NASA and RSA will modify NAS15-10110 immediately. Pursuant to this modification, NASA will provide $60 Million (U.S.) funding on October, 1998, with payments tied to performance of the attached list of critical near-term Service Module ("SM"), Progress and Soyuz milestones (Attachment 1) necessary to meet July 1999 SM launch date and other critical assembly tasks. NASA and RSA will verify the progress of activities enabling provision of crew time and stowage (see Attachment 2). The milestones and performance criteria will be included in the contract modification. In return for this funding, RSA will provide the following goods and services set forth in paragraphs 1.1 and 1.2 below:

1.1 Crew Time
4000 hours of research crew time, 2400 of which will be provided beginning with increment 3 and continuing through Increment 13. NASA and RSA will work together as described in Section 2, below, to arrive at plans for each increment which will result, insofar as possible, in provision of 2400 hours beginning with increment 3 and continuing through Increment 13. If this is not possible, NASA and RSA will proceed in accordance with paragraph 2.3, below. NASA and RSA recognize the desirability of completing the transfer of all 4000 hours prior to assembly complete. The terms and conditions surrounding the provision of the crew time are set forth in the terms and conditions below. The crew time provided will be used for research on non-Russian elements (not on the FGB).

1.2 Stowage
Readily accessible (daily) stowage space in the Russian Segment (except FGB, which is a U.S. Element), distributed in Cargo Transfer Bag Equivalent units, as follows:
1.2 cubic meters during PP2 and 3 (approximately 2 years)
2 cubic meters during PP4 (approximately 1 year); and
3 cubic meters during PP5 and PP6 (approximately 2 years)

The above figures are for average continuous levels of stowage volume provided.

1.3 Forward Work

The following items will require funding in addition to the $60M. The additional funding will be negotiated by November, 1998 and will come from NAS15-10110 contract reserves.

a. By November, 1998, NASA and RSA will work out details related to: (1) supplemental training materials at Star City to supplement the baseline training program; (2) continued liaison support through 2003 (estimated at $400,000); (3) support to the Stafford-Utkin activities; (4) RSA's participation in existing multilateral strategic research planning working groups, (3 and 4 together for $300,000); and (5) Hydrolab storage (for $155,000).

b. NASA and RSA agreed to explore the opportunity for more travel and program management support. The specific conditions and obligations of NASA and RSA will be determined by November 1998. Potential areas of consideration could include RSA support to NASA Charter operations and travel to Baikonur.

2. Terms and Conditions

Key Assumptions Regarding Transfer of Research Crew Time and Stowage:

2.1 Planning Process
During Increments 2-13, RSA will retain 25% of all research crew time available (nominal and discretionary), the remainder will go to NASA. For the remaining assembly increments, NASA will be entitled to 25% of all research crew time available, the remainder will be retained by RSA. The precise commitment for both crew time and stowage will be agreed to through normal ISS programmatic planning processes. Specifically, the RSA and NASA members of the Multilateral Payloads Implementation control Board (MPICB) will agree bilaterally on the details and reflect them in the baseline Increment Definition and Requirements Document (IDRD) at approximately 18 months prior to launch. Within 6 months prior to launch, changes to the commitment will be bilaterally agreed to by the NASA and RSA members of the MPICB. The NASA representative will then generate a Change Request to the IDRD via standard ISS processes.

2.2. Quantifying Hours Provided
The following conditions will apply to qualifying the number of research crew hours provided: a. Credit for research crew time provided will be based upon actual implementation as defined by the standard ISS process for accounting of crew time hours used. "Research crew time" includes both nominal and available discretionary time. The discretionary time available will be defined by the appropriate agency authorities, taking into account crew consent, crew health and safety factors.

b. Time counted as research crew time will include time for experiment set up (including time for retrieval of experiment hardware from stowage), preparation, payload operations (including data recording), tear down, stowage and reporting.

c. NASA and RSA agree that it would be desirable for RSA to participate in the Baseline Data Collection ("BDC") process. Therefore, if NASA and RSA agree, hours spent by RSA cosmonauts on these activities may be accounted for as part of the hours on that increment at rate to be negotiated by the end of 1998.

2.3. Process for Agreeing on Alternate Forms of Consideration
In the event that RSA and NASA agree that it is not possible for RSA to: (1) meet the attached list of critical near-term SM, Progress and Soyuz milestones: and/or (2) provide the full amount of crew time and/or stowage in the negotiated timeframes, NASA and RSA will seek to find an alternative form of consideration for RSA to provide to NASA as set forth below.

a. With regard to research crew time, after provision of the first 2400 hours, or at assembly complete, whichever occurs first, NASA and RSA will review the status of the crew time transfer. Depending on the results of this review, they may agree to continue the transfer of crew time in the post assembly timeframe until the entire 4000 hours are transferred. Absent agreement on this point, the procedure set forth in paragraph b., below, will apply.

b. With regard to stowage and other deliverables under this modification, NASA and RSA will first look for additional goods and services for RSA to provide instead. In the event they are unable to reach timely agreement on alternative goods and services, NASA and RSA will seek to reach agreement on a figure for cash compensation from RSA to NASA. Failing that, NASA and RSA will resolve the issue in a timely manner in the context of the NASA/RSA Balance of Contributions.

2.4 Cooperative Research
RSA will participate in the multilateral strategic research planning working groups which select cooperative research. If a NASA/RSA cooperative payload is selected, NASA will endeavor to have a Russian crew member participate in the performance of this research. NASA will contribute the research crew time for such cooperative research out of the additional allocation of research crew time NASA is acquiring under this contract modification. The experiment results of NASA/RSA cooperative research will be shared. Ownership rights, if any, will be defined in the cooperative research agreement.

2.5 RSA's Right to Purchase Research Crew Time from NASA
If NASA and RSA agree, through the completion of assembly, RSA may buy research crew time from NASA at the same price.

3. Plan for Completion of Contract Milestones

3.1 Sign protocol Wednesday September 30th scoping modification.
3.2 NASA drafts modification and conveys to RSA October 1st.
3.3 RSA signs within 2 days, NASA executes thereafter.
3.4 RSA meets millstones, submits invoices promptly (see attachment 1).
3.5 NASA processes invoice immediately, wires payment using normal contract procedure.

At Moscow, September 30, 1998

[signed]
Joseph Rothenberg for NASA

[Signed]
? for RSA

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