DoD Information Assurance and Scholarship Program (IASP)

ATTACHMENT F

GENERAL PROVISIONS
FOR
NSA GRANTS
AND
COOPERATIVE AGREEMENTS
APRIL 1999

Maryland Procurement Office
Attn: BA342 (CAH)
9800 Savage Road
Fort George G. Meade, MD 20755-6720
(410) 854-0075

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TABLE OF CONTENTS
1. THE AGREEMENT ......................................................................................1
2. DEFINITIONS ...............................................................................................1
3. RESPONSIBILITIES ....................................................................................2
4. ADHERENCE TO ORGINAL PROGRAM OBJECTIVES .........................2
5. AVAILABILITY OF PRINCIPAL INVESTIGATOR .................................2
6. REPROGRAMING OF EXPENDITURES ...................................................3
7. EXPENDITURE LIMITATIONS .................................................................3
8. ALLOWABLE COST ...................................................................................4
9. INDIRECT COST RATE ..............................................................................4
10. COST SHARING AND MATCHING ..........................................................4
11. COST SHARING ADJUSTMENTS .............................................................5
12. STANDARDS FOR FINIANCIAL MANAGEMENT SYSTEMS ..............5
13. PAYMENTS ..................................................................................................5
14. UNOBIGATED FUNDS AND EARNED INTEREST ................................6
15. PROGRAM INCOME ...................................................................................6
16. REPORTS OF WORK...................................................................................6
17. FINANICAL STATUS REPORTS ...............................................................8
18. PUBLICATION PROCEDURES ..................................................................8
19. RIGHTS IN TECHNICAL DATA/COPYRIGHTS ......................................9
20. PATENTS RIGHTS.......................................................................................9
21. BONDING AND INSURANCE....................................................................9
22. PROCUREMENTS STANDARDS...............................................................9
23. TITLE TO EQUIPMENT UNDER AGREEMENTS FOR BASIC OR APPLIED
SCIENTIFIC RESEARCH ............................................................................10
24. SITE VISITS ..................................................................................................10
25. CLOSEOUT PROCEDURES........................................................................10
26. RETENTION OF RECORDS .......................................................................10
27. EXTENSION OF AGREEMENTS PERIOD ................................................10
28. CONTINUATION OF FINANCIAL SUPPORT ..........................................11
29. USE OF HUMAN SUBJECTS AND LABORATORY ANIMALS ............11
30. SECURITY ....................................................................................................11
31. TERMINATION AND SUSPENSION .........................................................11
32. DISPUTES .....................................................................................................13
33. ASSURNCES AND CERTIFICATIONS .....................................................14
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GENERAL PROVISIONS FOR NSA GRANTS AND COOPERATIVE AGREEMENTS
(1) THE AGREEMENT
An Agency grant or cooperative agreement for the performance of research or other
activities is consummated through an instrument signed by the Agency Grant/Contracting
Officer and an authorized representative of Performing Organization. The instrument will
consist of a basic agreement (the Agreement), the proposal and any other technical documents
agreed upon by the parties. The Instrument establishes the conditions of the grant or
cooperative agreement incorporating the general provisions contained herein and including
such other special provisions as may be required.
Note: Any documents or regulations referenced in this Agreement and not appended will be
made available upon request. Inquiries or request for copies should be directed to the
Contracting Officer.
(2) DEFINITIONS
As used throughout this Agreement, the following terms have the meaning set forth below:
a. Agency- The National Security Agency (NSA), an intelligence Agency of the
Department of Defense.
b. Authorized Organizational Representative – A representative of the Performing
Organization authorized to enter into contracts, grants and/or cooperative agreements on
behalf of the organization.
c. Contracting Officer (CO) – The Agency representative authorized to enter into and
administer contracts, grants or cooperative agreements on a behalf of the United States and
make determinations and findings with respect thereto. The CO is the only Government
official who can amend or change the terms or conditions of the Agreement.
d. FAR – Federal Acquisition Regulation
e. FMC – Federal Management Circular
f. OMB – Office of Management and Budget.
g. Performing Organizations – The non-Governmental entity responsible for the
performance of this Agreement.
h. Principal Investigator – (PI) – The individual designated by the Performing
Organization and approved by NSA who will perform or direct the technical effort.
i. Program Manager – The Agency representative responsible for technical liaison with
the Principal Investigators(s). Acting under delegation of authority from the CO, the
Program Manager will provide general guidance and advice and will be the primary
Agency point of contact regarding technical aspects of the Agreement.
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PLEASE NOTE THAT WHEN A FAR, FMC CIRCULAR, OR OMB CIRCULAR IS
MENTIONED, THE LATEST ISSUANCE IS TO BE USED.
3. RESPONSIBILTIES
a. While it is understood that the Agency and the Performing Organization share
responsibility for the administration of any grant, it is primarily the responsibility of the
Performing Organization ant its Principal Investigator(s), (PI(s)) to determine the means by
which its research can be conducted most effectively. NSA will promote and encourage the
development of management policies and actions that will enhance the joint responsibility of
the Agency and the Performing Organization to make sound technical and administrative
judgments. Performing Organizations are encouraged to seek the advice and opinion of the
NSA CO or Program Manager. However, the management or performance decisions from the
Performing Organization to NSA.
b. It is understood that there is a greater sharing of responsibility for management of
the program itself when NSA and the Performing Organization participate in a cooperative
agreement rather than a grant. In that case NSA may participate significantly in the conduct of
the efforts, providing more specific technical guidance, assistance, and collaboration. In either
case, however, the abiding concern of NSA is that grants and cooperative agreements are
always used to achieve a maximum contribution to the scientific or technical discipline being
supported. It is expected that Performing Organizations and the PIs will direct their efforts
toward this end.
4. ADHERNCE TO ORIGINAL PROGRAM OBJECTIVES
a. Performing Organizations in which scientific or other technical effort is sponsored by
grants are encouraged to discontinue or modify unpromising lines of investigations, or to
explore interesting leads which may appear during the development of the program. NSA must,
however, be consulted prior to any changes that might lead to significant deviations from the
objectives or overall program or the original effort. Such changes should be proposed to the
Program Manager by the PI in a written communication countersigned by the PI’s Authorized
Organizational Representative. If approved by the CO, the Agreement will be amended to
reflect the change.
5. AVAILBAILITY OF PRINCIPAL INVESTIGATOR
The Performing Organization will immediately inform the CO when it appears that the
PI will not be able to devote substantially the time proposed or otherwise fulfill the agreed
commitment to the project. Written approval of the CO will be required to change the PI or to
continued the effort during a period of more than three months without the participation of an
approved PI.
6. REPROGRAMING OF EXPENTITURES
a.
OMB Circular No. A-110 sets forth the requirements for reporting deviations
form financial plans and for granting approvals. In general, the PI working within the policies
of the Performing Organization is considered to be best qualified to determine the most
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effective use of Agreements funds in accomplishing the proposed project. Therefore, the PI and
the Performing Organization may program the expenditure of funds without strict adherence to
the original estimate in each category of direct costs. However, prior written approval of the
CO must be obtained before any of the following are accomplished with Agreement funds:
(1) Foreign travel must be specifically approved for each separate trip prior to
departure. Foreign travel is any travel outside the United States and its territories and
possessions. This approval must be specifically granted whether the trip(s) is/are
itemized in the budget.
(2) Domestic travel exceeding the amount allotted by $5000 or 25 percent
whichever is greater.
(3) Personnel movements of a special or mass nature not approved in the
budget.
(4) Purchase of general-purpose equipment, including office equipment and
furnishing, air conditioning, reproduction or printing equipment, motor vehicles,
computer ect., no itemized in the approved budget.
(5) Purchase of nonexpendable property costing $5,000 or more with a useful
life of at least 2 years and not itemized in the approved budget, or which exceed the
allotted amount by 25 percent.
(6) Expenditures for the acquisition of land or any interest therein.
(7) Expenditures for the utilization of the services of consultants not previously
provided for under the Agreement or itemized in the budget.
(8) Expenditures for printing and binding unless otherwise specified in the
Agreement.
(9) Any approvals required by OMB Circular A-110.
b.
Requests to use Agreement funds for any of the items listed above should be
submitted in advance by the Performing Organization to the CO. The CO should respond
within 30 calendar days.
7. EXPENDITURE
a.
Any commitments or expenditures incurred by the Performing Organization in
excess of the funds provided by the Agreement shall be the responsibility of the Performing
Organization.
b.
Unless otherwise authorized by this Agreement, Expenditures incurred prior to
the effective date of this instrument may not be charged against federally authorized funds.

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c.
The Performance Organization must notify NSA promptly whenever the amount
of federally authorized funds, obligated in the instrument is expected to exceed the
expenditures of the institution by more than $5,000 or 5% of the award, whichever is greater.
8. ALLOWABLE COST
a.
Payment up to the amount specified in the Agreement shall be made only for
allowable cost actually incurred in conducting the work under the terms of the Agreement.
b.
Allowable costs shall be made in accordance with the following applicable
Federal Cost Principles:
(1) Colleges and universities – OMB Circular A-21
(2) Non-profit organizations – OMB Circular A-122
(3) States and Local Government – OMB Circular A-87
c.
NSA provides no amounts for indirect cost of grants solely for the support of
(1) travel, (2) equipment, (3) doctoral dissertation research, or (4) participant support costs.
9. INDIRECT COST RATE
Unless otherwise provided for by special provision of this Agreement, the indirect cost
rate as defined in OMB A-110 used in establishing the negotiated project cost shall be fixed for
the period covered by the Agreement.
10. COST SHARING AND MATCHING
a.
Cost sharing will be established in accordance with guidelines of FMC 73-3 and
administered in accordance with OMB Circular NO. A-110.
b.
All contributions, both cash and in kind, shall be accepted as a part of the
Performing Organization’s cost sharing when such contributions meet all of the following
criteria.
(1) Are verifiable from the Performing Organization’s records:
(2) Are not included as contributions for any other federally –assisted program:
(3) Are necessary and reasonable for proper and efficient accomplishment of objectives
of the instrument:
(4) Are types of charges that would be allowable under the applicable cost principles:
(5) Are provided for in the approved budget:
(6) Are provided from non-Federal fund sources:
c.
The Performing Organization must maintain records of all costs, which are
claimed as cost sharing, as well as records of cost to be paid by the Agreement funds.
11. COST SHARING ADJUSTMENTS
a.
If a cost sharing percentage has been negotiated and, at the end of the
Agreement period that total actual cost is less than the total estimated cost, the Performing
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Organization shall apply the agreed Federal-Share percentage to the actual cost and return
Federal funds received in excess of the computed amount.
b.
In the event the CO authorized a significant departure from the original
objectives defined for this Agreement, the Performing Organization may request adjustments
of the cost sharing percentage agreed upon.
12. STANDARD FOR FINANICAL MANAGEMNT SYSTEMS
OMB Circular No. A-110 sets forth standards for financial management systems, which
apply, to this Agreement.
13. PAYMENTS
a.
OMB Circular No. A-110 sets forth the applicable methods of making
payments. Unless otherwise provided by special provisions to the Agreement, payments shall
be made by advance of a Treasury check on a full or partial-payment basis, depending on the
amount of the Agreement and any unique financial requirements. The established schedule
may be amended by mutual consent. Standard Form 270 should be used. Four collated copies
of the invoice and any attachments must be sent.
b.
Any monies (Public monies as defined in Treasury Circular No. 176, as
amended) advanced which are subject to the control or regulation or the United States, or any
of its officer, agents or employees, must be deposited in a bank with Federal Deposit Insurance
Corporation (FDIC) insurance coverage and the balance exceeding the FDIC coverage must be
collaterally secured.
c.
Institutions are encouraged to use minority banks, a bank which is owned at
least 50 percent by minority group members. See OMB Circular A-110.
d.
Advanced payments shall be deposited in an interest bearing account, and
interest returned to the Government, in accordance with the provisions of OMB Circular A110. (Interest amounts up to $250l, may be retained by the recipient.)
14. UNOBLIGATED FUNDS AND EARNED INTEREST
Each performance period supported by this Agreement or any amendment thereto shall
be treated separately for budgetary and fiscal purposes. At the end of each period, the
negotiated budget shall be reconciled with the Agreements funds actually obligated. When the
effort is to be continued for an additional period by amending the existing Agreement, the
reconciliation shall be performed during negotiations for the follow-on support. If unobligated
Agreement funds are anticipated, either the current performance period will be reduced
accordingly The Performing Organization shall notify the CO in the writing 30 days prior to
the expiration of the performance period if unobligated funds are anticipated, or not. If no
unobligated funds were anticipated during negotiations for the follow-on support, the
reconciliation shall be accomplished based upon the Financial Status Report prepared by the
Performing Organization. At the time the report is submitted, an unobligated funds and any
interest over $250.00 earned by Federal funds on deposit shall be returned to the CO by check
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made payable to the Treasure of the United States. The instrument number shall appear on the
check.
15. PROGRAM INCOME
OMB Circular A-110 sets forth standard for the control and disposition of program
income, if any.
16. REPORTS OF WORK
a.
OMB Circular A-110 sets forth procedures for monitoring and reporting
performance. All documents contain the award number of the Instrument (H98230-09-10XXX).
b.
The minimum requirements for technical performance reports under this
Agreement shall be semi-anniual progress reports, and final report when performance is
completed. Informal interim reports may be submitted by the Performing Organization or
requested by the Program Manager.
(1) Semi-Annual Performance Report: This report should present a concise
and factual discussion of significant accomplishments and progress. Two copies of the report
are due within 60 days after the first half-year of the project. Subsequent semi-annual reports
are required for each extended half-year of the effort, except the last half year which shall be
covered by the final report. The body of the report should address:
(a) A comprehensive list of the objectives of the statement of work
(b) Status of the project: a substantive statement of significant
accomplishments and progress towards achieving the project objectives, summary of overall
programs.
(c) A cumulative chronological list of written publications prepared for
technical journals; include those accepted for publications as well as manuscripts planned for
later publication. Indicate likely journals, authors, and titles.
(d) A list of the professional personnel associated with the effort; if
applicable, list any advanced degrees awarded, date, recipient, type of degree, and thesis title.
(e) Interactions (coupling activities);
(i) Papers presented at meetings, conference, seminars, etc.
(ii) Consultative and advisory functions performed for other laboratories
and agencies especially other Department of Defense laboratories or agencies. Provide factual
information about the subject matter, institution, locations, dates and the names of individuals
involved.
(f) New discoveries, inventions, or patent disclosure and specific
applications stemming form this effort.
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(g) A summary of work to be accomplished during succeeding semi-annual
period.
(h) An indication of any current problems or favorable or unusual
developments.
(i) Any other statement, which can provide additional insight and
information to the Program Manager for the evaluation of the progress.
(2) Final Performance Report: This report shall provide, in a single document,
a permanent record of the progress and significant accomplishments achieved in the
performance of the total effort. Two copies of the Final Performance Report are due within 60
days after the expiration of the effort.
(a) The report shall be a comprehensive, cumulative, and substantive
summary of the entire project period of performance (form date of inception to completion).
Generally, where the project has been a continuing effort for several years and the semi-annual
performance reports have been prepared acceptably, the preparation of the Final Performance
Report should not impose an unusual burden. The format and content for the semi-annual
performance reports shall also normally serve as the basis for preparation of the Final
Performance Report.
(b) Where the results of the effort where not adequately reported in
scientific or technical publications, the Final Performance Report must provide sufficient,
substantive, and detailed discussion of the findings and accomplishments. In such cases, and
prior to the completion, duplication, and submission of the Final Performance Report, two
drafts copies will be sent (in advance of the due date) to the Program Manager for preliminary
inspection and acceptance.
(3) Report of Significant Events: Between the required performance reporting
dates, events may occur that have significant impact: upon the project or program. In such
instances, the Performing Organization shall inform the Program Manager as son as the
following types of conditions become known:
(a) Problems, delays, or advance conditions that will affect the ability to
attain program objectives, prevent the meeting of time schedules and goals, or preclude the
attainment of project work units by established time periods. This disclosure shall be
accompanied by a statement of action taken or contemplated and any Agency assistance
needed to resolve the situation.
(b) Favorable developments or events that enable time schedules to be met
sooner than anticipated or more work to be produced than originally projected.
(c) Significant technical results or milestones, which have been obtained.
17. FINANCIAL STATUS REPORTS
Financial information shall be reported annually on Standard Form 269 in accordance
with OMB Circular A-110 and will show the expenditure of Agreement funds and the
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Performing Organization’s contribution. Instructions for completion are outlined on the reverse
of the form. When the Agreement period is greater than one year, an Interim Financial Status
Report shall be days after the Agreement expiration date. These reports are required both for
Agreements paid by advance payment and by reimbursement.
18. PUBLICATION PROCEDURES
(a)
It is expected that the recipient may make formal public disclosure of the
scientific and technical information resulting from this agreement e.g. release articles for
appropriate professional publications or presents papers at scientific meetings or symposia. The
recipient agrees to provide to the Government, concurrent with public disclosure, a copy of
such articles, reports, or papers. It is also understood and agreed that the recipient may utilize
the scientific and technical information resulting from this work in consulting or discussing this
and related information with there qualified individuals or groups of individuals, where
appropriate, for furthering research. In the event that the researcher believes information
generated during the research may require classification, the Government shall work
expeditiously to evaluate the information and mutually establish appropriate handling and
disposition guidelines.
(b)

Acknowledgement of Government Rights and Sponsorship
(1) All manuscript submitted for publications may include the following statement:

“Project sponsored by the National Security Agency under Grant Number H98230-071-0234. The United States Government is authorized to reproduce and distribute
reprints notwithstanding any copyright notation herein”.
(2) The following notation shall accompany each submission for publication:
“This manuscript is submitted for publication with the understanding that the United
States Government is authorized to reproduce and distribute reprints”.
(3) New releases, interviews, and all other public statements referring to the project
sponsored by this Agreement may acknowledge the NSA as the supporting
Agency.
19. RIGHTS IN TECHNICAL DATA/COPYRIGHTS
The most current clauses set forth in the current Office of Management and Budget
Circular A-110 governing rights in technical data and computer software apply to this
agreement. The clauses in effect on the date of the award on this Agreement govern.
20. PATENT RIGHTS
The clause set forth in the FAR at the time of award of this Agreement governing
“Patent Right-Retention by the Contractor (Short Form)” is applicable to this Agreement.

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21. BONDING AND INSURANCE
OMB Circular A-110 requirements regarding bonding and insurance applies.
22. PROCURMENT STANDARDS
a.
OMB Circular No. A-110 provides procurement standards for Performing
Organization and applies to this Agreement.
b.
Unless the special provisions of this Agreement provides otherwise, prior
written approval shall be obtained from the CO before any of the work or other substantive
project effort is subcontracted or subawarded. Requests shall be forward to the CO with an
explanation, which shall include a proposed performance statement justifications for the price
of estimated cost (Including a detailed budget for cost reimbursement type arrangements), and
the basis for selecting the subcontractor or subawardee.
c.
The requirements of this Agreement are applicable to the subcontractors and
subawardees in accordance with OMB Circular No. A-110.
d.
The Performing Organization shall establish policies and procedures to prohibit
employees from using their positions for a purpose that is nor gives the appearance of being
motivated by, a desire for private gain for themselves or others, particularly those with whom
they have family, business, or other ties.
23. TITLE OF EQUIPMENT UNDER AGREEMENTS FOR BASIC OR APPLIED
SCIENTIFIC RESEARCH
In accordance with the authority of 41 US 6306, title to equipment and tangible
personal property acquired under this Agreement for the conduct of basic or applied scientific
research by a non-profit institution of higher education or a non-profit organization whose
primary purpose is the conduct of scientific research shall vest in the performing organization
unless otherwise specified in the Agreement. The performing organization shall obtain the
required approval for use of equipment/property on other federally funded projects. OMB
Circular A-110 provides Property Management Standards and Reporting Requirements. The
Recipient shall furnish all reports on non-expendable property required by this Attachment.
24. SITE VISITS
The Agency, through its authorized representatives, may make site visits to review
project accomplishments and management control systems and to provide such technical
assistance as may be required. If any site visit is made by the Agency on the premise of the
Performing Organization or a subcontractor/subawardee under this Agreement, the Performing
Organization shall provide, or shall require its subcontractors/subawardees to provide, all
reasonable facilities and assistance for the safety and convenience of the Agency
representatives tin the performance of their duties. All site visits and evaluations shall be
performed in such a manner as to not unduly delay the work.

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25. CLOSEOUT PROCEDURES
OMB Circular A-110 prescribes uniform closeout procedures, which are applicable to
this Agreement. Property reports, patent reports (DD 882), including negative reports,
contractor’s release and assignment of claims (if any) shall be submitted prior to payment of
the final invoice.
26. RETENTION OF RECORDS
OMB Circular No. A-110 sets forth retention and custodial requirements regarding
records and applies to this agreement.
27. EXTENSION OF AGREEMENT PERIOD
a.
Any request for extension of the Agreement must be submitted in writing by the
Performing Organization to the CO. Mutually agreeable time extensions will be affected by
written modification to the Agreement. Extension of time shall no if itself entitle the
Performing Organization to the additional funds.
b.
A request for extension exceeding six months must be accompanied by a
revised cost estimate indicating the planned use of unexpended funds during the extension
period.
28. CONTINUATION OF FINANCIAL SUPPORT
A request for additional financial supports (other than requested initially) should be
submitted at least six months before the expiration date of the current Agreement, including
any options for extensions specified in the “Period of Performance”. Such a new request must
follow the same procedures required for obtaining a new grant or cooperative agreement.
Support of years initially requested, and included in the Agreement, will be provided without
this request, and shall be subject to the Recipient providing the letter provided under
Unobligated Funds and Earned Interest.
29. USE OF HUMAN SUBJECTS AND LABORATORY ANIMALS
The use of human subjects or laboratory animals is not authorized by this Agreement.
30. TERMINATION AND SUSPENSION
Suspension and termination procedures set forth at OMB Circular No. A-110 are
applicable to this agreement.
a. Termination by Mutual Consent:
(1) Circumstances may arise in which either NSA or the Performing
Organization wishes to terminate performance of a project in whole or in part. If both parties
agree that continuation of the project would no produce beneficial results, or if classifications
restrictions are imposed, the Agreement may be terminated.
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(2) If the Performing Organization wishes to terminate the project, its
Authorized Organizational Representative should advise the Co in writing with a copy to the
Program Manager.
(3) If NSA wishes to terminate the project, the CO will, in writing, advise the
Performing Organization’s Authorized Organizational Representative with copies to the PI and
the Program Manager.
(4) Within 30 days after receipt of a request for termination by mutual consent,
the other party will provide an appropriate written response. The two parties shall agree upon
the termination conditions, including effective date, and in the case of partial termination, the
portion to be terminated. The Performing Organization shall not incur new obligations for the
terminated portion after the effective date and shall cancel as many outstanding obligations as
possible. NSA shall allow full credit to the Performing Organization for the NSA share of the
noncancellable obligations properly incurred by the Performing Organizational prior to
termination.
In the event of disagreement between the parties, the CO will make a final
determination subject to review procedures described in the provisions entitled “Termination
Review Procedure”.
b. Suspension or Termination for Cause
(1) When it has been determined by NSA that a Performing Organization has
materially failed to comply with the terms and conditions of the Agreement, NSA may:
(a) suspend the agreement; or
(b) terminate the agreement for cause.
(2) NSA prefers that deficiencies be corrected whenever practicable; therefore,
action to suspend or terminate the Agreement normally will be taken only after the Authorized
Organizational Representative has been informed by letter of the nature of the problem with
notification that failure to correct the deficiency within a reasonable time may result in
suspension or termination of the Agreement. However, this does not preclude immediate
suspension or termination when such action is reasonable under the circumstances and
necessary to protect the interest of NSA.
(3) When it is believed that a Performing Organization has failed to comply
with the terms and conditions of the Agreement, the CO will advise the Authorized
Organizational Representative by letter of the nature of the problem and that failure to correct
the deficiency may result in suspension or termination of the Agreement. The Performing
Organization will be request to respond in writing within 30 days, describing the action taken
or the plan designed to correct the deficiency. The Performing Organization will furnish copies
of this correspondence to the PI and the Program Manager.
(4) If a satisfactory response is not received within 30 days of receipt of such a
notice by the Performing Organization, the CO may issue a notice suspending authority to
further obligate funds, in whole or in part. The notice of suspension shall be sent by certified
mail (return receipt requested) to the Authorized Organizational Representative with a copy to
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the PI. The notice will set forth the activities covered by the suspension and its effective date
and the corrective action required of the Performing Organization in order to lift the
suspension.
(5) In the event the deficiency is not corrected to the satisfaction of NSA, the
CO issue a notice of termination, in the same manner as described in subparagraph (4) above.
The notice of termination will establish the reasons for the action and its effective date.
(6) If an Agreement is suspended under this clause, no obligations incurred by
the Performing Organization during the period of suspension will be allowable under the
suspended Agreement except those costs which are allowable and allocable under the
applicable Federal Cost Principles, and that are associated with the suspension.
(7) If an Agreement is terminated under this clause, the Performing
Organization shall not incur new obligations after the effective date of the termination notice
and shall cancel as many outstanding obligations as possible. The settlement of termination
cost will be in accordance with the applicable Federal Cost Principles.
(8) Within 90 days of the effective date of termination, the Performing
Organization will furnish an itemized accounting of funds expended for allowable cost prior to
the effective date of termination and the unexpended funding balance. The Performing
Organization may request a review of the termination decision in accordance with procedure
described in clause 31(c) entitled “Termination Review Procedure”.
c. Termination Review Procedure
(1) Any request for review of a notice of termination should be addressed to the
Chief NI, NSA Contracting Office, 9800 Savage Road, Fort George G. Meade, MD 207556623. It must be postmarked no later than 30 days after the receipt of such notice.
(2) The request for review must contain a full statement of Performing
Organizations positions and the pertinent facts and reasons in support of such position.
(3) In connections with the review proceedings, the appellant shall have the
same rights and obligations as if filing an appeal of a final decision of the CO in accordance
with the provision of this Agreement entitle “Disputes”.
32. DISPUTES
a. Contracting Officer’s Final Decision: Any disputes under this Agreement shall be
decided at the request of the appellant or Performing Organization by the Co. Each final
decision shall adequately notify the appellant or Performing Organization in writing (with
proof of delivery) that the decision is a final decision, which shall become final and conclusive
unless timely appealed.
An Agency official who receives a notice of appeal from final decision shall preserve
the envelope in which the appeal was transmitted and other data evidencing the date of mailing
of the noticed of appeal (or the date of receipt, if the notice was otherwise delivered) and shall
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promptly forward such information and the original of the notice of appeal of the Office of
General Counsel.
b. Notice of Appeal: A decision of the CO made pursuant to these procedures shall be
final and conclusive unless, within thirty (30) days from the date of receipt of such copy, and
appellant mail (certified mail, return receipt requested) or otherwise delivers to the CO a
written appeal addressed to the NSA Board of Grant Appeals, ATTN: C/NI, 9800 Savage
Road, Fort George G. Meade, MD 20755-6623.
c. Rights of the Appellant and the Government: In connection with an appeal
proceeding, the appellant shall be afforded an opportunity to be heard, to be represented by
legal counsel, to offer evidence and testimony in support of any appeal, and to cross-examine
Government witnesses and to examine documentation or exhibits offered in evidence by the
Government or admitted to the appeal record (subject to the Government’s right to offer its
own evidence and testimony, to cross-examine the appellant’s witnesses, and to examine
documentation or exhibits offered in evidence by the appellant or admitted to the appeal
record). The appeal shall be determined solely upon the appeal record.
d. Decision of the NSA Board of Grant Appeals: The decisions of the NSA Board of
Grant Appeals, or their duly authorized representatives for the determination of such appeal,
shall be final and conclusive unless determined by a court of competent jurisdiction to have
been fraudulent, capricious, arbitrary, or so grossly erroneous as to imply bad faith.
e. Questions of Law: Any question of law may be considered in connection with
decisions provided for by this procedure. Nothing in the agreement or related regulations,
however, shall be construed as making final the decision of any administrative official,
representative, or board, or a question of law.
f. Delegation of Authority: The NSA General Counsel is authorized to appoint hearing
examiners to hear and decide appeals from final dispute determinations under these procedures.
33. ASSURANCES AND CERTIFICATIONS
The Performing Organization hereby assures and certifies that it is in compliance with
and will comply in the course of this Agreement with all applicable Federal laws, regulations,
executive orders, and OMB Circular No. A-110, and that:
a. It possesses legal authority to enter into this Agreement that a resolution,
motion or similar action has been duly adopted or passed as an official act of its governing
body, authorizing the acceptance of this Agreement including all understanding and assurance
contained herein and directing and authorizing the person identified as the official
representative of the Performing Organization to act in connection with the Agreement and to
provide such additional information as may be required.
b. It will comply with Title VI of the Civil Rights Act of 1964 (P.L. 88-352) and
that in accordance with Title VI of the Act, no person in the United States shall, on the grounds
of race, color, or national origin, be excluded from participation in, be denied the benefits of, or
be otherwise subjected to discrimination under, any program or activity for which the
Performing Organization received Federal financial assistance.
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c. It will give NSA or the Comptroller General through any authorized
representative access to and the right to examine all records, books, papers, or documents
related to this Agreement.
d. It will comply with all requirements imposed by NSA concerning special
requirements of law, program requirements, security and other administrative requirements
approved in accordance with Office of Management and Budget Circular No. A-110.
e. It will insure that the facilities under its ownership, lease or supervision, which
shall be utilized in the accomplishment of the project, are not listed in the Environmental
Protection Agency (EPA). List of Violating Facilities and if the Agreement amount exceeds
$100,000 the amended, (b) The Federal Water Pollution Control Act (33 U.S.C. 1251) as
amended, and (c) Executive Order No. 11738.

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