REQUEST FOR PROPOSAL

March 23, 2010

RFP: ALK03232010-01

Response due: COB, EST, March 26, 2010

Vanderbilt University

Division of Sponsored Research

Station B #357749

2301 Vanderbilt Place

Nashville, TN 37235-7749

Attention: Joel Cutler

Subject: DDS and AMI for Lightweight CCM, Extensions to CIAO - Request for Proposal

Enclosure: Statement of Work DDS and AMI for Lightweight CCM - Extensions to CIAO, Rev -, dated 03/22/2010

The Northrop Grumman Corporation, Electronic Systems (NGES), requests a Firm Fixed Price (FFP) under U.S. Government Contract Proposal, for the articles and/or services set forth in this RFP.

The Bidder is requested to submit a written response to this RFP and to address all relevant documents referenced in the section entitled “Applicable Requirements”, including but not limited to, terms and conditions and specifications. Please note that the review of additional requirements is only applicable and required when the RFP includes an “Applicable Requirements” section. Alternate proposals which may result in cost reductions, technical superiority, and/or other advantages are encouraged. Please note that a proposal which includes alternate options should be submitted in addition to the response required for this RFP and must be clearly marked.

The Bidder is expected to reach a reasonable understanding of the requirements of this RFP by careful study and by the application of qualified knowledge and experience. If such a review establishes the need for correction or clarification, such information should immediately be brought to the attention of the Subcontract Administrator.

The Bidder shall include language stating that the RFP response submitted shall remain valid for 120 days, and provide certification that the proposal response will not be unilaterally withdrawn, amended or altered in any way during the 120-day period.

The Bidder is requested to provide compliance matrices identifying compliance and/or non-compliance with each task defined in the attached Statement of Work, and any non-compliant items referenced should include a comment regarding possible solutions, if applicable. In addition, all pricing proposals should include a labor and materials cost breakdown.

As new information regarding additional requirements becomes available, Bidders will be notified via fax or email. Please use https://oasis.northgrum.com/esss/contract.htm#procforms as a link to any supporting documents which may be required. Receipt of a written response to this Proposal is required no later than COB, EST, March 26, 2010 and may either be delivered via courier service or submitted via email or fax.

Sincerely,

A. Lynn Kostelecky

Subcontract Administrator

Northrop Grumman Corporation

Phone: (410) 765-4583

Fax: (410) 865-6619

Email:

Applicable Requirements

In addition, Sellers should review and evaluate the following additional requirements which may be applicable to the RFP:

Security Classification:

Classified - N/A

Inspection:

Northrop Grumman - Yes
Government - Yes

Quality System:

ISO-9001 or Equivalent - Yes

Government Owned Facility:

If Government owned facilities are required to be utilized in the performance of any resultant purchase order, the seller must furnish alternate quotations on Rent-Included, Rent-Free basis and have the rent credit verified by the seller’s cognizant property administration.

Terms and Conditions:

P351-F01 Rev. K (02/2010) Terms and Conditions, Firm Fixed Price under U.S. Government Contract - The Bidder shall immediately contact the Subcontract Administrator regarding issues or concerns which may delay or prevent adherence to the Firm Fixed Price Terms and Conditions (P351-F01). In addition, the Bidder shall provide comments and/or exceptions to the Terms and Conditions, P351-F01, at the time the proposal response is submitted.

Note: Amendments previously negotiated and incorporated via Attachment A and A1 under PO 8200129215 may be acceptable for the pending effort, with required Law Department and Program Management approvals.

Proposal Supporting Data:

P351-F13, Subcontract Proposal Supporting Data Requirements - For proposal values greater than $650,000, submission of supporting data is required at the time the proposal response is delivered.

Technical & Computer Software Data Rights:

P351-F14, Technical Data and Computer Software Data Rights - This document is required for proposals under US Government Contract where the contract contains DFARS 252.227-7013 and/or DFARS 252.227-7014.

Debarment Disclosure:

P375-F01, Disclosure of Debarment or Suspension Status – This certification is required for each proposal with a value greater than $30,000.00.

Affirmative Action:

P435-F03, EEO/Affirmative Action and Service Contract Act – This certification is required for each proposal with a value greater than $10,000.00 and is valid for a period of one year from date of execution. There is currently a copy of this certification dated 08/12/2009 on file, which is valid until 08/12/2010.

Payment to Influence:

P435-F04 Certification and Disclosure Regarding Payments to Influence Certain Federal Transactions – This certification is required for each proposal with a value greater than $100,000.00 and is valid only for a specific transaction.

Cost Accounting:

P450-F01, Cost Accounting Standards Notices and Certification – This certification is required for each proposal with a value greater than $500,000.00.

Page 2 of 2 3/23/2010