have one
accessible Universal Serial Bus data port.

      2.2.3.3 POWER.

            2.2.3.3.1 OCS POWER. The OCS shall be capable of being powered by
120 VAC 60 Hz.

            2.2.3.3.2 BATTERY CHARGERS. Any battery chargers used in the MTRS
shall be capable of being powered from 120 VAC 60 Hz and 240 VAC 50 Hz.

2.2.4 ENVIRONMENTAL CONDITIONS.

      2.2.4.1 STORAGE TEMPERATURE. The MTRS, with the exception of batteries and
the OCS, shall perform satisfactorily after being stored in temperatures from
-40 degrees F (-40 degrees C) to +160 degrees F (+71 degrees C). The OCS shall
perform satisfactorily after being stored in temperatures from +32 degrees F
(0 degrees C) to +110 degrees F (+43 degrees C). Any batteries used in the MTRS
shall withstand storage temperatures of -4 degrees F (-20 degrees C) to
+140 degrees F (+60 degrees C).

      2.2.4.2 OPERATIONAL TEMPERATURE. The MTRS, with the exception of the OCS,
shall perform satisfactorily in a temperature range of +20 degrees F (-7 degrees
C) to +122 degrees F (+50 degrees C). The OCS shall perform satisfactorily in a
temperature range of +40 degrees F (+4 degrees C) to +104 degrees F (+40 degrees
C).

      2.2.4.3 OPERATION/SURVIVABILITY IN NUCLEAR, BIOLOGICAL, AND CHEMICAL (NBC)
ENVIRONMENTS. The MTRS shall be operable in NBC environments by operators in
Mission Oriented Protective Posture (MOPP) Level IV. The vehicle and
shipping/storage containers shall cost-effectively survive decontamination with
household bleach and hot soapy water.

      2.2.4.4 OPERATION IN WIND AND RAIN. The vehicle shall perform
satisfactorily when being operated in winds up to 7 knots and rain at rates up
to 0.2 inches per hour.

2.2.5 TRANSPORTABILITY.

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>

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                      N00174-03-D-0003                            48 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

      2.2.5.1 TRANSPORTATION VIBRATION. The MTRS shall suffer no damage and
shall perform satisfactorily after being exposed (while in its shipping
containers) to vibration conditions that may be encountered during
transportation over highways and secondary and tertiary roads, as well as during
transportation by aircraft, ships, and trains.

      2.2.5.2 TRANSPORTATION SHOCK. The MTRS shall suffer no damage and shall
perform satisfactorily after being exposed to shock that may be encountered
during transportation.

2.2.6 DESIGN, CONSTRUCTION, AND WORKMANSHIP STANDARDS. Best commercial standards
shall be followed.

2.2.7 IDENTIFICATION AND MARKING. Each shipping container shall be permanently
marked with the following:

Nomenclature (when assigned by the Government)
Name of manufacturer
Serial number
Contract number
Indication of warranty
Expiration date of warranty
Manufacturer's telephone number

2.2.8 SAFETY.

      2.2.8.1 BATTERY LEAKAGE. Any batteries used in the MTRS shall not leak
when the system is operated, stored, or transported.

      2.2.8.2 FIRING CIRCUIT. The design of the firing circuit shall be such
that a mishap requires at least three independent failures, or three independent
human errors, or a combination of three independent failures and human errors in
order to occur.

3. QUALITY ASSURANCE PROVISIONS

Quality assurance is the responsibility of the contractor and shall be in
accordance with the contractor's standard commercial practices. The Government
reserves the right to witness or separately perform any or all quality tests and
inspections.

4. PACKAGING

The MTRS shall be packaged and shipped in its shipping containers (see
2.2.2.1.1) in accordance with best commercial practices.

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>

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                      N00174-03-D-0003                            49 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

                                    5. NOTES

5.1 ABBREVIATIONS.

<TABLE>
<S>                       <C>
degrees C                 Degrees Celsius
degrees F                 Degrees Fahrenheit
EOD                       Explosive Ordnance Disposal
Hz                        Hertz
IED                       Improvised Explosive Device
JAUGS                     Joint Architecture for Unmanned Ground Systems
MCMTOMF                   Mean Corrective Maintenance Time for Operational Mission Failures
MHz                       Megahertz
MOPP                      Mission Oriented Protective Posture
MTBOMF                    Mean Time Between Operational Mission Failures
MTRS                      Man Transportable Robotic System
NBC                       Nuclear, biological, and chemical
OCS                       Operator Control Station
USB                       Universal Serial Bus
UXO                       Unexploded Ordnance
VAC                       Volts Alternating Current
</TABLE>

5.2 EOD MISSION. The EOD mission is to eliminate hazards from ordnance
(including IEDs) which jeapordize operations conducted in support of national
military strategy by providing specially trained, combat ready, and highly
mobile forces. As the only military force trained for this mission, EOD
personnel must be prepared to deal rapidly with land, sea, and air threats from
conventional, special (nuclear, biological, and chemical) and unconventional
ordnance. The MTRS will be used in reconnaissance operations conducted by
Department of Defense EOD technicians.

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110

<PAGE>

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                      N00174-03-D-0003                            50 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

ATTACHMENT B

FIRM FIXED PRICE SUPPLY CONTRACT WITH PROVISIONS FOR MAINTENANCE OR ACCEPTANCE
TESTING CRITERIA OR OTHER PROVISIONS WHICH REQUIRE UNUSUAL MONITORING AND A COR

            CONTRACT ADMINISTRATION PLAN
            CONTRACT NO. N00174

In order to expedite administration of this contract, the following delineation
of duties is provided. The individual/position designated as having
responsibility should be contacted for any questions, clarifications, or
information regarding the functions assigned.

1. PROCURING CONTRACTING OFFICER (PCO) is responsible for:

      a.    All pre-award information, questions, or data

      b.    Freedom of Information inquiries

      c.    Change/questions/information regarding the scope, terms, or
            conditions of the basic contract document

      d.    Arranging the post award conference

      e.    Monitoring the COR

      f.    Meeting annually with COR to review contract performance (joint
            responsibility of the COR). This may be satisfied telephonically,
            depending on the circumstances.

      Other____________________________________________________________________
      _________________________________________________________________________

2. CONTRACT ADMINISTRATION OFFICE (CAO) is responsible for matters specified in
FAR 42.302 and DFARS 242.302 except in those areas otherwise designated herein.
_______________________________________________________________________________

3. PAYING OFFICE is responsible for payment of approved proper invoices after
acceptance is documented.

4. CONTRACTING OFFICER'S REPRESENTATIVE (COR) is responsible for:

      a.    Controlling all government technical interface with the contractor
            and providing technical advice and clarifications of the
            specifications/statement of work.

      b.    Providing copies of all government/contractor technical
            correspondence to the PCO.

      c.    Promptly furnishing the PCO with documentation/comment on any
            request for change, deviation or waiver (whether generated by the
            government or the contractor).

      d.    Assuring that equipment is delivered on time, and promptly notifying
            the PCO if any contractor delay in delivery is experienced.

      e.    If applicable, coordination of site preparation and installation to
            the extent specified in the contract as the government's
            responsibility.

      f.    Quality assurance, inspection and acceptances of supplies, or
            services (if applicable).

      g.    If applicable, monitoring standard of performance testing or
            effectiveness level acceptance criteria.

      h.    If applicable, monitoring of credits, such as downtime credits for
            maintenance if provided for in the contract, and making appropriate
            adjustments on contractor reimbursement.

NSN 7540-01-152-8057               50336-101          OPTIONAL FORM 336A (4-86)
                                                      Sponsored by GSA
                                                      FAR (48 CFR) 53.110
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                       N00174-03-D-0003                                51 OF 51

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

      i.    Promptly reviewing the contractor's invoices for goods/services
            received and accepted, to assure that they conform to the contract
            pricing. Improper invoices shall be returned immediately to the
            contractor. Proper correct invoices and/or DD250's, as applicable
            shall be approved and forwarded to the paying office.

      j.    Maintain a COR file of all correspondence with the PCO and
            contractor and copies of all invoices.

      k.    Meeting annually with the PCO to review contract performance, this
            may be satisfied telephonically, depending upon the circumstances.

      l.    Complying with SECNAVINST 4200.27A, "Proper Use of Contractor
            Personnel," NAVSEAINST 4200.17B and SECNAVINST 4205.5 "Contracting
            Officer's Technical Representative" and the Contracting Officer's
            COR Appointment Letter.

      m.    Submission of written report on contractor performance within 60
            days of contract completion, but not less often than annually.

      n.    Anticipating and submitting requests for follow-on contract
            requirements in sufficient time to allow for award prior to the
            expiration of this contract.

      o.    Contract Performance Assessment System (CPARS).

                  (X) This contract WILL be registered in the CPARS database by
                  the Contracts Division with the assistance of the COR. As
                  stated in the COR appointment letter the COR is responsible
                  for updating the CPARS database.

                  ( ) CPARS does NOT apply to this contract.

Other: ____________________________________________________________________
________________________________________________________________________________

NAMES/ADDRESS/TELEPHONE NUMBERS OF COGNIZANT INDIVIDUAL/OFFICE

COR_Byron Brezina____50___________301-744-6850, x255_________________
   NAME              CODE         TELEPHONE

PCO (refer to Contracting Officer who signed contract documents)
  _Renee M. Brown__l 143E_____301-744-6653____________________________
                CODE          TELEPHONE

PAYING OFFICE (refer to page one of the contract document)
CAO (refer to page one of the contract document)

NSN 7540-01-152-8057             50336-101             OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>


                                                                   PAGE OF PAGES
                                                                      1    2

AMENDMENT OF SOLICITATION /MODIFICATION OF CONTRACT

l. CONTRACT ID CODE

         J

2. AMENDMENT/MODIFICATION NO. ____________

3. EFFECTIVE DATE _______________

4. REQUISITION/PURCHASE REQ. NO.

   7575042861074

5. PROJECT NO. (If applicable) __________________

6. ISSUED BY                    CODE N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE
   ATTN: JESSICA MADDOX 113L
   JESSICA.MADDOX@NAVY.MIL
   INDIAN HEAD MD 20640-5035

7. ADMINISTERED BY (If other than item 6)  CODE S2206A

   DCMC BOSTON
   495 SUMMER STREET
   BOSTON MA 02210-2138

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code)

   IROBOT CORP
   DAVE ADLER
   DUNS #807380951
   63 SOUTH AVE,
   BURLINGTON MA 01803-4903

CODE 066R1                        FACILITY CODE ____________

    9A. AMENDMENT OF SOLICITATION NO.

    9B. DATED (SEE ITEM 11)

[X] 10A. MOD. OF CONTRACT/ORDER NO.

    N00174-03-D-0003-0004

[X] 10B. DATED (SEE ITEM 13)

    29-Oct-2002

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

[ ] The above numbered solicitation is amended as set forth in Item l4. The hour
    and date specified for receipt of Offer [ ] is extended, [ ] is not
    extended.

    Offer 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
    ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF
    OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR
    OFFER. If by virtue of this amendment you desire to change an offer already
    submitted, such change may be made by telegram or letter, provided each
    telegram or letter makes reference to the solicitation and this amendment,
    and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA (If required)

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS.

    IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

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

    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)
       MUTUAL AGREEMENT OF BOTH PARTIES

    E.  IMPORTANT: Contractor [ ] is not [X] is required to sign this document
        and return 1 copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings,
    including solicitation/contract subject matter where feasible.)
    Modification Control Number: kgak38051151

The purpose of this modification is to extend the period of performance of the
subject contract task order at no cost to either party. See page 2 for details.

Except as provided herein, all terms and conditions of the document referenced
in Item 9A or 10A, as heretofore changed, remains unchanged and in lull force
and effect.

15A. NAME AND TITLE OF SIGNER (Type or print)
     JUDITH BLINN
     CONTRACTS MANAGER

15B. CONTRACTOR/OFFEROR

     /s/ Judith Blinn
     ----------------------------------------
     (Signature of person authorized to sign)

15C. DATE SIGNED

     05 July 2005

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

TEL: _______________                   EMAIL: _____________

16B. UNITED STATES OF AMERICA

BY ____________________________________
    (Signature of Contracting Officer)

16C. DATE SIGNED

EXCEPTION TO SF 30               30-105-04         STANDARD FORM 30 (Rev. 10-83)
APPROVED BY OIRM 11-84                             Prescribed by GSA
                                                   FAR (48 CFR) 53.243
<PAGE>

                                                                N00174-03-D-0003
                                                                            0004
                                                                     Page 2 of 2

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

THE FOLLOWING ITEMS ARE APPLICABLE TO THIS MODIFICATION:

      CONTINUATION PAGE

      1.    The period of performance of CLIN 0015 on the subject contract task
            order is hereby extended from 21 February 2005 to 30 April 2005 at
            no cost to either party.

      2.    Work under the subject CLIN was not completed until 30 April 2005.

      3.    Contractor's Statement of Release:

            The parties have considered whether an equitable adjustment in the
            contract price, delivery schedule, or other terms and conditions of
            the contract is warranted by virute of the above change to the
            contract task order. The parties agree that no such adjustment is
            warranted. The contractor waives all right, title, and interest, if
            any, to further equitable adjustments arising under this
            modification.

      4.    For additional information, contact Jessica Maddox at 301-744-6614.

<PAGE>

                                                                   PAGE OF PAGES
                                                                      1     2

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE

        J

2. AMENDMENT/MODIFICATION NO. ____________

3. EFFECTIVE DATE ______________

4. REQUISITION/PURCHASE REQ. NO. ______________

5. PROJECT NO. (If applicable) ________________

6. ISSUED BY                   CODE N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE
   ATTN: JESSICA D.MADDOX
   INDIAN HEAD MD 20640-5035

7. ADMINISTERED BY (If other than item 6)    CODE S2206A

   DCMC BOSTON
   495 SUMMER STREET
   BOSTON MA 02210-2138

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code)

   IROBOT CORP
   DAVE ADLER
   DUNS #807380951
   63 SOUTH AVE.
   BURLINGTON MA 01803-4903

CODE 066R1                          FACILITY CODE _______________

    9A. AMENDMENT OF SOLICITATION NO.

    9B. DATED (SEE ITEM 11)

[X] 10A. MOD. OF CONTRACT/ORDER NO.

    N00174-03-D-0003

[X] 10B. DATED (SEE ITEM 13)

    29-Oct-2002

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 Offer [ ] is extended, [ ] is
    not extended.

    Offer 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
    ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF
    OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR
    OFFER. If by virtue of this amendment you desire to change an offer already
    submitted, such change may be made by telegram or letter, provided each
    telegram or letter makes reference to the solicitation and this amendment,
    and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA (If required)

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS.

    IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

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

    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)
    MUTUAL AGREEMENT OF BOTH PARTIES

    E.  IMPORTANT: Contractor [ ] is not, [X] is required to sign this document
    and return 1 copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings,
    including solicitation/contract subject matter where feasible.)

    Modification Control Number: kgak380548

The purpose of this modification is to make changes to the ceilings of CLINs
0009 and 0015, See page 2 for details.

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)
     JUDITH BLINN
     CONTRACTS MANAGER

15B. CONTRACTOR/OFFEROR

    /s/ Judith Blinn
    ----------------------------------------
    (Signature of person authorized to sign)

15C. DATE SIGNED

     15 oct 04

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

TEL: _______________            EMAIL: ______________

16B. UNITED STATES OF AMERICA

BY ____________________________________
    (Signature of Contracting Officer)

16C. DATE SIGNED _______________

EXCEPTION TO SF 30             30-105-04           STANDARD FORM 30 (Rev. 10-83)
APPROVED BY OIRM 11-84                             Prescribed by GSA
                                                   FAR (48 CFR) 53.243
<PAGE>

                                                                N00174-03-D-0003

                                                                     Page 2 of 2

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

THE FOLLOWING ITEMS ARE APPLICABLE TO THIS MODIFICATION:

      CONTINUATION PAGE

1.    The ceiling of CLIN 0009, Engineering Services, is hereby decreased as
      follows:

            From: $35,000.00
            By: $8,690.00
            To: $26,310.00

2.    The ceiling of CLIN 0015, Engineering Services, is hereby increased as
      follows:

            From: $90,000.00
            By: $8,690.00
            To: $98,690.00

3.    Contractor's Statement of Release:

            The parties have considered whether an equitable adjustment in the
            contract price, delivery schedule, or other terms and conditions of
            the contract is warranted by virtue of the above changes to the
            contract. The parties agree that no such adjustment is warranted.
            The contractor waives all right, title, and interest, if any, to
            further equitable adjustments arising under this modification.

4.    All other terms and conditions remain unchanged.

5.    For additional information, contact Jessica Maddox at 301-744-6614.
<PAGE>

                                                                   PAGE OF PAGES
                                                                     1      2

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE

          J

2. AMENDMENT/MODIFICATION NO.

   02

3. EFFECTIVE DATE

   07-Sep-2004

4. REQUISITION/PURCHASE REQ. NO.____________

   7575041185769

5. PROJECT NO.(If applicable)_______________

6. ISSUED BY                CODE N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE.
   ATTN: JESSICA D.MADDOX
   INDIAN HEAD MD 20640-5035

7. ADMINISTERED BY (if other than item 6)    CODE S2206A

   DCMC BOSTON
   495 SUMMER STREET
   BOSTON MA 02210-2138

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code)

   IROBOT CORP
   DAVE ADLER
   DUNS #807380951
   63 SOUTH AVE
   BURLINGTON MA 01803-4903

CODE 066R1                       FACILITY CODE _____________

    9A. AMENDMENT OF SOLICITATION NO.

    9B. DATED (SEE ITEM 11)

[X] 10A. MOD. OF CONTRACT/ORDER NO.

    N00174-03-D-0003-0003

[X] 10B. DATED (SEE ITEM 13)

    30-Apr-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 Offer    [ ] is extended, [ ] is not
    extended.

    Offer 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
    ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF
    OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR
    OFFER. If by virtue of this amendment 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 SCHEDULE

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.

      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)

            MUTUAL AGREEMENT OF BOTH PARTIES

      E.    IMPORTANT: Contractor [ ] is not, [X] is required to sign this
            document and return 1 copies to the issuing office.

14.   DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings,
      including solicitation/contract subject matter where feasible.)

      Modification Control Number: kgak38041489

      The purpose of this modification is to deobligate $25,000.00 from the
      subject contract delivery order. See page 2 for details.

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)___________

15B. CONTRACTOR/OFFEROR

_________________________________________
(Signature of person authorized to sign)

15C. DATE SIGNED____________

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

      RENEE M. BROWN/CONTRACTS

TEL: 301/7446653  EMAIL: brownm@ih.navy.mil

16B. UNITED STATES OF AMERICA

BY /s/ Renee M. Brown
   ----------------------------------
   (Signature of Contracting Officer)

16C. DATE SIGNED

     07-Sep-2004

EXCEPTION TO SF 30                30-105-04        STANDARD FORM 30 (Rev. 10-83)
APPROVED BY OIRM 11-84                             Prescribed by GSA
                                                   FAR (48 CFR) 53.243
<PAGE>

                                                                N00174-03-D-0003
                                                                          000302
                                                                     Page 2 of 2

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

THE FOLLOWING ITEMS ARE APPLICABLE TO THIS MODIFICATION:

    CONTINUATION PAGE

1.  CLIN 0015 is hereby removed from the subject contract delivery order.

2.  As a result of the above, the total value of the subject delivery order is
    hereby decreased as follows:

        From: $248,867.00
        By: $25,000.00
        To: $223,867.00

3.  The line of accounting identified by ACRN AA is hereby decreased as follows:

        AA 1741319.8998 260 0464A 0 068892 2D Q03297 0464A485128T
        DECREASE: $25,000.00

4.  All other terms and conditions remain unchanged.

5.  For additional information, contact Jessica Maddox at 301-744-6614.

<PAGE>

                                                                   PAGE OF PAGES
                                                                     1      2

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE

          J

2. AMENDMENT/MODIFICATION NO. __________

3. EFFECTIVE DATE __________

4. REQUISITION/PURCHASE REQ. NO.

   7575041185769

5. PROJECT NO.(If applicable) __________

6. ISSUED BY              CODE N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE.
   ATTN: JESSICA D. MADDOX
   INDIAN HEAD MD 20640-5035

7. ADMINISTERED BY (If other than item 6)  CODE S2206A

   DCMC BOSTON
   495 SUMMER STREET
   BOSTON MA 02210-2138

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code)

   IROBOT CORP
   DAVE ADLER
   DUNS #807380951
   63 SOUTH AVE
   BURLINGTON MA 01803-4903

CODE 066R1                       FACILITY CODE ___________

   9A. AMENDMENT OF SOLICITATION NO.

   9B. DATED (SEE ITEM 11)

[X]   10A. MOD. OF CONTRACT/ORDER NO.

      N00174-03-D-0003-0003

[X]   10B. DATED (SEE ITEM 13)

      30-Apr-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 Offer [ ] is extended, [ ] is not
      extended.

      Offer 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
      ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF
      OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF
      YOUR OFFER. If by virtue of this amendment 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 SCHEDULE

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.

      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)

            MUTUAL AGREEMENT OF BOTH PARTIES

      E.    IMPORTANT: Contractor [ ] is not, [X] is required to sign this
            document and return 1 copies to the issuing office.

14.   DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings,
      including solicitation/contract subject matter where feasible.)

      Modification Control Number: kgak38041489

The purpose of this modification is to deobligate $25,000.00 from the subject
contract delivery order. See page 2 for details.

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)

     R.L. Moses Director of Operations

15B. CONTRACTOR/OFFEROR

     /s/ R. L. Moses
     ------------------------------------------
     (Signature of person authorized to sign)

15C. DATE SIGNED

     3-Sept-04

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

     TEL:__________  EMAIL:_________

16B. UNITED STATES OF AMERICA

BY _________________________________
   (Signature of Contracting Officer)

16C. DATE SIGNED__________

EXCEPTION TO SF 30              30-105-04          STANDARD FORM 30 (Rev. 10-83)
APPROVED BY OIRM 11-84                             Prescribed by GSA
                                                   FAR (48 CFR) 53.243
<PAGE>

                                                                N00174-03-D-0003
                                                                            0003
                                                                     Page 2 of 2

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

THE FOLLOWING ITEMS ARE APPLICABLE TO THIS MODIFICATION:

    CONTINUATION PAGE

1.  CLIN 0015 is hereby removed from the subject contract delivery order.

2.  As a result of the above, the total value of the subject delivery order is
    hereby decreased as follows:

        From: $248,867.00
        By: $25,000.00
        To: $223,867.00

3.  The line of accounting identified by ACRN AA is hereby decreased as follows:

        AA 1741319.8998 260 0464A 0 068892 2D Q03297 0464A485128T
        DECREASE: $25,000.00

4.  All other terms and conditions remain unchanged.

5.  For additional information, contact Jessica Maddox at 301-744-6614.

<PAGE>

                                                                   PAGE OF PAGES
                                                                      1      2

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE

        J

2. AMENDMENT/MODIFICATION NO.

   01

3. EFFECTIVE DATE

     30-Aug-2004

4. REQUISITION/PURCHASE REQ. NO.

   7575041185769

5. PROJECT NO.(If applicable)__________

6. ISSUED BY              CODE N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE.
   ATTN: JESSICA D.MADDOX
   INDIAN HEAD MD 20640-5035

7. ADMINISTERED BY (if other than item 6)  CODE S2206A

   DCMC BOSTON
   495 SUMMER STREET
   BOSTON MA 02210-2138

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code)

   IROBOT CORP
   DAVE ADLER
   DUNS #807380951
   63 SOUTH AVE.
   BURLINGTON MA 01803-4903

CODE 066R1                       FACILITY CODE ___________

     9A. AMENDMENT OF SOLICITATION NO.

     9B. DATED (SEE ITEM 11)

[X]  10A. MOD. OF CONTRACT/ORDER NO.

     N00174-03-D-0003-0003

[X]  10B. DATED (SEE ITEM 13)

     30-Apr-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 Offer [ ] is extended, [ ] is not
      extended.

      Offer 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
      ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF
      OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF
      YOUR OFFER. If by virtue of this amendment you desire to change an offer
      already submitted, such change may be made by telegram or letter, provided
      each telegram or letter makes reference to the solicitation and this
      amendment, and is received prior to the opening hour and date specified.

12.   ACCOUNTING AND APPROPRIATION DATA (If required)

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

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

      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) MUTUAL AGREEMENT
            OF BOTH PARTIES

      E.    IMPORTANT: Contractor [ ] is not, [X] is required to sign this
            document and return 1 copies to the issuing office.

14.   DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings,
      including solicitation/contract subject matter where feasible.)

      Modification Control Number: kgak38041385

The purpose of this modification is to make a change to the delivery schedule.
See page 2 for details.

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)

      R. L. Moses Director of Operations

15B.  CONTRACTOR/OFFEROR

      /s/ R. Moses
      ----------------------------------------------
      (Signature of person authorized to sign)

15C.  DATE SIGNED

      24-August-04

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

      RENEE M. BROWN/CONTRACTS

      TEL:301/744-6653   EMAIL: brownm@ih.navy.mil

16B.  UNITED STATES OF AMERICA

      BY /s/ Renee M. Brown
         --------------------------------------
         (Signature of Contracting Officer)

16C.  DATE SIGNED

      30-Aug-2004

EXCEPTION TO SF 30                30-105-04        STANDARD FORM 30 (Rev. 10-83)
APPROVED BY OIRM 11-84                             Prescribed by GSA
                                                   FAR (48 CFR) 53.243
<PAGE>

                                                                N00174-03-D-0003
                                                                          000301
                                                                     Page 2 of 2

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

THE FOLLOWING ITEMS ARE APPLICABLE TO THIS MODIFICATION:

      CONTINUATION PAGE

1.    The purpose of this modification is to make a change to the delivery
      schedule of CLIN 0010 at no cost to either party.

2.    The delivery date for CLIN 0010, Production Representative Models (PRMs)
      is hereby changed as follows:

            From: 90 days after receipt of order
            To: 95 days after receipt of order

3.    Contractor's Statement of Release:

      The parties have considered whether an equitable asjustment in the
      contract price, delivery schedule, or other terms and conditions of the
      contract is warranted by virtue of the above change to the contract. The
      parties agree that no such adjustment is warranted. The contractor waives
      all right, title, and interest, if any, to further equitable adjustments
      arising under this modification.

4.    All other terms and conditions remain unchanged.

5.    For additional information, contact Jessica Maddox at 301-744-6614.

<PAGE>

                                                                   PAGE OF PAGES
                                                                      1      2

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE

           J

2. AMENDMENT/MODIFICATION NO.

   P00007

3. EFFECTIVE DATE

     02-Jun-2004

4. REQUISITION/PURCHASE REQ. NO._____________

5. PROJECT NO.(lf applicable)________________

6. ISSUED BY                CODE N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE.
   ATTN: JESSICA D. MADDOX
   INDIAN HEAD MD 20640-5035

7. ADMINISTERED BY (If other than item 6)  CODE S2206A

   DCMC BOSTON
   495 SUMMER STREET
   BOSTON MA 02210-2138

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code)

   IROBOTCORP
   DAVEADLER
   DUNS #807380951
   63 SOUTH AVE.
   BURLINGTON MA 01803-4903

CODE 066R1                    FACILITY CODE___________

    9A. AMENDMENT OF SOLICITATION NO.

    9B. DATED (SEE ITEM 11)

[X] 10A. MOD. OF CONTRACT/ORDER NO.

    N00174-03-D-0003

[X] 10B. DATED (SEE ITEM 13)

    29-OCT-2002

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 Offer [ ] is extended, [ ] is not
      extended.

      Offer 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
      ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF
      OFFERS PRIOR TO THE HOUR AND DATE SPECEFIED MAY RESULT IN REJECTION OF
      YOUR OFFER. If by virtue of this amendment you desire to change an offer
      already submitted, such change may be made by telegram or letter, provided
      each telegram or letter makes reference to the solicitation and this
      amendment, and is received prior to the opening hour and date specified.

12.   ACCOUNTING AND APPROPRIATION DATA (If required)

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

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

      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)
            MUTUAL AGREEMENT OF BOTH PARTIES

      E.    IMPORTANT: Contractor [ ] is not, [X] is required to sign this
            document and return 1 copies to the issuing office.

14.   DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings,
      including solicitation/contract subject matter where feasible.)

      Modification Control Number: kgak38041040

The purpose of this modification is to make changes to the ceilings of CLINs
0009 and 0015. See page 2 for details.

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)

     /s/ M. David Adler, Sr. Vice President

15B. CONTRACTOR/OFFEROR

     /s/ M. David Adler
     ----------------------------------------
     (Signature of person authorized to sign)

15C. DATE SIGNED

     June 2, 2004

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

     RENEE M. BROWN/CONTRACTS

     TEL: 301/744-6653                EMAIL: brownrm@ih.navy.mil

16B. UNITED STATES OF AMERICA

BY: /s/ RENEE M. BROWN
    ----------------------------------
   (Signature of Contracting Officer)

16C. DATE SIGNED

     02-JUN-2004

EXCEPTION TO SF 30              30-105-04          STANDARD FORM 30 (Rev. 10-83)
APPROVED BY OIRM 11-84                             Prescribed by GSA
                                                   FAR (48 CFR) 53.243
<PAGE>

                                                                N00174-03-D-0003
                                                                          P00007
                                                                     Page 2 of 2

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

THE FOLLOWING ITEMS ARE APPLICABLE TO THIS MODIFICATION:

      CONTINUATION PAGE

1. The ceiling of CLIN 0009, Engineering Services, is hereby decreased as
follows:

      From: $100,000.00 NTE
      By: $65,000.00
      To: $35,000.00 NTE

2. The ceiling of CLIN 0015, Engineering Services, is hereby increased as
follows:

      From: $25,000.00 NTE
      By: $65,000.00
      To: $90,000.00 NTE

3. Contractor's Statement of Release:

      The parties have considered whether an equitable adjustment in the
      contract price, delivery schedule, or other terms and conditions of the
      contract is warranted by virtue of the above changes to the contract. The
      parties agree that no such adjustment is warranted. The contractor waives
      all right, title, and interest, if any, to further equitable adjustments
      arising under this modification.

4. All other terms and conditions remain unchanged.

5. For additional information, contact Jessica Maddox at 301-744-6614.

<PAGE>

                                                                   PAGE OF PAGES
                                                                    1         3

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE

          J

2. AMENDMENT/MODIFICATION NO.

   P00006

3. EFFECTIVE DATE

    28-Apr-2004

4. REQUISITION/PURCHASE REQ. NO.___________

5. PROJECT NO.(If applicable)______________

6. ISSUED BY              CODE  N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE.
   ATTN: JESSICA D. MADDOX
   INDIAN HEAD MD 20640-5035

7. ADMINISTERED BY (If other than item 6)  CODE S2206A

   DCMC BOSTON
   495 SUMMER STREET
   BOSTON MA 02210-2138

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code)

   IROBOT CORP
   DAVE ADLER
   DUNS #807380951
   63 SOUTH AVE.
   BURLINGTON MA 01803-4903

CODE 066R1                    FACILITY CODE ____________

    9A. AMENDMENT OF SOLICITATION NO.

    9B. DATED (SEE ITEM 11)

[X] 10A. MOD. OF CONTRACT/ORDER NO.

    N00174-03-D-0003

[X] 10B. DATED (SEE ITEM 13)

    29-Oct-2002

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 Offer   [ ] is extended, [ ] is not
      extended.

      Offer 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 ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT
      OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF
      YOUR OFFER. If by virtue of this amendment you desire to change an offer
      already submitted, such change may be made by telegram or letter, provided
      each telegram or letter makes reference to the solicitation and this
      amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA (If required)

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

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

      B.    THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE
            ADMINISTRATIVE CHANGES (such as changes in paying office,
            appropriation date, ete.) SET FORTH IN ITEM 14, PURSUANT TO THE
            AUTHORITY OF FAR 41.103(B).

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

[X]   D.    OTHER (Specify type of modification and authority)
            MUTUAL AGREEMENT OF BOTH PARTIES

      E.    IMPORTANT: Contractor [ ] is not, [X] is required to sign this
            document and return 1 copies to the issuing office.

14.   DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings,
      including solicitation/contract subject matter where feasible.)

      Modification Control Number: kgak3804854

The purpose of this modification is to make changes to Section J, Performance
Specification. See page 2 for details.

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)

15B. CONTRACTOR/OFFEROR

___________________________________________
(Signature of person authorized to sign)

15C. DATE SIGNED_____________

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

     RENEE M. BROWN / CONTRACTS

TEL- 301/744-6653          EMAIL: brownrm@ih.navy.mil

16B. UNITED STATES OF AMERICA

BY /s/ RENEE M. BROWN
   ------------------------------
   (Signature of Contracting Officer)

16C. DATE SIGNED

   28-APR-2004

EXCEPTION TO SF 30              30-105-04          STANDARD FORM 30 (Rev. 10-83)
APPROVED BY OIRM 11-84                             Prescribed by GSA
                                                   FAR (48 CFR) 53.243

<PAGE>

                                                                N00174-03-D-0003
                                                                          P00006
                                                                     Page 2 of 3

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

THE FOLLOWING ITEMS ARE APPLICABLE TO THIS MODIFICATION:

    CONTINUATION PAGE

1. Section 2.2.1.4.2 of the Performance Specification is hereby changed as
follows:

      From:

            2.2.1.4.2 CABLED MODE. When being operated in cabled mode (e.g.
            fiber optic, coaxial, multi-conductor), the maximum amount of cable
            that can be deployed between the vehicle and the OCS shall be no
            less than 200 meters. The desired maximum amount of cable is 500
            meters. An indication shall be provided to warn the operator when 20
            meters of cable or less remains to be payed out. A conspicuous
            marking of the cable that can be viewed with a vehicle camera is a
            sufficient indication. THE CABLE SHALL BE STORED ON THE VEHICLE AND
            BE CAPABLE OF PAYING OUT FREELY FROM THE VEHICLE. A self-reeling
            mechanism for cable retrieval located on the vehicle that can be
            controlled from the OCS during a mission is desired. If such a
            self-reeling mechanism is not provided on the vehicle, then a manual
            or powered reeling mechanism shall be provided at the OCS to
            facilitate the retrieval of cable during a mission. A means to
            facilitate the manual retrieval of cable onto the vehicle after a
            mission shall be provided. The capability to lower, lift, and drag
            the vehicle by the cable (without damaging the cable) is desired.

      To:

            2.2.1.4.2 CABLED MODE. When being operated in cabled mode (e.g.
            fiber optic, coaxial, multi-conductor), the maximum amount of cable
            that can be deployed between the vehicle and the OCS shall be no
            less than 200 meters. The desired maximum amount of cable is 500
            meters. An indication shall be provided to warn the operator when 20
            meters of cable or less remains to be payed out. A conspicuous
            marking of the cable that can be viewed with a vehicle camera is a
            sufficient indication. NO LESS THAN 150 METERS OF CABLE SHALL BE
            STORED ON THE VEHICLE AND BE CAPABLE OF PAYING OUT FREELY FROM THE
            VEHICLE. HAVING ALL OF THE CABLE STORED ON THE VEHICLE IS DESIRED. A
            self-reeling mechanism for cable retrieval located on the vehicle
            that can be controlled from the OCS during a mission is desired. If
            such a self-reeling mechanism is not provided on the vehicle, then a
            manual or powered reeling mechanism shall be provided at the OCS to
            facilitate the retrieval of cable during a mission. A means to
            facilitate the manual retrieval of cable onto the vehicle after a
            mission shall be provided. The capability to lower, lift, and drag
            the vehicle by the cable (without damaging the cable) is desired.

2. Section 2.2.1.5.1 of the Performance Specification is hereby changed as
follows:

      From:

            2.2.1.5.1 MAN TRANSPORTABILITY. All components of the system
            necessary to conduct 2 two-hour missions (as outlined in 2.2.1.3
            with one in wireless mode and one in cabled mode) shall weigh no
            more than 145 pounds and shall be capable of being transported a
            distance of 500 meters in semi-rugged terrain as one load by two
            personnel in one trip. The entire weight of the load shall be borne
            by the two personnel. A weight of no more than 75 pounds (vice 145
            pounds) is desired. A load carrying apparatus that combines
            stretcher type handles and shoulder support is recommended, but not
            required, to facilitate transporting the load. Any load carrying
            apparatus shall be considered to be part of the system and the
            weight of such apparatus shall be included in the 145 pound weight
            limit. Any modular vehicle mobility aids shall also be included in
            the 145 pound weight limit. The load carrying apparatus, if
            provided, shall be capable of supporting 160
<PAGE>

                                                                N00174-03-D-0003
                                                                          P00006
                                                                     Page 3 of 3

                  pounds (which includes the weight of the apparatus itself) to
                  allow for an additional 15 pounds of weight associated with
                  future system upgrades.

            To:

                  2.2.1.5.1 MAN TRANSPORTABILITY. All components of the system
                  necessary to conduct 2 two-hour missions (as outlined in
                  2.2.1.3 with one in wireless mode and one in cabled mode)
                  shall weigh no more than 175 pounds and shall be capable of
                  being transported a distance of 500 meters in semi-rugged
                  terrain as one load by two personnel in one trip. The entire
                  weight of the load shall be borne by the two personnel. A
                  weight of no more than 75 pounds (vice 175 pounds) is desired.
                  A load carrying apparatus that combines stretcher type handles
                  and shoulder support is recommended, but not required, to
                  facilitate transporting the load. Any load carrying apparatus
                  shall be considered to be part of the system and the weight of
                  such apparatus shall be included in the 175 pound weight
                  limit. Any modular vehicle mobility aids shall also be
                  included in the 175 pound weight limit. The load carrying
                  apparatus, if provided, shall be capable of supporting 190
                  pounds (which includes the weight of the apparatus itself) to
                  allow for an additional 15 pounds of weight associated with
                  future system upgrades.

3.    Section 2.2.1.14 of the Performance Specification is hereby changed as
      follows:

            From:

                  2.2.1.14 FIRING CIRCUIT. The MTRS shall contain a safety
                  critical firing circuit that is capable of initiating
                  electro-explosive devices such as squibs and blasting caps.
                  The output of the firing circuit shall terminate in two
                  suitable terminal posts in an accessible location on the
                  vehicle. THE FIRING CIRCUIT SHALL BE CAPABLE OF PROVIDING NO
                  LESS THAN 2.43 AMPERES OF DIRECT CURRENT. THE OUTPUT VOLTAGE
                  OF THE FIRING CIRCUIT SHALL BE NO LESS THAN 14 VOLTS AND NO
                  GREATER THAN 28 VOLTS. Functioning of the firing circuit shall
                  require a unique sequence of events to be performed at the OCS
                  by the operator. See 2.2.8.2.

            To:

                  2.2.1.14 FIRING CIRCUIT. The MTRS shall contain a safety
                  critical firing circuit that is capable of initiating
                  electro-explosive devices such as squibs and blasting caps.
                  The output of the firing circuit shall terminate in two
                  suitable terminal posts in an accessible location on the
                  vehicle. THE FIRING CIRCUIT SHALL BE CAPABLE OF PROVIDING NO
                  LESS THAN 2.43 AMPERES OF DIRECT CURRENT FOR NO LESS THAN 2.7
                  SECONDS. THE OUTPUT VOLTAGE OF THE FIRING CIRCUIT SHALL BE NO
                  LESS THAN 14.2 VOLTS AND NO GREATER THAN 28 VOLTS. Functioning
                  of the firing circuit shall require a unique sequence of
                  events to be performed at the OCS by the operator. See
                  2.2.8.2.

4.    Contractor's Statement of Release:

      The parties have considered whether an equitable adjustment in the
      contract price, delivery schedule, or other terms and conditions of the
      contract is warranted by virtue of the above changes to the conract. The
      parties agree that no such adjustment is warranted. The contractor waives
      all right, title and interest, if any, to further equitable adjustments
      arising under this modification.

5.    All other terms and conditions remain unchanged.

6.    For additional information, contact Jessica Maddox at 301-744-6614.

<PAGE>

                                                                   PAGE OF PAGES
                                                                     1       2

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE

         J

2. AMENDMENT/MODIFICATION NO.

   P00005

3. EFFECTIVE DATE

   26-Feb-2004

4. REQUISITION/PURCHASE REQ. NO._______________

5. PROJECT NO.(If Applicable)__________________

6. ISSUED BY                   CODE N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE
   ATTN: JESSICA D. MADDOX
   INDIAN HEAD MD 20640-5035

7. ADMINISTERED BY (If other than item 6)  CODE  S3319A

   DCMC BOSTON-MANCHESTER
   2 WALL STREET
   MANCHESTER NH 03101-1518

8. NAME AND ADDRESS OF CONTRACTOR (NO., Street, Country, State and Zip Code)

   IROBOT CORP
   DUNS 807380951
   22 MCGRATH HWY SUITE 6
   SOMERVILLE MA 02143

CODE 066R1                           FACILITY CODE______________

    9A. AMENDMENT OF SOLICITATION NO.

    9B. DATED (SEE ITEM 11)

[X] 10A. MOD. OF CONTRACT/ORDER NO.

    N00174-03-D-0003

[X] 10B. DATED (SEE ITEM 13)

    29-Oct-2002

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

[ ]   The above numbered soliciation is amended as set forth in Item 14. The
      hour and date specified for receipt of Offer   [ ] is extended,  [ ] is
      not extended.

      Offer 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
      ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF
      OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF
      YOUR OFFER. If by virtue of this amendment you desire to change an offer
      already submitted, such change may be made by telegram or letter, provided
      each telegram or letter makes reference to the solicitation and this
      amendment, and is received prior to the opening hour and date specified.

12.   ACCOUNTING AND APPROPRIATION DATA (If required)

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

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

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

      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.)

      Modification Control Number: kgak3804570

The purpose of this modification is to incorporate clause IHD 6 into
Section G of the subject contract. See page 2 for details.

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)_____________

15B. CONTRACTOR/OFFEROR

_____________________________________________
  (Signature of person authorized to sign)

15C. DATE SIGNED_________________________

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

EDNA GIGON/CONTRACTS

TEL: 301/744-6682           EMAIL: gigonea@ih.navy.mil

16B. UNITED STATES OF AMERICA

BY: /s/ EDNA A. GIGON
    --------------------------------------
   (Signature of Contracting Officer)

16C. DATE SIGNED

     26-Feb-2004

EXCEPTION TO SF 30               30-105-04          STANDARD FORM 30(Rev. 10-83)
APPROVED BY OIRM 11-84                              Prescribed by GSA
                                                    FAR (48 CFR) 53.243
<PAGE>

                                                                N00174-03-D-0003
                                                                          P00005
                                                                     Page 2 of 2

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

THE FOLLOWING ITEMS ARE APPLICABLE TO THIS MODIFICATION:

   CONTINUATION PAGE

1.    Clause IHD 6 - Contract Points of Contact (NAVSEA/IHD) is hereby
      incorporated into Section G of the subject contract. The text of the
      clause is as follows:

            IHD 6 CONTRACT POINTS OF CONTACT (NAVSEA/IHD)

            The following contacts are provided for this contract:

            Contract Administrator: Jessica D. Maddox
                      Phone Number: 301-744-6614
                     E-mail address: maddoxjd@ih.navy.mil

            Payments/Invoicing: Geneva Wesley
                     Phone Number: 301-744-4840
                     E-mail address: wesleygm@ih.navy.mil

            Technical Representative: Byron Brezina
                     Phone Number: 301-744-6850, x255
                     E-mail address: brezina@eodpoe2.navsea.navy.mil

      Any concerns regarding your contract should be addressed to the above
      mentioned personnel or the Contracting Officer, Renee M. Brown, at
      301-744-6653.

2.    All other terms and conditions remain unchanged.

3.    For additional information, contact Jessica Maddox at 301-744-6614.

<PAGE>

                                                                   PAGE OF PAGES
                                                                     1       2

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT


1. CONTRACT ID CODE

          J

2. AMENDMENT/MODIFICATION NO.

   02

3. EFFECTIVE DATE

   12-Dec-2003

4. REQUISITION/PURCHASE REQ. NO.

   7575033165628

5. PROJECT NO.(IF APPLICABLE)________________

6. ISSUED BY                   CODE N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE.
   ATTN: DIANNE HUNTT 1143C
   HUNTTDC@IH.NAVY.MIL
   INDIAN HEAD MD 20640-5035

7.  ADMINISTERED BY (If other than item 6)   CODE  S2206A

    DCMC BOSTON
    495 SUMMER STREET
    BOSTON MA 02210-2138

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State, and Zip Code)

   IROBOT CORP
   DAVE ADLER
   DUNS #807380951
   63 SOUTH AVE.
   BURLINGTON MA 01803-4903

CODE 066R1                           FACILITY CODE _____________

    9A. AMENDMENT OF SOLICITATION NO.

    9B. DATED (SEE ITEM 11)

[X] 10A. MOD. OF CONTRACT/ORDER NO.

    N00174-03-D-0003-0002

[X] 10B. DATED (SEE ITEM 13)

    29-Oct-2002

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 offer   [ ] is extend, [ ] is not
      extended.

      Offer 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
      ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF
      OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF
      YOUR OFFER. If by virtue of this amendment you desire to change an offer
      already submitted, such change may be made by telegram or letter, provided
      each telegram or letter makes reference to the solicitation and this
      amendment, and is received prior to the opening hour and date specified.

12.   ACCOUNTING AND APPROPRIATION DATA (If required)

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

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

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

      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 soliciation/contract subject matter where feasible.)

      Modification Control Number: pcaw3604267

The purpose of this modification is to change the Accounting and Appropriation
Data under the subject contract delivery order in accordance with page 2.

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)

15B. CONTRACTOR/OFFEROR

_____________________________________________
  (Signature of person authorized to sign)

15C. DATE SIGNED

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

        RENEE M. BROWN/CONTRACTS

        TEL: 301/744-6653           EMAIL: brownrm@ih.navy.mil

16B. UNITED STATES OF AMERICA

BY: /s/ Renee M. Brown
    ----------------------------------------
    (Signature of Contracting Officer)

16C. DATE SIGNED

     12-Dec-2003

EXCEPTION TO SF 30                30-105-04         STANDARD FORM 30(Rev. 10-83)
APPROVED BY OIRM 11-84                              Prescribed by GSA
                                                    FAR (48 CFR) 53.243
<PAGE>

                                                                N00174-03-D-0003
                                                                          000202
                                                                     Page 2 of 2

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

THE FOLLOWING ITEMS ARE APPLICABLE TO THIS MODIFICATION:

1.    Delivery Order 0002, page 2, Accounting and Appropriation Data is changed
      to read as follows.

      AA 1741319.8994 260 0464A 0 068892 2D Q00594 0464A445053T $35,000.00
      Req # 75750 3316 5628

2.    Questions concerning this modification are to be directed to Dianne Huntt
      at 301-744-6195.
<PAGE>
                                                                  PAGE  OF PAGES

                                                                   1         2

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE

          J

2. AMENDMENT/MODIFICATION NO.

   01

3. EFFECTIVE DATE 26-NOV-2003

4. REQUISITION/PURCHASE REQ. NO. 7575033165628

5. PROJECT NO. (If applicable)

6. ISSUED BY                               CODE N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE.
   ATTN: DIANNE HUNTT 1143C
   HUNTTDC@IH.NAVY.MIL
   INDIAN HEAD MD 20640-5035


7. ADMINISTERED BY (If other than item 6)  CODE S2206A

   DCMC BOSTON
   495 SUMMER STREET
   BOSTON MA 02210-2138

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, Sate and Zip Code)

   IROBOT CORP
   DAVE ADLER
   DUNS # 807380951
   63 SOUTH AVE.
   BURLINGTON MA 01803-4903

CODE 066R1                                     FACILITY CODE ___________________

   9A. AMENDMENT OF SOLICITATION NO.

   9B. DATED (SEE ITEM 11)

[X] 10A. MOD. OF CONTRACT/ORDER NO.

    N00174-03-D-0003-0002

[X] 10B. DATED (SEE ITEM 13)

    29-Oct-2002

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 Offer [ ] is extended, [ ] is not
    extended.

    Offer 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
    ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF
    OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR
    OFFER. If by virtue of this amendment you desire to change an offer already
    submitted, such change may be made by telegram or letter, provided each
    telegram or letter makes reference to the solicitation and this amendment,
    and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA (If required)

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

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

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

    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.)
    Modification Control Number: pcaw 3604198

The purpose of this modification is to make a clercial correction to Delivery
Order 0002, page 1, Total Amount, in accordance with page 2.

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)

   15B CONTRACTOR/OFFEROR
       __________________________________________________________
      (Signature of person authorized to sign)

   15C. DATE SIGNED

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

        RENEE M. BROWN / CONTRACTS

   TEL: 301/744-6653                                    EMAIL:brownrm@h.navy.mil

   16B. UNITED STATES OF AMERICA

   BY: /s/ RENEE M. BROWN
       ----------------------------------
       (Signature of Contracting Officer)

   16C. DATE SIGNED

   26-NOV-2003

EXCEPTION TO SF 30                  30-105-04      STANDARD FORM 30 (Rev. 10-83)
APPROVED BY OIRM 11-84                             Prescribed by GSA
                                                   FAR (48 CFR) 53.243
<PAGE>

                                                                N00174-03-D-0003
                                                                          000201
                                                                     Page 2 of 2

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

THE FOLLOWING ITEMS ARE APPLICABLE TO THIS MODIFICATION:
     N00174-03-D-0003 00002 01

1.    Delivery Order 0002, DD Form 1155, page 1, block 25, Total, is changed as
      follows:

                    DELETE: $100,000.00
                    INSERT: $ 35,000.00

2.    Questions concerning this modification are to be directed to Dianne Huntt
      at 301-744-6195.

<PAGE>

                                                                   PAGE OF PAGES
                                                                     1       2

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE

         J

2. AMENDMENT/MODIFICATION NO.

3. EFFECTIVE DATE

4. REQUISITION/PURCHASE REQ. NO.

5. PROJECT NO.(lf applicable)

6. ISSUED BY CODE N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE.
   ATTN: DIANNE HUNTT 1143C
   HUNTTDC@IH.NAVY.MIL
   INDIAN HEAD MD 20640-5035

7. ADMINISTERED BY (If other than item 6) CODE S2206A

   DCMC BOSTON
   495 SUMMER STREET
   BOSTON MA 02210-2138

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code)

   IROBOT CORP
   DAVE ADLER
   DUNS #807380951
   63 SOUTH AVE
   BURLINGTON MA 01803-4903

   CODE 066R1                                          FACILITY CODE ___________

   9A. AMENDMENT OF SOLICITATION NO.

   9B. DATED (SEE 1TEM 11)

[X] 10A MOD OF CONTRACT/ORDER NO.
    N00174-03-D-0003

[X] 10B. DATED (SEE ITEM 13)
    29-Oct-2002



11. THIS : TEM 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 offer [ ] is extended, [ ] is not
    extended.

    Offer 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 ______ cop as 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
    ACKNOWLEDGMENT TO BE REJECTION OF YOUR OFFER. If by virtue of this amendment
    you desire to change an offer already submitted, such change may be made by
    telegramor letter, provided each telegramor letter makes reference to the
    solicitation and this amendment, and is received prior to the opening hour
    and date specified.

12. ACCOUNTING AND APPROPRIATION DATA (If required)

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

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

    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).

[X] C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:
       mutual agreement

    D. OTHER (Specify type of modification and authority)

    E. IMPORTANT: Contractor [ ] is not, [X] is required to sign this document
       and return 1 copies to the issuing office.

14.DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings,
   including solicitation/contract subject matter where feasible.)

   Modification Control Number: pcaw3604187

The purpose of this modification is to change the ordering period for Phase I in
Section B and F of the subject contract in accordance with page 2.

Except as provided herein, all terms and conditions of the document referenced
in Item 9A or 10A, as hereto fore changed, remains unchanged and in lull force
and effect.

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

        M. David Adler, Sr. Vice President

   15B. CONTRACT OR/OFFEROR

        /s/ M. David Adler
        ---------------------------------------
        (Signature of person authorized to sign)

   15C. DATE SIGNED

        NOV 25, 2003

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

   Tel:____________________             EMAIL:_______________________

   16B. UNITED STATES OF

   BY__________________________________
   (Signature or Contracting Officer)

   16C. DATE SIGNED

EXCEPTION TO SF 30              30-105-04         STANDARD FORM 30 (Rev. 10-83)
APPROVED BY OIRM 11-84                             Prescribed by GSA
                                                   FAR(48 CFR) 53.243

<PAGE>

                                                                N00174-03-D-0003

                                                                     Page 2 of 2

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

THE FOLLOWING ITEMS ARE APPLICABLE TO THIS MODIFICATION:
      N00174-03-D-0003 P4 IROBOT

1.    Section B - Supplies or Services and Prices, Page 2, Phase I - PSVM, and
      Section F - Deliveries or Performance, page 24, Phase I ordering period is
      changed as follows:

      Delete: from date of award until six (6) months after date of contract
              (ADC)

      Insert: from date of award to fourteen (14) months after date of contract
              (ADC)

2.    The parties have considered whether an equitable adjustment in the
      contract price or other terms and conditions of the contract is warranted
      by virtue of the above change to the contract. The parties agree that no
      such adjustment is warranted. The contractor waives all right, title and
      interest, if any, to further equitable adjustments arising under this
      modification.

3.    Questions concerning this modification are to be directed to Dianne Huntt
      at 301-744-6195.
<PAGE>

                                                                   PAGE OF PAGES
                                                                      1      2

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE

        J

2. AMENDMENT/MODIFICATION NO.

   P00004

3. EFFECTIVE DATE

   26-Nov-2003

4. REQUISITION/PURCHASE REQ. NO. _________________

5. PROJECT NO.(If applicable) _________________

6. ISSUED BY                     CODE  N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE.
   ATTN: DIANNE HUNTT 1143C
   HUNTTDC@IH.NAVY.MIL
   INDIAN HEAD MD 20640-5035

7. ADMINISTERED BY (If other than item 6)            CODE S2206A

   DCMC BOSTON
   495 SUMMER STREET
   BOSTON MA 02210-2138

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code)

   IROBOT CORP
   DAVE ADLER
   DUNS #807380951
   63 SOUTH AVE.
   BURLINGTON MA 01803-4903

CODE 066R1                           FACILITY CODE ___________________

    9A. AMENDMENT OF SOLICITATION NO.

    9B. DATED (SEE ITEM 11)

[X] 10A. MOD. OF CONTRACT/ORDER NO.

    N00174-03-D-0003

    10B. DATED (SEE ITEM 13)

[X] 29-Oct-2002

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

[ ] The above numbered solicitation is amended as set forth in Item l4. The hour
    and date Specified for receipt of offer [ ] is extended, [ ] is not
    extended.

    Offer 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
    ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF
    OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR
    OFFER. If by virtue of this amendment you desire to change an offer already
    submitted, such change may be made by telegram or letter, provided each
    telegram or letter makes reference to the solicitation and this amendment,
    and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA (If required)

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTORS/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.

    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).

[X] C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:
       mutual agreement

    D. OTHER (Specify type of modification and authority)

    E. IMPORTANT: Contractor [ ] is not, [X] is required to sign this document
       and return  1  copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings,
    including solicitation/contract subject matter where feasible.)
    Modification Control Number:  pcaw 3604187

The purpose of this modification is to change the ordering period for Phase 1 in
Section B and F of the subject contract in accordance with page 2.

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) ______________________

15B. CONTRACTOR/OFFEROR

__________________________________________
 (Signature of person authorized to sign)

15C. DATE SIGNED

16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)
     RENEE M. BROWN / CONTRACTS
     TEL: 301/744-6653             EMAIL: brownm@ih.navy.mil

16B. UNITED STATES OF AMERICA

BY /s/ Renee M. Brown
   ------------------------------------
   (Signature of Contracting Officer)

16C. DATE SIGNED

     26-Nov-2003

EXCEPTION TO SF 30              30-105-04          STANDARD FORM 30 (Rev. 10-83)
APPROVED BY OIRM 11-84                             Prescribed by GSA
                                                   FAR (48 CFR) 53.243
<PAGE>

                                                                N00174-03-D-0003
                                                                          P00004
                                                                     Page 2 of 2

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

THE FOLLOWING ITEMS ARE APPLICABLE TO THIS MODIFICATION:
    N00174-03-D-0003 P4 IROBOT

1.    Section B - Supplies or Services and Prices, page 2, Phase I - PSVM, and
      Section F - Deliveries or Performance, page 24, Phase I ordering period is
      changed as follows:

            Delete: from date of award until six (6) months after date of
            contract (ADC)

            Insert: from date of award to fourteen (14) months after date of
            contract (ADC)

2.    The parties have considered whether an equitable adjustment in the
      contract price or other terms and conditions of the contract is warranted
      by virtue of the above change to the contract. The parties agree that no
      such adjustment is warranted. The contractor waives all right, title and
      interest, if any, to further equitable adjustments arising udner this
      modification.

3.    Questions concerning this modification are to be directed to Dianne Huntt
      at 301-744-6195.

<PAGE>

                                                                   PAGE OF PAGES
                                                                       1     2

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE

2. AMENDMENT/MODIFICATION NO.

   P00003

3. EFFECTIVE DATE

   02-Jul-2003

4. REQUISITION/PURCHASE REQ. NO. _______________

5. PROJECT NO.(If applicable) ______________

6. ISSUED BY                       CODE N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE.
   ATTN: DANNE HUNTT 1143C
   HUNTTDC@IH.NAVY.MIL
   INDIAN HEAD MD 20640-5035

7. ADMINISTERED BY (If other than item 6)     CODE S2206A

   DCMC BOSTON
   495 SUMMER STREET
   BOSTON MA 02210-2138

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code)

   IROBOT CORP
   DAVE ADLER
   DUNS #807380951
   63 SOUTH AVE.
   BURLINGTON MA 01803-4903

CODE 066R1                         FACILITY CODE _______________

    9A. AMENDMENT OF SOLICITATION NO.

    9B. DATED (SEE ITEM 11)

[X] 10A. MOD. OF CONTRACT/ORDER NO.

    N00174-03-D-0003

[X] 10B. DATED (SEE ITEM 13)

    29-Oct-2002

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

[ ] The above numbered solicitation is amended as set forth in Item l4. The
    hour and date specified for receipt of offer [ ] is extended, [ ] is not
    extended.

    Offer 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 ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT
    OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF
    YOUR OFFER. If by virtue of this amendment you desire to change an offer
    already submitted, such change may be made by telegram or letter, provided
    each telegram or letter makes reference to the solicitation and this
    amendment, and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA (If required)

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTORS/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.

    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).

[X] C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:
        FAR 52.243-1 CHANGES FIXED PRICE

    D. OTHER (Specify type of modification and authority)

    E. IMPORTANT: Contractor [ ] is not, [X] is required to sign this document
       and return 2 copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings,
    including solicitation/contract subject matter where feasible.)

THE PURPOSE OF THIS MODIFICATION IS TO MAKE A CHANGE TO THE PERFORMANCE
SPECIFICATION UNDER THE SUBJECT CONTRACT IN ACCORDANCE WITH PAGE 2.

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)

15B. CONTRACTOR/OFFEROR

     ________________________________________
     (Signature of Person authorized to Sign)

15C. DATE SIGNED _____________________

16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)
     DIANNE HUNTT / CONTRACTS

16B. UNITED STATES OF AMERICA

BY /s/ Dianne C. Huntt
   ----------------------------------------
   (Signature of Contracting officer)

16C. DATE SIGNED
     02-Jul-2003

EXCEPTION TO SF 30          30-105-04           STANDARD FORM 30 (Rev. 10-83)
APPROVED BY OIRM 11-84                          Prescribed by GSA
                                                FAR (48 CFR) 53.243
<PAGE>

                                                                N00174-03-D-0003
                                                                          P00003
                                                                     Page 2 of 2

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

1.    Section J - List of Documents, Exhibits and Other Attachments, page 40,
      Attachment - A Performance Specification for Man Transportable Robotic
      System, Section 2.2.1.4.1- Wireless Mode, the following statement is
      hereby incorporated into this contract.

      2.4. GHz "Non-Licensed" devices that comply with the regulations contained
      in Annex K of the National Telecommunications and Information
      Administration (NTIA) Manual of Regulations & Procedures for Federal Radio
      Frequency Management (January 2000 Edition). Annex K is titled "Technical
      Standards for Federal "Non-Licensed" Devices."

2.    The parties have considered whether an equitable adjustment in the
      contract price or other terms and conditions of the contract are warranted
      by virtue of the above change to the contract. The parties agree no such
      adjustment is warranted. The contractor waives all right, title and
      interest, if any, to further equitable adjustments arising under this
      modification.

<PAGE>

                                                                   PAGE OF PAGES
                                                                     1       2

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE

2. AMENDMENT/MODIFICATION NO.

   P00003

3. EFFECTIVE DATE

   Jul 02 2003

4. REQUISITION/PURCHASE REQ. NO.

5. PROJECT NO.(If applicable)

6. ISSUED BY                  CODE N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE.
   ATTN: DIANNE HUNTT 1143C
   HUNTTDC@IH.NAVY.MIL
   INDIAN HEAD MD 20640-5035

7. ADMINISTERED BY (If other than item 6)       CODE S2206A

   DCMC BOSTON
   495 SUMMER STREET
   BOSTON MA 02210-2138

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code)

   IROBOT CORP
   DAVE ADLER
   DUNS #807380951
   63 SOUTH AVE.
   BURLINGTON MA 01803-4903

CODE 066R1                        FACILITY CODE___________

   9A. AMENDMENT OF SOLICITATION NO.

   9B. DATED (SEE ITEM 11)


   [X] 10A. MOD. OF CONTRACT/ORDER NO.

       N00174-03-D-0003

   [X] 10B. DATED (SEE ITEM 13)

       29-Oct-2002

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

[ ] The above numbered solicitation is amended as set forth in Item l4.The hour
    and date specified for receipt of Offer [ ] is extended. [ ] is not
    extended.

    Offer 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
    ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF
    OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR
    OFFER. If by virtue of this amendment you desire to change an offer already
    submitted, such change may be made by telegram or letter, provided each
    telegram or letter makes reference to the solicitation and this amendment,
    and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA (If required)

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTORS/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.

    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).

[X] C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:
       FAR 52.243-1 CHANGES FIXED PRICE

    D. OTHER (Specify type of modification and authority)

    E. IMPORTANT: Contractor [ ] is not, [X] is required to sign this document
       and return 2 copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings,
including solicitation/contract subject matter where feasible.)

THE PURPOSE OF THIS MODIFICATION IS TO MAKE A CHANGE TO THE PERFORMANCE
SPECIFICATION UNDER THE SUBJECT CONTRACT IN ACCORDANCE WITH PAGE 2.

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)

     M. David Adler  Sr. Vice President

15B. CONTRACTOR/OFFEROR

     /s/ M. David Adler
(Signature of person authorized to sign)

15C. DATE SIGNED

July 1 2003

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

16B. UNITED STATES OF AMERICA

BY /s/ DIANNE C. HUNTT
(Signature of Contracting Officer)

16C. DATE SIGNED

02 JUL 2003

EXCEPTION TO SF 30             30-105-04           STANDARD FORM 30 (Rev. 10-83)
APPROVED BY OIRM 11-84                             Prescribed by GSA
                                                   FAR (48 CFR) 53.243
<PAGE>

                                                                N00174-03-D-0003
                                                                          P00003
                                                                     Page 2 of 2

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

1.    Section J - List of Documents, Exhibits and Other Attachments, page 40,
      Attachment - A Performance Specification for Man Transportable Robotic
      System. Section 2.2.1.4.1 - Wireless Mode, the following statement is
      hereby incorporated into this contract.

      2.4, GHz "Non-Licensed" devices that comply with the regulations contained
      in Annex K of the National Telecommunications and Information
      Administration (NTIA) Manual of Regulations & Procedures for Federal
      Radio Frequency Management (January 2000 Edition). Annex K is titled
      "Technical Standards for Federal "Non-Licensed" Devices."

2.    The parties have considered whether an equitable adjustment in the
      contract price or other terms and conditions of the contract are warranted
      by virtue of the above change to the contract. The parties agree no such
      adjustment is warranted. The contractor waives all right, title and
      interest, if any, to further equitable adjustments arising under this
      modification.
<PAGE>
                                                                   PAGE OF PAGES
                                                                    1       2
AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1 . CONTRACT ID CODE

           J

2. AMENDMENT/MODIFICATION NO.

   01

3. EFFECTIVE DATE

   07-Feb-2003

4. REQUISITION/PURCHASE REQ. NO.

   PSVM PHASE - IROBOT

5. PROJECT NO.(If applicable)

6. ISSUED BY                      CODE N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE.
   ATTN: JESSICA MADDOX 11431 MADDOXJD@I
   H.NAVY.MIL
   INDIAN HEAD MD 20640-5035

7. ADMINISTERED BY (If other than item 6)      CODE S2206A

   DCMC BOSTON
   495 SUMMER STREET
   BOSTON MA 02210-2138

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code)

   IROBOT CORP
   DAVE ADLER
   DUNS #807380951
   63 SOUTH AVE.
   BURLINGTON MA  01803-4903

CODE 066R1                       FACILITY CODE

   9A. AMENDMENT OF SOLICITATION NO.

   9B. DATED (SEE ITEM 11)

[X] 10A. MOD. OF CONTRACT/ORDER NO.

    N00174-03-D-0003-0001

[X] 10B. DATED (SEE ITEM 13)

    29-Oct-2002

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 Offer [ ] is extended, [ ] is not
    extended.

    Offer 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
    ACKNOWLEDGMENT TO BE REJECTION OF YOUR OFFER. If by virtue of this amendment
    you desire to change an offer already submitted, such change may be made by
    telegram or letter, provided each telegram or letter makes reference to the
    solicitation and this amendment, and is received prior to the opening hour
    and date specified.

12. ACCOUNTING AND APPROPRIATION DATA (If required)

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

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

    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)

    MUTUAL AGREEMENT OF BOTH PARTIES

    E. IMPORTANT: Contractor [ ] is not, [X] is required to sign this document
       and return 1 copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings,
    including solicitation/contract subject matter where feasible.)

The purpose of this modification is to make changes to the company's address,
CAGE code, DUNS number, and assigned DCMA office of the subject contract. See
page 2 for details.

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)

15B. CONTRACTOR/OFFEROR
________________________________________
(Signature of person authorized to sign)

15C. DATE SIGNED

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

     RENEE M. BROWN / CONTRACTS

16B. UNITED STATES OF AMERICA

     BY /s/ [ILLEGIBLE]
        ---------------
     (Signature of Contracting Officer)

16C. DATE SIGNED

     07-Feb-2003

EXCEPTION TO SF 30              30-105-04          STANDARD FORM 30 (Rev. 10-83)
APPROVED BY OIRM 11-84                             Prescribed by GSA
                                                   FAR (48 CFR) 53.243
<PAGE>

                                                                N00174-03-D-0003
                                                                          000101
                                                                     Page 2 of 2

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

1.    The address provided in block 9 of the DD Form 1155 is hereby revised as
      follows:

            From: 37 Wilton Road            To: 63 South Avenue
                  Milford, NH 03055             Burlington, MA 01803-4903

2.    The CAGE code provided in block 9 of the DD Form 1155 is hereby revised as
      follows:

            From: 1BNT3
            To: 066R1

3.    The DUNS number provided in block 9 of the DD Form 1155 is hereby revised
      as follows:

            From: 604499194
            To: 807380951

4.    The DCMA office shown in block 7 of the DD Form 1155 is hereby revised as
      follows:

            From: DCMC Boston-Manchester          To: DCMA Boston
                  2 Wall Street                       495 Summer Street
                  Manchester, NH 03101-1518           Boston, MA 02210-2138

5.    Contractor's Statement of Release:

            The parties have considered whether an equitable adjustment in the
            contract price, delivery schedule, or other terms and conditions of
            the contract is warranted by virtue of the above changes to the
            contract. The parties agree that no such adjustment is warranted.
            The contractor waives all right, title and interest, if any, to
            further equitable adjustments arising under this modification.

6.    All other terms and conditions remain unchanged.

7.    For further information, contact Jessica Maddox at 301-744-6614.
<PAGE>

                                                                   PAGE OF PAGES
                                                                     1       4

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE

2. AMENDMENT/MODIFICATION NO.

   P00002

3. EFFECTIVE DATE

   07-Feb-2003

4. REQUISITION/PURCHASE REQ. NO.

5. PROJECT NO.(If applicable)

6. ISSUED BY                   CODE N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE.
   ATTN: JESSICA MADDOX 11431 MADDOXJD@I
   H.NAVY.MIL
   INDIAN HEAD MD 20640-5035

7. ADMINISTERED BY (If other than item 6)       CODE S2206A

   DCMC BOSTON
   495 SUMMER STREET
   BOSTON MA 02210-2138

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code)

   IROBOT CORP
   DAVE ADLER
   DUNS #807380951
   63 SOUTH AVE.
   BURLINGTON MA 01803-4903

CODE 066R1                    FACILITY CODE

   9A. AMENDMENT OF SOLICITATION NO.

   9B. DATED (SEE ITEM 11 )

[X] 10A. MOD. OF CONTRACT/ORDER NO.

    N00174-03-D-0003

[X] 10B. DATED (SEE ITEM 13)

    29-Oct-2002

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 Offer [ ] is extended,  [ ] is not
    extended.

    Offer 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
    ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF
    OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR
    OFFER. If by virtue of this amendment you desire to change an offer already
    submitted, such change may be made by telegram or letter, provided each
    telegram or letter makes reference to the solicitation and this amendment,
    and is received prior to the opening hour and date specified.

12. ACCOUNTING AND APPROPRIATION DATA (If required)

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

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

    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)

    MUTUAL AGREEMENT OF BOTH PARTIES

    E. IMPORTANT: Contractor [ ] is not, [X] is required to sign this document
       and return 1 copies to the issuing office.

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings,
    including solicitation/contract subject matter where feasible.)

The purpose of this modification is to make changes to the company's address,
CAGE code, DUNS number, assigned DCMA office, Section B, and the Performance
Specification of the subject contract. See page 2 for details.

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)

15B. CONTRACTOR/OFFEROR
________________________________________
(Signature of person authorized to sign)

15C. DATE SIGNED

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

RENEE M. BROWN / CONTRACTS

16B. UNITED STATES OF AMERICA

BY /s/ Renee M. Brown
----------------------------------
(Signature of Contracting Officer)

16C. DATE SIGNED

07-Feb-2003

EXCEPTION TO SF 30               30-105-04         STANDARD FORM 30 (Rev. 10-83)
APPROVED BY OIRM 11-84                             Prescribed by GSA
                                                   FAR (48 CFR) 53.243
<PAGE>

                                                                N00174-03-D-0003
                                                                          P00002
                                                                     Page 2 of 4

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

1.    The address provided in Section A, block 15A of the SF 33 is hereby
      revised as follows:

            From: 37 Wilton Road                   To: 63 South Avenue
                  Milford, NH 03055                    Burlington, MA 01803-4903

2.    The CAGE code provided in Section A, block 15A of the SF 33 is hereby
      revised as follows:

            From: 1BNT3
            To: 066R1

3.    The DUNS number provided in Section A, block 15A of the SF33 is hereby
      revised as follows:

            From: 604499194
            To: 807380951

4.    The DCMA office shown in Section A, block 24 of the SF33 is hereby revised
      as follows:

            From: DCMC Boston-Manchester           To: DCMA Boston
                  2 Wall Street                        495 Summer Street
                  Manchester, NH 03101-1518            Boston, MA 02210-2138

5.    The description provided for Phase II - PRM on page four (4) of the
      subject contract is hereby changed as follows:

            From:

                  PHASE II - PRM

                  During Phase I, the Government is going to test the PSVMs to
                  the Performance Specification for conformance. There may be
                  some minor modifications that will be requested by the
                  Government. The purpose of Phase II is to incorporate those
                  changes. The contractor(s) will receive a Request for
                  Quotation identifying the minor modifications that need to be
                  made. Once the price has been determined reasonable, the
                  Government will issue a fixed price order(s). The Government
                  will utilize the Not to Exceed CLIN 0012 for the
                  modifications. If the Government does not want change from
                  Phase I, the Phase II will not be funded. It is also possible
                  that Phase II will only be funded for one (1) contractor.
                  Phase II includes CLINs 0011 through 0016 and the ordering
                  period for Phase II shall be from eighteen (18) months after
                  date of contract (ADC) through twenty-four (24) months ADC.

            To:

                  PHASE II - PRM

                  During Phase I, the Government is going to test the PSVMs to
                  the Performance Specification for conformance. There may be
                  some minor modifications that will be requested by the
                  Government. The purpose of Phase II is to incorporate those
                  changes. The contractor(s) will receive a Request for
                  Quotation identifying the minor modifications that need to be
                  made. Once the price has been determined reasonable, the
                  Government will issue a fixed price order(s). The Government
                  will utilize the Not to Exceed CLIN 0011 for the
                  modifications. If the Government does not want change from
                  Phase I, the Phase II will not be funded. It is also possible
                  that Phase II will only be funded for one (1) contractor.
                  Phase II includes CLINS 0010 THROUGH 0015 and the ordering

<PAGE>

                                                                N00174-03-D-0003
                                                                          P00002
                                                                     Page 3 of 4

                  period for Phase II shall be from eighteen (18) months after
                  date of contract (ADC) through twenty-four (24) months ADC.

6.    The description provided for Phase III - Production on page six (6) of the
      subject contract is hereby changed as follows:

            From:

                  PHASE III - PRODUCTION

                  Phase III is for production. Only one contractor will be
                  funded for the Production phase. At contract award, the
                  contractor shall provide an estimated unit price. Prior to
                  entering into Phase III, the Government will issue a Request
                  for Proposal (RFP) to the contractor(s). The RFP will request
                  the contractor to provide their final production unit costs
                  based on the final system configuration agreed upon in Phase
                  II or Phase I should the Government decide not to fund Phase
                  II. The offeror who offers the lowest unit price will be
                  funded for the production phase. Phase III includes CLINs 0017
                  through 0025 and the ordering period for Phase III shall be
                  from twenty-eight (28) months after date of contract (ADC)
                  through ten (10) years ADC.

            To:

                  PHASE III - PRODUCTION

                  Phase III is for production. Only one contractor will be
                  funded for the Production phase. At contract award, the
                  contractor shall provide an estimated unit price. Prior to
                  entering into Phase III, the Government will issue a Request
                  for Proposal (RFP) to the contractor(s). The RFP will request
                  the contractor to provide their final production unit costs
                  based on the final system configuration agreed upon in Phase
                  II or Phase I should the Government decide not to fund Phase
                  II. The offeror who offers the lowest unit price will be
                  funded for the production phase. Phase III includes CLINs 0016
                  THROUGH 0025 and the ordering period for Phase III shall be
                  from twenty-eight (28) months after date of contract (ADC)
                  through ten (10) years ADC.

7.    The description for Phase III - Production found at the end of page eight
      (8) of the subject contract is hereby deleted.

8.    CLIN 0016 found at the top of page nine (9) of the subject contract is
      hereby deleted. CLIN 0016 found on page six (6) of the subject contract
      remains unchanged.

9.    Page 45 of the subject contract, Performance Specification section
      2.2.1.10 is hereby changed as follows:

            From:

                  "However, all camera views provided shall be able to be viewed
                  simultaneously at the OCS and at least one vehicle camera
                  shall have the following characteristics:..."

            To:

                  "The capability for all camera views provided to be viewed
                  simultaneously at the OCS is desired. At least one vehicle
                  camera shall have the following characteristics:..."

10. Page 46 of the subject contract, Performance Specification section
    2.2.1.13 is hereby changed as follows:

            From:

                  "JOINT ARCHITECTURE FOR UNMANNED GROUND SYSTEMS (JAUGS). The
                  MTRS shall comply with the Joint Architecture for Unmanned
                  Ground Systems Reference Architecture Specification

<PAGE>

                                                                N00174-03-D-0003
                                                                          P00002
                                                                     Page 4 of 4

                  version 2.0."

            To:

                  "JOINT ARCHITECTURE FOR UNMANNED SYSTEMS (JAUS). The messaging
                  (communication) between the vehicle and the OCS shall comply
                  with the Joint Architecture for Unmanned Systems Reference
                  Architecture Specification version 3.0."

11.   Contractor's Statement of Release:

            The parties have considered whether an equitable adjustment in the
            contract price, delivery schedule, or other terms and conditions of
            the contract is warranted by virtue of the above changes to the
            contract. The parties agree that no such adjustment is warranted.
            The contractor waives all right, title and interest, if any, to
            further equitable adjustments arising under this modification.

12.   Modification P00001 was never issued.

13.   All other terms and conditions remain unchanged.

14.   For further information, contact Jessica Maddox at 301-744-6614.
<PAGE>
                                                                   PAGE OF PAGES
                                                                     1       2

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

1. CONTRACT ID CODE

        J

2. AMENDMENT/MODIFICATION NO.

       01

3. EFFECTIVE  DATE

       07 - FEB - 2003

4. REQUISITION/PURCHASE REQ. NO.

   PSVM PHASE - IROBOT

5. PROJECT NO, (If applicable)___________________________

6. ISSUED BY                    CODE N00174

   NAVSEA INDIAN HEAD
   101 STRAUSS AVE.
   ATTN: JESSICA MADDOX 1143L MADDOXJD@1
   H.NAVY.MIL
   INDIAN HEAD MD 20640-5035

7. ADMINISTERED BY (If other than item 6)      CODE  S2206A

   DCMC BOSTON
   495 SUMMER STREET
   BOSTON MA 02210-2136

8. NAME AND ADDRESS OF CONTRACTOR (No., Street, County, State and Zip Code)

   IROBOT CORP
   DAVE ADLER
   DUNS #807380951
   63 SOUTH AVE.
   BURLINGTON MA 01803-4903

   CODE  066R1                           FACILITY CODE ____________

    9A. AMENDMENT OF SOLICITATION NO.

    9B. DATED (SEE ITEM 11)

[X] 10A. MOD. OF CONTRACT/ORDER NO.
    N00174-03-D-0003-0001

[X] 10B. DATED (SEE ITEM 13)
    29-Oct-2002


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 in receipt of offer.   [ ] is extended. [ ] is not
      extended.

      Offer 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 telegarm which
      includes a reference to the solicitation and amendment numbers. FAILURE OF
      YOUR ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT
      OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF
      YOUR OFFER. If by virtue of this amendment you desire to change an offer
      already submitted, such change may be made by telegram or letter,
      provided each telegram or letter makes reference to the solicitation and
      this amendment, and is received prior to the opening hour and date
      specified.

12.   ACCOUNTING AND APPROPRIATION DATA (If required)

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

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

      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 l4, 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)
            MUTUAL AGREEMENT OF BOTH PARTIES

      E.    IMPORTANT: Contractor [ ] is not , [x] is required to sign this
            document and return 1 Copies to the issuing office.

14.   DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings,
      including solicitation/contract subject matter where feasible.

      The purpose of this modifications is to make changes to the company's
      address, CAGE code, DUNS number, and assigned DCMA office of the subject
      contract See page 2 for details.

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)
     M. David Adler, Sr. Vice President

15B. CONTRACTOR/OFFEROR

     /s/ M. David Adler
     -----------------------------------
     (Signature of person  authorized to sign)

15C. DATE SIGNED

     Jan 30, 2003

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

     RENEE M. BROWN

16B. UNITED STATES OF AMERICA

By /s/ RENEE M. BROWN
   --------------------------------
   (Signature of Contracting Officer)

16C. DATE SIGNED

     07 FEB 2003

EXCEPTION TO SF 30              30-105-04         STANDARD FORM 30 (Rev, 10-83)
APPROVED BY OIRM 11-84                            Prescribed by GSA
                                                  FAR (48 CFR) 53.243
<PAGE>

                                                                       PAGE 1 OF
                                                                               3

                         ORDER FOR SUPPLIES OR SERVICES

1. CONTRACT/PURCH. ORDER/
   AGREEMENT NO.
N00174-03-D-0003

2. DELIVERY ORDER/ CALL NO.

0001

3. DATE OF ORDER/CALL

   2002 Oct 29

4. REQ./PURCH. REQUEST NO.

   PSVM PHASE - IROBOT

5. PRIORITY

6. ISSUED BY             CODE N00174

NAVSEA INDIAN HEAD
101 STRAUSS AVE.
ATTN: JESSICA MADDOX 11431 MADDOXJD@IH.NAVY.MIL

INDIAN HEAD, MD 20640-5035

7. ADMINISTERED BY (if other than 6)           CODE S3319A

DCMC BOSTON-MANCHESTER

2 WALL STREET

MANCHESTER, NH 03101-1518

8. DELIVERY FOB
   [X] DEST
   [ ] OTHER

(See Schedule if other)

9. CONTRACTOR          CODE  1BNT3          FACILITY ___________
IROBOT CORP
ATTN GRINNELL MORE
DUNS #604499194
37 WILTON ROAD

MILFORD, NH 03055

10. DELIVER TO FOR POINT BY (Date)

    SEE SCHEDULE

11. MARK IF BUSINESS is
    [ ] SMALL
    [ ] SMALL DISADVANTAGED
    [ ] WOMEN-OWNED

12. DISCOUNT TERMS

13. MAIL INVOICES TO THE ADDRESS IN BLOCK

    See Item 15

14. SHIP TO           CODE ______________

SEE SCHEDULE
ATTN:

15. PAYMENT WILL BE MADE BY          CODE HQ0337

DFAS-COLUMBUS CENTER
NORTH ENTITLEMENT OPERATION P O BOX 182266

COLUMBUS, OH 43218-2266

MARK ALL PACKAGES AND PAPERS WITH IDENTIFICATION NUMBERS IN BLOCKS 1 AND 2.

16. TYPE OF ORDER

    DELIVERY/CALL

    PURCHASE

[X]   This delivery order/call is issued on another Govt. agency or in
      accordance with and subject to terms and conditions of above numbered
      contract.

      Reference your quote dated

      Furnish the following on terms specified herein.

      ACCEPTANCE. THE CONTRACTOR HEREBY ACCEPTS THE OFFER REPRESENTED BY THE
      NUMBERED PURCHASE ORDER AS IT MAY PREVIOUSLY HAVE BEEN OR IS NOW MODIFIED,
      SUBJECT TO ALL OF THE TERMS AND CONDITIONS SET FORTH, AND AGREES TO
      PERFORM THE SAME.

<TABLE>
<S>                             <C>                               <C>                                   <C>
_____________________________   ______________________________    ____________________________________  __________________________
   NAME OF CONTRACTOR                     SIGNATURE                       TYPED NAME AND TITLE                DATE SIGNED
                                                                                                               (YYYYMMMDD)
</TABLE>

[ ]   If this box is marked, supplier must sign Acceptance and return the
      following number of copies:

17. ACCOUNTING AND APPROPRIATION DATA/LOCAL USE

SEE SCHEDULE

18. ITEM NO.

19. SCHEDULE OF SUPPLIES/SERVICES

20. QUANTITY ORDERED/ACCEPTED*

21. UNIT

22. UNIT PRICE

23. AMOUNT

SEE SCHEDULE

* If quantity accepted by the Government is same as quality ordered, indicate
by X. If different, enter actual quantity accepted below quantity ordered and
encicrle

24. UNITED SATES OF AMERICA

/s/ Renee M. Brown
----------------------------
BY: Renee M. Brown                CONTRACTING/ORDERING OFFICER

25. TOTAL $220,420.00

26. QUANTITY IN COLUMN 20 HAS BEEN

[ ] INSPECTED  [ ] RECEIVED  [ ] ACCEPTED, AND CONFORMS TO THE CONTRACT EXCEPT
                                 AS NOTED

  _________               __________________________________
    DATE                  SIGNATURE OF AUTHORIZED GOVT. RFP.

27. SHIP NO.

_____________
[ ] PARTIAL
[ ] FINAL

28. DO VOUCHER NO.

29. DIFFERENCES _____________

30. INITIALS _____________

31. PAYMENT

[ ] COMPLETE
[ ] PARTIAL
[ ] FINAL

32. PAID BY

33. AMOUNT VERIFIED CORRECT FOR

34. CHECK NUMBER

35. BILL OF LADING NO.

36. I certify this account is correct and proper for payment.

_______________    _________________________________________
     DATE          SIGNATURE AND TITLE OF CERTIFYING OFFICER

37. RECEIVED AT

38. RECEIVED BY

39. DATE RECEIVED
     (YYYYMMMDD)

40. TOTAL CONTAINERS

41. S/R ACCOUNT NO.

42. S/R VOUCHER NO.

DD FORM 1155, JAN 1998 (EG)                        PREVIOUS EDITION MAY BE USED.
<PAGE>

CONTINUATION SHEET   REFERENCE NO. OF DOCUMENT BEING CONTINUED       PAGE
                     N00174-03-D-0003-0001                            2   OF  3

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

<TABLE>
<CAPTION>
                                                               MAX
ITEM NO       SUPPLIES/SERVICES                              QUANTITY   UNIT    UNIT PRICE   MAX AMOUNT
-------       -----------------                              --------   ----    ----------   ----------
<S>          <C>                                             <C>        <C>     <C>          <C>
0001         Performance Specification Verification Models     2.00     Each    $89,400.00   $178,800.00
             (PSVM) in accordance with the Statement of
             Work and Performance Specification.

0002         Post Award Conference in                                                        $       NSP
             accordance with paragraph
             2.2.2.1 of the Statement of
             Work.

0003         Project Reviews in accordance                                                   $       NSP
             with paragraph 2.2.2.2 of the
             Statement of Work.

0004         Monthly Status Reports in  accordance with      1.00       Lot     $10,500.00   $ 10,500.00
             paragraph 2.2.3 of the Statement of Work.

0005         Safety Assessment Report in accordance          1.00       Lot     $16,000.00   $ 16,000.00
             with paragraph 2.2.4 of the Statement of
             Work and MIL-STD-882D.

0007         Operation and Maintenance Source Data in        1.00       Lot     $11,520.00   $11 ,520.00
             accordance with paragraph 2.2.6 of the
             Statement of Work.

0008         Training in accordance with paragraph           1.00       Lot     $ 3,600.00   $  3,600.00
             2.2.7.1 of the Statement of Work.


</TABLE>

      THIS ORDER HEREBY FULFILLS THE GOVERNMENT'S GUARANTEED MINIMUM EXCEPT FOR
      ORDERS THAT MAY BE PLACED AGAINST CLIN 0009 ON AN AS NEEDED BASIS.

NSN 7540-01-152-8057       50336-101                   OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110

<PAGE>

CONTINUATION SHEET   REFERENCE NO. OF DOCUMENT BEING CONTINUED        PAGE
                       N00174-03-D-0003-0001                            3  OF  3

NAME OF OFFEROR OR CONTRACTOR
IROBOT CORP

INSPECTION AND ACCEPTANCE TERMS

Supplies/services will be inspected/accepted at:

CLIN      INSPECT AT       INSPECT BY      ACCEPT AT        ACCEPT BY
ALL       DESTINATION      GOVERNMENT      DESTINATION      GOVERNMENT

DELIVERY INFORMATION

<TABLE>
<CAPTION>
CLINS     DELIVERY DATE                 UNIT OF ISSUE         QUANTITY      FOB         SHIP TO ADDRESS
-----     -------------                 -------------         --------      ---         ---------------
<S>       <C>                           <C>                   <C>           <C>         <C>
0001      270 DAYS                         Each                  2          Dest.       NAVEODTECHDIV
                                                                                        ATTN: BYRON BREZINA
                                                                                        2008 STUMP NECK ROAD,
                                                                                        BUILDING 2172
                                                                                        INDIAH HEAD, MD. 20640

0002      15 DAYS                          Lot                                          SAME AS CLIN 0001
0003      At least 2 weeks prior to        Lot                                          SAME AS CLIN 0001
          the delivery of CLIN 0001
0004      45 DAYS                          Lot                   1          Dest.       SAME AS CLIN 0001
0005      120 DAYS                         Lot                   1          Dest.       SAME AS CLIN 0001
0007      270 DAYS                         Lot                   1          Dest.       SAME AS CLIN 0001
0008      270 DAYS                         Lot                   1          Dest.       SAME AS CLIN 0001
</TABLE>

ACCOUNTING AND APPROPRIATION DATA

AA: 1731319.8998 250 0464A 0 068892 2D Q00288 0464A395206Q           $220,420.00

NSN 7540-01-152-8057            50336-101              OPTIONAL FORM 336A (4-86)
                                                       Sponsored by GSA
                                                       FAR (48 CFR) 53.110