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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
____________________
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 30, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Transition Period from _____ to _____
Commission file number 0-21921
TEMPLATE SOFTWARE, INC.
(Exact name of registrant as specified in its charter)
Virginia 52-1042793
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
45365 Vintage Park Plaza
Dulles, Virginia 20166
(Address of principal executive offices) (Zip code)
(703) 318-1000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
YES X NO
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Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Outstanding at
Class of Common Stock August 10, 1999
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Common Stock, $.01 par value per share 4,896,330
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TEMPLATE SOFTWARE, INC.
INDEX
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<TABLE>
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PART I - FINANCIAL INFORMATION
<S> <C>
Item 1. Financial Statements. 3
Consolidated Balance Sheets 3
Consolidated Statements of Operations 4
Consolidated Statements of Comprehensive Income (Loss) 4
Template Software, Inc. and Subsidiaries 5
Consolidated Statements of Cash Flows 5
Notes to the Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations. 7
Item 3. Quantitative and Qualitative Disclosures About Market Risk 12
PART II - OTHER INFORMATION 13
Item 1. Legal Proceedings 13
Item 4. Submission of Matters to a Vote of Security Holders 14
Item 5. Other Information. 15
Item 6. Exhibits and Reports on Form 8-K. 15
SIGNATURE 16
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This Form 10-Q contains certain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended (the "Securities Act"),
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and Section 21E of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), which are intended to be covered by the safe harbors created
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thereby. Investors are cautioned that all forward-looking statements involve
risks and uncertainty, including without limitation, the ability of the Company
to develop its products, as well as general market conditions, competition and
pricing. Although the Company believes that the assumptions underlying the
forward-looking statements contained herein are reasonable, any of the
assumptions could be inaccurate, and therefore, there can be no assurance that
the forward-looking statements included in this Form 10-Q will prove to be
accurate. In light of the significant uncertainties inherent in the forward-
looking statements included herein, the inclusion of such information should not
be regarded as a representation by the Company or any other person that the
objectives and plans of the Company will be achieved.
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
Template Software, Inc. and Subsidiaries
Consolidated Balance Sheets
(Amounts in thousands)
<TABLE>
<CAPTION>
June 30, 1999 December 31, 1998
(Unaudited) (Audited)
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ASSETS
Current assets:
<S> <C> <C>
Cash and cash equivalents $ 1,163 $ 1,831
Marketable securities 6,265 8,221
Accounts receivable, net 12,503 15,752
Deferred income taxes 3,556 1,873
Note receivable -- 500
Prepaid expenses 1,196 732
Other current assets 72 486
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Total current assets 24,755 29,395
Property and equipment, net 5,124 5,423
Software development costs, net 3,087 2,601
Goodwill, net 8,837 10,298
Other assets 1,539 1,367
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Total assets $43,342 $49,084
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LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses $ 6,498 $ 6,791
Current portion of long-term debt 224 451
Deferred income 863 1,437
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Total current liabilities 7,585 8,679
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Long-term liabilities:
Long-term debt, net of current portion 116 76
Deferred income taxes 1,119 827
Other long-term liabilities 445 421
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Total liabilities 9,265 10,003
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Shareholders' equity:
Common stock 52 52
Additional paid-in capital 36,607 36,619
Deferred compensation (453) (727)
Accumulated other comprehensive income (loss) (1,102) 154
Retained earnings 130 3,794
Treasury stock (1,157) (811)
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Total shareholders' equity 34,077 39,081
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Total liabilities and shareholders' equity $43,342 $49,084
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</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
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Template Software, Inc. and Subsidiaries
Consolidated Statements of Operations
(Amounts in thousands, except per share and share data)
(Unaudited)
<TABLE>
<CAPTION>
For the Three Months For the Six Months
Ended June 30, Ended June 30,
-------------------------------- --------------------------------
1999 1998 1999 1998
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<S> <C> <C> <C> <C>
Revenues:
Products $ 1,195 $ 2,568 $ 3,397 $ 3,893
Services 8,623 7,680 18,884 14,913
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Total Revenues 9,818 10,248 22,281 18,806
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Cost of revenues:
Products 464 418 1,083 753
Services 7,241 4,796 14,635 9,280
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Total cost of revenues 7,705 5,214 15,718 10,033
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Gross profit 2,113 5,034 6,563 8,773
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Operating expenses:
Selling and marketing 2,661 2,561 5,079 4,808
Product development 543 322 911 667
General and administrative 4,046 1,516 5,647 2,810
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Total operating expenses 7,250 4,399 11,637 8,285
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Income (loss) from operations (5,137) 635 (5,074) 488
Interest expense 81 171 173 323
Other income (4) 129 (1) 159
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Net income (loss) before income taxes (5,060) 935 (4,902) 970
Income tax provision (benefit) (1,309) 296 (1,238) 350
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Net income (loss) $ (3,751) $ 639 $ (3,664) $ 620
========== ========== ========== ==========
Earnings (loss) per share - basic $(0.75) $0.13 $(0.74) $0.12
========== ========== ========== ==========
Shares used in computing basic
earnings (loss) per share 4,968,866 5,081,191 4,976,030 4,975,739
========== ========== ========== ==========
Earnings (loss) per share - diluted $(0.75) $0.11 $(0.74) $0.11
========== ========== ========== ==========
Shares used in computing diluted
earnings (loss) per share 4,968,866 5,870,448 4,976,030 5,880,690
========== ========== ========== ==========
</TABLE>
Consolidated Statements of Comprehensive Income (Loss)
(Amounts in thousands)
(Unaudited)
<TABLE>
<CAPTION>
For the Three Months For the Six Months
Ended June 30, Ended June 30,
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1999 1998 1999 1998
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<S> <C> <C> <C> <C>
Net income (loss) $ (3,751) $ 639 $ (3,664) $ 620
Foreign currency
translation adjustment (245) 32 (757) (58)
Unrealized loss on marketable
securities, net of taxes (168) -- (499) --
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Comprehensive income (loss) $ (4,164) $ 671 $ (4,920) $ 562
========== ========== ========== ==========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
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Template Software, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(Amounts in thousands)
(Unaudited)
<TABLE>
<CAPTION>
For the Six Months Ended June 30,
---------------------------------
1999 1998
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<S> <C> <C>
Cash flows used in operating activities $ (296) $ (1,152)
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Cash flows from investing activities:
Proceeds from sales and maturities of marketable securities 1,265 8,400
Purchase of convertible note -- (500)
Proceeds from note receivable 500 --
Capital expenditures and leasehold improvements (533) (2,631)
Capitalization of software development costs (945) (801)
Acquisition costs, net of cash acquired -- (57)
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Net cash provided by investing activities 287 4,411
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Cash flows from financing activities:
Revolving credit facility, net (155) 65
Note payable, net -- 169
Capital lease obligations (30) (13)
Income tax benefit related to stock options 9 602
Proceeds from sale of common stock under stock programs 79 812
Purchase of common stock (346) --
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Net cash provided by (used in) financing activities (443) 1,635
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Effect of exchange rate changes on cash and cash equivalents (216) (71)
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Net increase (decrease) in cash and cash equivalents (668) 4,823
Cash and cash equivalents, beginning of period 1,831 3,425
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Cash and cash equivalents, end of period $ 1,163 $ 8,248
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</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
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Template Software, Inc. and Subsidiaries
Notes to the Financial Statements
Note A -- Basis of Presentation
In the opinion of management, the accompanying unaudited consolidated
financial statements of Template Software, Inc. and subsidiaries (the "Company")
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contain all adjustments (consisting only of normal recurring accruals) necessary
to present fairly the Company's consolidated financial position as of June 30,
1999 and the results of operations and cash flows for the periods indicated.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. It is suggested that these condensed
consolidated financial statements be read in conjunction with the financial
statements and notes thereto included in the Company's 1998 Annual Report on
Form 10-K. The results of operations for the six months ended June 30, 1999 are
not necessarily indicative of the operating results to be expected for the full
year.
Note B - Acquisitions and Strategic Ventures
Precise Connectivity Solutions Ltd.
On March 30, 1998, the Company entered into a Convertible Note Purchase
Agreement ("Note Agreement") with Precise Connectivity Solutions Ltd.
("Precise"), an Israeli limited corporation, pursuant to which the Company
purchased a Note from Precise for an aggregate purchase price of $500,000 due on
March 30, 1999 with a 9% percent interest rate per annum. On March 30, 1999, the
Company entered into an agreement with Precise which modified the payment terms
of the Note Agreement to provide for two payments: $100,000 due no later than
April 30, 1999 and the remainder (including all accrued but unpaid interest) due
and payable no later than May 30, 1999. On April 26, 1999, Precise repaid
$106,721 of the Note to the Company, and on May 27, 1999, Precise repaid all
remaining amounts outstanding under the Note.
Note C - Recent Accounting Pronouncements
In December 1998, the American Institute of Certified Public Accountants
issued Statement of Position 98-9 (SOP 98-9), "Modification of SOP 97-2,
Software Revenue Recognition with Respect to Certain Transactions." The
provisions of this SOP that extend the deferral of the application of certain
passages of SOP 97-2 are effective December 15, 1998. All other provisions of
this SOP are effective for transactions entered into in fiscal years beginning
after March 15, 1999. Earlier adoption is permitted as of the beginning of
fiscal years or interim periods for which financial statements or information
have not been issued. Retroactive application of the provisions of this SOP are
prohibited. The adoption of SOP 98-9 is not expected to have a material impact
on the Company's operating results, financial position or cash flows.
Note D - Income Taxes
The Company's effective tax rate of 26% for the quarter ended June 30, 1999
decreased from 32% for the quarter ended June 30, 1998. The Company's effective
tax rate of 25% for the six month period ended June 30, 1999 decreased from 36%
for the six month period ended June 30, 1998. These decreases in effective tax
rates are primarily attributable to the lower tax rates applicable to losses in
foreign jurisdictions, the effect of the permanent differences relative to the
Company's profit/loss and the establishment of valuation allowances for deferred
tax assets attributable to net operating losses.
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Note E - Earnings Per Share
Earnings per share is presented in accordance with SFAS No. 128, Earnings
per Share. Basic earnings per share is computed by dividing net income available
to common shareholders by the weighted average number of common shares
outstanding during the period. Diluted earnings per share is computed by
dividing net income available to common shareholders by the weighted average of
common shares outstanding after giving effect to all dilutive potential common
shares that were outstanding during the period.
The following table reconciles the weighted average number of common shares
outstanding during each period for basic earnings per share with the comparable
amount for diluted earnings per share.
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
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June 30, June 30,
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1999 1998 1999 1998
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<S> <C> <C> <C> <C>
Weighted average shares outstanding - basic 4,968,866 5,081,191 4,976,030 4,975,739
Potential common shares -- 789,257 -- 904,951
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Weighted average shares outstanding - diluted 4,968,866 5,870,448 4,976,030 5,880,690
========= ========= ========= =========
</TABLE>
The Company did not have any dilutive common shares during the three and
six month periods ended June 30, 1999. Net income (loss) reported was not
adjusted for the computation of basic or diluted earnings per share.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Results of Operations
Revenue. Total Revenue was $9.8 million for the quarter ended June 30, 1999
compared to $10.2 million for the quarter ended June 30, 1998, a decrease of
$0.4 million or 4.2%. This decrease was primarily attributable to a decrease in
product revenue in Europe. Total Revenue for the six month period ended June 30,
1999 was $22.3 million compared to $18.8 million for the six month period ended
June 30, 1998, an increase of $3.5 million or 18.5%. This growth resulted
principally from volume increases in sales of software-related services for
customers such as the National Imagery and Mapping Agency ("NIMA") and BULL.
Product Revenue was $1.2 million for the quarter ended June 30, 1999
compared to $2.6 million for the quarter ended June 30, 1998, a decrease of $1.4
million or 53.5%. For the six month period ended June 30, 1999, Product Revenue
was $3.4 million compared to $3.9 million for the six month period ended June
30, 1998, a decrease of $0.5 million or 12.7%. This decrease was primarily
attributable to the decrease in product revenue in Europe. The Company believes
that penetration into the German enterprise integration market has not occurred
primarily because German companies are spending their information technology
budgets on Year 2000 remediations and SAP implementations. The Company has
realigned its sales strategy in Germany to penetrate the market with lighter
products (i.e., products that have less functionality and complexities) that are
related to the enterprise application integration market. As such, the Company
has chosen to resell Vision Jade and Visual Edge in an effort to accustom the
German customer base to the Company's products and then penetrate that market
with the Company's other products. Services Revenue was $8.6 million for the
quarter ended June 30, 1999 compared to $7.7 million for the quarter ended June
30, 1998, an increase of $0.9 million or 12.3%. Services Revenue was $18.9
million for the six month period ended June 30, 1999, compared to $14.9 million
for the six month period ended June 30, 1998, an increase of $4.0 million or
26.6%. This
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increase was primarily attributable to the continued implementation of the NIMA
and BULL software solutions.
Cost of Revenue. Total Cost of Revenue consists primarily of salaries and
related benefits for personnel, and also includes an allocated portion of rent,
building services and computer equipment services and expenses. Total Cost of
Revenue was $7.7 million for the quarter ended June 30, 1999 compared to $5.2
million for the quarter ended June 30, 1998, an increase of $2.5 million or
47.8%. Total cost of revenue was $15.7 million for the six month period ended
June 30, 1999 compared to $10.0 million for the six month period ended June 30,
1998, an increase of $5.7 million or 56.7%. This increase was primarily
attributable to additional professional staff hired and added through
acquisition to perform the increased volume of software services. Total Cost of
Revenue was 78.5% of total revenue for the quarter ended June 30, 1999 compared
to 50.9% of total revenue for the quarter ended June 30, 1998. For the six month
period ended June 30, 1999, total cost of revenue was 70.5% of total revenue for
the six months ended June 30, 1999 compared to 53.3% for the comparable period
during 1998. This percentage increase was partially attributable to the
Company's implementation of the NIMA service engagement with third party
subcontractors and the integration of a third party software product with the
Company's software products. Additionally, certain contracts in Germany incurred
very low margins and technical personnel trained in the Company's technology in
France and Germany were under-utilized. As a result of these issues, the Company
implemented a reduction in force in Europe, primarily Germany, during the
quarter in order to more closely align the Company's European cost structure
with its related revenue. Additionally as a result of these issues, the Company
initiated an internal quality control review process for contracts and project
management in Germany in an effort to improve contract margins.
Cost of Product Revenue was $0.5 million for the quarter ended June 30,
1999 compared to $0.4 million for the quarter ended June 30, 1998, an increase
of $0.1 million or 11.0%. Cost of Product Revenue was $1.1 million for the six
months ended June 30, 1999 compared to $0.8 million for the quarter ended June
30, 1998, an increase of $0.3 million or 43.8%. The Cost of Product Revenue
increased in the three month and six month periods ended June 30, 1999 primarily
due to an increase in software amortization associated with the general
availability release of EIT. Cost of Services Revenue was $7.2 million for the
quarter ended June 30, 1999 compared to $4.8 million for the quarter ended June
30, 1998, an increase of $2.4 million or 51.0%. Cost of Services Revenue was
$14.6 million for the six month period ended June 30, 1999, compared to $9.3
million for the six month period ended June 30, 1998, an increase of $5.3
million or 57.7%. This increase resulted primarily from the cost associated with
staffing the growth in services contracts. The Company believes that Service
Revenue gross margins have decreased due to the use of third party
subcontractors, the provision and integration of a third party software product
on the NIMA contract and the low service margins and under-utilization of the
technical staff in Germany. If any of the Company's engagements were to be
terminated on short notice, the Company would be unable to reduce Cost of
Services Revenue commensurate with the associated decrease in Services Revenue.
Any such termination would have a material adverse effect on the Company's
business, operating results and financial condition.
Selling and Marketing. Selling and Marketing expenses consist primarily of
expenses related to sales and marketing personnel, advertising, promotion, trade
show participation and public relations. Selling and Marketing expenses were
$2.7 million for the quarter ended June 30, 1999 compared to $2.6 million for
the quarter ended June 30, 1998, an increase of $0.1 million or 3.9%. Selling
and marketing expenses were $5.1 million for the six month period ended June 30,
1999, compared to $4.8 million for the six month period ended June 30, 1998, an
increase of $0.3 million or 5.6%. These increases resulted primarily from
additional expenditures targeted towards increasing market awareness including
public relations activities and tradeshows. The Company is hiring additional
sales personnel primarily in the United States and anticipates its selling and
marketing expenses will increase in the near future.
Product Development. Product Development expenses were $0.5 million for the
quarter ended
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June 30, 1999, compared to $0.3 million for the quarter ended June 30, 1998, an
increase of $0.2 million or 68.6%. Product development expenses were $0.9
million for the six month period ended June 30, 1999, compared to $0.7 million
for the six month period ended June 30, 1998, an increase of $0.2 million or
36.6%. This increase resulted primarily from the development of enhancements to
the Company's Enterprise Integration Template (EIT) and the writedown of
peripheral product development efforts that were not strategic to the Company's
enterprise application integration focus.
General and Administrative. General and Administrative expenses include
costs of corporate services functions including accounting, human resources and
legal services, as well as the corporate executive staff. General and
Administrative expenses were $4.0 million for the quarter ended June 30, 1999
compared to $1.5 million for the quarter ended June 30, 1998 an increase of $2.5
million or 166.9%. General and administrative expenses were $5.6 million for the
six month period ended June 30, 1999, compared to $2.8 million for the six month
period ended June 30, 1998, an increase of $2.8 million or 101.0%. This increase
is primarily attributable to the recognition of an impairment loss to the
goodwill associated with the Company's French acquisition of approximately $1.0
million, costs associated with the reduction in force in Europe in the quarter
and increases in personnel due to the higher level of revenues during the six
months ended June 30, 1999 compared to the same period in 1998 . As the result
of the Company's ongoing evaluation of the carrying value of its long-lived
assets, in the three month period ended June 30, 1999, the Company determined
that the sales pipeline in the French operations did not improve as originally
anticipated; therefore, the Company recognized an impairment loss equal to the
unamortized balance of the goodwill associated with the acquisition of the
French operation.
Income Tax (Benefit) Provision. The Income Tax Benefit was $1.3 million for
the quarter ended June 30, 1999 compared to an Income Tax Provision of $0.3
million for the quarter ended June 30, 1998. The Income Tax Benefit for the six
months ended June 30, 1999 was $1.2 million compared to an Income Tax Provision
of $0.4 million for the six month period ended June 30, 1998. The Company's
effective tax rate was 26% for the quarter ended June 30, 1999 compared to 32%
for the quarter ended June 30, 1998. The Company's effective tax rate was 25%
for the six month period ended June 30, 1999 compared to 36% for the six month
period ended June 30, 1998. These decreases in effective tax rates are primarily
attributable to the lower tax rates applicable to losses in foreign
jurisdictions, the effect of the permanent differences relative to the Company's
profit/loss and the establishment of valuation allowances for deferred tax
assets attributable to net operating losses.
Liquidity and Capital Resources
The Company's overall cash and cash equivalents were $1.2 million at June
30, 1999, which is a decrease of approximately $0.6 million from $1.8 million as
of December 31, 1998. The Company's operating activities used cash of $0.3
million for the six month period ended June 30, 1999. During the six month
period ended June 30, 1999, cash flow used in operating activities reflected the
net loss, the deferred tax provision and the decrease in deferred income,
partially offset by depreciation and amortization and the decrease in accounts
receivable.
Cash provided by investing activities totaled $0.3 million during the six
month period ended June 30, 1999. During the six months ended June 30, 1999 the
Company invested $0.5 million in property and equipment and capitalized $0.9
million in software development costs. Additionally, the Company sold $1.3
million of marketable securities for working capital and Precise repaid its $0.5
million note to the Company in full.
Cash flow used in financing activities totaled $0.4 million for the six
month period ended June 30, 1999 primarily relating to the Company's re-purchase
of common stock in conjunction with its stock buy-back program.
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The Company has a line of credit under a Loan and Security Agreement (the
"Loan Agreement") with First Union National Bank , previously Signet Bank (the
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"Bank"), in the aggregate principal amount of $3.0 million. As of June 30, 1999,
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there were no amounts outstanding under this line of credit. The Company has
been in compliance with all financial and non-financial covenants of the Loan
Agreement. The Loan Agreement bears interest at the LIBOR Market Index Rate (for
the United States Dollar quoted by the British Bankers Association) plus 1.85%.
On August 3, 1998, the Bank issued a letter of credit on the Company's behalf as
a performance guarantee for a German customer in the amount of DEM 1,700,000
(approximately $1.0 million). The Company's French subsidiary maintains with
Banque Hervet an unsecured line of credit for 500,000FF plus an additional
500,000FF of credit collateralized by 70% of accounts receivable (approximately
$180,000 in aggregate) at an interest rate of 8.3%. The Company's Austrian
subsidiary maintains a line of credit with Raiffeisen Bank for 1,000,000ATS
(approximately $85,000), collateralized by 100% of accounts receivable at an
interest rate of 5%. As of June 30, 1999, no amounts were outstanding under the
French or Austrian lines of credit.
The Company believes its cash balances, cash generated from operations and
borrowings available under its line of credit, will satisfy the Company's
working capital and capital expenditure requirements for at least the next
twelve months. In the longer term, the Company may require additional sources of
liquidity to fund future operating activities. Such sources of liquidity may
include additional equity offerings or debt financings. There can be no
assurances that such sources of financing will be available to the Company, and
if they are, that they will be sufficient to meet the Company's liquidity needs
at such time.
Impact of Year 2000 Issue
The "Year 2000 Issue" is the result of computer programs that were written
using two digits rather than four to define the applicable year. If the
Company's computer programs with date-sensitive functions are not Year 2000
compliant, they may recognize a date using "00" as the Year 1900 rather than the
Year 2000. This could result in a system failure or miscalculations causing
disruptions of operations, including, among other things, a temporary inability
to process transactions, send invoices or engage in similar normal business
activities.
Several of the Company's systems have been confirmed as Year 2000
compliant. However, the Company is conducting a Year 2000 compliance program to
identify and correct any non-compliant software or systems that would cause a
significant detrimental effect on the Company. This program is expected to be
complete by August 31, 1999. The Company has identified its Year 2000 risk in
four categories: internal administrative software; internal operational software
and embedded chip technology; external noncompliance by customers and suppliers;
and Company products.
INTERNAL ADMINISTRATIVE SOFTWARE. All of the Company's internal
administrative software is "off-the-shelf' commercially available software. The
Company is currently gathering data to assess the impact of the Year 2000 on its
administrative systems such as the accounting and human resources systems. The
Company's main domestic accounting system has been determined to be non-
compliant and will be replaced with new compliant software. The estimated cost
of such replacement is between $100,000 and $300,000. The Company expects to be
in full compliance with its internal administrative financial systems before
December 31, 1999. However, if due to unforeseen circumstances, the
implementation is not completed on a timely basis, the Year 2000 could have a
material impact on the operations of the Company. In the event the Company
assesses some risk that a non-compliant system cannot be implemented before Year
2000, the Company will develop contingency plans accordingly.
INTERNAL OPERATIONS SOFTWARE AND EMBEDDED CHIP TECHNOLOGY. The Company is
currently gathering data to assess the impact of the Year 2000 on its
operational systems
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such as production systems and communication systems, with Year 2000 compliance
scheduled for August 31, 1999. The Company believes it can achieve compliance in
this timeframe because all systems involved were bought as commercial packages
and can be replaced by alternatives in short timeframe. The Company does not, at
this time, have sufficient data to estimate the cost of achieving Year 2000
compliance for its operational systems. While the Company does not believe there
is any material non-compliance in the production or communication systems, the
Company is in the information-gathering phase.
EXTERNAL NONCOMPLIANCE BY CUSTOMERS AND SUPPLIERS. The Company is in the
process of reviewing the state of readiness of its critical suppliers and
service providers to determine the extent to which the Company's interface
systems are vulnerable to those third parties' failure to remedy their own Year
2000 issues. This exercise includes compliance inquiries and reviews that will
continue throughout 1999. To the extent that responses to Year 2000 readiness
are unsatisfactory, the Company intends to change suppliers or service providers
to those who have demonstrated Year 2000 readiness but cannot be assured that it
will be successful in finding such alternative suppliers and service providers.
The Company does not currently have any formal information concerning the Year
2000 compliance status of its customers but has received indications that most
of its customers are working on Year 2000 compliance. In the event that any of
the Company's significant customers and suppliers do not successfully and timely
achieve Year 2000 compliance, and the Company is unable to replace them with new
customers or alternate suppliers, the Company's business or operations could be
adversely affected.
COMPANY PRODUCTS. The Company provides its customers with licensed software
products that are manufactured and developed internally and licensed software
products that are obtained from third party software vendors and resold. The
following compliance statement covers the Company's internally produced software
products and is provided to the general public on the Company's website.
Year 2000 Compliance Statement
The Company recognizes that most customers use Company software products in
business-critical applications and that customers want to know if the Company's
products are "Year 2000 Compliant." The compliance statements below cover the
Company's software products: Foundation Template (including the SNAP Template,
Web Component, Geographic Mapping Component and Process Monitoring Component),
Workflow Template ("WFT"), System Management Template ("SMT") and the Enterprise
Integration Template ("EIT").
Definition:
There is no single definition of the term "Year 2000 Compliant" that is
generally accepted in the industry. The Company has created the definition below
which we believe meets the letter and the spirit of a notice of compliance that
meets our customer's requirements.
A software product is "Year 2000 Compliant" when: (1) the software product
itself does not fail at or near January 1, 2000 and (2) the software product
provides documented time and date facilities that allow developers to build
software that does not fail at or near January 1, 2000. The phrase at or near
January 1, 2000 specifically includes treating the Year 2000 as a leap year.
Compliance Statements:
The Foundation Template (including the SNAP Template, Web Component,
Geographic Mapping Component and Process Monitoring Component) provided by the
Company is Year 2000 Compliant.
11
<PAGE>
The Workflow Template ("WFT") provided by the Company is Year 2000
Compliant.
The Systems Management Template ("SMT") provided by the Company is Year
2000 Compliant.
The Enterprise Integration Template ("EIT") provided by the Company is Year
2000 Compliant.
How Compliance is Achieved:
The Foundation Template, WFT, SMT and EIT meet the first criterion because
they employ a single module to obtain or provide time and date information. This
module has been extensively tested in many product development cycles and in
many customer solutions. It handles the Year 2000 as a leap year.
The Foundation Template, WFT, SMT and EIT meet the second criterion because
they use a common data structure for time and date information. All time
requests start by getting the operating system time, then developers use one
function to convert operating system time to a single portable SNAP environment
data structure. Developers use this data structure in applications to obtain
time and date information. All time and date information is supplied as integer
values. To provide a portable data structure the conversion algorithm is
different for different operating system environments. The integer value
returned for 'year' is a number representing the number of years since 1900. The
year value can be very large (over 10,000). The integer value will increment
continuously at the turn of the century and beyond. The algorithm used to
determine the current year (1900 + year) remains constant before and after the
turn of the century.
When using Company products that are Year 2000 Compliant it is still
possible for application developers to introduce code that will make the overall
application non-compliant.
End of Company Year 2000 Compliance Statement
The Company has investigated each third party software vendor whose
software products the Company resells regarding Year 2000 compliance of those
products. The Company has determined that all of the third party products it
currently resells are Year 2000 compliant based upon the representations of the
respective third party software vendor. In all cases the third party software
vendor's license agreement is passed on to the Customer and the Company is not a
party thereto.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
In the normal course of business, the financial position of the Company is
routinely subjected to a variety of risks. Though the Company faces and manages
other types of risks, such as credit and liquidity risks, the Company's market
risk arises primarily from risks inherent in currency rate movements and from
risk inherent in the Company's marketable securities. The Company regularly
assesses these risks and has established policies and business practices to
protect against the adverse effects of these and other potential exposures.
A substantial portion of the Company's revenues are generated from
international operations. Revenues from foreign subsidiaries and export sales
accounted for 49.0%, 51.9% and 46.1% of the Company's total revenues in fiscal
years 1997 and 1998 and the six months ended June 30, 1999, respectively, or
$12.3 million, $21.2 million and $10.3 million, respectively. As a result, the
Company is subject to numerous international market-based risks (as well as
risks related specifically to these international operations, which are
discussed elsewhere in this report). These risks include unexpected changes in
regulatory requirements, export limitations on encryption technologies, tariffs
and other trade barriers, political and economic instability in foreign markets,
difficulty in the staffing, management and
12
<PAGE>
integration of foreign operations, longer payment cycles, greater difficulty in
accounts receivable collection, currency fluctuations and potentially adverse
tax consequences. The uncertainty of the monetary exchange values has caused,
and may in the future cause, some foreign customers to delay new orders or delay
payment for existing orders. These factors may, in the future, contribute to
fluctuations in the Company's financial condition and results of operations. The
Company believes that the Company's currency exchange risk is mitigated somewhat
by the fact that the Company conducts operations from international as well as
domestic locations, allowing it to minimize the impact of any currency movements
by, for example, paying its German debtors in German deutsche marks. Although
the Company's results of operations have not been materially adversely affected
to date as a result of currency fluctuations, the long-term impact of currency
fluctuations, including any possible effect on the business outlook in other
developing countries, cannot be predicted.
The fair value of the Company's investments in marketable securities at
June 30, 1999 was $6.3 million. The Company's marketable securities portfolio is
invested in short-term securities with at least an investment grade rating to
minimize interest rate and credit risk as well as provide an immediate source of
funds with a market value of $2.9 million as of June 30, 1999 and in long-term
federally backed zero coupon bonds with a market value of $3.4 million as of
June 30, 1999. In this regard, the Company has gross unrealized losses of
approximately $1.0 million from its longer-term marketable securities as of June
30, 1999, and there can be no assurance that the Company will be able to recoup
these losses if realized. The Company has filed an arbitration claim with the
National Association of Securities Dealers against Merrill Lynch Pierce Fenner &
Smith with respect to certain of these issues. See "Part II -- Item 1 - Legal
Proceedings." As a general matter, although changes in interest rates may affect
the fair value of the marketable securities portfolio and cause unrealized gains
or losses, such gains or losses would not be realized unless the investments are
liquidated.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The Company has entered into a settlement agreement with Automated
Financial Systems, Inc. ("AFS") regarding an action that the Company had filed
that has been pending since December 23, 1998. A description of the basis of
this action is contained in the Company's Annual Report on Form 10-K for the
year ended December 31, 1998 (File No. 0-21921). As part of the settlement, AFS
has agreed to pay the Company $260,000 in cash by no later than August 19, 1999
and has agreed to dismiss its counterclaims against the Company. In the event
that AFS does not pay such amount by August 19, 1999, the Company has retained
the right to refile its lawsuit against AFS.
On June 30, 1999, the Company filed a claim with the National Association
of Securities Dealers for arbitration against Merrill Lynch Pierce Fenner &
Smith ("Merrill Lynch") seeking compensatory damages of $950,000 plus attorney's
fees and lost income resulting from advice rendered by Merrill Lynch to
purchase, and the failure of Merrill Lynch to divest at the Company's
instruction, the Company's portfolio of zero coupon long-term bonds. The Company
expects that the arbitration will be completed by the end of 1999. The Company
cannot predict the outcome of this arbitration proceeding. If the Company is not
successful in this arbitration, there could be a material adverse effect on the
Company's business, results of operations and financial condition.
On July 15, 1999, the Company filed an action against Manugistics, Inc.
("Manugistics") in the United States District Court for the Eastern District of
Virginia, seeking compensatory damages of approximately $1,250,000 resulting
from breach of certain representations contained in a license agreement for
Manugistics-developed software that the Company had attempted to incorporate
into a project that the Company is committed to delivering to an agency of the
federal government. Manugistics has filed a counterclaim against the Company,
asserting breach of contract, breach of
13
<PAGE>
alleged settlement, and wrongful hiring. Discovery has commenced in the action.
No trial date has been set for this action, and the Company cannot currently
predict the outcome of this litigation. If the Company is not successful in
pursuing these claims, there could be a material adverse effect on the Company's
business, results of operations and financial condition.
In addition, the Company is and may from time to time be involved in
ordinary routine litigation incidental to its business. Other than as described
above, the Company is not aware of any pending or threatened litigation that
could have a material adverse effect on the Company's business, results of
operations or financial condition
Item 4. Submission of Matters to a Vote of Security Holders
The Company held its annual meeting of shareholders (the "Annual Meeting")
on May 12, 1999, in Reston, Virginia. At the Annual Meeting, the following
actions of the shareholders of the Company were taken:
(a)The shareholders of the Company voted to reelect two Class III directors
of the Company, as follows:
<TABLE>
<CAPTION>
VOTES
-----
DIRECTORS FOR WITHHELD
--------- --- --------
<S> <C> <C>
E. Linwood Pearce 3,728,348 93,635
Dr. Duane Adams 3,760,434 61,099
</TABLE>
Following the Annual Meeting, (i) the following individuals continued as
Class I directors of the Company, with a term expiring at the 2000 annual
meeting of shareholders of the Company: Joseph M. Fox and Dr. Alan B. Salisbury
and (ii) the following individuals continued as Class II directors of the
Company, with a term expiring at the 2001 annual meeting of shareholders of the
Company: Andrew B. Ferrentino and Dr. Gerhard Barth.
(b)The shareholders of the Company voted to approve an amendment to the
Company's 1996 Equity Incentive Plan (the "1996 Plan"), under which the number
of shares of the Company's Common Stock subject to the 1996 Plan would be
increased from 2,500,000 to 2,750,000, as follows:
FOR AGAINST ABSTENTIONS
--- ------- ------------
3,168,727 637,902 15,354
(c)The shareholders of the Company voted to approve the selection of
PricewaterhouseCoopers LLP as the Company's independent auditors for fiscal year
1999, as follows:
FOR AGAINST ABSTENTIONS
--- ------- ------------
3,805,404 1,500 15,079
14
<PAGE>
Item 5. Other Information.
Changes in Management
On April 29, 1999, the Company announced the appointment of Peter Russo as
Executive Vice President and Chief Financial Officer. Kimberly Osgood, who
previously served as Chief Financial Officer, will continue with the Company and
support Mr. Russo as Vice President of Finance and Administration upon
commencement of Mr. Russo's employment.
On April 30, 1999, the Company announced that its President and Chief
Executive Officer, E. Linwood Pearce, requested that the Company's Board of
Directors begin a search for a new Chief Executive Officer. Mr. Pearce cited
personal reasons for his request. To support Mr. Pearce's decision, Joseph Fox,
Chairman of the Company's Board of Directors, will serve as Co-Chief Executive
Officer with Mr. Pearce during the period in which the Company searches for a
new Chief Executive Officer. Mr. Pearce will remain on the Company's Board of
Directors.
Item 6. Exhibits and Reports on Form 8-K.
(a) The following exhibits are filed herewith:
Exhibit
Number Exhibit Title
------ -------------
10.1 Agreement NMA201-98-C-0089, dated September 30, 1998,
Modification PZ0001, dated November 30, 1998 and Modification
PZ0002 dated December 31, 1998, by and between Template Software,
Inc. and National Imagery and Mapping Agency .
27.1 Financial Data Schedule for the six month period ended June 30,
1999.
27.2 Restated Financial Data Schedule for the six month period ended
June 30, 1998.
______________
(b) Reports on Form 8-K
During the fiscal quarter ended June 30, 1999, the Company did not file any
reports on Form 8-K.
15
<PAGE>
SIGNATURE
- ---------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Dated: August 13, 1999 TEMPLATE SOFTWARE, INC.
By: /s/ Peter Russo
Peter Russo
Executive Vice President and
Chief Financial Officer
16
<PAGE>
Exhibit 10.1
================================================================================
SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS
OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30
- --------------------------------------------------------------------------------
1. REQUISITION NUMBER
See page 2
- --------------------------------------------------------------------------------
PAGE 1 OF
15
- --------------------------------------------------------------------------------
2. CONTRACT NO.
NMA201-98-C-0089
- --------------------------------------------------------------------------------
3. AWARD EFFECTIVE DATE
30 SEP 98
- --------------------------------------------------------------------------------
4. ORDER NUMBER
N/A
- --------------------------------------------------------------------------------
5. SOLICITATION NUMBER
- --------------------------------------------------------------------------------
6. SOLICITATION ISSUE DATE
- --------------------------------------------------------------------------------
7. FOR SOLICITATION INFORMATION CALL:
a. NAME
- --------------------------------------------------------------------------------
b. TELEPHONE NUMBER [ILLEGIBLE]
- --------------------------------------------------------------------------------
8. ORDER DUE DATES
LOCAL TIME
- --------------------------------------------------------------------------------
9. ISSUED BY CODE NMA201
National Imagery and Mapping Agency
ATTN. M. Wallach/PCU/MS C-99
14675 Lee Road
Chantilly, VA 20151-1715
- --------------------------------------------------------------------------------
10. THIS ACQUISITION IS
|X| UNRESTRICTED
|_| SET ASIDE % FOR
|_| SMALL BUSINESS
|_| SMALL DISAV. BUSINESS
|_| 8(a)
SIC: 7848
SIZE STANDARD:
- --------------------------------------------------------------------------------
11. DELIVERY FOB DESTINATION UNLESS BLOCK IS MARKED
|X| SEE SCHEDULE
- --------------------------------------------------------------------------------
12. DISCOUNT TERMS
N/A
- --------------------------------------------------------------------------------
|X| 13a. THIS CONTRACT IS A RATED ORDER UNDER DPAS: [15 CFR 700]
- --------------------------------------------------------------------------------
13b. RATING
A.70
- --------------------------------------------------------------------------------
14. METHOD OF SOLICITATION
|_| RPO |_| IFO |X| RFP
- --------------------------------------------------------------------------------
15. DELIVER TO CODE _________
NIMA
Joe Pagano/MOW/703-808-0594
- --------------------------------------------------------------------------------
16. ADMINISTERED BY CODE _________
Melissa Wallach
703-633-5868
- --------------------------------------------------------------------------------
17a. CONTRACTOR/OFFEROR CODE ______ FACILITY CODE ____________
Template Software, Inc.
45365 Vintage Park Plaza, Ste 100, Dulles, VA 20166
TELEPHONE NO.
|_| 17b. CHECK IF REMITTANCE IS DIFFERENT AND PUT SUCH ADDRESS IN ORDER
SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 18A UNLESS BLOCK BELOW IS
CHECKED |_| SEE ADDENDUM
- --------------------------------------------------------------------------------
18. PAYMENT WILL BE MADE BY CODE _________
DFAS-OM/FPD
ATTN: Accounts Payable
P.O. Box 7020
Bellevue, NE 68005-1920
- --------------------------------------------------------------------------------
19. 20. 21. 22. 23. 24.
ITEM NO. SCHEDULE OF SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT
- --------------------------------------------------------------------------------
Letter Contract
See Addendum Pages 2-15
- --------------------------------------------------------------------------------
25. ACCOUNTING AND APPROPRIATION DATA
See Addendum Page 2
- --------------------------------------------------------------------------------
26. TOTAL AWARD AMOUNT (For Gov't Use Only)
$312,000.00
- --------------------------------------------------------------------------------
27a. Solicitation incorporates by reference FAR 52.212-1, 52.212-4. FAR 52.212-3
and 52.212-5 are attached.
|_| are |_| are not
attached
- --------------------------------------------------------------------------------
|X| 27b. CONTRACT/PURCHASE ORDER INCORPORATED BY REFERENCE. FAR 52.212-4. FAR
52.212-5 IS ATTACHED
|X| ARE
|_| ARE NOT ATTACHED
- --------------------------------------------------------------------------------
28. CONTRACTOR IS REQUIRED TO SIGN THIS DOCUMENT AND RETURN 1 COPIES
|X| TO ISSUING OFFICE CONTRACTOR AGREES TO FURNISH AND DELIVER ALL ITEMS SET
FORTH OR OTHERWISE IDENTIFIED ABOVE AND ON ANY ADDITIONAL ITEMS SUBJECT TO
THE TERMS AND CONDITIONS SPECIFIED HEREIN.
- --------------------------------------------------------------------------------
29. AWARD OF CONTRACT: REFERENCE ________ OFFER
|_| DATED _____. YOUR OFFER ON SOLICITATION BLOCK 5 INCLUDING ANY
ADDITIONS OR CHANGES WHICH ARE SET FORTH HEREIN, IS ACCEPTED AS TO ITEMS.
- --------------------------------------------------------------------------------
30a. SIGNATURE OF OFFEROR/CONTACTOR
/s/ Kimberly Osgood
- --------------------------------------------------------------------------------
30b. NAME AND TITLE OF SIGNER
Kimberly Osgood, CFO
- --------------------------------------------------------------------------------
30c. DATE SIGNED
9/30/98
- --------------------------------------------------------------------------------
31a. UNITED STATES OF AMERICA (SIGNATURE OF CONTRACTING OFFICER)
PHIL L. MCCONNELL
CONTRACTING OFFICER
- --------------------------------------------------------------------------------
31b. NAME OF CONTRACTING OFFICER
/s/ Phil L. McConnell
PHIL L. MCCONNELL
- --------------------------------------------------------------------------------
31c. DATE SIGNED
9/30/98
- --------------------------------------------------------------------------------
32a. QUANTITY IN COLUMN 21 HAS BEEN
|_| RECEIVED |_| INSPECTED |_| ACCEPTED AND CONFORMED TO THE CONTRACT, EXCEPT AS
NOTED
- --------------------------------------------------------------------------------
32b. SIGNATURE OF AUTHORIZED GOVT REPRESENTATIVE
- --------------------------------------------------------------------------------
32c. DATE
- --------------------------------------------------------------------------------
33. SHIP NUMBER |_| PARTIAL |_| [ILLEGIBLE]
- --------------------------------------------------------------------------------
34. VOUCHER NUMBER
- --------------------------------------------------------------------------------
35. AMOUNT VERIFIED CORRECT FOR
- --------------------------------------------------------------------------------
36. PAYMENT
|_| COMPLETE |_| PARTIAL |_| FINAL
- --------------------------------------------------------------------------------
37. CHECK NUMBER
- --------------------------------------------------------------------------------
38. S/B ACCOUNT NUMBER
- --------------------------------------------------------------------------------
39. S/B VOUCHER NUMBER
- --------------------------------------------------------------------------------
40. PAID BY
- --------------------------------------------------------------------------------
41a. I CERTIFY THIS ACCOUNT IS CORRECT AND PROPER FOR PAYMENT
- --------------------------------------------------------------------------------
41b. SIGNATURE AND TITLE OF CERTIFYING OFFICER
- --------------------------------------------------------------------------------
41c. DATE
- --------------------------------------------------------------------------------
42a. RECEIVED BY (Print)
- --------------------------------------------------------------------------------
42b. RECEIVED AT (Location)
- --------------------------------------------------------------------------------
42c. DATE REC'D
YY/MM/DD:
- --------------------------------------------------------------------------------
42d. TOTAL CONTAINERS
- --------------------------------------------------------------------------------
<PAGE>
NMA2O1-98-C-0089
Page 2 of 15
This action constitutes an undefinitized letter contract, NMA2O1-98-C-0089,
between National Imagery and Mapping Agency (NIMA) and Template Software, Inc.,
for effort associated with the Statement of Work for the NIMA Geospatial
Information Management Data Environment 2000 (GIMDE 2000) (DRAFT) dated 22SEP98,
Attachment (1) hereto.
The not-to-exceed (NTE) ceiling value of this effort is $10,715,081.00
(reference Template Software, Inc. letter dated 28SEP98), pending definitization
of a firm fixed price contract in accordance with the schedule included below.
Initial contract funding, and total liability of the Government is limited to
$312,000.00.
It is understood by the parties that commercial software delivered under this
contract will be subject to license agreements that are mutually acceptable.
As soon as practicable and prior to final contract definitization, a mutually
acceptable milestone payment schedule will be incorporated by modification
hereto.
Terms and conditions of this letter contract NMA2O1-98-C-0089 are as follows:
CONTRACT
LINE ITEM ITEM TOTAL
NUMBER DESCRIPTION QTY UNIT AMOUNT
================================================================================
0001 Contractor to provide all resources 1 LOT NTE $10,715,081.00
required to perform the effort
described in the Statement of Work
for the NIMA Geospatial Information
Management Data Environment 2000
(GIMDE 2000 (DRAFT) dated 22SEP98,
Attachment (1) hereto. ACRN: AA/AB/AC
Period of performance is from date of
award through 30SEP99.
ACCOUNTING AND APPROPRIATION INFORMATION
CLIN/ PURCH REQ NO or MIPR
ACRN AND ACCOUNTING CITATION AMOUNT
- --------------------------------------------------------------------------------
0001
AA STMOWW82660100
9790400.4800 294221 999-2550 S18119
L2220000 MON LF15 6A200N XXXX $ 225,000.00
- --------------------------------------------------------------------------------
Accounting and appropriation data established for ACRN AA is subject to
availability of funds in accordance with FAR 52.232-18
- --------------------------------------------------------------------------------
AB STMOWW8271O100
<PAGE>
NMA201-98-C-0089
Page 3 of 15
9770400.4800 284221 999-2550 S18119
L2220000 60000N 0000 65410N XXXX $ 27,000.00
AC STMOWW82710200
9770400.4800 274421 999-2550 S18119
L222 0000 600000 0000 65410J XXXX $ 60,000.00
-----------
Total Funding CLIN 0001 $312,000.00
APPLICABLE CONTRACT CLAUSES:
52.212-4 Contract Terms and Conditions--Commercial Items. (AUG 1996)
(a) Inspection/Acceptance. The Contractor shall only tender for acceptance those
items that conform to the requirements of this contract. The Government reserves
the right to inspect or test any supplies or services that have been tendered
for acceptance. The Government may require repair or replacement of
nonconforming supplies or re-performance of nonconforming services at no
increase in contract price. The Government must exercise its post-acceptance
rights (1) within a reasonable time after the defect was discovered or should
have been discovered; and (2) before any substantial change occurs in the
condition of the item, unless the change is due to the defect in the item.
(b) Assignment. The Contractor or its assignee's rights to be paid amounts due
as a result of performance of this contract, may be assigned to a bank, trust
company, or other financing institution, including any Federal lending agency in
accordance with the Assignment of Claims Act (31 U.S.C. 3727).
(c) Changes. Changes in the terms and conditions of this contract may be made
only by written agreement of the parties.
(d) Disputes. This contract is subject to the Contract Disputes Act of 1978, as
amended (41 U.S.C. 601-613). Failure of the parties to this contract to reach
agreement on any request for equitable adjustment, claim, appeal or action
arising under or relating to this contract shall be a dispute to be resolved in
accordance with the clause at FAR 52.233-1, Disputes, which is incorporated
herein by reference. The Contractor shall proceed diligently with performance of
this contract, pending final resolution of any dispute arising under the
contract.
(e) Definitions. The clause at FAR 52.202-1, Definitions, is incorporated herein
by reference.
(f) Excusable delays. The Contractor shall be liable for default unless
nonperformance is caused by an occurrence beyond the reasonable control of the
Contractor and without its fault or negligence such as, acts of God or the
public enemy, acts of the Government in either its sovereign or contractual
capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually
severe
<PAGE>
NMA2O1-93-C-0089
Page 4 of 15
weather, and delays of common carriers. The Contractor shall notify the
Contracting Officer in writing as soon as it is reasonably possible after the
commencement of any excusable delay, setting forth the full particulars in
connection therewith, shall remedy such occurrence with all reasonable dispatch,
and shall promptly give written notice to the Contracting Officer of the
cessation of such occurrence.
(g) Invoice. The Contractor shall submit an original invoice and three copies
(or electronic invoice, if authorized,) to the following address:
DFAS-OM/FPD
ATTN: Accounts Payable
P0 BOX 7020
Bellvue, NE 68005-1920.
At the same time as submittal of the original invoice, the contractor shall also
send a copy to:
NIMA
ATTN: M. Wallach/PCU/Mailstop C99
14675 Lee Road
Chantilly, VA 20151-1715
An invoice must include--
(1) Name and address of the Contractor;
(2) Invoice date;
(3) Contract number, contract line item number and, if applicable, the order
number;
(4) Description, quantity, unit of measure, unit price and extended price of the
items delivered;
(5) Shipping number and date of shipment including the bill of lading number and
weight of shipment if shipped on Government bill of lading;
(6) Terms of any prompt payment discount offered;
(7) Name and address of official to whom payment is to be sent; and
(8) Name, title, and phone number of person to be notified in event of defective
invoice.
Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C.
3903) and Office of Management and Budget (0MB) Circular A-125, Prompt Payment.
(h) Patent indemnity. The Contractor shall indemnify the Government and its
officers, employees and agents against liability, including costs, for actual or
alleged direct or contributory infringement of, or inducement to infringe, any
United States or foreign patent, trademark or copyright, arising out of the
performance of this
<PAGE>
NMA201-98-C-0089
Page 5 of 15
contract, provided the Contractor is reasonably notified of such claims and
proceedings.
(i) Payment. Payment shall be made for items accepted by the Government that
have been delivered to the delivery destinations set forth in this contract. The
Government will make payment in accordance with the Prompt Payment Act (31
U.S.C. 3903) and Office of Management and Budget (0MB) Circular A-125, Prompt
Payment. Unless otherwise provided by an addendum to this contract, the
Government shall make payment in accordance with the clause at FAR 52.232-33,
Mandatory Information for Electronic Funds Transfer Payment, which is
incorporated herein by reference. In connection with any discount offered for
early payment, time shall be computed from the date of the invoice. For the
purpose of computing the discount earned, payment shall be considered to have
been made on the date which appears on the payment check or the specified
payment date if an electronic funds transfer payment is made.
(j) Risk of loss. Unless the contract specifically provides otherwise, risk of
loss or damage to the supplies provided under this contract shall remain with
the contractor until, and shall pass to the Government upon acceptance,
regardless of when or where the Government upon: (1) Delivery of the supplies to
a carrier, if transportation is f.o.b. origin; or (2) Delivery of the supplies
to the Government at the destination specified in the contract, if
transportation is f.o.b. destination.
(k) Taxes. The contract price includes all applicable Federal, State, and local
taxes and duties.
(l) Termination for the Government's convenience. The Government reserves the
right to terminate this contract, or any part hereof, for its' sole convenience.
In the event of such termination, the Contractor shall immediately stop all work
hereunder and shall immediately cause any and all of its suppliers and
subcontractors to cease work. Subject to the terms of this contract, the
Contractor shall be paid a percentage of the contract price reflecting the
percentage of the work performed prior to the notice of termination, plus
reasonable charges the Contractor can demonstrate to the satisfaction of the
Government using its standard record keeping system, have resulted from the
termination. The Contractor shall not be required to comply with the cost
accounting standards or contract cost principles for this purpose. This
paragraph does not give the Government any right to audit the Contractor's
records. The Contractor shall not be paid for any work performed or costs
incurred which reasonably could have been avoided.
(m) Termination for cause. The Government may terminate this contract, or any
part hereof, for cause in the event of any default by the Contractor, or if the
Contractor fails to comply with any contract terms and conditions, or fails to
provide the Government, upon request, with adequate assurances of future
performance. In the event of termination for cause, the Government shall not be
liable to the Contractor for any amount for supplies or services not accepted,
<PAGE>
NMA2O1-98-C-0089
Page 6 of 15
and the Contractor shall be liable to the Government for any and all rights and
remedies provided by law. If it is determined that the Government improperly
terminated this contract for default, such termination shall be deemed a
termination for convenience.
(n) Title. Unless specified elsewhere in this contract, title to items furnished
under this contract shall pass to the Government upon acceptance, regardless of
when or where the Government takes physical possession.
(o) Warranty. The Contractor warrants and implies that the items delivered
hereunder are merchantable and fit for use for the particular purpose described
in this contract.
(p) Limitation of liability. Except as otherwise provided by an express or
implied warranty, the Contractor will not be liable to the Government for
consequential damages resulting from any defect or deficiencies in accepted
items.
(q) Other compliances. The Contractor shall comply with all applicable Federal,
State and local laws, executive orders, rules and regulations applicable to its
performance under this contract.
(r) Compliance with laws unique to Government contracts. The Contractor agrees
to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated
funds to influence certain Federal contracts; 18 U.S.C. 431 relating to
officials not to benefit; 40 U.S.C 327, et seq., Contract Work Hours and Safety
Standards Act; 41 U.S.C. 51-58, Anti-Kickback Act of 1986; 41 U.S.C. 251 related
to whistle blower protections; and 49 U.S.C 40118, Fly American.
(s) Order of precedence. Any inconsistencies in this solicitation or contract
shall be resolved by giving precedence in the following order: (1) the schedule
of supplies/services; (2) the Assignments, Disputes, Payments, Invoice, Other
Compliance's, and Compliance with Laws Unique to Government Contracts paragraphs
of this clause; (3) the clause at 52.212-5; (4) addenda to this solicitation or
contract, including any license agreements for computer software; (5)
solicitation provisions if this is a solicitation; (6) other paragraphs of this
clause; (7) the Standard Form 1449; (8) other documents, exhibits, and
attachments; and (9) the specification.
Addenda to Clause 52.212-4:
(t) Packaging and Marking. All deliverables shall be packaged, packed and marked
in accordance with normal commercial practices to prevent deterioration and
damage during shipping, handling, and storage. The use of asbestos, excelsior,
newspaper or shredded paper (all types including waxed paper, computer paper and
similar hygroscopic or non-neutral material) is prohibited. The Contractor shall
be responsible for removal and proper disposal of all packing and packaging
materials from the applicable government facilities.
<PAGE>
NMA201-98-C-0089
Page 7 of 15
(u) Government Representatives. (1) The Government may, upon contract award or
thereafter; name representatives with titles such as Project Officer,
Contracting Officer's Representative (COR), and so on. Such individuals will be
named in writing by the Contracting Officer, with individual responsibilities
set forth at that time. (2) In any event, no such named individual has the
authority to issue any direction under this contract either technical or
otherwise, which constitutes a change to the terms, conditions, price or
delivery schedule of the contract. Only the Contracting Officer is authorized to
alter the terms and conditions of the contract in any manner.
(v) Special Contract Requirements.
(1) UNAUTHORIZED USE OF NIMA NAME, SEAL, AND INITIALS.
(i) As provided in 10 U.S.C., 2422, no person may, except with the written
permission of the Director, National Imagery and Mapping Agency (NIMA),
knowingly use the words "National Imagery and Mapping Agency" or "Defense
Mapping Agency", the initials, "NIMA" or "DMA", the seal of the National Imagery
and Mapping Agency or the Defense Mapping Agency, or any colorable imitation of
such words, initials, or seal in connection with any merchandise, retail
product, impersonation, solicitation, or commercial activity in a manner
reasonably calculated to convey the impression that such use is approved,
endorsed, or authorized by the Director, NIMA.
(ii) Whenever it appears to the Director, NIMA that any person is engaged
or about to engage in an act or practice which constitutes or will constitute
conduct prohibited by paragraph (i), the Attorney General may initiate a civil
proceeding in a district court of the United States to enjoin such act or
practice. Such court shall proceed as soon as practicable to hearing and
determination of such action and may, at any time before such final
determination, enter such restraining orders or prohibitions, or take such other
action as is warranted, to prevent injury to the United States, or to any person
or class of persons for whose protection the action is brought.
(2) PERFORMANCE OF WORK ON GOVERNMENT PREMISES. The rules and regulations,
whether in effect now or to go into effect in the future, at the premises where
services are to be performed shall apply to the Contractor and its employees
while working on the premises. These regulations include, but are not limited
to: presenting valid identification for entrance, smoking restrictions,
obtaining and using vehicle passes for all contractor-owned and/or privately
owned vehicles, obeying posted directives, strict adherence to security and/or
police directives, and safety procedures and directives.
(3) IDENTIFICATION BADGES.
(i) It is a requirement of this contract that all contractor employees
have an identification badge properly displayed on his/her person at all time
while present at NIMA facilities. NIMA will issue
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NMA201-98-C-0089
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initial badges, upon receipt of the information identified below, without
charge. Lost badges will be replaced at a charge. The contractor shall return
all badges to NIMA when an employee leaves the employ of the contractor, is
taken off this project, or upon completion of the contract.
(ii) No later than 30 days prior to commencing delivery and installation,
the Contractor shall forward to the Contracting Officer a list of all Contractor
or subcontractor employees who will require access to NIMA facilities. This list
must be on original company letterhead and signed by a responsible company
official. The list shall contain the following information: (i) employee name
(last, first, middle initial); (ii) social security number; (iii) complete home
address; (iv) citizenship; and (v) date and place of birth. This list shall also
include the name and phone number for the contractor's point of contact. Changes
in personnel or the addition of personnel will be reported in the same manner
throughout the life of the contract.
(4) Insurance. Pursuant to FAR 52.228-5, Insurance - Work on a Government
Installation, the contractor shall acquire and maintain during the entire
performance period of this contract, insurance of at least the following kinds
and minimum amounts as set forth below:
(i) Workman's Compensation and Employer's Liability Insurance: In
accordance with amounts specified by the laws of the state of Missouri.
(ii) General Liability Insurance: Bodily injury liability in the minimum
amount of $500,000 per occurrence.
(iii) Automobile Liability Insurance: In the amounts of at least $200,000
per person and $500,000 per occurrence for bodily injury and $200,000 per
occurrence for property damage.
Execution of this proposal/contract shall constitute certification that the
contractor is in compliance with all contractual requirements and applicable
State or Federal laws with respect to insurance requirements.
(5) Year 2000 Compliance-- Commercial Supply Items
The contractor shall ensure that all information technology such as: hardware;
software; and firmware delivered under this contract that is required to perform
date/time processing involving dates subsequent to December 31, 1999, be Year
2000 compliant pursuant to the definition below;
Definition: Year 2000 compliant means, with respect to information technology,
that the information technology accurately processes date/time data (including,
but not limited to, calculating, comparing, and sequencing) from, into, and
between the twentieth and twenty-first centuries, and the years 1999 and 2000
and leap year calculations, to the extend that
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NMA201-98-C-0089
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other information technology used in combination with the information technology
being acquired, properly exchanges date/time data with it.
(6) Clauses Incorporated by Reference
(i) Deleted.
(ii) 52.245-2 Government Property (Fixed-Price Contracts). (DEC 1989) --
Alternate I (APR 1984).
(iii) 52.232-18 Availability of Funds. (APR 1984)
(7) Clauses Incorporated in Full Text
(i) 52.216-24 Limitation of Government Liability. (APR 1984)
(a) In performing this contract, the Contractor is not authorized to
make expenditures or incur obligations exceeding $312,000.00
dollars.
(b) The maximum amount for which the Government shall be liable if this
contract is terminated is $312,000.00 dollars.
(End of clause)
(ii) 52.216-25 Contract Definitization. (OCT 1997)
(a) A Firm Fixed Price (FFP) definitive contract is contemplated. The
Contractor agrees to begin promptly negotiating with the Contracting
Officer the terms of a definitive contract that will include (1) all
clauses required by the Federal Acquisition Regulation (FAR) on the date
of execution of the letter contract, (2) all clauses required by law on
the date of execution of the definitive contract, and (3) any other
mutually agreeable clauses, terms, and conditions. The Contractor agrees
to submit a Firm Fixed Price proposal and cost or pricing data supporting
its proposal.
(a) The schedule for definitizing this contract is:
Milestone/Activity Estimated Date
========================================================
Submission of Proposal 15NOV98
Negotiation Target Date 10JAN99
Definitizing Modification Issued 15FEB99
(c) If agreement on a definitive contract to supersede this letter
contract is not reached by the target date in paragraph (b) of this
section, or within any extension of it granted by the Contracting Officer,
the Contracting Officer may, with the approval of the head of the
contracting activity, determine a reasonable price or fee in accordance
with Subpart 15.4 and Part 31 of the FAR, subject to Contractor appeal as
provided in the Disputes clause. In any event, the Contractor shall
proceed with
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NMA2O1-98-C-0089
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completion of the contract subject only to the Limitation of Government
Liability clause.
(1) After the Contracting Officer's determination of price or fee,
the contract shall be governed by -
(i) All clauses required by the FAR on the date of execution
of this letter contract for either fixed-price or
cost-reimbursement contracts, as determined by the Contracting
Officer under this paragraph (c);
(ii) All clauses required by law as of the date of the
Contracting Officer's determination; and
(iii) Any other clauses, terms, and conditions mutually agreed
upon.
(2) To the extent consistent with subparagraph (c) (1) of this
section, all clauses, terms, and conditions included in this letter
contract shall continue in effect, except those that by their nature
apply only to a letter contract.
(End of clause)
52.212-5 Contract Terms and Conditions Required to Implement Statutes or
Executive Orders--Commercial Items. (AUG 1996)
(a) The Contractor agrees to comply with the following FAR clauses, which are
incorporated in this contract by reference, to implement provisions of law or
executive orders applicable to acquisitions of commercial items:
(1) 52.222-3, Convict Labor (E.O. 11755); and
(2) 52.233-3, Protest After Award (31 U.S.C 3553).
(b) The Contractor agrees to comply with the FAR clauses in this paragraph (b)
which the contracting officer has indicated as being incorporated in this
contract by reference to implement provisions of law or executive orders
applicable to acquisitions of commercial items or components:
(Contracting Officer shall check as appropriate.)
|X| (1) 52.203-6, Restrictions on Subcontractor Sales to the Government, with
Alternate I (41 U.S.C. 253g and 10 U.S.C. 2402).
|X| (2) 52.203-10, Price or Fee Adjustment for Illegal or Improper Activity (41
U.S.C. 423).
|_| (3) 52.219-8, Utilization of Small Business Concerns and Small Disadvantaged
Business Concerns (15 U.S.C. 637 (d) (2) and (3));
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NMA2O1-98-C-0089
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|_| (4) 52.219-9, Small, Small Disadvantaged and Women-Owned Small Business
Subcontracting Plan (15 U.S.C. 637 (d)(4));
|_| (5) 52.219-14, Limitation on Subcontracting (15 U.S.C. 637(a) (14)).
|X| (6) 52.222-26, Equal Opportunity (E.O. 11246).
|X| (7) 52.222-35, Affirmative Action for Special Disabled and Vietnam Era
Veterans (38 U.S.C. 4212).
|X| (8) 52.222-36, Affirmative Action for Handicapped Workers (29 U.S.C. 793).
|X| (9) 52.222-37, Employment Reports on Special Disabled Veterans and Veterans
of the Vietnam Era (38 U.S.C. 4212).
|_| (10) 52.225-3, Buy American Act--Supplies (41 U.S.C. 10).
|_| (11) 52.225-9, Buy American Act--Trade Agreements Act--Balance of Payments
Program (41 U.S.C. 10, 19 U.S.C. 2501-2582).
|_| (12) Reserved.
|_| (13) 52.225-18, European Union Sanctions for End Products (E.O. 12849).
|_| (14) 52.225-19, European Union Sanctions for Services (E.O. 12849).
|_| (15) (i) 52.225-21, Buy American Act--North American Free Trade Agreement
Implementation Act--Balance of Payments Program (41 U.S.C 10, Pub. L. 103-187).
|_| (15) (ii) Alternate I of 52.225-21.
|X| (16) 52.239-1, Privacy or Security Safeguards (5 U.S.C. 552a).
|_| (17) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels
(46 U.S.C. 1241).
(c) The Contractor agrees to comply with the FAR clauses in this paragraph (c),
applicable to commercial services, which the Contracting Officer has indicated
as being incorporated in this contract by reference to implement provisions of
law or executive orders applicable to acquisitions of commercial items or
components:
(Contracting Officer check as appropriate.)
|_| (1) 52.222-41, Service Contract Act of 1965, As amended (41 U.S.C. 351, et
seq.).
|_| (2) 52.222-42, Statement of Equivalent Rates for Federal Hires (29 U.S.C.
206 and 41 U.S.C. 351, et seq.).
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NMA201-98-C-0089
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|_| (3) 52.222-43, Fair Labor Standards Act and Service Contract Act--Price
Adjustment (Multiple Year and Option Contracts) (29 U.S.C. 206 and 41 U.S.C.
351, et seq.).
|_| (4) 52.222-44, Fair Labor Standards Act and Service Contract Act--Price
Adjustment (29 U.S.C. 206 and 41 U.S.C. 351, et seq.).
|_| (5) 52.222-47, SCA Minimum Wages and Fringe Benefits Applicable to Successor
Contract Pursuant to Predecessor Contractor Collective Bargaining Agreement
(CBA) (41 U.S.C. 351, et seq.).
(d) Comptroller General Examination of Record. The Contractor agrees to comply
with the provisions of this paragraph (d) if this contract was awarded using
other than sealed bid, is in excess of the simplified acquisition threshold, and
does not contain the clause at 52.215-2, Audit and Records--Negotiation.
(1) The Comptroller General of the United States, or an authorized
representative of the Comptroller General, shall have access to and right to
examine any of the Contractor's directly pertinent records involving
transactions related to this contract.
(2) The Contractor shall make available at its offices at all reasonable times
the records, materials, and other evidence for examination, audit, or
reproduction, until 3 years after final payment under this contract or for any
shorter period specified in FAR Subpart 4.7, Contractor Records Retention, of
the other clauses of this contract. If this contract is completely or partially
terminated, the records relating to the work terminated shall be made available
for 3 years after any resulting final termination settlement. Records relating
to appeals under the disputes clause or to litigation or the settlement of
claims arising under or relating to this contract shall be made available until
such appeals, litigation, or claims are finally resolved.
(3) As used in this clause, records include books, documents, accounting
procedures and practices, and other data, regardless of type and regardless of
form. This does not require the Contractor to create or maintain any record that
the Contractor does not maintain in the ordinary course of business or pursuant
to a provision of law.
(e) Notwithstanding the requirements of the clauses in paragraphs (a), (b), (c)
or (d) of this clause, the Contractor is not required to include any FAR clause,
other than those listed below (and as may be required by an addenda to this
paragraph to establish the reasonableness of prices under Part 15), in a
subcontract for commercial items or commercial components--
(1) 52.222-26, Equal Opportunity (E.O. 11246);
(2) 52.222-35, Affirmative Action for Special Disabled and Vietnam Era Veterans
(38 U.S.C. 2012(a)); and
(3) 52.222-36, Affirmative Action for Handicapped Workers (29 U.S.C. 793).
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(4) 52.247-64, Preference for Privately Owned U.S.-Flagged Commercial Vessels
(46 U.S.C. 1241) (flow down not required for subcontracts awarded beginning May
1, 1996).
252.212-7001 Contract terms and conditions required to implement statutes or
Executive Orders applicable to Defense Acquisitions of commercial items. (NOV
1995)
(a) The Contractor agrees to comply with the Defense Federal Acquisition
Regulation Supplement (DFARS) clause 252.247-7023, Transportation of Supplies by
Sea, which is included in this contract by reference to implement 10 U.S.C.
2631.
(b) The Contractor agrees to comply with any clause that is checked on the
following list of DFARS clauses which, if checked, is included in this contract
by reference to implement provisions of law or Executive Orders applicable to
acquisitions of commercial items or components.
|X| 252.205-7000 Provision of Information to Cooperative Agreement Holders (10
U.S.C. 2416)
|_| 252.206-7000 Domestic Source Restriction (10 U.S.C. 2304).
|_| 252.219-7001 Notice of Partial Small Business Set-Aside with Preferential
Consideration for Small Disadvantaged Business Concerns (|_| Alternate I)
(Section 9004, Pub. L.101-165(10 U.S.C.2301(repealed) note)).
|_| 252.219-7002 Notice of Small Disadvantaged Business Set-Aside (|_| Alternate
I) (15 U.S.C. 644).
|_| 252.219-7003 Small Business and Small Disadvantaged Business Subcontracting
Plan (DoD Contracts) (15 U.S.C. 637).
|_| 252.219-7005 Incentive for Subcontracting with Small Businesses, Small
Disadvantaged Businesses, Historically Black Colleges and Universities and
Minority Institutions (|_| Alternate I) (Section 9004, Pub. L. 101-165(10
U.S.C.2301 (repealed)note)).
|_| 252.219-7006 Notice of Evaluation Preference for Small Disadvantaged
Business Concerns (|_| Alternate I) (15 U.S.C. 644).
|X| 252.225-7001 Buy American Act and Balance of Payment Program (41 U.S.C. 10,
E.O. 10582).
|X| 252.225-7007 Trade Agreements (10 U.S.C. 2501-2582).
|_| 252.225-7012 Preference for Certain Domestic Commodities.
|_| 252.225.7014 Preference for Domestic Specialty Metals (10 U.S.C. 2241 note).
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|_| 252.225-7015 Preference for Domestic Hand or Measuring Tools (10 U.S.C. 2241
note).
|_| 252.225-7017 Preference for United States and Canadian Valves and Machine
Tools (10 U.S.C. 2534 (c)(2)).
|_| 252.225-7027 Limitation on Sales Commissions and Fees (12 U.S.C. 2779).
|_| 252.225-7028 Exclusionary Policies and Practices of Foreign Governments (22
U.S.C. 2755).
|_| 252.225-7029 Restriction on Acquisition of Air Circuit Breakers (10 U.S.C.
(a) (3)).
|X| 252.225-7036 North American Free Trade Agreement Implementation Act.
|X| 252.227-7015 Technical Data-Commercial Items (10 U.S.C. 2320).
|_| 252.227-7037 Validation of Restrictive Markings on Technical Data (10 U.S.C.
2321).
|X| 252.233-7000 Certification of Claims and Requests for Adjustment or Relief
(10 U.S.C. 2410).
|_| 252.242-7002 Submission of Commercial Freight Bills for Audit (31 U.S.C.
3726).
|X| 252.247-7024 Notification of Transportation of Supplies by Sea (10 U.S.C.
2631).
|X| 252.249-7001 Notification of Substantial Impact on Employment (10 U.S.C.
2501 note).
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CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS:
Attachment 1 Statement of Work for the NIMA Geospatial Information
Management Data Environment 2000 (GIMDE 2000) (DRAFT) dated
22SEP98.
Attachment 2 DD254 DoD Contract Security Classification Specification
Attachment 3 Government Furnished Property List
<PAGE>
DRAFT
SEAL
NATIONAL IMAGERY AND MAPPING AGENCY
Statement of Work (SOW)
For The
National Imagery and Mapping Agency (NIMA)
Geospatial Information Management Data Environment 2000
22 September 1998
NMA 201-98-C-0089
Attachment (1)
<PAGE>
DRAFT
Table of Contents
1.0 INTRODUCTION ............................................................ 3
1.1 Purpose .............................................................. 3
1.2 Scope ................................................................. 3
1.3 Background ............................................................ 4
2.0 APPLICABLE DOCUMENTS .................................................... 6
3.0 REQUIREMENTS ............................................................ 7
3.1 Program Management .................................................... 7
3.1.1 Program Organization, Planning, Monitoring, and Control ........... 7
3.1.2 Management Reporting and Review ................................... 8
3.1.3 Procurement and Subcontractor Management .......................... 8
3.2 Coordination and Synchronization ...................................... 9
3.2.1 United States Imagery and Geospatial Information System and
NIMA Program Coordination ................................................ 9
3.4 System Engineering ....................................................10
3.4.1 System Engineering Management Planning ............................10
3.4.2 Technical Reviews .................................................10
3.4.3 Requirements Analysis .............................................10
3.4.4 GIMDE 2K Design ...................................................11
3.4.5 Software Development - Functional Software ........................12
3.4.6 Software Development - Middleware .................................12
3.4.7 Software Integration ..............................................13
3.4.8 Test and Evaluation ...............................................13
3.5 Development to Sites ..................................................14
3.5.1 Site Installation and Integration Planning ........................14
3.5.2 Site Preparation ..................................................14
3.5.3 Installation and Checkout .........................................14
3.5.6 Site Acceptance ...................................................15
3.6 Training ..............................................................15
3.7 Operations & Maintenance ..............................................15
4.0 CONTRACT DATA REQUIREMENTS ..............................................17
4.1 Deliverable Documents .................................................17
5.0 ACRONYMS ................................................................18
ii
<PAGE>
DRAFT
1.0 INTRODUCTION
Workflow management is a central activity in the production of geospatial
information / intelligence. Its goal is to facilitate the efficient and
effective use of resources in the production process. The accomplishment of this
goal requires that a workflow management process be able to manage requirements,
manage and schedule the production process, stage resources, measure the
efficiency and effectiveness of the production process and report results. The
effectiveness with which any workflow management application(s) supports these
functions ultimately then determines the effectiveness of those responsible for
the production of geospatial information with respect to both the quality and
quantity of products they produce.
1.1 Purpose
The purpose and goals of Geospatial Information Management Data Environment 2000
(GIMDE 2K) are to:
o Replace the current non Year 2000 (Y2K) compliant workflow management
functionality of the Digital Production System (DPS) Production Management
Segment (PM/S) with a set of Y2K compliant tools;
o Utilize COTS tools to the greatest extent possible to implement the
required functionality;
o Implement the required functionality consistent with the USIGS
Architecture;
o Provide additional functionality beyond that currently supported by PM/S
consistent with schedule and cost constraints;
o Support Full Operational Capability (FOC) of required functionality by
August 1999.
The purpose of the GIMDE 2K Statement of Work (SOW) is to delineate program
tasks associated with implementing requirements associated with the GIMDE 2K
management applications. The GIMDE 2K Concept of Operations (CONOPS) and
Functional Requirements Document (FRD) define these requirements at the highest
level. In addition, this SOW delineates tasks associated with the management,
coordination and synchronization, systems engineering, deployment and training
associated with the GIMDE 2K management applications excluding Geospatial
Product Tool (GPT).
1.2 Scope
This SOW encompasses GIMDE 2K workflow management applications, and their
requisite interface(s), inclusive of requirements and order entry analysis,
preplanning, planning, production scheduling, workflow planning, workflow
scheduling, and metrics collections and analysis used to support the
compilation, analysis and production of geospatial intelligence / information as
identified in the GIMDE 2K CONOPS exclusive of GPT. It includes applications in
support of activities at the National Imagery
3
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DRAFT
and Mapping Agency (NIMA) Bethesda, Reston and St. Louis centers. Since the
workflow management process interacts with processes distributed among many
software applications and systems any workflow management system must have the
capability to interface with these software applications and systems. USIGS
Interoperability Profile (UIP) documentation identifies interface standards to
which GIMDE 2K will be built.
1.3 Background
NIMA was formally established by the Department of Defense on 1 October 1996,
and tasked to provide timely, relevant and accurate imagery and geospatial
intelligence / information in support of national security objectives. The
formation of NIMA brought together a diverse group of operational entities with
a broad array of missions, processes and methodologies. Successful integration
of these individual missions, processes and methodologies is critical to
realization of NIMA's strategic objectives. The United States Imagery and
Geospatial Information System (USIGS) is designed to support the overall
integration of NIMA by providing a common information systems architecture. A
main objective of USIGS is the definition of a set of standard interfaces to
reduce the cost of change and improve interoperability within the IGC.
Additional objectives of USIGS include: the reduction redundant functionalities;
facilitating the injection of new technologies; and promoting reductions in
overall life cycle costs.
USIGS is being defined, implemented, and fielded in phases as resources and
mission requirements dictate. The initial phase addresses the integration of
geospatial and imagery systems to reduce redundancies, increase commonality and
standardization, and improve interoperability between internal and external
customers. USIGS development will be an evolutionary process. Critical to this
process will be the achievement of the following objectives:
o Interoperability and seamless access;
o Elimination of data redundancy;
o Standardization of software applications and interfaces;
o Provision of functionalities as outlined in the NIMA Operations
Directorate Vision and USIGS Operational Architecture;
o Alignment with commercial standards and technical direction.
USIGS functionality can be categorized into the following four elements that
perform, support or manage processes associated with the production of imagery
and geospatial intelligence / information:
o Information Management: Responsible for providing applications and tools
to support the management of user resource requirements, task scheduling
and allocation, performance monitoring, and status reporting;
4
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DRAFT
o Archive and Dissemination: Provides the mechanisms to store USIGS
information, tools to access it, structure it, and deliver it in a timely
manner;
o Exploitation: Provide tools and applications to support the data
exploitation and analysis, and product generation process;
o Infrastructure: Provides the necessary support functions and
communications to facilitate the exchange of information among the tools
and applications provided by other USIGS elements.
Workflow management makes up a subset of the Information Management
functionalities defined by the USIGS. Workflow management encompasses the
processes by which customer needs are translated into exploitation and product
generation tasks; the allocation and scheduling of resources, to include
personnel, data, tools and equipment; the staging of material required to
support tasks; the maintenance of production status information; and capturing
metrics by which the production performance is measured.
5
<PAGE>
DRAFT
2.0 APPLICABLE DOCUMENTS
The following documents of the exact issue shown form a part of this Statement
of Work (SOW) to the extent specified herein.
o USIGS Evolutionary Phased Implementation Plan, CLIN 01 FY98, September
1997 (Draft)
o USIGS Systems Architecture Description, Volume I, September 1997 (Draft) -
o USIGS Interoperability Profile (UIP), 28 July 1998
o Geospatial Information Management Data Environment 2000, Functional
Requirements Document (FRD), 1 July 1998 Draft
o Geospatial Information Management Data Environment 2000, Concept of
Operations, 4 August 1998 Draft
6
<PAGE>
DRAFT
3.0 REQUIREMENTS
The GIMDE 2K CONOPS and FRD define the minimum set of high level requirements
for any GIMDE 2K deliverable(s). It is anticipated that any delivered
application(s) will also include additional workflow management capabilities
consistent with schedule and cost constraints. In addition, strong consideration
should be given to overall system flexibility, scalability and maintainability
as it relates to future capability enhancements and reduced life-cycle costs.
Specific tasking requirements as they relate to program management, coordination
and synchronization, configuration management, systems engineering, and
deployment are detailed in the remainder of this document. Data requirements
with the exception of software deliverables as they relate to this SOW are
detailed in the Contract Data Requirements List (CDRL) and are also listed with
their associated tasking within their appropriate subsection. The Contractor
shall ensure that all data elements listed in the CDRL are delivered to the
Government as specified in the contract or in the CDRL. In the event that the
any CDRL data element is revised or updated the Contractor shall ensure that the
GIMDE 2K Program Office is provided an updated or revised copy of that element
as soon as it is available.
3.1 Program Management
3.1.1 Program Organization, Planning, Monitoring, and Control
The Contractor shall establish a formal organization responsible for executing
the total effort required by the contract. The contractor shall establish a
clear line of authority among all organizational elements (including
subcontractors). Roles, responsibilities, and reporting requirements shall be
established for each organizational element.
The Contractor shall appoint a full-time Contractor Program Manager (CPM) who
has the responsibility for accomplishment of all tasks to be performed under the
contract to include the direction and coordination of management and engineering
efforts, interfaces, and program interactions. The CPM shall be the primary
technical liaison between the program and the Contractor's corporate
organization, between the Contractor and subcontractors, and between the
Contractor and the Government, for all technical matters relating to the
contract.
The Contractor shall develop and maintain a GIMDE 2K Program Management Plan
(PMP). The PMP shall:
o Establish the Contractor's program organization, structure, authority,
roles, responsibilities, and internal reporting relationships;
o Establish program management procedures and policies;
o Reference the Program Master Schedule.
7
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DRAFT
The Contractor shall develop and maintain a Program Master Schedule that defines
the schedule of all tasks, milestones, and deliverables to include dependencies.
The Program Master Schedule shall consist of a top-level schedule and lower tier
schedules showing increasing levels of detail down to an including the subtask
level. The Contract shall implement controls to ensure that only Government
authorized changes are made to the Program Master Schedule (PMS).
(CDRL A-00l, Program Management Plan)
(CDRL A-002, Program Master Schedule)
3.1.2 Management Reporting and Review
The Contractor shall monitor and report program status and progress against
identified program goals and milestones. The PMS shall be the key reference
document for planning, controlling, and reporting requirements of the GIMDE 2K.
The Contractor shall ensure that schedule and status reporting is in accordance
with the PMS and contractual requirements.
The Contractor shall conduct a monthly Program Management Review (PMR) at his
facility. Attendance at the PMRs will include the Government, the GIMDE 2K
Contractor, and subcontractors as required. All other attendees will be at the
option of the Government, and may include support contractors and contractors
from other USIGS elements. The initial PMR shall be held within 30 days of
contract award. Each PMR shall address schedule status, proposed changes to the
Master Schedule, technical accomplishments, issues, risks, and planned
activities. The PMR shall address other technical and programmatic topics as
directed by the Government.
The Contractor's facilities for the PMR shall support Government only meetings
and side meetings as well as personnel, data, materials and equipment necessary
to carry out an efficient and effective meeting. In addition, the Contractor's
facilities shall support the holding of concurrent Executive Sessions in order
to address specific issues as identified by the Government.
The Government may schedule or the Contractor may request that the Government
schedule Technical Exchange Meetings (TEMs). The Contractor shall support all
TEMs scheduled by the GIMDE 2K Program Office.
The Contractor shall provide Agendas, Briefing Charts, and Minutes for all
formal meetings and reviews. The Contractor shall deliver drafts of Agendas and
Briefing Charts, as appropriate, one week prior to the meeting.
3.1.3 Procurement and Subcontractor Management
The Contractor shall manage the procurement of software items as well as other
support and services as required to satisfy the contract and not specifically
identified as government furnished. The Contractor shall maintain inventory
control for all items purchased or provided by the Government in support of the
8
<PAGE>
DRAFT
contract. The Contractor shall pass down to the subcontractor(s) all contract
requirements applicable to the subcontracted effort.
The Contractor shall review each subcontractor's progress and status and
communicate the results to the Government at the PMRs. The Contractor shall also
ensure that the results of subcontractor reviews are incorporated on the PMS.
The Contractor shall supply Subcontractor Management to procure those items
where the purchase's scope dictates that the purchase be governed by a contract
mechanism rather that a purchase order. The Contractor shall seek Government
approval of purchases above a limit negotiated as part of the contract award,
made in support of contract execution. Approvals shall be sought al least 120
days prior to the required delivery/integration or on a shorter schedule as
approved by the CO.
3.2 Coordination and Synchronization
3.2.1 United States Imagery and Geospatial Information System and NIMA Program
Coordination
To ensure maximum consistency with USIGS objectives and requirements the
Contractor shall collect and analyze USIGS requirements as defined in the USIGS
Systems Architecture Description, Volume I and other controlling documents as
may be defined applicable to GIMDE 2K. In addition, the Contractor shall
establish and maintain a working relationship[SCI] with other NIMA program
personnel with anticipated interfaces to GIMDE 2K including but not limited to
activities being due under the auspices of NIMA Storage and Delivery (SD), NIMA
MOR and NIMA Exploitation Systems (ES). The Contractor shall maintain
relationships with both key Government and contractor personnel. The Contractor
shall attend and participate in technical and management meetings relevant to
other appropriate NIMA programs. The Contractor shall monitor, mitigate and
resolve any technical, management, or schedule conflicts which may impact the
design, development, and implementation of the GIMDE 2K management applications
and interfaces as defined by this SOW. The Contractor shall obtain Government
concurrence prior to implementation of any mitigation strategy, which may
adversely impact GIMDE 2K schedules or costs. The Contractor shall report on all
coordination activities excluding those conducted exclusively via telephone. The
Contractor shall provide copies of the reports to the GIMDE 2K Program Office.
The report shall identify a point of contact by name and telephone number of a
Contractor representative with cognitive knowledge, a brief description of the
subjects covered, as well as the time and date held.
(CDRL A-003, Coordination Reports)
9
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DRAFT
3.4 System Engineering
3.4.1 System Engineering Management Planning
The Contractor shall develop and maintain the GIMDE 2K Software Development and
Integration Plan (SDIP) which will detail the GIMDE 2K development and
integration methodology. The Contractor shall perform the systems engineering
tasks using the Contractor's proposed best practices, as approved by the
Government.
(CDRL A-004, Software Development and Integration Plan)
3.4.2 Technical Reviews
As part of GIMDE 2K engineering management the Contractor shall schedule and
conduct technical reviews. The timing, number and content of the technical
review required will be based on negotiations between the Contractor and
Government prior to contract award. The following represent examples of the
types of technical reviews expected to be conducted:
o Requirements Reviews (RR);
o System Design Reviews (SDR);
o Test Readiness Reviews (TRR).
The Contractor shall schedule and conduct technical reviews at the Contractor
facility or facility identified by the Government and shall maintain a list of
action items for resolution resulting from these reviews. The Contractor shall
maintain an action item tracking system to ensure adequate follow-up and
resolution. The Contractor shall report the status of action items maintained in
this system as part of the monthly PMR.
The Contractor shall coordinate the time and location of technical reviews to
minimize the impact on Government resources and travel.
(CDRL A-005, Action Items)
(CDRL A-006, Agendas, Briefing Charts, and Minutes)
3.4.3 Requirements Analysis
The Contractor shall conduct a Requirements Analysis in order to identify,
validate and develop a set of detailed GIMDE 2K requirements. The GIMDE 2K
detailed requirements set shall include user, functional, and interface
requirements. The Contractor shall ensure that detailed user, functional, and
interface requirements are consistent with the USIGS architecture.
10
<PAGE>
DRAFT
The Contractor shall use the GIMDE 2K FRD and CONOPS as well as perform modeling
and prototyping as necessary in order to establish a set of detailed user,
functional and interface requirements. The set of GIMDE 2K detailed requirements
derived shall be sufficient to:
o Ensure a common (end user, service provider, and development personnel)
understanding of requirements;
o Ensure requirements are complete, consistent, and testable;
o Allocate each requirement to hardware and / or software and potential CIs;
o Define the inputs, outputs and processes for every function at the
potential CI level.
The Contractor shall document the detailed requirements derived in a GIMDE 2K
Requirements Specification. The Contractor shall ensure traceability between
detailed requirements and high level requirements and document that traceability
in the GIMDE 2K Requirements Specification.
The Contractor shall consider at least the following as the basis for the
requirements analysis effort:
o GIMDE 2K FRD;
o NIMA Business Plan;
o GIMDE 2K CONOPS;
o GIMDE 2K Prototyping Efforts;
o NIMA Operations Directorate Vision.
(CDRL A-007, Requirements Specification)
3.4.4 GIMDE 2K Design
The Contractor shall analyze, define, allocate and document the GIMDE 2K design.
The Contractor shall employ modeling, and prototyping as appropriate in order to
analyze design alternatives and identify associated tradeoffs in the areas of
performance, functionality, schedule, risk, operability, maintainability and
user acceptance.
The Contractor shall recommend specific alternatives to be implemented in the
GIMDE 2K design. Subject to Government concurrance, the recommended alternatives
shall be documented in the GIMDE 2K management application(s) System Design
Document (SDD). The GIMDE 2K SDD shall identify and describe all COTS software
(by vendor, title, and release) as well as all GOTS or development software
employed in the design. In addition the SDD shall identify all GIMDE 2K
interfaces, internal and external, temporary, and permanent to be incorporated
into the design of GIMDE 2K as defined a
11
<PAGE>
DRAFT
within the scope of this SOW. The Contractor shall indicate interface type and
access method to be used for each interface.[SC2].
The Contractor shall partition GIMDE 2K design into Computer Software
Configuration Items (CSCIs), and manual operations and document it in the GIMDE
2K SDD. The Contractor shall analyze GIMDE 2K detailed requirements and allocate
these requirements to individual CSCIs, or manual operations and document it in
the GIMDE 2K SDD. The incorporation of previously developed items and Government
Furnished Property (GFP) shall be considered in the partitioning of GIMDE 2K.
The Contractor shall provide the Government a Software Design Description
(SWDD), which will document the design of all development COTS and GOTS, CSCIs
that are part of the GIMDE 2K. In addition, the Contractor shall provide the
Government an Interface Design Description (IDD) which shall provide detailed
information as to design of all interfaces incorporated into the design.
The Contractor shall ensure that the GIMDE 2K detailed requirements are met or
exceeded by the GIMDE 2K design. The Contractor shall demonstrate that the
detailed requirements of the GIMDE 2K have been met or exceeded and are testable
based on the GIMDE 2K design.
(CDRL A-008, System Design Document)
(CDRL A-009, Software Design Description)
(CDRL A-010, Interface Design Description)
3.4.5 Software Development - Functional Software[SC3]
The Contractor shall maintain a Software Development Environment (SDE) to
support all software development and integration activities. The Contractor
shall conduct Functional software development activities as necessary consistent
with the GIMDE 2K design. The Contractor shall report the status of all
Functional software development activities as part of the GIMDE 2K PMR. The
Contractor shall employ SDE tools to support Functional software development
activities. The Contractor shall document all ongoing and finalized Functional
software development activities in a Software Product Specification (SPS). The
Contractor shall deliver a SPS for each discrete Functional software product
developed. In addition the Contractor shall develop appropriate user,
operations, and maintenance documentation to support the efficient and effective
use, operation and maintenance of the developed Functional software.
(CDRL A-011, Software Product Specification)
3.4.6 Software Development - Middleware
The Contractor shall conduct Middleware development activities as necessary
consistent with the GIMDE 2K design. The Contractor shall report the status of
all Middleware development activities as part of the monthly PMR. The Contractor
shall employ additional SDE tools to support Middleware software development
activities. The Contractor shall document all ongoing and finalized Middleware
software development activities in a SPS. The Contractor shall deliver a SPS for
each discrete Middleware software product developed. In addition, the Contractor
shall develop appropriate
12
<PAGE>
DRAFT
operations, and maintenance documentation to support the efficient and effective
operation and maintenance of the developed Middleware software.
(CDRL A-011, Software Product Specification)
3.4.7 Software Integration
The Contractor shall conduct software integration activities as necessary
consistent with the GIMDE 2K Government reviewed design. The Contractor shall
report the status of all integration activities as part of the GIMDE 2K PMR. The
Contractor shall maintain a Software Development Environment (SDE) sufficient to
support all required software integration activities. The Contractor shall
employ additional SDE tools to support required software integration activities.
The Contractor shall document all ongoing and finalized integration activities
in the appropriate SPS.
The Contractor shall update developed user, operations and maintenance
documentation and manuals to ensure they reflect software changes generated as
the result of any integration activity. The Contractor shall deliver user,
operations, and maintenance documentation and manuals.
(CDRL A-012, Software User, Operations, and Maintenance Manuals and
Documentation: Development)
3.4.8 Test and Evaluation
The Contractor shall develop a GIMDE 2K Test Plan (TP), which shall govern all
test and evaluation activities. The Contractor shall verify by means of the TP
that all requirements of GIMDE 2K defined within the scope of this SOW have been
met or exceeded. The TP shall detail test procedures and test scenarios to be
followed as part of the evaluation process for each software deliverable defined
with the scope of this SOW. The TP shall also include a detailed schedule as to
the timing of all test and evaluation activities defined in the TP consistent
with the PMS. The TP shall encompass all factory acceptance-testing activities.
Factory acceptance testing as defined within this SOW includes: unit testing of
each software deliverable defined within the scope of this SOW; subsystem
testing both with respect to the software deliverables defined with the scope of
this SOW, the Management Data Library (MDL) Information Access Services (IAS)
and the GPT. The Contractor shall document instances in which test procedures
fail to provide proof that a GIMDE 2K requirement(s) has been met in the form of
a Discrepancy Report (DR). The Contractor shall repeat both unit and subsystem
level testing if changes are made to a software deliverable after unit level
tests on that software deliverable has been completed. The Contractor shall
conduct unit and subsystem level testing consistent with GIMDE 2K PMS. The
Contractor shall not be responsible for testing at the unit level, COTS software
deliverables that have not been modified as the result of this acquisition.
The Contractor shall perform all test and evaluation activities identified in
the TP at the Contractors facility. The Contractor's test environment shall
support or simulate a complete site configuration. In addition the Contractor
shall document instances in which individual test procedures result in the
system not performing as anticipated, but not associated with a requirement in
the form of a Discrepancy Report (DR). The Contractor shall conduct Test
Readiness Reviews and incorporate them into the TP as
13
<PAGE>
DRAFT
negotiated with the Government. The Contractor shall ensure software
deliverables, which have passed factory acceptance testing as defined by this
SOW, are delivered to the Reston NIMA Production Facility (NPF) consistent with
the PMS.
(CDRL A-013, Test Plan)
(CDRL A-014, Discrepancy Report)
3.5 Deployment to Sites[SC4]
3.5.1 Site Installation and Integration Planning [SC5]
The Contractor shall develop a Site Installation and Integration Plan (SIIP).
The SIIP shall include a deployment schedule as to time and place as well as
document specific site preparation activities including assuring the
availability of all required software, hardware, communications, and personnel
resources. The SIIP shall also document site installation and integration
activities required to deploy and activate the GIMDE 2K software deliverables
defined within the scope of this SOW. The SIIP shall also identify the
individual(s) assigned the responsibility for ensuring they are performed. The
Contractor shall seek to minimize the impact on site operation when developing
the SIIP. The Contractor shall coordinate with site personnel and perform site
visits as required in developing the SIIP.
(CDRL A-015, Site Installation and Integration Plan)
3.5.2 Site Preparation
The Contractor shall confirm no later than 45 working days prior to scheduled
installation, that the receiving site is ready for GIMDE 2K installation. The
Contractor shall confirm that the necessary hardware, software, communications
capabilities, documentation and personnel are in place and ready for
installation and activation of the GIMDE 2K. The Contractor shall notify the
Government within 5 working days of discovery of any site deficiencies that
would prevent successful site installation and activation.
(CDRL A-016, Site Readiness Checklist)
3.5.3 Installation and Checkout
The Contractor shall schedule and coordinate all site installation activities
with the appropriate site officials. The Contractor shall perform all activities
and services necessary to install and activate the GIMDE 2K software
deliverables defined within the scope of this SOW, e.g., assembly, installation,
checkout, and connection to site infrastructure. The Contractor shall perform a
product checkout, and perform any necessary corrective actions to complete the
process, following the procedures described in the Site Installation and
Integration Plan.
14
<PAGE>
DRAFT
The Contractor shall notify the Government of any installation and/or checkout
problems that may or did prevent successful installation or site acceptance. The
Contractor shall initiate corrective action to resolve the problem. The
Contractor shall document the site installation and checkout process using the
Government approved checklist.
(CDRL A-017, Installation and Checkout Checklist)
3.5.6 Site Acceptance
The Contractor shall support the Government in the execution of site acceptance
testing and Operational Readiness Reviews (ORR) to include technical, operations
and maintenance support. The Contractor shall assist the Government in verifying
that the GIMDE 2K software deliverables defined with in the scope of this SOW
meet documented requirements. The Contractor shall report problems via DRs. The
Contractor shall provide initial training as to the installation, operations and
maintenance of GIMDE 2K products.[SC6]
3.6 Training
The Contractor shall provide subject matter experts related to the design,
implementation, operations, and maintenance of the software deliverables defined
within the scope of this SOW. These subject matter experts shall support the
Government and other organizations identified by the Government in developing
courseware specific to the software deliverables defined within the scope of
this SOW. The Contractor shall review the GIMDE 2K CONOPS and Training
Management Plan (TMP) and provide recommended changes to the number of staff
level required to operate and maintain the software deliverables defined within
the scope of this SOW.
The Contractor shall develop a GIMDE 2K Staffing and Training Skills Assessment
Report (STSAR), which shall at a minimum, identify:
o The number, type and staff level of individuals required to support
operations and maintenance activities associated with each software
deliverables defined within the scope of this SOW;
o The knowledge, skills, and abilities both technical and non-technical
required of each user type (as defined in the TMP) for each software
deliverables defined within the scope of this SOW;
o Assumptions as prerequisite skills held by user type and the new skills
that are expected to be taught as the result of the training regiment
developed;
o Recommendations as to the content; method and media to use to provide
initial and sustainment training for each user type;
(CDRL A-018, Staffing and Training Skills Assessment Report)
3.7 Operations & Maintenance
15
<PAGE>
DRAFT
The Contractor shall be responsible for the operations and maintenance of all
GIMDE 2K software deliverables defined within the scope of this SOW through the
end of the October 1999. As directed by the Government, the Contractor shall
implement and support transition of operations and maintenance to in house site
operations and maintenance or contracted third party. The Contractor shall
define and implement GIMDE 2K operations and maintenance program, policies, and
procedures. Operations and maintenance activities shall include but are not
limited to:
o The installation of upgrades as available and by approval of the
Government;
o Reloading software;
o The maintenance of user profiles;
o The correction of software anomalies.
16
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DRAFT
4.0 CONTRACT DATA REQUIREMENTS
4.1 Deliverable Documents
Except as noted in the "Format" column of Table 4.1, the Contractor shall
utilize best practices, processes, or procedures, which has been approved by the
Government through contract negotiation with respect to the production,
structure and content of all GIMDE 2K contact deliverables specified in this SOW
unless otherwise directed by the Government.
Table 4.1
Deliverable Documents
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------------------
Number CDRL Title Initial Updates Para Format
Submittal
====================================================================================================================
<S> <C> <C> <C> <C> <C>
A-001 Program Management Plan CA + 2 days At initial PMR. 3.1.1 Contr.
then as required
- --------------------------------------------------------------------------------------------------------------------
A-002 Program Master Schedule CA + 2 days Monthly 3.1.1 Contr.
- --------------------------------------------------------------------------------------------------------------------
A-003 Coordination Reports As Required As Required 3.2.1 Contr.
3.2.2
- --------------------------------------------------------------------------------------------------------------------
A-004 Software Development and Integration CA + 1 month As Required 3.4.1 Contr.
Plan
- --------------------------------------------------------------------------------------------------------------------
A-005 Action Items As Required As Required 3.4.2 Contr.
- --------------------------------------------------------------------------------------------------------------------
A-006 Agendas, Briefing Charts, and Minutes As Required As Required 3.4.2 Contr.
- --------------------------------------------------------------------------------------------------------------------
A-007 Requirements Specification With RR As Required 3.4.3 Contr.
- --------------------------------------------------------------------------------------------------------------------
A-008 System Design Document With DR As Required 3.4.4 Contr.
- --------------------------------------------------------------------------------------------------------------------
A-009 Software Design Description With DR As Required 3.4.4 Contr.
- --------------------------------------------------------------------------------------------------------------------
A-010 Interface Design Description With DR As Required 3.4.4 Contr.
- --------------------------------------------------------------------------------------------------------------------
A-011 Software Product Specification With DR As Required 3.4.6 Contr.
3.4.7
- --------------------------------------------------------------------------------------------------------------------
A-012 Software User, Operations, and DR + 2 months Quarterly 3.4.8 Contr.
Maintenance Manuals and
Documentation; Development
- --------------------------------------------------------------------------------------------------------------------
A-013 Test Plan DR + 1 month As Required 3.4.9 Contr.
- --------------------------------------------------------------------------------------------------------------------
A-014 Discrepancy Report As Required As Required 3.4.9 Contr.
3.5.4
- --------------------------------------------------------------------------------------------------------------------
A-015 Site Installation and Integration Plan DR + I month As Required 3.5.1 Contr.
- --------------------------------------------------------------------------------------------------------------------
A-016 Site Readiness Checklist First site install Each site install - 2 3.5.3 Contr.
- 2 months months
- --------------------------------------------------------------------------------------------------------------------
A-017 Installation and Checkout Checklist First site install Each site install 3.5.4 Contr.
- --------------------------------------------------------------------------------------------------------------------
A-018 Staffing and Training Skills Assessment With DR As Required 3.6 Contr.
Report
- --------------------------------------------------------------------------------------------------------------------
</TABLE>
17
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DRAFT
5.0 ACRONYMS
CA Contract Award
CDRL Contract Data Requirements List
CI Configuration Item
CO Contracting Officer
CONOPS Concept of Operations
COTS Commercial Off The Shelf
CPM Contractor Program Manager
DR Discrepancy Report
FOC Full Operational Capability
FRD Functional Requirements Document
GIMDE/2K Geospatial Information Management Date Environment 2000
GOTS Government Off The Shelf
GPT Geospatial Product Tool
IDD Interface Design Description
IGC Imagery and Geospatial Community
NIMA National Imagery and Mapping Agency
ORR Operational Readiness Review
PMP Program Management Plan
PMS Program Master Schedule
PMR Program Management Review
PM/S Production Management Segment
RR Requirements Review
SDD System Design Document
SDE Software Development Environment
SDIP Software Development and Integration Plan
SDR Systems Design Review
SIIP Site Installation and Integration Plan
SOW Statement of Work
SPS Software Product Specification
CSCI Computer Software Configuration Item
SWDD Software Design Description
TEM Technical Exchange Meeting
TP Test Plan
TRR Test Readiness Review
UIP USIGS Interoperability Profile
USIGS United States Imagery and Geospatial Information System
18
<PAGE>
- --------------------------------------------------------------------------------
DEPARTMENT OF DENSE
CONTRACT SECURITY CLASSIFICATION SPECIFICATION
(The requirements of the DOD Industrial Security Manual apply to all
security aspects of this effort)
- --------------------------------------------------------------------------------
1. CLEARANCE AND SAFEGUARDING
- --------------------------------------------------------------------------------
a. FACILITY CLEARANCE REQUIRED
Top Secret
- --------------------------------------------------------------------------------
b. LEVEL OF SAFEGUARDING REQUIRED
Top Secret
- --------------------------------------------------------------------------------
2. THIS SPECIFICATION IS FOR: (X and complete as applicable)
- --------------------------------------------------------------------------------
|_| a. PRIME CONTRACT NUMBER
NMA 201-98C-0089
- --------------------------------------------------------------------------------
|_| b. SUBCONTRACT NUMBER
- --------------------------------------------------------------------------------
|_| c. SOLICITATION OR OTHER NUMBER
- --------------------------------------------------------------------------------
DUE Date (YYMMDD)
- --------------------------------------------------------------------------------
3. THIS SPECIFICATION IS: (X and complete as applicable)
- --------------------------------------------------------------------------------
|X| a. ORIGINAL (Complete date in cases)
- --------------------------------------------------------------------------------
Date (YYMMDD)
981001
- --------------------------------------------------------------------------------
|_| b. REVISED (Supersedes
all previous specs)
- --------------------------------------------------------------------------------
Revision No.
- --------------------------------------------------------------------------------
Date (YYMMDD)
- --------------------------------------------------------------------------------
|_| c. FINAL (Complete Item 5 in all cases)
- --------------------------------------------------------------------------------
Date (YYMMDD)
- --------------------------------------------------------------------------------
4. IS THIS A FOLLOW-ON CONTRACT? |_| YES |X| NO. If Yes, complete the following:
Classified material received or generated under ______________________________
Preceding Contract Number) is transferred to this follow-on contract
- --------------------------------------------------------------------------------
5. IS THIS A FINAL DD FORM 254? |_| YES |X| NO, If Yes, complete the following:
In response to the contractors requested dated ________________, retention of
the identified classified material is authorized for the period of ____________
- --------------------------------------------------------------------------------
6. CONTRACTOR (Include Commercial and Government Entity (CAGE) Code)
- --------------------------------------------------------------------------------
a. NAME, ADDRESS, AND ZIP CODE
Template Software, Inc.
45365 Vintage Parl Plaza, Suite 100
Dulles Va. 20166
- --------------------------------------------------------------------------------
b. CAGE CODE
4V725
- --------------------------------------------------------------------------------
c. COGNIZANT SECURITY OFFICE (Name, Address, and Zip Code)
Defense Investigation Service (Fairfax Field Office)
7010 Little River Turn Pike Suite 310
Annandale Va. 22003-0308
(703) 428-0018
- --------------------------------------------------------------------------------
7. SUBCONTRACTOR
- --------------------------------------------------------------------------------
a. NAME, ADDRESS, AND ZIP CODE
Manugistics, Inc.
2113 East Jefferson Street
Rockville Md. 20852-4999
- --------------------------------------------------------------------------------
b. CAGE CODE
- --------------------------------------------------------------------------------
c. COGNIZANT SECURITY OFFICE (Name, Address, and Zip Code)
- --------------------------------------------------------------------------------
8. ACTUAL PERFORMANCE
- --------------------------------------------------------------------------------
a. LOCATION
Template Software, Inc.
45365 Vintage Parl Plaza, Suite 100
Dulles Va. 20166
Security Officer Mr. Robert Brown (703) 413-0694
- --------------------------------------------------------------------------------
b. CAGE CODE
4V725
- --------------------------------------------------------------------------------
c. COGNIZANT SECURITY OFFICE (Name, Address, and Zip Code)
Defense Investigation Service (Fairfax Field Office)
7010 Little River Turn Pike Suite 310
Annandale Va. 22003-0308
(703) 428-0018
- --------------------------------------------------------------------------------
9. GENERAL IDENTIFICATION OF THIS PROCUREMENT
Procurement of commercial Workflow and Production Planning software including
the development and integration services associated with implementation of the
software.
- --------------------------------------------------------------------------------
10. THIS CONTRACT WILL REQUIRE ACCESS TO: YES NO
- --------------------------------------------------------------------------------
a. COMMUNICATIONS SECURITY (COMSEC) INFORMATION X
- --------------------------------------------------------------------------------
b. RESTRICTED DATA X
- --------------------------------------------------------------------------------
c. CRITICAL NUCLEAR WEAPON DESIGN INFORMATION X
- --------------------------------------------------------------------------------
d. FORMERLY RESTRICTED DATA X
- --------------------------------------------------------------------------------
e. INTELLIGENCE INFORMATION
- --------------------------------------------------------------------------------
(1) Sensitive Compartmented Information (SCI) X
- --------------------------------------------------------------------------------
(2) Non-SCI X
- --------------------------------------------------------------------------------
f. SPECIAL ACCESS INFORMATION X
- --------------------------------------------------------------------------------
g. NATO INFORMATION X
- --------------------------------------------------------------------------------
h. FOREIGN GOVERNMENT INFORMATION X
- --------------------------------------------------------------------------------
i. LIMITED DISSEMINATION INFORMATION X
- --------------------------------------------------------------------------------
j. FOR OFFICIAL USE ONLY INFORMATION X
- --------------------------------------------------------------------------------
k. OTHER (Specify) X
- --------------------------------------------------------------------------------
11. IN PERFORMING THIS CONTRACT, THE CONTRACTOR WILL: YES NO
- --------------------------------------------------------------------------------
a. HAVE ACCESS TO CLASSIFIED INFORMATION ONLY AT ANOTHER
CONTRACTOR'S FACILITY OR A GOVERNMENT ACTIVITY X
- --------------------------------------------------------------------------------
b. RECEIVE CLASSIFIED DOCUMENTS ONLY X
- --------------------------------------------------------------------------------
c. RECEIVE AND GENERATE CLASSIFIED MATERIAL X
- --------------------------------------------------------------------------------
d. FABRICATE, MODIFY, OR STORE CLASSIFIED HARDWARE X
- --------------------------------------------------------------------------------
e. PERFORM SERVICES ONLY X
f. HAVE ACCESS TO U.S. CLASSIFIED INFORMATION OUTSIDE THE
U.S., PUERTO RICO, U.S. POSSESSIONS AND TRUST
TERRITORIES X
- --------------------------------------------------------------------------------
g. BE AUTHORIZED TO USE THE SERVICES OF DEFENSE TECHNICAL
INFORMATION CENTER (DTIC) OR OTHER SECONDARY
DISTRIBUTION CENTER X
- --------------------------------------------------------------------------------
h. REQUIRE A COMSEC ACCOUNT X
- --------------------------------------------------------------------------------
i. HAVE TEMPEST REQUIREMENTS X
- --------------------------------------------------------------------------------
j. HAVE OPERATIONS SECURITY (OPSEC) REQUIREMENTS X
- --------------------------------------------------------------------------------
k. BE AUTHORIZED TO USE THE DEFENSE COURIER SERVICE X
- --------------------------------------------------------------------------------
l. OTHER (Specify) X
11. h.. COMSEC for STU III authorized.
- --------------------------------------------------------------------------------
DD Form 254, DEC 90 (EF-V1) (perFORM PRO) Previous editions are obsolete.
NMA201-98-C-0089
Attachment (2)
<PAGE>
- --------------------------------------------------------------------------------
12. PUBLIC RELEASE. Any information (classified or unclassified) pertaining to
this contract shall not be released for public dissemination except as
provided by the Industrial Security Manual or unless it has been approved
for public release by appropriate Government authority. Proposed
public release should be submitted for approval prior to release.
|_| Direct |X| Through (Specify):
NIMA Westfields Security Office and HQ NIMA COmmand Information. No Public
release of SCI is authorized.
to the Directorate for Freedom of Information and Security review, Office
of the Assistant Secretary of Defense (Public Affairs) for review. In the
case of non-DOD User Agencies, requests for disclosure shall be submitted
to that agency.
- --------------------------------------------------------------------------------
13. SECURITY GUIDANCE. The security classification guidance need for this
classified effort is listed below. If any difficulty is encountered in
applying this guidance or if any other contributing factor indicates a
need for changes in this guidance, the contractor is authorized and
encouraged to provide recommended changes; to challenge the guidance or
the classification assigned to any information or material furnished or
generated under this contract; and to submit any questions for
interpretation of this guidance to the official identified below. Pending
final decision, the information involved shall be handled and protected at
the highest level of classification assigned or recommended. (Fill in as
appropriate for the classified effort. Attach, or forward under separate
correspondence, any documents/guidelines/extracts reference herein. Add
additional pages as needed to provide complete
This contract requires access to Sensitive Compartmented Information (SCI). The
Director, National Imagery and Mapping Agency (NIMA) has exclusive
responsibility for all collateral and SCI classified information release to or
developed under this contract and held within the Contractor's SCI Facility
(SCIF). The Department of Defense (DoD) S-5105.21-MI, SCI Security Manual,
Administrative Security: DoD TS.5105.21-M-2, COMINT Policy, and the Imagery
Policy Series, Section 5, and all regulations, manuals, and directives stated
therein provide program security classification guidance for personnel,
information, physical, automated information systems (AIS), and technical
security measures and are part of the SCI security classification specifications
for this contract. Inquiries pertaining to SCI classification guideline
determination or interpretation shall be directed to the Contracting Officer's
Representative (COR) identified in the DD254.
The following security documentation also applies:
A. Executive Order 12968, Personnel Security Standards, 4 AUG 95.
B. DoD 5220.22-M, National Industrial Security Program (NISPOM) Operating
Manula, Jan 95.
C. DoD 5220.22-M-Sup I, NISPOM, Operating Manual Supplement, Feb 95
D. Director of Central Intelligence Directive 1/16, 19 Jul 88, Security Policy
for Uninform Protection of Intelligence Processes in Automated Information
Systems, Jul 88, w/supplements
E. AIS Security Implementation Manual, AISSIM-200, 18 FEB 94 (Implementation
guidance to the DCID 1/16.
F. National Imagery and Mapping Agency's Security Classification Guide
NIMA WF SSO/DATE:
/s/ Ron Shipp / 1 OCT 98
- ---------------------------------
COR: Joseph M. Pagano Jr. (703) 808-0594
- --------------------------------------------------------------------------------
14. ADDITIONAL SECURITY REQUIREMENTS. Requirements, in addition to ISM
requirements, are established for this contract. (If Yes, identify the
pertinent contractual clauses in the contract itself, or provide an
appropriate statement which identifies the additional requirements.
Provide a copy of the requirements to the cognizant security office. Use
Item 13 if additional space is needed.)
|X| Yes |_| No
- --------------------------------------------------------------------------------
15. INSPECTIONS. Elements of this Contract are outside the inspection
responsibility of the cognizant security office. (If Yes, identify
specific areas or elements carved out and the activity responsible for
inspections. Use Item 13 if additional space is needed.)
|X| Yes |_| No
NIMA WF SSO retains security cognizance over all collateral and SCI materials
and equipment released under this contract effort. DSS is relieved of all
inspection and/or oversight responsibility related to this contract.
- --------------------------------------------------------------------------------
16. CERTIFICATION AND SIGNATURE. Security requirements stated herein are
complete and adequate for safeguarding the classified information to be
released or generated under this classified effort. All questions shall be
referred to the official named below.
- --------------------------------------------------------------------------------
a. TYPED NAME OF CERTIFYING OFFICIAL
Melissa Wallach
- --------------------------------------------------------------------------------
b. TITLE
Contracting Officer
- --------------------------------------------------------------------------------
c. TELEPHONE (Include Area Code)
(703) 633-5838
- --------------------------------------------------------------------------------
d. ADDRESS (Include Zip Code)
National Imagery and Mapping Agency (NIMA)
14675 Lee Road Chantilly, VA 20151-1715
ATTN: C99
- --------------------------------------------------------------------------------
e. SIGNATURE
/s/ Melissa J. Wallach
- --------------------------------------------------------------------------------
17. REQUIRED DISTRIBUTION
|X| a. CONTRACTOR
|X| b. SUBCONTRACTOR
|X| c. COGNIZANT SECURITY OFFICE FOR PRIME AND SUBCONTRACTOR
|_| d. U.S. ACTIVITY RESPONSIBLE FOR OVERSEAS SECURITY ADMINISTRATION
|_| e. ADMINISTRATION CONTRACTING OFFICER
|X| f. OTHERS AS NECESSARY
- --------------------------------------------------------------------------------
DD Form 254, DEC 90-(REVERSE) (EF-V1) (PerFORM PRO)
<PAGE>
- --------------------------------------------------------------------------------
AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT
- --------------------------------------------------------------------------------
1. CONTRACT ID CODE
- --------------------------------------------------------------------------------
PAGE OF PAGES
1 2
- --------------------------------------------------------------------------------
2. AMENDMENT/MODIFICATION NUMBER
PZ0001
- --------------------------------------------------------------------------------
3. EFFECTIVE DATE
SEE BLOCK 16C
- --------------------------------------------------------------------------------
4. REQUISITION/PURCHASE REQ. NO.
STMOWW83200200
- --------------------------------------------------------------------------------
5. PROJECT NO. (if applicable)
N/A
- --------------------------------------------------------------------------------
6. ISSUED BY CODE ZM21
NATIONAL IMAGERY AND MAPPING AGENCY
14675 Lee Road
Chantilly, VA 20151-1715
- --------------------------------------------------------------------------------
7. ADMINISTERED BY (if other than Item 6) CODE
ATTN: M. Wallach/PCU/mailstop C99
(703) 633-5838
- --------------------------------------------------------------------------------
8. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State and Zip Code)
Template Software, Inc.
45365 Vintage Park Plaza Ste 100
Dulles, VA 20166
TIN 521042793
- --------------------------------------------------------------------------------
CODE FACILITY CODE
- --------------------------------------------------------------------------------
(x) 9A. AMENDMENT OF SOLICITATION NO.
- --------------------------------------------------------------------------------
9B. DATED (SEE ITEM 11)
- --------------------------------------------------------------------------------
10A. MODIFICATION OF CONTRACT/ORDER
|X| NMA201-98-C-0089
- --------------------------------------------------------------------------------
10B. DATED (SEE ITEM 13)
30SEP98
- --------------------------------------------------------------------------------
11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS
- --------------------------------------------------------------------------------
|_| The above numbered solicitation is amended as set forth in Item 14. The hour
and date specified for receipt of Offers |_| is extended |_| is not extended.
Offers must acknowledge receipt of this amendment prior to the hour and date
specified in the solicitation or as amended, by one of the following methods:
(a) By completing Items 8 and 15, and returning _____ copies of the amendment;
(b) By acknowledging receipt of this amendment on each copy of the offer
submitted; or (c) By separate letter or telegram which includes a reference to
the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE
RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND
DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this
amendment you desire to change an offer already submitted, such change may be
made by telegram or letter, provided each telegram or letter makes reference to
the solicitation and this amendment, and is received prior to the opening hour
and date specified.
- --------------------------------------------------------------------------------
12. ACCOUNTING AND APPROPRIATION DATA (if required)
9790400.4800 294221 999-2550 S18119 L2220000 MON LF15 6A200N XXXX INCREASE
$3,601,080.00
- --------------------------------------------------------------------------------
13. THIS ITEM APPLIES ONLY TO MODIFICATIONS ON CONTRACTS/ORDERS, IT MODIFIES THE
CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.
- --------------------------------------------------------------------------------
(x) A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE
CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM
10A.
- --------------------------------------------------------------------------------
|_| B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE
ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation
date, etc.) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF PAR
43.103(b).
- --------------------------------------------------------------------------------
|_| C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF
- --------------------------------------------------------------------------------
|X| D. OTHER (Specify type of modification and authority)
PAR 43.103(n)(3)
- --------------------------------------------------------------------------------
E. IMPORTANT: Contractor |_| is not |X| is required to sign this document and
return ORIG copies to the issuing office.
- --------------------------------------------------------------------------------
14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF heading sections,
including solicitation/contract subject matter where feasible.)
Refer to page 2, attached.
Except as provided herein, all terms and conditions of the document referenced
in item 9A or 10A, as heretofore changed, remains unchanged and in full force
and effect.
- --------------------------------------------------------------------------------
15A. NAME AND TITLE OF SIGNER (Type or print)
/s/ Kimberly Osgood
- --------------------------------------------------------------------------------
15B. CONTRACTOR/OFFEROR
Kimberly Osgood
Chief Financial Officer
- -----------------------------------------
(Signature of person authorized to sign)
- --------------------------------------------------------------------------------
15C. DATE SIGNED
11/25/98
- --------------------------------------------------------------------------------
16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)
PHIL L. MCCONNELL
CONTRACTING OFFICER
- --------------------------------------------------------------------------------
16B. UNITED STATES OF AMERICA
BY /s/ Phil L. McConnell
----------------------------------
(Signature of Contracting Officer)
- --------------------------------------------------------------------------------
16C. DATE SIGNED
30NOV98
- --------------------------------------------------------------------------------
NSN 7540 152 6070 30-105 STANDARD FORM 30 (REV 10 93)
PREVIOUS EDITION UNUSABLE Prescribed by GSA
FAR (48 CFR) 53 243
<PAGE>
NMA201-98-C-0089
Modification PZ0001
Page 2 of 2
The purpose of this action, modification PZ0001 to NMA201-98-C-0089, is to:
o Partially definitize the letter contract. In order to effect this change,
CLIN 0001AA is established at a Firm Fixed Price of $2,541,400.00. CLIN
0001 remains undefinitized at a not to exceed (NTE) value of
$8,173,681.00.
o Incorporate full funding for CLIN 0001AA, add additional incremental
funding for CLIN 0001, and adjust the Government liability information
accordingly.
Previous Funding Increase this Mod Total Funding Value
(From) (By) (To)
---------------- ----------------- -------------------
$312,000.00 $3,601,080.00 $3,913,080.00
o Remove the designation "subject to availability of funds" for funding
previously provided (reference purchase requisition STMOWW82660100, amount
$225,000.00).
o Correct the payment office from DFAS Omaha, to NSA Fort Meade, MD.
o Incorporate contractor certifications and representations by reference.
o Incorporate DFARS 252.204-7000 Disclosure of Information, per previous
discussion with the contractor.
Except as expressly stated herein, all other terms and conditions of this
contract remain unchanged.
Specific changes to the contract are effected via incorporation of change pages,
attached hereto. As a result of this modification, the overall value of this
contract remains unchanged.
<PAGE>
NMA201-98-C-0089
Modification PZ0001
Replacement page 2
This action constitutes an undefinitized letter contract, NMA201-98-C-0089,
between National Imagery and Mapping Agency (NIMA) and Template Software, Inc.,
for effort associated with the Statement of Work for the NIMA Geospatial
Information Management Data Environment 2000 (GIMDE 2000) (DRAFT) dated 22SEP98,
Attachment (1) hereto.
The not-to-exceed (NTE) ceiling value of this effort is $10,715,081.00
(reference Template Software, Inc. letter dated 28SEP98), pending definitization
of a firm fixed price contract in accordance with the schedule included below.
Initial contract funding, and total liability of the Government is limited to
$3,913,080.00.
It is understood by the parties that commercial software delivered under this
contract will be subject to license agreements that are mutually acceptable.
As soon as practicable and prior to final contract definitization, a mutually
acceptable milestone payment schedule will be incorporated by modification
hereto.
Terms and conditions of this letter contract NMA201-98-C-0089 are as follows:
CONTRACT
LINE ITEM ITEM TOTAL
NUMBER DESCRIPTION QTY UNIT AMOUNT
- --------------------------------------------------------------------------------
0001 Contractor to provide all 1 LOT NTE $8,173,681.00
resources required to perform the
effort described in the Statement
of Work for the NIMA Geospatial
Information Management Data
Environment 2000 (GIMDE 2000
(DRAFT) dated 22SEP98, Attachment
(1) hereto. ACRN: AA
Period of performance is from
date of award through 30SEP99.
0001AA Contractor shall provide COTS 1 LOT FFP $2,541,400.00
software and resources associated
with CLIN 0001 and as listed
below for a FIRM FIXED PRICE as
stated herein. ACRN: AA/AB/AC
EIT Integration Class H Server 1 (QTY 1 @$600,000)
EIT Corba Connector (QTY 1 @ $18,000)
EIT Designer Kit (QTY 7 @$13,000)
Foundation Development Environment (QTY 7 @ $10,000)
Foundation class H Server 1 (QTY 1 $260,000)
WFT-B Development Environment (QTY 16 @ $5,000)
WFT-B Class H Server 1 (QTY 1 @ $130,000)
<PAGE>
NMA201-98-C-0089
Modification PZ0001
Replacement page 3
WEB Development Environment (QTY 5 @ $1,500)
WEB Class H Server 1 (QTY 1 @ $26,000)
Demand Planning (QTY 1 @ $267,500)
Supply/C Planning (QTY 1 @ $422,000)
AMS (QTY 2 sites @ $125,000)
NetWorks Demand and Collaborate (QTY 1 Lot @ $225,000)
Demand & Supply (Bundled) User Fee (QTY 10 users @ $12,000)
AMS User Fee (QTY 10 users @ $12,000)
CREDIT Prototype Fee (-$145,600)
ACCOUNTING AND APPROPRIATION INFORMATION
- --------------------------------------------------------------------------------
CLIN PURCH REQ or MIPR AMOUNT
- --------------------------------------------------------------------------------
ACRN ACCOUNTING CITATION
- --------------------------------------------------------------------------------
0001
- --------------------------------------------------------------------------------
PR# STMMOW82660100
- --------------------------------------------------------------------------------
AA 9790400.4800 294221 999-2530 S18119
- --------------------------------------------------------------------------------
L2220000 MON LF15 6A200N XXXX $225,000.00
- --------------------------------------------------------------------------------
PR# STMOWW83200200
- --------------------------------------------------------------------------------
AA 9790400.4800 294221 999-2550 S18119
- --------------------------------------------------------------------------------
L2220000 MON LF15 6A200N XXXX $1,146,680.00
- --------------------------------------------------------------------------------
Total CLIN 0001 Funding $1,371,680.00
- --------------------------------------------------------------------------------
0001AA
- --------------------------------------------------------------------------------
PR# STMOWW82710100
- --------------------------------------------------------------------------------
AB 9770400.4800 234221 999-2550 S18119
- --------------------------------------------------------------------------------
L2220000 60000N 0000 65410N XXXX $27,000.00
- --------------------------------------------------------------------------------
PR# STMOWW82710200
- --------------------------------------------------------------------------------
AC 9770400.4800 274421 999-2550 S18119
- --------------------------------------------------------------------------------
L222 0003 630000 0000 65410J XXXX $60,000.00
- --------------------------------------------------------------------------------
PR# STMOWW83200200
- --------------------------------------------------------------------------------
AA 9790400.4800 294221 999-2550 S18119
- --------------------------------------------------------------------------------
L2220000 MON LF15 6A200N XXX $2,454,433.00
- --------------------------------------------------------------------------------
Total CLIN 0001AA Funding $2,541,400.00
- --------------------------------------------------------------------------------
TOTAL OVERALL CONTRACT FUNDING $3,913,080.00
- --------------------------------------------------------------------------------
APPLICABLE CONTRACT CLAUSES:
52.212-4 Contract Terms and Conditions--Commercial Items. (AUG 1996)
(a) Inspection/Acceptance. The Contractor shall only tender for acceptance those
items that conform to the requirements of this contract. The Government reserves
the right to inspect or test any supplies or services that have been tendered
for acceptance. The Government may require repair or replacement of
nonconforming supplies or re-performance of nonconforming services at no
increase in contract price. The Government must exercise its post-acceptance
rights (1) within a reasonable time after the defect was discovered or should
have been discovered; and (2) before any substantial change occurs in the
condition of the item, unless the change is due to the defect in the item.
<PAGE>
NMA201-98-C-0089
Modification PZ0001
Replacement page 4
(b) Assignment. The Contractor or its assignee's rights to be paid amounts due
as a result of performance of this contract may be assigned to a bank, trust
company, or other financing institution, including any Federal lending agency in
accordance with the Assignment of Claims Act (31 U.S.C. 3727)
(c) Changes. Changes in the terms and conditions of this contract may be made
only by written agreement of the parties.
(d) Disputes. This contract is subject to the Contract Disputes Act of 1978, as
amended (41 U.S.C. 601-613). Failure of the parties to this contract to reach
agreement on any request for equitable adjustment, claim, appeal or action
arising under or relating to this contract shall be a dispute to be resolved in
accordance with the clause at FAR 52.233-1, Disputes, which is incorporated
herein by reference. The Contractor shall proceed diligently with performance of
this contract, pending final resolution of any dispute arising under the
contract.
(e) Definitions. The clause at FAR 52.202-1, Definitions, is incorporated herein
by reference.
(f) Excusable delays. The Contractor shall be liable for default unless
nonperformance is caused by an occurrence beyond the reasonable control of the
Contractor and without its fault or negligence such as, acts of God or the
public enemy, acts of the Government in either its sovereign or contractual
capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually
severe weather, and delays of common carriers. The Contractor shall notify the
Contracting Officer in writing as soon as it is reasonably possible after the
commencement of any excusable delay, setting forth the full particulars in
connection therewith, shall remedy such occurrence with all reasonable dispatch,
and shall promptly give written notice to the Contracting Officer of the
cessation of such occurrence.
(g) Invoice. The Contractor shall submit an original invoice and three copies
(or electronic invoice, if authorized,) to the following address:
NSA Finance and Accounting
ATTN: Accounts Payable
PO BOX 400
Ft. Meade, MD 20755-6000
At the same time as submittal of the original invoice, the contractor shall also
send a copy to:
NIMA
ATTN: M. Wallach/PCU/Mailstop C99
14675 Lee Road
Chantilly, VA 20151-1715
An invoice must include--
<PAGE>
NMA201-98-C-0089
Modification PZ0001
Replacement page 4a
(1) Name and address of the Contractor;
(2) Invoice date;
(3) Contract number, contract line item number and, if applicable, the order
number;
(4) Description, quantity, unit of measure, unit price and extended price of the
items delivered;
(5) Shipping number and date of shipment including the bill of lading number and
weight of shipment if shipped on Government bill of lading;
(6) Terms of any prompt payment discount offered;
(7) Name and address of official to whom payment is to be sent; and
(8) Name, title, and phone number of person to be notified in event of defective
invoice.
Invoices will be handled in accordance with the Prompt Payment Act (31 U.S.C.
3903) and Office of Management and Budget (OMB) Circular A-125, Prompt Payment.
(h) Patent indemnity. The Contractor shall indemnify the Government and its
officers, employees and agents against liability, including costs, for actual or
alleged direct or contributory infringement or, or inducement to infringe, any
United States or foreign patent, trademark or copyright, arising out of the
performance of this
<PAGE>
NMA201-98-C-0089
Modification PZ0001
Replacement page 9
other information technology used in combination with the information technology
being acquired, properly exchanges date/time-data with it.
(6) Clauses Incorporated by Reference
(i) Deleted.
(ii) 52.245-2 Government Property (Fixed-Price Contracts). (DEC 1989) --
Alternate I (APR 1984)
(iii) 52.232-18 Availability of Funds. (APR 1984)
(iv) 52.212-3 Offeror Representations and Certification -- Commercial Items (JAN
1997)
(7) Clauses Incorporated in Full Text
(i) 52.216-24 Limitation of Government Liability. (APR 1984)
(a) In performing this contract, the contractor is not authorized to
make expenditures or incur obligations exceeding $3,913,080.00
dollars.
(b) The maximum amount for which the Government shall be liable if this
contract is terminated is $3,913,080.00 dollars.
(End of clause)
(ii) 52.216--25 Contract Definitization. (OCT 1997)
(a) A Firm Fixed Price (FFP) definitive contract is contemplated. The
Contractor agrees to begin promptly negotiating with the Contracting
Officer the terms of a definitive contract that will include (1) all
clauses required by the Federal Acquisition Regulation (FAR) on the date
of execution of the letter contract, (2) all clauses required by law on
the date of execution of the definitive contract, and (3) any other
mutually agreeable clauses, terms, and conditions. The Contractor agrees
to submit a Firm Fixed Price proposal and cost or pricing data supporting
its proposal.
(b) The schedule for definitizing this contract is:
Milestone/Activity Estimated Date
----------------------------------------------------
Submission of Proposal 15NOV98
Negotiation Target Date 10JAN99
Definitizing Modification Issued 15FEB99
(c) If agreement on a definitive contract to supersede this letter
contract is not reached by the target date in paragraph (b) of this
section, or within any extension of it granted by the Contracting
Officer, the Contracting Officer may, with the approval of the head
of the contracting activity, determine a reasonable price or fee in
accordance with Subpart 15.4 and Part 31 of the FAR, subject to
Contractor appeal as provided in the Disputes clause. In any event,
the Contractor shall proceed with
<PAGE>
NMA201-98-C-0089
Modification PZ0001
Replacement page 15
_____ 252.225-7015 Preference for Domestic Hand or Measuring Tools (10 U.S.C.
22-41 note).
_____ 252.225-7017 Preference for United States and Canadian Valves and Machine
Tools (10 U.S.C. 2534 (C) (2)).
_____ 252.225-7027 Limitation on Sales Commissions and Fees (12 U.S.C. 2779).
_____ 252.225-7028 Exclusionary Policies and Practices of Foreign Governments
(22 U.S.C. 2755).
_____ 252.225-7029 Restriction on Acquisition of Air Circuit Breakers (10 U.S.C.
(a)(3)).
__X__ 252.225-7036 North American Free Trade Agreement Implementation Act.
__X__ 252.227-7015 Technical Data-Commercial Items (10 U.S.C. 2320).
_____ 252.227-7037 Validation of Restrictive Markings on Technical Data (10
U.S.C. 2321).
__X__ 252.233-7000 Certification of Claims and Requests for Adjustment or Relief
(10 U.S.C. 2410).
_____ 252.242-7002 Submission of Commercial Freight Bills for Audit (31 U.S.C.
3726).
__X__ 252.247-7024 Notification of Transportation of Supplies by Sea (10 U.S.C.
2631).
__X__ 252.249-7001 Notification of Substantial Impact on Employment (10 U.S.C.
2501 note).
252.212-7000 Offeror Representations and Certifications -- Commercial Items (NOV
1995)
252.204-7000 Disclosure of Information. (DEC 1991)
(a) The Contractor shall not release to anyone outside the Contractors
organization any unclassified information, regardless of medium (e.g., film,
tape, document), pertaining to any part of this contract or any program related
to this contract, unless --
(1) The Contracting Officer has given prior written approval; or
(2) The information is otherwise in the public domain before the date of
release.
(b) Requests for approval shall identify the specific information to be
released, the medium to be used, and the purpose for the release. The Contractor
shall submit its request to the Contracting Officer at least 45 days before the
proposed date for release.
(c) The Contractor agrees to include a similar requirement in each subcontract
under this contract. Subcontractors shall submit requests for authorization to
release through the prime contractor to the Contracting Officer. (End of clause)
<PAGE>
- --------------------------------------------------------------------------------
AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT
- --------------------------------------------------------------------------------
1. CONTRACT ID CODE
- --------------------------------------------------------------------------------
PAGE OF PAGES
1 2
- --------------------------------------------------------------------------------
2. AMENDMENT/MODIFICATION NUMBER
PZ0002
- --------------------------------------------------------------------------------
3. EFFECTIVE DATE
SEE BLOCK 16C
- --------------------------------------------------------------------------------
4. REQUISITION/PURCHASE REQ. NO.
STMOWW83480100
- --------------------------------------------------------------------------------
5. PROJECT NO. (if applicable)
N/A
- --------------------------------------------------------------------------------
6. ISSUED BY CODE ZM21
NATIONAL IMAGERY AND MAPPING AGENCY
14675 Lee Road
Chantilly, VA 20151-1715
- --------------------------------------------------------------------------------
7. ADMINISTERED BY (if other than Item 6) CODE
ATTN: M. Wallach/PCU/mailstop C99
(703) 633-5838
- --------------------------------------------------------------------------------
8. NAME AND ADDRESS OF CONTRACTOR (No., street, county, State and Zip Code)
Template Software, Inc.
45365 Vintage Park Plaza Ste 100
Dulles, VA 20166
TIN 521042793
- --------------------------------------------------------------------------------
CODE FACILITY CODE
- --------------------------------------------------------------------------------
(x) 9A. AMENDMENT OF SOLICITATION NO.
- --------------------------------------------------------------------------------
9B. DATED (SEE ITEM 11)
- --------------------------------------------------------------------------------
10A. MODIFICATION OF CONTRACT/ORDER
|X| NMA201-98-C-0089
- --------------------------------------------------------------------------------
10B. DATED (SEE ITEM 13)
30SEP98
- --------------------------------------------------------------------------------
11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS
- --------------------------------------------------------------------------------
|_| The above numbered solicitation is amended as set forth in Item 14. The hour
and date specified for receipt of Offers |_| is extended |_| is not extended.
Offers must acknowledge receipt of this amendment prior to the hour and date
specified in the solicitation or as amended, by one of the following methods:
(a) By completing Items 8 and 15, and returning _____ copies of the amendment;
(b) By acknowledging receipt of this amendment on each copy of the offer
submitted; or (c) By separate letter or telegram which includes a reference to
the solicitation and amendment numbers. FAILURE OF YOUR ACKNOWLEDGMENT TO BE
RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND
DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this
amendment you desire to change an offer already submitted, such change may be
made by telegram or letter, provided each telegram or letter makes reference to
the solicitation and this amendment, and is received prior to the opening hour
and date specified.
- --------------------------------------------------------------------------------
12. ACCOUNTING AND APPROPRIATION DATA (if required)
9790400.4800 294221 999-2550 S18119 L2220000 MON LF15 6A000N XXXX INCREASE
$6,786,769.00
- --------------------------------------------------------------------------------
13. THIS ITEM APPLIES ONLY TO MODIFICATIONS ON CONTRACTS/ORDERS, IT MODIFIES THE
CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.
- --------------------------------------------------------------------------------
(x) A. THIS CHANGE ORDER IS ISSUED PURSUANT TO: (Specify authority) THE
CHANGES SET FORTH IN ITEM 14 ARE MADE IN THE CONTRACT ORDER NO. IN ITEM
10A.
- --------------------------------------------------------------------------------
|_| B. THE ABOVE NUMBERED CONTRACT/ORDER IS MODIFIED TO REFLECT THE
ADMINISTRATIVE CHANGES (such as changes in paying office, appropriation
date, etc.) SET FORTH IN ITEM 14, PURSUANT TO THE AUTHORITY OF PAR
43.103(b).
- --------------------------------------------------------------------------------
|_| C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY OF:
- --------------------------------------------------------------------------------
|X| D. OTHER (Specify type of modification and authority)
PAR 52.216-25 CONTRACT DEFINITIZATION (OCT 97)
- --------------------------------------------------------------------------------
E. IMPORTANT: Contractor |_| is not, |X| is required to sign this document and
return ORIG copies to the issuing office.
- --------------------------------------------------------------------------------
14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF heading sections,
including solicitation/contract subject matter where feasible.)
Refer to page 2, attached.
Except as provided herein, all terms and conditions of the document referenced
in item 9A or 10A, as heretofore changed, remains unchanged and in full force
and effect.
- --------------------------------------------------------------------------------
15A. NAME AND TITLE OF SIGNER (Type or print)
Kimberly Osgood, CFO
- --------------------------------------------------------------------------------
15B. CONTRACTOR/OFFEROR
/s/ Kimberly Osgood
- -----------------------------------------
(Signature of person authorized to sign)
- --------------------------------------------------------------------------------
15C. DATE SIGNED
22 Dec 98
- --------------------------------------------------------------------------------
16A. NAME AND TITLE OF CONTRACTING OFFICER (Type or print)
PHIL L. MCCONNELL
CONTRACTING OFFICER
- --------------------------------------------------------------------------------
16B. UNITED STATES OF AMERICA
BY /s/ Phil L. McConnell
----------------------------------
(Signature of Contracting Officer)
- --------------------------------------------------------------------------------
16C. DATE SIGNED
31DEC98
- --------------------------------------------------------------------------------
NSN 7540 152 8070 30-105 STANDARD FORM 30 (REV 10 83)
PREVIOUS EDITION UNUSABLE Prescribed by GSA
FAR (48 CFR) 53243
<PAGE>
NMA201-98-C-0089
Modification PZ0002
Page 2 of 2
The purpose of this action, modification PZ0002 to NMA201-98-C-0089, is to:
o Definitize the remaining letter contract. In order to effect this change,
CLIN 0001 is established at a Firm Fixed Price or $8,158,449.00 as
follows:
Previous Value (NTE) Net Change this Mod Definitized Value (FFP)
(From) (By) (To)
-------------------------------------------------------------------------
$8,173,681.00 <-$15,232.00> $8,158,449.00
o Incorporate full funding for CLIN 0001 as follows:
Previous Funding Increase this Mod Total Funding Value
(From) (By) (To)
-------------------------------------------------------------------------
$1,371,680.00 $6,786,769.00 $8,158,449.00
o Remove previous Attachment 1 (Statement of Work for NIMA Geospatial
Information Management Data Environment 2000 (GIMDE 2000) (DRAFT) dated
22SEP98. Incorporate Contractor's technical proposal for GIMDE 2000
Workflow Production Planning Program, dated 29OCT98, as contract
Attachment 1; amended by the addition of Contractor Training Addendum, and
further amended in accordance with clarifications as a result of fact
finding.
o Incorporate Template Software License Agreement #01-323-98-00, including
License Schedules One and Two, effective as of 1OCT98, as contract
Attachment 4.
o Amend contract Attachment 3, Government Furnished Property, to include, by
reference, the items listed in the contractor's proposal for GIMBE 2000
Workflow Production Planning Program, dated 29OCT98, paragraph VI.
o Amend FAR 52.212-4 (s) Order of Precedence clause.
o Reserve FAR 52.216-24 Limitation of Government Liability, and FAR
52.216-25 Contract Definitization (since those clauses are applicable to
undefinitized contracts).
o Add DFARS 252.232-7009 payment by Electronic Funds Transfer (CCR) (June
1998)
Except as expressly stated herein, all other terms and conditions of this
contract remain unchanged.
Specific changes to the contract are effected via incorporation of change pages,
attached hereto. As a result of this modification, the overall value of this
contract is reduced FROM $10,715,081 BY $15,232 TO $10,699,849.
<PAGE>
NMA201-98-C-0089
Modification PZ0002
Replacement Page 2
This action constitutes definitization of a letter contract to a Firm Fixed
Price contract, NMA201-98-C-0089, between National Imagery and Mapping Agency
(NIMA) and Template Software, Inc., for effort associated with the Statement of
Work for GIMDE 2000 Workflow/Production Planning Program, dated 29OCT98, as
amended, Attachment (1) hereto. As a result of contract definitization, a
mutually acceptable milestone payment schedule will be incorporated by
modification hereto.
Terms and conditions of this contract NMA201-98-C-0089 are as follows:
CONTRACT
LINE ITEM ITEM TOTAL
NUMBER DESCRIPTION QTY UNIT AMOUNT
- --------------------------------------------------------------------------------
0001 Contractor to provide all 1 LOT FFP $8,158,449.00
resources required to perform the
effort described in the Statement
of Work for the GIMDE 2000
Workflow/Production Planning
Program dated 29OCT98, as amended
and incorporated as Attachment (1)
hereto, and all other terms and
conditions, for a FIRM FIXED PRICE
as stated herein. (Services/COTS
Products/Resources $7,762,229 and
Subcontractor Products/Resources
$396, 220) ACRN: AA/AD
Period of performance is from date
of award through 30SEP99.
0001AA Contractor shall provide COTS 1 LOT FFP $2,541,400.00
software and resources associated
with CLIN 0001 and as listed below
for a FIRM FIXED PRICE as stated
herein. ACRN: AA/AB/AC
EIT Integration Class H Server 1 (QTY 1 @$600,000)
EIT Corba Connector (QTY 1 @ $18,000)
EIT Designer Kit (QTY 7 @$13,000)
Foundation Development Environment (QTY 7 @ $10,000)
Foundation Class H Server 1 (QTY 1 $260,000)
WFT-B Development Environment (QTY 16 @ $5,000)
WFT-B Class H Server 1 (QTY 1 @ $130,000)
WEB Development Environment (QTY 5 @ $1,500)
WEB Class H Server 1 (QTY 1 @ $130,000)
Demand Planning (QTY 1 @ $267,500)
Supply/C Planning (QTY 1 @ $422,00)
AMS (QTY 2 sites @ $125,000)
NetWorks Demand and Collaborate (QTY 1 Lot @ $225,000)
Demand & Supply (Bundled) User Fee (QTY 10 users @ $12,000)
AMS User Fee (QTY 10 users @ $12,000)
CREDIT Prototype Fee (-$145,600)
<PAGE>
NMA201-98-C-0089
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ACCOUNTING AND APPROPRIATION INFORMATION
- --------------------------------------------------------------------------------
CLIN PURCH REQ or MIPR AMOUNT
- --------------------------------------------------------------------------------
ACRN ACCOUNTING CITATION
- --------------------------------------------------------------------------------
0001
- --------------------------------------------------------------------------------
PR# STMOWW82660100
- --------------------------------------------------------------------------------
AA 9790400.4800 294221 999-2550 S18119
- --------------------------------------------------------------------------------
L2220000 MON LF15 6A200N XXXX $225,000.00
- --------------------------------------------------------------------------------
PR# STMMOWW83200200
- --------------------------------------------------------------------------------
AA 9790400.4800 294221 999-2550 S18119
- --------------------------------------------------------------------------------
L2220000 MON LF15 6A200N XXXX $1,146,680.00
- --------------------------------------------------------------------------------
PR# STMOWW83480100
- --------------------------------------------------------------------------------
AA 9790400.4800 294221 999-2550 S18119
- --------------------------------------------------------------------------------
L2220000 MON LF15 6AO00N XXXX $6,786,769.00
- --------------------------------------------------------------------------------
Total CLIN 0001 Funding $8,158,449.00
- --------------------------------------------------------------------------------
0001AA
- --------------------------------------------------------------------------------
PR# STMOWW82710100
- --------------------------------------------------------------------------------
AB 9770400.4800 234221 999-2550 S18119
- --------------------------------------------------------------------------------
L2220000 60000N 0000 65410N XXXX $27,000.00
- --------------------------------------------------------------------------------
PR# STMOWW82710200
- --------------------------------------------------------------------------------
AC 9770400.4800 274421 999-2550 S18119
- --------------------------------------------------------------------------------
L222 0000 600000 0000 65410J XXXX $60,000.00
- --------------------------------------------------------------------------------
PR# STMOWW83200200
- --------------------------------------------------------------------------------
AA 9790400.4800 294221 999-2550 S18119
- --------------------------------------------------------------------------------
L2220000 MON LF15 6A200N XXX $2,454,433.00
- --------------------------------------------------------------------------------
Total CLIN 0001AA Funding $2,541,400.00
- --------------------------------------------------------------------------------
TOTAL OVERALL CONTRACT FUNDING $10,699,849.00
- --------------------------------------------------------------------------------
APPLICABLE CONTRACT CLAUSES:
52.212-4 Contract Terms and Conditions--Commercial Items. (AUG 1996)
(a) Inspection/Acceptance The Contractor shall only tender for acceptance those
items that conform to the requirements of this contract. The Government reserves
the right to inspect or test any supplies or services that have been tendered
for acceptance. The Government may require repair or replacement of
nonconforming supplies or re-performance of nonconforming services at no
increase in contract price. The Government must exercise its post-acceptance
rights (1) within a reasonable time after the defect was discovered or should
have been discovered; and (2) before any substantial change occurs in the
condition of the item, unless the change is due to the defect in the item.
<PAGE>
NMA201-98-C-0089
Modification PZ0002
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and the Contractor shall be liable to the Government for any and all rights and
remedies provided by law. If it is determined that the Government improperly
terminated this contract for default, such termination shall be deemed a
termination for convenience.
(n) Title. Unless specified elsewhere in this contract, title to items furnished
under this contract shall pass to the Government upon acceptance, regardless of
when or where the Government takes physical possession.
(o) Warranty. The Contractor warrants and implies that the items delivered
hereunder are merchantable and fit for use for the particular purpose described
in this contract.
(p) Limitation of liability. Except as otherwise provided by an express or
implied warranty, the Contractor will not be liable to the Government for
consequential damages resulting from any defect or deficiencies in accepted
items.
(q) Other compliances. The Contractor shall comply with all applicable Federal,
State and local laws, executive orders, rules and regulations applicable to its
performance under this contract.
(r) Compliance with laws unique to Government contracts. The Contractor agrees
to comply with 31 U.S.C. 1352 relating to limitations on the use of appropriated
funds to influence certain Federal contracts; 18 U.S.C. 431 relating to
officials not to benefit; 40 U.S.C 327, et seq., Contract Work Hours and Safety
Standards Act; 41 U.S.C. 51-58, Anti-Kickback Act of 1986; 41 U.S.C. 251 related
to whistle blower protections; and 49 U.S.C 40118, Fly American.
(s) Order of precedence. Any inconsistencies in this solicitation or contract
shall be resolved by giving precedence in the following order: (1) the schedule
of supplies/services; (2) the paragraphs of this clause; (3) the clause at
52.212-5; (4) addenda to this solicitation or contract, including any license
agreements for computer software; (5) solicitation provisions if this is a
solicitation; (6) the Standard Form 1449; (7) other documents, exhibits, and
attachments; and (8) the specification.
Addenda to Clause 52.212-4:
(t) Packaging and Marking. All deliverables shall be packaged, packed and marked
in accordance with normal commercial practices to prevent deterioration and
damage during shipping, handling, and storage. The use of asbestos, excelsior,
newspaper or shredded paper (all types including waxed paper, computer paper and
similar hygroscopic or non-neutral material) is prohibited. The Contractor shall
be responsible for removal and proper
<PAGE>
NMA201-98-C-0089
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other information technology used in combination with the information technology
being acquired, properly exchanges date/time data with it.
(6) Clauses Incorporated by Reference
(i) Deleted.
(ii) 52.245-2 Government Property (Fixed-Price Contracts). (DEC 1989) --
Alternate I (APR 1984).
(iii) 52.232-18 Availability of Funds. (APR 1984)
(iv) 52.212-3 Offeror Representations and Certification -- Commercial Items (JAN
1997)
(7) Clauses Incorporated in Full Text
(i) 52.216-24 Limitation of Government Liability. (APR 1984)
RESERVED
(ii) 52.216-25 Contract Definitization. (OCT 1997)
RESERVED
<PAGE>
NMA201-98-C-0089
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52.212-5 Contract Terms and Conditions Required to Implement Statutes or
Executive Orders--Commercial Items. (AUG 1996)
(a) The Contractor agrees to comply with the following FAR clauses, which are
incorporated in this contract by reference, to implement provisions of law or
executive orders applicable to acquisitions of commercial items:
(1) 52.222-3, Convict Labor (E.O. 11755); and
(2) 52.233-3, Protest After Award (31 U.S.C 3553).
(b) The Contractor agrees to comply with the FAR clauses in this paragraph (b)
which the contracting officer has indicated as being incorporated in this
contract by reference to implement provisions of law or executive orders
applicable to acquisitions of commercial items or components:
(Contracting Officer shall check as appropriate.)
_X_ (1) 52.203-6, Restrictions on Subcontractor Sales to the Government, with
Alternate I (41 U.S.C. 253g and 10 U.S.C. 2402).
_X_ (2) 52.203-10, Price or Fee Adjustment for Illegal or Improper Activity (41
U.S.C. 423).
___ (3) 52.219-8, Utilization of Small Business Concerns and Small Disadvantaged
Business Concerns (15 U.S.C. 637 (d) (2) and (3));
<PAGE>
NMA201-98-C-0089
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_____ 252.225-7015 Preference for Domestic Hand or Measuring Tools (10 U.S.C.
2241 note).
_____ 252.225-7017 Preference for United States and Canadian Valves and Machine
Tools (10 U.S.C. 2534 (c) (2)).
_____ 252.225-7027 Limitation on Sales Commissions and Fees (12 U.S.C. 2779).
_____ 252.225-7028 Exclusionary Policies and Practices of Foreign Governments
(22 U.S.C. 2755).
_____ 252.225-7029 Restriction on Acquisition of Air Circuit Breakers (10 U.S.C.
(a) (3))
__X__ 252.225-7036 North American Free Trade Agreement Implementation Act.
__X__ 252.227-7015 Technical Data-Commercial Items (10 U.S.C. 2320).
_____ 252.227-7037 Validation of Restrictive Markings on Technical Data (10
U.S.C. 2321).
__X__ 252.233-7000 Certification of Claims and Requests for Adjustment or Relief
(10 U.S.C. 2410).
_____ 252.242-7002 Submission of Commercial Freight Bills for Audit (31 U.S.C.
3726).
__X__ 252.247-7024 Notification of Transportation of Supplies by Sea (10 U.S.C.
2631).
__X__ 252.249-7001 Notification of Substantial Impact on Employment (10 U.S.C.
2501 note).
252.212-7000 Offeror Representations and Certifications - Commercial Items
(NOV 1995)
252.232-7009 Payment by Electronic Funds Transfer (CCR) (JUN 1998)
252.204-7000 Disclosure of Information. (DEC 1991)
(a) The Contractor shall not release to anyone outside the Contractors
organization any unclassified information, regardless of medium (e.g., film,
tape, document), pertaining to any part of this contract or any program related
to this contract, unless --
(1) The Contracting Officer has given prior written approval; or
(2) The information is otherwise in the public domain before the date of
release.
(b) Requests for approval shall identify the specific information to be
released, the medium to be used, and the purpose for the release. The Contractor
shall submit its request to the Contracting Officer at least 45 days before the
proposed date for release.
(c) The Contractor agrees to include a similar requirement in each subcontract
under this contract. Subcontractors shall submit requests for authorization to
release through the prime contractor to the Contracting Officer. (End of clause)
<PAGE>
NMA201-98-C-0089
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CONTRACT DOCUMENTS, EXHIBITS, OR ATTACHMENTS:
Attachment 1 Statement of Work for GIMDE 2000 Workflow/Production Planning
Program, dated 29OCT98, to include the following amendments:
1. Proposal Attachment A, Template Software, Inc. standard
license agreement (and subcontractor license agreement)
is deleted in its entirety (refer to Attachment 4,
below).
2. Template Training Addendum, pages 1-2 is incorporated in
its entirety.
3. Paragraph III.2. - Add the following clarification:
Modifications to the standard agenda are based on
agreement between Template and the NIMA Program Office.
4. Paragraph III.5. -- Add the following clarification: It
is agreed that the change process reflected in Paragraph
II.1 and in Template letter of 30NOV98 (subject: GIMDE
2000 Workflow Production Planning Technical Volume
Discussions), comment and answer #1, applies.
5. Paragraph III.15. - Add the following clarification:
Installation procedures will be coordinated with the
Government test scenarios and procedures.
6. Paragraph III.16. -- Add the following clarification:
Procedures used for site acceptance must be coordinated
with Government test scenarios and procedures.
7. Paragraph III.17. - Delete this paragraph in its
entirety; refer instead to Training Addendum.
8. Paragraph III.18. - Delete this paragraph in its
entirety.
9. Paragraph VI. Reference 2 - Delete this item of GFP/I in
its entirety.
Attachment 2 DD254 DoD Contract Security Classification Specification
Attachment 3 Government Furnished Property List
Attachment 4 Template Software License Agreement, #01-323-98-00, including
License Schedules One and Two, effective as of 1OCT98
<PAGE>
[LOGO[ TEMPLATE
SOFTWARE
GIMDE 2000 Workflow/Production
Planning Program
Technical Volume
PRESENTED TO NIMA MO
OCTOBER 29, 1998
- --------------------------------------------------------------------------------
This data, furnished in connection with this Request for Proposal shall not be
disclosed outside the Government and shall not be duplicated, used, or disclosed
in whole or in part for any purpose other than to evaluate this proposal. This
restriction does not limit the Government's right to use information contained
in this data if it is obtained from another source without restriction. The data
subject to this restriction is contained in the following sheets (APR 84) (FAR
52.215-12(a)).
- --------------------------------------------------------------------------------
45365 Vintage Park Plaza o Dulles, VA 20166 o 1.800.483.6752 o 703.318.1000 o
www.template.com
NMA201-98-C-0089
Attachment (1)
<PAGE>
EXECUTIVE SUMMARY
In response to the National Imagery and Mapping Agency (NIMA) request for
proposal dated October 19, 1998 for the development of the Geospatial
Information Management Data Environment 2000 (GIMDE 2K) Workflow / Production
Planning Program, Template has prepared the following proposal. The purpose of
this proposal is to provide a low risk and cost effective approach to meeting
the stringent deadlines associated with replacing the workflow and production
planning functions of the current Production Management Segment (PM/S) in
accordance with the GIMDE 2K Functional Requirements Document (FRD). The
approach listed leverages off the work of the National Center for Applied
Technology (NCAT) in developing a Concept of Operations (CONOPS), the FRD and
the GIMDE 2K Statement of Work (SOW) all dated September 22, 1998.
Template Software's main business is developing large enterprise software
solutions. To this end, this paper describes an approach for developing the
turnkey solution needed for the GIMDE 2K Workflow / Production Planning effort.
This proposal describes the method for developing the distributed software
solutions necessary to replace the current mainframe based PM/S with a client
server PM/S designed to be flexible and to have a minimum maintenance funding
requirement.
A primary component of this proposal is based upon several assumptions.
These assumptions are: 1) Commercial Off The Shelf (COTS) software provides the
lowest risk and lowest life cycle cost to NIMA; and 2) NIMA's best interest is
served by an environment that allows new technologies and software to be easily
added over time without the need of large integration efforts. These two
assumptions drive much of the design cited in the proposal.
In line with assumption 1) above, this proposal also describes a Template
Software product oriented approach, with minimal integration labor. The result
of this approach is that solutions can be provided earlier than traditional
integration efforts. This approach also implies that early system deliveries may
only meet a percentage of the overall requirements and that each subsequent
software delivery, or spiral, will provide more and more capability. Template
has chosen an architecture that allows this incremental delivery process as
well as providing a flexible system that can easily be expanded to meet new
requirements, as discussed in assumption 2).
The Template Software approach for developing the GIMDE 2K Workflow /
Production Planning program is divided into three phases. The first phase
establishes an infrastructure that includes the Information Access Services
(IAS) and the Management Data Library (MDL), an integration environment known as
the Enterprise Integration Template (EIT), and an initial workflow application.
The second phase will incorporate a production planning and some requirements
analysis capability with the infrastructure to provide further functionality
and, finally, the third phase will incorporate custom built applications that
allow complete system operation.
Use or disclosure of data contained on this sheet is subject to the
restriction on the title page of this proposal.
1
<PAGE>
Central to this approach is the implementation of the Enterprise
Integration Template (EIT). This Template Software product provides an
intelligent integration platform that can interface with COTS software packages
and new software programs such as the IAS/MDL. This will allow a smooth
transition to the USIGS based environment desired by NIMA. EIT not only provides
an application interface device, but the intelligent nature of the device allows
an incremental integration approach for the overall system.
Overall, the Template Software approach for developing a client server
based GIMDE 2K provides for an incremental approach that rapidly fields a new
system without major disruption to the users. The phases are designed to allow
NIMA to clarify requirements during the development period without complete
program disruption. The interfaces proposed allow for standards to be met, such
as CORBA and USIGS, but also allows for COTS packages that don't meet the
standards to be used, if so desired by NIMA. The rapid deployment of software,
combined with the flexibility described above, makes the Template Software
approach an affordable, low risk, development approach.
I. INTRODUCTION
As described in the Functional Requirements Document (FRD), the GIMDE 2000
effects a transition of order entry and tracking and workflow management
applications that support geospatial information production into the post-Year
2000 (Y2K) environment. It establishes a new technical baseline for the order
entry and tracking and workflow management for geospatial intelligence
production. GIMDE 2000 migrates those order entry and tracking and workflow
management functions of the Digital Production System (DPS) Source Acquisition
Segment (SA/S) and Production Management Segment (PM/S) which will be relevant
to the new environment. It integrates critical capabilities which will be
essential in managing production of geospatial information in the future
environment.
The goals of the Geospatial Information Management Data Environment 2000
program are to:
o Meet Y2K requirements
o Address life-cycle sustainment, including maintenance
o Provide incremental improvements in capability
o Utilize COTS technology
o Increase effectiveness in managing the flow of production material
and activities
o Reduce life-cycle costs for the suite of applications supporting
geospatial information production activities
NIMA production centers at Bethesda, Reston, Washington Navy Yard, and St.
Louis and the Naval Oceanographic Office (NAVOCEANO) use order entry and
tracking and
Use or disclosure of data contained on this sheet is subject to the restriction
on the title page of this proposal.
2
<PAGE>
workflow management applications to manage, direct, and control production of
geospatial information. Organizations within the production centers will use
these management applications to assess source material, handle requirements,
plan production, schedule production, create and revise production standards,
receive tasking, make work assignments, order and receive production materials,
compile job histories, compute metrics, and generate reports. Included in these
organizations are the NIMA Production Cells (NPCs) that employ streamlined
workflow and integrated work processes.
The following proposal addresses the GIMDE 2K Workflow / Production Planning
components of the GIMDE 2K. Section II provides a technical overview of the
approach and Section III breaks the program into the elements described in the
SOW. The following figure describe those GIMDE 2K functions applicable to this
proposal.
[GRAPHIC]
Use or disclosure of data contained on this sheet is subject to the restriction
on the title page of this proposal.
3
<PAGE>
II. TECHNICAL OVERVIEW
The delivering of a turnkey system to meet the GIMDE 2000 Workflow /
Production Management needs encompasses a variety of activities ranging from
requirements definition to final system checkout. Template Software has
developed an integration approach to execute these activities in a manner
designed to minimize risk and field capabilities as soon as possible. This
approach is founded on several key components. First and foremost, this effort
is primarily a software development and integration task that has associate
risks. These risks include requirements management, external interface control,
integration of COTS and custom built software, and user satisfaction. The second
key component is the time constraints associated with the Year 2000 issue.
Unlike past efforts, where a delay in a program only meant that users had to
wait longer for the capability, in this case, the lack of a working solution has
direct day to day impact on NIMA operations. Without a working system in place
by the end of 1999, NIMA is faced with operating without a production
management system. Recognizing this Year 2000 issue calls for a management
approach that assures software delivery of critical items early in the program.
This will minimize the Y2K program risk. The approach Template has developed is
designed around these two components by minimizing software risk and working
toward near term software deliveries.
The following description of Template's approach is divided into three
primary sections: Requirements Management; Software Development; and System
Deployment. Each section describes the roles and processes that will be used to
execute their activities and describes how they contribute to the reduction of
software development risks and early software deliveries.
1. Requirements Management
A key element in managing the software risk of any program is a proper
understanding of the overall system requirements. For this reason, members of
our requirements team will be assigned to work closely with NIMA and associate
contractors to clearly define and manage all requirements. Template Software's
development process is based upon Rapid Application Completion (RAC) that allows
the customer to refine and clarify the requirements as the program progresses.
The requirements management staff is charged with defining the requirements that
are passed to the software development team and then working with the customer's
team to assure that these requirements are properly understood. This is done in
two ways. First, an initial segment specification will be drafted for each major
function of the program that describes the desired functionality of the
application. Each segment specification will be developed by working with NIMA
operators to identify how the COTS applications and custom code will be
integrated to meet NIMA'S requirements. These segment specifications will then
be integrated into one Systems Requirements Document (SRD) that describes the
overall system functionality. As each segment specification is completed,
requirements for that application will be parsed into incremental steps that
will allow the software development team to build pieces of the overall system
that can be quickly shown to the customer. Once an increment, or "spiral" as
they are referred to
Use or disclosure of data contained on this sheet is subject to the restriction
on the title page of this proposal.
4
<PAGE>
at NIMA, is completed, the requirements management staff will sit down with the
customer and identify where a requirement is met and where it is not. This
information will then be drafted as either a change to the SRD or as a software
change request to the software development staff for incorporation into the
program. Several of the these spirals will likely be occurring at the same time,
so the requirements management staff will be split into logical units to handle
the various spiral development efforts.
A key element to any requirements management process is Change Control.
Throughout the program, NIMA and Template will become more familiar with the
requirements of the system, which may require a change to the SRD. To
accommodate this function in an orderly and low risk fashion, a Change Control
Board (CCB) will be established made up of representatives from each of the
requirements teams, the software development team, the deployment team, Template
management and NIMA. Changes will be classified by their impact on the SRD and
the overall material impact on the effort. Any change that may have a
significant impact must be approved by Template and NIMA so that appropriate
contractual changes, if required, can be made.
2. Software Development
The central philosophy behind the Template Software approach is to allow'
for the straightforward integration of dissimilar software systems. These
systems can range from legacy systems built around mainframe computers to new
software applications built under different standards, such as Microsoft's COM
and OMG's CORBA. By first establishing a flexible integration environment, the
risk of new software development is significantly diminished. Furthermore, the
integration of COTS applications becomes more straightforward because multiple
options for integration are available, therefore not forcing one standard on
multiple COTS packages. This establishment of the integration environment has
traditionally been a complicated and expensive process that took months to
specify, develop and test. The advancement of object oriented technology and
large-scale software reuse has changed this dramatically in recent years. The
use of object oriented technology allows for the complete representation of the
enterprise, which then provides the capability to move, transform, manipulate,
combine and direct transactions and data between the various elements. Changing
the behavior of the enterprise then becomes a matter of redefining the
relationship of the objects. Many of the advancements have been achieved through
Object Request Brokers (ORBs) over the past couple of years. Template Software
has taken this concept a step farther and added an intelligent enterprise
integration tool. By combining the advantages of an object oriented integration
tool with an intelligent inference engine, Template's EIT provides the primary
components of an "out of the box" integration environment. Template's proposed
architecture utilizes this capability as a centerpiece to the GIMDE 2K effort.
The figure below shows the architecture of the overall system.
Use or disclosure of data contained on this sheet is subject to the restriction
on the title page of this proposal.
5
<PAGE>
[GRAPHIC]
As shown in the figure, the primary input to the EIT is the IAS/MDL interfaced
with EIT through a CORBA compliant Interface Design Language (IDL). Once the EIT
is integrated with the primary storage system, the development of management
applications can be performed.
The software development team will execute this development process in
three phases. The first phase establishes an integration environment using the
EIT to allow for communication with the IAS/MDL. Additionally, the first phase
includes the Baseline Process Flow Builder to allow NIMA to begin the building
of the process flows in time for an August 1999 operation. The second phase will
integrate the applications necessary to conduct production planning. The
Workflow Engine will also be delivered in this phase. The final phase of the
program will incorporate several development applications into the overall GIMDE
2K system. Though the goal of the program is to utilize COTS as much as
possible, there are a number of functions that may have to be developed. The
establishment of an integration environment in the first phase significantly
reduces the risk of development efforts because the integration requirements are
known and there is a single interface into the system.
Use or disclosure of data contained on this sheet is subject to the restriction
on the title page of this proposal.
6
<PAGE>
Unlike past efforts, where each application development effort had to be
concerned with the other applications in the system, the use of EIT allows for
the application to be focused on the business function for which it is designed,
not on interfaces and interoperability.
3. Deployment
The success of any system development effort is measured by the final
deployment of the system in an operational environment. To assure that this
phase of the program is executed in an efficient and effective manner, a team of
Template staff will be assigned to address all deployment items. This team will
be responsible for the establishment of a laboratory that models the operational
environment, conducts site surveys for deployment, and monitors training and
transition issues. Additionally, this team will address such issues as tracking
Government Furnished Property, facility management, and configuration
management.
III. PROGRAM EXECUTION
As mentioned in Section II, the Template Workflow / Production Planning
effort is broken into three phases. The following section addresses these phases
as they relate to Section 3 of the GIMDE 2K SOW dated 22 September 1998.
1. Program Organization, Planning, Monitoring and Control - Template has
assigned Chip Block to be the full time program manager to guide, monitor and
report to the Government the activities of the Template team. He will have
overall program control ranging from contractual matters to technical direction.
Additionally he will have direct contact with senior Template management to
address any corporate matters that may arise during this program. Mr. Block will
lead the development of a detailed Program Management Plan (PMP) that describes
the activities of the Template team as they relate to major contractual
milestones and events. The PMP will describe the organization, staffing,
external resource dependencies, software development environment, hardware
environment and risk mitigation.
In addition to the PMP, a master program schedule will be generated and
maintained throughout the program. The schedule will be briefed at a monthly
Program Management Review (PMR) for a discussion of progress toward the overall
program goals. Though a schedule of all primary activities will be provided,
Template will notify the Government in writing when changes in the major
milestones listed in Section VI occur. Changes in secondary activities will be
part of the PMR brief given each month and reflected in a monthly schedule
update.
2. Management Reporting and Review - Template will conduct a PMR at the Dulles,
VA facility once a month. These meetings will not occur more frequently than
every 25
Use or disclosure of data contained on this sheet is subject to the restriction
on the title page of this proposal.
7
<PAGE>
days. A standard agenda will be agreed to at the first PMR for use at all future
meetings to assure effective reviews.
3. Procurement and Subcontractor Management - Template will provide the staff
necessary to execute all procurement and subcontractor functions. For this
program, Ms. Alice Chappell will fulfill this role. She will be the primary
point of contact for all subcontractor and procurement matters, including
reporting any issues involving these areas to the Government Contracting Officer
and briefing these issues at PMRs.
4. Program Coordination - The GIMDE 2K Workflow / Production Planning effort
involves a large number of organizations within NIMA and, in some instances,
organizations outside of NIMA. The United States Imagery and Geospatial
Information System (USIGS) provides the guidance for many of the interfaces
between these organizations and their respective systems. Template will
coordinate, where practical, with these various groups in order to provide an
interoperable system that can grow with NIMA's needs. The architecture chosen by
Template is specifically designed to minimize the complexity of this
coordination effort. In order to maintain the tight schedule proposed for this
effort, these coordination efforts will be limited to those areas that affect
the EIT / IAS interface. Where possible, Template will provide comments and
recommendations to overall NIMA system interface issues, but this effort does
not include support to USIGS Interoperability Profile (UIP) standards working
groups, USIGS conferences, or Department of Defense (DoD) level activities
relating to USIGS or other geospatial programs.
The primary method used for coordination will be working closely with the
Harris IAS program to develop a UIP compliant interface. This will be done
through technical exchange meetings and continuous coordination between Harris
and Template. Issues arising from these discussions will be reported to the NIMA
(MO) promptly to provide for quick resolution. The baseline standard for this
effort is IAS version 2.6
5. Systems Engineering Management Planning - The cornerstone of development with
Template Software technology is an iterative life cycle model consisting of
short development efforts, or increments. Each increment results in operating
software of increasing functional capability. The early increments can be
thought of as non-throwaway prototypes. Once an initial production version of
the application is produced, succeeding increments proceed as before with the
added activity of maintaining the operational readiness of the fielded
production software. This process continues until the software is retired from
production. The GIMDE 2K Workflow / Production Planning program will utilize
this same approach to meet the stringent deadlines associated with this program.
A complete description of this process will be provided in the Software
Development and Integration Plan. This plan will be aligned with the Program
Master Schedule to execute this iterative development approach in coordination
with the three phases of the program described earlier in this proposal. The
nature of this development approach is such that requirements can be clarified
throughout the process. However, the tight timeframe associated with the effort
affords little time for completely new requirements to be added after the
delivery of Systems Requirements
Use or disclosure of data contained on this sheet is subject to the restriction
on the title page of this proposal.
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<PAGE>
Document (SRD). Therefore, as software iterations are developed, a close review
of the features being added to the software will be held to assure that the
requirements laid out in the SRD are not changed. If during this process, a
requirements change is directed by the Government, then appropriate contractual
actions will be executed.
6. Technical Reviews - There will be three types of technical reviews conducted
as part of this effort; requirements reviews, design reviews, and test readiness
reviews. These reviews coincide with the completion of major milestones within
the program and the designated delivery dates. A summary of the proposed reviews
for the GIMDE 2K effort is as follows:
Phase One
---------
Baseline Process Flow Builder Design Review - Approximately November 12,
1998
Test Readiness Review - Approximately December 8, 1998
GIMDE 2K Requirements Review - December 16-18, 1998
Phase Two
---------
Phase Two Design Review - Approximately February 17, 1999
Phase Two Test Readiness Review - Approximately April 8, 1999
Phase Three
-----------
Phase Three Design Review - Approximately June 6, 1999
Phase Three Test Readiness Review - Approximately July 30, 1999
7. Requirements Analysis - Template Software analysts will establish a set of
detailed user, functional, and interface requirements starting from the GIMDE 2K
Functional Requirements and the GIMDE 2K Concept of Operations documents. The
purpose of these detailed requirements is to allow Template to build management
applications that support work in GI now, and that will flex to support their
future work. Participation of GI subject matter experts in this process is
essential to the success of this effort. The approach to performing the detailed
requirements analysis contained herein minimizes the commitment of time for GI
personnel, while providing for broad participation by the necessary branches,
departments, and specialized teams. The short schedule constraints for this
effort are addressed by separating the effort into several parallel activity
threads.
The process described is the first cycle, the formal cycle in identifying
the detailed requirements that results in the SRD. During development, as early
increments of the applications are available, user evaluations of usability and
functionality of these pilots will be used to refine these requirements.
Use or disclosure of data contained on this sheet is subject to the restriction
on the title page of this proposal.
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The approach includes small meetings, interviews with diverse users, and
frequent reviews of intermediate and final products. The schedule for these
activities will follow a pattern, but will be scheduled according to the
availability of the participants and the needs of the program.
a. GI Participants
This section describes the roles that the GI participants will take on for the
detailed requirements analysis and time comment that those roles will require.
1) Roles: There are three categories for the GI participants in this
requirement refinement process. In this approach GI representatives will
be Core Reps, Process Role Users, and Managers. Many individuals will
participate in more than one of these roles.
a) Core Reps
The key participants are future users that represent their
colleagues who share a process role. These participants will come
from the users working in the process areas defined below and
together they will form a core team. Template requests that these
core team representatives (Core Reps) are granted the authority to
speak for the user group(s) they represent. That means that they
will take responsibility for resolving conflicting views and will be
able to give the contractor answers to questions that arise during
analysis and development. Associated with this effort, Template will
conduct reviews of final requirements, will write software design
specifications, and will perform configuration management of
substantial changes, but the role of the Core Reps is essential for
successful adherence to the project schedule.
b) Process Role Users
The process role users belong to subsets of the broad range of
future GIMDE 2K users. These subsets are divided into either
applications or broad functional areas identified in the GIMDE 2K
Concept of Operations. The table below shows the resulting
categories of users, divided first by process area and then by job
title. The table, when completed will show the numbers of users in
each role and how many it would be reasonable to interview. The
guideline for setting these numbers is: conduct at least 2
interviews per role with a minimum of 6 for each functional
category. The numbers of interviews will be greater for larger
communities of future users. This table will be completed with the
assistance of the Core Reps.
Use or disclosure of data contained on this sheet is subject to the restriction
on the title page of this proposal.
10
<PAGE>
User Participants
<TABLE>
<CAPTION>
Process Area Job Title Number Number to Interview
- -----------------------------------------------------------------------------------------------------------------------
Bethesda Reston St. Louis
- -----------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Production Planning TBD 40
- -----------------------------------------------------------------------------------------------------------------------
Forecasting
- -----------------------------------------------------------------------------------------------------------------------
Planning
- -----------------------------------------------------------------------------------------------------------------------
Requirements Collection & Pre-Planning
- -----------------------------------------------------------------------------------------------------------------------
Requirements Analyst
- -----------------------------------------------------------------------------------------------------------------------
Regional Analyst
- -----------------------------------------------------------------------------------------------------------------------
Production Manager
- -----------------------------------------------------------------------------------------------------------------------
Plans Officer
- -----------------------------------------------------------------------------------------------------------------------
Baseline Process Flow Construction 12
- -----------------------------------------------------------------------------------------------------------------------
TBD
- -----------------------------------------------------------------------------------------------------------------------
Production Metrics Analysis
- -----------------------------------------------------------------------------------------------------------------------
Workflow Scheduling
- -----------------------------------------------------------------------------------------------------------------------
Process Leader
- -----------------------------------------------------------------------------------------------------------------------
Project Leader
- -----------------------------------------------------------------------------------------------------------------------
Functional Support Manager
- -----------------------------------------------------------------------------------------------------------------------
Workflow Execution
- -----------------------------------------------------------------------------------------------------------------------
Group Leader
- -----------------------------------------------------------------------------------------------------------------------
Geospatial Analyst
- -----------------------------------------------------------------------------------------------------------------------
Cartographer
- -----------------------------------------------------------------------------------------------------------------------
IS Staff
</TABLE>
c) Managers
Supervisors of personnel in the roles identified above are requested to review
the results of the modeling as well as the final products. Template Analysts
conducting the interviews will keep the appropriate supervisors informed of
their visits and demands on their workers' time.
2) Commitments
Estimates for the time commitments from the GI subject matter experts are shown
in the table below.
Use or disclosure of data contained on this sheet is subject to the restriction
on the title page of this proposal.
11
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- --------------------------------------------------------------------------------
GI Participants Activity Estimated Time
- --------------------------------------------------------------------------------
Core Reps Initial Modeling Meeting 4 - 8 Hours
- --------------------------------------------------------------------------------
Review of Models 1 Hour
- --------------------------------------------------------------------------------
Function Review Meeting 3 Hours
- --------------------------------------------------------------------------------
Analyst Consulting 4 hours / week through December
- --------------------------------------------------------------------------------
Final Design Review 16-24 Hours
- --------------------------------------------------------------------------------
Developer Consulting 1 Hour / Week through April
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Process Role Users Interviews 2 Hours
- --------------------------------------------------------------------------------
Work Observation 1 Meeting (2 - 4 hours)
- --------------------------------------------------------------------------------
Review of Models 1 Meeting (2 - 4 hours)
- --------------------------------------------------------------------------------
Function Review Meeting 3 Meetings (attendance TBD)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Managers Interview 0.5 Hours
- --------------------------------------------------------------------------------
Review Models 1 Meeting (2 - 4 hours)
- --------------------------------------------------------------------------------
Other Attendance TBD
- --------------------------------------------------------------------------------
This proposal is based upon completing the SRD by December 24, 1998 using the
above approach. It assumes the availability of staff as stated above and an
orderly resolution of requirements issues resulting from the process listed.
8. GIMDE 2K Design
The basis for the Template's GIMDE 2K Workflow/Production Planning Program
is the use of Template's COTS software and the COTS software of other vendors,
such as Manugistics for the production planning portion of the program.
Therefore, all of the primary components, which are called Computer Software
Configuration Items (CSCI's) in other programs, will be referred to as
applications in this program. The overall design, as described in Section II
above, reveals a series of applications connected through an EIT to provide an
overall system capability. Recognizing the dependency on COTS software, the
design description of this effort will focus on those areas that must be
developed specifically for this program. This will include the EIT object model
and the custom built applications within the Requirements Application area.
Similarly, the interface design descriptions will include the applicable UIP
standards and any modifications to these standards. The design documentation
will be limited to these custom software areas due to the fact that internal
design information is not readily available on COTS software. Since Template
Use or disclosure of data contained on this sheet is subject to the restriction
on the title page of this proposal.
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<PAGE>
Software's tools are built around an object oriented (OO) software development
environment, the design documentation will use standard OO documentation tools
and follow Template Software formats. These documents will be delivered in
conjunction with the Factory Acceptance Test of Phase Two and then updated, as
necessary, during Phase Three.
9. Software Development - Functional Software
As described in the previous section, the Template development effort can
be characterized as a series of stand alone applications operating in concert to
provide the overall GIMDE 2K Workflow / Production Planning functionality. These
applications are made up of a combination of COTS and custom software to meet
the unique NIMA requirements. One of the primary objectives of the program is to
use COTS software wherever possible. To this end, Template has chosen a series
of COTS products to meet the requirements identified in the FRD. An overview of
these products and their applicability are as follows:
A. Workflow Applications - Template Software's Workflow Template - Business
Process (WFT-B) Development Environment, Server License, and Maintenance
B. Pre - Planning / Planning - Manugistics Demand Planning, Supply/C,
Advanced Manufacturing Scheduling and NetWorks software packages. This
software includes development and run time licenses. Template Software
assumes immediate transfer of the Manugistics software licenses upon
delivery by Manugistics. Accordingly, maintenance is assumed to be paid
for separately by the Government.
C. Requirements Applications - Template's Foundation Template COTS package
and the associated Development Environment (DE) will be used to build
these applications. The DE, run time and maintenance will be included in
the products provided under this functional application area.
D. Reporting - a COTS report generation tool may be used to meet this FRD
requirement. An evaluation of available tools versus requirements and
cost will be conducted and the results reported to the Government.
These COTS packages will be combined to provide an incremental capability
in three phases as described earlier in this proposal. Each phase is designed to
provide NIMA with an increasing capability toward the complete Workflow /
Production Planning capability required by August 1999. Section V of this
proposal provides a description of the deliveries of each phase of this proposal
and the Program Master Schedule provides actual scheduled dates and
dependencies.
As shown in the above product descriptions, the specific development
environments to support the various packages is included in this proposal.
Additionally, Template will maintain through final site acceptance test (SAT), a
laboratory that provides all necessary tools, such as configuration management,
networking and documentation needed to build the functional applications. These
tools are commercially available and are not deliverables under this contract.
However, a detailed list of all
Use or disclosure of data contained on this sheet is subject to the restriction
on the title page of this proposal.
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<PAGE>
laboratory tools used will be provided to the Government to assist transition to
a NIMA support structure.
10. Software Development - Middleware
A primary component of the architecture chosen by Template is the use of
EIT product to provide a UIP compliant between the IAS/MDL and the management
applications. This architecture was chosen to allow parallel development of
applications and to minimize the risk of the external interfaces to the overall
program. The EIT provides not only an interface, but an intelligent control
mechanism for the entire Workflow / Production Planning enterprise. The EIT has
several key components that allows it to perform the intelligent enterprise
control function; connectors to external systems, an embedded object model, and
connector/proxies to applications. In the case of the NIMA project, the
connector to an external system is the CORBA based GIAS interface to the IAS/MDL
system. The object model provides the intelligent capability to translate,
control and monitor the movement of data between the applications and the
IAS/MDL. Finally, the connectors/proxies will interface to the Manugistics and
Template functional applications discussed in the previous section. EIT, as a
COTS package, has an associated development environment that allows the
customization for specific NIMA needs into the product. The only product being
delivered under this portion of the program is:
Enterprise Integration Template - Server based software with associated
Designer Kit and maintenance.
Template will develop the middleware in the development laboratory
previously described. The laboratory will remain in place through final SAT.
11. Software Integration
Template will conduct the engineering and software development activities
necessary to integrate the Workflow / Production Planning capabilities described
in this proposal. These activities will include all commercially accepted
practices associated with this type of program, including design, development,
configuration management, test and documentation. The details of this process
will be provided in the Systems Engineering and Integration Plan (SEIP) and
follow standard Template Software commercial development policies and practices.
Tools, such as configuration management, version control, and design tools will
be at Template's choice and will not be delivered to the Government. However, a
list of these tools will be provided to the Government and data generated by the
tools will be provided for overall program tracking and monitoring.
A primary component of the systems engineering task area will be working
with the NIMA sponsored Transition Working Group (TWG) to assure that overall
system design is consistent with NIMA plans for final operational status. Any
impacts on the
Use or disclosure of data contained on this sheet is subject to the restriction
on the title page of this proposal.
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<PAGE>
overall design, schedule, or final software delivery status generated by the TWG
will be reported to NIMA (MO) for resolution.
12. Test and Evaluation
Template will support a commercially based test and evaluation program
that verifies the proper execution of software delivered by Template. This test
program will be a functionally based test program based on the SRD delivered by
Template. There will be three primary test steps in each phase, a factory
acceptance test (FAT), an integration, checkout and test (IC&T) and a SAT.
Software will be considered accepted upon completion of the FAT or upon full
operational deployment, whichever comes first. Discrepancies from acceptance
test procedures uncovered during the IC&T and SAT will be corrected by Template
at no additional cost to the Government. The primary components of the test
program are as follows:
- - Test Procedures - Template will develop and deliver to NIMA a list of test
procedures based upon the SRD to verify the proper operation of the
software developed for the GIMDE 2K Workflow / Production Planning effort.
These procedures will be used for internal testing by Template, FAT, IC&T
and SAT.
- - Test Readiness Review - prior to any formal testing of Template delivered
software, a Test Readiness Review will be held with NIMA for formal
Government approval to move to acceptance testing. The purpose of this
review is to verify that the Test Procedures to be used by the Government
and the Test Procedures used by Template for in house check out are
identical. The review will also assure that the NIMA test laboratory is as
anticipated by Template and that no significant difference between the
NIMA lab and the Template lab exist. The Test Readiness Review also
provides the Government with an assurance that the software has been
thoroughly tested by Template in house and that the acceptance test has a
high probability of success.
Within the first 60 days of the program, Template will designate a test
manager to coordinate the overall test program. This staff member will be part
of the Deployment Team and work closely with the Requirements Team, who will do
the actual testing. Similarly, NIMA will provide a primary point of contact for
testing issues to work with the Template testing lead to assure that all
activities are coordinated before testing begins.
13. Site Installation and Integration Planning
Template will work closely with the TWG to assure that the design
assumptions and final operational system configuration are in concert. This will
include the development of a Site Installation and Integration Plan (SIIP) that
details the requirements for the commercial software and custom applications
delivered. In
Use or disclosure of data contained on this sheet is subject to the restriction
on the title page of this proposal.
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<PAGE>
particular, coordination with each phase delivery, as described in Section V,
and the target operation site will be conducted to avoid final installation
conflicts.
14. Site Preparation
In accordance with the SIIP, an evaluation of the final site will be
conducted at least 45 days before deployment for Phase Two and Three. A 45 day
target is planned for Phase One, though schedule dependencies may require that
the site preparation be moved to 30 days before installation. Template will
provide a recommendation to the Government as to the Phase One site preparation
not later than the November 1998 PMR. As COTS software, the environment is
assumed to commercially available hardware as described in Section VI of this
proposal. Deviations from this configuration could affect the overall price of
the proposal.
15. Installation and Checkout
Template will develop an installation and checkout procedure for final
system installation and then install the software at the Government sites. As
mentioned earlier, the installation checkout procedures will be a subset of the
overall test procedures used for FAT. Upon completion of the installation, the
Government will provide to Template a certification of proper system
installation letter verifying this milestone.
16. Site Acceptance
Template will support NIMA's site acceptance activities by providing
engineering assistance and clarification where needed. The procedures used for
site acceptance will be a subset of the procedures used for the FAT for the
appropriate phase and applications. Upon completion of the site acceptance, NIMA
will provide a letter to Template verifying the successful completion of the
milestone.
17. Training
As part of the GIMDE 2K Workflow / Production Planning effort, Template
will provide engineering assistance to facilitate the transition to a
sustainable training program. This assistance is designed to provide subject
matter expertise to NIMA in establishing their training program. It is not
designed to build a training course, conduct training, or evaluate student
capability in the utilization of the software applications. The training support
will be provided in two parts; mentoring for Baseline Process Flow Editor and
Skills Assessment. A summary of these areas follows:
A. Mentoring for Baseline Flow Editor -- Following the Phase One delivery,
Template will mentor students building baseline process flows. This mentoring
assumes two sites with co-located operators learning how to use the Baseline
Process Flow Editor. The mentoring will be on site at the NIMA facilities and is
assumed to be no more than the equivalent of two weeks a month for six months.
The mentoring will provide expertise on the use of the tool, not NIMA specific
operational issues involving the
Use or disclosure of data contained on this sheet is subject to the
restriction on the title page of this proposal.
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<PAGE>
content of Baseline Process Flows. On call support via telephone will be
available from 9:00am to 5:00pm Monday through Friday through the life of the
program.
B. Skills Assessment - Template will support the overall training effort by
reviewing related training documentation and providing a basic skills list
describing assumed capabilities of operators before using the delivered
applications. This list of skills will be provided in a Staffing and Training
Skills Assessment Report and delivered in accordance with the Program Master
Schedule.
Support to the training function will be as stated above and is assistance
only. No direct classroom training, evaluation of performance, or training
materials are associated with this proposal.
18. Operations and Maintenance
Template will provide engineering assistance in the operations and
maintenance area as described in the GIMDE 2K SOW with the following
interpretations. All COTS software maintenance will be maintained in accordance
with the COTS software license provisions. A copy of our standard software
license agreement is provided as Attachment A to this proposal. A copy of
Manugistics proposed software license agreement is also included. Custom
applications will be supported through October 1999. The Manugistics maintenance
will be contracted separately by NIMA and managed as part of normal COTS
software maintenance practices.
IV. TEMPLATE SOFTWARE DELIVERIES
As with most systems delivered today, the functional capabilities of the
GIMDE 2000 Workflow/Production Planning program are divided into separate
software applications working together to provide a total operational system.
This approach, as opposed to one complex application that does all functions,
allows for lower development risk, lower life cycle maintenance, and provides
for the use of COTS. Additionally, this approach allows for separate
applications to be delivered at each phase of the program. The applications that
will be delivered during each phase of the program are:
Phase One - EIT (version 1.0) *
Baseline Process Flow Builder * (12 applications at two sites)
Phase Two - Production Planning Tools (Demand, Supply/C, AMS for 75
users, NetWorks for 25 users)
WFT -- B Runtime Environment*
Production Method Assignment Tool *
Requirements Application (version 1.0)*
EIT (version 2.0)*
Baseline Process Flow Builder * (version 2.0, if required)
Use or disclosure of data contained on this sheet is subject to the
restriction on the title page of this proposal.
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<PAGE>
Phase Three- Holding Analysis Tool *
Metrics Collection and Reporting*
Requirements Application (version 2.0)*
Production Planning Tools (updated if required)
WFT -- B Runtime Environment* (version 2.0, if required)
Production Method Assignment Tool * (version 2.0, if required)
EIT (version 3.0)*
* These are server based applications assuming the hardware listed
in Section V of this proposal.
V. HARDWARE ENVIRONMENT
Management Application Server -- Sun E6500 with 8 processor configuration
Thick Client for Baseline Process Flow Editor -- 200 MHz Pentium II PC, 128MB
RAM, 19 inch monitor with 8 MB Video Card, 8GB disk, CD ROM device
Thin Client for Other Applications - Capable of running Netscape Enterprise at
acceptable speeds.
Manugistics Applications -- Windows NT -- 4 Processor Server (TBR)
VI. GOVERNMENT FURNISHED PROPERTY / INFORMATION AND REQUIRED DATES
1. Laboratory environment servers similar to operational servers to be used
by NIMA -- October 15, 1998
2. IAS Server Testing Application and Source Code -- October 29, 1998
3. R2.6 IAS Software, MDL Database, and data for look-up/validation tables
-- Installation is required to create an interface between Template's EIT
product and Harris' AIS product. -- October 29, 1998
4. DAG Utilities used in Common Client and Source Code -- this set of
utilities is required to allow us to traverse the directed acyclical
graphs (which have already been developed by Harris) returned by the IAS.
-- October 29, 1998
5. GIAS Query/Retrieve/Create Software -- October 22, 1998
6. GIAS/ MDL Logical Data Model Capability -- November 2, 1998
7. Validated R2.6 MDL Test Data for Phase One -- December 2, 1998
8. GIAS Update Capability -- December 2, 1998
9. Data Model for Holdings Analysis Capability -- January 12, 1999
10. Data Model for Metric Collection -- March 17, 1999
11. Validated MDL Test Data for Phase Two -- March 17, 1999
12. Validated MDL Test Data for Phase Three -- June 30, 1999
Use or disclosure of data contained on this sheet is subject to the
restriction on the title page of this proposal.
18
<PAGE>
Throughout the program, Template will evaluate the needs of the program
and inform NIMA if any change to this list is warranted. If a new GFP item is
necessary, an item will be sent to NIMA. Each item request will be accompanied
by an impact statement as to the effect of not receiving the GFP on time.
VII. SCHEDULE
See Attachment B.
VIII. ASSUMPTIONS AND CONDITIONS
a) Hardware differences between Template's NIMA laboratory and the actual
operational environment will be minimized. However, some differences may
exist and access to operational systems will be necessary for proper
software check out and test.
b) The overall system will operate at one security level. Multi-level
security is not a part of this proposal.
c) All Government reviews of deliverables will be completed within two weeks.
Unless otherwise notified, any document not receiving comments after two
weeks will be assumed accepted.
d) All incremental software builds will be evaluated at Template's Dulles
facility. No prototype or demonstration software will be delivered to the
Government.
e) The software development environment will be unclassified. If a classified
laboratory is needed at a later date, it will be addressed separately.
f) All software products provided by Template Software and its subcontractors
shall remain the intellectual property of Template and their
subcontractors, respectively, and shall be licensed to the Government
under the standard license agreements.
g) Template and its subcontractors' software products and are provided to the
Government on a commercial item basis only.
Use or disclosure of data contained on this sheet is subject to the
restriction on the title page of this proposal.
19
<PAGE>
Attachment B
Template Software, Inc.
GIMDE 2000 Workflow/Production
Planning Program Schedule
Use or disclosure of data contained on this sheet is subject to the
restriction on the title page of this proposal.
<PAGE>
Template GIMDE 2000 Workflow / Production
Planning Program Schedule
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------
ID [GRAPHIC] Task Name Start Finish
- -------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
1 Phase 1 Mon 9/14/98 Wed 4/21/99
- -------------------------------------------------------------------------------------------------
2 Contract Deliverables Fri 10/21/98 Thu 12/24/98
- -------------------------------------------------------------------------------------------------
3 [GRAPHIC] Program Management Plan (CDRL A-001) Fri 10/2/98 Fri 10/2/98
- -------------------------------------------------------------------------------------------------
4 [GRAPHIC] Program Master Schedule (CDRL A-002) Fri 10/2/98 Fri 10/2/98
- -------------------------------------------------------------------------------------------------
5 [GRAPHIC] Program Management Plan Update (CDRL A-001) Wed 10/28/98 Wed 10/28/98
- -------------------------------------------------------------------------------------------------
6 [GRAPHIC] Software Development & Integration Plan
(CDRL A-[ILLEGIBLE]) Fri 10/30/98 Fri 10/30/98
- -------------------------------------------------------------------------------------------------
7 [GRAPHIC] Program Master Schedule Update (CDRL A-002) Mon 11/2/98 Mon 11/2/98
- -------------------------------------------------------------------------------------------------
8 [GRAPHIC] Baseline Process Flow Editor Design Review Thu 11/12/98 Thu 11/12/98
- -------------------------------------------------------------------------------------------------
9 [GRAPHIC] Site Readiness Checklist (CDRL A-016) Mon 11/30/98 Mon 11/30/98
- -------------------------------------------------------------------------------------------------
10 [GRAPHIC] Program Master Schedule Update (CDRL A-002) Wed 12/2/98 Wed 12/2/98
- -------------------------------------------------------------------------------------------------
12 [GRAPHIC] Baseline Process Flow Editor Fri 12/18/98 Fri 12/18/98
- -------------------------------------------------------------------------------------------------
13 [GRAPHIC] Installation & Checkout Checklist (CDRL A-017) Mon 12/21/98 Mon 12/21/98
- -------------------------------------------------------------------------------------------------
14 [GRAPHIC] System Requirements Document (SRD) (CDRL A-00 Thu 12/24/98 Thu 12/24/98
- -------------------------------------------------------------------------------------------------
16 Phase 1 Deliveries from Harris Fri 9/25/98 Wed 12/2/98
- -------------------------------------------------------------------------------------------------
17 [GRAPHIC] Initial ERWin Data Models Fri 9/25/98 Fri 9/25/98
- -------------------------------------------------------------------------------------------------
18 [GRAPHIC] GPT Externals Thu 10/1/98 Thu 10/1/98
- -------------------------------------------------------------------------------------------------
20 [GRAPHIC] MDL R2.5 IDL Received Fri 10/9/98 Fri 10/9/98
- -------------------------------------------------------------------------------------------------
21 [GRAPHIC] BPF Data Model Thu 10/22/98 Thu 10/22/98
- -------------------------------------------------------------------------------------------------
22 [GRAPHIC] Test Data Thu 10/22/98 Thu 10/22/98
- -------------------------------------------------------------------------------------------------
23 [GRAPHIC] GIAS Q/R/C Thu 10/29/98 Thu 10/29/98
- -------------------------------------------------------------------------------------------------
</TABLE>
- ----------------------------------------------------------------------
1999
---------------------------------------------------------------
ID Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep
- ----------------------------------------------------------------------
1 [GRAPHIC]
- -----------
2 [GRAPHIC]
- -----------
3 [GRAPHIC] 10/2
- -----------
4 [GRAPHIC] 10/2
- -----------
5 [GRAPHIC] 10/28
- -----------
6 [GRAPHIC] 10/30
- -----------
7 [GRAPHIC] 11/2
- -----------
8 [GRAPHIC] 11/12
- -----------
9 [GRAPHIC] 11/30
- -----------
10 [GRAPHIC] 12/2
- -----------
12 [GRAPHIC] 12/18
- -----------
13 [GRAPHIC] 12/21
- -----------
14 [GRAPHIC] 12/24
- -----------
16 [GRAPHIC]
- -----------
17 [GRAPHIC] 9/25
- -----------
18 [GRAPHIC] 10/1
- -----------
20 [GRAPHIC] 10/9
- -----------
21 [GRAPHIC] 10/22
- -----------
22 [GRAPHIC] 10/22
- -----------
23 [GRAPHIC] 10/29
- --------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Project Executive PM Master Schedule
Date: Thu 10/29/98
- --------------------------------------------------------------------------------
Task [GRAPHIC]
Split [GRAPHIC]
Progress [GRAPHIC]
Milestone [GRAPHIC]
Summary [GRAPHIC]
Rolled Up Task [GRAPHIC]
Rolled Up Split [GRAPHIC]
Rolled Up Milestone [GRAPHIC]
Rolled Up Progress [GRAPHIC]
External Tasks [GRAPHIC]
Project Summary [GRAPHIC]
- --------------------------------------------------------------------------------
Page 1
- --------------------------------------------------------------------------------
<PAGE>
Template GIMDE 2000 Workflow / Production
Planning Program Schedule
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
ID [GRAPHIC] Task Name Start Finish
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
24 [GRAPHIC] GIAS / Logical Data Model Capability Mon 11/2/98 Mon 11/2/98
- --------------------------------------------------------------------------------------------------
25 [GRAPHIC] Other Externals Tue 12/1/98 Tue 12/1/98
- --------------------------------------------------------------------------------------------------
26 [GRAPHIC] Data Model Tue 12/1/98 Tue 12/1/98
- --------------------------------------------------------------------------------------------------
27 [GRAPHIC] Phase 2 GIAS Update Capability (Beta) Wed 12/2/98 Wed 12/2/98
- --------------------------------------------------------------------------------------------------
28 [GRAPHIC] R2.6 Validated Beta Test Data Wed 12/2/98 Wed 12/2/98
- --------------------------------------------------------------------------------------------------
36 Deliveries from Government Thu 10/15/98 Mon 11/16/98
- --------------------------------------------------------------------------------------------------
37 Receive PM/S Documentation Thu 10/15/98 Mon 11/16/98
- --------------------------------------------------------------------------------------------------
38 [GRAPHIC] CONOPS Working Group Results Thu 10/15/98 Thu 10/15/98
- --------------------------------------------------------------------------------------------------
39 [GRAPHIC] FRD Working Group Results Thu 10/15/98 Thu 10/15/98
- --------------------------------------------------------------------------------------------------
40 [GRAPHIC] Phase 1 Transition Plan (Draft) Fri 10/30/98 Fri 10/30/98
- --------------------------------------------------------------------------------------------------
41 [GRAPHIC] Phase I Transition Plan Update Mon 11/16/98 Mon 11/16/98
- --------------------------------------------------------------------------------------------------
42 Receive Government GFE Fri 10/16/98 Wed 10/21/98
- --------------------------------------------------------------------------------------------------
43 [GRAPHIC] Sun E350 & Ultra2 Servers HW Fri 10/16/98 Fri 10/16/98
- --------------------------------------------------------------------------------------------------
77 Phase 1 Factory Acceptance Testing Tue 11/24/98 Fri 2/12/99
- --------------------------------------------------------------------------------------------------
80 [GRAPHIC] Test Readiness Review Tue 12/15/98 Tue 12/15/98
- --------------------------------------------------------------------------------------------------
107 Develop User Segment Specifications Thu 10/1/98 Fri 12/4/98
- --------------------------------------------------------------------------------------------------
117 [GRAPHIC] Ship Workflow SS to NIMA/MOW Mon 11/30/98 Mon 11/30/98
- --------------------------------------------------------------------------------------------------
119 [GRAPHIC] Ship BPF Builder SS to NIMA/MOW Fri 10/30/98 Fri 10/30/98
- --------------------------------------------------------------------------------------------------
121 [GRAPHIC] Ship Metrics Analysis SS to NIMA/MOW Mon 11/16/98 Mon 11/16/98
- --------------------------------------------------------------------------------------------------
125 [GRAPHIC] Ship Pre-Planning SS to NIMA/MOW Fri 12/4/98 Fri 12/4/98
- --------------------------------------------------------------------------------------------------
</TABLE>
- -------------------------------------------------------------------------
1999
--------------------------------------------------------------------
ID Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep
- -------------------------------------------------------------------------
24 [GRAPHIC] 11/2
- ----------
25 [GRAPHIC] 12/1
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26 [GRAPHIC] 12/1
- ----------
27 [GRAPHIC] 12/2
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28 [GRAPHIC] 12/2
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36 [GRAPHIC]
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37 [GRAPHIC]
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38 [GRAPHIC] 10/15
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39 [GRAPHIC] 10/15
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40 [GRAPHIC] 10/30
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41 [GRAPHIC] 11/16
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42 [GRAPHIC]
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43 [GRAPHIC] 10/16
- ----------
77 [GRAPHIC]
- ----------
80 [GRAPHIC] 12/15
- ----------
107 [GRAPHIC]
- ----------
117 [GRAPHIC] 11/30
- ----------
119 [GRAPHIC] 10/30
- ----------
121 [GRAPHIC] 11/16
- ----------
125 [GRAPHIC] 12/4
- -------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Project Executive PM Master Schedule
Date: Thu 10/29/98
- --------------------------------------------------------------------------------
Task [GRAPHIC]
Split [GRAPHIC]
Progress [GRAPHIC]
Milestone [GRAPHIC]
Summary [GRAPHIC]
Rolled Up Task [GRAPHIC]
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Rolled Up Milestone [GRAPHIC]
Rolled Up Progress [GRAPHIC]
External Tasks [GRAPHIC]
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- --------------------------------------------------------------------------------
Page 2
- --------------------------------------------------------------------------------
<PAGE>
Template GIMDE 2000 Workflow / Production
Planning Program Schedule
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
ID [GRAPHIC] Task Name Start Finish
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
129 [GRAPHIC] Ship Requirements Collection SS to NIMA/MOW Mon 11/30/98 Mon 11/30/98
- --------------------------------------------------------------------------------------------------
131 [GRAPHIC] Ship Ad Hoc Reporting SS to NIMA/MOW Mon 11/30/98 Mon 11/30/98
- --------------------------------------------------------------------------------------------------
133 [GRAPHIC] Ship Standard Reporting SS to NIMA/MOW Mon 11/30/98 Mon 11/30/98
- --------------------------------------------------------------------------------------------------
138 [GRAPHIC] Ship Planning SS to NIMA/MOW Fri 11/20/98 Fri 11/20/98
- --------------------------------------------------------------------------------------------------
148 Phase 2 (2/15/99 - 5/21/99) Tue 12/1/98 Mon 7/5/99
- --------------------------------------------------------------------------------------------------
149 Deliveries to Harris Tue 12/1/98 Tue 12/1/98
- --------------------------------------------------------------------------------------------------
150 [GRAPHIC] Phase 2/3 Data Model Requirements Tue 12/1/98 Tue 12/1/98
- --------------------------------------------------------------------------------------------------
151 Phase 2 Harris Deliveries Mon 12/14/98 Thu 4/1/99
- --------------------------------------------------------------------------------------------------
152 [GRAPHIC] Holding Analysis Data Model Mon 12/14/98 Mon 12/14/98
- --------------------------------------------------------------------------------------------------
153 [GRAPHIC] Metrics Identification Fri 1/29/99 Fri 1/29/99
- --------------------------------------------------------------------------------------------------
154 [GRAPHIC] Metric Collection Data Model Wed 3/17/99 Wed 3/17/99
- --------------------------------------------------------------------------------------------------
155 [GRAPHIC] Phase 2 Validated Test Data Wed 3/17/99 Wed 3/17/99
- --------------------------------------------------------------------------------------------------
156 [GRAPHIC] Validated Phase 3 Feasibility Test Data Thu 4/1/99 Thu 4/1/99
- --------------------------------------------------------------------------------------------------
157 Deliverables to Government Mon 1/4/99 Mon 6/21/99
- --------------------------------------------------------------------------------------------------
158 [GRAPHIC] Program Master Schedule Update (CDRL A-002) Mon 1/4/99 Mon 1/4/99
- --------------------------------------------------------------------------------------------------
159 [GRAPHIC] System Requirements Document Update (SRD) (CD Fri 1/29/99 Fri 1/29/99
- --------------------------------------------------------------------------------------------------
160 [GRAPHIC] Program Master Schedule Update (CDRL A-002) Tue 2/2/99 Tue 2/2/99
- --------------------------------------------------------------------------------------------------
161 [GRAPHIC] Program Master Schedule Update (CDRL A-002) Tue 3/2/99 Tue 3/2/99
- --------------------------------------------------------------------------------------------------
162 [GRAPHIC] Site Readiness Checklist (CDRL A-016) Mon 3/22/99 Mon 3/22/99
- --------------------------------------------------------------------------------------------------
163 [GRAPHIC] Program Master Schedule Update (CDRL A-002) Fri 4/2/99 Fri 4/2/99
- --------------------------------------------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------
1999
---------------------------------------------------------------
ID Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep
- --------------------------------------------------------------------
129 [GRAPHIC] 11/30
- -----
131 [GRAPHIC] 11/30
- -----
133 [GRAPHIC] 11/30
- -----
138 [GRAPHIC] 11/20
- -----
148 [GRAPHIC]
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149 [GRAPHIC] 12/1
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150 [GRAPHIC] 12/1
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151 [GRAPHIC]
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152 [GRAPHIC] 12/14
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153 [GRAPHIC] 1/29
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154 [GRAPHIC] 3/17
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155 [GRAPHIC] 3/17
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156 [GRAPHIC] 4/1
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157 [GRAPHIC]
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158 [GRAPHIC] 1/4
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159 [GRAPHIC] 1/29
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160 [GRAPHIC] 2/2
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161 [GRAPHIC] 3/2
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162 [GRAPHIC] 3/22
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163 [GRAPHIC] 4/2
- --------------------------------------------------------------------
- --------------------------------------------------------------------------------
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Date: Thu 10/29/98
- --------------------------------------------------------------------------------
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Summary [GRAPHIC]
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- --------------------------------------------------------------------------------
Page 3
- --------------------------------------------------------------------------------
<PAGE>
Template GIMDE 2000 Workflow / Production
Planning Program Schedule
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
ID [GRAPHIC] Task Name Start Finish
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
164 [GRAPHIC] Planning Scheduling Information (EIT/Manugistics) Mon 4/19/99 Mon 4/19/99
- --------------------------------------------------------------------------------------------------
165 [GRAPHIC] PAL (Web Application) Mon 4/19/99 Mon 4/19/99
- --------------------------------------------------------------------------------------------------
166 [GRAPHIC] PMAT (Web Application) Mon 4/19/99 Mon 4/19/99
- --------------------------------------------------------------------------------------------------
167 [GRAPHIC] RA Version 1 Mon 4/19/99 Mon 4/19/99
- --------------------------------------------------------------------------------------------------
168 [GRAPHIC] System Design Document (CDRL A-008) Mon 4/19/99 Mon 4/19/99
- --------------------------------------------------------------------------------------------------
169 [GRAPHIC] Software Design Description (CDRL A-009) Mon 4/19/99 Mon 4/19/99
- --------------------------------------------------------------------------------------------------
170 [GRAPHIC] Interface Design Description (CDRL A-010) Mon 4/19/99 Mon 4/19/99
- --------------------------------------------------------------------------------------------------
171 [GRAPHIC] Software Product Specification (CDRL A-011) Mon 4/19/99 Mon 4/19/99
- --------------------------------------------------------------------------------------------------
172 [GRAPHIC] Staffing & Training Skills Assessment Report
(CDRL Mon 4/19/99 Mon 4/19/99
- --------------------------------------------------------------------------------------------------
173 [GRAPHIC] Job Specific Process Engine (EIT) Mon 4/19/99 Mon 4/19/99
- --------------------------------------------------------------------------------------------------
174 [GRAPHIC] Installation & Checkout Checklist (CDRL A-017) Tue 4/20/99 Tue 4/20/99
- --------------------------------------------------------------------------------------------------
175 [GRAPHIC] Program Master Schedule Update (CDRL A-002) Mon 5/3/99 Mon 5/3/99
- --------------------------------------------------------------------------------------------------
176 [GRAPHIC] Test Plan (CDRL A-013) Wed 5/19/99 Wed 5/19/99
- --------------------------------------------------------------------------------------------------
177 [GRAPHIC] Site Installation & Integration Plan (CDRL A-015) Wed 5/19/99 Wed 5/19/99
- --------------------------------------------------------------------------------------------------
178 Development Documentation (CDRL A-012) Mon 6/21/99 Mon 6/21/99
- --------------------------------------------------------------------------------------------------
179 [GRAPHIC] Software User Manuals & Documentation (CDR Mon 6/21/99 Mon 6/21/99
- --------------------------------------------------------------------------------------------------
180 [GRAPHIC] Operations Manuals & Documentation (CDRL A Mon 6/21/99 Mon 6/21/99
- --------------------------------------------------------------------------------------------------
181 [GRAPHIC] Maintenance Manuals & Documentation (CDRL Mon 6/21/99 Mon 6/21/99
- --------------------------------------------------------------------------------------------------
199 Software Test Wed 12/2/98 Fri 5/21/99
- --------------------------------------------------------------------------------------------------
200 Phase 2 Factory Acceptance Testing Thu 3/18/99 Fri 5/21/99
- --------------------------------------------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------
1999
---------------------------------------------------------------
ID Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep
- --------------------------------------------------------------------
164 [GRAPHIC] 4/19
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165 [GRAPHIC] 4/19
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166 [GRAPHIC] 4/19
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167 [GRAPHIC] 4/19
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168 [GRAPHIC] 4/19
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169 [GRAPHIC] 4/19
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170 [GRAPHIC] 4/19
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171 [GRAPHIC] 4/19
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172
[GRAPHIC] 4/19
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173 [GRAPHIC] 4/19
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174 [GRAPHIC] 4/20
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175 [GRAPHIC] 5/3
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176 [GRAPHIC] 5/19
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177
[GRAPHIC] 5/19
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178 [GRAPHIC] 6/21
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179 [GRAPHIC] 6/21
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180 [GRAPHIC] 6/21
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181 [GRAPHIC] 6/21
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199 [GRAPHIC]
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200 [GRAPHIC]
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- --------------------------------------------------------------------------------
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Date: Thu 10/29/98
- --------------------------------------------------------------------------------
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Summary [GRAPHIC]
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- --------------------------------------------------------------------------------
Page 4
- --------------------------------------------------------------------------------
<PAGE>
Template GIMDE 2000 Workflow / Production
Planning Program Schedule
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
ID [GRAPHIC] Task Name Start Finish
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
212 [GRAPHIC] Test Readiness Review Thu 4/8/99 Thu 4/8/99
- --------------------------------------------------------------------------------------------------
226 Phase 3 (5/24/99 - 8/31/99) Fri 4/2/99 Thu 9/30/99
- --------------------------------------------------------------------------------------------------
227 Contract Deliveries Wed 5/26/99 Tue 9/21/99
- --------------------------------------------------------------------------------------------------
228 [GRAPHIC] Site Readiness Checklist (CDRL A-016) Wed 5/26/99 Wed 5/26/99
- --------------------------------------------------------------------------------------------------
229 [GRAPHIC] Program Master Schedule Update (CDRL A-002) Wed 6/2/99 Wed 6/2/99
- --------------------------------------------------------------------------------------------------
230 [GRAPHIC] Site Readiness Checklist (CDRL A-016) Fri 6/25/99 Fri 6/25/99
- --------------------------------------------------------------------------------------------------
231 [GRAPHIC] Program Master Schedule Update (CDRL A-002) Fri 7/2/99 Fri 7/2/99
- --------------------------------------------------------------------------------------------------
232 [GRAPHIC] Metrics Mon 7/26/99 Mon 7/26/99
- --------------------------------------------------------------------------------------------------
233 [GRAPHIC] Holding Analysis Tool (HAT) Mon 7/26/99 Mon 7/26/99
- --------------------------------------------------------------------------------------------------
234 [GRAPHIC] RA Version 2 Mon 7/26/99 Mon 7/26/99
- --------------------------------------------------------------------------------------------------
235 [GRAPHIC] Operational Workflow Mon 7/26/99 Mon 7/26/99
- --------------------------------------------------------------------------------------------------
236 [GRAPHIC] Installation & Checkout Checklist (CDRL A-017) Mon 7/26/99 Mon 7/26/99
- --------------------------------------------------------------------------------------------------
237 [GRAPHIC] Program Master Schedule Update (CDRL A-002) Mon 8/2/99 Mon 8/2/99
- --------------------------------------------------------------------------------------------------
238 [GRAPHIC] Program Master Schedule Update (CDRL A-002) Thu 9/2/99 Thu 9/2/99
- --------------------------------------------------------------------------------------------------
239 Development Documentation Update (CDRL A-01 Tue 9/21/99 Tue 9/21/99
- --------------------------------------------------------------------------------------------------
240 [GRAPHIC] Software User Manuals & Documentation Upda Tue 9/21/99 Tue 9/21/99
- --------------------------------------------------------------------------------------------------
241 [GRAPHIC] Operations Manuals & Documentation Update ( Tue 9/21/99 Tue 9/21/99
- --------------------------------------------------------------------------------------------------
242 [GRAPHIC] Maintenance Manuals & Documentation Update Tue 9/21/99 Tue 9/21/99
- --------------------------------------------------------------------------------------------------
244 Phase 3 Harris Deliveries Wed 6/30/99 Wed 6/30/99
- --------------------------------------------------------------------------------------------------
245 [GRAPHIC] Phase 3 Validated Test Data Wed 6/30/99 Wed 6/30/99
- --------------------------------------------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------
1999
---------------------------------------------------------------
ID Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep
- --------------------------------------------------------------------
212 [GRAPHIC] 4/8
- -----
226 [GRAPHIC]
- -----
227 [GRAPHIC]
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228 [GRAPHIC] 5/26
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229 [GRAPHIC] 6/2
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230 [GRAPHIC] 6/25
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231 [GRAPHIC] 7/2
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232 [GRAPHIC] 7/26
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233 [GRAPHIC] 7/26
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234 [GRAPHIC] 7/26
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235 [GRAPHIC] 7/26
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236 [GRAPHIC] 7/26
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237 [GRAPHIC] 8/2
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238 [GRAPHIC] 9/2
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239 [GRAPHIC]
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240 [GRAPHIC]
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241 [GRAPHIC]
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242 [GRAPHIC]
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244 [GRAPHIC] 6/30
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245 [GRAPHIC] 6/30
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- --------------------------------------------------------------------------------
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<PAGE>
Template GIMDE 2000 Workflow / Production
Planning Program Schedule
<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
ID [GRAPHIC] Task Name Start Finish
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
269 Phase 3 Factory Acceptance Testing Wed 6/23/99 Fri 8/27/99
- --------------------------------------------------------------------------------------------------
272 [GRAPHIC] Test Readiness Review Wed 7/14/99 Wed 7/14/99
- --------------------------------------------------------------------------------------------------
281 [GRAPHIC] Contract Complete Thu 9/30/99 Thu 9/30/99
- --------------------------------------------------------------------------------------------------
<CAPTION>
- --------------------------------------------------------------------
1999
---------------------------------------------------------------
ID Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep
- --------------------------------------------------------------------
<S> <C>
269 [GRAPHIC]
- -----
272 [GRAPHIC] 7/14
- -----
281 [GRAPHIC]
- --------------------------------------------------------------------
</TABLE>
- --------------------------------------------------------------------------------
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Date: Thu 10/29/98
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Page 6
- --------------------------------------------------------------------------------
<PAGE>
Attachment A
Page 1
Training Addendum
Template will provide a training program designed to provide NIMA with the
capability to establish, and then continue, user training for the applications
being built under Template's contract. This "train the trainer" type effort
includes the coordination of training activities between November 1, 1998
through August 30, 1999.
The Template training program will focus on two primary areas, support to NIMA
in the coordination of an overall GIMDE 2K training program and the development
of a "train the trainer" program for Template developed software.
Training Support
Template's support to training is designed to assist NIMA in providing users the
needed training to effect a smooth transition from the existing PM/S to the
GIMDE 2K program. Though Template's training support will focus on the software
developed by Template, coordination with other contractors and organizations
within NIMA will be required. To meet this need, Template will assign a full
time training coordinator to establish the overall training requirements for
Template products and to align this training with other parts of the GIMDE 2K
program. This coordination will include the development of Knowledge, Skills and
Abilities (KSA) requirements for Template's software deliveries, coordination of
scheduling and planning of training of training activities, and support to
requirements definition.
Template's full time training coordinator and associated staff will perform the
following activities:
o Interfacing and recording all discussions, conclusions and action steps
assigned with NIMA and Template Software.
o Establishing a course development timeline that integrates the delivery
schedule of the software applications with the delivery of training
materials.
o Tracking the deliverables to NIMA for review.
o Tracking all change requests made on course materials and other
documentation to ensure inclusion.
o Scheduling and coordinating of course dates and instructor resources
o Handling logistics involving classroom facilities, equipment, and
equipment compatibility issues.
o Other duties as indicated by Template Software and NIMA's to ensure
training requirements are being met.
Training Development
The development of a curriculum and materials for training users of Workflow /
Production Planning software applications will utilize the Train-The-Trainer
process to allow NIMA to establish an in house training program. This effort
will produce the following products:
o Training Materials for all Workflow / Production Planning software
applications.
o Training Curriculum for all Workflow / Production Planning software
Applications.
o Training Execution of a Train-The-Trainer program.
Template's training effort will follow a three-step process for
Train-The-Trainer. This process has been considered an industry best-practice to
ensure that new trainers are immediately effective in the classroom.
1. The developing instructor conducts a full course review and walk through
as the first step. The NIMA instructor(s) will spend the first day of
receiving an overview of the software's purpose, functions and
capabilities. The second day*, with the classroom set up with hardware and
software, we will review the course with the activities listed below.
<PAGE>
Attachment A
Page 2
A. Discuss the learning objectives and chapter objectives
B. Walk through the chapters
C. Review the instructor guide as it applies to the student materials
D. Discuss appropriate examples to use when needed
E. Review and execute the hands-on exercises
2. The second step is to have the NIMA instructor(s) attend the first session
of the class taught by the developing instructor. They will follow with
both the student materials and instructor guide, making additional notes
as they view the live presentation of the material.
3. For the final step, the developing instructor will observe an individual
NIMA instructor teach his/her first delivery. The developing instructor
will make notes for improvement or recommendations which will be reviewed
at the close of the day.
* For the five-module course, there will be two days of course review.
General Assumptions and Recommendations
Template Software's proposal is based upon the following assumptions:
1. Courses will be developed with the client retaining full ownership of
those elements that are specific to their custom application, therefore a
print master of the student materials and instructor guide will be needed.
2. Courses that are part of commercial software products will remain under
the ownership of the software product vendor.
3. Course delivery is based on a maximum of 12 students per class.
4. All course pricing is fully inclusive of instructor fees, printing and
shipping of course materials.
5. All training will be conducted at Bethesda, MD, Reston, VA or St. Louis,
MO.
<PAGE>
LICENSE AGREEMENT
License # 01-323-98-00
AGREEMENT made this 1st day of October, 1998, between Template Software, Inc., a
Virginia corporation having its principal place of business at 45365 Vintage
Park Plaza, Dulles, VA 20166 ("TEMPLATE SOFTWARE") and National Imagery and
Mapping Agency having its principal place of business 4600 Sangmore Road,
Bethesda, MD 20816 ("CUSTOMER").
TEMPLATE SOFTWARE has certain proprietary rights to computer software programs
and related documentation ("Licensed Product(s)") which are named in the license
schedule(s) ("License Schedule(s)") which are, from time to time, hereafter
executed by TEMPLATE SOFTWARE and CUSTOMER, and incorporated herein;
CUSTOMER desires to obtain from TEMPLATE SOFTWARE a non-exclusive and
non-transferable license to use the Licensed Product(s) solely for the regular
conduct of CUSTOMER's business; and CUSTOMER recognizes the proprietary rights
of TEMPLATE SOFTWARE in and to the Licensed Product(s). -
In consideration of the above premises and the mutual covenants and conditions
contained herein, TEMPLATE SOFTWARE and CUSTOMER covenant and agree as follows:
1. License. TEMPLATE SOFTWARE hereby grants to CUSTOMER, and CUSTOMER hereby
accepts under the terms and conditions set forth in this Agreement, a
non-exclusive and non-transferable license to use the Licensed Product(s).
All references to "this Agreement" shall refer to this License Agreement
as modified and/or supplemented by the License Schedule(s).
2. Term of Agreement. The term of this Agreement will commence upon the date
of its execution and the execution of the respective License Schedule(s),
and remain in force until terminated by the mutual written consent of
TEMPLATE SOFTWARE and CUSTOMER or otherwise as provided under Article 12,
Default.
3. Use of Licensed Product(s).
a. CUSTOMER is authorized to use the Licensed Product(s) for CUSTOMER's
internal operation only (and not for any commercial purpose), to
access the Licensed Product(s) only from the location defined in the
respective License Schedule ("Designated Location"), to install the
Licensed Product(s) only on the computer platforms defined in the
respective License Schedule(s) ("Designated Computer Platform") and
to use the Licensed Product(s) only by the number of authorized
users specified in the respective License Schedule(s) ("# Users")
provided that with respect to the Enterprise Integration Template
and/or any optional proxies or connectors the following shall apply:
(i) CUSTOMER shall only use the Licensed Product on the Server
with the designated Serial Number, at the Site specified in
the respective License Schedule(s); and
(ii) CUSTOMER shall not be limited to number of Users.
b. In the event CUSTOMER desires to change the Designated Location
and/or Designated Computer Platform found within any License
Schedule, CUSTOMER will request the prior written approval of
TEMPLATE
NMA201-98-C-0089
Attachment (4)
<PAGE>
Template Software License Agreement 2
SOFTWARE, which approval shall not be unreasonably withheld subject
to the United States Department of Commerce Export Restrictions and
licensing requirements. CUSTOMER shall not change the Server or the
Site specified in the License Schedule(s) without TEMPLATE
SOFTWARE's prior written consent.
c. TEMPLATE SOFTWARE reserves the right to audit CUSTOMER for, or
require CUSTOMER to certify as to, the number of computer platforms
on which CUSTOMER has the "Licensed Products" installed and the
number of Users of the Licensed Products, no more frequently than
every six months upon thirty (30) days written notice.
d. CUSTOMER is authorized to make back-up copies of the tapes or disks
provided they are used only for back-up purposes, and CUSTOMER keeps
possession of the back-up copies. All information appearing on the
original tapes or disks including the copyright notice must be
copied onto the back-up labels.
e. CUSTOMER may not alter, decompile, disassemble, or reverse engineer
the Licensed Product(s).
4. Assignment of Use. CUSTOMER's rights under this Agreement to the Licensed
Product(s) may not be assigned, licensed or otherwise transferred, either
voluntarily, by operation of law or otherwise, without the prior written
approval of TEMPLATE SOFTWARE.
5. License Fee.
a. In consideration for the license granted, CUSTOMER will pay to
TEMPLATE SOFTWARE a license fee ("License Fee") in the amount (and
under the payment terms) specified in the respective License
Schedule(s).
b. The License Fee does not include local, state or federal sales, use,
excise, personal property or other similar taxes or duties, and any
such taxes shall be the sole responsibility of CUSTOMER.
c. The License Fee does not include shipping and handling costs and any
such costs shall be assumed and paid for by the CUSTOMER. Shipping
and Handing costs shall be pursuant to the prices and under the
terms in TEMPLATE SOFTWARE's then current Commercial Price List.
6. Limited Publicity. CUSTOMER agrees that with CUSTOMER's advanced written
permission, TEMPLATE SOFTWARE may identify CUSTOMER in a list of users of
the Licensed Product(s) in media such as publicity releases, marketing
literature and advertising. TEMPLATE SOFTWARE will refrain from the use of
any language which implies endorsement.
7. Warranty of Performance.
a. TEMPLATE SOFTWARE disclaims any warranty that the Licensed Product
will be free from error or will meet CUSTOMER's specific
requirements. CUSTOMER assumes complete responsibility for decisions
made or actions taken based on information obtained by using the
Licensed Product. Any statements made concerning the utility of the
Licensed Product shall not be construed as express or implied
warranties.
b. TEMPLATE SOFTWARE DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED
INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY
AND FITNESS FOR A PARTICULAR PURPOSE.
c. No employee, agent or representative of TEMPLATE SOFTWARE has the
authority to bind TEMPLATE SOFTWARE to any oral representation or
warranty concerning the Licensed Product(s). Any written
representation or warranty not expressly contained in this Agreement
shall not be enforceable by CUSTOMER.
8. Copyright and Patent Indemnity. TEMPLATE SOFTWARE warrants that it has the
right to grant a license to the Licensed Product(s). TEMPLATE SOFTWARE
also assures CUSTOMER that, to the best of TEMPLATE
<PAGE>
Template Software License Agreement 3
SOFTWARE's knowledge, the Licensed Product(s) do not infringe any patent,
copyright or trade secret. In the event any legal proceedings are brought
against the CUSTOMER by any third party claiming an infringement of a
patent, copyright, or trade secret based on CUSTOMER's use of the Licensed
Product(s), TEMPLATE SOFTWARE agrees to defend at TEMPLATE SOFTWARE's own
expense any such legal proceedings relating to such claim or claims and to
hold CUSTOMER harmless from any damages incurred or awarded as the result
of settlement or judgment against the CUSTOMER, provided CUSTOMER gives
TEMPLATE SOFTWARE prompt, written notice within 30 days of any such claim
or of the institution of any such claims against CUSTOMER, and further
CUSTOMER cooperates completely with TEMPLATE SOFTWARE, at TEMPLATE
SOFTWARE's option, to settle or defend such claims.
9. Trade Secret, Security and Confidentiality.
a. CUSTOMER acknowledges and agrees that the Licensed Product(s) are
TEMPLATE SOFTWARE's confidential proprietary information and trade
secret whether or not any portion thereof may be validly copyrighted
or patented, and that CUSTOMER shall have no right, title or
interest therein, except as expressly set forth in this Agreement.
b. CUSTOMER will take reasonable precautions to maintain the
confidentiality of the Licensed Product(s), but not less than
employed to protect its own proprietary information.
c. The obligations and agreements set forth in this Article 9 shall
survive termination, for whatever reason, of this Agreement.
10. Maintenance Services. TEMPLATE SOFTWARE agrees to provide maintenance
services ("Maintenance Services") for the period of time and at the prices
stated in the respective License Schedule(s). Maintenance Services include
all new releases of the Licensed Product(s) and access by telephone to
TEMPLATE SOFTWARE's error correction services. TEMPLATE SOFTWARE will
respond to CUSTOMER requests for service in the most expeditious manner
possible and will use reasonable commercial efforts to correct or provide
a workaround for any error reported by CUSTOMER which is replicatable by
TEMPLATE SOFTWARE. In the event TEMPLATE SOFTWARE reasonably finds that
the reported error is not in the Licensed Product(s), or that the error
has resulted from the negligence or modification of the CUSTOMER, the
CUSTOMER will be billed for reasonable travel and living costs incurred by
TEMPLATE SOFTWARE plus support fees at prevailing rates.
11. Liability. Except as provided in Article 8 above, TEMPLATE SOFTWARE shall
in no event be liable for loss of profit, goodwill or other special or
consequential damages suffered by CUSTOMER as a result of CUSTOMER's use
of the Licensed Product(s) even if TEMPLATE SOFTWARE has been advised of
such damages.
12. Default
a. Failure by TEMPLATE SOFTWARE or CUSTOMER to comply with any term or
condition under this Agreement, or any other default by TEMPLATE
SOFTWARE or CUSTOMER, shall entitle the other party to give the
party in default written notice requiring it to cure such default.
If the party in default has not cured such default within 30 days of
such notice, the notifying party shall be entitled, in addition to
any other rights it may have under this Agreement or otherwise under
law, to immediately terminate this Agreement by written notice to
the party in default. Any subsequent failure by TEMPLATE SOFTWARE or
CUSTOMER to comply with any term or condition under this Agreement
shall entitle the other party to terminate this Agreement
immediately with written notification to the party in default.
b. The right of either party to terminate this Agreement hereunder
shall not be affected in any way by its waiver of or failure to take
action with respect to any previous default.
c. Upon the termination of this Agreement for any reason, the Licensed
Product(s) and any copies thereof shall be destroyed by the CUSTOMER
or returned to TEMPLATE SOFTWARE, and CUSTOMER shall
<PAGE>
Template Software License Agreement 4
deliver a certification by a duly authorized officer of CUSTOMER
stating to TEMPLATE SOFTWARE that CUSTOMER no longer has any right
to use the Licensed Product(s) and that the original and all copies
of the Licensed Product(s) have been destroyed or returned to
TEMPLATE SOFTWARE.
d. TEMPLATE SOFTWARE has deposited and maintains with an escrow agent a
current copy of the source code of the Licensed Product(s), under
which Customer has specific rights to source code in the event
TEMPLATE SOFTWARE suspends or ceases to carry on regular business
provided TEMPLATE SOFTWARE has current maintenance obligations
hereunder. A copy of the escrow agreement can be provided upon
CUSTOMER's written request.
12. Entire Agreement and Amendments
a. This Agreement contains all the agreements and understandings
between the parties hereto with respect to the Licensed Product(s),
and no oral agreements or written correspondence shall be held to
affect the provisions hereof. All subsequent changes, amendments and
modifications, to be valid, must be by written instrument executed
by authorized representatives of TEMPLATE SOFTWARE and CUSTOMER.
b. If any one or more provisions of this Agreement are finally
adjudicated to be unlawful or unenforceable by a court of competent
jurisdiction, then this Agreement shall be construed as if such
unlawful provisions had not been contained herein.
c. This Agreement shall be governed by and construed in accordance with
the Federal law.
13. Construction.
a. A waiver of any breach or default under this Agreement shall not be
a waiver of any other or subsequent breach or default. Failure or
delay by either party to enforce compliance with any term or
condition of this Agreement shall not constitute a waiver of such
term or condition.
b. Headings preceding the text of Articles are inserted solely for
convenience of reference and shall not constitute a part of this
Agreement, nor shall they affect the meaning, construction,
interpretation or effect of this Agreement.
c. This Agreement shall be binding upon, and shall inure to the benefit
of, the parties to this Agreement and their respective successors
and assigns.
14. Service of Notice. No notice, consent, waiver or other communication
required or permitted to be sent under this Agreement shall be effective
unless the same is in writing and is delivered by registered or certified
mail, return receipt requested, first-class postage pre-paid, to the
address of the party first set forth in this Agreement. Such notices, if
sent by registered or certified mail, shall be deemed to have been given
at the time of mailing.
TEMPLATE SOFTWARE and CUSTOMER, by their duly authorized officers, have signed
and sealed this Agreement on the day and in the year herein above first written.
TEMPLATE SOFTWARE, INC. NATIONAL IMAGERY AND MAPPING AGENCY
AGENCY
/s/ Kimberly Osgood /s/ Phil L. McConnell
- ------------------------------ ------------------------------------
Signature Signature
Kimberly Osgood Phil L. McConnell
- ------------------------------ ------------------------------------
Name Name
Chief Financial Officer Contracting Officer
- ------------------------------ ------------------------------------
Title Title
<PAGE>
TEMPLATE SOFTWARE
LICENSE SCHEDULE
LICENSE NO. 01-323-98-00
---------------------
LICENSE SCHEDULE NO. ONE DATE: October 1, 1998
-------------- ---------------
Between Template Software, Inc., a Virginia corporation ("Template Software")
and National Imagery and Mapping Agency ("Customer").
1. Scope of License Schedule
(a) Effective Date October 1, 1998
----------------------
(b) Expiration Date N/A
----------------------
(c) Special Rights and Restrictions: None
2.
<TABLE>
<CAPTION>
=============================================================================================================
Licensed Product(s) Designated Server Server # of License # Site License
Computer Class Serial # Servers Users Fees
Platform
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1. Enterprise UNIX Class 819FC673 1 N/A Dulles $ 600,000
Integration Template H
2. EIT CORBA UNIX Class 819FC673 1 N/A Dulles $ 18,000
Connector H
3. EIT Designer Kit N/A N/A N/A 7 N/A $ 91,000
4. SNAP (Foundation) N/A N/A N/A 7 N/A $ 70,000
Development
Environment
5. SNAP (Foundation) NT Class 819FC673 1 N/A Dulles $ 260,000
Run-Time H
6. Workflow N/A N/A N/A 16 N/A $ 80,000
Template-Business
Process (WFT-B)
Development
Environment
7. WFT-B Run-Time NT/UNIX Class 819FC673 1 N/A Dulles $ 130,000
H
8. Web Component N/A N/A N/A N/A 5 N/A $ 7,500
Development
Environment
9. Web Component UNIX Class 819FC673 1 N/A Dulles $ 26,000
Run-Time H
Subtotal $1,282,500
Sales Tax (VA @ EXEMPT
4.5%)
Grand Total $1,282,500
- -------------------------------------------------------------------------------------------------------------
</TABLE>
License Fees do not include any applicable sales tax. The Licensed
Products on this Schedule are deemed exempt from Virginia Sales Tax in
accordance with Virginia Retail Sales and Use Tax Regulation Section
630-10-45 (A).
Payment Terms: License Fees are payble 30 days from the invoice date.
<PAGE>
TEMPLATE SOFTWARE
LICENSE SCHEDULE
LICENSE NO. 01-323-98-00
---------------------
LICENSE SCHEDULE NO. ONE
--------------
4. Licensee must designate one employee as the Master License Coordinator.
This person will receive the master software and printed Users Manual from
Template Software. This person will also be Template Software contact when
and if corrections and updates are available. (IMPORTANT: Please complete
or correct the information below. Do not use a P.O. Box for the address.)
Name: Joseph M. Pagano
---------------------------------------------
Title: Chief/NIMA (MOW)
---------------------------------------------
Phone: (703) 808-0594 FAX (703) 808-0595
---------------------------------------------
Address: National Imagery and Mapping Agency
---------------------------------------------
Attn: Mr. J. Pagano/MOW/Stop C-3
---------------------------------------------
14675 Lee Road
---------------------------------------------
Chantilly, VA 20151-1715
---------------------------------------------
5. Customer's Designated Location for access to Licensed Product(s) if
different from #4:
Customer directs that the Licensed Products shall be delivered to Template
Software, Inc. at 45365 Vintage Park Plaza, Suite 100, Dulles, Virginia
20166. Customer is hereby authorized to transfer the Licensed Products to
4600 Sangmore Road, Bethesda, MD 20816.
6. Name and address of person using the EIT Designer Kit:
Name: Joseph M. Pagano
---------------------------------------------
Title: Chief/NIMA (MOW)
---------------------------------------------
Phone: (703) 808-0594 FAX (703) 808-0595
---------------------------------------------
Address: National Imagery and Mapping Agency
---------------------------------------------
Attn: Mr. J. Pagano/MOW/Stop C-3
---------------------------------------------
14675 Lee Road
---------------------------------------------
Chantilly, VA 20151-1715
---------------------------------------------
TEMPLATE SOFTWARE, INC. NATIONAL IMAGERY AND MAPPING AGENCY
Signature /s/ Kimberly Osgood Signature /s/ Phil L. McConnell
------------------------- --------------------------
Name Kimberly Osgood Name Phil L. McConnell
------------------------- --------------------------
Title Chief Financial Officer Title Contracting Officer
------------------------- --------------------------
<PAGE>
TEMPLATE SOFTWARE
LICENSE SCHEDULE
LICENSE NO. 01-323-98-00
--------------------
LICENSE SCHEDULE NO. TWO DATE: October 1, 1998
------------- ------------------
Between Template Software, Inc., a Virginia corporation ("Template Software")
and National Imagery and Mapping Agency ("Customer").
1. Scope of License Schedule
(a) Effective Date October 1, 1998
----------------------
(b) Expiration Date N/A
----------------------
(c) Special Rights and Restrictions: None
2.
<TABLE>
<CAPTION>
=========================================================================================================
Licensed Product(s) Designated Server Server # of Site License
Computer Class Serial # Servers Fees
Platform
- ---------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
1. Enterprise Integration UNIX 2nd Class H TBD 1 Dulles $ 450,000
Template Server /TBD
2. Enterprise Integration UNIX 3rd Class H TBD 1 Dulles $ 450,000
Template Server /TBD
3. EIT CORBA UNIX 2nd & 3rd Class TBD 2 Dulles $ 27,000
Connector H Servers /TBD
4. SNAP (Foundation) NT 2nd Class H TBD 1 Dulles $ 195,000
Run-Time Server /TBD
5. SNAP (Foundation) NT 3rd Class H TBD 1 Dulles $ 195,000
Run-Time Server /TBD
6. (WFT-B) Run-Time NT/UNIX 2nd Class H TBD 1 Dulles $ 97,500
Server /TBD
7. (WFT-B) Run-Time NT/UNIX 3rd Class H TBD 1 Dulles $ 97,500
Server /TBD
8. Web Component Run- UNIX 2nd Class H TBD 1 Dulles $ 19,500
time Server /TBD
9. Web Component Run- UNIX 3rd Class H TBD 1 Dulles $ 19,500
time Server /TBD
Total $1,551,000
=========================================================================================================
</TABLE>
License Fees do not include any applicable sales tax. The Licensed
Products on this Schedule are deemed exempt from Virginia Sales Tax in
accordance with Virginia Retail Sales and Use Tax Regulation Section
630-10-45 (A).
Payment Terms: License fees are payable 30 days from the invoice date.
<PAGE>
TEMPLATE SOFTWARE
LICENSE SCHEDULE
LICENSE NO. 01-323-98-00
--------------------
LICENSE SCHEDULE NO. TWO
-------------
4. Licensee must designate one employee as the Master License Coordinator.
This person will receive the master software and printed User's Manual
from Template Software. This person will also be Template Software contact
when and if corrections and updates are available. (IMPORTANT: Please
complete or correct the information below. Do not use a P.O. Box for the
address.)
Name: Joseph M. Pagano
-----------------------------------------------
Title: Chief/NIMA (MOW)
-----------------------------------------------
Phone: (703) 808-0594 FAX (703) 808-0595
-----------------------------------------------
Address: National Imagery and Mapping Agency
-----------------------------------------------
Attn: Mr. J. Pagano/MOW/Stop C-3
-----------------------------------------------
14675 Lee Road
-----------------------------------------------
Chantilly, VA 20151-1715
-----------------------------------------------
5. Customers Designated Location for access to Licensed Product(s) if
different from #4:
Customer directs that the Licensed Products shall be delivered to Template
Software, Inc. at 45365 Vintage Park Plaza, Suite 100, Dulles, Virginia
20166. Customer is hereby authorized to transfer the Licensed Products to
two sites by providing Template Software written notification of the
address of such sites.
TEMPLATE SOFTWARE, INC. NATIONAL IMAGERY AND MAPPING AGENCY
Signature /s/ Kimberly Osgood Signature /s/ Phil L. McConnell
------------------------- --------------------------
Name Kimberly Osgood Name Phil L. McConnell
------------------------- --------------------------
Title Chief Financial Officer Title Contracting Officer
------------------------- --------------------------
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
consolidated balance sheet, consolidated statement of operation and consolidated
statement of cash flows included in the Company's Form 10-Q for the period
ending June 30, 1999 and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> JUN-30-1999
<CASH> 1,163
<SECURITIES> 6,265
<RECEIVABLES> 12,975
<ALLOWANCES> 472
<INVENTORY> 27
<CURRENT-ASSETS> 24,755
<PP&E> 7,341
<DEPRECIATION> 2,217
<TOTAL-ASSETS> 43,342
<CURRENT-LIABILITIES> 7,585
<BONDS> 0
0
0
<COMMON> 52
<OTHER-SE> 34,025
<TOTAL-LIABILITY-AND-EQUITY> 43,342
<SALES> 0
<TOTAL-REVENUES> 22,281
<CGS> 0
<TOTAL-COSTS> 15,718
<OTHER-EXPENSES> 11,637
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (173)
<INCOME-PRETAX> (4,902)
<INCOME-TAX> (1,238)
<INCOME-CONTINUING> (3,664)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (3,664)
<EPS-BASIC> (0.74)
<EPS-DILUTED> (0.74)
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
consolidated balance sheet, consolidated statement of operations and
consolidated statement of cash flows included in the Company's Form 10-Q for the
period ending June 30, 1998 and is qualified in its entirety by reference to
such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> JUN-30-1998
<CASH> 8,248
<SECURITIES> 4,965
<RECEIVABLES> 11,416
<ALLOWANCES> 538
<INVENTORY> 453
<CURRENT-ASSETS> 27,458
<PP&E> 6,105
<DEPRECIATION> 1,395
<TOTAL-ASSETS> 46,451
<CURRENT-LIABILITIES> 6,534
<BONDS> 0
0
0
<COMMON> 51
<OTHER-SE> 38,784
<TOTAL-LIABILITY-AND-EQUITY> 46,451
<SALES> 0
<TOTAL-REVENUES> 18,806
<CGS> 0
<TOTAL-COSTS> 10,033
<OTHER-EXPENSES> 8,285
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (323)
<INCOME-PRETAX> 970
<INCOME-TAX> 350
<INCOME-CONTINUING> 620
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 620
<EPS-BASIC> 0.12
<EPS-DILUTED> 0.11
</TABLE>
