ORDER FOR SUPPLIES OR SERVICES PAGE OF PAGES

IMPORTANT: Mark all packages and papers with contract and/or order numbers. BPA NO. 1 19

I.DATEOFORDER q / 2. CONTRACT NO. (I any) 8. SHIP TO.

3. ORDER NO. MODIFICATION NO 4. REQUISRIONIREFERENCE NO. a. NAME OF CONSIGNEE

U.S. Nuclear Regulatory Commission

NRC-TO01 b. STREET ADDRESS

5. ISSUING OFFICE (Address correspondence to)

U.S. Nuclear Regulatory CommissionDiv. of ContractsAttn: c. CITY d. STATE e. ZIP CODEMail Stop: TWB-01-BIOM Washington DC 20555Washington, DC 20555

7. TO I. SHIP VIA

a.NAME OF CONTRACTOR DUNS 621211259

ENERGY RESEARCH, INC. 8. TYPE OF ORDER

b. COMPANY NAME 7 a. PURCHASE Ib. DELIVERY

REFERENCE YOUR Except for bitling instructions on the reverse, thisPlease furnish the following on the teems and delivery order is subject to instructions

c. STREET ADDRESS conditions specified on both sides of this order contained on this side only of this form and is6189 EXECUTIVE BLVD and on the altached sheet if any, including issued subject to the terms and conditions

delivery as indicated. of the above-numbered contract

d CITY a. STATE I. ZIP CODEROCKVILLE MD 208523901

9. ACCOUNTING AND APPROPRIATION DAT~ee CONTINUATION Page $50,000.00 10. REQUISITIONING OFFICE NRO

2012-25-17-4-107 Q4013 252A 31X0200.225FFS:121855-001 DUNS 621211259

11. BUSINESS CLASSIFICATION (Check appfopnate box(es)) 12. F.O.B. POINT

a a. SMALL [] b. OTHER THAN SMALL D1o. DISADVANTAGED d d. WOMEN-OWNED Wle. HUBZone N/A

t . SERVICE- DISABLED g WOMEN-OWNED SMALL BUSINESS MOS•]. EDwVSEVETERAN-OWNED E- ELIGIBLE UNDER THE WOSB PROGRAM

13. PLACE OF 14 GOVERNMENT B/L NO. 15. DELIVER TO F.O.B POINT 16. DISCOUNT TERMSON OR BEFORE (Date)

a. INSPECTION b. ACCEPTANCE 9/30/2013 30 NETSee Block 6 See Block 6

17. SCHEDULE (See reverse for Rejections)

QUANTITY UNIT QUANTITYITEM NO. SUPPUES OR SERVICES ORDERED UNIT PRICE AMOUNT ACCEPTED

(a) (b) (c) (d) (a) (I) (g)

The Contractor shall provide services in accordance withthe attached SOW titled "Project Management"

See C)NTINUAT ON Page

COR: Charles Willbanks 301-415-0494 charles.willbanks@nrc.gPM Dr. M. Khatib-Rahbar

Total Order ceiling: $52,923.61Total Obligated Amount: $50,000.00Fee: $2,520.17Period of Performance: 9/24/2012-9/30/2013

18 SHIPPING POINT 19. GROSS SHIPPING WEIGHT 20. INVOICE NO.

21. MAIL INVOICE TO: 17(h)TOTAL

a. NAME (CentSEETBILLING Department of Interior / NBC pages)INSTRUCTIONS pgs

ON NRCPayment s@nbc .gov

REVERSE b. STREET ADDRESS (or P.O. Box) PHONE:Attn: Fiscal Services Branch - D2770 FAX17(i7301 W. Mansfield Avenue GRAND

d. STATE a. ZIP CODE TOTALCYDenver CO 80235-2230

22. UNITED STATES OF AMERICA 23. NAME (Typed)BY (Signature) . Donald King, RLG Branch Chief

) / 'I_ Division of ContractsPV•(I I "TITLE: CONTRACTINGJORDERING OFFICER

AUTHORIZED FOR LOCAL REPRODUCTIONPREVIOUS EDITION NOT UAL SUNS1 REVIEW COMPLETk OPTIONAL FORM 347 (REV. 2)2012)

S PRESCRIBE BY GSAF•R4 53.213(f)

N RC-HQ-12-C-42-0106 NRC-T001

In accordance with Section G.4 Task Order Procedures, of Contract No. NRC-HQ-12-C-42-0106, this definititzesTask Order No. 1. The effort shall be performed in accordance with the attached Statement of Work.

Task Order No. 01 shall be in effect 10/01/2012 - 09/3012013, with a cost ceiling of $52, 923.61. The amountof $50,403.44 represents the estimated reimbursable cost, and the amount of $2,520.17 represents the fixedfee.

The amount obligated by the Govemment with respect to this task order is $50,000.00, of which approximately$47,500.00 represents the estimated reimbursable costs, and the amount of $2500.00 represents the fixed fee.

The issuance of this task order does not amend any terms or conditions of the subject contract.

Task order Administration:

Contract Officer Representative: Charles Willbanks 301.415.0494Contract Specialist: Pearlette Merriweather 301.492.3614

Acceptance of Task Order No. 1 should be made by having an official, authorized to bind the organization,executed three copies of this document in the space provided and return two copies to the Contract Specialistat the address identified in Block No. 5 of the OF 347. You should retain the third copy for your records.

ACCEPTANCE:

NAht'

TITLE

DATE

TASK ORDER STATEMENT OF WORK

JCN Contractor Task Order No.

Q4024 Energy Research, Inc NRC-42-12-Dxx TO#1Applicant Design/Site Docket No.

N/A ESBWR/NA N/ATitleiDescription

Technical Assistance with Project Reporting to Assist the Office of New Reactors Support ESBWRTAC No. B&R Number SRP or ESRP Section(s)

N/A ] 2012-25-17-4-151 N/A

NRC Contracting Officer Representative (COR)

Charles Willbanks 301-415-0494 Charles.Willbanks(,nrc.gov

1.0 BACKGROUND

Combined Operating License (COL) Applications are submitted pursuant to Part 52 of Title 10 ofthe Code of Federal Regulations (10 CFR 52), "Early Site Permits; Standard DesignCertifications; and Combined Licenses for Nuclear Power Plants." The NRC reviews COLApplications based on information furnished by electric utility companies pursuant to10 CFR 52.79, "Contents of Applications Technical Information."

A Standard Review Plan (NUREG-0800) is prepared for the guidance of staff reviewers in theOffice of New Reactors in performing safety reviews of applications to construct or operatenuclear power plants and the review of applications to approve standard designs and sites fornuclear power plants. The principal purpose of the SRP is to assure the quality and uniformity ofstaff safety reviews.

An Environmental Safety Review Plan (NUREG-1555) is prepared for the guidance of staffreviewers in performing environmental reviews of applications related to nuclear power plants.The ESRPs are companions to regulatory guides that address environmental issues.

As with NUREG-0800 the purpose of the ESRP is to assure the quality and uniformity of

environmental reviews.

The staff publishes the results of these reviews in a Safety Evaluation Report (SER).

2.0 OBJECTIVE

The objective of this task is for Energy Research, Inc. (ERI) to assist NRC's Office of NewReactors (NRO) in analyzing and reporting on new reactor licensing work and complying withpersonnel security clearance/access authorization requirements. The effort will be led by theERI Project Manager.

3.0 WORK REQUIREMENTS. SCHEDULE AND DELIVERABLES

";' ::: ks/Sta !: ':•= Schedul:ed D .... sl-Tasks/Standards Deliverables

t'''l ' omple'tion

1. REQUIREMENT: Monthly Letter StatusReports (MLSRs). Provide the detailsnecessary to inform NRO on the status ofeach and all awarded tasks. CompleteSections A thru G in Attachment 1 with aconsistent, thorough and informative method.In Section A, Spending Plan table, perform aninsightful analysis based on knowledge ofworkflow requirements. In Section B, ensureenterprise project management (EPM) input isconsistent with EPM milestone chart. InSection D, detail any instances whereestimated hours from the task order subtasksare exceeded and why.

Section Descriptions:Section A: Task Order Identification andFinancial Summary InformationSection B: EPM Schedule MilestoneInformationSection C: Summary of work performedduring the reporting periodSection D: Explanation of missedmilestone(s), problem(s), or delay(s) andrecommendations for resolutionSection E: Information on travel during thereporting periodSection F: Plans for next reporting periodSection G: The amount of hours each staffcharged for this reporting period

STANDARD: Conform to format and contentdefined by SOW Attachment.

Monthly, to beissued no laterthan 2 0 th of themonth

MLSR in formatestablished inAttachment 1

2. REQUIREMENT: Monthly Electronic Monthly, to be ESP format inSpending Plan (ESP) Update issued no later attached Excel file

than 20th of theSTANDARD: Conform to format and content monthdefined by ESP.

S .TaskslStandards Sch ed I "'Delivea.bles........ )Completion

3. REQUIREMENT: Special and Quarterlyreports

STANDARD: Completed reports asdesignated by NRC.

Ten day followingthe end of thequarter or ifSpecial (TBD)

Quarterly reportsummary ofcontract activities,Special Reports, ifrequired

Tasks/ tndardsScheduled Deiv"rables_____" __... .. ________'_____"_"______-_"__"_____, ________Om pletion __.._•_- ___"_" _______ :___,__

4. REQUIREMENT: Obtain securityclearance/access authorization, and completeassociated initial and annual trainingrequirements as needed for personnelperforming under the contract, unlessotherwise required by an individual task order.

If required for access authorization, completeinitial and random drug testing.

Track security clearance/access authorizationof personnel performing under the contract,including any subcontractor or consultant. Ata minimum, the contractor shall track thename of personnel holding a securityclearance/access authorization, the type ofclearance/access granted, effective date ofclearance/access authorization, trainingcompleted, and the most recent date oftraining completion.

STANDARD:

Complete all required securityclearance/access authorization requirementsas directed by the COR and NRC SecurityOfficial by the established due date

Complete all required securityclearance/access authorization training by thedue date identified by the COR

Maintain all required information on securityclearance/access authorization for personnelperforming under the contract.

2 weeks afteraward of taskorder or asotherwise directedby the ContractingOfficer'sRepresentative(COR) or NRCSecurity Official

As requested bythe COR

Confirmation via e-mail to the CORthat all requiredsecurity clearance/accessauthorizationdocuments havebeen submitted tothe NRC PersonnelSecurity Office

Confirmation via e-mail to COR ofcompletion oftrainingrequirement

Security Clearance/AccessAuthorizationTrackingDocument/Spreadsheet

Any modifications to the scope of work, cost or period of performance of this task order must be

Any modifications to the scope of work, cost or period of performance of this task order must beissued by the Contracting Officer (CO) and will be coordinated with the COR.

4.0 TECHNICAL AND OTHER SPECIAL QUALIFICATIONS REQUIRED

As specified in the base contract, the contractor shall provide individuals who have the requirededucational background and work experience to meet the objectives of the work specified in thistask order. Specific qualifications for this effort include: The contractor shall provide acontractor project manager (PM) to oversee the effort and ensure the timely submittal of qualitydeliverables so that all information is accurate and complete as defined in the base contract.The Project Manager shall possess, at a minimum, a Bachelor's Degree in Engineering orScience and seven years of direct project management experience in professional commercialnuclear support services.

The NRC will rely on representations made by the contractor concerning the qualifications of thepersonnel assigned to this task order, including assurance that all information contained in thetechnical and cost proposals, including resumes, is accurate and truthful. The resume for eachprofessional proposed to work under this task order (contractor, subcontractor, or consultant)shall describe the individual's experience in applying his or her area of engineeringspecialization to work in the proposed area. The use of particular personnel on this contract issubject to the COR's approval. This includes any proposed changes to key personnel duringthe life of the task order.

5.0 REPORTING REQUIREMENTS

Task Order Progress Report

The contractor shall submit MLSRs as specified in Attachment 1 within the SOW. Thecontractor shall issue each MLSR no later than the 20th of the month by e-mail to the CO andCOR.

The Technical status section of the attached MLSR format shall incorporate the following:Section A: Task Order Identification and Financial Summary InformationSection B: EPM Schedule Milestone InformationSection C: Summary of work performed during the reporting periodSection D: Explanation of missed milestone(s), problem(s), or delay(s) and recommendations

for resolutionSection E: Information on travel during the reporting periodSection F: Plans for next reporting periodSection G: The amount of hours each staff charged for this reporting period

Rollup of all Task Orders

The contractor shall populate the ESP on a monthly basis as specified in the Instruction &Logistics sheet of the excel file. This file shall remain in electronic form and shall be sent as aseparate file in an e-mail to the CO and COR.

E-mail progress report

E-mail progress reports are described under the Reporting Requirements section of eachindividual task order. This task order does not include nor affect individual semi-monthly taskorder reporting requirements

Technical reporting requirements

In all correspondence, include identifying information: Contract No.: JCN No.: Q-4024; TaskOrder No.: _; the licensee: N/A ; and, the site: N/A

6.0 MEETINGS AND TRAVEL

One (1), 1/2-day meeting per quarter is anticipated among the COR and the contractor ProjectManager or deputy to assess the status of all active tasking. At the discretion of the CORmeetings may be conducted via teleconference or video conference.

7.0 NRC FURNISHED MATERIAL

The following NRC furnished materials will be provided to the contractor together with SOW:

Electronic copy of the MLSR and Electronic Spending Plan templates

8.0 LEVEL OF EFFORT

The estimated level of effort in professional staff hours apportioned among the tasks is asfollows:

Tsk(s) , U6Lab Category Level o tf f"-e. ~ FY-1 3(Iiurs)#

1. MLSR Project Manager/Task Order 140Project Manager/AdminSupport*

2. ESP Project Manager/Task Order 140Project Manager/AdminSupport*

3. Special Project Manager/Admin 50Reports Support*

4. SecurityClearance/AccessAuthorizationDocumentation,Training, andTracking

Total

Project Manager/TechnicalReviewer/SME

40

370

# Level of effort (LOE) is based on awarding up to 20 task orders * Hours may be apportioned toadministrative staff to support report development.

9.0 PERIOD OF PERFORMANCE

The projected period of performance is 9/7/2012 thru 9/30/2013.

10.0. OTHER APPLICABLE INFORMATION

License Fee Recovery

All work under this task order is not fee recoverable.

Attachments:

1. Monthly Letter Status Report (MLSR) Format2. Electronic Spending Plan (Excel file)

MONTHLY LETTER STATUS REPORT (MLSR)

PROJECT TITLE:

CONTRACT NO.:

[Project Title]

[Contract No.]

A. TASK ORDER IDENTIFICATION AND FINANCIAL SUMMARY INFORMATIONNote: There shall be 1 MLSR for every Task Order

TASK ORDER TITLE: [Task Order Title]

TASK ORDER NO.: [TO#]

JOB CODE NO. (JCN): [JCN#]

TECHNICAL ASSIGNMENTCONTROL NUMBER (TAC): [TAC#]

PERIOD OF PERFORMANCE: [TO start date to TO finish date]

PERIOD COVERED: [Month 1 to Month 3 1st]

NRC COR: [Name of COR)

CONTRACTOR TASK MANAGER: [Contractor Lead Reviewer]

CONTRACTING ORGANIZATION: [Contractor Business Name]

1. Task Order Amount: 1$2. Funds Obli gated to Date: $

Cost This CumulativePeriod Cost to Date

3. Total Direct Costs Invoiced $ $4. Total Indirect Costs Invoiced $ $5. Fee Invoiced $ $6. Total Cost Invoiced [Item3+Item4+Item5] $7. Percent Expended (%) [Item6/Item2] $8. Balance of Obligation Funds Remaining based on Invoiced Cost $

[Item2-Item6]9. Total Actual Costs (Invoiced Cost and Cost Not Yet Invoiced (e.g. $

Pending/Outstanding Subcontractor/Consultant Costs)

10. Balance of Obligated Funds Remaining based on Actual Cost [Item 2 - Item $9]

11. Balance of Funds Required for Completion [Item 1-10] $

Spending Plan:

Month/Year Oct 12 Nov 12 Dec 12 Jan 13 Feb 13 Mar 13 Apr 13 May 13 Jun 13 Jul 13 Aug 13 Sep13Planned($

Revised($)Actual ($)

Month/Year Oct 13 Nov 13 Dec 13 Jan 14 Feb 14 Mar 14 Apr 14 May 14 Jun 14 Ju14 Aug 14 _Sep14

Planned (M)Revised ($)Actual ($)

Month/Year Oct 14 Nov 14 Dec 14 Jan 15 Feb 15 Mar 15 r May15 Jun11 Ju15 Aug15 Sep15Planned ($)Revised ($)Actual ($)

Plan Total: $ [Sum of planned(S)]Revised Total: $ [Sum of Revised(S)]Actual Total: $ [Sum of Actual($)]

B. EPM SCHEDULE MILESTONE INFORMATION

SER DEVELOPMENTPercent Complete

Milestone 0% 30% 60% 90% 100%

ACCEPTANCE REVIEW

AR Planned Date

Actual Date

SER DEVELOPMENT

P1 Planned Date

Actual Date

Planned DateP2

Actual Date

Planned DateP3Actual Date

Planned DateP4

Actual Date

Planned DateP5

Actual Date

Planned DateP6Actual Date

Note: Input date where appropriate. Refer to Attachment 1.1 for description.

2Monthly Progress Report [MONTH, YEAR]

C. WORK PERFORMED/ DESCRIPTION

Title Description

D. PROBLEM(S)/ RESOLUTION(S)

1.2.3.4.

E. TRAVEL FOR THIS PERIOD

Staff Start Date End Date Destination/ Activity

Print out from contractor's data collection program is acceptable if equivalent to above table.

F. PLANS FOR NEXT PERIOD

1 .2.3.4.

G. STAFF HOURS SUMMARY

TotalHours Cumulative Note(s)

Subtask/ Staff Assigned Hours Expended HursPhase Budgeted This Period E eurs

Expended

Print out from contractor's data collection program is acceptable if equivalent to above table.

3Monthly Progress Report [MONTH, YEAR]

SAMPLE ELECTRONIC SPENDING PLAN

Attachment 1.1Product of EPM Users Group

U.S. NUCLEAR REGULATORY COMMISSION6-2008 Edition

Milestone Percent Complete

1 0 30 60 90 100

ACCEPTANCE REVIEW

Contractor provides ARAcceptance input to NRC staff.Review (AR) Not Started N/A N/A N/A Contractor status market

100%.

SER DEVELOPMENT

TM notified Contractor ttPSER and last RAIs

Read application and corporated TMis TM notified Contractor issued to Projects.P1 Not Started sent draft TER and cmnTs and is that PSER and last RAls Contractor status marke

RAls to TM TE submitted to BC 100%. Issues related toTM PSER and RAIs are

I charged to P2.TM notified Contractor U-

RAI responses that SER w/01 issued tohave been received Incorporated TM's TM notified Contractor Projects.

P2 Not Started have been reviewed, comments and issued that SER w/01 Contractor status markeSent draft TER w/01 final TER w/01 to TM submitted to BC 100%. Issues related toto TM SER w/O1 are charged It

P4.

P3 Not Started ACRS briefing complete

All 01 responses TM notified Contractor &rhave been received Incorporated TM's TM notified Contractor SER w/o 01 issued to

P4 Not Started and reviewed. Sent comments and issued that SER w/o 01 Projects.draft TER w/o 01 to final TER w/o 01 to TM submitted to BC Contractor status marketTM 100%.

P5 Not Started ACRS briefing completei

All RAI responses TM notified Contractor ttaddressing ACRS Incorporated TM's TM notified Contractor Final SER issued to

issues have been comments and issued that Final SER Projects.

P6 Not Started ~~received and cmet n sud ta ia E rjcs

reviewed. Sent draft final TER to TM submitted to BC Contractor status market

TER to TM 100%.

NRC-HQ-12-C-42-0106 NRC-TO01

1 Requires Input from User2 T Autopopulate. User do not edit.

3 -4t. Empty cell

h s TOAmount TotReteain I FY Obiglated i Remain

IExpenses Total Jun-1l J1r -11 r Aug-11 r Sep-1I.b Planned $ 1,887,851 S 4,500 S 4,500 rS 4.250 75 4.22!

Actual $ 575,449 5 - "$ --$ .. r. I - s - _s -'$iPlanned

L ActualN $1,874,876 $S1.879,376 [51.883.626 r$1,887,85'

$ 575449 FS 575,449 '$ 575.449 F$ 575,44!$ -.r .F$ -rs

1 51,636,700 "$1,210.000 2008 $ 380,000 S - . NOrig.Plan S 1,636,700 S 3267 1 3267 S 3267 3,269 Technical Support for the S 634.551 2009'5 830,000 S634551 • Rev.Plan $ 57544910() Detroit Edhson Energy/Fermi 210oo $ - A~a $ 575,449 .11 COL Environmental Review 2011 r$ - _Comment

12 s -2008 i's - O ,, Plan

13 $ - 2009 $ - Rev Plan $ -14 2010 '_Act& '$16 2011 s$ c ______Comment

16 s - 2008 S Orig.Plan $ -

1 17 [s 2009 s Rev. Plan $ -

18 o s Actual $19 2011 5 Comment

20 s -2008 S ON. Plan $21 [- 2009 _$ - Rev. Plan $ -22 2010 'S Actual $23 2011 ____-_.5 Comment24 5 - 2008 S Ong. Plan $25 "$ 2009 s Rev.Plan $26 2010 1$ Actual $27 20111 s, Cornment.2-8 -2008 _$ - POg.lan r$29S - 2009 _$ - -Rev. Plan r$

N 4 ~ N 'JQ'X XXXX i'CN 3 JýN XXX ]Lo " I inst'ubcs&ogisb Phiase

NRC-HQ-12-C-42-0106 NRC-TO01

TASK ORDER CLAUSES

52.232-22 -- Limitation of Funds (Apr 1984)

(a) The parties estimate that performance of this contract will not cost the Government more than

(1) the estimated cost specified in the Schedule or,

(2) if this is a cost-sharing contract, the Government's share of the estimated cost specified in theSchedule.

The Contractor agrees to use its best efforts to perform the work specified in the Schedule and allobligations under this contract within the estimated cost, which, if this is a cost-sharing contract, includesboth the Government's and the Contractor's share of the cost.

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

(c) The Contractor shall notify the Contracting Officer in writing whenever it has reason to believe that thecosts it expects to incur under this contract in the next 60 days, when added to all costs previously incurred,will exceed 75 percent of

(1) the total amount so far allotted to the contract by the Government or,

(2) if this is a cost-sharing contract, the amount then allotted to the contract by the Government plusthe Contractor's corresponding share.

The notice shall state the estimated amount of additional funds required to continue performance for theperiod specified in the Schedule.

(d) Sixty days before the end of the period specified in the Schedule, the Contractor shall notify theContracting Officer in writing of the estimated amount of additional funds, if any, required to continue timelyperformance under the contract or for any further period specified in the Schedule or otherwise agreed upon,and when the funds will be required.

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

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

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

NRC-HQ-12-C-42-0106 NRC-TO01(2) The Contractor is not obligated to continue performance under this contract (including actionsunder the Termination clause of this contract) or otherwise incur costs in excess of--

(i) The amount then allotted to the contract by the Government or;

(ii) If this is a cost-sharing contract, the amount then allotted by the Government to the contractplus the Contractor's corresponding share, until the Contracting Officer notifies the Contractorin writing that the amount allotted by the Government has been increased and specifies anincreased amount, which shall then constitute the total amount allotted by the Government tothis contract.

(g) The estimated cost shall be increased to the extent that

(1) the amount allotted by the Government or,

(2) if this is a cost-sharing contract, the amount then allotted by the Government to the contract plusthe Contractor's corresponding share, exceeds the estimated cost specified in the Schedule.

If this is a cost-sharing contract, the increase shall be allocated in accordance with the formula specified inthe Schedule.

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

(i) When and to the extent that the amount allotted by the Government to the contract is increased, any

costs the Contractor incurs before the increase that are in excess of --

(1) The amount previously allotted by the Government or;

(2) If this is a cost-sharing contract, the amount previously allotted by the Government to the contractplus the Contractor's corresponding share, shall be allowable to the same extent as if incurredafterward, unless the Contracting Officer issues a termination or other notice and directs that theincrease is solely to cover termination or other specified expenses.

/

(j) Change orders shall not be considered an authorization to exceed the amount allotted by the Governmentspecified in the Schedule, unless they contain a statement increasing the amount allotted.

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

(I) If the Government does not allot sufficient funds to allow completion of the work, the Contractor is entitledto a percentage of the fee specified in the Schedule equaling the percentage of completion of the workcontemplated by this contract.

(End of Clause)

NRC-HQ-12-C-42-0106 NRC-TO01

2052.215-71 PROJECT OFFICER AUTHORITY (NOVEMBER 2006)

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

is:

Name: Charles Willbanks

Email: Charles.Willbanks@nrc.gov

Telephone Number: 301.492.0494

(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 doesnot 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 the timerequired 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 unilateral directivewhatever.

(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.

(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, the

NRC-HQ-12-C-42-0106 NRC-TO01

contracting 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 in thecontractor'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, obtainfrom 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.

2052.215-70 KEY PERSONNEL (JAN 1993)

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

Dr. Mohsen Khatib-Rahbar, Project ManagerDr. Roy Karimi, Deputy Project Manager,

In addition, individual key personnel will be specified in each respective task order.

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

NRC-HQ-12-C-42-0106 NRC-TO01The contractor agrees that personnel may not be removed from the contract work or replaced without compliance withparagraphs (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 contractors 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 the condition,the contract price or fixed fee may be equitably adjusted downward to compensate the Government for any resultantdelay, loss, or damage.