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SO1. THIS CNNCRAOT IS A RATED RATING PAGE 1 OFSOUCIrTATIONCONTRACTS

BIODERIOFFEROR TO COMPLETE BLOCKS 11, 13.15,21, 22&27 & oER uND70 )NAS(1CFR/A

2. CONTRACT NO. 3. AWI.4OVEFFECIVE SOUTATION NUMBER 5- SOLICITATION TYPE 6. SOLCITATION ISSUEDc-EA-T2-C-43-00S9 /A/E cso-12-080 SEAIEDBIDS NEGOTIATED DATE

T. ISSUED BY CODE 13100 6THISACoUISrnION IS UNRESTRICTrED O -R SET ASIDRl08GFOR:U.S. Nuclear Regulatory Commission [] mjslrass fl WOMEN-OWNEDS ALLSINESSVOS8

Div. of Contracts ,, BLEUNDERTHE WOSPROGRAMAttn: E HUEZONE SMALLMail Stop: TWB-01-BIOX BUSNESS NEDWOSWashington, DC 20555, SERV!CE-DtSASLWVETERNk.OWNED SMALL BUSINESS NAICS 541519

NO COLLECT CAUS SZE STANDARD!

S. (AECY USE)

i0. ITEMS TO BE PLRCHABED WMRF D9SCRIF'TIOM,

SSUPPLES E S•RVICES Cyher Situational Awareness and Monitoring

11. IF OFFER IS ACCPTEDBY THE GOV•ERNMNT WITHIN CALENDAR DMYS tW 12. ADMb rERED BYCALEN.OR DAYS UNLESS OFFEROR INSERTS A DIFFERENT PEFROD) FROM THE DATE SET FORTH IN CODE 131D

BLK g ABOVE. THE CONTRACTOR AGREES TO HOLD ITS OFFERED PRICES FIRM FOR THE II ES U.S. Nlucia Reglatory Coo'issionSOLICITED HEREIN AND TOACCEPTANY RESULTING CONTRACT SUBJECT TO THE TERMS AND Div. of ContractsCONDmONS STATED HEREIN. sail Stop; TWh-01-Blam

13. CONTRACTOR OFFEROR. FACILITYnc-m

14 PAYMENTWILL BE MADEY CE 31D0

R-S, ENTERPRISES, INC. Departent of Interior / NBCH0ES COMPANY. bflCPayments~nbc. goy

Attn: Fiscall Services Branch - D27707301 W. Mansfield &venue

5350 SlqAE RD STE 360 Denver CO 80235-2230ALEXANDRIA VA 223122318

TELEPHONE NO. DUNS NO. PHONE FAX:

] CHCK IF REMIrTTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN OFFER SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK

15, PROMPT PA^TNT DISCOUNT16 AUTHORITY FOR USIN OTHER

THAN FULL AND OPEN COMPETITO [N 10U-.0.2304 41 USC. 253

17 16. 19. 20. 21. 22.

FTEM NO. SCHEDULE OF SUPPLIESISERV1CES QUANTITY UNIT UNIT PRICE AMOUNT

This is a labor hour contract. The contractor shall provide the services described i the Sta alment of Work,

page 2. contains a complete breakdown of the pricing structure to perforzi the work associated under this contract.Obligated amount: $77,000.00 (with $164,248.98 subject to the availabilii y of f-unds)Period of perfoxnance: 04/01/2012 through 09/30/2012 INRC POC:James McCarthy, 301-415-5871, james.mccarxthygnrc.gov

Contractor POC: Harry Webb, 703-642-6103 ext 10 Hwebb.hms-world.com

/!

3.AOCCOUNT'IINGA.ND.A PIATION DATA BBR:20127S51J145; JC:N-7343; BOC;252A1 APP:31X0200 " 24. TOTAL ARDAMOUNTORCOVT.OBLIgATED ANOUNT_: $77,000.00 I.USE ONLDUNS:024022407; NAICS:541519; F-IMTS:RQ 121753

25. CONTRACTORSEREOUI TOSIGNTms-DOCU•ME•ANDRaTURNIa 1 AWARD OF CONTRACI•. YOUR OFFER ON SOLICITATION NUMBER SHOWN IN

7COPES TO kN OFrCIC. CONTRATOR AGREES TO FURNISH AND DELIVER ALL ITSEI BLOCK 4 INCLIUDIN ANY ADDITIONS OR CHANGES WHICH ARE SET TORTH'-SET FORTH- O*IERWISE4- IDENTIFED AEOVE AND ON ANY CONTINUATION SHEETS a] HEREIN IS ACCEFTED AS TO rrI.IEM

SURJECT TO 7IqTERMS AND 145WTON SPECIFIED HEREIN. ALL IT144 S I2/7 OF '128. UNITED STATES NTUE OF CO PAT

AUTHORIZEDU FO LOCA RRDUTO

/ 0*- /--/T// DATE SIGNE411I NAME OF CONTRACTING OFFICER4-1,1111YI Willi.m A. Adams,

~DATE / /Zr7 -

, .,,ccr ~-'..a ~ , , Jw , I S Ill ~ M~ - I flr,,-,rrz,-.4-inr. flF~4,.pr. I V ~ ~ t' ~t~t.'/QAUTHOROED FOR LOCAL REP•RODL•-'nON

PREVIOUS EDITION NOT USABLE

TEMPLATF - ADMODI

'I STA eDAR Figf 144/FREV. 2=M012)PaVeWEd by GSA - FAR (08 CFR) 53.24(,*

SUNSI REVIEW COMPLETE. MAY 18 .2012

REFERENCE NO OF DOCUMENT BEING CONTINUED PAGE

CONTINUATION SHEET 2CSO-~12-08E0

NAME OF OFFEROR OR CONTRACTOR

HMS, ENTERPRISES, INC.

ITEM NO. L SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT

Base Period - Period of Performance 04/01/2012-09/30/2012

OLIN 0001 Program Manager - LOT

Security Engineer -

Senior Security Engineer (SME) -

Total for Base Period

Option Period IPeriod of Performance 10/01/2012-09/30/2013

CLIN 1001 Program Manager - $ LOT

Security Engineer -


Total for Option Period I

Option Period IIPeriod of Performance 10/01/2013-09/30/2014

Program Manager - LOT

Security Engineer -


Total for Option Period II

Option Period IIIPeriod of Performance 10/01/2014-09/30/2015


Security Engineer -


Total for Option Period III

Option Period IVPeriod of Performance 10/01/2015-09/30/2016


Security Engineer -


Total for Option Period IV

Grand Total $2,320,398.17

NSN 7540-01-152-087 OPTIONAL FORM 336 J4186)Prescribed by GSAFAR (48 CFR) 53.110

Base Period April 01,2012 to September 30,2012

BASE YEAR$L

ProgramExempt Manager $ ..... $

SecurityExempt Engineer $ , ___ $

SecurityExempt Engineer $ $

SecurityExempt Engineer $ 0 $

Sr. SecurityExempt Engineer (SME) $ 0 $ -

TOTAL $ 241,248.98

Option Period 1 - Oct.01, 2012 to Sept. 30,2013

SOPTION YEAR1 §_Y_,

71__=8 _ _

ProgramManagerExempt $SecurityEngineer

$

$Exempt $ISecurityEngineerExempt $ I $ 33

ExemptSecurityEngineer 0 $$

ý Exempt I Sr. Securitv $ ) 0 1$Exempt Sr. Security $ 0

I Itngineer (SIVIE)

TOTAL $ 496,972.89


UPIIUN Y-A'2

$Program

Exempt Manager $ $Security

Exempt Engineer $ $Security

Exempt Engineer $ $Security

Exempt Engineer $ 0 $Sr. Security

Exempt Engineer $ 0 $ -

TOTAL $ 511,882.08


MINT~AKEf Toa T'jjSUPPORT Bree f Yal oa

COD RV CE' Rte Fi'E 4Hours Houris" 'i7Amnbunt'OPTION YEAR

3

ExemptProgramManager $

-I. 4 I.

Exempt ISecurityEngineer $

$

$

$SecurityEngineerExempt $

Exempt Security $ 0 $

Engineer ISr. Security

Exempt Engineer $ 0 $

TOTAL_ $ 527,238.54


OIPTION YEAR4

ProgramExempt Manager $ $



SecurityExempt Engineer $ 0 $

Sr. SecurityExempt Engineer $ 0 $ -

TOTAL $ 543,055.69

TOTAL ALL OPTIONS YEARS $ 2,320,398.17

NRC-HQ-12-C-43-0059 Section B

Table of Contents

OF 336 - CO NTINUATION SHEET ................................................................................................ A-2

PA RT I - THE SCHEDULE ............................................................................................................. B-1

SECTION B - SUPPLIES OR SERVICES AND PRICE/COSTS ................................................ B-1

B.1 PR IC E/C O ST SC H ED U LE ........................................................................................... B-1B.2 CONSIDERATION AND OBLIGATION--COST REIMBURSEMENT--NO FEE (AUG 2011)

A LT ER NA T E I (A U G 2011) ....................................................................................... B-1

SECTION C - DESCRIPTIONISPECIFICATIONS(STATEMENT OF WORK ............................... C -1

SECTION E - INSPECTION AND ACCEPTANCE ..................................................................... E-1

E.1 NOTICE LISTING CONTRACT CLAUSES INCORPORATED BY REFERENCE ..... E-1

SECTION F - DELIVERIES OR PERFORMANCE ..................................................................... F-1

F.1 NOTICE LISTING CONTRACT CLAUSES INCORPORATED BY REFERENCE ...... F-1F.2 2052.211-71 TECHNICAL PROGRESS REPORT (JAN 1993) ................................ F-1F.3 D ELIV E RY S C H E D U LE ................................................................................................ F-1F.4 PERIOD OF PERFORMANCE (AUG 2011) ALTERNATE II (AUG 2011) ........................ F-2

SECTION G - CONTRACT ADMINISTRATION DATA ............................................................... G-1

G.1 2052.215-71 PROJECT OFFICER AUTHORITY (NOVEMBER 2006) ......................... G-1G .2 ELECTRO NIC PAYM ENT (AUG 2011) .......................................................................... G-2

SECTION H - SPECIAL CONTRACT REQUIREMENTS .......................................................... H-1

H.1 2052.215-70 KEY PERSONNEL (JAN 1993) ............................................................ H-1H.2 2052.242-70 RESOLVING NRC CONTRACTOR DIFFERING PROFESSIONAL

O P IN IO N S (A U G 2007) ............................................................................................. H -1H.3 2052.242-71 PROCEDURES FOR RESOLVING NRC CONTRACTOR DIFFERING

PROFESSIONAL OPINIO NS (OCT 1999) ................................................................... H-2H.4 GOVERNMENT FURNISHED EQUIPMENT/PROPERTY (AUG 2011) .......................... H-4H.5 COMPENSATION FOR ON-SITE CONTRACTOR PERSONNEL (AUG 2011) .............. H-4H.6 RULES OF BEHAVIOR FOR AUTHORIZED COMPUTER USE (MAR 2011) ................ H-5H.7 COMPLIANCE WITH U.S. IMMIGRATION LAWS AND REGULATIONS (AUG 2011)... H-6H.8 FOREIGN OWNERSHIP, CONTROL, OR INFLUENCE OVER CONTRACTOR (AUG

2 0 1 1 ) ............................................................................................................................. H -6H.9 SAFETY OF ON-SITE CONTRACTOR PERSONNEL (AUG 2011) ............................... H-7H.10 SECURITY REQUIREMENTS FOR ACCESS TO CLASSIFIED MATTER OR

IN FO R M A T IO N (A U G 2011) .......................................................................................... H -8H.11 NRC INFORMATION TECHNOLOGY SECURITY TRAINING (AUG 2011) ............... H-9H. 12 WHISTLEBLOWER PROTECTION FOR NRC CONTRACTOR AND SUBCONTRACTOR

EM PLO Y EES (A U G 2011) ....................................................................................... H-10H.13 AUTHORITY TO USE GOVERNMENT PROVIDED SPACE AT NRC HEADQUARTERS

(A U G 2 0 1 1 ) .................................................................................................................. H -1 0H.14 GREEN PURCHASING (JUN 2011) ..................................................................... H-10H.15 USE OF AUTOMATED CLEARING HOUSE (ACH) ELECTRONIC

PAYMENT/REMITTANCE ADDRESS (AUG 2011) .................................................. H-11H.16 AWARD NOTIFICATION AND COMMITMENT OF PUBLIC FUNDS (AUG 2011) ..... H-11H.17 NOTICE TO OFFERORS - CERTIFICATE PERTAINING TO FOREIGN INTERESTSH-11

PART II - CONTRACT CLAUSES ............................................................................................. I-1

NRC-HQ-12-C-43-0059 Section B

SECTION I - CONTRACT CLAUSES ..................................................................................... I-1

1.1 NOTICE LISTING CONTRACT CLAUSES INCORPORATED BY REFERENCE ....... I-11.2 52.215-23 LIMITATIONS ON PASS-THROUGH CHARGES (OCT 2009) ALTERNATE I

(O C T 2 0 0 9 ) ...................................................................................................................... 1-21.3 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999) .............................................. 1-41.4 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000) ............. 1-41.5 52.219-28 POST-AWARD SMALL BUSINESS PROGRAM REREPRESENTATION (APR

2 0 1 2 ) ............................................................................................................................... 1 -41.6 52.222-40 NOTIFICATION OF EMPLOYEE RIGHTS UNDER THE NATIONAL LABOR

RELATIO N S ACT (DEC 2010) ..................................................................................... I-51.7 52.249-14 EXCUSABLE DELAYS (APR 1984) ............................................................. 1-71.8 COMPLIANCE WITH SECTION 508 OF THE REHABILITATION ACT OF 1973, AS

A M E N D E D (A U G 20 11) ................................................................................................... 1-7

STATEM ENT O F W O RK ................................................................................................................... -1

B.1 PRICEICOST SCHEDULE

ITEM DESCRIPTION OF QTY UNIT UNIT AMOUNTNO. SUPPLIES/SVCS PRICE

1.00 LOT $77,000.0000 $77,000.00HMS FOLLOW ON CONTRACT

GRAND TOTAL $77,000.00

ACCOUNTING AND APPROPRIATION DATA:

ACRN APPROPRIATION REQUISITION NUMBER AMOUNT

1 2012-7S-51-J-145-JCN-N7343-BOC252A-APPNUMBER-31X0200CSO-12-080 P $0.00

B.2 CONSIDERATION AND OBLIGATION--COST REIMBURSEMENT--NO FEE (AUG 2011)

ALTERNATE I (AUG 2011)

(a) The total estimated cost to the Government for full performance under this contract is $3,004,561.50.

(b) The amount presently obligated by the Government with respect to this contract is $77,000.00.

(c) It is estimated that the amount currently obligated will cover performance through 07-30-2012.

(d)This is an incrementally-funded contract and FAR 52.232-22 - "Limitation of Funds" applies.

B-1

NRC-HQ-12-C-43-0059 Section C

SECTION C - DESCRIPTIONISPECIFICATIONSISTATEMENT OF WORK

SEE ATTACHMENT*************************

C-1

NRC-HQ-12-C-43-0059 Section E

SECTION E - INSPECTION AND ACCEPTANCE

E.1 NOTICE LISTING CONTRACT CLAUSES INCORPORATED BY REFERENCE

The following contract clauses pertinent to this section are hereby incorporated by reference (by CitationNumber, Title, and Date) in accordance with the clause at FAR "52.252-2 CLAUSES INCORPORATED BYREFERENCE" in Section I of this contract. See FAR 52.252-2 for an internet address (if specified) for electronicaccess to the full text of a clause.

NUMBER TITLE DATEFEDERAL ACQUISITION REGULATION (48 CFR Chapter 1)

52.246-5 INSPECTION OF APR 1984SERVICES--COST-REIMBURSEMENT

E-1

NRC-HQ-12-C-43-0059 Section F

SECTION F - DELIVERIES OR PERFORMANCE

F.1 NOTICE LISTING CONTRACT CLAUSES INCORPORATED BY REFERENCE


NUMBER TITLE DATEFEDERAL ACQUISITION REGULATION (48 CFR Chapter 1)

52.242-15 STOP-WORK ORDER AUG 1989ALTERNATE I (APR 1984)

52.247-34 F.O.B. DESTINATION NOV 1991

F.2 2052.211-71 TECHNICAL PROGRESS REPORT (JAN 1993)

The contractor shall provide a monthly Technical Progress Report to the project officer and the contracting officer.The report is due within 15 calendar days after the end of the report period and must identify the title of the project, thecontract number, appropriate financial tracking code specified by the NRC Project Officer, project manager and/orprincipal investigator, the contract period of performance, and the period covered by the report. Each report mustinclude the following for each discrete task/task order:

(a) A listing of the efforts completed during the period, and milestones reached or, if missed, an explanationprovided;

(b) Any problems or delays encountered or anticipated and recommendations for resolution. If the recommendedresolution involves a contract modification, e.g., change in work requirements, level of effort (cost) or schedule delay,the contractor shall submit a separate letter to the contracting officer identifying the required change and estimatedcost impact.

(c) A summary of progress to date; and

(d) Plans for the next reporting period.

F.3 DELIVERY SCHEDULE

ITEM NUMBER QUANTITY DATE OF DELIVERY

1 1.00

F-1

NRC-HQ-12-C-43-0059 Section F

F.4 PERIOD OF PERFORMANCE (AUG 2011) ALTERNATE II (AUG 2011)

This contract shall commence on 01-04-2012 and will expire on 09-30-2012. The term of this contract may beextended at the option of the Government for an additional 12 months, from 10/01(2012 to 09/30/2013.

Base Period: 04/01/2012 through 09/30/2012 Option Period(s): 4

F-2

NRC-HQ-12-C-43-0059 Section G

SECTION G - CONTRACT ADMINISTRATION DATA

G.1 2052.215-71 PROJECT OFFICER AUTHORITY (NOVEMBER 2006)

(a) The contracting officer's authorized representative (hereinafter referred to as the project officer) for this contractis:

Name: James McCarthy

Address: US NRCCSO/ mailstop T2C2M

[email protected]

Telephone Number: 301-415-5871

(b) Performance of the work under this contract is subject to the technical direction of the NRC project officer. Theterm "technical direction" is defined to include the following:

(1) Technical direction to the contractor which shifts work emphasis between areas of work or tasks, authorizestravel which was unanticipated in the Schedule (i.e., travel not contemplated in the Statement of Work (SOW) orchanges to specific travel identified in the SOW), fills in details, or otherwise serves to accomplish the contractualSOW.

(2) Provide advice and guidance to the contractor in the preparation of drawings, specifications, or technicalportions of the work description.

(3) Review and, where required by the contract, approval of technical reports, drawings, specifications, andtechnical information to be delivered by the contractor to the Government under the contract.

(c) Technical direction must be within the general statement of work stated in the contract. The project officer does

not have the authority to and may not issue any technical direction which:

(1) Constitutes an assignment of work outside the general scope of the contract.

(2) Constitutes a change as defined in the "Changes" clause of this contract.

(3) In any way causes an increase or decrease in the total estimated contract cost, the fixed fee, if any, or thetime required for contract performance.

(4) Changes any of the expressed terms, conditions, or specifications of the contract.

(5) Terminates the contract, settles any claim or dispute arising under the contract, or issues any unilateraldirective whatever.

(d) All technical directions must be issued in writing by the project officer or must be confirmed by the project officerin writing within ten (10) working days after verbal issuance. A copy of the written direction must be furnished to thecontracting officer. A copy of NRC Form 445, Request for Approval of Official Foreign Travel, which has received finalapproval from the NRC must be furnished to the contracting officer.

G-1


(e) The contractor shall proceed promptly with the performance of technical directions duly issued by the projectofficer in the manner prescribed by this clause and within the project officer's authority under the provisions of thisclause.

(f) If, in the opinion of the contractor, any instruction or direction issued by the project officer is within one of thecategories as defined in paragraph (c) of this section, the contractor may not proceed but shall notify the contractingofficer in writing within five (5) working days after the receipt of any instruction or direction and shall request thecontracting officer to modify the contract accordingly. Upon receiving the notification from the contractor, thecontracting officer shall issue an appropriate contract modification or advise the contractor in writing that, in thecontracting officer's opinion, the technical direction is within the scope of this article and does not constitute a changeunder the "Changes" clause.

(g) Any unauthorized commitment or direction issued by the project officer may result in an unnecessary delay inthe contractor's performance and may even result in the contractor expending funds for unallowable costs under thecontract.

(h) A failure of the parties to agree upon the nature of the instruction or direction or upon the contract action to be

taken with respect thereto is subject to 52.233-1 -Disputes.

(i) In addition to providing technical direction as defined in paragraph (b) of the section, the project officer shall:

(1) Monitor the contractor's technical progress, including surveillance and assessment of performance, andrecommend to the contracting officer changes in requirements.

(2) Assist the contractor in the resolution of technical problems encountered during performance.

(3) Review all costs requested for reimbursement by the contractor and submit to the contracting officerrecommendations for approval, disapproval, or suspension of payment for supplies and services required under thiscontract.

(4) Assist the contractor in obtaining the badges for the contractor personnel.

(5) Immediately notify the Security Branch, Division of Facilities and Security (SB/DFS) (via e-mail) when acontractor employee no longer requires access authorization and return of any NRC issued badge to SB/DFS withinthree days after their termination.

(6) Ensure that all contractor employees that require access to classified Restricted Data or National SecurityInformation or matter, access to sensitive unclassified information (Safeguards, Official Use Only, and Proprietaryinformation) access to sensitive IT systems or data, unescorted access to NRC controlled buildings/space, orunescorted access to protected and vital areas of nuclear power plants receive approval of SB/DFS prior to access inaccordance with Management Directive and Handbook 12.3.

(7) For contracts for the design, development, maintenance or operation of Privacy Act Systems of Records,obtain from the contractor as part of closeout procedures, written certification that the contractor has returned to NRC,transferred to the successor contractor, or destroyed at the end of the contract in accordance with instructionsprovided by the NRC Systems Manager for Privacy Act Systems of Records, all records,(electronic or paper) whichwere created, compiled, obtained or maintained under the contract.

G.2 ELECTRONIC PAYMENT (AUG 2011)

G-2


The Debt Collection Improvement Act of 1996 requires that all payments except IRS tax refunds be made byElectronic Funds Transfer. Payment shall be made in accordance with FAR 52.232-33, entitled "Payment byElectronic Funds- Central Contractor Registration".

To receive payment, the contractor shall prepare invoices in accordance with NRC's Billing Instructions. Claimsshall be submitted on the payee's letterhead, invoice, or on the Government's Standard Form 1034, "Public Voucherfor Purchases and Services Other than Personal," and Standard Form 1035, "Public Voucher for Purchases Otherthan Personal - Continuation Sheet." The preferred method of submitting invoices is electronically to the Departmentof the Interior at [email protected]. If the contractor submits a hard copy of the invoice, it shallbe submitted to the following address:

Department of the InteriorNational Business CenterAttn: Fiscal Services Branch - D27707301 West Mansfield AvenueDenver, CO 80235-2230

G-3

NRC-HQ-12-C-43-0059 Section H

SECTION H - SPECIAL CONTRACT REQUIREMENTS

H.1 2052.215-70 KEY PERSONNEL (JAN 1993)

(a) The following individuals are considered to be essential to the successful performance of the work hereunder:

Project Manager Mr. Devin Hall

The contractor agrees that personnel may not be removed from the contract work or replaced without compliancewith paragraphs (b) and (c) of this section.

(b) If one or more of the key personnel, for whatever reason, becomes, or is expected to become, unavailable forwork under this contract for a continuous period exceeding 30 work days, or is expected to devote substantially lesseffort to the work than indicated in the proposal or initially anticipated, the contractor shall immediately notify thecontracting officer and shall, subject to the con-currence of the contracting officer, promptly replace the personnel withpersonnel of at least substantially equal ability and qualifications.

(c) Each request for approval of substitutions must be in writing and contain a detailed explanation of thecircumstances necessitating the proposed substitutions. The request must also contain a complete resume for theproposed substitute and other information requested or needed by the contracting officer to evaluate the proposedsubstitution. The contracting officer and the project officer shall evaluate the contractor's request and the contractingofficer shall promptly notify the contractor of his or her decision in writing.

(d) If the contracting officer determines that suitable and timely replacement of key personnel who have beenreassigned, terminated, or have otherwise become unavailable for the contract work is not reasonably forthcoming, orthat the resultant reduction of productive effort would be so substantial as to impair the successful completion of thecontract or the service order, the contract may be terminated by the contracting officer for default or for theconvenience of the Government, as appropriate. If the contracting officer finds the contractor at fault for thecondition, the contract price or fixed fee may be equitably adjusted downward to compensate the Government for anyresultant delay, loss, or damage.

H.2 2052.242-70 RESOLVING NRC CONTRACTOR DIFFERING PROFESSIONAL OPINIONS (AUG2007)

(a) The Nuclear Regulatory Commission's (NRC) policy is to support the contractor's expression of professionalhealth and safety related concerns associated with the contractor's work for NRC that may differ from a prevailingNRC staff view, disagree with an NRC decision or policy position, or take issue with proposed or established agencypractices. An occasion may arise when an NRC contractor, contractor's personnel, or subcontractor personnel

H-1


believes that a conscientious expression of a competent judgement is required to document such concerns on mattersdirectly associated with its performance of the contract. The NRC's policy is to support these instances as DifferingProfessional Opinions (DPOs).

(b) The procedure that will be used provides for the expression and resolution of differing professional opinions(DPOs) of health and safety-related concerns associated with the mission of the agency by NRC contractors,contractor personnel or subcontractor personnel on matters directly associated with its performance of the contract.This procedure is found in Clause 2052.242 71 of this document. The contractor shall provide a copy of the NRCDPO procedure to all of its employees performing under this contract and to all subcontractors who shall, in turn,provide a copy of the procedure to its employees. The prime contractor or subcontractor shall submit all DPOsreceived but need not endorse them.

H.3 2052.242-71 PROCEDURES FOR RESOLVING NRC CONTRACTOR DIFFERINGPROFESSIONAL OPINIONS (OCT 1999)

(a) The following procedure provides for the expression and resolution of differing professional opinions (DPOs) ofhealth and safety-related concerns of NRC contractors and contractor personnel on matters connected to the subjectof the contract. Subcontractor DPOs must be submitted through the prime contractor. The prime contractor orsubcontractor shall submit all DPOs received but need not endorse them.

(b) The NRC may authorize up to ten reimbursable hours for the contractor to document, in writing, and discuss,with the DPO panel, a DPO by the contractor, the contractor's personnel, or subcontractor personnel. The contractorshall not be entitled to any compensation for effort on a DPO which exceeds the specified ten hour limit.

(c) The contractor shall notify the contracting officer before incurring costs to document a DPO. The contractor shallnot begin any work on the DPO before receiving a modification to the contract from the NRC contracting officer.

The contractor shall first determine whether there are sufficient funds obligated under the contract which are availableto cover the costs of writing a DPO. If there are insufficient obligated funds under the contract, the contractor shallrequest additional funding from the NRC contracting officer to cover the costs of preparing the DPO. If there aresufficient obligated funds under the contract, the contractor shall notify the contracting officer so that a modificationcan be issued that specifies the amount of funding required for the DPO.

(d) Contract funds shall not be authorized to document a differing perspective in the following examples where theuse of this NRC contractor DPO process is inappropriate:

(1) Issues involving allegations of wrongdoing that should be appropriately addressed directly to the NRC Officeof the Inspector General (OIG);

(2) Issues submitted anonymously. However, safety significant issues that are submitted anonymously shouldbe addressed under NRC's Allegation Program which can be found at: http://www.nrc.gov/aboutnrc/regulatory/allegations resp.html

(3) Issues that are deemed to be frivolous or otherwise not in accordance with the guidance included in NRCManagement Directive (MD) 10.159, "The NRC Differing Professional Opinions Program," which can be found at:http://www.nrc.gov/reading rm/doc collections/management directives/volumes/vol 1 0.html

(4) Issues that have already been considered, addressed, or rejected by the NRC under these procedures,

absent significant new information;

(5) Issues that are considered premature because they are still under staff review by the NRC.

H-2


(e) This procedure does not provide anonymity, nor does it provide for confidential submittal (as addressed in MD10.159). Individuals desiring anonymity or confidentiality should contact the NRC OIG or submit the informationunder NRC's Allegation Program, as appropriate.

(f) Prior to submitting a DPO, the contractor or the contractor's employees are encouraged to engage in informaldiscussions with appropriate NRC personnel (which may include NRC staff directly involved with the issues that arethe subject of concerns and the NRC Project Officer.) The contractor hereby agrees that the contractor authorizes itsemployees to engage in informal discussions with the appropriate NRC personnel for purposes of this clause. If theinformal discussions do not resolve the contractor or the contractor's employees' concerns, the contractor shall notifythe contracting officer so that a modification to the contract can be issued that authorizes the expenditure of funds forthe DPO.

The contractor may initiate the DPO process by submitting a written statement directly to the NRC DifferingProfessional Opinions Program Manager (DPOPM), Office of Enforcement, with a copy to the Contracting Officer,Division of Contracts, Office of Administration. Each DPO submitted will be evaluated on its own merits. (Refer to(c) above before incurring any costs to initiate the DPO process.)

(g) The DPO, while being brief, must contain the following as it relates to the subject matter of the contract:

(1) A summary of the prevailing NRC view, existing NRC decision or stated position, or the proposed orestablished NRC practice.

(2) A description of the submitter's views and how they differ from any of the above items.

(3) The rationale for the submitter's views, including an assessment of the consequences should the submitter'sposition not be adopted by NRC.

(4) References to, or copies of, relevant documents.

(h) The DPOPM will screen the DPO and notify the submitter and the contractor if the DPO is accepted. ReturnedDPOs will identify the reason for return.

(i) The DPOPM will forward the DPO to the Office Director or Regional Administrator responsible for the contract fordisposition.

(j) The Office Director or Regional Administrator will establish an ad hoc panel of NRC employees to review theDPO.

(k) The panel will interview the submitter to ensure that the panel understands the issues and to define the scope ofthe review. The panel will gather information, review documents, and conduct interviews to support a thoroughreview. The panel will provide a written report of its findings to the Office Director or Regional Administrator and tothe Contracting Officer, which includes a recommended course of action.

(I) The Office Director or Regional Administrator will consider the DPO panel's report, make a decision on the DPOand provide a written decision to the contractor and the Contracting Officer. The DPO is considered final and closedwhen the DPO Decision is issued.

(m) A summary of the issue and its disposition will be included in the NRC Weekly Information Report.

(n) DPOs will be dispositioned in accordance with the time frames identified in MD 10.159.

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(o) The DPOPM will track follow up actions and notify the contractor of any schedule revisions.

(p) The availability of DPO records will reflect the submitter's wishes (e.g., whether the records should or should notbe made public and whether the submitter's identity is redacted) and be consistent with NRC practices for makingrecords available to the public.

(q) For purposes of the contract, the DPO shall be considered a deliverable under the contract.

H.4 GOVERNMENT FURNISHED EQUIPMENT/PROPERTY (AUG 2011)

(a) The NRC will provide the contractor with the following items for use under this contract:

1. Office Space with chair and desk2. Computer to access NRC NETWORK3.

Include an asterisk (*) if the item also applies to paragraph (b) below.

(b) The equipment/property listed below is hereby transferred from contract/ agreement number:, tocontract/agreement number: N RC-HQ-1 2-C-43-0059:

1.2.3.

(c) Only the equipment/property listed above in the quantities shown will be provided by the Government. Thecontractor shall be responsible and accountable for all Government property provided under this contract and shallcomply with the provisions of the FAR Government Property Clause under this contract and FAR Subpart 45.5, as ineffect on the date of this contract. The contractor shall investigate and provide written notification to the NRCContracting Officer (CO) and the NRC Division of Facilities and Security, Physical Security Branch of all cases of loss,damage, or destruction of Government property in its possession or control not later than 24 hours after discovery.The contractor must report stolen Government property to the local police and a copy of the police report must beprovided to the CO and to the Division of Facilities and Security, Office of Administration.

(d) All other equipment/property required in performance of the contract shall be furnished by the Contractor.

H.5 COMPENSATION FOR ON-SITE CONTRACTOR PERSONNEL (AUG 2011)

(a) NRC facilities may not be available due to (1) designated Federal holiday, any other day designated by FederalStatute, Executive Order, or by President's Proclamation; (2) early dismissal of NRC employees during working hours(e.g., special holidays, water emergency); or (3) occurrence of emergency conditions during nonworking hours (e.g.,inclement weather).

(b) When NRC facilities are unavailable, the contractor's compensation and deduction policy (date), incorporatedherein by reference, shall be followed for contractor employees performing work on-site at the NRC facility. Thecontractor shall promptly submit any revisions to this policy to the Contracting Officer for review before they areincorporated into the contract.

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(c) The contractor shall not charge the NRC for work performed by on-site contractor employees who werereassigned to perform other duties off site during the time the NRC facility was closed.

(d) On-site contractor staff shall be guided by the instructions given by a third party (e.g., Montgomery Countypersonnel in situations which pose an immediate health or safety threat to employees (e.g., water emergency).

(e) The contractor's Project Director shall first consult the NRC Contracting Officer's Representative (COR) beforereleasing on-site personnel in situations which do not impose an immediate safety or health threat to employees (e.g.,special holidays). That same day, the contractor must then alert the Contracting Officer of the NRC ContractingOfficer's Representative's (COR) direction. The contractor shall continue to provide sufficient personnel to performthe requirements of essential tasks as defined in the Statement of Work which already are in operation or arescheduled.

H.6 RULES OF BEHAVIOR FOR AUTHORIZED COMPUTER USE (MAR 2011)

In accordance with Appendix III, "Security of Federal Automated Information Resources," to Office of Managementand Budget (OMB) Circular A-130, "Management of Federal Information Resources," NRC has established rules ofbehavior for individual users who access all IT computing resources maintained and operated by the NRC or on behalfof the NRC. In response to the direction from OMB, NRC has issued the "Agency-wide Rules of Behavior forAuthorized Computer Use" policy, hereafter referred to as the rules of behavior. The rules of behavior for authorizedcomputer use will be provided to NRC computer users, including contractor personnel, as part of the annual computersecurity awareness course.

The rules of behavior apply to all NRC employees, contractors, vendors, and agents (users) who have access toany system operated by the NRC or by a contractor or outside entity on behalf of the NRC. This policy does notapply to licensees. The next revision of Management Directive 12.5, "NRC Automated Information SecurityProgram," will include this policy. The rules of behavior can be viewed athttp://www.internal.nrc.gov/CSO/documents/ROB.pdf or use NRC's external Web-based ADAMS athttp://wba.nrc.gov:8080/ves/ (Under Advanced Search, type ML082190730 in the Query box).

The rules of behavior are effective immediately upon acknowledgement of them by the person who is informed ofthe requirements contained in those rules of behavior. All current contractor users are required to review andacknowledge the rules of behavior as part of the annual computer security awareness course completion. All newNRC contractor personnel will be required to acknowledge the rules of behavior within one week of commencing workunder this contract and then acknowledge as current users thereafter. The acknowledgement statement can beviewed at http://www.internal.nrc.gov/CSO/documents/ROBAck.pdf or use NRC's external Web-based ADAMS athttp://wba.nrc.gov:8080/ves/ (Under Advanced Search, type ML082190730 in the Query box).

The NRC Computer Security Office will review and update the rules of behavior annually beginning in FY 2011 byDecember 31st of each year. Contractors shall ensure that their personnel to which this requirement appliesacknowledge the rules of behavior before beginning contract performance and, if the period of performance for thecontract lasts more than one year, annually thereafter. Training on the meaning and purpose of the rules of behaviorcan be provided for contractors upon written request to the NRC Contracting Officer's Representative (COR).

The contractor shall flow down this clause into all subcontracts and other agreements that relate to performance ofthis contract/order if such subcontracts/agreements will authorize access to NRC electronic and informationtechnology (EIT) as that term is defined in FAR 2.101.

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NRC-HQ-1 2-C-43-0059 Section H

H.7 COMPLIANCE WITH U.S. IMMIGRATION LAWS AND REGULATIONS (AUG 2011)

NRC contractors are responsible to ensure that their alien personnel are not in violation of United Statesimmigration laws and regulations, including employment authorization documents and visa requirements. Each alienemployee of the Contractor must be lawfully admitted for permanent residence as evidenced by Permanent ResidentForm 1-551 (Green Card), or must present other evidence from the U.S. Department of Homeland Security/U.S.Citizenship and Immigration Services that employment will not affect his/her immigration status. The U.S. Citizenshipand Immigration Services provides information to contractors to help them understand the employment eligibilityverification process for non-US citizens. This information can be found on their website, http://www.uscis.gov/portal/site/uscis.

The NRC reserves the right to deny or withdraw Contractor use or access to NRC facilities or itsequipment/services, and/or take any number of contract administrative actions (e.g., disallow costs, terminate forcause) should the Contractor violate the Contractor's responsibility under this clause.

H.8 FOREIGN OWNERSHIP, CONTROL, OR INFLUENCE OVER CONTRACTOR (AUG 2011)

The National Industrial Security Program Operating Manual (NISPOM) implements the provisions of E.O. 12829,"National Industrial Security Program." A company is considered to be under FOCI whenever a foreign interest has thepower, direct or indirect, whether or not exercised, and whether or not exercisable through the ownership of the U.S.company's securities, by contractual arrangements or otherwise, to direct or decide matters affecting the managementor operations of that company in a manner that may result in unauthorized access to classified information or mayadversely affect the performance of classified information contracts. (See NRC Management Directive 12.2 - "NRCClassified Information Security Program")

(a) For purposes of this clause, a foreign interest is defined as any of the following:

(1) A foreign government or foreign government agency;

(2) Any form of business enterprise organized under the laws of any country other than the United States or itspossessions;

(3) Any form of business enterprise organized or incorporated under the laws of the U.S., or a State or otherjurisdiction within the U.S., which is owned, controlled, or influenced by a foreign government, agency, firm,corporation or person; or

(4) Any person who is not a U.S. citizen.

(b) A U.S. company determined to be under FOCI is not eligible for facility clearance (FCL). If a company alreadyhas an FCL, the FCL shall be suspended or revoked unless security measures are taken to remove the possibility ofunauthorized access to classified information.

(c) For purposes of this clause, subcontractor means any subcontractor at any tier and the term "contracting officer"shall mean NRC contracting officer. When this clause is included in a subcontract, the term "contractor" shall meansubcontractor and the term "contract" shall mean subcontract.

(d) The contractor shall complete and submit and SF-328, DD-441 and DD-441-1 forms, prior to contract award.The information contained in these forms may be used in making a determination as to whether a contractor is eligibleto participate in the National Industrial Security Program and have a facility security clearance.

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(e) The contractor shall immediately provide the contracting officer written notice of any changes in the extent andnature of FOCI over the contractor which would affect the answers to the questions presented in SF-328, "CertificatePertaining to Foreign Interest". Further, notice of changes in ownership or control which are required to be reportedto the Securities and Exchange Commission, the Federal Trade Commission, or the Department of Justice shall alsobe furnished concurrently to the contracting officer.

(f) In those cases where a contractor has changes involving FOCI, the NRC must determine whether the changeswill pose an undue risk to the common defense and security. In making this determination, the contracting officershall consider proposals made by the contractor to avoid or mitigate foreign influences.

(g) The contractor agrees to insert terms that conform substantially to the language of this clause including thisparagraph (g) in all subcontracts under this contract that will require access to classified information and shall requiresuch subcontractors to submit completed SF-328, DD-441 and DD-441-1 forms prior to award of a subcontract.Information to be provided by a subcontractor pursuant to this clause may be submitted directly to the contractingofficer.

(h) Information submitted by the contractor or any affected subcontractor as required pursuant to this clause shallbe treated by NRC to the extent permitted by law, as business or financial information submitted in confidence to beused solely for purposes of evaluating FOCI.

(i) The requirements of this clause are in addition to the requirement that a contractor obtain and retain the securityclearances required by the contract. This clause shall not operate as a limitation on NRC's rights, including its rights toterminate this contract.

(j) The contracting officer may terminate this contract for default either if the contractor fails to meet obligationsimposed by this clause, e.g., provide the information required by this clause, comply with the contracting officer'sinstructions about safeguarding classified information, or make this clause applicable to subcontractors, or if, in thecontracting officer's judgment, the contractor creates a FOCI situation in order to avoid performance or a terminationfor default. The contracting officer may terminate this contract for convenience if the contractor becomes subject toFOCI and for reasons other than avoidance of performance of the contract, cannot, or chooses not to, avoid ormitigate the FOCI problem.

H.9 SAFETY OF ON-SITE CONTRACTOR PERSONNEL (AUG 2011)

Ensuring the safety of occupants of Federal buildings is a responsibility shared by the professionals implementingour security and safety programs and the persons being protected. The NRC's Office of Administration (ADM)Division of Facilities and Security (DFS) has coordinated an Occupant Emergency Plan (OEP) for NRC Headquartersbuildings with local authorities. The OEP has been approved by the Montgomery County Fire and Rescue Service.It is designed to improve building occupants' chances of survival, minimize damage to property, and promptly accountfor building occupants when necessary.

The contractor's Project Director shall ensure that all personnel working full time on-site at NRC Headquarters readthe NRC's OEP, provided electronically on the NRC Intranet at http://www.internal.nrc.gov/ADM/OEP.pdf. Thecontractor's Project Director also shall emphasize to each staff member that they are to be familiar with and guided bythe OEP, as well as by instructions given by emergency response personnel in situations which pose an immediatehealth or safety threat to building occupants.

The NRC Contracting Officer's Representative (COR) shall ensure that the contractor's Project Director hascommunicated the requirement for on-site contractor staff to follow the guidance in the OEP. The NRC ContractingOfficer's Representative (COR) also will assist in accounting for on-site contract persons in the event of a majoremergency (e.g., explosion occurs and casualties or injuries are suspected) during which a full evacuation will be

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required, including the assembly and accountability of occupants. The NRC DFS will conduct drills periodically totrain occupants and assess these procedures.

H.10 SECURITY REQUIREMENTS FOR ACCESS TO CLASSIFIED MATTER OR INFORMATION (AUG2011)

Performance under this contract will require access to classified matter or information (National SecurityInformation or Restricted Data) in accordance with the attached NRC Form 187 (See List of Attachments). PrimeContractor personnel, subcontractors or others performing work under this contract shall require a "Q" securityclearance (allows access to Top Secret, Secret, and Confidential National Security Information and Restricted Data) oran "L" security clearance (allows access to Secret and Confidential National Security Information and/or ConfidentialRestricted Data).

The Contractor must identify all individuals to work under this contract. The NRC sponsoring office shall make thefinal determination of the type of security clearance required for all individuals working under this contract.

The Contractor shall conduct a preliminary security interview or review for each of its employees, subcontractoremployees and consultants, and submit to the Government only the names of candidates that have a reasonableprobability of obtaining the level of security clearance for which the candidate has been proposed. The Contractor willpre-screen applicants for the following:

(a) pending criminal charges or proceedings; (b) felony arrest records including alcohol related arrest within the lastseven (7) years; (c) record of any military courts-martial charges and proceedings in the last seven (7) years andcourts-martial convictions in the last ten (10) years; (d )any involvement in hate crimes; (e) involvement in any groupor organization that espouses extra-legal violence as a legitimate means to an end; (f) dual or multiple citizenshipincluding the issuance of a foreign passport in the last seven (7) years; (g) illegal use possession, or distribution ofnarcotics or other controlled substances within the last seven (7) years; (h) financial issues regarding delinquentdebts, liens, garnishments, bankruptcy and civil court actions in the last seven (7) years.

The Contractor will make a written record of their pre-screening interview or review (including any information tomitigate the responses to items listed in (a) - (h)), and have the candidate verify the record, sign and date it. Two (2)copies of the signed interview record or review will be supplied to DFS/PSB with the applicant's completed securityapplication package.

, The Contractor will further ensure that all Contractor employees, subcontractor employees and consultants forclassified information access approval complete all security applications required by this clause within fourteen (14)calendar days of notification by DFS/PSB of initiation of the application process. Timely receipt of properly completedsecurity applications (submitted for candidates that have a reasonable probability of obtaining the level of securityclearance for which the candidate has been proposed) is a contract requirement. Failure of the Contractor to complywith this condition may be a basis to cancel the award, or terminate the contract for default, or offset from thecontract's invoiced cost or price the NRC's incurred costs or delays as a result of inadequate pre-screening by theContractor. In the event of termination or cancellation, the Government may select another firm for contract award.

Such Contractor personnel shall be subject to the NRC Contractor personnel security requirements of NRCManagement Directive (MD) 12.3, Part I and 10 CFR Part 10.11, which is hereby incorporated by reference and madea part of this contract as though fully set forth herein, and will require a favorably adjudicated Single ScopeBackground Investigation (SSBI) for "Q" clearances or a favorably adjudicated Access National Agency Check andInquiries (ANACI), or higher level investigation depending on the position the individual will occupy, for "L" clearances.

A Contractor employee shall not have access to classified information until he/she is granted a security clearanceby DFS/PSB, based on a favorably adjudicated investigation. In the event the Contractor employee's investigation

H-8


cannot be favorably adjudicated, any interim access approval could possibly be revoked and the individual could besubsequently removed from performing under the contract. If interim approval access is revoked or denied, theContractor is responsible for assigning another individual to perform the necessary work under this contract withoutdelay to the contract's performance schedule, or without adverse impact to any other terms or conditions of thecontract. The individual will be subject to a reinvestigation every five (5) years for "Q" clearances and every ten (10)years for "L" clearances.

The Contractor shall submit a completed security forms packet, including the SF-86, "Questionnaire for NationalSecurity Positions," and fingerprint charts, through the PO to DFS/PSB for review and submission to the Office ofPersonnel Management for investigation. The individual may start working under this contract before a final clearanceis granted if a temporary access determination can be made by DFS/PSB after the review of the security package. Ifthe individual is granted a temporary access authorization, the individual may not have access to classified informationunder this contract until DFS/PSB has granted them the appropriate security clearance, and the Contractor has read,understood, and signed the SF 312, "Classified Information Nondisclosure Agreement." The Contractor shall assurethat all forms are accurate, complete, and legible (except for Part 2 of the questionnaire, which is required to becompleted in private and submitted by the individual to the Contractor in a sealed envelope), as set forth in NRC MD12.3. Based on DFS/PSB review of the applicant's investigation, the individual may be denied his/her securityclearance in accordance with the due process procedures set forth in MD 12.3, E.O. 12968, and 10 CFR Part 10.11.

In accordance with NRCAR 2052.204-70 cleared Contractors shall be subject to the attached NRC Form 187 (SeeSection J for List of Attachments), MD 12.3, SF- 86 and Contractor's signed record or review of the pre-screeningwhich furnishes the basis for providing security requirements to prime Contractors, subcontractors or others who haveor may have an NRC contractual relationship which requires access to classified information.

CANCELLATION OR TERMINATION OF SECURITY CLEARANCE ACCESS/REQUEST

When a request for clearance investigation is to be withdrawn or canceled, the Contractor shall immediately notifythe PO by telephone so that the investigation may be promptly discontinued. The notification shall contain the fullname of the individual, and the date of the request. Telephone notifications must be promptly confirmed in writing bythe Contractor to the PO who will forward the confirmation via email to DFS/PSB. Additionally, DFS/PSB must beimmediately notified in writing when an individual no longer requires access to Government classified information,including the voluntary or involuntary separation of employment of an individual who has been approved for or is beingprocessed for access under the NRC "Personnel Security Program."

H.11 NRC INFORMATION TECHNOLOGY SECURITY TRAINING (AUG 2011)

NRC contractors shall ensure that their employees, consultants, and subcontractors with access to the agency'sinformation technology (IT) equipment and/or IT services complete NRC's online initial and refresher IT securitytraining requirements to ensure that their knowledge of IT threats, vulnerabilities, and associated countermeasuresremains current. Both the initial and refresher IT security training courses generally last an hour or less and can betaken during the employee's regularly scheduled work day.

Contractor employees, consultants, and subcontractors shall complete the NRC's online annual, "ComputerSecurity Awareness" course on the same day that they receive access to the agency's IT equipment and/or services,as their first action using the equipment/service. For those contractor employees, consultants,and subcontractorswho are already working under this contract, the on-line training must be completed in accordance with agencyNetwork Announcements issued throughout the year, within three weeks of issuance of this modification.

Contractor employees, consultants, and subcontractors who have been granted access to NRC informationtechnology equipment and/or IT services must continue to take IT security refresher training offered online by the NRC

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NRC-HQ-1 2-C-43-0059 Section H

throughout the term of the contract. Contractor employees will receive notice of NRC's online IT security refreshertraining requirements through agency-wide notices.

The NRC reserves the right to deny or withdraw Contractor use or access to NRC IT equipment and/or services,and/or take other appropriate contract administrative actions (e.g., disallow costs, terminate for cause) should theContractor violate the Contractor's responsibility under this clause.

H.12 WHISTLEBLOWER PROTECTION FOR NRC CONTRACTOR AND SUBCONTRACTOREMPLOYEES (AUG 2011)

(a) The U.S. Nuclear Regulatory Commission (NRC) contractor and its subcontractor are subject to theWhistleblower Employee Protection public law provisions as codified at 42 U.S.C. 5851. NRC contractor(s) andsubcontractor(s) shall comply with the requirements of this Whistleblower Employee Protection law, and theimplementing regulations of the NRC and the Department of Labor (DOL). See, for example, DOL Procedures onHandling Complaints at 29 C.F.R. Part 24 concerning the employer obligations, prohibited acts, DOL procedures andthe requirement for prominent posting of notice of Employee Rights at Appendix A to Part 24 entitled: "Your RightsUnder the Energy Reorganization Act".

(b) Under this Whistleblower Employee Protection law, as implemented by regulations, NRC contractor andsubcontractor employees are protected from discharge, reprisal, threats, intimidation, coercion, blacklisting or otheremployment discrimination practices with respect to compensation, terms, conditions or privileges of their employmentbecause the contractor or subcontractor employee(s) has provided notice to the employer, refused to engage inunlawful practices, assisted in proceedings or testified on activities concerning alleged violations of the Atomic EnergyAct of 1954 (as amended) and the Energy Reorganization Act of 1974 (as amended).

(c) The contractor shall insert this or the substance of this clause in any subcontracts involving work performedunder this contract.

H.13 AUTHORITY TO USE GOVERNMENT PROVIDED SPACE AT NRC HEADQUARTERS (AUG2011)

Prior to occupying any government provided space at NRC HQs in Rockville Maryland, the Contractor shall obtainwritten authorization to occupy specifically designated government space, via the NRC Contracting Officer'sRepresentative (COR), from the Chief, Space Design Branch, ADSPC. Failure to obtain this prior authorization canresult in one, or a combination, of the following remedies as deemed appropriate by the Contracting Officer.

(1) Rental charge for the space occupied will be deducted from the invoice amount due the Contractor

(2) Removal from the space occupied

(3) Contract Termination

H.14 GREEN PURCHASING (JUN 2011)

(a) In furtherance of the sustainable acquisition goals of Executive Order 13514, "Federal Leadership inEnvironmental, Energy, and Economic Performance" products and services provided under this contract/order shall beenergy- efficient (Energy Star or Federal Energy Management Program (FEMP) designated), water-efficient,

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biobased, environmentally preferable (e.g., Electronic Product Environmental Assessment Tool (EPEAT) certified),non-ozone depleting, contain recycled content, or are non-toxic or less toxic alternatives, where such products andservices meet agency performance requirements. http://www.fedcenter.gov/programs/eo13514/

(b) The contractor shall flow down this clause into all subcontracts and other agreements that relate to performanceof this contract/order.

H.15 USE OF AUTOMATED CLEARING HOUSE (ACH) ELECTRONIC PAYMENTIREMITTANCEADDRESS (AUG 2011)

The Debt Collection Improvement Act of 1996 requires that all Federal payments except IRS tax refunds be madeby Electronic Funds Transfer. It is the policy of the Nuclear Regulatory Commission to pay government vendors bythe Automated Clearing House (ACH) electronic funds transfer payment system. Item 15C of the Standard Form 33may be disregarded.

H.16 AWARD NOTIFICATION AND COMMITMENT OF PUBLIC FUNDS (AUG 2011)

(a) All offerors will receive preaward and postaward notices in accordance with FAR 15.503.

(b) It is also brought to your attention that the contracting officer is the only individual who can legally obligate fundsor commit the NRC to the expenditure of public funds in connection with this procurement. This means that unlessprovided in a contract document or specifically authorized by the contracting officer, NRC technical personnel may notissue contract modifications, give formal contractual commitments, or otherwise bind, commit, or obligate the NRCcontractually. Informal unauthorized commitments, which do not obligate the NRC and do not entitle the contractor topayment, may include:

(1) Encouraging a potential contractor to incur costs prior to receiving a contract;

(2) Requesting or requiring a contractor to make changes under a contract without formal contract modifications;

(3) Encouraging a contractor to incur costs under a cost-reimbursable contract in excess of those costscontractually allowable; and

(4) Committing the Government to a course of action with regard to a potential contract, contract change, claim, ordispute.

H.17 NOTICE TO OFFERORS - CERTIFICATE PERTAINING TO FOREIGN INTERESTS

NOTICE TO OFFERORS CERTIFICATE PERTAINING TO FOREIGN INTERESTS

a. All offerors are hereby notified that the NRC contemplates an award involving access to classified information inaccordance with the clause entitled "Foreign Ownership, Control, or Influence over Contractor (FOCI)".

b. A company is considered to be under FOCI whenever a foreign interest has the power, direct or indirect, whetheror not exercised, and whether or not exercisable through the ownership of the U.S. company's securities, bycontractual arrangements or otherwise, to direct or decide matters affecting the management or operations of thatcompany in a manner that may result in unauthorized access to classified information or may adversely affect the

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performance of classified information contracts. (See NRC Management Directive 12.2 - "NRC Classified InformationSecurity Program")

c. A U.S. company determined to be under FOCI is not eligible for facility clearance (FCL). If a company alreadyhas an FCL, the FCL shall be suspended or revoked unless security measures are taken to remove the possibility ofunauthorized access to classified information.

d. Award will not be made unless the NRC's Division of Facilities and Security (DFS) makes an affirmative FOCIdetermination for the apparent successful offeror. Where there is insufficient lead time between selection andcontract award to allow a pre award FOCI determination, the NRC may award a contract. However, the contractormay not access classified information until such time as the contracting officer provides written notification that anaffirmative FOCI determination has been completed and access is permitted. The NRC reserves the right to cancelthe award at no cost to the Government if the contractor fails to obtain the required FOCI approval within 30 calendardays after contract award.

e. Only the apparent successful offeror shall be required to submit the information required in the "CertificatePertaining to Foreign Interests" (Certificate) attached to the solicitation. Such submittal shall be made by the datestated in the NRC Contracting Officer's written request prior to award.

f. Where an apparent successful offeror does not possess a current (within five years from the date of this offer)affirmative FOCI determination, the NRC Contracting Officer shall provide the apparent successful offeror with currentguidelines for completing the FOCI information required in the Certificate and a format for listing the contractor'sofficers and directors.

g. If an apparent successful offeror previously received an affirmative FOCI determination from the NRC or anotherfederal agency (e.g., the Department of Defense or the Department of Energy) within five years from the date of theoffer, the offeror may submit the following representation upon receipt of the NRC Contracting Officer's written requestfor FOCI information:

Notice of Nonapplicability for Foreign Ownership Control, or Influence Over Contractors (FOCI)

I represent that I need not complete the information required in the "Certificate Pertaining to Foreign Interests"because an affirmative FOCI determination has been made based upon previous representations made to:

[insert name of federal agency office and date of prior representations]

and I represent that the previous representations remain accurate, current (within five years from the date of thisoffer), and complete.

Company Name and Address:

Signature

Name

Title

Note 1. Signature shall be an authorized official. That is, an official identified in the organization's Articles ofIncorporation or By-laws as responsible for managing the business affairs of the organization, or any other employee,identified by name, of the organization if designated in writing by such an authorized official as having been delegatedauthority to execute FOCI representations on behalf of the organization.

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NRC-HQ-I 2-C-43-0059 Section H

The NRC Contracting Officer shall verify this representation through DFS. If DFS is unable to verify the apparentsuccessful offeror's representation, the apparent successful offeror shall be required to submit the information requiredin the Certificate by the date requested by the NRC Contracting Officer.

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NRC-HQ-12-C-43-0059 Section I

PART II - CONTRACT CLAUSES

SECTION I - CONTRACT CLAUSES

1.1 NOTICE LISTING CONTRACT CLAUSES INCORPORATED BY REFERENCE


NUMBER

52.202-152.203-352.203-552.203-6

52.203-752.203-8

52.203-10

52.203-12

52.204-252.204-4

52.204-752.204-9

52.209-6

52.215-2

52.215-8

52.215-14

52.216-1152.219-6

52.219-852.219-14

TITLE DATEFEDERAL ACQUISITION REGULATION (48 CFR Chapter 1)DEFINITIONS JAN 2012GRATUITIES APR 1984COVENANT AGAINST CONTINGENT FEES APR 1984RESTRICTIONS ON SUBCONTRACTOR SALES TO SEP 2006THE GOVERNMENTANTI-KICKBACK PROCEDURES OCT 2010CANCELLATION, RESCISSION, AND RECOVERY JAN 1997OF FUNDS FOR ILLEGAL OR IMPROPERACTIVITYPRICE OR FEE ADJUSTMENT FOR ILLEGAL OR JAN 1997IMPROPER ACTIVITYLIMITATION ON PAYMENTS TO INFLUENCE OCT 2010CERTAIN FEDERAL TRANSACTIONSSECURITY REQUIREMENTS AUG 1996PRINTED OR COPIED DOUBLE-SIDED MAY 2011ON RECYCLED PAPERCENTRAL CONTRACTOR REGISTRATION FEB 2012PERSONAL IDENTITY VERIFICATION OF JAN 2011CONTRACTOR PERSONNELPROTECTING THE GOVERNMENT'S INTEREST DEC 2010WHEN SUBCONTRACTING WITH CONTRACTORSDEBARRED, SUSPENDED, OR PROPOSED FORDEBARMENTAUDIT AND RECORDS--NEGOTIATION OCT 2010ALTERNATE III (JUNE 1999)ORDER OF PRECEDENCE--UNIFORM CONTRACT OCT 1997FORMATINTEGRITY OF UNIT PRICES OCT 2010ALTERNATE I (OCT 1997)COST CONTRACT--NO FEE APR 1984NOTICE OF TOTAL SMALL BUSINESS SET-ASIDE NOV 2011ALTERNATE I (NOV 2011)UTILIZATION OF SMALL BUSINESS CONCERNS JAN 2011LIMITATIONS ON SUBCONTRACTING NOV 2011

I-1

. NRC-HQ-12-C-43-0059

52.222-352.222-2152.222-2652.222-3552.222-36

52.222-3752.222-5052.222-5452.223-5

52.223-652.223-18

52.225-13

52.227-152.227-2

52.228-752.232-1752.232-1852.232-2252.232-2352.232-2552.232-33

52.233-1

52.233-3

52.233-4

52.237-2

52.242-152.242-352.242-1352.243-2

52.244-2

52.244-552.244-652.245-152.245-952.246-2352.248-152.249-652.253-1

CONVICT LABORPROHIBITION OF SEGREGATED FACILITIESEQUAL OPPORTUNITYEQUAL OPPORTUNITY FOR VETERANSAFFIRMATIVE ACTION FOR WORKERS WITHDISABILITIESEMPLOYMENT REPORTS ON VETERANSCOMBATING TRAFFICKING IN PERSONSEMPLOYMENT ELIGIBILITY VERIFICATIONPOLLUTION PREVENTION AND RIGHT-TO-KNOWINFORMATIONDRUG-FREE WORKPLACEENCOURAGING CONTRACTOR POLICIESTO BAN TEXT MESSAGING WHILE DRIVINGRESTRICTIONS ON CERTAIN FOREIGNPURCHASESAUTHORIZATION AND CONSENTNOTICE AND ASSISTANCE REGARDING PATENTAND COPYRIGHT INFRINGEMENTINSURANCE--LIABILITY TO THIRD PERSONSINTERESTAVAILABILITY OF FUNDSLIMITATION OF FUNDSASSIGNMENT OF CLAIMSPROMPT PAYMENTPAYMENT BY ELECTRONIC FUNDS--CENTRALCONTRACTOR REGISTRATIONDISPUTESPROTEST AFTER AWARDALTERNATE I (JUN 1985)APPLICABLE LAW FOR BREACH OFCONTRACT CLAIMPROTECTION OF GOVERNMENT BUILDINGS,EQUIPMENT, AND VEGETATIONNOTICE OF INTENT TO DISALLOW COSTSPENALTIES FOR UNALLOWABLE COSTSBANKRUPTCYCHANGES--COST REIMBURSEMENTALTERNATE I (APR 1984)SUBCONTRACTSALTERNATE I (JUNE 2007)COMPETITION IN SUBCONTRACTINGSUBCONTRACTS FOR COMMERCIAL ITEMSGOVERNMENT PROPERTYUSE AND CHARGESLIMITATION OF LIABILITYVALUE ENGINEERINGTERMINATION (COST-REIMBURSEMENT)COMPUTER GENERATED FORMS

Section I

JUN 2003FEB 1999MAR 2007SEP 2010OCT 2010

SEP 2010FEB 2009JAN 2009MAY 2011

MAY 2001AUG 2011

JUN 2008

DEC 2007DEC 2007

MAR 1996OCT 2010APR 1984APR 1984JAN 1986OCT 2008OCT 2003

JUL 2002AUG 1996

OCT 2004

APR 1984

APR 1984MAY 2001JUL 1995AUG 1987

OCT 2010

DEC 1996DEC 2010APR 2012APR 2012FEB 1997OCT 2010MAY 2004JAN 1991

1.2 52.215-23 LIMITATIONS ON PASS-THROUGH CHARGES (OCT 2009) ALTERNATE I (OCT 2009)

(a) Definitions. As used in this clause--

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"Added value" means that the Contractor performs subcontract management functions that the Contracting Officerdetermines are a benefit to the Government (e.g., processing orders of parts or services, maintaining inventory,reducing delivery lead times, managing multiple sources for contract requirements, coordinating deliveries, performingquality assurance functions).

"Excessive pass-through charge," with respect to a Contractor or subcontractor that adds no or negligible value to acontract or subcontract, means a charge to the Government by the Contractor or subcontractor that is for indirectcosts or profit/fee on work performed by a subcontractor (other than charges for the costs of managing subcontractsand any applicable indirect costs and associated profit/fee based on such costs).

"No or negligible value means" the Contractor or subcontractor cannot demonstrate to the Contracting Officer thatits effort added value to the contract or subcontract in accomplishing the work performed under the contract (includingtask or delivery orders).

"Subcontract" means any contract, as defined in FAR 2.101, entered into by a subcontractor to furnish supplies orservices for performance of the contract or a subcontract. It includes but is not limited to purchase orders, andchanges and modifications to purchase orders.

"Subcontractor," as defined in FAR 44.101, means any supplier, distributor, vendor, or firm that furnishes suppliesor services to or for a prime Contractor or another subcontractor.

(b) General. The Government will not pay excessive pass-through charges. The Contracting Officer has determinedthat there will be no excessive pass-through charges, provided the Contractor performs the disclosed value-addedfunctions.

(c) Reporting. Required reporting of performance of work by the Contractor or a subcontractor. The Contractor shallnotify the Contracting Officer in writing if--

(1) The Contractor changes the amount of subcontract effort after award such that it exceeds 70 percent of thetotal cost of work to be performed under the contract, task order, or delivery order. The notification shall identify the,revised cost of the subcontract effort and shall include verification that the Contractor will provide added value; or

(2) Any subcontractor changes the amount of lower-tier subcontractor effort after award such that it exceeds 70percent of the total cost of the work to be performed under its subcontract. The notification shall identify the revisedcost of the subcontract effort and shall include verification that the subcontractor will provide added value as related tothe work to be performed by the lower-tier subcontractor(s).

(d) Recovery of excessive pass-through charges. If the Contracting Officer determines that excessive pass-throughcharges exist;

(1) For other than fixed-price contracts, the excessive pass-through charges are unallowable in accordance withthe provisions in FAR subpart 31.2; and

(2) For applicable DoD fixed-price contracts, as identified in 15.408(n)(2)(i)(B), the Government shall be entitledto a price reduction for the amount of excessive pass-through charges included in the contract price.

(e) Access to records.

(1) The Contracting Officer, or authorized representative, shall have the right to examine and audit all theContractor's records (as defined at FAR 52.215-2(a)) necessary to determine whether the Contractor proposed, billed,or claimed excessive pass-through charges.

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(2) For those subcontracts to which paragraph (f) of this clause applies, the Contracting Officer, or authorizedrepresentative, shall have the right to examine and audit all the subcontractor's records (as defined at FAR52.215-2(a)) necessary to determine whether the subcontractor proposed, billed, or claimed excessive pass-throughcharges.

(f) Flowdown. The Contractor shall insert the substance of this clause, including this paragraph (f), in allcost-reimbursement subcontracts under this contract that exceed the simplified acquisition threshold, except if thecontract is with DoD, then insert in all cost-reimbursement subcontracts and fixed-price subcontracts, except thoseidentified in 15.408(n)(2)(i)(B)(2), that exceed the threshold for obtaining cost or pricing data in accordance with FAR15.403-4.

1.3 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within the limits and at the rates specified inthe contract. These rates may be adjusted only as a result of revisions to prevailing labor rates provided by theSecretary of Labor. The option provision may be exercised more than once, but the total extension of performancehereunder shall not exceed 6 months. The Contracting Officer may exercise the option by written notice to theContractor within 10/01/2012.

1.4 52.217-9 OPTION TO EXTEND THE TERM OF THE CONTRACT (MAR 2000)

(a) The Government may extend the term of this contract by written notice to the Contractor within 10/01/2012;provided that the Government gives the Contractor a preliminary written notice of its intent to extend at least09/30/2013 days before the contract expires. The preliminary notice does not commit the Government to an extension.

(b) If the Government exercises this option, the extended contract shall be considered to include this option clause.

(c) The total duration of this contract, including the exercise of any options under this clause, shall not exceed five(5) years.

1.5 52.219-28 POST-AWARD SMALL BUSINESS PROGRAM REREPRESENTATION (APR 2012)

(a) Definitions. As used in this clause-

Long-term contract means a contract of more than five years in duration, including options. However, the term doesnot include contracts that exceed five years in duration because the period of performance has been extended for acumulative period not to exceed six months under the clause at 52.217-8, Option to Extend Services, or otherappropriate authority.

Small business concern means a concern, including its affiliates, that is independently owned and operated, notdominant in the field of operation in which it is bidding on Government contracts, and qualified as a small businessunder the criteria in 13 CFR part 121 and the size standard in paragraph (c) of this clause. Such a concern is "notdominant in its field of operation" when it does not exercise a controlling or major influence on a national basis in akind of business activity in which a number of business concerns are primarily engaged. In determining whetherdominance exists, consideration shall be given to all appropriate factors, including volume of business, number ofemployees, financial resources, competitive status or position, ownership or control of materials, processes, patents,license agreements, facilities, sales territory, and nature of business activity.

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(b) If the Contractor represented that it was a small business concern prior to award of this contract, the Contractorshall rerepresent its size status according to paragraph (e) of this clause or, if applicable, paragraph (g) of this clause,upon the occurrence of any of the following:

(1) Within 30 days after execution of a novation agreement or within 30 days after modification of the contract toinclude this clause, if the novation agreement was executed prior to inclusion of this clause in the contract.

(2) Within 30 days after a merger or acquisition that does not require a novation or within 30 days aftermodification of the contract to include this clause, if the merger or acquisition occurred prior to inclusion of this clausein the contract.

(3) For long-term contracts-

(i) Within 60 to 120 days prior to the end of the fifth year of the contract; and

(ii) Within 60 to 120 days prior to the date specified in the contract for exercising any option thereafter.

(c) The Contractor shall rerepresent its size status in accordance with the size standard in effect at the time of thisrerepresentation that corresponds to the North American Industry Classification System (NAICS) code assigned to thiscontract. The small business size standard corresponding to this NAICS code can be found athttp://www.sba.gov/contentltable-small-business-size-standards.

(d) The small business size standard for a Contractor providing a product which it does not manufacture itself, for acontract other than a construction or service contract, is 500 employees.

(e) Except as provided in paragraph (g) of this clause, the Contractor shall make the rerepresentation required byparagraph (b) of this clause by validating or updating all its representations in the Online Representations andCertifications Application and its data in the Central Contractor Registration, as necessary, to ensure that they reflectthe Contractor's current status. The Contractor shall notify the contracting office in writing within the timeframesspecified in paragraph (b) of this clause that the data have been validated or updated, and provide the date of thevalidation or update.

(f) If the Contractor represented that it was other than a small business concern prior to award of this contract, theContractor may, but is not required to, take the actions required by paragraphs (e) or (g) of this clause.

(g) If the Contractor does not have representations and certifications in ORCA, or does not have a representation inORCA for the NAICS code applicable to this contract, the Contractor is required to complete the followingrerepresentation and submit it to the contracting office, along with the contract number and the date on which thererepresentation was completed:

The Contractor represents that it [ is, []is not a small business concern under NAICS Code 541519 assigned tocontract number NRC-HQ-12-C-43-0059.

[Contractor to sign and date and insert authorized signer's name and title].

1-.6 52.222-40 NOTIFICATION OF EMPLOYEE RIGHTS UNDER THE NATIONAL LABORRELATIONS ACT (DEC 2010)

(a) During the term of this contract, the Contractor shall post an employee notice, of such size and in such form,and containing such content as prescribed by the Secretary of Labor, in conspicuous places in and about its plants

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and offices where employees covered by the National Labor Relations Act engage in activities relating to theperformance of the contract, including all places where notices to employees are customarily posted both physicallyand electronically, in the languages employees speak, in accordance with 29 CFR 471.2(d) and (f).

(1) Physical posting of the employee notice shall be in conspicuous places in and about the Contractor's plantsand offices so that the notice is prominent and readily seen by employees who are covered by the National LaborRelations Act and engage in activities related to the performance of the contract.

(2) If the Contractor customarily posts notices to employees electronically, then the Contractor shall also post therequired notice electronically by displaying prominently, on any Web site that is maintained by the Contractor and iscustomarily used for notices to employees about terms and conditions of employment, a link to the Department ofLabor's Web site that contains the full text of the poster. The link to the Department's Web site, as referenced in (b)(3)of this section, must read, "Important Notice about Employee Rights to Organize and Bargain Collectively with TheirEmployers."

(b) This required employee notice, printed by the Department of Labor, may be-

(1) Obtained from the Division of Interpretations and Standards, Office of Labor-Management Standards, U.S.Department of Labor, 200 Constitution Avenue, NW., Room N-5609, Washington, DC 20210, (202) 693-0123, or fromany field office of the Office of Labor-Management Standards or Office of Federal Contract Compliance Programs;

(2) Provided by the Federal contracting agency if requested;

(3) Downloaded from the Office of Labor-Management Standards Web site athttp://www.dol.gov/olms/regs/compliance/EO13496.htm; or

(4) Reproduced and used as exact duplicate copies of the Department of Labor's official poster.

(c) The required text of the employee notice referred to in this clause is located at Appendix A, Subpart A, 29 CFRPart 471.

(d) The Contractor shall comply with all provisions of the employee notice and related rules, regulations, and ordersof the Secretary of Labor.

(e) In the event that the Contractor does not comply with the requirements set forth in paragraphs (a) through (d) ofthis clause, this contract may be terminated or suspended in whole or in part, and the Contractor may be suspendedor debarred in accordance with 29 CFR 471.14 and subpart 9.4. Such other sanctions or remedies may be imposedas are provided by 29 CFR part 471, which implements Executive Order 13496 or as otherwise provided by law.

(f) Subcontracts.

(1) The Contractor shall include the substance of this clause, including this paragraph (f), in every subcontractthat exceeds $10,000 and will be performed wholly or partially in the United States, unless exempted by the rules,regulations, or orders of the Secretary of Labor issued pursuant to section 3 of Executive Order 13496 of January 30,2009, so that such provisions will be binding upon each subcontractor.

(2) The Contractor shall not procure supplies or services in a way designed to avoid the applicability of ExecutiveOrder 13496 or this clause.

(3) The Contractor shall take such action with respect to any such subcontract as may be directed by theSecretary of Labor as a means of enforcing such provisions, including the imposition of sanctions for noncompliance.

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(4) However, if the Contractor becomes involved in litigation with a subcontractor, or is threatened with suchinvolvement, as a result of such direction, the Contractor may request the United States, through the Secretary ofLabor, to enter into such litigation to protect the interests of the United States.

1.7 52.249-14 EXCUSABLE DELAYS (APR 1984)

(a) Except for defaults of subcontractors at any tier, the Contractor shall not be in default because of any failure toperform this contract under its terms if the failure arises from causes beyond the control and without the fault ornegligence of the Contractor. Examples of these causes are (1) acts of God or of the public enemy, (2) acts of theGovernment in either its sovereign or contractual capacity, (3) fires, (4) floods, (5) epidemics, (6) quarantinerestrictions, (7) strikes, (8) freight embargoes, and (9) unusually severe weather. In each instance, the failure toperform must be beyond the control and without the fault or negligence of the Contractor. "Default" includes failure tomake progress in the work so as to endanger performance.

(b) If the failure to perform is caused by the failure of a subcontractor at any tier to perform or make progress, and ifthe cause of the failure was beyond the control of both the Contractor and subcontractor, and without the fault ornegligence of either, the Contractor shall not be deemed to be in default, unless--

(1) The subcontracted supplies or services were obtainable from other sources;

(2) The Contracting Officer ordered the Contractor in writing to purchase these supplies or services from theother source; and

(3) The Contractor failed to comply reasonably with this order.

(c) Upon request of the Contractor, the Contracting Officer shall ascertain the facts and extent of the failure. If theContracting Officer determines that any failure to perform results from one or more of the causes above, the deliveryschedule shall be revised, subject to the rights of the Government under the termination clause of this contract.

1.8 COMPLIANCE WITH SECTION 508 OF THE REHABILITATION ACT OF 1973, AS AMENDED (AUG2011)

In 1998, Congress amended the Rehabilitation Act of 1973 (29 U.S.C. 794d) as amended by the WorkforceInvestment Act of 1998 (P.L. 105 - 220), August 7, 1998 to require Federal agencies to make their electronic andinformation technology (EIT) accessible to people with disabilities. Inaccessible technology interferes with an abilityto obtain and use information quickly and easily. Section 508 was enacted to eliminate barriers in informationtechnology, open new opportunities for people with disabilities, and encourage development of technologies that willhelp achieve these goals. The law applies to all Federal agencies when they develop, procure, maintain, or useelectronic and information technology. Under Section 508 (29 U.S.C. 794d), agencies must give disabled employeesand members of the public access to information that is comparable to access available to others.

Specifically, Section 508 of that Act requires that when Federal agencies develop, procure, maintain, or use EIT,Federal employees with disabilities have access to and use of information and data that is comparable to the accessand use by Federal employees who are not individuals with disabilities, unless an undue burden would be imposed onthe agency. (36 C.F.R. 1194 implements Section 508 of the Rehabilitation Act of 1973, as amended, and isviewable at: http://www. access-board.gov/sec508/standards. htm)

Exceptions.

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All EIT that the government acquires by purchase or by lease/rental under this contract must meet the applicableaccessibility standards at 36 C.F.R. Part 1194, unless one or more of the following exceptions at FAR 39.204 appliesto this acquisition (applicable if checked):

[] The EIT is for a national security system.

[] The EIT is acquired by a contractor incidental to a contract.

[] The EIT is located in spaces frequented only by service personnel for maintenance, repair or occasionalmonitoring of equipment.

[] Compliance with the applicable 36 C.F.R. Part 1194 provisions would impose an undue burden on the agency.

Applicable Standards.

The following accessibility standards from 36 C.F.R. Part 1194 have been determined to be applicable to thiscontract/order. See www.section508.gov for more information:

1)1194.21 Software applications and operating systems.

[] 1194.22 Web-based intranet and internet information and applications. 16 rules.

[11194.23 Telecommunications products.

111194.24 Video and multimedia products.

[]1194.25 Self contained, closed products.

[11194.26 Desktop and portable computers.

[11194.31 Functional performance criteria.

[11194.41 Information, documentation, and support.

Note: Under the Exceptions paragraph, the Contracting Officer should check the boxes for any exceptions thatapply. If no exceptions apply, then the Contracting Officer should, under the Applicable Standards paragraph, checkthe boxes that indicate which of the standards apply. See FAR Subpart 39.2 and www. section508.gov for additionalguidance.

1-8

NRC-HQ-1 2-C-43-0059 Attachments

ATTACHMENT

GLOSSARY

The definitions and explanations set forth in this glossary are an integral part of the terms and conditions of thiscontract.

1. DATA PROCESSING EQUIPMENT SYSTEM AND/OR SUBSYSTEM. The total complement of individualmachines and operating software furnished by the Contractor and acquired to operate as an integrated group.

2. EQUIPMENT. An all-inclusive term which refers either to individual machines or to the total complement ofmachines required to operate as an integrated group.

3. EQUIPMENT AND/OR OPERATING SOFTWARE FAILURE. A malfunction in the Contractor-suppliedequipment and/or operating software, excluding all external factors, which presents the accomplishment of a job.

4. INSTALLATION DATE. The date by which the Contractor must have the ordered equipment ready for use bythe Government.

5. MACHINE/DEVICE. An individual unit, including features installed thereon, of a data processing system, orsubsystem, identified by a type and/or model number, such as a central processing unit, an additional memorymodule, a tape unit, a card reader, etc.

6. MECHANICAL REPLACEMENT. The replacement of one machine for another occasioned by the mechanicalcondition of the equipment being replaced.

7. OPERATING SOFTWARE. Those routines that interface directly with hardware peripheral devices, thecomputer operations, applications, and utility programs.

8. OPERATIONAL USE TIME. The time during which equipment is in actual operation, exclusive of idle time,standby time or maintenance time due to Contractor caused machine failure; not synonymous with "power-on" time.

9. PREVENTIVE MAINTENANCE. That maintenance performed by the Contractor which is designed to keep theequipment in proper operating condition. It is performed on a scheduled basis.

10. EXTENDED MAINTENANCE PERIOD OPTION. Option to require maintenance service, during any extensionof the Principal Period of Maintenance at a fixed price for such period, regardless of the number of calls requestedduring such period.

11. REMEDIAL MAINTENANCE. That maintenance performed by the Contractor which results fromContractor-supplied equipment or operating software failure. It is performed as required and therefore on anunscheduled basis.

12. TOTAL MONTHLY CHARGES.

(a) Rental. All monthly charges for the use (rental) of equipment and software and for maintenance thereof.

(b) Maintenance of Government-owned. All monthly charges for the maintenance of equipment and softwaresupplied under this contract.

NRC-HQ-12-C-43-0059 Attachments

13. ALTERATION. An alteration is defined as any change to a machine which deviates from the physical,mechanical, or electrical machine design (including microcode), whether or not additional devices or parts arerequired.

14. ATTACHMENT. An attachment is defined as the mechanical, electrical, or electronic interconnection ofequipment manufactured by other than the original equipment manufacturer of the machine or system.

15. PRINCIPAL PERIOD OF MAINTENANCE. Any nine consecutive hours per day, including an official mealperiod not to exceed one hour per day, between the hours of 7:00 AM 6:00 PM, Monday through Friday, excludingholidays observed at the installation.

16. SOFTWARE RELEASE. A software release is a modification (update) of the software which may containadditional function and incorporate all program fixes made to the software since issuance of the prior release. Asoftware release does not change the name or number of the program and is provided by the Contractor at noincrease in price. Normally, program support services for the prior release are discontinued by the Contractor after aspecified period of time following availability of the new release.

17. SOFTWARE VERSION. A software version is a separate (new) software product which contains significantlymore code and/or function than its earlier version. A software version has its own name, product number, terms andconditions and price.

.NRC-HQ-1 2-C-43-0059

ATTACHMENT A

U.S. NUCLEAR REGULATORY COMMISSION

Computer Security Office (CSO)

Cyber Situational Awareness and Monitoring (CSMA) Contract

1. OBJECTIVE

The Contractor, HMS Company, shall provide direct core mission support of all ComputerSecurity Office (CSO)/ Cyber Situational Awareness, Analysis, and Response Team(CSAART) activities and initiatives. The CSO/CSAART is the focal point for receiving, tracking,monitoring, and reporting NRC computer security incidents; monitoring NRC's IT security vulnerabilities, maintainingan awareness of the threat to NRC's IT infrastructure, and providing appropriate information to senior NRC officials sothey maintain an up to date awareness of the threat and NRC's vulnerability to that threat; Monitoring NRC intrusiondetection and intrusion prevention systems; Conducting trend analysis of events and recommending actions tominimize or prevent releases of information. The CSAART also communicates relevant computer security informationsuch as security alerts, advisories, and bulletins to NRC staff; acts as the reporting authority to the US ComputerEmergency Readiness Team (CERT), OMB, law enforcement, and criminal investigation groups for cyber relatedattacks against the NRC; and conducts penetration testing and vulnerability scanning of NRC's infrastructure.

The IT Security Service domain requirements for this statement of work include the following:

1) NRC Cyber Security Monitoring (using agency provided monitoring tools and othersources)

2) NRC Cyber Security Situational Awareness & Reporting (relative to agency resiliencyagainst periodic assessment of the threat to as it pertains to the NRC's mission and thatof the federal government)

3) Cyber Security Incident prevention, detection, reporting and remediation;

4) Cyber Security system/application development and deployment;

5) Cyber Security system/application maintenance and operation;

6) Cyber Situational Awareness Laboratory - The contractor will support the capability ofthe CSO to implement security testing and analysis to provide a virtualized environmentfor web, application and infrastructure security testing using GFE or other authorizedcomponents in support of the existing and target security architecture.

7) Computer Forensics Analysis;

8) Cyber Security Metrics Reporting in support of CSO situational awareness tracking andreporting; and providing,

9) Cyber Security Process & Assessment documentation. This documentation includes,but is not limited to: security authorization process artifacts and cyber security capabilityassessments and recommendations to improve agency cyber security. The CSO will alsorequire the documentation of internal cyber situational awareness, analysis and responseprocesses, procedures and policy recommendations to record and sustain cybersituational awareness. Other documentation to capture and report on the securityposture of the agency or to document cyber situational awareness capabilities as they areintroduced and moved into CSO assessment capabilities.

NRC-HQ-12-C-43-0059Note: The Contractor must be able to act as an independent assessor and therefore, must bededicated to the CSO cyber situational awareness support role. As such, the contractoracknowledges that they are not authorized to enter into an IT or IT security role for thedevelopment, operation or maintenance of non-CSO information system at the U.S. NuclearRegulatory Commission without prior written approval from an authorized agency ContractingOfficer.

2. CONTRACT TYPE

This is an ID/IQ order which includes provisions for award of Firm Fixed Price and Time andMaterials (T&M) contract.

3. SCOPE

The Contractor shall provide all personnel, materials, hardware, software, labor, supplies,equipment, travel and other direct costs necessary to accomplish the performance of the tasksdescribed below (other than the Government Furnished Equipment under section 7 of thisStatement of Work).

4. PERIOD OF PERFORMANCE

The base period of performance for this contract is: 04/01/2012 to 09/30/2012. There are fouroption years:

* Option year 1) 10/01/2012 - 09/30/2013" Option year 2) 10/01(2013 - 09130/2014" Option year 3) 10/01/2014 - 09/30/2015" Option year 4) 10/01/2015 - 09/30/2016

4.1. HOURS OF OPERATION

The Contractor shall have access to Government Facilities twenty-four (24) hours a day, seven(7) days a week, and three hundred sixty-five (365) days a year.

4.2. PLACE OF PERFORMANCE

The primary place of performance shall be NRC Headquarters, located in Rockville MD. TheNRC shall provide on-site physical space (if required) for up to four (4) Contractor personneland shall supply desktops for the individuals' access to the NRC network.

4.3. TRAVEL REQUIREMENTS

(a.) Local travel expenses within 25 miles of NRC Headquarters located in Rockville MD willnot be reimbursed by the NRC. On-site parkinq is not available.

NRC-HQ-12-C-43-0059(b.) Occasional travel to the NRC Regional locations and remote NRC facilities including

State and Local Government facilities and external commercial and governmentapplication service providers and application hosting facilities may be required.

(c.) Total expenditures for domestic travel (does not include travel to NRC Headquarters) willbe paid to the contractor by the NRC. Travel expenses will be subjected to an annuallimit which will be disclosed at the NRC's discretion. Please note: Profit/fee shall not beadded to any travel. G&A is included in the travel (not to exceed) line items reflected inthe contract. All G&A will be reimbursed in accordance with DCAA approved billingrates.

(d.) The Contractor is encouraged to use Government contract airlines, AMTRAK railservices, and discount hotel/motel properties in order to reduce the cost of travel underthis contract. The contracting officer shall, upon request, provide each traveler with aletter of identification which is required in order to participate in this program. TheFederal Travel Directory (FTD) identifies carriers, contract fares, schedules, paymentconditions, and hotel/motel properties which offer their services and rates to GovernmentContractor personnel traveling on official business under this contract.

The FTD, which is issued monthly, may be purchased from the U.S. GovernmentPrinting Office, Washington, DC 20402.

(e.) The Contractor will be reimbursed for reasonable travel costs incurred directly andspecifically in the performance of this contract. The cost limitations for travel costs aredetermined in accordance with the specific travel regulations cited in Federal AcquisitionRegulations (FAR) 31.205-46, as are in effect on the date of the trip. Travel costs forresearch and related activities performed at State and nonprofit institutions, inaccordance with section 12 of Public Law 100-679, shall be charged in accordance withthe Contractor's institutional policy to the degree that the limitations of OMB guidanceare not exceeded. Applicable guidance documents include OMB Circular A-87, CostPrinciples for State and Local Governments; OMB Circular A-122, Cost principles forNonprofit Organizations; and OMB Circular A-21, Cost Principles for EducationalInstitutions.

(f.) When the Government changes the Federal Travel Regulations, or other applicableregulations, it is the responsibility of the Contractor to notify the contracting officer inaccordance with the Limitations of Cost clause of the GSA contract if the Contractor willbe unable to make all of the approved trips and remain within the travel costs andlimitations of this contract due to the changes.

5. PERSONNEL REQUIREMENTS

Due to the fact the contract will at times require working with both unclassified and classifiedinformation at least one on-site contractor will require a "L" clearance (equivalent to a Secretclearance). The contractor will provide all relevant information requested by the NRC toprocess background checks and clearances.

The Contractor shall have the professional communication skills required to take the necessaryactions to contact, meet with, discuss, and otherwise obtain information required to accomplishthe items described in this SOW on his/her own initiative without supervision. It is required thatthe Contractor provide two intermediate level Cyber Security Engineers full time in the base

NRC-HQ-12-C-43-0059year and the option years. This contract may also require the addition of a third Cyber Securityengineer and one Cyber Security Subject Matter Expert (SME) at certain specific times in thebase and options years. The Contractor shall note the addition of a third Cyber Securityengineer and one Cyber Subject Matter Expert (SME) is an option for NRC in the base year andeach subsequent option year. Thus, the addition of a third engineer or one SME at any timeduring the base or option years will not necessarily constitute retaining this position for the entireremaining Period of Performance in any of the years. The NRC reserves the right to treat thesepositions as "per diem" or, on an as needed basis. The NRC CSO also requires a contractProject Manager (PM) for this contract. The PM will not be required to be staffed at NRCHeadquarters but will be required to obtain a NRC badge and NRC IT account to ensureadherwence to all applicable NRC policies.

The Contractor's personnel shall have an in depth understanding of the tools and skills listedbelow, including but not limited to;

* Information Assurance Applications: EnCase Enterprise, Hailstorm, Nessus, CoreImpact, Threatguard Secutor Magnus, RSA/Archer Incident Management

* Security Expertise: computer and network forensics, secure baseline configurations,network engineering, network monitoring, Intrusion Detection Systems (IDS), log captureand edit, Firewalls, Virtual Private Networking (VPN), network routers, switches andinfrastructure, Wireless network technologies (802.11 x, Bluetooth) as well as RemoteAccess Systems (RAS), Malware, and Spyware.

The Contractor's personnel shall have an understanding of the following IT elements:

* Operating systems: VMware, Linux, Solaris 10, Microsoft Windows XP Professional,Microsoft Windows 7 Microsoft Windows 2008 Servers, Microsoft Windows 2003Servers. Contractors should also have an understanding and a level of experienceworking with virtualization techniques and operating system images (.iso).

* Software Applications: SQL, Exchange, Microsoft Internet Information Services (IIS),Oracle, Sybase, Citrix, and Rational.

The Contractor shall have knowledge and experience with, but not limited to the following

federal regulations, standards and guidelines:

" The Federal Information Security Management Act of 2002

* The E-Government Act of 2002

" The Clinger-Cohen Act of 1996

* The Financial Management Improvement Act of 1996

* The Financial Management Integrity Act of 1982

* The Privacy Act of 1974

* Federal Enterprise Architecture (FEA)

• Cyber Security relevant OMB Memorandums

NRC-HQ-12-C-43-0059* OMB Circulars

" Presidential Directives

" Department of Homeland Security - USCERT Incident Response Directives

* National Security Directives

" Executive Orders

" Intelligence Reform and Terrorism Prevention Act

" Director of Central Intelligence Directives

* NIST Federal Information Processing Standards (FIPS)

* NIST SP 800 series

* CNSS publications

* NIST Guide for Information Security Program Assessments and System Reporting Form

" Department of Homeland Security National Strategy to Secure Cyberspace

6. SPECIAL PERSONNEL REQUIREMENTS

The Contractor shall provide contact information (e.g., telephone numbers) in the event thatafter-hours cyber security support is activated.

NRC-HQ-1 2-C-43-0059GOVERNMENT-FURNISHED INFORMATION

The Government shall furnish available information (e.g. CSO Standard Operating Procedures,regulations, manuals, texts, briefs and the other materials relevant to supporting this project), aswell as access to all the necessary applications maintained within the NRC networkinfrastructure. All information, regardless of media, provided by the Government and/orgenerated for the Government in the performance of this contract are Government property andshall be maintained and disposed of by the Government. At the time of disposition, theContractor shall box, label contents, and deliver as directed by the Contracting Officer.

7. SYSTEM/APPLICATION HIGH LEVEL TASKS AND DELIVERABLES(CONFORMANCE TO NRC'S PMM)

The Contractor shall provide the following services:

Sub Task I - Quality Assurance Plan:

The Contractor shall develop and deliver a Quality Assurance Plan. This Plan must beaccepted by the NRC prior to submission of the first deliverable. The Plan shall addressthe following:

1) Inspection System: A description of the inspection system to cover all effortsdescribed in this SOW. The description shall include specifics as to the areas tobe inspected on both a scheduled or unscheduled basis, frequency ofinspections, and the titles of the individuals who shall perform the inspection andtheir organizational placement.

2) Deficiency Prevention: A description of the methods to be used for identifyingand preventing deficiencies and their causes in the quality of service performedbefore the level of performance becomes unacceptable.

3) Inspection Files: A description of the records to be maintained to document allinspections conducted by the Contractor and the necessary corrective orpreventive actions taken. This document and the records of inspectionscompleted shall be made readily available to the Government, upon request bythe Project Officer and/or Contracting Officer, during the term of the contract.

Sub Task 2 - Proliect Plan (includes Level 3 WBS):

The Contractor shall develop and maintain a Project Plan using Microsoft Project andprovide electronic copies of the Project Plan to the NRC Project Officer (PO) bi-weekly.The Project Plan shall be based on a Level 3 Work Breakdown Structure (WBS) and use theProject Plan template found in PMM. The WBS shall include a definition of the work to beconducted decomposed into distinct discrete manageable tasks or groups of tasks (WorkPackages) with decisive outputs and specific measurable entry and exit criteria. Each WorkPackage shall have a short duration (not to exceed one hundred twenty (120) hours), or canbe divided into a series of milestones whose status can be objectively measured. EachWork Package shall be assigned a start and finish date, a budget value, and can beintegrated with higher-level schedules.

NRC-HQ-12-C-43-0059The Project Plan shall specify a schedule and budget to accomplish the work and identifythe resources needed to complete the work. Resources include manpower, hardware,.software, equipment, travel, etc.

Sub Task 3- PMM Support

The Contractor shall provide the following services to support any system or applicationduring Construction, Transition, and Operation & Maintenance phases of the PMM:

* PMM Construction Support

During the Construction Phase, development of a system or application will betransitioned from the CSO design team to the Contractor. The Contractor will beresponsible for completing the construction phase in a timely manner. As defined inPMM, these tasks include but will not be limited to the following:

o Develop Final Build of the System or Application

o Perform System/Application Tests

o Develop System/Application Support Materials

o Establish Test Environment

o Prepare for Security Testing

o Manage Change Requests and Baselines

" Manage Iterations

" PMM Transition Support

The Contractor will be responsible for transitioning a system or application from testto production. As defined in PMM, these tasks include but will not be limited to thefollowing:

o Prepare and Support the System or Application during its Acceptance Test

o Fix all Identified Issues

o Prepare the System for Deployment

o. Provide briefings and demonstrations to NRC staff so an understanding ofhow the system can be used and managed is communicated (not to exceed104 hours per year)

o Support Security Authorization Process (SAP) a System

o Support all documentation requirements as stated for an Application

o Fix Outstanding Plan of Action and Milestone (PO&M) items

o Work with the NRC to Deploy the System


* PMM Operations and Maintenance Support

NRC-HQ-1 2-C-43-0059The Contractor will be responsible for operations and maintenance of a system orapplication. As defined in PMM, these tasks include but will not be limited to thefollowing:

o Support system/application Operations

o Support system/application Expansion

o Support system/application Continuity of Operations

o Support system/application Configuration, Change and Patch Management

o Maintain the system/application (may be required outside of normal businesshours)

o Periodically Evaluate the System or Application (meeting goals, securityposture unchanged, security controls still effective, system patched and keptup to date, hardware functioning as expected, etc.)


o Develop and execute Scripts and Automated Processes to makerecommendations to NRC staff with respect to NRC Infrastructure

o Report Cyber Incidents to NRC's Computer Security Incident Response

Team

o Provide alternate Information Systems Security Officer support for systemsand applications

o Provide Specific and/or Ad-hoc System or Application Level Cyber SecurityReporting

Develop Documentation

The Contractor shall develop documentation to support the Construction, Transition,and the Operations & Maintenance phases of NRC's ISDLC. Also, the Contractorshall develop Standard Operating Procedures, Configuration Guides, andEngineering Notebooks that describe how the system is built, operated, andmaintained. The following lists some of the documentation that will be required:

Concept of Operations (CONOPS) - A high level description of the system'spurpose, objective and functionality and how it will impact the role of the CSO inthe NRC. The COPNOPS must include a description of the NRC CSO chain ofcommand and make reference to already practiced Cyber Incident ResponseProcedures at the NRC. The CONOPS should define system user roles andresponsibilities and also include reporting requirements, both internally to theCSO and external CSO customers. The CONOPS must make a clear distinctionbetween the system's information providers and consumers.

Rebuild procedures - A comprehensive document that provides a step by stepprocess for rebuilding the system from scratch. These procedures will alsoreference where all necessary software is stored in case a system rebuild isneeded (such as a COOP event).

* Specialized Services

NRC-HQ-12-C-43-0059The Contractor will provide the following specialized services:

o Create Management "dashboard" that Reflects Real Time Cyber SecurityStatus

o Develop and Maintain a System Communication Plan for NRC staff

o Develop Ad Hoc Reports.

Note: The Contractor must ensure that any system or application meets federallymandated and NRC defined security requirements. Also, the Contractor will useindustry best practices whenever feasible while executing the tasks outlined in thisStatement of Work.

NRC-HQ-12-C-43-0059

7.1. Deliverable Standards

7.1.1. Performance Measures

The Contractor will be evaluated using the following performance measures:

1. Ability to Construct the System

The NRC Project Officer will evaluate the Contactor's ability to clarify remainingrequirements, complete the development of the system, and to prepare the system forthe Transition Phase of the ISDLC. Compliance will be monitored via the Project Officerthrough discussions with NRC staff on the how well remaining requirements have beenaddressed, how will the Contractor has prepared the system for transition, and the abilityof the Contractor to meet the milestones established for the Contraction Phase of theISLDC.

i. Target:

ii. Data Source:

90% Addressed Remaining Requirements90% Contractor met Construction Phase Milestones by

Agreed Date

Project Officer Observations

iii. Responsible: Contractor

iv. Frequency: As required

2. Ability to Transition the System

The NRC Project Officer will evaluate the Contactor's ability to transition the system intoNRC's production operating environment and prepare the system for certification andaccreditation. Compliance will be monitored via the Project Officer through discussionswith NRC staff on the how well the system has addressed stated requirements; has metexpectations; implemented the necessary controls to meet federally mandated and NRCdefined security requirements; and the ability of the Contractor to meet the milestonesestablished for the Contraction Phase of the ISLDC.

L. Target: 90% Addressed Stated Requirements90% Met expectations90% Implemented Security Controls to address federally

mandated and NRC defined security requirements90% Contractor met Construction Phase Milestones by

Agreed Date

ii. Data Source: Project Officer Observations



NRC-HQ-12-C-43-0059

3. Ability to Operate and Maintain the System

The NRC Project Officer will evaluate the Contractor's ability to operate and maintain thesystem. Compliance will be monitored via the Project Officer through discussions withNRC staff on the system's availability and the contactor's ability to implement changes tothe system (security updates, patches, modifications, etc.) in a timely manner usingNRC's defined configuration management process specified under PMM. Also, theContractor will be evaluated on their ability to ensure the security posture of the systemremains unchanged.

i. Target: System AvailabilityImplement Changes by Agreed DateSecurity Posture Remains Unchanged

ii. Data Source: Project Officer Observations and Quarterly Scans



4. Quality of Deliverables

The NRC Project Officer will evaluate the integrity, currency, and relevance of theinformation contained in the Contractor's deliverables. The results of the evaluationswill be collected and reported to the Contractor in order to ensure continuedimprovement in product quality. The purpose of the evaluations is to help ensurealignment between NRC and Contractor quality expectations and confirm that theinformation provided meets or exceeds the quality performance metric. Compliance willbe monitored via NRC Project Officer final deliverable submission acceptance.

i. Target: '0 Quality Assurance

ii. Data Source: Deliverables and Progress Reports


iv. Frequency: Monthly

5. Corrective Action

The NRC Project Officer will evaluate the Contractor based on the number of businessdays required to take corrective action on issues identified in a Contract DiscrepancyReport (CDR). Compliance will be monitored via the NRC Project Officer through DraftDeliverables, Final Deliverables, Project Schedules, Progress Reports, and NRC ProjectOfficer Review of related NRC Customer Satisfaction Surveys.

i. Target: Three (3) business days of the CDR issuance meeting

NRC-HQ-12-C-43-0059

ii. Data Source: Draft Deliverables, Final Deliverables, Project Schedules,Progress Reports, and NRC Project Officer review of relatedNRC Customer Satisfaction Surveys


iv. Frequency: As needed upon issuance of a CDR

v. Exceptions: The duration will be determined from the time of CDRissuance meeting. The 3 business day corrective actiontime will not include time in which the Contractor is waitingon the NRC for data necessary to perform the correctiveaction.

7.1.2. Deliverable File Formats

The Contractor shall provide all documentation to the NRC Project Officer electronically viaelectronic mail in all the following formats, except as specifically stated herein: Microsoft Word(version 2003), Microsoft Excel (version 2003), Microsoft Project (version 2003), and AdobePDF. All electronic mail shall be transmitted from the Contractor's NRC electronic mailaccount. Personal and corporate electronic mail accounts shall not be used to transmitsensitive NRC information.

7.1.3. Standard for Grammar and Mechanics

All documentation submitted by the Contractor shall conform to the Chicago Manual of Style, asamended by any applicable NRC format templates and requirements.

7.1.4. Draft and Final Submission

All contract deliverables submitted to the NRC must conform to the standards referenced in thisSOW and will be reviewed by the NRC.

All documentation shall be submitted in draft form for comment to the NRC Project Officer. TheNRC will be given five (5) business days to generate comments and submit them to theContractor. Once the Contractor receives NRC's comments, the Contractor shall have three(3) business days to generate the final draft version of the document. Then, the final draft willbe sent to the NRC Project Officer for review and approval. Once the final draft has beenaccepted by the NRC Project Officer, the Contractor will be given one (1) business day to revisethe document and publish it in ADAMS. This constitutes a revision cycle.

The first revision cycle for a deliverable shall be acceptable to the Government when theContractor submits a revised deliverable incorporating any comments and suggestions made bythe NRC Project Officer.

The following provisions also apply to all deliverables:

* Reporting Requirements: In addition to meeting the delivery schedule in the timelysubmission of any draft and final reports, summaries, data and documents that are

NRC-HQ-12-C-43-0059created in the performance of this contract, the Contractor shall comply with thedirections of the NRC regarding the contents of the report, summaries, data andrelated documents to include correcting, deleting, editing, revising, modify,formatting, and supplementing any of the information contained therein at noadditional cost to the NRC. Performance under the contract shall not be deemedaccepted or completed until the NRC's directions are complied with. The reports,summaries, data and related documents shall be considered draft until approved bythe NRC. The Contractor agrees that the direction, determinations, and decisionson approval or disapproval of reports, summaries, data and related documentscreated under this contract remains solely within the discretion of the NRC.

Publication of Results: Prior to any dissemination, display, publication or release ofarticles, reports, summaries, data or related documents developed under thecontract, the Contractor shall submit for review and approval by the NRC theproposed articles, reports, summaries, data and related documents that theContractor intends to release, disseminate or publish to other persons, the public orany other entities. The Contractor shall not release, disseminate, display or publisharticles, reports, summaries, data, and related documents or the contents thereinthat have not been reviewed and approved by the NRC for release, display,dissemination or publication. The Contractor agrees to conspicuously place anydisclaimers, markings or notices directed by the NRC on any articles, reports,summaries, data and related documents that the Contractor intends to release,display, disseminate or publish to other persons, the public or any other entities. TheContractor agrees and grants a royalty free, nonexclusive, irrevocable world-widelicense to the government to use, reproduce, modify, distribute, prepare derivativeworks, release, display or disclose the articles, reports, summaries, data and relateddocuments developed under the contract, for any governmental purpose and to haveor authorize others to do so.

Identification/ Marking of Sensitive and SAFEGUARDS Information: The decision,determination or direction by the NRC that information constitutes sensitive orSAFEGUARDS information remains exclusively a matter within the authority of theNRC to make. In performing the contract, the Contractor shall clearly mark sensitiveunclassified non-SAFEGUARDS information (SUNSI), sensitive, and SAFEGUARDSinformation to include for example Official Use Only and SAFEGUARDS Informationon any reports, documents, designs, data, materials and written information asdirected by the NRC. In addition to marking the information as directed by the NRC,the Contractor shall use the applicable NRC Cover Sheet Forms (e.g. NRC Form461 SAFEGUARDS Information and NRC Form 190B Official Use Only) inmaintaining these records and documents. The Contractor shall ensure thatsensitive and SAFEGUARDS information is handled appropriately, maintained andprotected from unauthorized disclosure. The Contractor shall comply with therequirements to mark, maintain and protect all information including documents,summaries, reports, data, designs, and materials in accordance with the provisionsof Section 147 of the Atomic Energy Act of 1954 as amended, its implementingregulations (10 CFR 73.21), and NRC Management Directive and Handbook 12.6.

Remedies: In addition to any civil, criminal and contractual remedies availableunder the applicable laws and regulations, failure to comply with the aboveprovisions and or NRC directions may result in suspension, withholding or offsetting

NRC-HQ-12-C-43-0059of any payments invoiced or claimed by the Contractor. If the Contractor intends toenter into any subcontracts or other agreements to perform this contract, theContractor shall include all the above provisions in any subcontract or agreements.

Additional written reports may be required and negotiated.

7.1.5. Deliverable Reviews

Deliverable Reviews will be held to provide the Contractor with feedback related to improvingthe quality of deliverables. Such reviews will be coordinated by the NRC Project Officer asrequired to supplement written comments provided on deliverable submissions. The writtenminutes of all deliverable review meetings shall be prepared by the Government. Should theContractor not concur with the minutes, the Contractor shall so state any areas ofnon-concurrence in writing to the NRC Project Officer within ten (10) calendar days of receipt ofthe minutes.

7.1.6. Bi-Weekly Progress Reports

Bi-Weekly Progress Reports must be submitted every other Tuesday. Bi-Weekly ProgressReports shall cover all Contractor activity that occurred during the previous two (2) weeks.Bi-Weekly Progress Reports shall be created using Microsoft Word and submitted to the NRCProject Officer electronically using the Contractor's NRC electronic mail account. Reports mustcontain the information specified in Attachment 1 - Bi-WEEKLY PROGRESS REPORTFORMAT.

7.1.7. Monthly Progress Reports

Monthly Progress Reports must be submitted to the NRC Project Officer no later than close ofbusiness on the fifth (5th) day of the month. Monthly Progress Reports shall cover allContractor activity that occurred during the previous month. Monthly Progress Reports mustbe submitted on the prime Contractor's letterhead and be accompanied by a copy of thatmonth's invoice (formal submission of the invoice will be completed in accordance with theBilling Instructions). These reports must contain the information specified in Attachment 2 -MONTHLY PROGRESS REPORT FORMAT.

7.1.8. Other Reporting Requirements

The Contractor shall bring problems or potential issues affecting performance to the attention ofthe NRC Project Officer and Contracting Officer as soon as possible. Verbal reports shall befollowed up with written reports and meetings.

8. Post Award Meeting

The Government will schedule a kick-off meeting once the Contractor's key personnel havereceived their security clearance authorization. The NRC Project Officer will provide an agendaprior to the meeting. The Contractor shall participate in the meeting to establish process,procedures and priority of tasking. The Contracting Officer, the NRC Project Officer, and the

NRC-HQ-12-C-43-0059NRC Project Officer's technical personnel will represent the Government. The Contractor shallhave equivalent representation at the meeting. The Contractor will be responsible for takingthe minutes of this meeting. The minutes will be documented using Microsoft Word. TheContractor must send the minutes to the Project Officer for approval within three (3) businessdays.

Following the kick-off meeting, the Contractor shall meet at least weekly with the NRC ProjectOfficer during the first month of the contract. Subsequent meetings will be scheduled on aregular basis.

ENCLOSURE1

BI-WEEKLY PROGRESS REPORT FORMAT

I

Tasks Scheduled Actual

Completion Date Completion Date Hours Spent Left

ask 1 - brief description mm/dd/yy mm/dd/yy Hours $ $

* Tasks - Brief summary of the work; include any report or travel.

* Scheduled Completion Date - Date the task is scheduled for completion or atimeframe if a date is not known.

* Actual Completion Date - The date the task was actually completed.

Hours - The number of hours spent on the task to date by labor category.

* Spent - The total amount of money expended on the task to date.

* Left - The amount of funding remaining on the task.

WORK PERFORMED DURING THE PERIOD

A brief description of the work performed and accomplished during the reporting period. Also,travel taken during the reporting period should be summarized in this section. The travelsummary will identify the total amount of funds expended while on travel, and anywork/accomplishments not reflected elsewhere.

ENCLOSURE 2

NRC-HQ-12-C-43-0059

MONTHLY PROGRESS REPORT FORMAT

1. WORK PROGRESS STATUS

a. General Information/Description

* Contract Number

* The NRC Project Officer and telephone number

* The Contractor Project Officer and telephone number

b. Financial Summary

* Total amount of funds obligated

* The total planned cost incurred for fiscal year to date and cumulative todate

* The total estimated cost for the fiscal year to date and cumulative to date

* The total actual cost for the fiscal year to date and cumulative to date

0 Percentage of funds expended against obligated funds

2. SCHEDULE/MILESTONE STATUS

Tasks Scheduled Revised Actual

Completion Date Completion Date Completion Date

Task 1 - brief description mm/dd/yy mm/dd/yy mm/dd/yy Hours $

* Tasks - Brief summary of the work; include any report or travel.

Scheduled Completion Date - Date the task is scheduled for completion or atimeframe if a date is not known.

Revised Completion Date - Revised date the task is scheduled for completionbased on a change. The reason for the change must be given in the"Problem/Resolution" section.,

* Actual Completion Date - The date the task was actually completed.

* Hours - The number of hours spent on the task to date.

* Cost - The amount of money expended on the task to date.

3. WORK PERFORMED DURING THE PERIOD

NRC-HQ-12-C-43-0059A description of the work performed and accomplished during the reporting period. Thedescription should provide the reader with sufficient explanation of the work to justify theamount of expenditures.

A description of all deliverable deficiencies encountered during the reporting period withassociated corrective actions implemented. A trend analysis of all deficiencies to date(cumulative) shall also be included in the report.

Any travel taken during the reporting period should also be summarized in this section ofthe report. Each travel summary should identify the persons traveling, the duration ofthe travel, the purpose of the travel, and any work/accomplishments not reflectedelsewhere.

4. PROBLEM/RESOLUTION

All problems encountered during the reporting period should be clearly and sufficientlyidentified and stated. Then, the resolution or the proposed solution should be brieflydescribed. It should be clearly evident, from a reading of the description, the personnelresponsible for solving the problem, should it still exist at the time the report is written.

Notwithstanding the status of the problem at the time the Progress Report is written, allproblems should be recorded in the "Problem/ Resolution" section of the ProgressReport for documentation/historical purposes. If the problem still exists in a subsequentmonth, in whole or in part, it should be described as it currently exists; otherwise, itshould be deleted from the report.

Problems or circumstances that require a change in the level of effort/costs, scope, ortravel requirements are to be described in the Progress Reports for documentationpurposes, but are to be dealt with separately in a letter addressed to the Project Officerand Contracting Officer.

5. PLANS FOR NEXT PERIOD

Provide a brief description of the work to be performed / accomplished during the nextreporting period. If a milestone is expected to be completed during the next reportperiod, identify this milestone.

REFERENCES

Applicable Documents to be used as reference when reviewing NRC Security documentation to validate compliancycan be located at the following: http://csrc.nist.gov/publications/index.html andhttD://www. internal. nrc.aov/pmm/Publish-PMM-Securitv-C&A/index. htm.