CSC
Federal Sector - Civil Group
0000 Xxxxxxxxx Xxxxx
Xxxxxxxx, Xxxxxxxx 00000
301.429.3100
August 18, 1999
Mr. Xxxx Xxxxx
Genisys Information Systems, Inc.
000 Xxxxx Xxxx Xxxx
Xxxxx 000
Xxxxxxx, XX 00000
Subject: IRS Prime Subcontract Agreement #S800627
Reference: IRS PRIME Contract #TIRNO-99-D-0001
Dear Xx. Xxxxx:
Please find enclosed two copies of the subject subcontract for your review and
signature. Please sign and return both copies to the attention of the
undersigned as soon as possible. A fully executed copy will be returned for
your files.
If you have questions or if I may be of further assistance, please contact the
undersigned at (000) 000-0000 or via e-mail xxxxxx@xxx.xxx.
Sincerely,
XXXXXXX X. XXXXX
Principal Subcontract Administrator
Enclosure - Subcontract Agreement #S800627
IRS PRIME SUBCONTRACT AGREEMENT
Subcontract Number: S800627 Effective Date: August 18, 1999
BETWEEN
Buyer AND Seller
----- ------
Computer Sciences Corporation Genisys Information Systems, Inc.
0000 Xxxxxxxxx Xxxxx 000 Xxxxx Xxxx Xxxx, Xxxxx 000
Xxxxxxxx, XX 00000 Xxxxxxx, XX 00000
Time and Materials X Labor Hour
Task Assignments Letter Subcontract
Basic Ordering Agreement Other _______________
Period of Performance: 18 August 1999 to 18 February 2000
Prime Contract Agency: Internal Revenue Service (IRS)
Prime Contract Number: TIRNO-99-D-00001
Priority Rating: N/A
F.O.B. Point: N/A
Part I. - THE SCHEDULE
----------------------
Section A. Subcontract Agreement (Face Page and Signature Page)
Section B. Supplies/Services and Price/Costs
Section C. Description/Specifications/Statement of Work (SOW)
Section D. Packaging and Marking
Section E. Inspection and Acceptance
Section F. Deliveries and Performance
Section G. Contract Administration
Section H. Special Contract Requirements
Part II. - CONTRACT CLAUSES
---------------------------
Section I. Contract Clauses
Part III. - LIST OF ATTACHMENTS
-------------------------------
Section J. N/A
Part IV. - REPRESENTATIONS
--------------------------
Section K. Incorporation of Representations and Certifications
SIGNATURE PAGE
This Subcontract Agreement may be referred to in this document as "Agreement,"
"Contract," or "Subcontract." Any reference to CSC's contract with the
Government or other customer will be to the "prime contract."
IN WITNESS WHEREOF, THE PARTIES HERETO HAVE EXECUTED THIS AGREEMENT AS OF THE
DATES SET FORTH BELOW.
Computer Sciences Corporation Genisys Information Systems, Inc.
By: By: /s/ Xxxxx Xxxxxxxx 8/18/99
----------------------------------- --------------------------------
Signature Date Signature Date
Typed Name: Xxxxxxx X. Xxxxx Typed Name: Xxxxx Xxxxxxxx
Title: Principal Subcontract Administrator Title: Chief Operating
Officer
SECTION A. CONTRACT FORM
.1 CONTRACTING PARTIES
This subcontract is made and entered into as of August 18, 1999 by and
between Computer Sciences Corporation, Civil Group, IRS PRIME Alliance,
with offices at 0000 Xxxxxxxxx Xxxxx, Xxxxxxxx, Xxxxxxxx 00000
(hereinafter referred to as "CSC", "Prime Contractor", or "Buyer"), a
corporation organized, existing, an incorporated under the laws of
Nevada, and Genisys Information Systems, Inc. ("Genisys"), (hereinafter
referred to as "Subcontractor" or "Seller") with offices at 000 Xxxxx
Xxxx Xxxx, Xxxxx 000, Xxxxxxx, Xxxxx 00000.
A.2 AUTHORITY
(a) This contract, consisting of the FACE Page; the SCHEDULE;
CONTRACT CLAUSES; LIST OF ATTACHMENTS; REPRESENTATIONS,
together with all documents incorporated herein by
reference, constitutes the entire agreement between the
contracting parties. All oral or written representations,
inducements, understandings, commitments or agreements, of
any kind and of nature between the parties, not
incorporate into the contract, are superseded by this
contract.
(b) This contract is a subcontract under IRS Contract Number TIRNO-
99-D-00001. The prime contract is between Computer Sciences
Corporation and the United States Government (Internal Revenue
Service) and bears an effective date of 12/9/98.
(c) This subcontract shall be governed by and constructed in
accordance with the laws of the Commonwealth of Virginia.
A.3 GENERAL
If any provision of this order is held by a court of competent
jurisdiction to be invalid, illegal, or otherwise unenforceable it is to
that extent to the deemed committed, and the remainder of the order shall
in no way be affected or impaired thereby. Seller is hereby notified
that his order, after Xxxxxx's acceptance thereof, is proprietary
information of the Buyer and the Seller, unless disclosure is required by
law or Government responsibility.
A.4 TYPE OF CONTRACT
(a) This is a Labor Hour type of contract. The service to be provided
is labor hours provided over a fixed period of time. The amount of
effort is limited to within the ceiling price and hourly labor rates
set forth in this schedule. While the amount of effort may vary
within the contract period, that period of time may not vary and the
amount of effort may not be exceeded except as may be specifically
authorized within this contract or by an amendment to this contract.
(b) This article is intended solely to acquaint the reader with the
general nature of the agreement. Its specific terms, conditions and
procedures are each covered in subsequent Articles, Clauses and/or
Attachments.
A.5 ACCEPTANCE OF THIS SUBCONTRACT
This Agreement is not binding upon Buyer until accepted by Seller.
Acceptance of all terms and conditions of this order shall take place at
the election of Seller by execution of a subcontract by duly authorized
representatives of Seller and Xxxxx. None of the terms and conditions
contained in this purchase Order may be added to, modified, or
superseded, or otherwise altered, except by a written instrument signed
by duly authorized representatives of the Buyer and the Seller. The
provisions of this order are as negotiated. XXXXXX IS XXXXXX URGED TO
ONLY ACCEPT THIS ORDER AFTER READING IT IN FULL AND AGREEING TO ITS
TERMS. IF SELLER DOES NOT AGREE TO ANY OF THE TERMS CONTAINED HEREIN, OR
BELIEVES ANY TO BE UNREASONABLE, SELLER SHOULD DECLINE THE ORDER AND
PROVIDE SUGGESTED REVISIONS TO BUYER.
SECTION B. SUPPLIES OR SERVICES AND PRICES/COSTS
B.1 WORK TO BE PERFORMED
The Seller, acting as an independent contractor and not as an agent of
the Buyer, shall furnish materials, personnel, facilities, support and
management necessary to provide the supplies and services in accordance
with Article C.1 entitled "Scope of Work."
B.2 DELIVERABLE REQUIREMENTS
(a) The subcontractor shall perform and/or deliver the following:
Item Description Deliver Date
---- -------------------------------- -------------
1 Fixed labor hours 8/18/99 through
for the labor category 2/18/2000
and at the rate specified
in Article B.3, below,
for work set forth in the
Statement of Work, hereto
(b) In the event the Seller anticipates difficulty in complying
with the delivery schedule, the Seller shall notify the Buyer
within a reasonable time frame, giving pertinent details,
including the date by which it expects to make delivery;
PROVIDED, however, that this data shall be informational only
in character and that receipt thereof shall not be construed as
a waiver by the Buyer of any contract delivery schedule, or any
rights or remedies provided by law or under this subcontract.
(c) For purposes of delivery, all deliverables shall be made by the
start of business (SOB) 8:00 A.M. EST, Monday through Friday,
or by mutual agreement by both parties.
(d) All deliverable reports, if applicable, shall be submitted in
one original camera ready copy to the Buyer's designated
Subcontracts Administrator (SA) and one electronic copy to the
Buyer's designated Task Manager (TM). All deliverables
submitted in electronic format shall be formatted on a 3-1/2 inch
High Density diskette or e-mailed to the Buyer's TM at @xxx.xxx
and copy the Buyer's SA at xxxxxx@xxx.xxx. Word processing
type documents shall be formatted in Microsoft Word or
compatible format and spreadsheet type tables, not already
incorporated into the Microsoft Word documents, shall be
delivered in a format compatible with Microsoft Excel.
Computer produced graphics shall be delivered on diskettes with
the generating hardware and software identified. Diskette(s)
shall be free of any computer virus. If a virus is found, the
deliverable will not be accepted.
B.3 VALUE
Direct labor hours provided for all work awarded under this
subcontract shall be reimbursed for the following labor category as
specified below at the hourly rates listed below. The rates set
forth in this schedule are fully burdened and are inclusive of
profit.
CSC I IRS CSC I IRS CSC I IRS
Labor Site Rates Site Rates Site Rates
Category Base Yr. Est Hrs Opt. Yr. 1 Opt. Yr. 2
-------- -------- ------- ---------- ----------
Project
Scheduler $114/hour 1,100 N/A N/A
Note: $114.00 per hour for the first 40 hours in each week.
$90.00 per hour for hours in excess of 40 hours in each
week.
Total Labor Hours: 1100 (0.53 FTE) NTE
Total Funded Labor Dollars: $125,400.00 NTE
B.4 PRODUCTIVE DIRECT LABOR HOURS
"Productive direct labor hours" are those hours expended by Seller
personnel in performing work under this subcontract. This does not
include sick leave, vacation, holidays, jury duty, military leave, or any
other kind of administrative leave.
SECTION C. DESCRIPTION OF WORK/WORK SPECIFICATION
Background
The Internal Revenue Service (IRS) is engaged in a long-term modernization of
the information systems that effect both the administration of the nation's
taxes and the operation of the IRS. As we move forward, a modern and secure
infrastructure must be designed and deployed which will be enterprise-wide in
scope, and must be able to scale to support and consistently respond to the
entire base of IRS employees, stakeholders, and taxpayers. Infrastructure
systems and components must be standards compliant, fully integrated and, as a
highly reusable national platform, must be capable of providing the full range
of traditional infrastructure services to all taxpayer, corporate, financial
and administrative support applications.
Historically, the IRS has developed distributed computing systems using unique
hardware and software configurations. These methods and practices have
manifested into "stove-piped" systems that are not standards based, do not
integrate with other (similar) systems, and demand a unique and costly system
support structure. Additionally, these stove-piped applications have become
increasingly expensive to maintain, lack the requisite security services, and
are not synchronized with the IRS modernization blueprint.
The infrastructure environment within the IRS now consists of highly
disjointed systems components and configurations (including data communication
domains and hardware/software standards) and lacks consistent security tools
and structure. Specifically, many fielded systems have little or no security
functionality and fail to interface with other systems or share services
(including local data) across system boundaries. Additionally, infrastructure
systems and components are vulnerable to both internal and external attack
that could lead to denial of critical services supporting service-wide
business functionality.
Most recently, numerous efforts have taken place to capture, validate and
consolidate infrastructure requirements in such areas as Compliance, Security
and End-User Computing. While these activities have identified and filled
requirement voids within various infrastructure service areas, we have not
confirmed that all areas have been sufficiently addressed, validated, or
integrated.
Scope
The purpose of this task order is to provide support to the program management
office, and specifically the program control office.
Duties will include working in the earned value department, developing and
maintaining msp schedules, working with the operational community to develop
schedules, baselines, and report status against the baselines, develop
resource loading tools in msp, work with the msp gateway in Artemis, maintain
the wbs structure, work with the customer to make improvements.
Prepared By:___________________
Dated:________________________
PMO:________________________
Dated:________________________
SECTION D. PACKAGING AND MARKING
D.1 PRESERVATION, PACKAGING, AND PACKING
(a) Unless otherwise specified, all items shall be preserved,
packaged, and packed in accordance with normal commercial
practices. Seller shall be responsible for safe packing in
conformity with the requirements of the Uniform Freight
Classification and the National Motor Freight Classification
(issue in effect at time of shipment). Each shipping container
of each item in a shipment shall be of Uniform size and
content, except for residual quantities.
(b) Where special or unusual packing is specified in an order, but
not specifically provided for by the contract, such packing
details must be the subject of an agreement independently
arrived at between the ordering agency, the Prime
Contractor/Buyer and the Seller.
D.2 PACKING LIST
A packing list or other suitable shipping document shall accompany each
shipment and shall indicate: (1) Name and address of consignor; (2) Name
and complete address of consignee; (3) Subcontract Number; and (4)
Description of the material shipped, including item number, quantity,
number of containers, and package number (if any). One copy of the
packing list shall be forwarded to the Buyer, and one copy shall
accompany Seller's invoice.
D.3 MARKING
All data and correspondence submitted to the Subcontract
Administrator and the Task Monitor (TM) shall reference:
The prime contract and subcontract number; and
(2) The Buyer.
The Buyer's Subcontract Administrator shall receive a copy of all
correspondence listed in Article B.2.(a) submitted to the Buyer's
TM.
The Subcontractor shall place identical requirements on all lower
tier subcontracts.
D.4 CONTAINER MARKING
(a) The Subcontractor's markings on shipping containers shall be
clearly legible from a distance of 36 inches. The
Subcontractor may mark by stencil, rubber stamp, or lacquer
over a coated gummed label. Containers shall be clearly marked
as follows:
Name of Seller;
Description of items contained therein; and
(3) Consignee's name and address.
(b) The Subcontractor shall place identical requirements on all
lower tier subcontractors.
SECTION E. INSPECTION AND ACCEPTANCE
E.1 RESPONSIBILITY OF INSPECTION AND ACCEPTANCE
Inspection and acceptance of all work performance, reports and other
deliverables under this Subcontract shall be performed at the place
of delivery.
Inspection, acceptance, and verification that all deliverables
associated with Article 8.2 and the SOWs issued under this
Subcontract fulfill the requirements and standards under this
Subcontract will be accomplished by the Buyer's SA and/or TM.
Either the Buyer's SA or TM will inspect, and be responsible for,
the review and acceptance of all deliverables under this Subcontract
prior to its final acceptance by the Government.
Acceptance by the Prime Contractor, on items deliverable to the
Government as presented to Prime Contractor, shall be provisional
and subject to final acceptance by the Contracting Officer, or
designee.
E.2 INSPECTION AND ACCEPTANCE
(a) If the supplies or the tender of delivery fail in any respect
to conform to this Agreement, the Buyer may accept or reject
the whole or any portion thereof. Buyer may reject deliverable
and/or supplies within a reasonable time (not more than thirty
one (31) days) after receipt at the Buyer's site. Acceptance
occurs unless the Buyer, within thirty one (31) days of
receipt, signifies to Seller that it has not accepted the
deliverable, or services. Acceptance does not of itself impair
any other legal or equitable remedy for non-conformity.
Acceptance may be revoked if it was made with the reasonable
assumption that any non-conformity would be cured, the non-
conformity was difficult to discover before acceptance, or is
otherwise permitted by law or equity. Upon rejection the Buyer
may, at its option, and in addition to any other available
recourse, return at Seller's cost the deliverable or supply (a)
for complete credit, (b) repair and return at no increase in
price and on Buyer's schedule, or (c) an exchange on Buyer's
schedule.
E.3 SCOPE OF INSPECTION
All deliverables will be inspected for content, completeness, accuracy
and conformance to the SOW's requirements by the Buyer's Subcontract
Administrator or Task Monitor. Inspection may include validation of
reports, documentation, deliverables, information or software through the
use of automated tools and/or testing of the deliverables, as specified
in the SOW. The scope and nature of this testing will be determined by
the Buyer's TM and will be sufficiently comprehensive to ensure the
completeness, quality and adequacy of all deliverables.
E.4 BASIS OF ACCEPTANCE
The basis for acceptance shall be compliance with the requirements
set forth in Section C and other terms and conditions of this
Subcontract. The Buyer will provide written notification of
rejection of all deliverables, both draft and final, accompanied by
specific reason(s) for rejection. Deliverable items rejected shall
be rectified and re-submitted within a mutually agreed upon time
frame. If it is a "draft" deliverable, the Contractor shall rectify
the situation before the next schedules submission of the
deliverable(s).
Custom services will be accepted upon receipt of proper
documentation as specified in the SOW. If custom services are for
software development, the final acceptance of the software program
will occur when customer identified discrepancies, errors or other
deficiencies identified in writing by the Buyer have been resolved,
either through documentation updates, program correction, or other
mutually agreeable methods.
E.5 RE-SUBMITTED DELIVERABLES
The Buyer will review and verify that the original problem(s) has (have)
been resolved with the Contract deliverable(s) as re-submitted. If this
is a re-submission of a final deliverable, the Buyer will provide the
Seller written notice of acceptance/rejection within fifteen (15) days
after receipt of each re-submitted final deliverable. In the event the
Buyer does not issue a written acceptance/rejection notice or a request
for extension to the Seller within two (2) days after a thirty one (31)
day inspection and acceptance period, the Seller may consider this
deliverable to be accepted by the Seller.
E.6 ACCEPTANCE CRITERIA
(a) Deliverables will be accepted if they are completed in
accordance with the specification, schedules, test plans, or
other acceptance criteria stated herein and also those
acceptance criteria and other requirements which are
incorporated into the SOW.
(b) Reports, documents and narrative-type deliverables will be
accepted when the Buyer's comments/revisions, when applicable,
have been incorporated.
(c) Software deliverables will be accepted when customer identified
discrepancies, errors, or other deficiencies have been resolved
to the Government's satisfaction.
(d) Training will be accepted as complete when CSC specified
personnel have been trained in accordance with the Government
provided or accepted training plan/schedule as determined by
the Government.
E.7 NON-CONFORMING PRODUCTS OR SERVICES
Non-conforming products or services will be rejected. Subcontractor QA
shall maintain, as part of the performance record of the Subcontract,
records of the following:
The number and types of deficiencies found; and
(b) Decisions regarding the acceptabilility of processes, products and
corrective action procedures.
SECTION F. DELIVERIES OR PERFORMANCE
F.1 TERM OF CONTRACT
The Term of this Contract is from date of award for a six (6) month
period. The total duration of this Agreement shall not exceed twelve
(12) months, unless otherwise extended in writing and signed by both
parties.
This subcontract may be extended upon mutual agreement of the
parties prior to the expiration of the current, exercised,
performance period year.
F.2 PERIOD OF PERFORMANCE
The period of performance of this contract shall be from August 18, 1999 -
February 18, 2000.
F.3 PLACE OF PERFORMANCE
The Subcontractor shall perform all work at CSC's IRS PRIME program
facility located at 0000 Xxxxxxxxx Xxxxx, Xxxxxxxx, XX 00000, or as
directed by Xx. Xxxx Xxxxxxx or designee.
F.4 NOTICE TO CSC OF DELAYS
In the event Seller encounters difficulty in meeting performance
requirements, or anticipates difficulty in complying with this
Agreement's delivery schedule or dates, or whenever Seller has knowledge
that any actual or potential situation is delaying or threatens to delay
the timely performance of this Agreement, Seller shall notify CSC within
a reasonable time frame, giving pertinent details. This notification
shall be informational only and compliance with this provision shall not
be construed as a waiver by CSC of any delivery schedule or date or of
any rights or remedies provided by law or under this Agreement.
F.5 FORCE MAJEURE
Neither party to the Agreement shall be considered to be in default or
its obligations under this Agreement to the extent that failure to
perform any such obligation arises out of causes beyond the control and
without the fault or negligence of the affected party. However, Seller
shall not be excused for failure to perform any obligation under this
Agreement if such failure is caused by a Subcontractor or Seller at any
tier and the cause of such failure was not beyond the control of the
Seller.
SECTION G. CONTRACT ADMINISTRATIVE DATA
G.1 GENERAL
The following paragraphs shall be applicable to all work issued under
this Subcontract. Additional subcontract administration data may be
specified in bilateral amendments incorporated hereto.
G.2 PAYMENT PROVISIONS
G.2(a) LABOR
The following invoicing and payment provisions shall apply to this
subcontract for labor only:
For any labor charges incurred by Seller under this Subcontract, for
which a timecard is completed by Seller's employee and such time card is
approved by an authorized CSC representative, CSC shall make payment to
Seller without submission of an invoice by Seller. The following
conditions shall apply:
CSC will issue checks in accordance with the net terms of this
subcontract.
Payment will be based on properly completed and approved time cards
which adhere to the terms and conditions of a valid purchase order
(i.e. funding, hourly labor rates and period of performance are in
place for the effort performed, etc.)
Time cards are to be furnished weekly to cognizant CSC project
personnel for approval. No payment will be made for any hours
worked in excess of 45 hours per week without written authorization
from CSC.
CSC accounting will issue a report to seller with each check
detailing the charges covered by that check.
Invoices shall not be submitted by seller to CSC for hourly labor
charges.
2. Invoices for charges, other than those described in (a), will
be submitted only for properly authorized, funded and incurred
travel costs, which charges are subject to the limitations,
restrictions, and requirements of federal regulations.
Invoices for the charges described in this paragraph may be
submitted no more often than once monthly.
All other terms and conditions regarding invoicing or payments remain
unchanged to the extent they do not conflict with this clause. In the
event of a conflict between such other terms or conditions and this
clause, the terms of this clause shall have precedence.
G.2(b) TRAVEL
No travel or any other ODC shall be allowed without prior written
approval and/or subcontract modification.
The Seller shall use tourist or coach class air or rail travel and
economy rental cars while traveling. Per diem rates shall be in
consonance with the Federal Travel Regulations in effect at the time of
travel. All travel must be approved in advance in writing by Xxxxx
Xxxxxx or his designee.
THE FOLLOWING PAYMENT PROVISIONS SHALL APPLY TO THIS SUBCONTRACT FOR
TRAVEL ONLY:
1. Invoice or Voucher Submission Requirements and CSB Payment
a. The Seller's vouchers for all appropriate indirect costs
plus the substantiated actual travel costs shall be
submitted to the Computer Sciences Corporation, 8400
Corporate Driver, Landover, MD 20785, Attention: Xx. Xxxx
Xxxxxxx - Sr. Manager, Finance & Administration
b. Costs and supporting data on vouchers shall be
segregated by Task Orders. Supporting data
shall include at a minimum:
2. Basic Subcontract Number
3. Travel costs shall be broken down at the levels provided in
item (3) below, by Task Order, by Statement of Work (SOW) Line
Item Number (SLIN).
4. Supporting data to item (2) above, by Task Order, by XXXX as
follows:
a. period covered by the invoice;
b. travel costs breakouts (i.e., airline, auto rental,
hotels, meals, etc.) (current and cumulative);
5. Invoice total
6. Invoice number and date
All travel to be invoiced under this subcontract must be reported in a
specific format; hard and softcopy (Excel Diskette) should accompany the
standard invoice documentation. The table below details the IRS required
travel information and format:
Dates Place
of of
Oth
er
Departure Origination Car Per
Diem(Parking,
and and No. of Transportation Rental Foo
d andCab Fare,
Return Destination Travelers Purpose Costs Cost Lod
gin
g etc.)
------- ----------- --------- ------- -------------- ------ ---
---
-----------
7. The following certification:
I certify, to the best of my knowledge and belief, that all
services/supplies shown in this invoice have been performed,
delivered, accepted or incorporated into an item to be delivered.
All costs contained herein are current, complete and accurate.
____________________________________ _________________
Signature Date
G.2(c) Final Payment shall be made in accordance with FAR 52.216-7,
"Allowable Cost and Payment."
Invoices may be submitted for charges incurred and not previously
invoiced at a frequency corresponding to Subcontractor's normal payroll
schedule. However, invoices should only be submitted once in a 31-day
period. Payment will be made in a manner consistent with the terms of
NET 45 days provided appropriate funding is available.
G.3 SUBCONTRACT MANAGEMENT
Notwithstanding the Seller's responsibility for total Seller's personnel
management during the performance of this Subcontract, the administration
of the subcontract will require maximum coordination between the Buyer
and the Seller. The following individuals will be the Buyer's points of
contact during the performance of the subcontract.
Subcontract Administrator (SAC). All subcontract administration will
-------------------------------
be effected by the SA, Xx. Xxxxxxx X. Xxxxx, (000) 000-0000, or his
designee. Communications pertaining to contractual administrative
matters will be addressed to the SA. The word "Buyer" as used throughout
this contract or its attachments refers specifically to the SA. The SA
is the only person authorized to approve changes in any of the
requirements of this contract, and notwithstanding any provisions
contained elsewhere in this contract, said authority remains solely with
the SA. No changes or deviation from the scope of work shall be effected
without a written modification to the subcontract executed by the SA
authorizing such changes. Should schedule conditions warrant a "rapid
reaction," the SA may issue a verbal authorization to initiate work.
Should this occur, written confirmation shall be provided to the Seller
within five (5) calendar days following the verbal authorization to
proceed. Should the SA designate individuals to act as the Subcontracts
Administrator's Representative (SAR), such representative will be
designated by a letter of appointment and will not be authorized to
change any of the terms and conditions of the subcontract or task.
Technical Coordination.
Performance of work under this Subcontract shall be in compliance
with the Statement of Work and any approved tasks.
1. All technical coordination shall be within the scope of the
Subcontract and that task. No oral statements of any person
whatsoever will in any manner or degree modify or otherwise
affect the terms of this Subcontract, except as provided in
Article G.3.a. Technical coordination shall not result in any
condition that:
(a) constitutes an assignment of additional work
outside the SOW or the task,
(b) constitutes a change as defined in the contract
clause entitled "Changes" for Firm Fixed Price,
Time and Material and Cost Reimbursement
contracts,
(c) causes an increase in the total Subcontract
ceiling, value, or the time required for
subcontract or task performance,
(d) changes any of the expressed terms, conditions
or specifications of the Subcontract or task, or
(e) interferes with the Seller's right to perform
the terms and conditions of the contract.
G.4 MODIFICATIONS
No modification of this Agreement (including any additional or
different terms of the Seller or any increase in compensation or
funds allotted) shall be binding on CSC unless agreed to in writing
and signed by both parties. No course of dealing or failure by
either party to strictly enforce any term, right or condition of
this Agreement shall be construed as a waiver of such term, right or
condition.
(a) If, during the subcontract period, the subcontractor offers any
changes to its agreement (i.e., additions, deletions,
reductions, or administrative changes), he shall immediately
submit two (2) copies of the proposed modification, together
with all required certifications, information and supporting
documentation set forth in this section, to the SA and TM for
consideration.
(b) To help reduce the review time for the Buyer and its Government
Customer, the Seller offering changes is urged to submit
proposed modification data as follows:
1. All requests for contract modification are to be
in writing;
2. Identify the schedule contract number, the
proposed modification number, the effective
date, and the type of modification being
proposed;
3. Be signed by an authorized negotiator of the
Seller who may commit the Company;
4. Proposed modifications should not be grouped
indiscriminately. Trying to incorporate
unrelated actions (i.e., addition actions,
deletion actions, price reduction actions,
administrative actions) into a single
modification increases the risk that a
deficiency in one portion of the proposed
modification will result in a delay in its
overall consideration. For this reason,
proposed modifications should delineate a single
action.
G.6 NOTICES
Notices are required to be given in writing and delivered to the
following addresses:
For Buyer: For Seller:
Computer Sciences Corporation Genisys Information Systems, Inc.
0000 Xxxxxxxxx Xxxxx 000 Xxxxx Xxxx Xxxx
Xxxxxxxx, XX 00000 Xxxxx 000
Xxxxxxx, XX 00000
Attn: Xxxxxxx X. Xxxxx Attn: Xxxxx Xxxxxxxx
All notices to the Buyer must be in writing and delivered to the
Buyer's attention as cited in Article G.6(a), above.
