USPS Contract

Exhibit 10.48

USPS Contract

ORDER/SOLICITATION/OFFER/AWARD
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1. REQUISITION NO.
OFFEROR TO COMPLETE BLOCKS 13, 14, 16, 18, 23, 24 AND 28 PAGE 1 OF 1
03-13188
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2. CONTRACT/ORDER NO. 3. AWARD/EFFECTIVE DATE 4. MASTER/AGENCY CONTRACT NO. 5. SOLICITATION NO. 6. SOLICITATION ISSUE DATE

3AABRD-03-P-6080 06/16/2003 3AAERD-03-A-1200 04/07/2003
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7. FOR SOLICITATION a. NAME b. TELEPHONE NO. c. FAX NO. 8. OFFER DUE DATE/TIME
INFORMATION CALL
▇▇▇▇▇▇ ▇▇▇▇▇▇ (▇▇▇) ▇▇▇-▇▇▇▇ (▇▇▇) ▇▇▇-▇▇▇▇ 04/28/2003
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9. ISSUED BY: 10. ACO 11. SOLICITATION 12. DELIVERY FOR FOB 13. DISCOUNT TERMS
U.S. POSTAL SERVICE CODE METHOD DESTINATION
AUTOMATION CMC UNLESS BLOCK IS
▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ / / RFQ CHECKED NET 30
MERRIFIELD VA 22082-8150 /X/ RFP
EMAIL: ▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇▇.▇▇▇ / / ORAL / / SEE SCHEDULE
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14a. SUPPLIER 15a. BILLING ADDRESS
Government Telecommunications, Inc.
▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇.▇. POSTAL SERVICE
Suite 300 TECH. ACQ. MGT. - ▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇▇▇ VA 20151 8403 ▇▇▇ HIGHWAY ▇▇▇▇▇ BLDG
MERRIFIELD VA ▇▇▇▇▇-▇▇▇▇
TEL: (▇▇▇) ▇▇▇-▇▇▇▇ FAX:
EMAIL:
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14b. / / CHECK BOX IF REMITTANCE IS DIFFERENT 15b. SUBMIT INVOICES TO ADDRESS SHOWN IN BLOCK 15a.
AND PUT SUCH ADDRESS IN OFFER UNLESS BLOCK IS CHECKED / / SEE ADDENDUM
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16. TYPE OF BUSINESS ORGANIZATION (Check all that apply) 17a. DELIVERY ADDRESS

a. / / MINORITY BUSINESS b. / / WOMAN-OWNED See Part 1
/ / BLACK AMERICAN c. /X/ SMALL BUSINESS
/ / HISPANIC AMERICAN d. / / EDUCATIONAL INSTITUTION
/ / NATIVE AMERICAN e. / / NON-PROFIT ORGANIZATION MERRIFIELD VA 22082-8148
/ / ASIAN AMERICAN f. / / NONE OF THE ABOVE
ENTITIES 17b. TELEPHONE NO.:
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18. TAXPAYER IDENTIFICATION NO.: ▇▇-▇▇▇▇▇▇▇ 17c. DELIVER BY/END DATE:
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19. 20. 21. 22. 23. 24.
ITEM NO. SCHEDULE OF SUPPLIES/SERVICES QUANTITY UNIT UNIT PRICE AMOUNT
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0001 MPI Structured Wiring 1,000 DO $15,000,000.00 $15,000,000.00
Installation. The contractor
shall design, install, and
test a structured wiring
system as directed in task
orders in accordance with the
unit priced schedule on page
3-1.

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25. TOTAL AWARD AMOUNT (USPS Use Only) 15,000,000.00
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26. / / The supplier is required to sign this document and 27. /X/ Award of Contract: Your offer on solicitation
return ___ copies to the issuing office. The supplier (block 5) is accepted as to items See Award Data Sheet
agrees, subject to the terms and conditions specified --------------------
herein, to provide and deliver all items identified
above and on any additional sheets.
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28a. SIGNATURE OF SUPPLIER 29a. UNITED STATES POSTAL SERVICE (SIGNATURE OF CONTRACTING
OFFICER)
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ /s/ ▇▇▇▇▇▇ ▇. ▇'▇▇▇▇
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28b. PRINTED NAME AND TITLE OF SUPPLIER 28c. DATE SIGNED 29b. PRINTED NAME OF CONTRACTING OFFICER 28c. DATE SIGNED

▇▇▇▇▇▇ ▇. ▇▇▇▇▇, Vice President 6/13/03 ▇▇▇▇▇▇ ▇. ▇'▇▇▇▇ C.P.M. 6/20/03
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PS FORM 8203 (MARCH 2002)

AWARD DATA SHEET
CONTRACT 3AAERD-03-P-6080

The parties agree that the contractor's offer on Solicitation 3AAERD-03-A-1200
includes all Amendments 001 through 005 and included the following additional
modifications:

A. ADDED CLAUSES

CLAUSE B-26 PROTECTION OF POSTAL SERVICE BUILDINGS, EQUIPMENT, AND
VEGETATION (JANUARY 1997)

The supplier must use reasonable care to avoid damaging buildings, equipment,
and vegetation (such as trees, shrubs, and grass) on the Postal Service
installation. If the supplier fails to do so and damages any buildings,
equipment, or vegetation, the supplier must replace or repair the damage at
no expense to the Postal Service, as directed by the contracting officer. If
the supplier fails or refuses to make repair or replacement, the supplier
will be liable for the cost of repair or replacement, which may be deducted
from the contract price.

CLAUSE B-27 PERFORMANCE AT OCCUPIED POSTAL PREMISES (JANUARY 1997)

a. In performing this contract, the supplier must:
(1) Comply with applicable Occupational Safety and Health Standards (29
CFR 1910) promulgated pursuant to the authority of the Occupational Safety and
Health Act of 1970;
(2) Comply with any other applicable federal, state, or local regulations
governing work-place safety to the extent they do no conflict with a.1 above;
and
(3) Take all other proper precautions to protect the safety and health
of the supplier's employees, Postal Service employees, and the public.
b. The supplier must coordinate its use of the premises with the installation
head or other representative designated by the contracting officer. Subjects
of this coordination include the designation of work and storage areas; the
extent, if any, of use by the supplier of Postal Service tools and equipment;
the furnishing by the supplier of appropriate signs and barricades to exclude
unauthorized personnel from the work areas and to call attention to hazards
and dangers; and other matters relating to the protection of Postal Service
employees and property.

CLAUSE 7-4 INSURANCE (JANUARY 1997)

a. During the term of this contract and any extension, the supplier must
maintain at its own expense the insurance required by this clause. Insurance
companies must be acceptable to the Postal Service. Policies must include
all terms and provisions required by the Postal Service.

Page 1 of 3

b. The supplier must maintain and furnish evidence of workers' compensation,
employers' liability insurance, and the following general public liability
and automobile liability insurance:

Bodily Property Damage
Injury
----------------------------------------------
General Liability $100,000 Per occurrence (as set forth in
per person* the Schedule)
$500,000 Aggregate (as set forth in the
per Schedule)
accident*
Automobile $100,000 $10,000 per occurrence
Liability per person*
$500,000 $10,000 aggregate*
per
accident*

*Unless modified in the
Schedule

c. Each policy must include substantially the following provision:
"It is a condition of this policy that the company furnish written notice to
the U.S. Postal Service 30 days in advance of the effective date of any
reduction in or cancellation of this policy."
b. The supplier must furnish a certificate of insurance or, if required by
the contracting officer, true copies of liability policies and manually
countersigned endorsements of any changes. Insurance must be effective, and
evidence of acceptable insurance furnished, before beginning performance
under this contract. Evidence of renewal must be furnished not later than
five days before a policy expires.
c. The maintenance of insurance coverage as required by this clause is a
continuing obligation, and the lapse or termination of insurance coverage
without replacement coverage being obtained will be ground for termination
for default:

CLAUSE 6-1 CONTRACTING OFFICER'S REPRESENTATIVE (JANUARY 1997)

The contracting officer will appoint a contracting officer's representative
(COR), responsible for the day-to-day administration of the contract, who
will serve as the Postal Service's point of contact with the supplier on all
routine technical and program management matters. The COR will be authorized
to issue and approve task orders under this contract in addition to the
usual responsibilities and authorities of the COR.

The COR for this contract is ▇▇▇▇▇ ▇▇▇▇, Technology Acquisition Management.
She can be contacted as follows:

▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇ (▇▇▇▇▇)
▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇-8148
(▇▇▇) ▇▇▇-▇▇▇▇

B. REVISED DELIVERY SCHEDULE

The parties agree to replace Appendix A of the SOW with the attached delivery
schedule.

Page 2 of 3

C. LINE ITEMS INCLUDED IN THE AWARD

The Postal Service accepts the contractor's final offer only on items relating
to Category Six wiring. That is to say the funded contract award is only for
items 0142-0282. The Postal Service also includes Option Items for Category
Six wiring in the contract but is not yet exercising these Option items
identified in Items 0424-0564.

The Postal Service hereby accepts Items 0565-0577 for inclusion in the contract.
These items will be in effect throughout the term of the contract, including
the additional term for any option items.

The Contract Line Item schedule attached reflects the above changes.

D. SOW CHANGE

The last line of paragraph 1 of Section A.7 of the SOW has changed. There
are no other changes except as may have been in Amendments to the RFP.
Replace the SOW with Attachment Three to this Award Data Sheet.

E. ATTACHMENTS

1. Revised Line Item Schedule, Pages 3-1 -- 3-8
2. Revised Final Delivery Schedule, Two Pages
3. Revised SOW

Page 3 of 3

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PAGE OF PAGES
U.S. POSTAL SERVICE: CONTRACT/ORDER MODIFICATION 1 1
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1. MODIFICATION NO. M 005 CONTRACT/ORDER/AGREEMENT: 3AAERD-03-P-6080
2. a. DATE ISSUED: 09/25/2003 b. PR NO.: 03-26396
c. FINANCE NO.: 660794 d. TIN/SSN: 52-1467966
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3. SUPPLIER: 4. ISSUED BY:
Government Telecommunications Inc. U.S. POSTAL SERVICE
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTOMATION CMC
Suite 300 ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇ MERRIFIELD VA 22082-8150

ATTENTION: FOR INFORMATION CALL:
▇▇▇▇ ▇▇▇▇▇▇▇ [OMITTED FOR CONFIDENTIALITY]
(▇▇▇) ▇▇▇-▇▇▇▇
ACO CODE: 3AAERD
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5. The above numbered contract/order/agreement is modified as set forth in
Block 6, by modification issued pursuant to authority of the Changes clause.
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6. DESCRIPTION OF MODIFICATION:
This modification directs the attached changes to the SOW affecting
paragraph B.5. and Attachment B-3. It also adds the requirement to install
an MPI Network at the Engineering Center in Merrifield, VA. This work is
funded under Finance Number 66-0007, PCN 3900.34.

USPS 1.013.00
RECEIVED
10/6/03

Except as provided herein, all terms and conditions of the document referenced
in Block 1, as heretofore changed, remain unchanged and in full force and
effect.
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7. ACCOUNTS PAYABLE DATA / / is not, /X/ is changed, see

Previous Grand Total: $15,000,000.00
Value of Modification: $1,611,467.00
New Grand Total: $16,611,467.00
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The supplier /X/ is not / / is required to sign and return an original
and copy(ies) of this modification to the Issuing Office (See Block 4).
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8. SIGNATURES: SUPPLIER U.S. POSTAL SERVICE

[OMITTED FOR CONFIDENTIALITY] 9/25/03
----------------------------- -------- ----------------------------- --------
Signature Date Signature Date

[OMITTED FOR CONFIDENTIALITY]
--------------------------------------- --------------------------------------
Name of Person Authorized to Sign Contracting Officer

--------------------------------------
Title

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PAGE OF PAGES
U.S. POSTAL SERVICE: CONTRACT/ORDER MODIFICATION 1 1
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1. MODIFICATION NO. M 006 CONTRACT/ORDER/AGREEMENT: 3AAERD-03-P-6080
2. a. DATE ISSUED: 10/28/2003 b. PR NO.: 04-01546
c. FINANCE NO.: 660794 d. TIN/SSN: 52-1467966
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3. SUPPLIER: 4. ISSUED BY:
Government Telecommunications Inc. U.S. POSTAL SERVICE
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTOMATION CMC
Suite 300 ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇ MERRIFIELD VA 22082-8150

ATTENTION: FOR INFORMATION CALL:
▇▇▇▇▇▇ ▇▇▇▇▇ [OMITTED FOR CONFIDENTIALITY]
(▇▇▇) ▇▇▇-▇▇▇▇
ACO CODE: 3AAERD
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5. The above numbered contract/order/agreement is modified as set forth in
Block 6, by supplemental agreement entered into pursuant to authority of
mutual agreement of the parties.
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6. DESCRIPTION OF MODIFICATION:
This modification definitizes previously unpriced line items, makes
changes to the SOW, and changes the payment terms.

In Block 13 of the PS Form 8203 change the contents to read "1/2 percent
15, Net 30."

Replace the Contract Line Item Schedule with the attached.

Replace the existing SOW with the attached Revision 2.0.

Previous Grand Total: $1,611,467.00
Value of Modification: $0.00
New Grand Total: $1,611,467.00
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The supplier / / is not /X/ is required to sign and return an original
and 1 copy(ies) of this modification to the Issuing Office (See Block 4).
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8. SIGNATURES: SUPPLIER U.S. POSTAL SERVICE

/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ 10/29/03 [OMITTED FOR CONFIDENTIALITY] 10/29/03
----------------------------- -------- ----------------------------- --------
Signature Date Signature Date

▇▇▇▇▇▇ ▇▇▇▇▇▇ [OMITTED FOR CONFIDENTIALITY]
--------------------------------------- --------------------------------------
Name of Person Authorized to Sign Contracting Officer

V.P. Operations
---------------------------------------
Title

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PAGE OF PAGES
CONTRACT/ORDER MODIFICATION DESCRIPTION - CONTINUATION 2 2
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1. MODIFICATION NO. M 007 CONTRACT/ORDER/AGREEMENT: 3AAERD-03-P-6080
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6. DESCRIPTION OF MODIFICATION:

All wiring shall be installed under the raised floor by use of
consolidation points at the USPS Engineering Building. All wiring at the
▇▇▇▇▇ Building shall be installed above the existing suspended ceiling.

This work is funded under Finance Number 66-0007. Correct the PCN in
Modification 005 to read 3910.20. The definitized firm fixed price for
this work is $1,558,889.

See attached revision to the Contract Line Item Schedule incorporating
the definitized items.

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PAGE OF PAGES
U.S. POSTAL SERVICE: CONTRACT/ORDER MODIFICATION 1 2
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1. MODIFICATION NO. M 007 CONTRACT/ORDER/AGREEMENT: 3AAERD-03-P-6080
2. a. DATE ISSUED: 11/05/2003 b. PR NO.: 04-02284
c. FINANCE NO.: 660794 d. TIN/SSN: 52-1467966
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3. SUPPLIER: 4. ISSUED BY:
Government Telecommunications Inc. U.S. POSTAL SERVICE
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTOMATION CMC
Suite 300 ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇ MERRIFIELD VA 22082-8150

ATTENTION: FOR INFORMATION CALL:
▇▇▇▇ ▇▇▇▇▇▇▇ [OMITTED FOR CONFIDENTIALITY]
(▇▇▇) ▇▇▇-▇▇▇▇

ACO CODE: 3AAERD
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5. The above numbered contract/order/agreement is modified as set forth in
Block 6, by supplemental agreement entered into pursuant to authority of
the Changes clause.
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6. DESCRIPTION OF MODIFICATION:

The purpose of this modification is to definitize Modification 005 for the
design, engineering, installation and test of an infrastructure replacement
of the local area network wiring system supporting the Engineering and ▇▇▇▇▇
Buildings at the Merrifield USPS facility, in accordance with GTI Quotes
GTI031016Rev2 and GTI031017Rev2.

Work shall commence on November 10, 2003 and shall be completed not later
than January 31, 2004. Work may be performed during the blackout period,
although otherwise prohibited by the contract, because these facilities are
not mail processing facilities. Work shall involve multiple shifts in order
to minimize disruption to USPS personnel and their mission.

Previous Grand Total: $16,611,467.00
Value of Modification: -$52,578.00
New Grand Total: $16,558,889.00
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The supplier | | is not |X| is required to sign and return an original and 1
copy(ies) of this modification to the Issuing Office (See Block 4).
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8. SIGNATURES: SUPPLIER U.S. POSTAL SERVICE

/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇ 11/6/03 /s/ ▇▇▇▇▇▇ ▇. ▇'▇▇▇▇ C.P.M. 11/6/03
------------------------- ---------- ------------------------------- --------
Signature Date Signature Date

▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇. ▇'▇▇▇▇ C.P.M.
------------------------------------ ----------------------------------------
Name of Person Authorized to Sign Contracting Officer

V.P. Operations
------------------------------------
Title
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PAGE OF PAGES
U.S. POSTAL SERVICE: CONTRACT/ORDER MODIFICATION 1 1
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1. MODIFICATION NO. M 008 CONTRACT/ORDER/AGREEMENT: 3AAERD-03-P-6080
2. a. DATE ISSUED: 11/20/2003 b. PR NO.: 04-03276
c. FINANCE NO.: 670040 d. TIN/SSN: 52-1467966
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3. SUPPLIER: 4. ISSUED BY:
Government Telecommunications Inc. U.S. POSTAL SERVICE
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTOMATION CMC
Suite 300 ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ VA 22082-8150

ATTENTION: FOR INFORMATION CALL:
▇▇▇▇ ▇▇▇▇▇▇▇ [OMITTED FOR CONFIDENTIALITY]
(▇▇▇) ▇▇▇-▇▇▇▇

RECEIVED
11/20/03
USPS3.063.00 ACO CODE: 3AAERD
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5. The above numbered contract/order/agreement is modified as set forth in
Block 6, by modification issued pursuant to authority of the Changes clause.
-------------------------------------------------------------------------------
6. DESCRIPTION OF MODIFICATION:

This modification adds the requirement for the ▇.▇. ▇▇▇▇▇▇ Leadership
Development Center to the MPI contract. The contractor shall begin work
immediately and the work will be completed within 10 weeks of the execution
date of this modification as proposed by the contractor in the attached
proposal. The prices for elements of the work not already on the MPI contract
remain undefinitized, and these additional line items shall be definitized
within 30 days of receipt of this modification. The Finance Number for this
action is 67-0040, PCN: 3600.10.

Attachment: Contractor's proposal, two pages.

Previous Grand Total: $16,558,889.00
Value of Modification: $2,257,531.00
New Grand Total: $18,816,420.00
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The supplier |X| is not | | is required to sign and return an original and
copy(ies) of this modification to the Issuing Office (See Block 4).
-------------------------------------------------------------------------------
8. SIGNATURES: SUPPLIER U.S. POSTAL SERVICE

/s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇ NOV. 20, 2003
------------------------- ---------- ------------------------- -------------
Signature Date Signature Date

▇▇▇▇ ▇▇▇▇▇▇▇▇
------------------------------------ ----------------------------------------
Name of Person Authorized to Sign Contracting Officer

------------------------------------
Title
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USDA - Nationwide Maint. Contract

THIS NUMBER MUST APPEAR ON ALL INVOICES,
UNITED STATES DEPARTMENT OF AGRICULTURE PACKAGES, AND PAPERS RELATING
PURCHASE ORDER TO THIS ORDER
-------------------------------------------------------------------------------
PAGE NO. CONTRACT NUMBER ORDER DATE ORDER NUMBER SUB.
1 OF 1 GS00T97NSD0112 05/21/03 43-3151-3-8117
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TYPE PURCHASE (Check one) SELLER'S IDENT. NO. FORM 1099 TAXPAYER'S IDENT. NO.

TO: (Seller's Name, Address, City, State, Zip Code, and Phone No.) Consignee, Address, Zip Code, and Place of Inspection
and Acceptance

Government Telecommunications, Inc. SHIP USDA/FSA/KCITSIO/TD
VID 52 1467966A TO ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇-▇▇▇▇
Chantilly VA 20151-1720
Attn: ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇-▇▇▇-▇▇▇▇
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LINE ACT UNIT
ITEM CODE DESCRIPTION QUANTITY ISSUE UNIT PRICE AMOUNT
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01 Maintenance and support services for the USDA Partner S 4 mos $98,336.90 $393,347.60
Agency Telephone Systems for the period June 1, 2003, E
through September 30, 2003, in accordance with the L
attached Statement of Work (pages 1 through 17), the L
contractor's proposal dated March 3, 2003, and E
April 16, 2003, as amended. Note: Sections L and M R
have been removed from the attached Statement of Work. '
S
TA# 03-0206
O
R
COR Appointment: I
[OMITTED FOR CONFIDENTIALITY] G
I
N
CONTRACT SPECIALIST: [OMITTED FOR CONFIDENTIALITY] A
L

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THIS PURCHASE ORDER NEGOTIATED PURSUANT TO AUTHORITY OF 41 U.S.C. 252(c)( ).
-----------------------------------------------------------------------------------------------------------------------------------
F.O.B. POINT DISCOUNT AND/OR NET PAYMENT TERMS

Destination Net 30 TOTAL $393,347.60
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DELIVER TO F.O.B. POINT ON OR BEFORE (Date) SHIP VIA

September 30, 2003 Best way
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------------------
DO NOT BILLING INSTRUCTIONS:
SHIP ORDER TO NO BILLING WILL BE SUBMITTED IN ADVANCE OF SHIPMENT
THIS ADDRESS Furnish Invoice With Our ORDER NUMBER To:
(SHIP TO CONSIGNEE [OMITTED FOR CONFIDENTIALITY]
ADDRESS ABOVE)
------------------

FAILURE TO SHOW OUR PURCHASE ORDER NUMBER ON INVOICE WILL DELAY PAYMENT
FREIGHT CHARGE OVER $100 REQUIRES BILL OF LADING
IF AVAILABLE, INCLUDE YOUR NINE POSITION DUNS NUMBER ON EACH INVOICE

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ISSUING OFFICE NAME AND ADDRESS ORDERED BY (Name and Title)

USDA/FSA/MSD/AMB/SPS [OMITTED FOR CONFIDENTIALITY]
▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇ --------------------------------------
Washington DC 20250-0567 COMMERCIAL PHONE (Area Code and Number)

[OMITTED FOR CONFIDENTIALITY]
--------------------------------------
AUTHORIZED SIGNATURE

[OMITTED FOR CONFIDENTIALITY]

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SELLER'S ORIGINAL FORM AD-838-5PE (Rev. 7/90)

53000 USDA3.001
THIS NUMBER MUST APPEAR ON ALL INVOICES,
UNITED STATES DEPARTMENT OF AGRICULTURE PACKAGES, AND PAPERS RELATING
PURCHASE ORDER TO THIS ORDER
-------------------------------------------------------------------------------
PAGE NO. CONTRACT NUMBER ORDER DATE ORDER NUMBER SUB.
1 OF 1 GS00T97NSD0112 06/02/03 43-3151-3-8117 01
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TYPE PURCHASE (Check one) SELLER'S IDENT. NO. FORM 1099 TAXPAYER'S IDENT. NO.

TO: (Seller's Name, Address, City, State, Zip Code, and Phone No.) Consignee, Address, Zip Code, and Place of Inspection
and Acceptance

Government Telecommunications, Inc. SHIP USDA/FSA/KCITSIO/TD
VID 52 146 7966A TO ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇-▇▇▇▇
Chantilly VA 20151-1720
Attn: ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇-▇▇▇-▇▇▇▇
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This delivery order is hereby modified to add CLIN 2 S
as shown below: E
L
02 CPU Battery Replacement L 400 ea $300.00 $120,000.00
E
TA# 03-0206 R
'
S
Original DO Amount: $393,347.60
Increase DO amount: $120,000.00 O
New DO amount: $513,347.60 R
I
G
I
N
Technical contact: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇-▇▇▇-▇▇▇▇ A
L

Destination Net 30 TOTAL $513,347.60
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DELIVER TO F.O.B. POINT ON OR BEFORE (Date) SHIP VIA

September 30, 2003 Best way
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FAILURE TO SHOW OUR PURCHASE ORDER NUMBER ON INVOICE WILL DELAY PAYMENT
FREIGHT CHARGE OVER $100 REQUIRES BILL OF LADING
IF AVAILABLE, INCLUDE YOUR NINE POSITION DUNS NUMBER ON EACH INVOICE

-------------------------------------------------------------------------------
ISSUING OFFICE NAME AND ADDRESS ORDERED BY (Name and Title)

▇▇▇-▇▇▇-▇▇▇▇
--------------------------------------
AUTHORIZED SIGNATURE

[OMITTED FOR CONFIDENTIALITY]

-------------------------------------------------------------------------------
SELLER'S ORIGINAL FORM AD-838-5PE (Rev. 7/90)

AMENDMENT OF SOLICITATION / MODIFICATION OF CONTRACT

Page 2
----------------------------------------------------------------------------

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS. IT MODIFIES
THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14.

[ ] A. THIS CHANGE ORDER IS ISSUED PURSUANT TO THE CHANGES CLAUSE. 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 data, etc.) SET FORTH IN ITEM 14, PURSUANT TO THE
AUTHORITY OF FAR 43.103(b).

[ ] C. THIS SUPPLEMENTAL AGREEMENT IS ENTERED INTO PURSUANT TO AUTHORITY
OF:

[X] D. OTHER EXERCISE OF OPTION - FAR 52.217-5
----------------------------------------------------------------------------
E. IMPORTANT: Contract [x] is not, [ ] is required to sign this
document and return _____ copies to the issuing office.
----------------------------------------------------------------------------
14. DESCRIPTION OF AMENDMENT/MODIFICATION

-The purpose of this modification is to Exercise Option I of said contract
for the period of performance October 1, 2003 thru September 30, 2004.

-The funding for this action is subject to the Availability of Funds
clause FAR ▇▇-▇▇▇-▇▇.

-All other terms and conditions remain unchanged.

----------------------------------------------------------------------------
15A. NAME AND TITLE OF SIGNER 16A. NAME AND TITLE OF CONTRACTING
(Type or print) OFFICER (Type or print)

[OMITTED FOR CONFIDENTIALITY]
------------------------------------- --------------------------------------
15B. CONTRACTOR/OFFEROR 16B. UNITED STATES OF AMERICA

------------------------- [OMITTED FOR CONFIDENTIALITY]
-----------------------------
(Signature of person (Signature of Contracting
authorized to sign) Officer)
------------------------------------- --------------------------------------
15C. DATE SIGNED 16C. DATE SIGNED

9/22/03
----------------------------------------------------------------------------
EXCEPTION TO STANDARD FORM 30
APPROVED BY GSA/IRMS 9-89

AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT

----------------------------------------------------------------------------
1. CONTRACT ID CODE

------------------------------------- --------------------------------------
2. AMENDMENT/ MODIFICATION NO. 3. EFFECTIVE DATE
01 October 1, 2003
------------------------------------- --------------------------------------
4. REQUISITION/PURCHASE REQ. NO. 5. PROJECT NO. (If applicable)
N/A
------------------------------------- --------------------------------------
6. ISSUED BY CODE: 7. ADMINISTERED BY
(If other than Item 6)
USDA/FSA/MSD/AMB/SPS
MAIL STOP 0567, ATTN: ▇. ▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇,
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇

------------------------------------- --------------------------------------
8. NAME AND ADDRESS OF CONTRACTOR 9A. AMENDMENT OF SOLICITATION NO.
(No., Street, County, State and FSA-R-00019-00DC
Zip Code)
9B. DATED (See Item 11)

Government Telecommunications, Inc
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇. MOD. OF CONTRACT / ORDER NO.
Chantilly, VA 20151-1720 GS00T97NSD0112
10B. DATED (See Item 13)
Code: 5/21/03
FACILITY CODE:
------------------------------------- -------------------------------------
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.
Offerors 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) RECEIVED
SEP 25 2003
043A0318500
----------------------------------------------------------------------------
EXCEPTION TO STANDARD FORM 30 STANDARD FORM 30 (REV 10-83)
APPROVED BY GSA/▇▇▇▇ 9-87 FAR (48 CFR) 53.243

041TCCE THIS NUMBER MUST APPEAR ON ALL INVOICES,
UNITED STATES DEPARTMENT OF AGRICULTURE PACKAGES, AND PAPERS RELATING
PURCHASE ORDER TO THIS ORDER
-------------------------------------------------------------------------------
PAGE NO. CONTRACT NUMBER ORDER DATE ORDER NUMBER SUB.
1 OF 1 GS00T97NSD0112 10/01/03 43-3151-4-8007
-------------------------------------------------------------------------------

TYPE PURCHASE (Check one) SELLER'S IDENT. NO. FORM 1099 TAXPAYER'S IDENT. NO.

| | PURCHASE ORDER |X| DELIVERY ORDER TIN# 52 1467966 VID# 52 1467966A
(See Reverse)
-----------------------------------------------------------------------------------------------------------------------------------

TO: (Seller's Name, Address, City, State, Zip Code, and Phone No.) Consignee, Address, Zip Code, and Place of Inspection
and Acceptance

GOVERNMENT TELECOMMUNICATIONS, INC. SHIP USDA/FSA/KCITSIO/TD
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇ TO ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇-▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇-4675

Attn: ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇-▇▇▇-▇▇▇▇
-----------------------------------------------------------------------------------------------------------------------------------

01 Maintenance and support services for USDA Partner S 12 MO 95,478.50 1,145,742.00
Agency Telephone Systems for the period October 1, E
2003, through September 30, 2004 in accordance with L
Vendor's proposal dated March 3, 2003, and April 16, L
2003 E
R
02 CPU Card Battery Replacement ' 2,000 EA 300.00 600,000.00
----------------------------------------------------------------------- S ------------------------------------------------------

O
R
SUBJECT TO THE AVAILABILITY OF FY2004 FUNDS I
G
I
N
CONTRACTING POC: ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ A
▇▇▇-▇▇▇-▇▇▇▇ L

RECEIVED
7/25/03
53000.USDA 4

DESTINATION NET 30 TOTAL $1,745,742.00
-----------------------------------------------------------------------------------------------------------------------------------

DELIVER TO F.O.B. POINT ON OR BEFORE (Date) SHIP VIA

SEPTEMBER 30, 2004 IAW CONTRACT
-----------------------------------------------------------------------------------------------------------------------------------

FAILURE TO SHOW OUR PURCHASE ORDER NUMBER ON INVOICE WILL DELAY PAYMENT
FREIGHT CHARGE OVER $100 REQUIRES BILL OF LADING
IF AVAILABLE, INCLUDE YOUR NINE POSITION DUNS NUMBER ON EACH INVOICE

-------------------------------------------------------------------------------
ISSUING OFFICE NAME AND ADDRESS ORDERED BY (Name and Title)

USDA/FSA/MSD/AMB/SPS [OMITTED FOR CONFIDENTIALITY]
▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇ --------------------------------------
WASHINGTON DC 20250-0567 COMMERCIAL PHONE (Area Code and Number)

▇▇▇-▇▇▇-▇▇▇▇
--------------------------------------
AUTHORIZED SIGNATURE

[OMITTED FOR CONFIDENTIALITY]
-------------------------------------------------------------------------------
SELLER'S ORIGINAL FORM AD-838-5PE (Rev. 7/90)

FSA-R-005-03DC Page 1 of 17

SECTION B PRICE SCHEDULE

B.1. PRICES

The contractor shall provide the services identified in the Section C,
Description of Work, on a fixed price, monthly basis, as shown below, based
on a quantity of 3,970 sites (refer to Section C.2).

CLIN Monthly Price Extended Price Per Site Price
---- ------------- -------------- --------------

01 FY 2003: $98,336.90 FY 2003: $393,347.60 $24.77
---------- ----------- ------
(06/01/03 through 9/30/03)

02 FY 2004: $95,478.50 FY 2004: $1,145,742.00 $24.05
---------- ------------- ------
(10/01/03 through 9/30/04)

03 FY 2005: $93,096.50 FY 2005: $1,117,158.00 $23.45
---------- ------------- ------
(10/01/04 through 9/30/05)

04 FY 2006: $91,984.90 FY 2006: $1,103,818.80 $23.17
---------- ------------- ------
(10/01/05 through 9/30/06)

05 FY 2007: $90,198.40 FY 2007: $1,082,380.80 $22.72
---------- ------------- ------
(10/01/06 through 9/30/07)

Total Price* $4,842,447.20
-------------

*If all option periods exercised, exclusive of telephone system CPU battery
replacement costs discussed below. The base period commenced on June 1,
2003.

B.1.2. TELEPHONE SYSTEM CPU BATTERY REPLACEMENT PRICE: In addition to the
above prices, the government will pay $300 for each CPU battery replacement.
The $300 per CPU battery replacement represents the unit price for the base
and all option periods, if exercised.

SECTION C DESCRIPTION OF WORK (January 10, 2003)

C.1 INTRODUCTION

The Government requires contractor services in providing maintenance and
support services on telephone systems for United States Department of
Agriculture (USDA) Partner Agencies in the Field Service Centers, State and
County Offices. These agencies include:

* Farm Service Agency (FSA)

FSA-R-005-03DC Page 2 of 17

* Natural Resource Conservation Service (NRCS)

* Rural Development (RD)

C.2 BACKGROUND

(a) USDA has approximately 3,970 sites that are Field Service Centers, State
Offices or County Offices throughout the 48 contiguous states, including
Hawaii, Alaska, the Pacific Basin and Caribbean area (referred to hereafter
as "entire geographically covered area"). These sites consist of one or more
of the above agencies listed in Section C.1. At these sites, one agency is
designated as the lead agency. The lead agency is responsible for contacting
the National Help Desk (NHD) to request all telephone service needed for
that site.

(b) The majority of phone systems in these areas consist of NEC Electra Pro
II and NEAX2000 IVS phone systems. All other are various types, i.e., AT&T
Partner Plus, Comdial, Executone, etc. See Attachment 1, "Telephone System
Inventory" for the most recent available information of systems identified
at USDA sites.

(c) USDA has an existing 5-year warranty contract with both Computer
Consulting Operations Specialists, Inc. (CCOPS), and Advanced
Communications, Inc. (ACI) on the NEC and NEAX2000 phone systems. There are
approximately 1,934 NEC phone systems currently covered under this warranty.
See Attachment 2, "System Warranty Information", for the list of systems
currently under warranty and warranty expiration date. See Attachment 3 for
a copy of CCOPS' NEC Warranty Support Plan, and Attachment 4 for a copy of
ACI's NEC Warranty Support Plan. Also see Attachment 5 for USDA Warranty
Procedures.

C.3 REQUIREMENTS

(a) The Contractor shall provide support for moves, additions, changes, or
disconnects to the USDA's Partner Agency voice systems for the entire
geographically covered area. The Contractor shall also provide remote and
on-site system programming, on-site end-user training, monthly reports
on services provided, and product installation. DURING FY 2002,
APPROXIMATELY 3,000 CALLS WERE RECEIVED TO PROVIDE MAINTENANCE SUPPORT.

(b) All service requests for moves, adds, changes or disconnects will be
submitted to the Contractor's Service Dispatch System via the NHD
(refer to Section C.3.7).

(c) Each service request will identify a USDA Site Coordinator's name and
phone number. The Site Coordinator will be physically located at the
site where the work is to be performed and will be able to provide
the Contractor information on the exact location where the work is to
be completed.

(d) The Contractor shall have the ability to deploy certified technicians
nationwide to meet maximum period downtime requirements specified in
Section C.3.11.

FSA-R-005-03DC Page 3 of 17

C.3.1 MOVES, ADDS, CHANGES, DISCONNECTS

(a) The Contractor shall perform the following as requested by the NHD.

(1) Moves:

(i) Disconnect, move, and re-connect telephone systems and/or
associated telephone equipment to new office location.
(ii) Perform internal office moves on telephone systems and/or
associated telephone equipment.

(2) Adds:

Install additional telephones/cards to telephone systems and/or
associated telephone equipment.

(3) Changes:

(i) Change configuration of phone systems and/or associated telephone
equipment (including disconnects and reconnects).
(ii) Change program features on phone systems and/or associated
telephone equipment.

(4) Disconnects:

(i) Disconnect phones/cards from telephone systems.
(ii) Disconnect phone systems.

C.3.2 REMOTE AND ON-SITE SYSTEM PROGRAMMING:

(a) The Contractor shall perform system software programming on KSU's and
PBX's via each system's remote programming capability or, for minor
changes, via the system's terminal set Program Mode. USDA may perform
all other programming defined as "End-User" programming that does not
necessitate going into the system Program Mode.

(b) The Contractor shall perform on-site software programming and/or system
parts replacement, as necessary.

(c) The Contractor shall also provide updated programming and system
configuration information to the warranty vendor on all systems under
warranty when changes are made. The Contractor shall provide this
information via soft copy or diskette in Microsoft Office 97 Word or
Excel Spreadsheet format within 5 days following completion of work.
The Contractor shall notify the Contracting Officer's Representative
(COR), within the same 5 days, via e-mail or fax, when the information
has been provided to the warranty vendor. The Government's service
request number shall be referenced in this notification.

FSA-R-005-03DC Page 4 of 17

C.3.3 END-USER TRAINING:

(a) The Contractor shall provide End-User training on the operation of
telephones and available programming features, as requested by the COR or
NHD. Contractor provided videos, user guides, supplemental training
materials, and on-site training are all viable resources which may be
used to ensure proper training.

(b) Onsite training shall include "hands-on training for new users. Classes
shall be conducted at the trainee's site. Each class shall not exceed
twelve students.

(c) From fiscal year 2000 through fiscal year 2002, approximately two user
calls were received to provide end-user training. Under this contract,
the government anticipates minimal requests for end-user training. The
price for this training is part of the per-site charge.

C.3.4 REPORTS

(a) The Contractor shall provide monthly reports to the Contracting Officer
(CO), COR, NHD and the following Government contacts detailing the services
provided to each agency. These reports shall include the following:

* Site Name, Address and ID
* NHD Service Request Number
* Date/Time Service was Ordered
* Date/Time Service was Completed
* Type of Telephone System
* Current Number of Lines and Telephone Ports Active on System
* Service Performed
* Any calls covered by the warranty vendor and verification (who, what,
when, where, how) the warranty vendor was notified prior to service
worked.

(b) These reports may be soft copy or on diskette in Microsoft Office 97
Word or Excel Spreadsheet format and shall be submitted by the 15th of
each month (or next business day if the 15th falls on a Sat/Sun or
Federal holiday) and submitted to the appropriate agency listed below:

* FARM SERVICE AGENCY
U.S. Dept. of Agriculture
Telecommunications Division
[OMITTED FOR CONFIDENTIALITY]

FSA-R-005-03DC Page 5 of 17

* NATURAL RESOURCE CONSERVATION SERVICE
Natural Resource Conservation Service
[OMITTED FOR CONFIDENTIALITY]

* RURAL DEVELOPMENT
Rural Development
[OMITTED FOR CONFIDENTIALITY]

C.3.5 SYSTEM MAINTENANCE FOR NON-WARRANTY EQUIPMENT: The Contractor shall
install any telephone product resulting from equipment failures, natural
disasters, or accidental user damage for which replacement is not covered
under warranty.

C.3.6 SYSTEM MAINTENANCE FOR WARRANTY EQUIPMENT

(a) The Contractor shall install any telephone product from equipment failures
for which replacement is covered under warranty. Some NEC telephone
equipment is still under warranty. If a piece of equipment that is still
under NEC warranty goes bad, the warranty vendor sends a replacement part
to the site at no cost to the Government. The piece of equipment still
has to be "installed" once it arrives at the site. The installer
(contractor) must be "NEC Certified" so as not to void the manufacturer's
warranty. NEC certified technicians must install the warranted equipment.

(b) The Contractor shall communicate with the warranty vendor on any work
required on systems covered under warranty and comply with warranty
provisions so as not to void the warranty contract. The Contractor shall
keep a record of the following information for each service request
to confirm communication with the warranty vendor:

* NHD Service Request Number
* Date of Call
* Time of Call
* ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇'s Representative
* Contractor's Servicing Technician
* Approval Status/Conditions

(c) If the Contractor fails to communicate with the warranty vendor on any
work, and ultimately the warranty is voided as a result of actions or
inaction taken by the Contractor, the Contractor shall return the
equipment to Original Equipment Manufacture (OEM) standards within
three days. The Contractor shall be responsible for the remaining
warranty period for that telephone system at no additional cost to the
Government and shall be maintained at

FSA-R-005-03DC Page 6 of 17

OEM standards.

C.3.7 TROUBLE CALL DISPATCH SYSTEM

(a) The Contractor shall provide a service dispatch system with a toll-free
number for the National Help Desk (NHD) to report maintenance service
requests. The Contractor shall also provide an answering service or
other form of continuous telephone coverage to permit NHD to make contact
24 hours a day, 7 days a week. The NHD Technician will report all trouble
calls to the Contractor's service dispatch system, rating the trouble
calls as follows:

FSA-R-005-03DC Page 7 of 17

(1) Critical: System Failures
Disaster Recovery
Problems that affect the operational functions of the
KSU or PBX.

(2) Non-critical: All other repairs that do not affect the operational
functionality of the KSU or PBX.

C.3.8 NATIONAL HELP DESK DATABASE: The Contractor will be given access to
the USDA National Help Desk Database within five (5) business days after
contract award. The Contractor shall enter all associated technical notes
into the database as they occur. COmpletion dates of all service requests
must be entered into the database within one day of completion.

C.3.9 PRINCIPLE PERIOD OF MAINTENANCE: The Principle Period of Maintenance
(PPM), is any nine (9) consecutive hours per day, including an official meal
period not to exceed one hour per day, between the hours of 7 am and 7 pm
local time for which work is to be performed, Monday through Friday,
excluding holidays observed at the site.

C.3.10 RESPONSE TIME

(a) All critical trouble calls received shall be responded to within one
hour of receipt. This response may take the form of a return telephone
call to the site. Critical requests may require work to be performed
on evenings, weekends or holidays as directed by the NHD.

(b) All non-critical trouble calls received shall be responded to within
four (4) hours of receipt. This response may take the form of a return
telephone call to the site.

C.3.11 MAXIMUM PERIOD OF MAINTENANCE DOWNTIME

(a) The Contractor shall complete maintenance within the maximum period of
maintenance downtime. The maximum period of maintenance downtime is the
number of hours - during the Principle Period of Maintenance (PPM) -
the equipment being maintained is unavailable for use. The Maximum
Period of Maintenance Downtime begins when the NHD makes a bonafide
attempt:

* To electronically transmit problems or service request to the
Contractor's service dispatch system;

* To contact the Contractor's Project Manager and/or Lead Service
Technician by telephone or e-mail; or

* To contact the Contractor's answering service or other continuous
telephone coverage provided to permit USDA to make such contact.

FSA-R-005-03DC Page 8 of 17

(b) The Maximum Period of Maintenance Downtime shall stop when the Contractor
completes the repair or notifies the NHD that replacement equipment is
required to complete maintenance in accordance with USDA Warranty
Procedures in Attachment 5. The Maximum Period of Maintenance Downtime
shall continue when the NHD notifies the Contractor in accordance
with C.3.11 (a) that replacement equipment has been received at the
site.

* 5 Hours - CRITICAL repairs that DO NOT require part replacement or a
------
technician to be onsite (defined in Sect. C.3.7).

* 10 Hours - CRITICAL repairs that DO require part replacement or a
--
technician to be onsite (defined in Sect. C.3.7). (20 Hours downtime
allowed for repairs in Guam)

* 10 Hours - NON-CRITICAL repairs that DO NOT require part replacement
------
or a technician to be onsite (defined in Sect. C.3.7).

* 18 Hours - NON-CRITICAL repairs that DO require part replacement
--
or a technician to be onsite (defined in Sect. C.3.7). (36 Hours
downtime allowed for repairs in Guam).

(d) Non-critical repairs will be performed during Principle Period of
Maintenance. Critical repairs, including moves or programming changes
needed for Disaster Recovery may require work to be performed on
evenings, weekends, or holidays as directed by the NHD.

C.3.12 KEY PERSONNEL (AGAR 452.237-74) (FEB 1988): The Contractor shall
appoint a single point of contact to correspond directly with the COR and/or
NHD to dispatch and process all service requests received.

(a) The Contractor shall assign to this contract the following key personnel:

* PROJECT MANAGER (individual's name will be inserted at time of
contract award)

* LEAD SERVICE TECHNICIAN (individual's name will be inserted at time of
contract award)

(b) During the first ninety (90), days of performance, the Contractor shall
make no substitutions of key personnel unless the substitution is
necessitated by illness, death, or termination of employment. The
Contractor shall notify the Contracting Officer within 15 calendar days
after the occurrence of any of these events and provide the information
required by paragraph (c) below. After the initial 90-day period, the
Contractor shall submit the information required by paragraph (c) to
the Contracting Officer at least 15 days prior to making any
permanent substitutions.

FSA-R-005-03DC Page 9 of 17

(c) The Contractor shall provide a detailed explanation of the circumstances
necessitating the proposed substitutions, complete resumes for the
proposed substitutes, and any additional information requested by the
Contracting Officer. Proposed substitutes shall have comparable
qualifications to those of the persons being replaced. The Contracting
Officer will notify the Contractor within 15 calendar days after
receipt of all required information of the decision on substitutions.
The contract will be modified to reflect any approved changes of key
personnel.

(1) GENERAL QUALIFICATIONS: The PROJECT MANAGER must have a minimum
---------------------- of six (6) years general experience which
includes the following:

(i) Effective oral, written communications and management skills to
organize, plan and direct maintenance support activities for a
multiple agency environment including the requirements of Section C
herein. Project Manager shall be responsible for resolving
escalated problems. The Project Manager shall meet the
qualification identified below:

(A) GENERAL EXPERIENCE: The project manager shall have at least
six (6) years of telephone maintenance management experience:

(B) SPECIALIZED EXPERIENCE: The project manager shall have at
least three (3) years of management and supervision of
maintenance projects. (These 3 years may be a part of the
6 years general experience). This experience shall include
two years of managing maintenance contract involving a
nationwide multi-site distributed system.

(C) EDUCATION: The project manager shall have earned a four-year
college degree or equivalent. Experience beyond the
above general and specialist experience may be substituted
for the formal education requirements at the rate of 12
calendar months of work experience for each 32-semester
hours of college credit.

(2) GENERAL QUALIFICATIONS: The LEAD SERVICE TECHNICIAN must have a
---------------------- minimum of four- (4) years of general
experience, which includes the following:

(i) Effective oral, written communications and management skills to
organize, plan and direct maintenance support activities, along
with the project manager, for a multiple agency environment
including the requirements of Section C herein. The Lead Service
Technician must meet the qualifications below:

(A) GENERAL EXPERIENCE: The lead service technician shall have
at least four (4) years of telephone maintenance management
experience.

FSA-R-005-03DC Page 10 of 17

(B) SPECIALIZED EXPERIENCE: The lead service technician shall
have at least three- (3) years of supervision of telephone
maintenance projects. (These 3 years may be a part of the
4 years general experience). This experience shall include
two years of supervising personnel on a telephone maintenance
contract involving a nationwide multi-site distributed system.

(C) EDUCATION: The lead service technician shall have earned a
four-year college degree or equivalent. Experience beyond
the above general and specialist experience may be substituted
for the formal education requirement at the rate of
12 calendar months of work experience for each 32-semester
hours of college credit.

C.3.13 TRANSITION: This contract requires a Transition Plan. A smooth and
orderly transition following contract award between the incoming and outgoing
Contractor is necessary to assure minimum disruption to vital Government
business.

(a) TRANSITION TO MAINTENANCE UNDER THIS CONTRACT: FSA requires transition
from the current maintenance contract to maintenance provided under this
contract. Transition will be accomplished by the incoming Contractor
performing 50% of the maintenance under this contract for a period
of not less than 14 calendar days. The intent of FSA is to provide 14
calendar days from the date of contract award to the start of full
contract performance or March 1, 2003, whichever is the later date. During
the 14 calendar day transition period, the incumbent contractor will
receive 50% of their normal monthly invoice amount for acceptable
performance. During the transition period, the incoming contractor will
receive 50% of their monthly invoice amount for acceptable performance.
Upon completion of the transition period, the incoming contractor will
begin to receive 100% of the monthly invoice amount.

(b) TRANSITION FROM MAINTENANCE UNDER THIS CONTRACT: FSA requires transition
from maintenance provided under this contract to maintenance provided
under a successor contract. Transition will be accomplished by the
incumbent Contractor providing 50% of the maintenance under the current
contract for a period of not less than 14 calendar days, but not more than
30 calendar days. The outgoing Contractor shall cooperate to the extent
required to permit an orderly changeover to the successor Contractor. The
incumbent Contractor shall continue performance to completion on any
assigned, open service request. During the 14 calendar day transition
period, the incumbent contractor will receive 50% of their normal monthly
invoice amount for acceptable performance. During the transition period,
the incoming contractor will receive 50% of their monthly invoice amount
for acceptable performance. Upon completion of the transition period, the
incoming contractor will begin to receive 100% of the monthly invoice
amount.

SECTION D RESERVED

FSA-R-005-03DC Page 11 of 17

SECTION E CONTRACTOR PERFORMANCE REQUIREMENTS

-------------------------------------------------------------------------------------------------------------
PERFORMANCE REQUIREMENT PERFORMANCE STANDARD PERFORMANCE MEASUREMENT DEDUCTION FROM
INVOICE FOR
EXCEEDING
MEASUREMENT
-------------------------------------------------------------------------------------------------------------

1. The contractor shall The contractor shall not The COR will periodically
deploy certified technicians have more than three survey sites to determine 1%
nationwide to perform instances in any if performance was
Moves, Adds, Changes, consecutive three-month successful.
Disconnects, Remote and period of inaccurate or
Offsite System incomplete performance.
Programming, and End-
User Training.
-------------------------------------------------------------------------------------------------------------
2. Deliver required reports. A Monthly Report shall COR will review report
be delivered by the 15th for accuracy and content 0.25%
of the month following as required. The report is
the end of the previous returned to the contractor
month's reporting for corrections no more
period. than once a quarter.
-------------------------------------------------------------------------------------------------------------
3. Enter ALL associated Technical notes shall be COR will review data
technical notes into the entered as they occur. entered into the NHD 5%
NHD database. Completion dates shall database periodically, and
be entered within one make RANDOM follow up
day of completion. calls for verification. The
contractor shall exceed
80% overall of the
sampling. Measurement
will be done randomly by
the COR or designee and
substantiated by follow up
surveying of the
customer(s) called.
-------------------------------------------------------------------------------------------------------------
4. Respond to all trouble Critical - Within one COR or Designee will
calls according to priority. hour of receipt. produce reports from the 1%
Non-critical - Within call tracking system and
four hours of receipt. verify.
-------------------------------------------------------------------------------------------------------------
5. Complete all trouble calls Critical (not requiring COR or Designee will
within maximum period of part replacement ) - 5 produce reports from the 1.2%
maintenance downtime hours. call tracking system and
(C.3.11). Critical (requiring part verify.
replacement) - 10 hours.
Non-critical (not
-------------------------------------------------------------------------------------------------------------

FSA-R-005-03DC Page 12 of 17

requiring part
replacement) - 10 hours.
Non-critical (requiring
part replacement) - 18
hours.
-------------------------------------------------------------------------------------------------------------
6. Provide courteous Receive no more than COR will review data 0.25%
service. two valid complaints entered into the NHD
during the month. database periodically, and
make RANDOM follow up
calls for verification.
-------------------------------------------------------------------------------------------------------------

SECTION F RESERVED

SECTION G CONTRACT ADMINISTRATION

G.1 CONTRACTING OFFICER

(a) The Contracting Officer is the only person authorized to approve changes
in any of the requirements under this contract, and notwithstanding any
clause contained elsewhere in this contract, the said authority remains
solely with the Contracting Officer. In the event the Contractor effects
any changes at the direction of any person other than the Contracting
Officer, the change will be considered to have been made without
authority, and no adjustment will be made in the contract prices to cover
any increase in charges incurred as a result thereof.

FSA-R-005-03DC Page 13 of 17

(b) Copies of all correspondence concerning this contract must be provided
to the Contracting Officer/Specialist at the address below and shall make
reference to the contract number.

(1) The Contracting Officer is [OMITTED FOR CONFIDENTIALITY]
The Contract Specialist is [OMITTED FOR CONFIDENTIALITY]
When using regular mail, use the following address:

USDA/FSA/MSD/AMB/SPS
Stop 0567
▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇., ▇.▇.
Washington, D.C. 20250-0567

(2) When express mailing or hand delivering to the Contracting Officer/
Contract Specialist, use the following address:

USDA/FSA/MSD/AMB/SPS
▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇.▇., ▇▇▇▇▇ ▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇.▇. ▇▇▇▇▇
[OMITTED FOR CONFIDENTIALITY]

G.2 CONTRACTING OFFICER REPRESENTATIVE RESPONSIBILITIES

(a) A Contracting Officer's Representative (▇▇▇) will be designated, on
authority of the Contracting Officer, to monitor all technical aspects
and assist in administering the contract. The types of actions within the
purview of the COR's authority are to assure that the contractor
performs the technical requirements of the contract; to perform
inspections necessary in connection with performance of the contract;
to monitor the contractor's performance under the contract and notify
the contractor and the Contracting Officer of any deficiencies observed.
The COR shall be the single coordinating point of contact with the
contractor, other than the Contracting Officer and National Help Desk.
A more comprehensive list of responsibilities and limitations will be
provided to the Contractor after contract award. Within five business
days after contract award, the contractor will be provided with a copy
of the COR appointment letter. The contractor shall review the letter,
address any questions to the Contracting Specialist regarding the
appointment letter, and return a signed original of the letter to the
Contracting Specialist within 15 calendar days after contract award.
Failure by the contractor to return a signed copy of the appointment
letter within the above required time frame will indicate the contractor's
acceptance of the COR appointment letter terms.

(b) The COR assigned to this contract is: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ (▇▇▇) ▇▇▇-▇▇▇▇;
USDA/FSA/KCITSTO; ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇-▇▇▇▇

FSA-R-005-03DC Page 14 of 17

SECTION H SPECIAL CONTRACT REQUIREMENTS

H.1 452.211-75 - EFFECTIVE PERIOD OF THE CONTRACT (FEB 1988): The effective
period of this contract is from the date of contract award through
September 30, 2003, with four, 12 month option periods. If all option periods
are exercised, the contract will end September 30, 2007.

H.2 TYPE OF CONTRACT: This is a Firm Fixed-Price type of contract. Refer to
Section H.4 for option period information.

H.3 INVOICES: The Contractor shall submit original invoices to the individual
identified under "Billing Instructions" of the AD-838 (delivery order).
Invoices shall only include the fixed prices for deliverables identified
herein. Invoices should be submitted on a monthly basis and should only
invoice for the prior, completed month.

(a) The contractor shall include the following documentation with all invoices:

* Contract number
* Name and payment address of contractor
* Invoice date and period invoice covers
* Delivery order number
* Site name, address and ID
* Date/time service was ordered and completed
* Type of service performed, i.e., move, add, change, etc.
* Type of telephone system
* Any parts repaired
* Any calls covered by warranty and verification (who, what, when,
where, how) the warranty vendor was notified prior to service worked.

(b) Invoices containing errors will not be corrected by the Government. The
invoices will be returned to the contractor for correction. An invoice
resubmitted after the error is corrected shall have the annotation
"Corrected Invoice" on its face and a new invoice date.

USDA/FSA/TD
Attn: TBD, COR
Mail Stop: 8288
▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇

FSA-R-005-03DC Page 15 of 17

H.4 OPTION TO EXTEND THE TERM OF THE CONTRACT - FIXED PRICE CONTRACT
(AGAR 452.217-78) (MAR 2000)

(a) The Government has the option to extend for four additional period(s).
If more than 60 days remain in the contract period of performance,
the Government, without prior written notification, may exercise
this option by issuing a contract modification. To exercise this option
within the last 60 days of the period of performance, the government
must provide the Contractor written notification prior to that last
60-day period. This preliminary notification does not commit the
Government to exercising the option.

(b) Exercise of an option will result in the following contract modification:
The "period of performance" clause will be modified as follows:

====================================================
START END
PERIOD DATE DATE
----------------------------------------------------

Option Period I 10/01/2003 09/30/2004
----------------------------------------------------

Option Period II 10/01/2004 09/30/2005
----------------------------------------------------

Option Period III 10/01/2005 09/30/2006
----------------------------------------------------

Option Period IV 10/01/2006 09/30/2007
====================================================

H.5 RESERVED.

H.6 POST AWARD CONFERENCE: A post award conference may be held to review the
contract, answer questions, and initiate the contract activity. The date, time,
and location for the post award meeting will be provided to the contractor
at time of contract award.

H.7 CONTRACTOR'S RELEASE FORM: A Contractor Release is required under this
contract. The form shall be submitted using the format established in
Attachment 6, Contractor's Release. The Government may withhold final
payment until receipt of the completed Contractor Release document. The
contractor is encouraged to submit the release form with the final invoice,
or within thirty (30) calendar days of completion of the contract, to
the Contracting Officer.

H.8 CONTRACTOR PERFORMANCE

(a) PERFORMANCE AT GOVERNMENT SITES

The Contractor shall abide by USDA/FSA/NRCS/RD policies regarding provisions
for authorized entrance and exit at Government facilities.

FSA-R-005-03DC Page 16 of 17

(b) IDENTIFICATION BADGES

All Contractor employees shall be required to wear visitor badges when
working in Government facilities.

FSA-R-005-03DC Page 17 of 17

Contractor employees may be subject to investigation by the Government for
security purposes. Contractor employees who undergo Minimum Background
Investigations, which reveal any of the following, may be unacceptable
under this contract:

* conviction of a felony,
* crime of violence
* a serious misdemeanor,
* a record of arrests for continuing offenses.

The Government reserves the right to determine if a Contractor (including
Subcontractors) employee assigned under this contract shall continue under the
contract. The contractor shall agree to remove the person assigned within
one day of official notification by the Government. New hires or substitutions
of personnel are subject to the Minimum Background Investigation requirement.

SECTION I

I.1 52.217-8 OPTION TO EXTEND SERVICES (NOV 1999)

The Government may require continued performance of any services within
the limits and at the rates specified in the contract. These rates may be
adjusted only as a result of revisions to prevailing labor rates
provided by the Secretary of Labor. The option provision may be exercised
more than once, but the total extension of performance hereunder shall not
exceed 6 months. The Contracting Officer may exercise the option by
written notice to the Contractor within ten calendar days for the end of the
current period of performance.

SECTION J LIST OF ATTACHMENTS

The following attachments are part of the above Statement of Work. Attachments
1 and 2 are attached Excel spreadsheets. Attachments 3, 4 and 5 are provided
at the bottom of this document. The attachment titles are as follows:

Attachment 1 - Telephone System Inventory
Attachment 2 - Telephone System Warranty Information
Attachment 3 - CCOPS NEC Warranty Support Plan for the USDA
Attachment 4 - ACI NEC Warranty Support Plan for the USDA
Attachment 5 - USDA Warranty Procedures
Attachment 6 - Contractor's Release

SECTION K RESERVED

USPS Contract

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