AMENDMENT OF SOLICITATION/MODIFICATION OF CONTRACT 11 CONTRACT ID CODE I PAG1E OJ PAGES

2

2 AMENDMENT/MODIFICATION NO. 3. EFFECTIVE DATE 4. REQUISITION/PURCHASE REO . NO. 15 PROJECT NO. (If applicable)

000001 See Block 16C See Schedule

6. 1SSUED BY CODE KSC 7. ADMINISTERED BY {If other than Item 6) CODE IKSC

NASA/John F . Kennedy Space Center

Office of Procurement

Mail Code OP - MS

Kennedy Space Center FL 32899

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

B

3 H

OEING

700 BAY AREA BLVD

OUSTON TX 77058 - 3661

CODE 03953 FACILITY CODE

NASA/Kennedy Space Center

Office of Procurement

Mail Code OP - MS

Kennedy Space Center FL 32899

~ 9A. AMENDMENT OF SOLICITATION NO.

9B. DATED (SEE ITEM 11)

X 10A. MODIFICATION OF CONTRACT/ORDER NO. NNK14MA75C

10B. DATED (SEE ITEM 13)

09/16/2014

11 . THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

0 The above numbered solicitation is amended as set forth in Item 14. The hour and date specified for receipt of Offers 0 is extended. 0 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 ACKNOWLEDGEMENT 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{Ifrequired) Net Increase : $190 , 775 , 675 . 00

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

CHECK ONE 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 FAR43.103(b).

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

D. OTHER (Specify type of modification and authority)

X Unilateral modification issued pursuant to FAR Clause 52.232-77 , Limitation of Funds

E. IMPORTANT: Contractor l!l is not. 0 is required to sign this document and return copies to the issuing office .

14. DESCRIPTION OF AMENDMENT/MODIFICATION (Organized by UCF section headings, including solicitation/contract subject matter where feasible .)

IGF : : OT :: IGF

The purpose of this unilateral modification is to increase funding in the amount of

$ 1 9 0 , 775 , 675 .

This modification changes the amount obligated " Allotted Total Cost and Fee '' under t h is

contract from $129 . 3M to $320 , 075 , 675 , an increase of $190 , 775 , 675 .

Clause H . 4 NFS 1852 . 232 - 77 LIMITATION OF FUNDS (FIXED- PRICE CONTRACT) . (MAR 1989)

Paragraph (a) , The sum presently available for payments and allotted to thi s contract is

Continued

Except as provided herein, all terms and conditions of the document referenced in Item 9 A or 1 OA, as heretofore changed, remains unchanged and in full force and effect .

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

15B. CONTRACTOR/OFFEROR

(Signature of person authorized to sign)

NSN 7540-01-152-8070 Previous edition unusable

Dudley R . Cannon , Jr

15C. DATE SIGNED 16C. DATE SIGNED

I (f-10-~0IL{

FORM 30 (REV. 10-83)

Prescribed by GSA

FAR (48 CFR) 53.243

REFERENCE NO. OF DOCUMENT BEING CONTINUED

CONTINUATION SHEET NNK14MA75C/000001

NAME OF OFFEROR OR CONTRACTOR

BOEING

ITEM NO.

(A)

SUPPLIES/SERVICES

(B)

changed f rom $ 129 . 3M to $320 , 075 , 675 .

Paragraph (c) ( 1) , The date that it is

contemplated that funds presently allotted to

this contract will cover the work to be performed

is changed from October 15 , 2014 to December 13 ,

2014 .

Payment Terms : Ne t 15 days FOB : Destination

NSN 7540-01- 152-8067

QUANTITY UNIT UNIT PRICE

(C) (D) (E)

AMOUNT

(F)

OPTIONAL FORM 336 (4-86)

Sponsored by GSA

FAR (48 CFRl 53.110

2

Modification 001

NNK14MA75C - Commercial Crew Transportation Capability (CCtCap) Contract

Page 28 of 114

H.3 NFS 1852.223-72 SAFETY AND HEALTH (SHORT FORM). (APR 2002)

(a) Safety is the freedom from those conditions that can cause death, injury, occupational illness;damage to or loss of equipment or property, or damage to the environment. NASA's safetypriority is to protect: (1) the public, (2) astronauts and pilots, (3) the NASA workforce (includingContractor employees working on NASA contracts), and (4) high-value equipment and property.

(b) The Contractor shall take all reasonable safety and occupational health measures consistentwith standard industry practice in performing this contract. The Contractor shall comply with allFederal, State, and local laws applicable to safety and occupational health and with the safety andoccupational health standards, specifications, reporting requirements, and any other relevantrequirements of this contract.

(c) The Contractor shall take, or cause to be taken, any other safety, and occupational healthmeasures the Contracting Officer may reasonably direct. To the extent that the Contractor may beentitled to an equitable adjustment for those measures under the terms and conditions of thiscontract, the equitable adjustment shall be determined pursuant to the procedures of the Changesclause of this contract; provided, that no adjustment shall be made under this Safety and Healthclause for any change for which an equitable adjustment is expressly provided under any otherclause of the contract.

(d) The Contracting Officer may notify the Contractor in writing of any noncompliance with thisclause and specify corrective actions to be taken. In situations where the Contracting Officerbecomes aware of noncompliance that may pose a serious or imminent danger to safety and healthof the public, astronauts and pilots, the NASA workforce (including Contractor employeesworking on NASA contracts), or high value mission critical equipment or property, theContracting Officer shall notify the Contractor orally, with written confirmation. The Contractorshall promptly take and report any necessary corrective action. The Government may pursueappropriate remedies in the event the Contractor fails to promptly take the necessary correctiveaction.

(e) The Contractor (or subcontractor or supplier) shall insert the substance of this clause, includingthis paragraph (e) and any applicable Schedule provisions, with appropriate changes ofdesignations of the parties, in subcontracts of every tier that exceed the micro-purchase threshold.

(End of Clause)

H.4 NFS 1852.232-77 LIMITATION OF FUNDS (FIXED- PRICE CONTRACT).(MAR 1989)

(a) Of the total price of all CLIN items identified in Section B, the sum of $320,075,675 ispresently available for payment and allotted to this contract. It is anticipated that from time totime additional funds will be allocated to the contract as required by the payment schedules inAttachment J-03, Appendix A, Milestone Acceptance Criteria and Payment Schedule and task

Modification 001

NNK14MA75C - Commercial Crew Transportation Capability (CCtCap) Contract

Page 29 of 114

orders awarded under CLIN 002 and 003 (see table B.4.2 and B.5.2 respectively) until the totalprice of said items is allotted.

(b) The Contractor agrees to perform or have performed work on the items specified in paragraph(a) of this clause up to the point at which, if this contract is terminated pursuant to the Terminationfor Convenience of the Government clause of this contract, the total amount payable by theGovernment (including amounts payable for subcontracts and settlement costs) pursuant toparagraphs (f) and (g) of that clause would, in the exercise of reasonable judgment by theContractor, approximate the total amount at the time allotted to the contract. The Contractor isnot obligated to continue performance of the work beyond that point. The Government is notobligated in any event to pay or reimburse the Contractor more than the amount from time to timeallotted to the contract, anything to the contrary in the Termination for Convenience of theGovernment clause notwithstanding.

(c) (1) It is contemplated that funds presently allotted to this contract will cover the work to beperformed until December 13, 2014.

(2) If funds allotted are considered by the Contractor to be inadequate to cover the work to beperformed until that date, or an agreed date substituted for it, the Contractor shall notify theContracting Officer in writing when within the next 60 days the work will reach a point at which, ifthe contract is terminated pursuant to the Termination for Convenience of the Government clauseof this contract, the total amount payable by the Government (including amounts payable forsubcontracts and settlement costs) pursuant to paragraphs (f) and (g) of that clause willapproximate 75 percent of the total amount then allotted to the contract.

(3) (i) The notice shall state the estimate when the point referred to in paragraph (c) (2) ofthis clause will be reached and the estimated amount of additional funds required to continueperformance to the date specified in paragraph (c) (1) of this clause, or an agreed date substitutedfor it.

(ii) The Contractor shall, 60 days in advance of the date specified in paragraph (c) (1)of this clause, or an agreed date substituted for it, advise the Contracting Officer in writing as to theestimated amount of additional funds required for the timely performance of the contract for afurther period as may be specified in the contract or otherwise agreed to by the parties.

(4) If, after the notification referred to in paragraph (c) (3) (ii) of this clause, additional fundsare not allotted by the date specified in paragraph (c) (1) of this clause, or an agreed datesubstituted for it, the Contracting Officer shall, upon the Contractor’s written request, terminatethis contract on that date or on the date set forth in the request, whichever is later, pursuant to theTermination for Convenience of the Government clause.

(d) When additional funds are allotted from time to time for continued performance of the workunder this contract, the parties shall agree on the applicable period of contract performance to becovered by these funds. The provisions of paragraphs (b) and (c) of this clause shall apply to