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TREATIES AND OTHER INTERNATIONAL ACTS SERIES 16-622
 

DEFENSE 

Research and Development 

Agreement Between the 

UNITED STATES OF AMERICA 

and ESTONIA 

Signed at Washington 

June 22, 2016 

with 

Annexes 
 

 

 

NOTE BY THE DEPARTMENT OF STATE 

Pursuant to Public Law 89—497, approved July 8, 1966 

(80 Stat. 271; 1 U.S.C. 113)— 

“. . .the Treaties and Other International Acts Series issued 

under the authority of the Secretary of State shall be competent 

evidence . . . of the treaties, international agreements other than 

treaties, and proclamations by the President of such treaties and 

international agreements other than treaties, as the case may be, 

therein contained, in all the courts of law and equity and of maritime 

jurisdiction, and in all the tribunals and public offices of the 

United States, and of the several States, without any further proof 

or authentication thereof.” 
 

 

 

 

ESTONIA 

Defense: Research and Development 

Agreement signed at Washington 

June 22, 2016;
 

Entered into force June 22, 2016.
 

With annexes. 
AGREEMENT 


BETWEEN 


THE DEPARTMENT OF DEFENSE 


OF THE UNITED STATES OF AMERICA 


AND 


THE MINISTRY OF DEFENCE 


OF THE REPUBLIC OF ESTONIA 


FOR 


RESEARCH, DEVELOPMENT, TEST, AND EVALUATION PROJECTS 


(Short Title: RDT &E Agreement) 

TABLE OF CONTENTS 

PREAMBLE ............................................................................................................................ 4 


ARTICLEX 


VISITS TO ESTABLISHMENTS .......................................................................................... ~29 

ANNEX A 


ARTICLE I 


DEFINITIONS......................................................................................................................... 5 


ARTICLE II 


OBJECTIVE ............................................................................................................................ 9 


ARTICLE III 


SCOPE OF WORK .................................................................................................................. 10 


ARTICLE IV 


MANAGEMENT (ORGANIZATION AND RESPONSIBILITY) ........................................ 11 


ARTICLE V 


FINANCIAL PROVISIONS ................................................................................................... 14 


ARTICLE VI 


CONTRACTING PROVISIONS ............................................................................................ 17 


ARTICLE VII 


EQUIPMENT AND MATERIAL ........................................................................................... 19 


ARTICLE VIII 


DISCLOSURE AND USE OF INFORMATION .................................................................... 21 


ARTICLE IX 


CONTROLLED UNCLASSIFIED INFORMATION ............................................................ 28 


ARTICLE XI 


SECURITY .............................................................................................................................. 30 


ARTICLE XII 


THIRD PARTY SALES AND TRANSFERS ......................................................................... 33 


ARTICLE XIII 


LIABILITY AND CLAIMS .................................................................................................... 35 


ARTICLE XIV 


CUSTOMS DUTIES, TAXES, AND SIMILAR CHARGES ................................................. 37 


ARTICLE XV 


SETTLEMENT OF DISPUTES .................................................. ; ........................................... 38 


ARTICLE XVI 


GENERAL PROVISIONS ...................................................................................................... 39 


ARTICLE XVII 


AMENDMENT, TERMINATION, ENTRY INTO FORCE, AND DURATION .................40 


MODEL PROJECT AGREEMENT ........................................................................................ A-1 


APPENDIX 1 .......................................................................................................................... . 


ASSIGNMENT OF COOPERATIVE PROJECT PERSONNEL. .......................................... A-11 


APPENDIX2 .......................................................................................................................... . 


COOPERATIVE PROJECT PERSONNEL POSITION DESCRIPTION .............................. A-15 


APPENDIX3 .......................................................................................................................... . 


CERTIFICATION OF COOPERATIVE PROJECT PERSONNEL (CPP) ........................... . 


2 

CONDITIONS AND RESPONSIBILITIES ........................................................................... A-16 

ANNEXB 

MODEL EQUIPMENT AND MATERIAL TRANSFER AGREEMENT ............................. B-1 


ANNEXC 


MODEL WORKING GROUP TERMS OF REFERENCE .................................................... C-1 


3 

PREAMBLE 

The Department of Defense of the United States of America (U.S. DoD) and the Ministry of 

Defence of the Republic of Estonia (EE MoD), hereinafter referred to as the "Parties": 

Having a common interest in defense; 

Recognizing the benefits to be obtained from standardization, rationalization, and 

interoperability of military equipment; 

Seeking to make the best use oftheir respective research and technology development 

capacities, eliminate unnecessary duplication of work, encourage interoperability, and 

obtain the most efficient and cost-effective results through cooperation in research, 

development, test, and evaluation projects; 

Desiring to improve their mutual conventional defense capabilities through the application 

of emerging technology; 

Recognizing the Agreement Between the Parties to the North Atlantic Treaty Regarding the 

Status of Their Forces (NATO SOFA), signed in London on June 19, 1951; and 

Recognizing the Agreement Between the Government ofthe United States of America and 

the Government ofthe Republic of Estonia Concerning Security Measures for the 

Protection of Classified Military Information, signed in Tallinn on February 23, 2000; 

Have reached the following agreement: 

4 

ARTICLE I 


DEFINITIONS 

For the purposes ofthis RDT&E Agreement and its specific Project Agreements (PAs) and 

Equipment and Material Transfer Agreements (E&MTAs), the following definitions shall apply: 

Classified Information 


Computer Data Base 


Computer Program 


Computer Software 

Computer Software 

Documentation 

Contract 

Contracting 

Contracting Agency 

Official Information that requires protection in the interests of national 

security and is so designated by the application of a security 

classification marking. This Information may be in oral, visual, 

magnetic, or documentary form, or in the form of equipment or 

technology. 

A collection of data recorded in a form capable of being processed by 

a computer. This definition does not include Computer Software. 

A set of instructions, rules, or routines recorded in a form that is 

capable of causing a computer to perform a specific operation or series 

of operations. 

Computer Programs, source code, source code listings, design details, 

algorithms, processes, flow charts, formulae, and related materials that 

would enable the software to be reproduced, recreated, or recompiled. 

Computer Software does not include Computer Data Bases or 

Computer Software Documentation. 

Owner's manuals, user's manuals, installation instructions, operating 

instructions, and other similar items, regardless of storage medium, 

that explain the capabilities of the Computer Software or provide 

instructions for using the Computer Software. 

Any mutually binding legal relationship under national laws that 

obligates a Contractor to furnish supplies or services, and obligates 

one or both ofthe Parties to pay for them. 

The obtaining of supplies or services by Contract from sources outside 

the governmental organizations ofthe Parties. Contracting includes a 

description (but not determination) of supplies and services required, 

solicitation and selection of sources, preparation and award of 

Contracts, and all phases of Contract administration. 

The entity within the governmental organization of a Party that has 

authority to enter into, administer, or terminate Contracts. 

5 

Contracting Officer 

Contractor 

Contractor Support 

Personnel 

Controlled Unclassified 

Information 

Cooperative Project 

Personnel (CPP) 

Defense Purposes 

Designated Security 

Authority (DSA) 

Equipment and 

Material 

Equipment and 

Material Transfer 

Agreements 

(E&MTAs) 

Financial Costs 

Host Party 

A person representing a Contracting Agency of a Party who has the 

authority to enter into, administer, or terminate Contracts. 

Any entity awarded a Contract by a Party's Contracting Agency. 

Persons specifically identified as providing administrative, 

managerial, scientific, or technical support services to a Party under a 

support Contract. 

Unclassified Information to which access or distribution limitations 

have been applied in accordance with applicable national laws or 

regulations. It could include Information that has been declassified, 

but remains controlled. 

Military members or civilian employees of a Parent Party assigned to a 

Cooperative Project Office (CPO) or the other Party's facilities who 

perform managerial, engineering, technical, administrative, 

Contracting, logistics, financial, planning, or other functions in 

furtherance of a Project. 

Manufacture or other use in any part of the world by or for the armed 

forces of either Party. 

The security authority designated by national authorities to be 

responsible for the coordination and implementation of national 

industrial security aspects ofthis RDT &E Agreement. 

Any material, equipment, end item, subsystem, component, special 

tooling, or test equipment jointly acquired or provided for use in the 

performance of a PA under this RDT &E Agreement, or provided for 

use in an E&MT A under this RDT &E Agreement. 

Individually negotiated separate agreements concluded under this 

RDT &E Agreement that specify the terms for a specific Equipment 

and Material transfer from one Party to the other Party for test and 

evaluation purposes. 

Project costs met with monetary contributions. 

The Party whose nation serves as the location ofthe CPO or to whose 

facilities Cooperative Project Personnel (CPP) are assigned. 

6 

-----------------------------------------

Information 

Intellectual Property 

Non-financial Costs 

Parent Party 

Party 

Patent 

Project 

Knowledge that can be communicated by any means, regardless of 

form or type, including, but not limited to, that of a scientific, 

technical, business, or financial nature, and also including 

photographs, reports, manuals, threat data, experimental data, test 

data, computer software, designs, specifications, processes, 

techniques, inventions, drawings, technical writings, sound recordings, 

pictorial representations, and other graphical presentations, whether in 

magnetic tape, computer memory, or any other form and whether or 

not subject to Intellectual Property rights. 

In accordance with the World Trade Organization Agreement on 

Trade-related Aspects of Intellectual Property Rights of April 15, 1994, 

all copyright and related rights, all rights in relation to inventions 

(including Patent rights), all rights in registered and unregistered 

trademarks (including service marks), registered and unregistered 

designs, undisclosed Information (including trade secrets and knowhow), layout designs of integrated circuits, and geographical 

indications, and any other rights resulting from creative activity in the 

industrial, scientific, literary, and artistic fields. 

Project costs met with non-monetary contributions. 

The Party that sends its CPP to the CPO located in the nation ofthe 

other Party or to the facilities of the other Party. 

A signatory to this RDT &E Agreement, or in the case of PAs or 

E&MTAs, a signatory to a PA or E&MT A under this RDT &E 

Agreement, represented by its military or civilian personnel. 

Contractors and Contractor Support Personnel shall not be 

representatives of a Party under this RDT &E Agreement or P As or 

E&MT As under this RDT &E Agreement. 

Grant by any Government or a regional office acting for more than 

one Government of the right to exclude others from making, using, 

importing, selling, or offering to sell an invention. The term refers to 

any and all patents including, but not limited to, patents of 

implementation, improvement, or addition, petty patents, utility 

models, appearance design patents, registered designs, and inventor 

certificates or like statutory protections, as well as divisions, reissues, 

continuations, renewals, and extensions of any of these. 

Specific collaboration conducted pursuant to a PA established under 

this RDT &E Agreement. 

7 

Project Plan 

Project Agreement 

(PA) 

Project Background 

Information 

Project Foreground 

Information 

Project Information 

Project Invention 

Prospective Contractor 

RDT &E Agreement 

Activity 

Third Party 

A document that provides a description of a Project's events, delivery 

requirements, and milestones that is updated as necessary by the 

Project Officers throughout the life of a Project. 

Individually negotiated separate agreement concluded under this 

RDT &E Agreement that specifies the terms of collaboration between 

the Parties in that PA. 

Information not generated in the performance of a Project. 

Information generated in the performance of a Project. 

Any Information provided to, generated in, or used in a Project. 

Any invention in any field of technology, provided it is new, involves 

an inventive step, is capable of industrial application, and is 

formulated or made (conceived or "first actually reduced to practice") 

in the course of work performed under a Project. The term "first 

actually reduced to practice" means the first demonstration sufficient 

to establish to one skilled in the art to which the invention pertains, of 

the operability of an invention for its intended purpose and in its 

intended environment. 

Any entity that seeks to enter into a Contract to be awarded by a 

Party's Contracting Agency and that, in the case of a solicitation 

involving the release of export-controlled Information, is eligible to 

receive such Information. 

Any collaboration by the Parties in accordance with the objective in 

Article II (Objective) and the work in Article III (Scope of Work) of 

this RDT &E Agreement. 

A government other than the Government of a Party and any person or 

other entity whose government is not the Government of a Party. 

8 

ARTICLE II 


OBJECTIVE 

2.1. The objective ofthis RDT &E Agreement is to define and establish the general terms and 

conditions that shall apply to the initiation, conduct, and management of research, development, 

test, and evaluation activities detailed in separate Project Agreements (PAs) or Equipment and 

Material Transfer Agreements (E&MT As) between representatives authorized in accordance with 

national procedures ofthe Parties. These P As and E&MT As shall be entered into pursuant to this 

RDT &E Agreement and shall incorporate by reference the terms of this RDT &E Agreement. 

Additionally, this RDT&E Agreement shall allow the exchange of Information for the purpose of 

harmonizing the Parties' military requirements to assist in better defining potential future 

cooperative efforts under this RTD&E Agreement. 

2.2. Detailed terms and conditions of each individual PA and E&MT A shall be consistent with 

this RDT &E Agreement. Each PA shall include specific provisions concerning the objectives, 

scope of work, sharing of work, management structure, financial agreements, and security 

classification for the applicable PA in accordance with the format set forth in Annex A (Model 

Project Agreement) to this RDT &E Agreement, to the extent applicable and practical. Each 

E&MT A shall contain provisions consistent with the format set forth in Annex B (Model 

Equipment and Material Transfer Agreement) to this RDT&E Agreement, to the extent applicable 

and practical. 

9 

ARTICLE III 

SCOPE OF WORK 

3 .1. The scope of work for this RDT &E Agreement shall encompass collaboration in research, 

development, test, and evaluation, potentially leading to new or improved military capabilities. 

PAs may encompass one or more of the following activities: basic research; applied research; 

advanced technology development; advanced component development and prototypes; concept of 

operation studies and analysis; advanced concept technology demonstrations; system prototypes; 

system development and demonstration (engineering and manufacturing development); operational 

system development; loan of materials, supplies, or equipment for the purposes of research, 

development, test, evaluation, or prototyping; developmental test and evaluation of system and 

subsystem efforts; and evolutionary acquisition or spiral development efforts associated with lowrate initial production or production programs. The Parties also recognize that it may be necessary 

to transfer Equipment and Material from one Party to the other Party for the purpose of test and 

evaluation of the transferred Equipment and Material, but not for the purposes of a specific PA. In 

such cases, the Parties shall execute an E&MT A using the format as set forth in Annex B (Model 

Equipment and Material Transfer Agreement) to this RDT&E Agreement, to the extent applicable 

and practical. 

3.2. Information may be exchanged for the purpose of harmonizing the Parties' military 

requirements and for formulating, developing, and negotiating P As and E&MT As under this 

RDT &E Agreement. Information exchanged shall take place on an equitable basis, but need not 

necessarily coincide in time, technical field, or form of the Information. IfInformation is 

exchanged but no PA or E&MT A is signed, or before a PA or E&MT A is signed, the receiving 

Party shall use such exchanged Information only for information and evaluation purposes and shall 

not disclose or transfer such exchanged Information to a Third Party. The receiving Party shall not 

disclose such Information to Contractors or any other persons, other than its Contractor Support 

Personnel, without the specific prior written consent of the furnishing Party. 

3.3. Working Groups (WGs) may be established to explore, study, and report on specific issues 

or to attempt to harmonize the Parties' research, development, test, and evaluation requirements. 

WGs normally shall be limited in scope to a well-defined area and shall endeavor to assess issues 

based on Information provided by both Parties in such a way as to arrive at a jointly determined 

position within a set time period. WGs shall have their own written terms ofreference (TOR), 

using the format set out in Annex C (Model Working Group Terms of Reference) to this RDT&E 

Agreement. The Information exchanged in WGs shall be subject to the disclosure and use 

limitations on Information that are described in paragraph 3.2. of this Article. 

3.4. This RDT&E Agreement does not preclude the Parties from entering into any other 

agreement in the area of research, development, test, and evaluation. 

10 
ARTICLE IV 

MANAGEMENT (ORGANIZATION AND RESPONSIBILITY) 

4.1. The Director, International Cooperation, in the Office of the Under Secretary of Defense 

(Acquisition, Technology, and Logistics) (or successor in the event of reorganization), is 

designated as the U.S. Agreement Director (U.S. AD). The Under-Secretary for Defence Planning 

of the Ministry of Defence (or successor in the event of reorganization) is designated as the 

Estonia Agreement Director (EE AD). The ADs shall be responsible for: 

4.1.1. 	 Monitoring implementation ofthis RDT &E Agreement and exercising 

executive-level oversight; 

4.1.2. 	 Monitoring the overall use and effectiveness ofthis RDT &E Agreement; 

4.1.3. 	 Recommending amendments to this RDT &E Agreement to the Parties; and 

4.1.4. 	 Resolving issues brought forth by the Management Agents (MAs). 

4.2. The appropriate U.S. military department acquisition executive or defense agency director 

(or designee) is designated the U.S. MA for those PAs, E&MTAs, and other RDT &E Agreement 

Activities within the respective military department or defense agency. The EE MoD shall 

designate the EE MA on a case-by-case basis. The MAs shall be responsible for: 

4.2.1. 	 Establishing P As and E&MT As in accordance with this RDT &E Agreement and 

national policies and procedures; 

4.2.2. 	 Establishing a management structure for each PA considering its scope and the 

requirement for a Steering Committee (SC); 

4.2.3. 	 Appointing Project Officers (POs) and, as appropriate, SC members; 

4.2.4. 	 Providing administrative direction to SCs, if established, or POs, ifthere is no 

SC; 

4.2.5. 	 Designating points of contact (POCs) for implementing E&MT As; 

4.2.6. 	 Designating a representative for exchange of Information to harmonize 

requirements for the formulation, development, and negotiation of potential P As 

and E&MTAs, in accordance with paragraph 3.2. of Article III (Scope of Work) 

of this RDT &E Agreement; 

11 

4.2.7. 	 Approving and signing TORs for WGs in accordance with paragraph 3.3. of 

Article III (Scope of Work) of this RDT&E Agreement subject to any applicable 

national requirements for authorization of TOR signature; 

4.2.8. 	 Resolving issues brought forth by the SC or, if no SC is established, by the POs 

or POCs; 

4.2.9. 	 Approving plans for disposal ofjointly acquired Equipment and Material if no 

SC is established; and 

4.2.10. 	 Forwarding issues, when necessary, to the ADs for resolution. 

4.3. If an SC is established under a particular PA, it shall be responsible for: 

4.3.1. 	 Providing policy and management direction to the POs during PA execution; 

4.3.2. 	 Monitoring overall PA implementation, including technical, cost, and schedule 

performance against requirements; 

4.3.3. 	 Approving plans for transfers of Equipment and Material or disposal ofjointly 

acquired Equipment and Material, in accordance with Article XII (Third Party 

Sales and Transfers) ofthis RDT&E Agreement; 

4.3.4. 	 Resolving issues brought forth by the POs, or raising the issues to the MA; 

4.3.5. 	 Maintaining oversight of the security aspects of a Project; 

4.3.6. 	 Approving assignment of Cooperative Project Personnel (CPP) working on a 

Project at a Cooperative Project Office (CPO) or at the other Party's facilities in 

accordance with the provisions set out in Appendix 1 (Assignment of 

Cooperative Project Personnel) to Annex A (Model Project Agreement) to this 

RDT &E Agreement; 

4.3.7. 	 Appointing a Project security officer; 

4.3.8. 	 Establishing the detailed financial procedures of a PA in a Financial 

Management Procedures Document (FMPD) in the event that one Party 

Contracts on behalf ofthe other Party or on behalf of both Parties; 

4.3.9. 	 Reporting status and activity of assigned PAs on an annual basis to the MAs and 

ADs; 

4.3.10. 	 Employing its best efforts to resolve, in consultation with the export control 

authorities ofthe Party concerned, any export control issues raised by the POs in 

accordance with paragraph 4.4. ofthis Article or raised by a Party's SC 

12 

representative in accordance with subparagraph 8.1.2.4. of Article VIII 

(Disclosure and Use oflnformation) ofthis RDT&E Agreement; and 

4.3.11. 	 Monitoring Third Party sales and transfers authorized in accordance with Article 

XII (Third Party Sales and Transfers) ofthis RDT&E Agreement. 

4.4. In accordance with the terms of each PA, the POs shall have primary responsibility for 

effective implementation, efficient management, and direction ofthe applicable PA, including 

managing technical, cost, and schedule performance against requirements. The POs shall monitor 

export control arrangements required to implement each PA and, if applicable, shall immediately 

refer to the SC (or the MAs if there is no SC) any export control issues that could adversely affect 

the implementation of the PA. Additionally, the POs shall have the responsibilities under 

paragraph 4.3. ofthis Article if no SC is established for their PA, except that the MAs shall be 

responsible for resolving issues brought forth by the POs and for approving plans for the disposal 

ofjointly acquired Equipment and Material. The POs shall also maintain a list of all Equipment 

and Material transferred by either ofthe Parties. 

4.5. In accordance with the terms of a PA concluded under this RDT &E Agreement that 

includes the provisions set out in Appendix 1 (Assignment of Cooperative Project Personnel) to 

Annex A (Model Project Agreement) to this RDT&E Agreement, a Party may assign CPP to the 

CPO or to the other Party's facilities to assist in the implementation ofthe PA. 

4.6. In accordance with the terms of each E&MT A, the POCs shall have primary responsibility 

for effective implementation, efficient management, and direction ofthe applicable E&MT A. The 

POCs shall monitor export control arrangements required to implement each E&MT A and, if 

applicable, shall immediately refer to the MAs any export control issues that could adversely affect 

the implementation of the E&MTA. Additionally, the POCs shall be responsible for: 

4.6.1. 	 Maintaining oversight of the security aspects of an E&MTA; 

4.6.2. 	 Reporting status and activity of assigned E&MT As on an annual basis to the 

MAs and ADs; and 

4.6.3 	 Monitoring Third Party sales and transfers authorized in accordance with Article 

XII (Third Party Sales and Transfers) ofthis RDT &E Agreement. 

4.7. The MAs, SCs, POs, and POCs shall meet as required, alternately in the United States and 

Estonia. The Chairman for each meeting shall be the senior official ofthe Party hosting the 

meeting. During such meetings, all decisions shall be made unanimously with each Party having 

one vote. In the event that the Parties are unable to reach a timely decision on an issue, each Party 

shall refer the issue to its higher authority for resolution. In the meantime, the applicable PA shall 

continue to be implemented without interruption under the direction of the POs while the issue is 

being resolved by higher authority. 

13 

ARTICLEV 


FINANCIAL PROVISIONS 


5.1. Each Party shall contribute its equitable share of the full Financial Costs and Non-financial 

Costs of each PA, including overhead costs, administrative costs, and costs of claims, and shall 

receive an equitable share of the results of each PA. 

5.2. The financial provisions for a PA, including the total cost ofthe PA and each Party's share 

of the total cost, shall be included in the PA in accordance with Annex A (Model Project 

Agreement) to this RDT &E Agreement. 

5.3. Both Parties shall perform, or have performed, their tasks and shall use their best efforts to 

perform the tasks within the cost estimates specified in each PA. Both Parties shall bear the full 

Financial Costs and Non-financial Costs they incur for performing, managing, and administering 

their own activities under this RDT &E Agreement and participation in each PA, including their 

share of the costs of any Contracts under paragraph 5.12. of this Article. 

5.4. The following costs shall be borne entirely by the Party incurring the costs or on whose 

behalf the costs are incurred and shall not be considered to be part of the total cost of a PA: 

5.4.1. 	 Costs associated with any unique national requirements identified by a Party; and 

5.4.2. 	 Any other costs not expressly stated as shared costs or any other costs outside the 

scope of this RDT &E Agreement and its P As. 

5.5. For PAs with shared costs that involve the establishment of a CPO with CPP assignments, 

the PA shall address the financial and non-financial contributions required for CPO administration 

and associated support services including, but not limited to, CPO costs of travel incurred in 

support of Project efforts, CPO training costs, Contract award, Contract administration, office 

space, security services, information technology services, communications services, and supplies. 

5.6. In addition to the shared costs of CPO administration and associated support services costs 

described in paragraph 5.5. of this Article, the cost of personnel in the CPO or assigned to the other 

Party's facilities shall be borne as follows: 

5 .6.1. 	 The Host Party shall bear the costs of all pay and allowances of Host Party 

personnel assigned to the CPO. 

5.6.2. 	 The Parent Party shall bear the following CPP-related costs: 

5.6.2.1. 	 All pay and allowances of CPP assigned to the CPO or to the other 

Party's facilities. 

14 

5.6.2.2. 	 Transportation of the CPP, the CPP's dependents, and their personal 

property to the place of assignment in the Host Party's nation prior to 

the CPP' s commencement of a tour of duty in the CPO or the other 

Party's facilities, and return transportation of the foregoing from the 

place of assignment in the Host Party's nation upon completion or 

termination of the CPP assignment. 

5.6.2.3. 	 Compensation for loss of, or damage to, the personal property of CPP 

or the CPP's dependents, subject to the laws and regulations of the 

Parent Party's Government. 

5.6.2.4. 	 Preparation and shipment of remains and funeral expenses in the 

event ofthe death of the CPP or the CPP's dependents. 

5.7. For PAs without shared costs that involve the assignment of one Party's CPP to the 

facilities of the other Party, the Parties shall bear the costs as set forth in paragraph 5.6. of this 

Article, except that the Host Party shall also bear the assignment-related administrative and 

support costs such as CPP costs of travel incurred in support of a PA, CPP-related training, office 

space, security services, information technology services, communications services, and supplies. 

5.8 For E&MTAs under this RDT&E Agreement: 

5.8.1. 	 There shall be no charge for the loan of Equipment and Material or for the test 

report. 

5.8.2. 	 Unless otherwise mutually determined in writing by the Parties, each Party shall 

fully bear all costs it incurs for performing, managing, and administering its 

activities under the E&MT A. 

5.9. A Party shall promptly notify the other Party if available funds will not be adequate to 

fulfill its obligations as agreed under a PA. If a Party notifies the other Party that it is terminating 

or reducing its funding for a Project, both Parties shall immediately consult with a view toward 

continuation on a modified basis. 

5.10. For each PA, the POs shall be responsible for establishing the financial management 

procedures under which the Project shall operate. In the event that a Party contracts on behalf of 

the other Party or on behalf of both Parties, those procedures, which must accord with the national 

accounting and auditing requirements of the Parties, shall be detailed in a Financial Management 

Procedures Document (FMPD) prepared by the POs and subject to the approval of the SC. 

5 .11. Ifone Party Contracts on behalf of the other Party or on behalf of both Parties for a Project, 

each Party shall provide its funds for the applicable Contracts in accordance with the estimated 

schedule of financial contributions contained in the FMPD, which shall be consistent with 

paragraph 5 .12. of this Article. 

15 

5 .12. The Parties recognize that, in performing Contracting responsibilities for the other Party or 

both Parties in accordance with a PA, it may become necessary for the Contracting Party to incur 

contractual or other obligations for the benefit ofthe other Party or both ofthe Parties prior to the 

receipt of the other Party's funds. In the event that the Contracting Party incurs such contractual or 

other obligations, the other Party shall pay its equitable share of the Contract or other obligation, 

and shall make such funds available in such amounts and at such times as required by the Contract 

or other obligation and shall pay its equitable share of any damages and costs that may accrue from 

the performance or cancellation of the Contract or other obligation in advance of the time such 

payments, damages, or costs are due. 

5.13. Each Party shall be responsible for the audit of the procurement activities for which it is 

responsible under a Project in accordance with its national practices. For PAs under which funds 

are transferred between the Parties, the receiving Party shall be responsible for the internal audit 

regarding administration ofthe other Party's Project funds in accordance with the receiving Party's 

national practices. Audit reports of such funds shall be made available promptly by the receiving 

Party to the other Party. 

16 

ARTICLE VI 

CONTRACTING PROVISIONS 

6.1. If either Party determines that Contracting is necessary to fulfill that Party's obligations 

under the scope ofwork of a PA, that Party shall contract in accordance with its respective national 

laws, regulations, and procedures. 

6.2. When one Party individually contracts to carry out a task under a PA under this RDT &E 

Agreement, it shall be solely responsible for its own Contracting, and the other Party shall not be 

subject to any liability arising from such Contracts without its prior consent. 

6.3. For all Contracting activities performed by either Party for the benefit ofthe other Party or 

both Parties, the POs shall, upon request, be provided a copy of all statements ofwork prior to the 

issuance of solicitation.s to ensure that they are consistent with the provisions of this Agreement 

and the applicable PA. The Contracting Officer shall keep the POs advised of all significant 

developments associated with award and performance of Project Contracts awarded for the other 

Party or both Parties, and shall keep the POs advised of all financial arrangements with the prime 

Contractor. 

6.4. The POs may make use of a Party's Contracting Agency in the event that Contracting on 

behalf of the other Party or both Parties is required to implement a PA. The Contracting Agency 

so used shall place Contracts in accordance with its respective national laws, regulations, and 

procedures with such waivers and deviations from those regulations and procedures as its 

procedures permit and as deemed necessary to implement the PA. The Contracting Party's 

Contracting Officer shall be the exclusive source for providing contractual direction and 

instructions to the Contractors for Contracts awarded by that Party. 

6.5. For all Contracting activities performed by either Party, each Party's Contracting Agency 

shall insert into its prospective Contracts (and require its Contractors to insert in subcontracts) 

suitable conditions to satisfy the requirements ofthis ROT &E Agreement, including Article VIII 

(Disclosure and Use of Information), Article IX (Controlled Unclassified Information), Article XI 

(Security), Article XII (Third Party Sales and Transfers), and Article XVII (Amendment, 

Termination, Entry Into Force, and Duration), and including export control provisions in 

accordance with this RDT&E Agreement, in particular paragraphs 6.6. and 6.7. ofthis Article. 

Each Party's Contracting Officer shall negotiate to obtain the rights to use and disclose Project 

Information required by Article VIII (Disclosure and Use oflnformation) ofthis RDT&E 

Agreement. During the Contracting process, each Party's Contracting Officer shall advise 

Prospective Contractors oftheir responsibility to notify the Contracting Agency, before Contract 

award, ifthey are subject to any license or agreement that will restrict their freedom to disclose 

Information or permit its use. The Contracting Officer shall also advise Prospective Contractors to 

employ their best efforts not to enter into any new agreement or arrangement that will result in 

such restrictions. 

17 

6.6. Each Party shall legally bind its Contractors to a requirement that the Contractor shall not 

retransfer or otherwise use export-controlled Information furnished by the other Party for any 

purpose other than the purposes authorized under this RDT &E Agreement. The Contractor shall 

also be legally bound not to retransfer the export-controlled Information to another Contractor or 

subcontractor unless that Contractor or subcontractor has been legally bound to limit use ofthe 

Information to the purposes authorized under this RDT &E Agreement. Export-controlled 

Information furnished by one Party under this RDT &E Agreement may only be retransferred by 

the other Party to its Contractors ifthe legal obligations required by this paragraph have been 

established. 

6.7. Each Party shall legally bind its Prospective Contractors to a requirement that the 

Prospective Contractor shall not retransfer or otherwise use export-controlled Information 

furnished by the other Party for any purpose other than responding to a solicitation issued in 

furtherance of the purposes authorized under this RDT &E Agreement. Prospective Contractors 

shall not be authorized use for any other purpose if they are not awarded a Contract. The 

Prospective Contractors shall also be legally bound not to retransfer the export-controlled 

Information to a prospective subcontractor unless that prospective subcontractor has been legally 

bound to limit use ofthe export-controlled Information for the purpose ofresponding to the 

solicitation. Export-controlled Information furnished by one Party under this RDT &E Agreement 

may only be retransferred by the other Party to its Prospective Contractors ifthe legal obligations 

required by this paragraph have been established. Upon request by the furnishing Party, the 

receiving Party shall identify its Prospective Contractors and prospective subcontractors receiving 

such export-controlled Information. 

6.8. In the event a Party's Contracting Agency is unable to secure adequate rights to use and 

disclose Project Information as required by Article VIII (Disclosure and Use of Information) of 

this RDT &E Agreement, or is notified by Contractors or Prospective Contractors of any 

restrictions on the disclosure and use of Project Information, that Party's PO shall notify the other 

Party's PO ofthe restrictions, and the POs shall submit the matter to the SC (or the MAs if no SC 

is established) for resolution. 

6.9. Each Party's PO shall promptly advise the other Party's PO of any cost growth, schedule 

changes, delay, or performance problems under any Contract for which its Contracting Agency is 

responsible. 

6.10. No requirement shall be imposed by either Party for work sharing or other industrial or 

commercial compensation in connection with this RDT &E Agreement or its P As that is not in 

accordance with this RDT &E Agreement or its P As. 

18 

ARTICLE VII 

EQUIPMENT AND MATERIAL 

7 .1. Each Party may provide Equipment and Material identified as being necessary for 

executing a specific PA to the other Party. Such Equipment and Material shall remain the property 

ofthe providing Party. A list of all Equipment and Material provided by one Party to another 

Party shall be developed and maintained by the POs and approved by the SC (if an SC is 

established). In addition, and following the format ofAnnex B (Model Equipment and Material 

Transfer Agreement) to this RDT&E Agreement, Equipment and Material may be transferred from 

one Party to the other Party for test and evaluation purposes. Under an E&MTA, the receiving 

Party shall provide the providing Party a final report, as reflected in Annex B (Model Equipment 

and Material Transfer Agreement) to this RDT&E Agreement. 

7.2. The receiving Party shall maintain any such Equipment and Material in good order, repair, 

and operable condition. Unless the providing Party has authorized the Equipment and Material to 

be expended or otherwise consumed without reimbursement to the providing Party, the receiving 

Party shall return the Equipment and Material to the providing Party in as good condition as 

received, normal wear and tear excepted, or return the Equipment and Material and pay the cost to 

restore it. Ifthe Equipment and Material is damaged beyond economical repair, the receiving 

Party shall return the Equipment and Material to the providing Party (unless otherwise specified in 

writing by the providing Party) and pay its replacement value, which shall be computed pursuant 

to the providing Party's national laws and regulations. Ifthe Equipment and Material is lost while 

in the custody ofthe receiving Party, the receiving Party shall issue a certificate of loss to the 

providing Party and pay the replacement value as computed pursuant to the providing Party's 

national laws and regulations. If known at the time of entry into force, the replacement value of 

the Equipment and Material shall be specified in the PA or E&MTA. 

7.3. The providing Party shall deliver Equipment and Material to the receiving Party at a 

mutually agreed location. Possession of the Equipment and Material shall pass from the providing 

Party to the receiving Party at the time of receipt ofthe Equipment and Material. Any further 

transportation is the responsibility ofthe receiving Party unless otherwise specified in the 

applicable PA or E&MTA. 

7.4. All Equipment and Material that is transferred shall be used by the receiving Party only for 

the purposes of carrying out a PA or E&TMA, unless otherwise agreed to in writing by the 

providing Party. In addition, in accordance with Article XII (Third Party Sales and Transfers) of 

this RDT&E Agreement, Equipment and Material shall not be re-transferred or sold to a Third 

Party without the prior written consent ofthe providing Party. 

7.5. Equipment and Material transferred to one Party under a PA or E&MTA shall be returned 

to the providing Party prior to the termination or expiration ofthat PA or E&MTA. 

19 
7.6. Any Equipment and Material that is jointly acquired on behalf of both Parties for use under 

a PA shall be disposed of during the PA or when the PA ceases, as determined by the SC or, if no 

SC is established, the MAs. 

7.7. Disposal ofjointly acquired Equipment and Material_ may include a transfer of the interest 

of one Party in such Equipment and Material to the other Party, or the sale of such Equipment and 

Material to a Third Party in accordance with Article XII (Third Party Sales and Transfers) of this 

RDT &E Agreement. The Parties shall share the consideration from jointly acquired Equipment 

and Material transferred or sold to a Third Party in the same ratio as costs are shared under the 

applicable PA. 

20 

ARTICLE VIII 


DISCLOSURE AND USE OF INFORMATION 


8.1. General 

8.1.1. 	 Both Parties recognize that successful collaboration depends on full and prompt 

exchange of Information necessary for carrying out each PA, E&MT A, or any 

other RDT&E Agreement Activity. The Parties intend to acquire sufficient 

Information and rights to use such Information to enable collaboration on basic, 

exploratory, and advanced technologies, the maturation of which may lead to the 

development oftechnologically superior systems. The nature and amount of 

Information to be acquired shall be consistent with the objectives stated in the 

articles concerning the objectives and scope ofwork in the applicable PA or 

E&MTA. 

8.1.2. 	 The following export control provisions shall apply to the transfer of Information 

furnished or generated under this RDT &E Agreement: 

8.1.2.1. 	 Transfer oflnformation shall be consistent with the furnishing Party's 

applicable export control laws and regulations. 

8.1.2.2. 	 Unless otherwise restricted by duly authorized officials ofthe 

furnishing Party at the time oftransfer to the other Party, all exportcontrolled Information furnished by one Party to the other Party may 

be retransferred to the other Party's Contractors, subcontractors, 

Prospective Contractors, and prospective subcontractors, subject to 

the requirements of paragraphs 6.6. and 6. 7. of Article VI 

(Contracting Provisions) ofthis RDT&E Agreement. 

8.1.2.3. 	 Export-controlled Information may be furnished by Contractors, 

subcontractors, Prospective Contractors, and prospective 

subcontractors of one Party's nation to the Contractors, 

subcontractors, Prospective Contractors, and prospective 

subcontractors ofthe other Party's nation pursuant to a PA or 

E&MTA under this ROT &E Agreement, subject to the conditions 

established in licenses or other approvals issued by the Government 

ofthe former Party in accordance with its applicable export control 

laws and regulations. 

8.1.2.4. 	 If a Party finds it necessary to exercise a restriction on the retransfer 

of export-controlled Information as set out in subparagraph 8.1.2.2. of 

this Article, it shall promptly inform the other Party. If a restriction is 

then exercised and the affected Party objects, that Party's SC 

21 

representative (or PO, if no SC is established under a PA, or point of 

contact in the case of an E&MT A), shall promptly notify the other 

Party's SC representative (or PO, if no SC is established, or point of 

contact in the case of an E&MTA), and they shall immediately 

consult in order to discuss ways to resolve such issues or mitigate any 

adverse effects. 

8.1.3. 	 Pursuant to paragraphs 3.2. and 3.3. ofArticle III (Scope of Work) ofthis 

RDT &E Agreement, the Parties may exchange Information under this RDT &E 

Agreement for the objectives of harmonizing the Parties' requirements and 

formulating, developing, and negotiating potential P As and E&MT As. The 

Party furnishing such Information shall clearly indicate to the receiving Party 

that it is furnishing such Information for such objectives. Until a PA is signed, 

or if no PA is signed, a Party may use Information received pursuant to 

paragraphs 3.2. and 3.3. of Article III (Scope of Work) only for information and 

evaluation purposes and shall not disclose or transfer such Information to a Third 

Party. The receiving Party shall not disclose Information to Contractors or any 

other persons, other than its Contractor Support Personnel, without the specific 

prior written consent ofthe furnishing Party. 

8.1.4. 	 The following provisions shall apply to E&MT As: 

8.1.4.1. 	 Under each E&MTA, the Party transferring Equipment and Material 

to the receiving Party shall provide, without charge, to the receiving 

Party such operation and maintenance Information as is necessary to 

conduct the test and evaluation ofthe Equipment and Material. The 

receiving Party may use the Information only for the operation and 

maintenance of the transferred Equipment and Material, unless 

otherwise provided in the E&MT A. 

8.1.4.2. 	 Under each E&MTA, the Party receiving the transferred Equipment 

and Material from the other Party shall provide, without charge, a test 

report concerning the test and evaluation ofthe Equipment and 

Material to the other Party, which may use, or have used, the test 

report, for Defense Purposes. The Party receiving the transferred 

Equipment and Material may use, or have used, the test report and 

other Information generated in the test and evaluation ofthe 

Equipment and Material for Defense Purposes. 

8.1.4.3. 	 Export-controlled Information furnished by one Party to the other 

Party shall be marked with the appropriate export control markings of 

the furnishing Party. 

8.2. Government Project Foreground Information 

22 

8.2.1. 	 Disclosure: All Project Foreground Information generated by a Party's military 

or civilian employees (hereinafter referred to as "Government Project 

Foreground Information") shall be disclosed promptly and without charge to the 

Parties. 

8.2.2. 	 Use: Each Party may use or have used all Government Project Foreground 

Information without charge for Defense Purposes. The Party generating 

Government Project Foreground Information shall also retain all its rights of use 

thereto. Any sale or other transfer to a Third Party shall be subject to the 

conditions of Article XII (Third Party Sales and Transfers) of this RDT &E 

Agreement. 

8.3. Government Project Background Information 

8.3.1. 	 Disclosure: Each Party, upon request, shall disclose promptly and without 

charge to the other Party any relevant Project Background Information generated 

by its military or civilian employees (hereinafter referred to as "Government 

Project Background Information"), provided that: 

8.3 .1.1. Such Government Project Background Information is necessary to or 

useful in a specific Project, with the Party in possession of the 

Information determining, after consulting with the requesting Party, 

whether it is "necessary to" or "useful in" the Project; 

8.3.1.2. 	 Such Government Project Background Information may be made 

available only if the rights of holders oflntellectual Property rights 

are not infringed; 

8.3.1.3. 	 Disclosure of such Government Project Background Information is 

consistent with national disclosure policies and regulations of the 

furnishing Party; and 

8.3 .1.4. 	 Any disclosure or transfer of such Government Project Background 

Information to Contractors is consistent with the furnishing Party's 

export control laws and regulations. 

8.3.2. 	 Use: Government Project Background Information furnished by one Party to the 

requesting Party may be used without charge by or for the requesting Party for 

Project purposes. However, subject to Intellectual Property rights held by 

entities other than the Parties, such Government Project Background Information 

may be used for Project Purposes by the requesting Party, without charge, when 

such Information is necessary for the use of Project Foreground Information. 

The furnishing Party, in consultation with the other Party, shall determine 

whether the Government Project Background Information is necessary for the 

23 

use of Project Foreground Information. The furnishing Party shall retain all its 

rights with respect to such Government Project Background Information. 

8.4. Contractor Project Foreground Information 

8.4.1. 	 Disclosure: Project Foreground Information generated and delivered by 

Contractors (hereinafter referred to as "Contractor Project Foreground 

Information") shall be disclosed promptly and without charge to both Parties. 

8.4.2. 	 Use: Each Party may use or have used without charge for Defense Purposes all 

Contractor Project Foreground Information generated and delivered by 

Contractors of the Parties. The Party whose Contractors generate and deliver 

Contractor Project Foreground Information shall retain all its rights of use 

thereto in accordance with the applicable Contracts. Any sale or other transfer to 

a Third Party of Contractor Project Foreground Information shall be subject to 

the conditions ofArticle XII (Third Party Sales and Transfers) ofthis RDT&E 

Agreement. 

8.5. Contractor Project Background Information 

8.5.1. 	 Disclosure: A Contracting Party shall make available to the other Party promptly 

and without charge all Project Background Information generated by Contractors 

that is delivered under Contracts awarded in accordance with a specific PA 

(hereinafter referred to as "Contractor Project Background Information"). Any 

other Project Background Information that is generated by Contractors and that 

is in the possession of one Party shall be made available promptly and without 

charge to the other Party, upon its request, provided the following conditions are 

met: 

8.5.1.1. 	 Such Contractor Project Background Information is necessary to or 

useful in a specific Project, with the Party in possession ofthe 

Information determining, after consultation with the requesting Party, 

whether it is "necessary to" or "useful in" the Project; 

8.5 .1.2. 	 Such Contractor Project Background Information may be made 

available only ifthe rights of holders of Intellectual Property rights 

are not infringed; 

8.5.1.3. 	 Disclosure of such Contractor Project Background Information is 

consistent with national disclosure policies and regulations ofthe 

furnishing Party; and 

8.5.1.4. 	 Any disclosure or transfer of such Contractor Project Background 

Information to Contractors is consistent with the furnishing Party's 

export control laws and regulations. 

24 

8.5.2. 	 Use: All Contractor Project Background Information delivered by Contractors 

under Contracts awarded in accordance with this RDT &E Agreement may be 

used by or for the receiving Party, without charge, for Project purposes, subject 

to any restrictions by holders of Intellectual Property rights other than the 

Parties. Any other Contractor Project Background Information furnished by one 

Party's Contractors and disclosed to a requesting Party may be used without 

charge by the requesting Party for Project purposes, subject to any restrictions by 

holders of Intellectual Property rights other than the Parties; also, when 

necessary for the use of Project Foreground Information, such other Contractor 

Project Background Information may be used by the requesting Party for Project 

purposes, subject to such fair and reasonable terms as may be necessary to be 

arranged with the Contractor. The furnishing Party, in consultation with the 

requesting Party, shall determine whether such other Contractor Project 

Background Information is necessary for the use of Project Foreground 

Information. The furnishing Party shall retain all its rights with respect to 

Contractor Project Background Information. 

8.6. Alternative Uses of Project Information 

8.6.1. 	 Any Project Background Information provided by one Party shall be used by the 

other Party only for the purposes set forth in this RDT &E Agreement, unless 

otherwise agreed to in writing by the providing Party. 

8.6.2. 	 The prior written consent of each Party shall be required for the use of Project 

Foreground Information for purposes other than those provided for in this 

RDT &E Agreement. 

8.7. Proprietary Information 

8.7.1. 	 All Information that is subject to disclosure and use restrictions with respect to 

Intellectual Property rights shall be identified and marked, and it shall be handled 

as Controlled Unclassified Information or as Classified Information, depending 

on its security classification. 

8.7.2. 	 The provisions ofthe NATO Agreement on the Communication of Technical 

Information for Defence Purposes, done at Brussels on October 19, 1970, and the 

Implementing Procedures for the NA TO Agreement on the Communication of 

Technical Information for Defence Purposes, approved by the North Atlantic 

Council on January 1, 1971 (or any successor agreement and procedures), shall 

apply to Information subject to Intellectual Property rights. 

8.8. Inventions and Patents 

25 

8.8.1. 


8.8.2. 

8.8.3. 

8.8.4. 

8.8.5. 

8.8.6. 

Each Party shall include in all its Contracts for a Project a provision governing 

the disposition of rights in regard to Project Inventions and Patent rights relating 

thereto that either: 

8.8.1.1. Provides that the Party shall hold title to all such Project Inventions 

together with the right to make Patent applications for the same, free 

of encumbrance from the Contractor concerned; or 

8.8.1.2. Provides that the Contractor shall hold title (or may elect to retain 

title) for such Project Inventions together with the right to make 

Patent applications for the same, while securing for the Parties a 

license for the Project Inventions, and any Patents thereto, on terms in 

compliance with the conditions of subparagraph 8.8.2. ofthis Article. 

In the event that a Contractor owns title (or elects to retain title) to any Project 

Invention, the Contracting Party shall secure for the other Party non-exclusive, 

irrevocable, royalty-free licenses under all Patents secured for that invention, to 

practice or have practiced the patented Project Invention throughout the world 

for Defense Purposes. 

The conditions of subparagraphs 8.8.4. through 8.8.7. ofthis Article shall apply 

in regard to Patent rights for all Project Inventions made by the Parties' military 

or civilian employees, including those within Government-owned facilities, and 

for all Project Inventions made by Contractors for which the Contracting Party 

holds title or is entitled to acquire title. 

When a Party has secured or can secure the right to file a Patent application with 

regard to a Project Invention, then that Party shall consult with the other Party 

regarding the filing of such Patent application. The Party that has or receives 

title to such Project Invention shall, in other countries, file, cause to be filed, or 

provide the other Party with the opportunity to file on behalf of the Party holding 

title, Patent applications covering that Project Invention. A Party shall 

immediately notify the other Party that a Patent application has been filed. If a 

Party, having filed or caused to be filed a Patent application, abandons 

prosecution ofthe application or ceases maintaining the Patent granted or issued 

on the application, that Party shall notify the other Party ofthat decision and 

permit the other Party to continue the prosecution or maintain the Patent as the 

case may be. 

Each Party shall be furnished with copies of Patent applications filed and Patents 

granted with regard to Project Inventions. 

Each Party shall grant to the other Party a non-exclusive, irrevocable, royaltyfree license under its Patents for Project Inventions, to practice or have practiced 

the Project Invention throughout the world for Defense Purposes. 

26 

8.8.7. 	 Patent applications to be filed, or assertions of other Intellectual Property rights, 

under this RDT &E Agreement that contain Classified Information shall be 

protected and safeguarded in a manner no less stringent than the requirements 

contained in the NATO Agreement for the Mutual Safeguarding of Secrecy of 

Inventions Relating to Defense and for Which Applications for Patents Have 

Been Made, done in Paris on September 21, 1960, and its Implementing 

Procedures (or any successor agreement and procedures). 

8.9. Each Party shall notify the other Party of any Intellectual Property infringement claims 

brought against that Party arising in the course of work performed under a Project on behalf of the 

other Party. Insofar as possible, the other applicable Party shall provide Information available to it 

that may assist in defending such claims. Each Party shall be responsible for handling such 

Intellectual Property infringement claims brought against it, and shall consult with the other Party 

during the handling, and prior to any settlement, of such claims. The Parties shall share the costs 

of resolving such Intellectual Property infringement claims in proportion to their financial 

contributions for that work specified in the Article concerning financial provisions in the 

applicable PA under this RDT &E Agreement. 

8.10. The Parties shall, as permitted by their national laws, regulations, and practices, give their 

authorization and consent for all use and manufacture in the course of work performed under a 

Project of any Project Invention covered by Patent, or as determined to be necessary for work 

under the Project, authorization and consent for non-commercial copyright, granted or otherwise 

provided by their respective countries. 

27 

ARTICLE IX 


CONTROLLED UNCLASSIFIED INFORMATION 


9 .1. Except as otherwise provided in this RDT&E Agreement or as authorized in writing by the 

originating Party, Controlled Unclassified Information provided or generated pursuant to this 

RDT&E Agreement and any of its PAs or E&MTAs shall be controlled as follows: 

9.1.1. 	 Such Information shall be used only for the purposes authorized for use of 

Information as specified in Article VIII (Disclosure and Use of Information) of 

this RDT&E Agreement. 

9.1.2. 	 Access to such Information shall be limited to personnel whose access is 

necessary for the permitted use under subparagraph 9.1.1. of this Article, and 

shall be subject to the provisions ofArticle XII (Third Party Sales and Transfers) 

of this RDT&E Agreement. 

9.1.3. 	 Each Party shall take all lawful steps available to it, including national 

classification, to keep such Information free from further disclosure (including 

requests under any legislative provisions), except as provided in subparagraph 

9 .1.2. ofthis Article, unless the originating Party consents to such disclosure. In 

the event of unauthorized disclosure, or if it becomes probable that the 

Information may have to be further disclosed under any legislative provision, 

immediate notification shall be given to the originating Party. 

9.2. To assist in providing the appropriate controls, the originating Party shall ensure that 

Controlled Unclassified Information is appropriately marked to ensure its "in confidence" nature. 

The Parties' export-controlled Information shall be marked in accordance with the applicable 

Party's export control markings as documented in the Project Security Instruction (PSI) or, if no 

PSI is required, other appropriate Project documentation, such as a Project Plan, for the applicable 

PA. The Parties shall also decide, in advance and in writing, on the markings to be placed on any 

other types of Controlled Unclassified Information and describe such markings in the PSI or, if no 

PSI is required, other appropriate Project documentation, such as a Project Plan, for the applicable 

PA. 

9.3. Controlled Unclassified Information provided or generated pursuant to this RDT&E 

Agreement and any of its PAs and E&MTAs shall be handled in a manner that ensures control as 

provided for in paragraph 9.1. ofthis Article. 

9.4. Prior to authorizing the release of Controlled Unclassified Information to Contractors, the 

Parties shall ensure that the Contractors are legally bound to control such Information in 

accordance with the conditions of this Article. 

28 

ARTICLEX 


VISITS TO ESTABLISHMENTS 


10.1. Each Party shall permit visits to its Government establishments, agencies, and laboratories, 

and Contractor industrial facilities by employees of the other Party or by employees of the other 

Party's Contractors, provided that the visit is authorized by both Parties and the employees have 

any necessary and appropriate security clearances and a need-to-know. 

10.2. All visiting personnel shall be required to comply with security regulations of the hosting 

Party. Any Information disclosed or made available to visitors shall be treated as if supplied to the 

Party sponsoring the visiting personnel, and shall be subject to the provisions of this RDT &E 

Agreement. 

10.3. Requests for visits by personnel of one Party to a facility of the other Party shall be 

coordinated through official channels, and shall conform to the established visit procedures of the 

hosting Party. Requests for visits shall bear the name of this RDT&E Agreement and applicable 

Project or other RDT &E Agreement Activity. 

10.4. Lists of personnel of each Party required to visit, on a continuing basis, facilities ofthe 

other Party shall be submitted through official channels in accordance with recurring international 

visit procedures. 

29 

ARTICLE XI 

SECURITY 

11.1. All Classified Information provided or generated pursuant to this RDT &E Agreement shall 

be stored, handled, transmitted, and safeguarded in accordance with the Agreement Between the 

Government of the Republic of Estonia and the Government of the United States of America 

Concerning Security Measures for the Protection of Classified Military Information, signed in 

Tallinn on February 23, 2000. 

11.2. Classified Information shall be transferred only through official government-to-government 

channels. Such Classified Information shall bear the level of classification and denote the country 

of origin, the conditions of release, and the fact that the Information relates to this RDT &E 

Agreement and the applicable PA or E&MTA or any other RDT&E Agreement Activity. 

11.3. Each Party shall ensure that access to Classified Information is limited to those persons 

who possess requisite security clearances and have a specific need for access to Classified 

Information in order to participate in this RDT &E Agreement and its P As or E&MT As or any 

other RDT &E Agreement Activities. 

11.4. Each Party shall take all lawful steps available to it to ensure that Classified Information 

provided or generated pursuant to this Agreement and its P As and E&MT As or any other RDT &E 

Agreement Activity is protected from further disclosure, except as permitted by this Article, unless 

the other Party consents to such disclosure. Accordingly, each Party shall ensure that the recipient: 

11.4.1. 	 Shall not release the Classified Information to any government, national, 

organization, or other entity of a Third Party except as permitted under the 

procedures set forth in Article XII (Third Party Sales and Transfers) of this 

RDT &E Agreement. 

11.4.2. 	 Shall not use the Classified Information for other than the purposes provided for 

in this RDT &E Agreement and any of its P As or E&MTAs or any other RDT &E 

Agreement Activity. 

11.4.3. 	 Shall comply with any distribution and access restrictions on Classified 

Information that are provided under this RDT &E Agreement and its PAs or 

E&MTAs or any other RDT&E Agreement Activity. 

11.5. The Parties shall investigate all cases in which it is known or when there are grounds for 

suspecting that Classified Information provided or generated pursuant to this RDT &E Agreement 

and its P As or E&MT As or any other RDT &E Agreement Activity has been lost or disclosed to 

unauthorized persons. Each Party also shall promptly and fully inform the other Party ofthe 

details of any such occurrence, and ofthe final results ofthe investigation and ofthe corrective 

action taken to preclude recurrence. 

30 

11.6. For Projects that require the exchange of Classified Information, the POs shall prepare a 

PSI and a Classification Guide (CG) for the Project under a PA. The PSI and the CG shall 

describe the methods by which Project Information shall be classified, marked, used, transmitted, 

and safeguarded, and shall require that markings for all export-controlled Information shall include 

the applicable export control markings identified in the PSI in accordance with paragraph 9.2. of 

Article IX (Controlled Unclassified Information) ofthis RDT&E Agreement. The PSI and CG 

shall be developed by the POs within three months after the applicable PA enters into force. They 

shall be reviewed and forwarded to the Parties' DSAs for approval and shall be applicable to all 

Government and Contractor personnel participating in the Project. The CG shall be subject to 

regular review and revision with the aim of downgrading the classification whenever this is 

appropriate. The PSI and CG shall be approved by the appropriate DSA prior to the transfer of any 

Classified Information or Controlled Unclassified Information. 

11.7. The DSA ofthe Party that awards a classified Contract is responsible for administering 

within its territory security measures for the protection ofthe Classified Information, in accordance 

with its laws and regulations. Prior to the release to a Contractor, Prospective Contractor, or 

subcontractor of any Classified Information received under this RDT &E Agreement and its PAs or 

E&MTAs, the DSAs shall ensure the following: 

11.7.1. 	 The Contractor, Prospective Contractor, or subcontractor (and their facilities) 

have the requisite security clearance(s) issued by the competent national 

authority, as appropriate, and the capability to protect the Classified Information 

adequately. 

11.7.2. 	 All personnel with duties that require access to Classified Information have a 

Personnel Security Clearance of the relevant classification level issued by the 

competent national authority, if appropriate. 

11.7.3. 	 All persons having access to the Classified Information are informed oftheir 

obligations to protect the Classified Information in accordance with national 

security laws and regulations, the conditions of this RDT &E Agreement, and 

other applicable international agreements. 

11.7.4. 	 Periodic security inspections of cleared facilities are carried out by the competent 

national authority to ensure that the Classified Information is properly protected. 

11.7.5. 	 Classified Information is limited to those persons who have a need-to-know for 

purposes ofthis RDT &E Agreement and its P As or E&MTAs. 

11.8. Contractors, Prospective Contractors, or subcontractors that are determined by DSAs to be 

under financial, administrative, policy, or management control of nationals or entities of a Third 

Party, may participate in a Contract or subcontract requiring access to Classified Information 

provided or generated pursuant to this RDT &E Agreement and its PAs or E&MTAs only when 

enforceable measures are in effect to ensure that nationals or other entities of a Third Party shall 

31 

not have access to Classified Information. If enforceable measures are not in effect to preclude 

access by nationals or other entities of a Third Party, the other Party shall be consulted for 

approval prior to permitting such access. 

11.9. For any facility wherein Classified Information is to be used, the responsible Party or 

Contractor shall approve the appointment of a person or persons to exercise effectively the 

obligations for safeguarding at such facility the Information pertaining to this RDT &E Agreement 

and its P As or E&MT As. These officials shall be responsible for limiting access to Classified 

Information involved in this RDT &E Agreement and its PAs or E&MT As to those persons who 

have been properly approved for access and have a need-to-know. 

11.10. Information provided or generated pursuant to this RDT &E Agreement and its PAs or 

E&MT As, or any other RDT &E Agreement Activities, may be classified as high as 

CONFIDENTIAL. The existence ofthis RDT&E Agreement is unclassified and the contents are 

unclassified. The classification ofthe existence of a PA or E&MT A and its contents shall be 

stated in the PA or E&MTA. 

32 

ARTICLE XII 

THIRD PARTY SALES AND TRANSFERS 

12.1. Except to the extent permitted in paragraph 12.2. of this Article, the Parties shall not sell, 

transfer title to, disclose, or transfer possession of Project Foreground Information, any item 

produced either wholly or in part from Project Foreground Information, jointly acquired or 

produced Equipment and Material, or Information generated under an E&MT A to any Third Party 

without the prior written consent of the Government of the other Party. Furthermore, neither Party 

shall permit any such sale, disclosure, or transfer, including by the owner of the item, without the 

prior written consent of the Government of the other Party. Such consent shall not be given unless 

the government of the intended recipient confirms in writing with the Parties that it shall: 

12.1.1. 	 Not retransfer, or permit the further retransfer of, any Equipment and Material or 

Information provided; and 

12.1.2. 	 Use, or permit the use of, the Equipment and Material or Information provided 

only for the purposes specified by the Parties. 

12.2. Each Party shall retain the right to sell, transfer title to, disclose, or transfer possession of 

Project Foreground Information or any item produced either wholly, or in part, from Project 

Foreground Information: 

12.2.1. 	 That is generated solely by either that Party or that Party's Contractors in the 

performance of that Party's work allocation under a PA. 

12.2.2. 	 That does not include any Project Foreground Information or Project 

Background Information of the other Party and whose generation, test, or 

evaluation has not relied on the use of Equipment and Material of the other 

Party. 

12.3. In the event questions arise whether the Project Foreground Information (or any item 

produced either wholly or in part from the Project Foreground Information) that a Party intends to 

sell, transfer title to, disclose, or transfer possession of to a Third Party is within the scope of 

paragraph 12.2. of this Article, the matter shall be brought to the immediate attention of the other 

Party's PO. The Parties shall resolve the matter prior to any sale or other transfer of such Project 

Foreground Information (or any item produced either wholly or in part from the Project 

Foreground Information) to a Third Party. 

12.4. A Party shall not sell, transfer title to, disclose, or transfer possession of Equipment and 

Material or Project Background Information provided by the other Party to any Third Party 

without the prior written consent ofthe Government of the other Party that provided such 

Equipment and Material or Information. Furthermore, a Party shall not sell, transfer title to, 

disclose, or transfer possession of any Information provided to the other Party under an E&MT A 

33 

that was not generated under that E&MTA without the prior written consent ofthe Government of 

the other Party that provided such Information. The authorization of the transfers described in this 

paragraph and, as applicable, specification ofthe method and conditions for implementing such 

transfers are provided by the relevant competent authority of the providing Party's Government 

according to its national laws and regulations. 

34 

ARTICLE XIII 

LIABILITY AND CLAIMS 

13 .1. Except as provided in paragraph 13.5. of this Article, for liability arising out of, or in 

connection with, activities undertaken in the performance of official duty in the execution of this 

RDT &E Agreement, the following conditions shall apply: 

13.1.1. Claims against a Party or its military or civilian personnel shall be dealt with in 

accordance with the terms of applicable multilateral or bilateral treaties and 

agreements of the Parties. 

13.1.2. 	 For those claims for which multilateral or bilateral treaties or agreements do not 

apply, the following conditions shall apply: 

13.1.2.1. 	 With the exception of claims for loss of or damage to Equipment and 

Material, which are addressed in Article VII (Equipment and 

Material) of this RDT&E Agreement, each Party waives all claims 

against the other Party in respect to injury to or death of its military or 

civilian personnel and for damage to or loss of its property (including 

its interest in jointly acquired Equipment and Material) caused by 

such personnel of the other Party. However, if the Parties determine 

that such injury, death, damage, or loss results from reckless acts or 

reckless omissions, willful misconduct or gross negligence of a 

Party's military or civilian personnel, the costs of any liability shall 

be borne by that Party alone. 

13.1.2.2. 	 Claims from any other persons for injury, death, damage, or loss of 

any kind caused by one of the Parties' military or civilian personnel 

shall be processed by the most appropriate Party, as determined by 

the Parties. Any costs determined to be owed the claimant shall be 

borne by the Parties in the same ratios as their financial and nonfinancial contributions specified in the PA under this RDT &E 

Agreement. However, if, after consultation, the Parties determine 

that such injury, death, damage, or loss results from reckless acts or 

reckless omissions, willful misconduct, or gross negligence of a 

Party's military or civilian personnel, the costs of any liability shall 

be borne by that Party alone. 

13.2. If a person or entity, other than the Party's military or civilian personnel, damages 

Equipment and Material jointly acquired under a PA, and the cost of making good such damage is 

not recoverable from such person or entity, such cost shall be borne by the Parties in the same 

ratios as their financial and non-financial contributions specified in the PA under this RDT &E 

Agreement. 

35 

13.3. Claims arising under any Contract awarded under this RDT&E Agreement shall be 

resolved in accordance with the conditions of the Contract. 

13.4. Employees and agents of Contractors are not considered civilian personnel of a Party for 

the purposes ofthis Article. 

13.5. For liability arising out of, or in connection with, activities undertaken in the performance 

of official duty in the execution of an E&MT A under this RDT &E Agreement, the following 

conditions shall apply: 

13.5.1. With the exception of claims for loss of or damage to Equipment and Material 

transferred under the E&MTA, which are addressed in Article VII (Equipment 

and Material) of this RDT &E Agreement, each Party waives all claims against 

the other Party for any injury to or death of its military or civilian personnel and 

for damage to or loss of its property that may arise out ofthe use ofthe 

Equipment and Material. 

13.5.2. Each Party shall not seek indemnification from the other Party for claims from 

any other person for injury, death, damage, or loss of any kind that may arise 

out ofthe use of the Equipment and Material. 

36 

ARTICLE XIV 

CUSTOMS DUTIES, TAXES, AND SIMILAR CHARGES 

14.1. Customs duties, import and export taxes, and similar charges shall be administered in 

accordance with each Party's respective laws and regulations. Insofar as existing national laws and 

regulations permit, the Parties shall endeavor to ensure that such readily identifiable customs 

duties, import and export taxes, and similar charges, as well as quantitative or other restrictions on 

imports and exports, are not imposed in connection with work carried out under each PA or 

E&MT A under this ROT &E Agreement. 

14.2. Each Party shall use its best efforts to ensure that customs duties, import and export taxes, 

and similar charges are administered in a manner favorable to the efficient and economical conduct 

ofthe work carried out under each PA or E&MTA. If any such duties, taxes, or similar charges 

are levied in connection with a Project, the Party in whose country they are levied shall bear such 

costs over and above that Party's shared costs of the Project. 

37 

ARTICLE XV 


SETTLEMENT OF DISPUTES 


15.1. Disputes between the Parties arising under or relating to this RDT &E Agreement and any 

of its P As or E&MT As or any other RDT &E Agreement Activities shall be resolved only by 

consultation between the Parties and shall not be referred to a national court, an international 

tribunal, or to any other person or entity for settlement. 

38 

ARTICLE XVI 


GENERAL PROVISIONS 

16.1. The Parties agree that the provisions of this RDT &E Agreement and P As and E&MT As 

under this RDT&E Agreement shall constitute legally binding obligations under international law. 

16.2. All activities ofthe Parties under this RDT&E Agreement and the PAs and E&MTAs 

under this RDT &E Agreement shall be carried out in accordance with their respective national 

laws and regulations, including their respective export control laws and regulations. The 

obligations of the Parties shall be subject to the availability of funds for such purposes. 

16.3. In the event of a conflict between an Article ofthis RDT &E Agreement and any Annex to 

this RDT &E Agreement, the Article shall control. 

16.4. In the event of a conflict between the terms ofthis RDT &E Agreement and any PA or 

E&MT A under this RDT &E Agreement, the ROT &E Agreement shall govern. 

39 

ARTICLE XVII 


AMENDMENT, TERMINATION, ENTRY INTO FORCE, AND DURATION 

17 .1. This RDT &E Agreement and its P As and E&MT As may be amended by the mutual written 

consent of the Parties. Annexes to the P As may be amended by the SC, or ifthere is no SC, the 

POs, except for Appendix 1 (Assignment of Cooperative Project Personnel) to Annex A (Model 

Project Agreement) to this RDT &E Agreement, which may be amended only by the Parties. 

Amendments to the Annexes of a PA by the SC (or the POs ifthere is no SC) shall be consistent 

with the Articles ofthe PA. 

17.2. This RDT &E Agreement and its P As and E&MT As may be terminated at any time by the 

written consent of the Parties. In the event both Parties consent to terminate this RDT&E 

Agreement, or decide to terminate any PA, the Parties shall consult prior to the date oftermination 

to ensure termination in the most economical and equitable manner. 

17.3. Either Party may terminate this RDT &E Agreement or any of its P As and E&MT As upon 

ninety (90) days written notification to the other Party of its intent to terminate. Such notice shall 

be the subject of immediate consultation by the ADs, in the case oftermination of the RDT &E 

Agreement, to decide upon the appropriate course of action to conclude the activities under this 

RDT &E Agreement and the subject of immediate consultation by the SC (or the MAs if no SC is 

established) to discuss how to conclude any terminated P As or E&MT As. In the event of such 

termination, the following rules apply: 

17.3 .1. The Party terminating this RDT &E Agreement or any of its P As or E&MT As 

shall continue participation, financial or otherwise, in the RDT &E Agreement or 

the P As or E&MT As affected by the notification of termination, up to the 

effective date oftermination. 

17.3 .2. Except as to Contracts awarded on behalf of both Parties, each Party shall be 

responsible for its own Project-related costs associated with termination ofthe 

Project under a PA or E&MTA. For Contracts awarded on behalf of both 

Parties, the Party responsible for terminating the Project shall pay all Contract 

modification or termination costs that would not otherwise have been incurred 

but for the decision to terminate; in no event, however, will a terminating Party's 

total financial contribution, including Contract termination costs, exceed that 

Party's total financial contribution for the PA being terminated. 

17.3.3. All Project Information and rights therein received under the provisions ofthis 

RDT &E Agreement, its P As, and E&MTAs prior to termination ofthis RDT &E 

Agreement, its P As, and E&MT As shall be retained by the Parties, subject to the 

provisions ofthis RDT &E Agreement, its P As, and E&MT As. 

40 

17.3.4. 	 Ifrequested by the other Party, the terminating Party may continue to administer 

the Project Contracts that it awarded on behalf ofthe other Party on a 

reimbursable basis. 

17.4. The respective rights and obligations of the Parties regarding Article VII (Equipment and 

Material), Article VIII (Disclosure and Use of Information), Article IX (Controlled Unclassified 

Information), Article XI (Security), Article XII (Third Party Sales and Transfers), Article XIII 

(Liability and Claims), Article XV (Settlement of Disputes), and this Article XVII (Amendment, 

Termination, Entry Into Force, and Duration) ofthis RDT&E Agreement shall continue 

notwithstanding termination or expiration ofthis RDT &E Agreement and any of its P As or 

E&MTAs. 

17.5. This RDT &E Agreement, which consists of seventeen (17) Articles and three (3) Annexes, 

shall enter into force upon signature by both Parties and shall remain in force for twenty (20) 

years. It may be extended by written agreement ofthe Parties. 

41 

IN WITNESS WHEREOF, the undersigned, being duly authorized by their respective Parties, 

have signed this RDT&E Agreement. 

mes J. Townsend Jr. 

FOR THE MINISTRY OF DEFENCE OF 

THE REPUBLIC STONIA: 

Signatur 

Eerik Marmei 

Name Name 

Deputy Assistant Secretary ofDefense for 

European and NATO Policy 

Title 

Ambassador ofthe Republic ofEstonia to 

the United States 

Title 

June 22, 2016 

Date 

June 22, 2016 

Date 

Washington, D.C. 

Location 

Washington, D.C. 

Location 

42 

ANNEX A 

MODEL PROJECT AGREEMENT 

PROJECT AGREEMENT (PA) XX-NN-nnnn* 


UNDER THE 


AGREEMENT BETWEEN 


THE DEPARTMENT OF DEFENSE OF THE UNITED STATES OF AMERICA 


AND 


THE MINISTRY OF DEFENCE OF THE REPUBLIC OF ESTONIA 


FOR RESEARCH, DEVELOPMENT, TEST, AND EVALUATION PROJECTS 


CONCERNING 


(FULL DESIGNATION OF THE PROJECT) 


(Short Title: __________/ 


* The Project Agreement Numbers shall be structured as follows: 

XX-NN-nnnn where XX is a U.S. Military Department or Defense Agency 

designator such as N for Navy, A for Army, AF for Air Force, DA for 

DARPA, etc.; NN is the calendar year, and nnnn is a sequential number. 

A-1 

TABLE OF CONTENTS 


PREAMBLE 

Page 


A-3 


ARTICLE 


I DEFINITION OF TERMS AND ABBREVIATIONS A-3 


II OBJECTIVES A-3 


III SCOPE OF WORK A-3 


IV SHARING OF TASKS A-4 


v MANAGEMENT A-4 


VI FINANCIAL PROVISIONS A-6 


VII CLASSIFICATION A-8 


VIII PRINCIPAL ORGANIZATIONS INVOLVED A-8 


IX EQUIPMENT AND MATERIAL A-8 


x SPECIAL PROVISIONS A-8 


XI ENTRY INTO FORCE, DURATION, AND TERMINATION A-9 


APPENDIX 1 ASSIGNMENT OF COOPERATIVE PROJECT PERSONNEL A-10 


A-2 

------------------------

PREAMBLE 


Pursuant to the Agreement Between the Department ofDefense ofthe United States of America 

and the Ministry of Defence of the Republic of Estonia for Research, Development, Test, and 

Evaluation Projects (hereinafter referred to as the "RDT &E Agreement"), which entered into 

force on (date), the following Project Agreement (PA) is hereby entered into between the 

Department of Defense of the United States of America (U.S. DoD) and the Ministry of Defence 

of the Republic of Estonia (EE MoD), hereinafter referred to as the "Parties." 

ARTICLE I 

DEFINITION OF TERMS AND ABBREVIATIONS 

(Define only those terms used in this PA that have not been defined in the 

Agreement.) 

ARTICLE II 

OBJECTIVES 

2.1. The objectives of this _____ PA are: 

(For example: 

2.1.1. The development of _______________ 

2.1.2. The improvement of _______________ 

.) ----------------------~ 

ARTICLE III 

SCOPE OF WORK 

3 .1. The following work shall be undertaken under this PA: 

(For example: 

3.1.1. Develop-------------------­

3.1.2. Evaluate____________________ 

; and 

A-3 
------------------

----------

-----------

-----------

3.1.3. 	 Design, fabricate, and test____________ 

.) -----------------------~ 

ARTICLE IV 

SHARING OF TASKS 

4.1. The sharing oftasks shall be as follows: 

(For example: 

4.1.1. The U.S. DoD shall _________________ 

4.1.2. The EE MoD shall 

4.1.3. The U.S. DoD and EE MoD shall jointly 

4.1.3.x. Prepare final report of the Project.) 

ARTICLE V 

MANAGEMENT 

(If a PA does not require a Steering Committee, use the following format to set forth 

how the PA shall be managed.) 

Alternative 1 

5 .1. This PA shall be directed and administered on behalf ofthe Parties by one Project Officer 

(PO) from each Party. The POs are: 

U.S. DoDPO Title/Position: 


Organization: ___________ 


Address: 


EEMoDPO Title/Position: 

Organization: ___________ 

A-4 
------------

Address: 

5.2. Project Offices shall be established in (name of U.S. location) and in 

______ (name of EE location). The POs are responsible for management ofthose tasks 

listed as national obligations in Article IV (Sharing ofTasks) ofthis PA. 

5.3. The Project shall proceed according to the schedule in the project plan developed and 

approved by the POs. 

5.4 The final report ofthe Project shall be transmitted to the Management Agents (MAs) six 

months prior to the expiration date ofthis PA. 

5.5. Particular Management Procedures: 

(Mention only those additional management obligations not covered under Article 

IV (Management (Organization and Responsibility)) of the RDT&E Agreement. 

For example, if Cooperative Project Personnel (CPP) are to be provided by a Parent 

Party, the number of CPP and location(s) of assignment for those CPP should be 

noted in this Article. In this regard, if a PA will be administered by a CPO that will 

include CPP, the following paragraph should be added: 

5.5.X A Parent Party may assign (fill in number) Cooperative Project Personnel 

(CPP) to the CPO to assist in administering the PA. The Host Party shall provide 

office space and administrative support to those CPP of the other Party in 

accordance with the Host Party's customary practice. The conduct of the CPP shall 

be subject to the provisions of Appendix 1 (Assignment of Cooperative Project 

Personnel) of this PA.) 

(If a Project requires the establishment of a Steering Committee, use the following format 

to set forth how the Project shall be managed.) 

Alternative 2 

5 .1. This PA shall be directed and administered on behalf ofthe Parties by an organization 

consisting of a Steering Committee (SC) and one Project Officer (PO) from each Party. The SC 

members are: 

U.S. DoD Co-Chairman Title/Position: 

Organization: ____________ 

Address: 

A-5 

------------ EE MoD Co-Chairman 	 Title/Position: 

Organization: ____________ 

Address: 

5.2. The POs are: 

U.S.DoDPO 	 Title/Position: 


Organization: 


Address: 


EEMoDPO 	 Title/Position: 


Organization: 


Address: 


5.3. Project Offices shall be established in (name of U.S. location) and in 

______ (name of EE location). The POs are responsible for management ofthose tasks 

listed as national obligations in Article IV (Sharing of Tasks) ofthis PA. 

5.4. The Project shall proceed according to the schedule in the Project Plan developed by the POs 

and approved by the SC. 

5.5. The final report of the Project shall be transmitted to the Management Agents (MAs) six 

months prior to the expiration date ofthis PA. 

5.6. Particular Management Procedures: 

(Mention only those additional management obligations not covered under Article 

IV (Management (Organization and Responsibility)) of the RDT &E Agreement. 

For example, if Cooperative Project Personnel (CPP) are to be provided by a Parent 

A-6 

Party, the number of CPP and location(s) of assignment for those CPP should be 

noted in this Article. In this regard, if a PA will be administered by a CPO that will 

include CPP, the following paragraph should be added: 

5.6.X A Parent Party may assign (fill in number) Cooperative Project Personnel 

(CPP) to the CPO to assist in administering the PA. The Host Party shall provide 

office space and administrative support to those CPP of the other Party in 

accordance with the Host Party's customary practice. The conduct of the CPP shall 

be subject to the provisions of Appendix 1 (Assignment of Cooperative Project 

Personnel) of this PA.) 

ARTICLE VI 

FINANCIAL PROVISIONS 

6.1. The Parties estimate that the cost of performance ofthe tasks under this PA shall not exceed 

_U.S. dollars($) or_ Euros. 

6.2. Cooperative efforts ofthe Parties over and above the jointly agreed tasks set forth in Article 

III (Scope ofWork) and Article IV (Sharing of Tasks) ofthis PA shall be subject to amendment 

ofthis PA or entry into force of a new PA. 

(If a PA will involve the assignment of CPP, the PA shall include a provision that 

refers to paragraphs 5.5. - 5.7. of Article V (Financial Provisions) of the RDT&E 

Agreement, identifies which Party is sending or hosting CPP, and specifies the 

number of CPP to be assigned. In addition, the PA shall include the amount of 

financial and non-financial contributions related to CPP in one of the two 

alternatives below in this Article.) 

(If a PA will not involve one Party Contracting for the other Party or for both 

Parties, and no funds will be exchanged between the Parties, use the following 

format for the financial arrangements. Both financial and non-financial 

contributions should be included in the total U.S. DoD and EE MoD costs.) 

Alternative 1 

6.2.1. The U.S. DoD tasks shall not cost more than: ____ U.S. dollars($). 

6.2.2. The EE MoD tasks shall not cost more than: Euros. ----­

Or: 

A-7 

(If a PA will involve one Party Contracting for the other Party or both Parties, or 

the Parties will transfer or exchange funds between them, use the following format 

for the Financial Provisions.) 

Alternative 2 

(Cost of performance includes Financial and Non-financial Costs.) 

Financial Costs Non-financial Costs Total 

U.S. DoD 

EEMoD 

Total 

(Using the above table and whatever description is necessary, explain and demonstrate how 

the PA shall be funded. Identify both financial (monetary) and non-financial (Project 

Background Information, facility use, test, range time, use ofEquipment and Material, 

etc.) contributions and identify the amount of funds to be transferred between the Parties.) 

6.3. A Financial Management Procedures Document (FMPD) shall be developed by the POs and 

submitted to the SC for approval. The FMPD shall include, as a minimum, a schedule of 

contributions, procedures for handling offunds, funding levels by year, and auditing procedures 

for monetary contributions anticipated for this PA. 

ARTICLE VII 

CLASSIFICATION 

7 .1. The existence ofthe PA and its contents are unclassified. 

Only one of the two following possibilities shall be selected: 

7.1.1. 

7 .1.2. 

No Classified Information shall be exchanged under this PA; or 

The highest level of Classified Information to be exchanged under this PA is: 

Confidential. 

ARTICLE VIII 

PRINCIPAL ORGANIZATIONS INVOLVED 

8.1. The principal U.S. DoD organizations involved in the implementation ofthis PA are: [insert 

list offacilities/organizations names and locations]. 

A-8 

8.2. The principal EE MoD organizations involved in the implementation of this PA are: [insert 

list of facilities/organizations names and locations]. 

ARTICLE IX 

EQUIPMENT AND MATERIAL 

9 .1. In accordance with paragraph 7 .1. ofArticle VII (Equipment and Material) ofthe RDT&E 

Agreement, in the event that the cooperative efforts under the PA require the provision of 

Equipment and Material to either Party, the POs shall develop a list of such Equipment and 

Material in accordance with the following table: 

Providing 

Party 

Receiving 

Party 

Quantity Descripti 

on 

Part/ 

Stock# 

Consumable/ 

Non-Consumable 

Replacement 

Value 

ARTICLEX 

SPECIAL PROVISIONS 

10.1. All activities ofthe Parties under this PA shall be carried out in accordance with their 

respective national laws and regulations, including their respective export control laws and 

regulations. 

(Also identify any provisions (e.g., contracting, etc.) necessary for the implementation for 

the Project that are particular to the circumstances of the specific PA and are not 

otherwise addressed in other PA Articles.) 

ARTICLE XI 

ENTRY INTO FORCE, DURATION, AND TERMINATION 

This PA, a Project under the Agreement 

Between the Department ofDefense ofthe United States ofAmerica and the Ministry of 

Defence of the Republic of Estonia for Research, Development, Test, and Evaluation Projects, 

which entered into force (date), shall enter into force upon signature by the Parties, and shall 

remain in force for years unless terminated by either Party. It may be extended by 

written agreement ofthe Parties. 

DONE, in duplicate, in the English language. 

A-9 

FOR THE DEPARTMENT OF DEFENSE OF FOR THE MINISTRY OF DEFENCE OF 

THE UNITED STA TES OF AMERICA: THE REPUBLIC OF ESTONIA: 

Signature Signature 

Name Name 

Title Title 

Date Date 

Location Location 

A-10 

APPENDIX 1 


ASSIGNMENT OF COOPERATIVE PROJECT PERSONNEL 


1.0. Purpose and Scope. 

1.1. This Appendix to the Project Agreement (PA) establishes the provisions that shall govern 

the conduct of Cooperative Project Personnel (CPP) assigned for work in accordance with the 

RDT&E Agreement and Article V (Management) ofthis PA. CPP must be able to meet all the 

obligations assigned to them under this PA. Commencement of assignments shall be subject to 

any requirements that may be imposed by the Host Party or its Government regarding acceptance 

of CPP, such as, but not limited to, visas and visit request documentation. The SC, or in the 

event no SC is established, the POs, shall determine the length oftour for the positions at the 

time of initial assignment. 

1.2. CPP shall be assigned to the CPO or to other U.S. DoD or EE MoD facilities for Project 

work and shall report to a supervisor to be identified by the Host Party. The Host Party PO shall 

be responsible for the creation of a document describing the duties of each CPP position, which 

shall be subject to approval by the SC in the event an SC is established. CPP shall not act as 

liaison officers for their Parent Party. CPP may act from time to time on behalf of their 

respective SC* representatives (or PO as applicable), if the latter so authorizes in writing. 

* Revise terminology as appropriate if a term other than "SC" is used. 

1.3. CPP shall not be assigned to command or other positions that would require them to 

exercise responsibilities that are reserved by law or regulation to an officer or employee of the 

Host Party's Government. 

2.0. Security. 

2.1. The SC (or POs as applicable) shall establish the maximum level of security clearance 

required, if any, to permit CPP to have access to Classified Information and facilities in which 

Classified Information is used in accordance with the Project Security Instruction (PSI) and 

Classification Guide (CG). Access to Classified Information and facilities in which Classified 

Information is used shall be consistent with, and limited by, Article II (Objectives) and Article 

III (Scope of Work) ofthis PA, and shall be kept to the minimum required to accomplish the 

work assignments. 

2.2. The Parent Party shall file visit requests through prescribed channels in compliance 

with the Host Party's procedures. As part ofthe visit request procedures, each Party shall 

provide security assurances, through the Estonian Embassy in Washington, D.C. in the case of 

EE MoD personnel, and through the U.S. Embassy in Tallinn in the case of U.S. DoD personnel, 

and specify the security clearances for the CPP being assigned. 

A-11 

2.3. The Host Party and the Parent Party shall use their best efforts to ensure that CPP 

assigned to the Host Party's facilities are aware of, and required to comply with, applicable laws 

and regulations as well as the requirements of Article IX (Controlled Unclassified Information), 

Article X (Visits to Establishments), Article XI (Security), and paragraph 17 .1. of Article XVII 

(Amendment, Termination, Entry Into Force, and Duration) ofthe RDT&E Agreement, and the 

corresponding provisions of this PA, the PSI, and the CG. Prior to commencing assigned duties, 

CPP shall, ifrequired by the Host Party Government's laws, regulations, policies, or procedures, 

sign a certification concerning the conditions and obligations of CPP. 

2.4. CPP shall at all times be required to comply with the security and export-control laws, 

regulations, and procedures ofthe Host Party's Government. Any violation of security 

procedures by CPP during their assignment shall be reported to the Parent Party for appropriate 

action. CPP committing significant violations of security or export laws, regulations, or 

procedures during their assignments shall be withdrawn from the Project with a view toward 

appropriate administrative or disciplinary action by their Parent Party. 

2.5. All Classified Information made available to CPP shall be considered as Classified 

Information furnished to the Parent Party, and shall be subject to all ofthe provisions and 

safeguards provided for in Article XI (Security) of the RDT&E Agreement. 

2.6. CPP shall not have personal custody of Classified Information or Controlled Unclassified 

Information, unless approved by the Host Party and as authorized by the Parent Party. They 

shall be granted access to such Information in accordance with Article IX (Controlled 

Unclassified Information) and Article XI (Security) ofthe RDT&E Agreement during normal 

duty hours when access is necessary to perform Project work. 

2.7. CPP assigned to a Host Party's facility to conduct Project work shall not serve as a 

conduit between the Host Party and Parent Party for requests and/or transmission of Classified 

Information and material or Controlled Unclassified Information outside the scope oftheir 

assignment, unless specifically authorized by the Parent Party. 

3.0. Administrative Matters. 

3 .1. The tax treatment of income received by CPP from the Parent Party shall be determined 

by reference to the tax legislation ofthe Government ofthe Host Party and the Government of 

the Parent Party, subject to the terms of any double taxation agreement in force between the 

Government of the Host Party and the Government ofthe Parent Party, or by the terms ofthe 

NATO Status of Forces Agreement of June 19, 1951. 

3.2. Upon or shortly after arrival, CPP shall be informed by the Host Party's representatives 

about applicable laws, orders, regulations, and customs and the need to comply with them. CPP 

shall also be provided briefings arranged by the Host Party's representatives regarding applicable 

entitlements, privileges, and obligations such as: 

A-12 

3 .2.1. 	 Any medical or dental care that may be provided to CPP and their dependents at 

local medical facilities, subject to the requirements of applicable laws and 

regulations, including reimbursement when required. 

3.2.2. 	 Purchasing and patronage privileges at military commissaries, exchanges, 

theaters, and clubs for CPP and their dependents, subject to the requirements of 

applicable laws and regulations. 

3 .2.3 	 Responsibility of CPP and their accompanying dependents to obtain motor 

vehicle liability insurance coverage in accordance with the laws and regulations 

applicable in the area where they are residing. In case of claims involving the 

use of private motor vehicles by CPP, the recourse shall be against such 

msurance. 

3.3. The POs, through the CPO or other Host Party facilities, shall, in consultation with the 

CPP, establish standard operating procedures for CPP in the following areas: 

3.3.1. 	 Working hours, including holiday schedules. 

3.3.2. 	 Leave authorization, consistent to the extent possible with the military and 

civilian personnel regulations and practices of the Host Party and Parent Party. 

3.3.3. 	 Dress regulations, consistent to the extent possible with the military and civilian 

personnel regulations and practices ofthe Host Party and Parent Party. 

3.3.4. 	 Performance evaluations, recognizing that such evaluations shall be rendered in 

accordance with the Parent Party's military or civilian personnel regulations and 

practices. 

3.4. CPP committing an offense under the laws of the Government of the Host Party or 

Parent Party may be withdrawn from the Project with a view toward further administrative or 

disciplinary action by the Parent Party. Disciplinary action, however, shall not be taken by the 

Host Party against CPP, nor shall CPP exercise disciplinary powers over the Host Party's 

personnel. In accordance with the laws and regulations ofthe Host Party's Government, the 

Host Party shall assist the Parent Party in carrying out investigations of offenses involving CPP. 

3.5. During their assignment, CPP shall not be placed in the following duty status or 

environments unless mutually decided by the Host Party and Parent Party: 

3.5.1. Areas of political sensitivity where their presence may jeopardize the interests 

of either the Host Party or Parent Party, or where, in the normal course oftheir 

duty, they may become involved in activities that may embarrass either Party. 

3.5.2. 	 Deployments in non-direct hostility situations, such as UN peacekeeping or 

multi-national operations, or third countries. 

A-13 

3.5.3. 	 Duty assignments in which direct hostilities are likely. Should a Host Party's 

facility become involved in hostilities unexpectedly, CPP assigned to that 

facility shall not be involved in the hostilities. Any such CPP approved by the 

Host Party and Parent Party for involvement in hostilities shall be given specific 

guidance as to the conditions under which the assignment shall be carried out by 

the appropriate authorities of the Host Party and Parent Party. 

3.6. The provisions ofthe NATO Status of Forces Agreement regarding the rights of a 

sending state's military personnel and civilian employees and their respective dependents shall 

apply to CPP. 

A-14 

APPENDIX 2 


COOPERATIVE PROJECT PERSONNEL POSITION DESCRIPTION 


1. Position Title: Cooperative Project Personnel - [INSERT TITLE OF PA] 

2. Position Location: 

3. Security Clearance Level Required for the Position: 

4. Qualifications/Skills Required for Position: [Insert appropriate data, e.g., accredited degree 

in a scientific or related subject, land staffand/or operational experience in land systems, 

military specialty similar to a program manager, and/or acquisition engineering experience] 

The CPP shall perform the following tasks and responsibilities as mutually determined by the 

Project Officers (POs) of this PA. 

5. General Categories of Information to which access shall be required: [Insert appropriate 

categories, e.g., provided oral and visual access to Information required to perform the duties 

outlined in this Position Description.] 

6. Description of Specific Duties: 

a. CPP shall be primarily responsible for [insert responsibilities, e.g., coordinating the 

administration ofthe PA activity]. CPP will require Information access to [insert specific 

Information access requirements, e.g., research, development, and engineering programs 

involving manned systems]; 

b. 	 Identify specific duties; 

c. Identify anticipated travel requirements and locations; 

d. 	 Attend technical meetings and symposiums as required in performance of assigned 

duties; 

e. 	 Identify reporting requirements (e.g., provide a monthly summary ofthe PA activity 

to which the CPP is assigned); 

f. Attend U.S. DoD and EE MoD Project reviews;. 

g. 	 Provi?e administrative support and coordination for the SC and other Project 

meetings. 

A-15 

APPENDIX 3 


CERTIFICATION OF COOPERATIVE PROJECT PERSONNEL (CPP) 


CONDITIONS AND RESPONSIBILITIES 


1. I understand and acknowledge that I have been assigned to [name and location of 

organization to which assigned[ pursuant to Project Agreement (PA) [insert number and name of 

respective PA] under the Agreement Between the Department of Defense ofthe United States of 

America and the Ministry of Defence ofthe Republic of Estonia for Research, Development, 

Test, and Evaluation Projects, which entered into force on [insert month, day, year]. In 

connection with this assignment, I further understand, acknowledge, and certify that I shall 

comply with the following provisions and responsibilities: 

2. I understand that I have been assigned to work on the specific PA identified in paragraph 1., 

above, and as described in the Position Description (PD). There will be no access to Information 

except as required to perform the duties described in the PD for the PA to which I am assigned, 

as determined by my supervisor and the Project Officer ofthe [insert the CPP 's Parent Party]. 

3. I shall perform only functions that are properly assigned to me as described in the PD for my 

assignment and will not act in any other capacity on behalf of my Parent Party. 

4. All Information to which I may have access during this assignment shall be treated as 

Information provided to my government pursuant to the terms and provisions ofthe RDT &E 

Agreement. 

5. When dealing with individuals outside of my immediate office of assignment on official 

matters, I shall inform such individuals that I am a foreign Cooperative Project Person. 

6. I have been briefed on, understand, and shall comply with all applicable security regulations 

of the Host Party and the assigned organization; and with all applicable laws and regulations of 

the Host Party's Government concerning the protection, release, transfer, or export, both during 

and a~er the termination of my assignment, of Intellectual Property Information (such as Patents, 

copyrights, know-how, and trade secrets), Classified Information, Controlled Unclassified 

In~ormation, and Information subject to export control laws and regulations, to which access 

might be granted under the RDT &E Agreement. 

A-16 

7. I shall immediately report to the PA Project Officers all unauthorized attempts to obtain from 

me Classified Information, Controlled Unclassified Information, proprietary information, or 

Information subject to export control laws and regulations to which I may have access as a result 

ofthis assignment. 

Signature 

Name 

Title 

Date 

A-17 

ANNEXB 

MODEL EQUIPMENT AND MATERIAL TRANSFER AGREEMENT 

EQUIPMENT AND MATERIAL TRANSFER AGREEMENT 

NUMBER * 

BETWEEN 

THE DEPARTMENT OF DEFENSE OF THE UNITED STATES OF AMERICA 

AND 

THE MINISTRY OF DEFENCE OF THE REPUBLIC OF ESTONIA 

FOR THE 

TRANSFER OF 

(Identify Equipment and Material to be transferred) 

*The U.S. DoD shall assign the Equipment and Material Transfer Agreement number. 

B-1 

TABLE OF CONTENTS 

Page 

PREAMBLE B-X 

ARTICLE 

I DESCRIPTION AND QUANTITY B-X 

II OBJECTIVES B-X 

III MANAGEMENT AND RESPONSIBILITIES B-X 

IV FINANCIAL PROVISIONS B-X 

v SPECIAL PROVISIONS B-X 

VI CLASSIFICATION AND MARKINGS B-X 

VII ENTRY INTO FORCE, DURATION, AND TERMINATION B-X 

B-2 

PREAMBLE 


Pursuant to the Agreement Between the Department of Defense ofthe United States of America 

and the Ministry of Defence ofthe Republic of Estonia for Research, Development, Test, and, 

Evaluation Projects (hereinafter referred to as the "ROT&E Agreement"), which entered into force 

on (date), the following Equipment and Material Transfer Agreement (E&MTA) is hereby entered 

into between the Department of Defense ofthe United States of America (U.S. DoD) and the 

Ministry of Defence ofthe Republic of Estonia (EE MoD), hereinafter referred to as the "Parties." 

ARTICLE I 

DESCRIPTION AND QUANTITY 

1.1. 	 The following Equipment and Material shall be transferred by the providing Party to the 

receiving Party: 

Providing Receiving Quan- Description Part/ Consumable/ Replacement 

Party Party tity Stock# Non- Value 

Consumable 

1.2. 	 (Choose one ofthe following alternatives, or use both ifboth situations apply.) 

Alternative A - Use when return ofEquipment and Material is planned. 


None ofthe Equipment and Material identified in paragraph 1.1. ofthis Article is intended to be 


consumed or expended during the course of the E&MTA activities described in subparagraph 2.1.2. 


of Article II (Objectives) ofthis E&MTA. 


Alternative B -Use when return ofEquipment and Material is not planned due to its consumption 

during the activity. 

The Equipment and Material described in paragraph 1.1. ofthis Article is intended to be consumed 

or expended, without reimbursement to the providing Party, during the course of the E&MT A 

activities described in subparagraph 2.1.2. of Article II (Objectives) ofthis E&MTA. 

ARTICLE II 

OBJECTIVES 

2.1. The overall objective ofthis E&MT A is to transfer the Equipment and Material described 

in paragraph 1.1. of Article I (Description and Quantity) ofthis E&MT A for test and evaluation 

purposes. The specific objectives ofthis E&MTA include: 

B-3 
2.1.1. 	 Establishment of detailed agreements between the providing Party and receiving 

Party for the transfer ofthe Equipment and Material; 

2.1.2. 	 Testing, evaluation, and analysis ofthe performance ofthe transferred Equipment 

and Material by the receiving Party; and 

2.1.3. 	 Preparation of a report by the receiving Party and providing such report to the 

providing Party describing results of the test and evaluation effort conducted by the 

receiving Party. 

ARTICLE III 

MANAGEMENT AND RESPONSIBILITIES 

3.1. Each Party shall establish a point of contact who shall be responsible for implementing this 

E&MTA. 

3.1.1. 	 For the providing Party the point of contact is: * 

3.1.2. 	 For the receiving Party the point of contact is: * 

*Insert the appropriate title/office symbols and addresses ofthe individuals assigned to 

implement the E&MTA. 

3.2. 	 Responsibilities ofthe providing Party: 

3.2.1. 	 Transfer ofthe Equipment and Material: The providing Party shall transfer the 

Equipment and Material listed in paragraph 1.1. of Article I (Description and 

Quantity) ofthis E&MTA for the receiving Party's use until the testing and the 

evaluation ofthe data from the testing is complete, or the expiration or termination 

ofthe E&MTA, whichever occurs first. 

3.2.2. 	 Equipment and Material Delivery: The providing Party shall deliver the Equipment 

and Material without charge to (specify location ofdelivery). Possession of the 

Equipment and Material shall pass from the providing Party to the receiving Party at 

the time of receipt of the Equipment and Material. Any further transportation is the 

responsibility ofthe receiving Party, which shall bear such costs in accordance with 

paragraph 4.3. of Article IV (Financial Provisions) ofthis E&MTA. 

3.2.3. 	 Condition: The providing Party shall make its best efforts to ensure the Equipment 

and Material is furnished to the receiving Party in a serviceable condition suitable 

for its intended purpose. However, the providing Party makes no warranty or 

guarantee offitness ofthe Equipment and Material for a particular purpose or use, 

B-4 

and the providing Party makes no commitment to alter, improve, adapt, or repair the 

Equipment and Material or any part thereof. 

3.2.4. 	 Information: The providing Party shall furnish the receiving Party such operation 

and maintenance Information as is necessary to conduct the test ofthe Equipment 

and Material. 

3.3. 	 Responsibilities of the receiving Party 

3.3 .1. Inspection and Inventory: The receiving Party shall inspect and inventory the 

Equipment and Material upon receipt. The receiving Party shall also inspect and 

inventory the Equipment and Material prior to its return to the providing Party, 

unless the Equipment and Material is consumed. 

3.3.2. 	 Installation: The receiving Party shall be responsible for supplies and services 

required properly to install, align, and check out, and otherwise make the Equipment 

and Material ready for testing. 

3.3.3. 	 Training: The receiving Party shall be responsible for obtaining operation and 

maintenance training for those personnel assigned to operate and maintain the 

Equipment and Material. 

3.3.4. 	 Operation and Maintenance ofthe Equipment and Material: The receiving Party 

shall be responsible for all operation and maintenance required on the Equipment 

and Material while in its possession. 

3.3.5. 	 Changes or Alterations: The Receiving Party shall make no changes or alterations to 

the Equipment and Material except with the prior written approval ofthe providing 

Party. 

3.3.6. 	 Test Report: The receiving Party shall provide without charge a test report to the 

providing Party prior to the expiration ofthis E&MTA. 

Alternative A - Use when return ofEquipment and Material is planned. 

3.3.7. 	 Return of Equipment and Material: Upon completion ofthe testing and evaluation 

ofthe Equipment and Material or expiration or termination of this E&MTA, 

whichever occurs first, the receiving Party shall return the Equipment and Material 

to the providing Party at (specify location) or at another mutually agreed site. Ifthe 

Equipment and Material is lost, unintentionally destroyed, or damaged beyond 

economical repair while in the custody ofthe receiving Party, the receiving Party 

shall issue a certificate of loss/destruction/irreparable damage to the providing Party. 

Alternative B - Use when return ofEquipment and Material is not planned due to its 

consumption during the activity. 

B-5 

3.3.7. Consumption of Equipment and Material: It is intended that the receiving Party 

shall consume the Equipment and Material specified in paragraph 1.1. of Article I 

(Description and Quantity) of this E&MTA during the course of the E&MTA 

activities described in subparagraph 2.1.2. of Article II (Objectives) ofthis E&MTA. 

Ifthis does occur, the receiving Party shall provide written notice of its consumption 

to the providing Party. In the event consumption does not occur prior to the 

expiration or termination of this E&MTA, the receiving Party shall return the 

Equipment and Material to the providing Party at (specify location) or at another 

mutually agreed site. Ifthe Equipment and Material is lost, unintentionally 

destroyed, or damaged beyond repair prior to its intended consumption while in the 

custody ofthe receiving Party, the receiving Party shall issue a certificate of 

loss/destruction/irreparable damage to the providing Party. 

3.4 This E&MT A provides only for transfer of Equipment and Material associated with 

E&MTA activities described in subparagraphs 2.1.2. and 2.1.3. of Article II (Objectives) of 

this E&MTA. Participation in this E&MTA does not imply any commitment by either Party 

to participate in any activities beyond those described herein. Any other efforts shall be 

established through separate agreements. 

ARTICLE IV 

FINANCIAL PROVISIONS 

4.1. There are no charges for the transfer of the above Equipment and Material or for the 

provision of the test report. 

4.2. Each Party shall fully bear all costs it incurs for performing, managing, and administering its 

activities under this E&MT A. 

4.3. The receiving Party is responsible for all costs oftransportation after receipt of the 

Equipment and Material in accordance with subparagraph 3.2.2. of Article III (Management and 

Responsibilities) of this E&MTA and for applicable customs charges within its country. 

ARTICLEV 

SPECIAL PROVISIONS 

(optional-Insert any special provisions as required.) 

ARTICLE VI 

CLASSIFICATION AND MARKINGS 

B-6 
(Insert only one ofthe two following paragraphs; note that one ofthese two options must be 

selected.) 

6.1. No classified Equipment and Material or Information shall be transferred under this 

E&MTA. 

or 

6.1. The highest level of classified Equipment and Material or Classified Information to be 

transferred under this E&MTA is Confidential 

B-7 

ARTICLE VII 

ENTRY INTO FORCE, DURATION, AND TERMINATION 

7.1. This E&MTA, an E&MTA under the 

Agreement Between the Department of Defense ofthe United States of America and the Ministry 

of Defence of the Republic of Estonia for Research, Development, Test, and Evaluation Projects, 

which entered into force (date), shall enter into force upon signature by both Parties, and shall 

remain in force for years unless terminated by either Party. It may be amended or extended 

by written agreement ofthe Parties. 

7.2 Commitments and obligations regarding security and protection of property rights against 

unauthorized use, disclosure, or transfer that accrued prior to termination or expiration ofthis 

E&MT A shall continue to apply without limit oftime. 

DONE, in duplicate, in the English language. 

FOR THE DEPARTMENT OF DEFENSE FOR THE MINISTRY OF DEFENCE OF 

OF THE UNITED STA TES OF AMERICA THE REPUBLIC OF ESTONIA 

Signature Signature 

Name Name 

Title Title 

Date Date 

Location Location 

B-8 

ANNEXC 


MODEL WORKING GROUP TERMS OF REFERENCE 


(Insert name of WG) WORKING GROUP (WG) 


TERMS OF REFERENCE (TOR) 


UNDER THE AGREEMENT BETWEEN 


THE DEPARTMENT OF DEFENSE OF THE UNITED STATES OF AMERICA 


AND 


THE MINISTRY OF DEFENCE OF THE REPUBLIC OF ESTONIA 


FOR 


RESEARCH, DEVELOPMENT, TEST, AND EVALUATION PROJECTS 


(DATE) 


C-1 

1. Authority. (Mandatory) The Agreement Between the Department of Defense ofthe United 

States of America and the Ministry of Defence of the Republic of Estonia for Research, 

Development, Test, and Evaluation Projects (hereinafter referred to as the "RDT&E Agreement") 

fosters collaboration in research, development, test, and evaluation potentially leading to new or 

improved military capability. The RDT&E Agreement provides for the establishment of Working 

Groups (WGs). This TOR establishes the (insert name ofWG) WG. 

2. 	 Definitions and Acronyms. 

Definitions. Provide any required definitions not already defined in the RDT&E 


Agreement. 


Acronyms. Spell out any acronyms used. 


3. 	 Purpose. Provide a short paragraph identifying the purpose ofthe WG. A WG will be 

established to explore, study, and report on specific research, development, test, or evaluation 

issues. The WG will be limited in scope to a single, well-defined study or project area and will 

endeavor to assess the research, development, test, or evaluation issue based on Information 

provided by both Parties in such a way as to arrive at a jointly determined position. Examples 

follow: 

The (insert name of WG) will include activities covering the following areas: 

The (insert name of WG) will evaluate ... , 

monitor..., 

identify..., 

initiate ..., 

investigate ..., 

facilitate ..., 

activity beneficial to the Parties. 

and seek technological solutions to those ... 

The establishment of (insert name of W G) will provide a forum for the exchange of Information, 

the identification of potential PAs and E&MT As for (name ofspecific weapon system, etc.), and the 

harmonization ofthe Parties' requirements prior to the development and formal staffing of a 

potential PA or E&MTA. 

The purpose ofthe (insert name of WG) is to review respective (name specific weapon system, etc.) 

programs in order to identify mutually beneficial research, development, test, or evaluation 

cooperative activities between the Parties. 

(Mandatory) Specific collaborative activities identified by the (insert name of WG) may only be 

carried out under future P As or E&MT As under the RDT &E Agreement or under other agreements 

entered into by the Parties. 

C-2 
(Mandatory) The (insert name of WG) is not intended to replace, duplicate, or inhibit activities 

under existing international agreements. 

4. Objectives. Provide details ofthe type ofwork to be accomplished under this TOR. 

Example follows: 

Information on research conducted by each Party in the area of (name specific technology) 

technology and its potential for (identifj; potential benefit) will be exchanged and the potential for a 

PA or E&MT A leading to application ofthe technology will be discussed. 

5. Management Structure. Examples follow: 

The (insert name of WG) consists of representatives from (name organizations) as principals and 

other representatives and supporting subject matter experts from (name organizations) as 

appropriate. (Provide name oforganization only. Do not name representatives.) 

Membership in the (insert name of WG) should be consistent with minimal turnover of personnel. 

The importance of consultation with other agencies and organizations ofthe Parties' Governments 

is recognized. Representatives from specific technology areas may be invited to participate in 

technical discussions, but will not become members ofthe (insert name of WG). They may, 

however, become members of a sub-group established under this WG for a specific technology area 

or Project. 

(Mandatory) Identifj; how often the WG will meet, who will host and chair. 

Example: WG meetings will be held at intervals as mutually agreed by the members, but at least 

annually. The Parties will host and chair the meetings on a rotational basis. Minutes will be 

prepared and provided to (insert name of WG) members and to the applicable Management Agents 

(MAs) for the Agreement within (specify time) following the meetings. Administrative support for 

these meetings will be the responsibility ofthe host Party. 

(Mandatory) Identifj; how decisions will be reached. 

Example: All decisions ofthe (insert name of WG) will be unanimous. 

(Mandatory) Identifj; one US. DoD and one EE MoD Project Officer (PO). Include name, mailing 

address, email address, andphone number. 

(Mandatory) In accordance with subparagraph 4.2.6. of Article IV (Management (Organization and 

Responsibility)) ofthe RDT&E Agreement, the MAs of both Parties must approve and sign this 

TOR. The Agreement Directors (ADs) may provide guidance on issues that relate to the RDT&E 

Agreement objectives. 

C-3 

6. Exchange of Information. 

(Mandatory) The (insert name of WG), along with its appropriate supporting subject matter 

experts, may exchange Information pertaining to (name area of discussion of the WG) activities in 

accordance with paragraphs 3.2. and 3.3. of Article III (Scope of Work) and subparagraph 8.1.3. of 

Article VIII (Disclosure and Use of Information) ofthe RDT &E Agreement. Information will be 

furnished without charge and shall be used for information and evaluation purposes only. 

(Mandatory ifexchanging Classified Information or Controlled Unclassified Information) 

Pursuant to paragraph 11.2 ofArticle XI (Security) ofthe RDT &E Agreement, Classified 

Information will be transferred only through official government-to-government channels. The 

provisions of Article IX (Controlled Unclassified Information) and Article XI (Security) ofthe 

RDT&E Agreement apply. No Equipment and Material may be transferred under the auspices of 

the (insert name of WG). 

(Mandatory) The (insert name of WG) (or its highest management level) will ensure that any 

Information provided in accordance with this TOR is used only by the Parties and then only for the 

purpose for which it has been provided. Information shall not be disclosed or released to any Third 

Party, Contractors or their personnel (with the exception of Contractor Support Personnel), and will 

not be used for any other purpose without the prior written consent of the furnishing Party. 

(Mandatory) The Parties will produce and maintain a list of Information exchanged under this 

TOR. This list will include name of document, date of document, identity ofthe entity that created 

the document, security classification/release restrictions, country of origin, originating point of 

contact, receiving point of contact, date provided, and any requirement to return the document to 

the originator. A current list will be submitted annually to the MAs of both Parties. 

7. General. (Mandatory) There will not be any transfer of funds between the Parties pursuant to 

this TOR. In those cases where a PA or E&MTA is determined to be required, the POs will make 

every effort to prepare the necessary documentation and secure the required approvals as 

expeditiously as possible. 

The TOR will be drafted and approved in English, with copies signed by the MAs (or their 

designated representatives) of both Parties. 

8. Legal Status. (Mandatory) This TOR constitutes an administrative procedure to coordinate 

research, development, test, and evaluation activities between the Parties. It is not the intent ofthe 

Parties that this TOR be considered legally binding under international law. This TOR does not 

create any authority to perform any work, award any contract, exchange Information, transfer funds, 

or otherwise obligate in any way either Party to make or provide any financial or non-financial 

contribution to the other Party for any purpose. Any collaborative activities identified by the (insert 

name ofWG) may only be carried out under future PAs or E&MTAs under the RDT&E Agreement 

or under other agreements entered into by the Parties. 

C-4 
9. Effective Date. (Mandatory) The TOR for the (insert name of WG) becomes effective upon 

signature of both MAs and remains in effect until (day, month year)[fil/ in before signature], unless 

terminated or extended. This TOR may be amended or extended by mutual written consent ofthe 

MAs. Either Party may terminate the (insert name of WG) upon forty-five (45) days written 

notification to the other Party. Such notice will be the subject of immediate consultation by the 

MAs to decide upon the appropriate course of action. 

U.S. DoD Management Agent EE MoD Management Agent 

Signature Signature 

Name Name 

Title Title 

Date Date 

Location Location 

C-5