Contract No. NRC-10-06-442.NIRC-10-06-442 Section B PART I -THE SCHEDULE SECTION B -SUPPLIES OR SERVICES AND PRICE/COSTS B.1 PRICE/COST SCHEDULE ITEM AMOUNT NO. 1 $176,000.0 2 $124,000.0

1. THIS CONTRACT IS RATED ORDER RATING PAGE OF PAGESAWARD/CONTRACT UNDER DPAS (15 CFR 350) N/A 1 1

2. CONTRACT NO. (Proc. Inst. Ident.) 3. EFFECTIVE DATE 4. REQUISITION/PURCHASE REQUEST/PROJECT NO.

NRC-10-06-442 JUG 3 02 ADM-06-442

5. ISSUEDBY CODE 3100 6. ADMINISTERED BY (Itotherthanltem5) CODE 3100

U.S. Nuclear Regulatory Commission U.S. Nuclear Regulatory CommissionDiv. of Contracts Div. of Contracts

Attn- Sharlene McCubbin Mail Stop T-7-I-2Mail Stop T-7-I-2Washington, DC 20555. Washington, DC 20555

7. NAME AND ADDRESS OF CONTRACTOR (No., street, city, county, State and ZIP Code) 8, DELIVERY

RGM GRAPHICS INC El FOBORIGIN OTHER (Seebelow)

9. DISCOUNT FOR PROMPT PAYMENT

4350 E WEST HWY STE 110

BETHESDA ND 208144465

10. SUBMIT INVOICES ITEM

(4 copies unless otherwisespecified)

CODE iFACILITY CODE TO THE ADDRESS SHOWN IN:

11. SHIP TO/MARK FOR CODE 12. PAYMENT WILL BE MADE BY CODE 13100

U.S. Nuclear Regulatory Commission U.S. Nuclear Regulatory Commission

Payment Team, Mail Stop T-9-H-.4.Attn: (insert contract or order number)

Washington DC 20555 Washington DC 20555

13. AUTHORITY FOR USING OTHER THAN FULL AND OPEN COMPETITION: 14. ACCOUNTING AND APPROPRIATION DATASee Below

- 10oU.S.C.2304(c)( ) .'. 41 U.S.C. 253(c)5 )(5

15A. ITEM N" 15B. SUPPLIES/SERVICES 15C. QUANTITY 15D. UNIT 15E. UNIT PRICE 15F. AMOUNT

Accounting data 'is as follows:

31X0200 B&R: 614155C1337 BOC.: 252A JCN: P8410

OBLIGATE: $19,000.00

31X0200 B&R: 62015111112E BOC: 252A JCN: J3118

FFS NO.: NRRA06-042 OBLIGATE: $40,000.00.____ _________________________________________ ______ ________ 59000

15G. TOTAL AMOUNT OF CONTRACT$ , 000.00

16. TABLE OF CONTENTS See Attached Table of Contents

(X) SEC. DESCRIPTION PAGE(S) (X) SEC DESCRIPTION PAGE(S)

PART I- THE SCHEDULE PART II - CONTRACT CLAUSES

A SOLICITATION/CONTRACT FORM ........ I CONTRACT CLAUSES

B SUPPLIES OR SERVICES AND PRICES/COSTS PART III- LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACH.

C DESCRIPTION/SPECS.ADRK STATEMENT ....... F LIST OF ATTACHMENTS •

D PACKAGING AND MARKING PART IV - REPRESENTATIONS AND INSTRUCTIONS

E INSPECTION AND ACCEPTANCE K REPRESENTATIONS, CERTIFICATIONS AND

F DELIVERIES OR PERFORMANCE OTHER STATEMENTS OF OFFERORS

G CONTRACT ADMINISTRATION DATA L INSTRS., CONDS., AND NOTICES TO OFFER

H SPECIAL CONTRACT REQUIREMENTS M EVALUATION FACTORS FOR AWARD

CONTRACTING OFFICER WILL COMPLETE ITEM 17 OR 18 AS APPLICABLE

17. El CONTRACTOR'S NEGOTIATED AGREEMENT (Contractor Is required to sign this 18. F] AWARD (Contractor is not required to sign this document.) Your offer on

document and return __-- copies to issuing office.) Solicitation Number , including theContractor agrees to furnish and deliver all Items or pedorm all the services set forth or otherwise additions or changes made by you which additions or changes are set forth in lull above, is herebyidentified above and on any continuation sheets for the consideration stated herein. The rights accepted as to the items listed above and on any continuation sheets. This award consummatesand obligations of the parties to thIs contract shall be subject to and governed by the following the contract which consists ot the following documents: (a) the Government's solicitation anddocuments: (a) Ihis award/contract, (b) the solicitatiot, It any, and (c) such provisions, your oiter, and (b) this awardicontract. No further contractual document is necessary.representations, certifications, and specifications, as are attached or Incorporated by reterencehoreln. (Attachmenls are listed herein.)

1 9A. NAME AND TITLE OF SIGNER (Type or print) 20A. NAME OF CONTRACTING OFFICER

Phyllis Bower/-r •. ontra ing Officer

19B. N CT•m , nU Dt, SOP AMERICA :20C.-D-rESIGN•D

nature olferson authorized to sin)I (FSig nature of Contraic in Officer)

AMR PLE 7 ' REVIEW COMPLETESTANDARD FORM 26 REV. (4-85).

Table of Contents

PA RT I - THE SC HEDULE ............................................................................................................. A-1

SECTION A - SOLICITATION/CONTRACT FORM ................................. A-1

SF 26 AW ARD/CO NTRACT ......................................................................................... A-1

PART I - THE SCHEDULE ............................................................................................................. B-1

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

B.1 PRIC E/CO ST SC HEDULE B..................................-.. ...................... ...................................... B-1B.2 BRIEF DESCRIPTION OF WORK (MAR 1987) .......................................................... B-1B.3 CONSIDERATION AND OBLIGATION'A" LABOR HOUR FOR REGULAR WORKING HOURS

....................................................................................................................................... B -2

SECTION C - DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK .. ................ ....... C-'I

SECTION D - PACKAGING AND MARKING ................................................................................. D-1

D.1 PACKAGING AND MARKING (MAR 1987) ................................................................. D-1

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

E.1 NOTICE LISTING CONTRACT CLAUSES INCORPORATED BY REFERENCE ...... E-1E.2 PLACE OF INSPECTION AND ACCEPTANCE (MAR 1987) ....................................... E-1

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

F.1 NOTICE LISTING CONTRACT CLAUSES INCORPORATED BY REFERENCE ...... F-IF.2 DURATION OF CONTRACT PERIOD (MAR 1987) ................................................... F-I

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

G.i PROJECT OFFICER AUTHORITY (FEB 2004) ......................................................... G-1

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

H.1 2052.204.70 SECURITY (MAR 2004) ........................................................................ H-1H.2 Badge Requirements for Unescorted Building Access to NRC ........................................ H-2H.3 2052.215-70 KEY PERSONNEL (JAN 1993) ................................................................... H-3H.4 GOVERNMENT FURNISHED EQUIPMENT/PROPERTY - NONE PROVIDED (JUN i988)H-4H.5 SEAT BELTS......... ; ............ ................................... H-4H.6 Annual and Final Contractor Performance Evaluations ................. ....... H-4H.7 Compensation for On-Site Contractor Personnel (Alternate 1) ................... H-4H.8 APPROPRIATE USE OF GOVERNMENT FURNISHED INFORMATION TECHNOLOGY (IT)

EQUIPMENT AND/ OR IT SERVICES/ ACCESS (MARCH 2002) ................................. H-5H.9 Compliance with U.S. Immigration Laws and Regulations ............................................ H-5H.10 Safety of O n-Site Contractor Personnel ......................................................................... H-6H.1 1 NRC INFORMATION TECHNOLOGY SECURITY TRAINING (AUG 2003) .................. H-6

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

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

1.1 NOTICE LISTING CONTRACT CLAUSES INCORPORATED BY REFERENCE ........... I-11.2 52.232-25 PROMPT PAYMENT (OCT 2003) ................................................................... 1-21.3 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998) ............................ 1-6

PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACHMENTS .......................... J-1

S

SECTION J - LIST OF ATTACHMENTS................................................................... J-1

NIRC-10-06-442 Section B

PART I - THE SCHEDULE

SECTION B - SUPPLIES OR SERVICES AND PRICE/COSTS

B.1 PRICE/COST SCHEDULE

ITEMAMOUNT

NO.

1$176,000.0

2$124,000.0

3$2,640.00

]DESCRIPTION OF

SUPPLIES/SERVICES

QTY UNIT UNIT

PRICE

- HourComputer Graphics Multi-Media Specialist

Computer Grapohics Specialist-' hours

Computer Graphics Multi-Media Specialist

Non-Regular Hours . :- hours

Computer Graphics SpecialistNon-Regular Hours

4$1,860.00

GRAND TOTAL ---$304,500400

ACCOUNTING AND APPROPRIATION DATA:

ACRN APPROPRIATION REQUISITION NUMBERAMOUNT

1 B&R-64015-5BI306-JCN-DI930-BOC-252A- 10-06-442$o.0o

2 BB&R-620-15-111-112-JCN-J3118-BOC-25 i0-06-442"$40, 000.00

3 31x0200B&R:684155CI337BOC:252AJCN:P8 10-06-442*$19, 000.00

B.2 BRIEF DESCRIPTION OF WORK (MAR 1987)

P

P

P

B-1

NRC-10-06-442 Section B

The Contractor shall provide specialized graphics support for specific projects as required.

B.3 CONSIDERATION AND OBLIGATION A€" LABOR HOUR FOR REGULAR WORKINGHOURS

a. The total ceiling amount of this contract is $304,500. Payment will be made on a bi-monthly basis uponcompletion of all required services for that performance period.

b. The total obligation amount by the Government with respect to this contract is $59,000. The Contractorshall not incur cost over the obligated amount unless a written contract modification is issued by the NRCContracting Officer.

B-2

NRC-10-06-442 Section .C

SECTION C - DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK

SECTION C - DESCRIPTION / SPECIFICATIONS / STATEMENT OF WORK

C.1 BACKGROUND

This Graphics Section (GS) of the U.S. Nuclear Regulatory Commission (NRC) uses both computer softwarepackages and traditional illustration techniques to generate a wide range of graphic products for clients whoare located mainly, at its headquarters in Rockville, Maryland, as well as in its four regional offices. The GSsupports a number of software packages for graphic applications that will import and generate charts, graphs,technical illustrations, tables, and materials for a variety of visual media (viewgraphs, color prints, etc.). TheGS also provides visual standards, consultation, visual enhancement, imaging and scanning for specificagency requirements.

In addition to daily work requirements of varying complexity, the trend towards dissemination of information tothe public via the internet established a need for deign of home pages for the World Wide Web (WWW). Withthe rapid evolution of computer graphics into multimdeida, the GS anticipates a growing demand for productsusing this technology.

C.2 CONTRACT OBJECTIVE

The purpose of this contract is to provide graphics support services for the GS. The Contractor shall providepersonnel equipped with the necessary expertise to provide a variety of multimedia products.

C.3 SCOPE OF WORK

The Contractor shall provide computer graphics and multimedia support services. The work will be performed

at NRC&CTMs headquarters using the following equipment:

- G5 MACINTOSH external drive, color monitor, MAC OS 10.0, flatbed scanner

- G5 MACINTOSH internal CD-ROM, external drive, 21" color monitor, MAC OS 9.0, flatbed scanner

- HP DesignJet 755CM printer - Tektronix Phaser 790 color printer - EPSON printer - HP5Si MX printer

C.3.1 COMPUTER GRAPHICS / MULTIMEDIA SUPPORT

A. Multimedia Support

1. The Contractor shall provide support for various ongoing multimedia projects. Since multimedia refers tothe presentation of information using a combination of graphics, text, sound, and animation, the Contractorshall possess expertise in the current multimedia design and production methodologies including:

a. Digital video capture and editing techniques on both Macintosh and PC platforms

b. Digital audio capture and editing techniques

c. 2-D animation techniques

C-1

NRC-10-06-442 Section C

d. 3-D animation techniques

e. Multimedia integration through use of authoring packages currently in use in the GS Macromedia Directorand Macromedia Action for the MAC and PC

f. CD-ROM mastering/production of multimedia productions

2. The Contractor shall be responsible for the design and electronic content creation of inforrhnation for WorldWide Web (WWW) use. Involvement may include, but is not limited to, design of home pages, hypertextmarkup link (HTML) document creation, GIFs, AIFF, JPEG, MPEG, and Adobe Acrobat documents. Use ofavailable bitmap editors, text editors, scanners, sound-and video digitizing hardware may be required. TheMultimedia Specialist shall test content on the GECS WWW server and upon project completion, store it on theGECS File Transfer Protocol (FTP) server for client retrieval.

B. Systems Integration / Administration

1. The Contractor shall maintain the performance of the GS internal Local Area Network (LAN) including allsystems and printers, but NOT the hub and K-box functions, in terms of its responsiveness and continuingability to support the NRC&f T

Os graphics requirements.

2. The Contractor shall resolve application software difficulties, connectivity, and communications problems,and diagnose hardware malfunctions related to LAN cabling and EtherTalk, TCP/IP and IPX protocols. TheContractor shall recommend any hardware/software upgrades required for integration into the existing GSLAN. The Contractor shall also be responsible for setup of hardware/software to ensure applicability andinterconnectivity in coordination with ADM support personnel.

3. The Contractor shall perform backup of all GS LAN-connected systems onto a server.

C.3.2 COMPUTER GRAPHICS SUPPORT

A. Design Input Into Multimedia Projects

The Contractor shall provide design assistance and generate whatever illustations are deemed suitable forincorporation into the multimedia productions.

B. Support For NRC-sponsored Conferences

The Contractor shall provide graphics support requested for major NRC-sponsored conferences such as theannual Regulatory Information Conference (RIC); the Nuclear Information and Records ManagementAssociation (NIRMA) Electronic Information Communication Workshop; and the PRA Workshop. Graphics.materials needed include Powerpoint presentation, poster, exhibit and program brochure design and signage.

C.4 SPECIAL PROJECTS

A. When the need for unique support arises, the NRC Project Officer will provide written and oral technicaldirection. This direction will include the type of work that is required (e.g., charts and graphs), a briefdescription of the project, an indication of how the final product will be used, and a deadline for completion.

B. The Contractor shall prepare charts, technical illustrations (e.g., line drawings, schematics, proportionaldrawings), and presentation graphics (e.g., Powerpoint presentation, viewgraphs, and multimdeia projects)using the Macintosh and IBM personal computers. The Contractor shall alson configure pre-existing symbolsto make them ready to go onto a LAN application (includes copying a diskette or copying files and makingminor corrections to those files).

C-2

NRC-1 0-06-442 Section C

C. The Contractor is responsible for resolving any technical problem regarding the preparation of visualmaterials and determine the techniques to be used in specific projects and completing the work withinestablished deadlines.

D. All completed projects shall be clean, visually pleasing to the eye, and meet the need identified in the NRCProject Officera€TMs written direction. All completed projects shall require no more than two revisions by theNRC Project Officer.

C.5 ORIENTATION

The Contractor shall attend an orientation meeting with the NRC Project Officer five working days after thecontract&€TMs effective date. During this meeting, the NRC Project Officer will provide guidance on NRCpolicies as well as operation procedures. It is estimated that the duration of this briefing will be no longer thanone day. The Contractor shall be responsible for briefing all backup and replacement personnel on thesepolicies and procedures.

C.6 LOCATION OF WORK

The Contractor shall provide these support services at NRC Headquarters located in Rockville, Maryland,Monday through Friday (excluding Federal holidays). Should the need for overtime arise, the NRC ProjectOfficer is authorized to initiate the overtime within the contract ceiling. In such instances, the NRC ProjectOfficer will give the contractor at least two working days advance notice in writing stating the dates and hoursrequired for the work.

C.7 PERSONNEL REQUIREMENTS

A. The Contractor shall designate a single key contact point for the NRC Project Officer to discuss any matterrelating to this contract.

B. The Contractor shall provide sufficient notification of the loss of KEY PERSONNEL which will allow for theorderly review and approval of replacements. The Contractor shall maintain adequate backup staff to ensurethat there are backup/replacement personnel fully trained in the use of the computer graphics tools andhardware platforms listed below and available to perform the required duties.

C. The contractor personnel shall be fully trained in the use of the computer graphics tools and hardwareplatforms listed herein.

D. The contractor personnel shall possess the following minimum basic skills:

- IBM and Macintosh microcomputer experience and understanding of various transfers, interface with endusers and conversions from the IBM PC environment to a graphics workstation environment.

- Advanced knowledge to electronic publishing software to accomplish involved, sophisticated graphicsprojects.

- Knowledge of a wide range of analytical and diagnostic methods, procedures, and principles concerningequipment, systems, storage media, and devices, and interrelationships between host computer systems andremote access and teleprocessing terminals.

- Ability to generate computer graphics on expert systems using electronic visualization techniques.

- Ability to comprehend computer technology and the interfacing of disparate systems.

- Ability to improvise techniques to satisfy NRC user needs and solve problems related to short deadlines.

C-3

NRC-1 0-06-442 Section C

- Ability and advance technical skills in all aspects of graphic arts with emphasis on visual aids and designs,production including a complete familiarity with the tools necessary for production. Familiarity, with all phasesof photography as a support to graphics and reproduction.

Ability to interpret written matter and translate this interpretation into a professional visual presentation.

C.8 TRAINING

The NRC reserve the right to make changes to the software and hardware identified in section H. TheContractor will be notified of such changes approximately 30 calendar days in advance of the change. TheContractor shall be responsible for providing personnel with the ability to utilize such software and hardware orobtain training for their current personnel in the use of the software and hardware. The full cost of suchtraining shall be the responsibility of the Contractor.

C-4

NRC-10-06-442 Section D

SECTION D - PACKAGING AND MARKING

D.1 PACKAGING AND MARKING (MAR 1987)

The Contractor shall package material for shipment to the NRC in such a manner that will ensureacceptance by common carrier and safe delivery at destination. Containers and closures shall comply with theInterstate Commerce Commission Regulations, Uniform Freight Classification Rules, or regulations of othercarriers as applicable to the mode of transportation. On the front of the package, the Contractor shall clearlyidentify the contract number under which the product is being provided.

D-1

NRC-10-06-442 Section E

SECTION E - INSPECTION AND ACCEPTANCE

EA 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) forelectronic access to the full text of a clause.

NUMBER TITLE DATEFEDERAL ACQUISITION REGULATION (48 CFR Chapter 1)

52.246-6 INSPECTION--TIME-AND-MATERIALS AND MAY 2001LABOR-HOUR

E.2 PLACE OF INSPECTION AND ACCEPTANCE (MAR 1987)

Inspection and acceptance of the deliverable items to be furnished hereunder shall be made by the ProjectOfficer at the destination.

E-1

'NRC-10-06-442 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)

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

52.247-48 F.O.B. DESTINATION--EVIDENCE OF SHIPMENT FEB 1999F.2 DURATION OF CONTRACT PERIOD (MAR 1987)

This contract shall commence on September 1, 2006 and will expire August 31, 2007.

F-1

NRC-1 0-06-442 Section G

SECTION G - CONTRACT ADMINISTRATION DATA

G.1 PROJECT OFFICER AUTHORITY (FEB 2004)

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

contract is:

Name: Lionel Watkins,PO - R. Miller Alternate

Address: U. S. NRCADM/DAS/ASC Mail Stop: T-6E7Washington, DC 20555

Telephone Number: (301) 415-5708

(b) Performance of the work under this contract is subject to the technical direction of the NRC project officer.The term 6€cetechnical directionA€[ is defined to include the following:

(1) Technical direction to the contractor which shifts work emphasis between areas of work or tasks,authorizes travel which was unanticipated in the Schedule (i.e., travel not contemplated in the Statement ofWork (SOW) or changes to specific travel identified in the SOW), fills in details, or otherwise serves toaccomplish the contractual SOW.

(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 projectofficer in writing within ten (10) working days after verbal issuance. A copy of the written direction must befurnished to the contracting officer. A copy of NRC Form 445, Request for Approval of Official Foreign Travel,which has received final approval from the NRC must be furnished to the contracting officer.

G-1

NRC-10-06-442 Section G

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

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

(g) Any unauthorized commitment or direction issued by the project officer may result in an unnecessary delayin the contractor's performance and may even result in the contractor expending funds for unallowable costsunder the contract.

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

(1) Monitor the contractor's technical progress, including surveillance and assessment of performance, andrecommend to the contracting off icer 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 requiredunder this contract.

(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/DFSwithin three days after their termination.A€

(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, andProprietary information) access to sensitive IT systems or data, unescorted access to NRC controlledbuildings/space, or unescorted access to protected and vital areas of nuclear power plants receive approval ofSB/DFS prior to access in accordance with Management Directive and Handbook 12.3.

G-2

NRC-10-06-442 Section H

SECTION H - SPECIAL CONTRACT REQUIREMENTS

H.1 2052.204.70 SECURITY (MAR 2004)

(a) Contract Security and/or Classification Requirements (NRC Form 187). The policies, procedures, andcriteria of the NRC Security Program, NRC Management Directive (MD) 12 (including MD 12.1, "NRC FacilitySecurity Program;" MD 12.2, "NRC Classified Information Security Program;" MD 12.3, "NRC PersonnelSecurity Program;" MD 12.4, "NRC Telecommunications Systems Security Program;" MD 12.5, "NRCAutomated Information Systems Security Program;" and MD 12.6, "NRC Sensitive Unclassified InformationSecurity Program"), apply to performance of this contract, subcontract or other activity. This MD isincorporated into this contract by reference as though fully set forth herein. The attached NRC Form 187 (SeeList of Attachments) furnishes the basis for providing security and classification requirements to primecontractors, subcontractors, or others (e.g., bidders) who have or may have an NRC contractual relationshipthat requires access to classified Restricted Data or National Security Information or matter, access tosensitive unclassified information (e.g., Safeguards), access to sensitive Information Technology (IT) systemsor data, unescorted access to NRC controlled buildings/space, or unescorted access to protected and vitalareas of nuclear power plants.

(b) It is the contractor's duty to protect National Security Information, Restricted Data, and FormerlyRestricted Data. The contractor shall, in accordance with the Commission's security regulations andrequirements, be responsible for protecting National Security Information, Restricted Data, and FormerlyRestricted Data, and for protecting against sabotage, espionage, loss, and theft, the classified documents andmaterial in the contractor's possession in connection with the performance of work under this contract. Exceptas otherwise expressly provided in this contract, the contractor shall, upon completion or termination of thiscontract, transmit to the Commission any classified matter in the possession of the contractor or any personunder the contractor's control in connection with performance of this contract. If retention by the contractor ofany classified matter is required after the completion or termination of the contract and the retention isapproved by the contracting officer, the contractor shall complete a certificate of possession to be furnished tothe Commission specifying the classified matter to be retained. The certification must identify the items andtypes or categories of matter retained, the conditions governing the retention of the matter and their period ofretention, if known. If the retention is approved by the contracting officer, the security provisions of the contractcontinue to be applicable to the matter retained.

(c) In connection with the performance of the work under this contract, the contractor may be furnished, ormay develop or acquire, safeguards information, or confidential or privileged technical, business, or financialinformation, including Commission plans, policies, reports, financial plans, internal data protected by thePrivacy Act of 1974 (Pub. L. 93.579), or other information which has not been released to the public or hasbeen determined by the Commission to be otherwise exempt from disclosure to the public. The contractorshall ensure that information protected from public disclosure is maintained as required by NRC regulationsand policies, as cited in this contract or as otherwise provided by the NRC. The contractor will not directly orindirectly duplicate, disseminate, or disclose the information in whole or in part to any other person ororganization except as may be necessary to perform the work under this contract. The contractor agrees toreturn the information to the Commission or otherwise dispose of it at the direction of the contracting officer.Failure to comply with this clause is grounds for termination of this contract.

(d) Regulations. The contractor agrees to conform to all security regulations and requirements of theCommission which are subject to change as directed by the NRC Division of Facilities and Security (DFS) andthe Contracting Officer. These changes will be under the authority of the FAR Changes clause referenced inthis document.

H-1


The contractor agrees to comply with the security requirements set forth in NRC Management Directive 12.1,NRC Facility Security Program which is incorporated into this contract by reference as though fully set forthherein. Attention is directed specifically to the section'titled "Infractions and Violations," including"Administrative Actions" and "Reporting Infractions."

(e) Definition of National Security Information. The term National Security Information, as used in this clause,means information that has been determined pursuant to Executive Order 12958 or any predecessor order torequire protection against unauthorized disclosure and that is so designated.

(f) Definition of Restricted Data. The term Restricted Data, as Used in this clause, means all data concerningdesign, manufacture, or utilization of atomic weapons; the production of special nuclear material; or the use ofspecial nuclear material in the production of energy, but does not include data declassified or removed fromthe Restricted Data category pursuant to Section 142 of the Atomic Energy Act of 1954, as amended.

(g) Definition of Formerly Restricted Data. The term Formerly Restricted Data, as used in this clause, meansall data removed from the Restricted Data category under Section 142-d of the Atomic Energy Act of 1954, asamended.

(h) Definition of Safeguards Information. Sensitive unclassified information that specifically identifies thedetailed security measures of a licensee or an applicant for the physical protection of special nuclear material;or security measures for the physical protection and location of certain plant equipment vital to the safety ofproduction of utilization facilities. Protection of this information is required pursuant to Section 147 of theAtomic Energy Act of 1954, as amended.

(i) Security Clearance. The contractor may not permit any individual to have access to Restricted Data,Formerly Restricted Data, or other classified information, except in accordance with the Atomic Energy Act of1954, as amended, and the Commission's regulations or requirements applicable to the particular type orcategory of classified information to which access is required. The contractor shall also execute a StandardForm 312, Classified Information Nondisclosure Agreement, when access to classified information is required.

(j) Criminal Liabilities. It is understood that disclosure of National Security Information, Restricted Data, andFormerly Restricted Data relating to the work or services ordered hereunder to any person not entitled toreceive it, or failure to safeguard any Restricted Data, Formerly Restricted Data, or any other classified matterthat may come to the contractor or any person under the contractor's control in connection with work under thiscontract, may subject the contractor, its agents, employees, or subcontractors to criminal liability under thelaws of the United States. (See the Atomic Energy Act of 1954, as amended, 42 U.S.C. 2011 et seq.; 18U.S.C. 793 and 794; and Executive Order 12958.)

(k) Subcontracts and Purchase Orders. Except as otherwise authorized in writing by the contracting officer,the contractor shall insert provisions similar to the foregoing in all subcontracts and purchase orders under thiscontract.

(I) In performing the contract work, the contractor shall classify all documents, material, and equipmentoriginated or generated by the contractor in accordance with guidance issued by the Commission. Everysubcontract and purchase order issued hereunder involving the origination or generation of classifieddocuments, material, and equipment must provide that the subcontractor or supplier assign classification to alldocuments, material, and equipment in accordance with guidance furnished by the contractor.

H.2 Badge Requirements for Unescorted Building Access to NRCFacilities (FEB 2004)

H-2


During the life of this contract, the rights of ingress and egress for contractor personnel must be madeavailable, as required, provided that the individual has been approved for unescorted access after a favorableadjudication from the Security Branch, Division of Facilities and Security (SB/DFS). In this regard, allcontractor personnel whose duties under this contract require their presence on.site shall be clearly identifiableby a distinctive badge furnished by the NRC. The Project Officer shall assist the contractor in obtaining badgesfor the contractor personnel. It is the sole responsibility of the contractor to ensure that each employee has aproper NRC-issued identification/badge at all times. All photo-identification badges must be immediately (nolater than three days) delivered to SB/DFS for cancellation or disposition upon the termination of employmentof any contractor personnel. Contractor personnel must display any NRC issued badge in clear view at alltimes during on.site performance under this contract. It is the contractor's duty to assure that contractorpersonnel enter only those work areas necessary for performance of contract work, and to assure theprotection of any Government records or data that contractor personnel may come into contact with.

H.3 2052.215-70 KEY PERSONNEL (JAN 1993)

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

The contractor agrees that personnel may not be removed from the contract work or replaced withoutcompliance with 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 for work under this contract for a continuous period exceeding 30 work days, or is expected todevote substantially less effort to the work than indicated in the proposal or initially anticipated, the contractorshall immediately notify the contracting officer and shall, subject to the con-currence of the contracting officer,promptly replace the personnel with personnel 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 forthe proposed substitute and other information requested or needed by the contracting officer to evaluate theproposed substitution. The contracting officer and the project officer shall evaluate the contractor's requestand the contracting officer 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 havebeen reassigned, terminated, or have otherwise become unavailable for the contract work is not reasonablyforthcoming, or that the resultant reduction of productive effort would be so substantial as to impair thesuccessful completion of the contract or the service order, the contract may be terminated by the contractingofficer for default or for the convenience of the Government, as appropriate. If the contracting officer finds thecontractor at fault for the condition, the contract price or fixed fee may be equitably adjusted downward tocompensate the Government for any resultant delay, loss, or damage.

H-3

. NRC-10-06-442 Section H

H.4 GOVERNMENT FURNISHED EQUIPMENT/PROPERTY - NONE PROVIDED (JUN 1988)

The Government will not provide any equipment/property under this contract.

H.5 SEAT BELTS

Contractors, subcontractors, and grantees, are encouraged to adopt and enforce on-the-job seat belt policiesand programs for their employees when operating company-owned, rented, or personally owned vehicles.

H.6 Annual and Final Contractor Performance Evaluations

Annual and final evaluations of contractor performance under this contract will be prepared in accordancewith FAR 42.15, "Contractor Performance Information," normally at the time the contractor is notified of theNRC's intent to exercise the contract option. If the multi-year contract does not have option years, then anannual-evaluation will be prepared (state time for annual evaluation). Final evaluations of contractorperformance will be prepared at the expiration of the contract during the contract closeout process.

The Contracting Officer will transmit the NRC Project Officer's annual and final contractor performanceevaluations to the contractor's Project Manager, unless otherwise instructed by the contractor. The contractorwill be permitted thirty days to review the document. The contractor may concur without comment, submitadditional information, or request a meeting to discuss the performance evaluation. The Contracting Officermay request the contractor's Project Manger to attend a meeting to discuss the performance evaluation.

Where a contractor concurs with, or takes no exception to an annual performance evaluation, the ContractingOfficer will consider such evaluation final and releasable for source selection purposes. Disagreementsbetween the parties regarding a performance evaluation will be referred to an individual one level above theContracting Officer, whose decision will be final.

The Contracting Officer will send a copy of the completed evaluation report, marked "For Official Use Only,"to the contractor's Project Manager for their records as soon as practicable after it has been finalized. Thecompleted evaluation report also will be used as a tool to improve communications between the NRC and thecontractor and to improve contract performance.

The completed annual performance evaluation will be used to support future award decisions in accordancewith FAR 42.1502(a) and 42.1503(c). During the period the information is being used to provide sourceselection information, the completed annual performance evaluation will be released to only two parties - theFederal government personnel performing the source selection evaluation and the contractor under evaluationif the contractor does not have a copy of the report already.

H.7 Compensation for On-Site Contractor Personnel (Alternate 1)

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

H-4


b. When NRC facilities are unavailable, the compensation and deduction policy stated below shall befollowed for contractor employees performing work on-site at the NRC facility:

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 the case of a water emergency) in situations which pose an immediate health or safety threat toemployees.

e. The contractor's Project Director shall first consult the NRC Project Officer before authorizing leave for 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 ProjectOfficer's direction. The contractor shall continue to provide sufficient personnel to perform the requirements ofessential tasks as defined in the Statement of.Work which already are in operation or are scheduled.

*To be incorporated into the resultant contract

H.8 APPROPRIATE USE OF GOVERNMENT FURNISHED INFORMATION TECHNOLOGY (IT)EQUIPMENT AND/ OR IT SERVICES/ ACCESS (MARCH 2002)

As part of contract performance the NRC may provide the contractor with information technology (IT)equipment and IT services or IT access as identified in the solicitation or subsequently as identified in thecontract or delivery order. Government furnished IT equipment, or IT services, or IT access may include but isnot limited to computers, copiers, facsimile machines, printers, pagers, software, phones, Internet access anduse, and email access and use. The contractor (including the contractor's employees, consultants andsubcontractors) shall use the government furnished IT equipment, and / or IT provided services, and/ or ITaccess solely to perform the necessary efforts required under the contract. The contractor (including thecontractor's employees, consultants and subcontractors) are prohibited from engaging or using thegovernment IT equipment and government provided IT services or IT access for any personal use, misuse,abuses or any other unauthorized usage.

The contractor is responsible for monitoring its employees, consultants and subcontractors to ensure thatgovernment furnished IT equipment and/ or IT services, and/ or IT access are not being used for personal use,misused or abused. The government reserves the right to withdraw or suspend the use of its governmentfurnished IT equipment, IT services and/ or IT access arising from contractor personal usage, or misuse orabuse; and/ or to disallow any payments associated with contractor (including the contractor's employees,consultants and subcontractors) personal usage, misuses or abuses of IT equipment, IT services and/ or ITaccess; and/ or to terminate for cause the contract or delivery order arising from violation of this provision.

H.9 Compliance with U.S. Immigration Laws and Regulations

NRC contractors are responsible to ensure that their alien personnel are not in violation of United StatesImmigration and Naturalization (INS) laws and regulations, including employment authorization documents andvisa requirements. Each alien employee of the Contractor must be lawfully admitted for permanent residenceas evidenced by.Alien Registration Receipt Card Form 1-151 or must present other evidencefrom the

H-5

• • •" : . .." : • • : •"•:" - .. ". •: :: ; ,•• . • ..,i: •i . ." ' .. "•" , . ... . ,. " " ' " "....' . ../' C- " . • -

.1 1 NRC-10-06-442 Section H

Immigration and Naturalization Services that employment will not affect his/her immigration status. The INSOffice of Business Liaison (OBL) provides information to contractors to help them understand the employmenteligibility verification process for non-US citizens. This information can be found on the INS website,http://www.ins.usdoj.gov/graphics/services/employerinfo/index.htm#obl.

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, terminatefor cause) should the Contractor violate the Contractor's responsibility under this clause.

(End of Clause)

H.1 0 Safety of On-Site Contractor Personnel

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

The contractor's Project Director shall ensure that all personnel working full time on-site at NRC Headquartersread the NRC's OEP, provided electronically on the NRC Intranet at http://www.internal.nrc.gov/ADM/OEP.pdfThe contractor's Project Director also shall emphasize to each staff member that they are to be familiar withand guided by the OEP, as well as by instructions given by emergency response personnel in situations whichpose an immediate health or safety threat to building occupants.

The NRC Project Officer shall ensure that the contractor's Project Director has communicated the requirementfor on-site contractor staff to follow the guidance in the OEP. The NRC Project Officer also will assist inaccounting for on-site contract persons in the event of a major emergency (e.g., explosion occurs andcasualties or injuries are suspected) during which a full evacuation will be required, including the assembly andaccountability. of occupants. The NRC DFS will conduct drills periodically to train occupants and assess theseprocedures.

H.1 1 NRC INFORMATION TECHNOLOGY SECURITY TRAINING (AUG 2003)

NRC contractors shall ensure that their employees, consultants, and subcontractors with access to theagency's information technology (IT) equipment and/or IT services complete NRC's online initial and refresherIT security training requirements to ensure that their knowledge of IT threats, vulnerabilities, and associatedcountermeasures remains current. Both the initial and refresher IT security training courses generally last anhour or less and can be taken during the employee's regularly scheduled work day.

Contractor employees, consultants, and subcontractors shall complete the NRC's online, "Computer SecurityAwareness" course on the same day that they receive access to the agency's IT equipment and/or services, astheir 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 2003 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 bythe NRC throughout the term of the contract. Contractor employees will receive notice of NRC's online ITsecurity refresher training requirements through agency-wide notices.

H-6


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

H-7

NRC-10-06-442 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

52.204-4

52.204-7

52.209-6

52.215-252.215-8

52.219-652.219-852.219-1452.219-25

52.222-352.222-2152.222-2652.222-35

TITLE DATEFEDERAL ACQUISITION REGULATION (48 CFR Chapter 1)DEFINITIONS JUL 2004GRATUITIES APR 1984COVENANT AGAINST CONTINGENT FEES APR 1984RESTRICTIONS ON SUBCONTRACTOR SALES TO JUL 1995THE GOVERNMENTANTI-KICKBACK PROCEDURES JUL 1995CANCELLATION, RESCISSION, AND RECOVERY JAN 1997OF FUNDS FOR ILLEGAL OR IMPROPERACTIVITYPRICE OR FEE ADJUSTMENT FOR ILLEGAL OR JAN 1997IMPROPER ACTIVITYLIMITATION ON PAYMENTS TO INFLUENCE SEP 2005CERTAIN FEDERAL TRANSACTIONSPRINTED OR COPIED DOUBLE-SIDED AUG 2000ON RECYCLED PAPERCENTRAL CONTRACTOR REGISTRATION (OCT OCT 20032003)PROTECTING THE GOVERNMENT'S INTEREST JAN 2005WHEN SUBCONTRACTING WITH CONTRACTORSDEBARRED, SUSPENDED, OR PROPOSED FORDEBARMENTAUDIT AND RECORDS--NEGOTIATION JUN 1999ORDER OF PRECEDENCE--UNIFORM CONTRACT OCT 1997FORMATNOTICE OF TOTAL SMALL BUSINESS SET-ASIDE JUN 2003UTILIZATION OF SMALL BUSINESS CONCERNS MAY 2004LIMITATIONS ON SUBCONTRACTING DEC 1996SMALL DISADVANTAGED BUSINESS OCT 1999PARTICIPATION PROGRAM--DISADVANTAGEDSTATUS AND REPORTINGCONVICT LABOR JUN 2003PROHIBITION OF SEGREGATED FACILITIES FEB 1999EQUAL OPPORTUNITY APR 2002EQUAL OPPORTUNITY FOR SPECIAL DISABLED DEC 2001

I-1

NRC-1 0-06-442

52.222-36

52.222-37

52.223-652.225-152.225-13

52.227-152.227-2

52.232-7

52.232-1752.232-2352.232-33

52.233-352.233-4

52-242-1.52.242-1352.243-3

52.244-6

52.246-2552.248-1

52.249-6

52.249-1452.253-1

Section I

VETERANS, OF THE VIETNAM ERA, AND OTHERELIGIBLE VETERANSAFFIRMATIVE ACTION FOR WORKERS WITHDISABILITIESEMPLOYMENT REPORTS ON SPECIAL DISABLEDVETERANS, VETERANS OF THE VIETNAM ERA,AND OTHER ELIGIBLE VETERANSDRUG-FREE WORKPLACEBUY AMERICAN ACT--SUPPLIESRESTRICTIONS ON CERTAIN FOREIGNPURCHASESAUTHORIZATION AND CONSENTNOTICE AND ASSISTANCE REGARDING PATENTAND COPYRIGHT INFRINGEMENTPAYMENT UNDER TIME-AND-MATERIALS ANDLABOR-HOUR CONTRACTSALTERNATE II (JAN 1986)INTERESTASSIGNMENT OF CLAIMSPAYMENT BY ELECTRONIC FUNDS--CENTRALCONTRACTOR REGISTRATIONPROTEST AFTER AWARDAPPLICABLE LAW FOR BREACH OFCONTRACT CLAIMNOTICE OF INTENT TO DISALLOW COSTSBANKRUPTCYCHANGES--TIME-AND-MATERIALS ORLABOR-HOURSSUBCONTRACTS FOR COMMERCIAL ITEMSAND COMMERCIAL COMPONENTSLIMITATION OF LIABILITY--SERVICESVALUE ENGINEERINGTERMINATION (COST-REIMBURSEMENT)ALTERNATE IV (SEP 1996)EXCUSABLE DELAYSCOMPUTER GENERATED FORMS

JUN 1998

DEC 2001

MAY 2001JUN 2003FEB 2006

JUL 1995AUG 1996

AUG 2005

JUN 1996JAN 1986OCT 2003

AUG 1996OCT 2004

APR 1984JUL 1995SEP 2000

FEB 2006

FEB 1997FEB 2000SEP 1996

APR 1984JAN 1991

1.2 52.232-25 PROMPT PAYMENT (OCT 2003)

Notwithstanding any other payment clause in this contract, the Government will make invoice paymentsunder the terms and conditions specified in this clause. The Government considers payment as being made onthe day a check is dated or the date of an electronic funds transfer (EFT). Definitions of pertinent terms are setforth in sections 2.101, 32.001, and 32.902 of the Federal Acquisition Regulation. All days referred to in thisclause are calendar days, unless otherwise specified. (However, see paragraph (a)(4) of this clauseconcerning payments due on Saturdays, Sundays, and legal holidays.)

(a) Invoice payments--

(1) Due date.

(i) Except as indicated in paragraphs (a)(2) and (c) of this clause, the due date for making invoicepayments by the designated payment office is the later of the following two events:

1-2


(A) The 30th day after the designated billing office receives a proper invoice from the Contractor (exceptas provided in paragraph (a)(1)(ii) of this clause).

(B) The 30th day after Government acceptance of supplies delivered or services performed. For a finalinvoice, when the payment amount is subject to contract settlement actions, acceptance is deemed to occur onthe effective date of the contract settlement.

(ii) If the designated billing office fails to annotate the invoice with the actual date of receipt at the time ofreceipt, the invoice payment due date is the 30th day after the date of the Contractor's invoice, provided thedesignated billing office receives a proper invoice and there is no disagreement over quantity, quality, orContractor compliance with contract requirements.

(2) Certain food products and other payments.

(i) Due dates on Contractor invoices for meat, meat food products , or fish; perishable agriculturalcommodities; and dairy products, edible fats or oils, and food products prepared from edible'fats or oils are--

(A) For meat or meat food products, as defined in section 2(a)(3) of the Packers and Stockyard Act of1921 (7 U.S.C. 182(3)), and as further defined in Pub. L. 98-181, including any edible fresh or frozen poultrymeat, any perishable poultry meat food product, fresh eggs, and any perishable egg product, as close aspossible to, but not later than, the 7th day after product delivery.

(B) For fresh or frozen fish, as defined in section 204(3) of the Fish and Seafood Promotion Act of 1986(16 U.S.C. 4003(3)), as close as possible to, but not later than, the 7th day after product delivery.

(C) For perishable agricultural commodities, as defined in section 1(4) of the Perishable AgriculturalCommodities Act of 1930 (7 U.S.C. 499a(4)), as close as possible to, but not later than, the 10th day afterproduct delivery, unless another date is specified in the contract.

(D) For dairy products, as defined in section 111 (e) of the Dairy Production Stabilization Act of 1983 (7U.S.C. 4502(e)), edible fats or oils, and food products prepared from edible fats or oils, as close as possible to,but not later than, the 10th day after the date on which a proper invoice has been received. Liquid milk,cheese, certain processed cheese products, butter, yogurt, ice cream, mayonnaise, salad dressings, and othersimilar products, fall within this classification. Nothing in the Act limits this classification to 'refrigeratedproducts. When questions arise regarding the proper classification of a specific product, prevailing industrypractices will be followed in specifying a contract payment due date. The burden of proof that a classification ofa specific product is, in fact, prevailing industry practice is upon the Contractor making the representation.

(ii) If the contract does not require submission of an invoice for payment (e.g., periodic lease payments),the due date will be as specified in the contract.

(3) Contractor's invoice. The Contractor shall prepare and submit invoices to the designated billing officespecified in the contract. A proper invoice must include the items listed in paragraphs (a)(3)(i) through (a)(3)(x)of this clause. If the invoice does not comply with these requirements, the designated billing office will return itwithin 7 days after receipt (3 days for meat, meat food products, or fish; 5 days for perishable agriculturalcommodities, dairy products, edible fats or oils, and food products prepared from edible fats or oils), with thereasons why it is not a proper invoice. The Government will take into account untimely notification whencomputing any interest penalty owed the Contractor.

(i) Name and address of the Contractor.

(ii) Invoice date and invoice number. (The Contractor should date invoices as close as possible to the dateof the mailing or transmission.)

1-3


(iii) Contract number or other authorization for supplies delivered or services performed (including ordernumber and contract line item number).

(iv) Description, quantity, unit of measure, unit price, and extended price of supplies delivered or servicesperformed.

(v) Shipping and payment terms (e.g., shipment number and date of shipment, discount for promptpayment terms). Bill of lading number and weight of shipment will be shown for shipments on Government billsof lading.

(vi) Name and address of Contractor official to whom payment is to be sent (must be the same as that inthe contract or in a proper notice of assignment).

(vii) Name (where practicable), title, phone number, and mailing address of person to notify in the event ofa defective invoice.

(viii) Taxpayer Identification Number (TIN). The Contractor shall include its TIN on the invoice only ifrequired elsewhere in this contract.

(ix) Electronic funds transfer (EFT) banking information.

(A) The Contractor shall include EFT banking information on the invoice only if required elsewhere in thiscontract.

(B) If EFT banking information is not required to be on the invoice, in order for the invoice to be a properinvoice, the Contractor shall have submitted correct EFT banking information in accordance with the applicablesolicitation provision (e.g., 52.232- 38, Submission of Electronic Funds Transfer Information with Offer),contract clause (e.g., 52.232-33, Payment by Electronic Funds Transfer--Central Contractor Registration, or52.232-34, Payment by Electronic Funds Transfer--Other Than Central Contractor Registration), or applicableagency procedures.

(C) EFT banking information is not required if the Government waived the requirement to pay by EFT.

(x) Any other information or documentation required by the contract (e.g., evidence of shipment).

(4) Interest penalty. The designated payment office will pay an interest penalty automatically, withoutrequest from the Contractor, if payment is not made by the due date and the conditions listed in paragraphs(a)(4)(i) through (a)(4)(iii) of this clause are met, if applicable. However, when the due date falls on a Saturday,Sunday, or legal holiday, the designated payment office may make payment on the following working daywithout incurring a late payment interest penalty.

(i) The designated billing office received a proper invoice.

.(ii) The Government processed a receiving report or other Government documentation authorizingpayment, and there was no disagreement over quantity, quality, or Contractor compliance with any contractterm or condition.

(iii) In the case of a final invoice for any balance of funds due the Contractor for supplies delivered orservices performed, the amount was not subject to further contract settlement actions between theGovernment and the Contractor.

(5) Computing penalty amount. The Government will compute the interest penalty in accordance with the

Office of Management and Budget prompt payment regulations at 5 CFR part 1315.

1-4

N"iRC-10-06-442 Section I

(i) For the sole purpose of computing an interest penalty that might be due the Contractor, Governmentacceptance is deemed to occur constructively on the 7th day (unless otherwise specified in this contract) afterthe Contractor delivers the supplies or performs the services in accordance with the terms and conditions ofthe contract, unless there is a disagreement over quantity, quality, or Contractor compliance with a contractprovision. If actual acceptance occurs within the constructive acceptance period, the Government will base thedetermination of an interest penalty on the actual date of acceptance. The constructive acceptancerequirement does not,. however, compel Government officials to accept supplies or services, perform contractadministration functions, or make payment prior to fulfilling their responsibilities.

(ii) The prompt payment regulations at 5 CFR 1315.10(c) do not require the Government to pay interestpenalties if payment delays are due to disagreement between the Government and the Contractor over thepayment amount or other issues involving contract compliance, or on amounts temporarily withheld or retainedin accordance with the terms of the contract. The Government and the Contractor shall resolve claims involvingdisputes and any interest that may be payable in accordance with the clause at FAR 52.233-1, Disputes.

(6) Discounts for prompt payment. The designated payment office will pay an interest penalty automatically',without request from the Contractor, if the Government takes a discount for prompt payment improperly. TheGovernment will calculate the interest penalty in accordance with the prompt payment regulations at 5 CFRpart 1315.

(7) Additional interest penalty.

(i) The designated payment office will pay a penalty amount, calculated in accordance with the promptpayment regulations at 5 CFR part 1315 in addition to the interest penalty amount only if--

(A) The Government owes an interest penalty of $1 or more;

(B) The designated payment office does not pay the interest penalty within 10 days after the date theinvoice amount is paid; and

(C) The Contractor makes a written demand to the designated payment office for additional penaltypayment, in accordance with paragraph (a)(7)(ii) of this clause, postmarked not later than 40 days after theinvoice amount is paid.

(ii)(A) The Contractor shall support written demands for additional penalty payments with the followingdata. The Government will not request any additional data. The Contractor shall--

(1) Specifically assert that late payment interest is due under a specific invoice, and request payment ofall overdue late payment interest penalty and such additional penalty as may be, required;

(2) Attach a copy of the invoice on which the unpaid late payment interest is due; and

(3) State that payment of the principal has been received, including the date of receipt.

(B) If there is no postmark or the postmark is illegible--

(1) The designated payment office that receives the demand will annotate it with the date of receipt,provided the demand is received on or before the 40th day after payment was made; or

(2) If the designated payment office fails to make the required annotation, the Government willdetermine the demand's validity based on the date the Contractor has placed on the demand, provided suchdate is no later than the 40th day after payment was made.

1-5

" (' 'NRC-10-06-442 Section I

. (iii) The additional penalty does not apply to payments regulated by other Government regulations (e.g.,payments under utility contracts subject to tariffs and regulation).

(b) Contract financing payment. If this contract provides for contract financing, the Government will makecontract financing payments in accordance with the applicable contract financing clause.

(c) Fast payment procedure due dates. If this contract contains the clause at 52.213-1, Fast PaymentProcedure, payments will be made within 15 days after the date of receipt of the invoice.

(d) Overpayments. If the Contractor becomes aware of a duplicate contract financing or invoice payment orthat the Government has otherwise overpaid on a contract financing or invoice payment, the Contractor shallimmediately notify the Contracting Officer and request instructions for disposition of the overpayment.

1.3. 52.252-2 CLAUSES INCORPORATED BY REFERENCE (FEB 1998)

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

http://www.arnet.gov/far

1-6

fO1RC-1 0-06-442 Section J

PART III - LIST OF DOCUMENTS, EXHIBITS AND OTHER ATTACHMENTS

SECTION J - LIST OF ATTACHMENTS

ATTACHMENTNUMBER

NO.PAGESTITLE DATE

J-1

Documents

Contract No. NRC-10-06-442.NIRC-10-06-442 Section B PART I -THE SCHEDULE SECTION B -SUPPLIES OR SERVICES AND PRICE/COSTS B.1 PRICE/COST SCHEDULE ITEM AMOUNT NO. 1 $176,000.0 2 $124,000.0