TREATIES AND OTHER INTERNATIONAL ACTS SERIES 16-401

________________________________________________________________________

SCIENTIFIC AND TECHNOLOGICAL COOPERATION

Homeland/Civil Security Matters

Agreement between the 

UNITED STATES OF AMERICA

and the NETHERLANDS

Signed at Washington November 29, 2012 

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.”
NETHERLANDS

Scientific and Technological Cooperation: 

Homeland/Civil Security Matters

 Agreement signed at Washington November 29, 2012;

 Entered into force April 1, 2016.

 With annexes.
AGREEMENT 

BETWEEN 

THE GOVERNMENT OF THE UNITED STATES OF AMERICA 

AND 

THE GOVERNMENT OF THE KINGDOM OF THE NETHERLANDS 

ON 

COOPERATION IN SCIENCE AND TECHNOLOGY 

CONCERNING HOMELAND AND CIVIL SECURITY MATTERS 
THE GOVERNMENT OF THE UNITED STATES OF AMERICA 

AND THE GOVERNMENT OF THE KINGDOM OF THE NETHERLANDS 

(hereinafter referred to as "the Parties"), 

HAVING a mutual interest in research and development relating to homeland 

and civil security matters, in particular giving attention to the development of 

innovative solutions to increase people's security without limiting their 

freedom; 

DESIRING to increase the exchanges of information and personnel in areas 

pertinent to the identification of homeland and civil security threats and 

countermeasures and the development of technical standards, operational 

procedures, and supporting methodologies that govern the use of relevant 

innovative solutions, in addition to and, if appropriate, in connection with, 

relevant cooperation in the European Union context; 

STRESSING that physical and cyber-based critical infrastructure/key 

resources and other homeland/civil security capabilities, both governmental 

and private, are essential to the operation and security of the Parties' 

respective economies, societies, and governments; 

NOTING that the Parties' economies are increasingly interdependent, and 

that infrastructure protection and homeland/civil security are of paramount 

concern to the Parties' respective governments; 

BEING AWARE of research, development, testing, evaluation, development 

of technical standards and operations in both countries in chemical, biological, 

radiological, nuclear and explosive countermeasures, and in other areas that 

could enhance homeland/civil security; 

RECOGNIZING a common desire to 

- improve the understanding of threats; 

- expand the homeland/civil security technology capabilities of each 

Party; 

- minimize unnecessary duplication of work; 

-obtain more efficient and cost-effective results; and 

- adapt more flexibly to the dynamic threat environment 

through cooperative activity that is mutually beneficial and that relates to the 

application of state-of-the-art and emerging security technologies and sciencebased knowledge, making best use of the Parties' respective science, research, 

development, and testing and evaluation capacities; 

AFFIRMING a common interest in enhancing the longstanding collaborative 

efforts of the Parties' respective agencies, private sector and governmental 

organizations, and academic institutions in generating scientific and 

technological solutions to counter threats, reduce vulnerabilities, and respond 

to and recover from incidents and emergencies in those areas having the 

potential for causing significant security, economic, and/or social impacts; 

DESIRING to set forth a vehicle for the conduct of cooperative scientific and 

technological research including social and behavioral sciences and 

humanities, development, testing and evaluation in the field of homeland/civil 

security, 

HAVE AGREED as follows: 

2 
ARTICLE 1 

Definitions -

For purposes of this Agreement the following definitions shall apply: 

Business Confidential 

Information 

Classified Information 

Contract 

Contractor 

Controlled Unclassified 

Information 

Cooperative Activity 

Critical Infrastructure/ 

Key Resources 

Has the meaning given to it in Section IV of Annex I 

to this Agreement. 

Any information that requires protection and is so 

designated by the application of the appropriate 

security classification markings in accordance with the 

national laws, regulations, policies, or directives of 

either Party. It may be stored in any form or medium 

whatsoever, including, but not limited to, oral, visual, 

magnetic, electronic, or documentary form, or in the 

form of Equipment and Material or technology. 

Any mutually binding legal relationship under the laws 

of either Party that obligates a Contractor to furnish 

supplies or services in relation to a Project Arrangement. 

Any entity awarded a Contract by, or entering into a 

Contract with, a Party in relation to a Project 

Arrangement. 

Information that is not deemed to be Classified 

Information in the United States nor in the 

Netherlands, but to which access or distribution 

limitations have been applied in accordance with 

national laws, regulations, policies, or directives of 

either Party. Whether the information is provided or 

generated under this Agreement, it will be marked to 

identify its sensitive character. This definition 

includes, but is not limited to, information marked in 

the United States as "Sensitive Homeland Security 

Information," "Sensitive Security Information," "For 

Official Use Only," "Law Enforcement Sensitive 

Information," "Protected Critical . Infrastructure 

Information," "Chemical-terrorism Vulnerability 

Information," "Restricted," "Sensitive But 

Unclassified (SBU)," and may include Business 

Confidential Information. 

Any activity described in Article 7 of this Agreement 

on which the Parties agree to cooperate to achieve the 

objectives of this Agreement. Such activity will 

normally take the form of a Project. 

Governmental and/or private activities or sectors that 

are identified by each Party in its laws, executive 

orders, directives or policies as "Critical 

Infrastructure" or "Key Resources." 

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Designated Security Authority 

(DSA) 

Equipment and Material 

Intellectual Property 

Need-to-Know 

Non-Disclosure Agreement 

(NDA) 

Party 

Participant 

Project 

Project Arrangement 

Project Background 

Information 

The government authority ·responsible for the 

development of policies and procedures governing 

security of Classified or Controlled Unclassified 

Information covered by this Agreement. 

Any document, product or substance on or in which 

information may be recorded or embodied. Material 

shall encompass everything regardless of its physical 

character for makeup including documents, writing, 

hardware, equipment, machinery, apparatus, devices, 

models, photographs, recordings, reproductions, notes, 

sketches, plans, prototypes, designs, configurations, 

maps and letters, as well as all other products, 

substances or material from which information can be 

derived. 

Has the meaning given in Article 2 of the Convention 

Establishing the World Intellectual Property 

Organization, done at Stockholm July 14, 1967, as 

amended September 28, 1979, and may include other 

subject matter as agreed upon by the Parties. 

An objective condition which justifies the access of an 

individual to specific information related to the 

activities referred to in this Agreement, based on the 

individual's official duties or legal responsibilities. 

A legal agreement between a Party and one or more 

Participants that creates an obligation of the Participant 

not to disclose certain information and to restrict use of 

such information. 

Either the Government of the United States of America 

and its federal departments, agencies, and officials; or 

the Government of the Kingdom of the Netherlands 

and its departments, agencies, and officials. 

Any non-Party person or entity, including but not 

limited to a private sector organization, academic 

institution, laboratory (or subsidiary thereof), or State 

or Local governments, entities, or officials engaged in 

a Cooperative Activity, including those under Contract 

to a Party. 

A specific form of Cooperative Activity described in 

Article 7 (Projects). 

The instrument setting out the scope of any Project to 

be carried out by the Parties described in Article 7 

(Projects). 

Any information furnished to a Project regardless of 

form or type, including that of a scientific, technical, 

business, or financial nature, and including 

photographs, reports, manuals, threat data, 

experimental data, test data, designs, specifications, 

processes, techniques, inventions, software, source 

code, drawings, technical writings, sound recordings, 

pictorial representations, and other graphical 

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Project Foreground 

Information 

Receiving Party 

Sending Party 

Technology Management 

Plan 

Third Party 

Transport Security 

presentations; whether in magnetic or electronic 

media, computer memory, or any other form and 

whether or not subject to intellectual property 

protections. 

Any information created in a Project, regardless of 

form or type, including that of a scientific, technical, 

business, or financial nature, and including 

photographs, reports, manuals, threat data, 

experimental data, test data, designs, specifications, 

processes, techniques, inventions, software, source 

code, drawings, technical writings, sound recordings, 

pictorial representations, and other graphical 

presentations; whether in magnetic or electronic 

media, computer memory, or any other form and 

whether or not subject to intellectual property 

protections. 

The Party to which Classified Information or 

Controlled Unclassified Information is transferred. 

The Party that originates and/or transfers Classified 

Information or Controlled Unclassified Information to 

the Receiving Party. 

A specific component of the Project Arrangement 

jointly developed by the Parties in which they agree on 

how Project Background and Foreground Information 

will be handled, and which will discuss among other 

things, the rights of the Parties and their Contractors 

and Participants concerning Intellectual Property 

created under this Agreement, including how any 

royalties shall be shared, where such Intellectual 

Property shall be protected, and who shall be 

responsible for obtaining that protection and granting 

licenses. 

Any entity or person who is neither a Party to this 

Agreement nor a Participant in any of the Agreement's 

Cooperative Activities. 

Includes aviation, maritime, surface transport, offshore 

oil and gas and supply chain security measures that 

contribute to attaining and maintaining a more secure 

transport sector against the threat of terrorism and 

other unlawful acts. 

5 
ARTICLE2 

Objective 

The Agreement shall establish a framework to develop and facilitate bilateral 

Cooperative Activity in the field of science and technology that contributes to 

innovation and to the homeland/civil security capabilities of both Parties in: 

a) cyber security; 

b) chemical biological and nuclear/radiological security; 

c) explosives; 

d) innovative transportation screening technology; 

e) objective ranking and similarity judgement for the protection of 

critical infrastructure; 

f) crisis response, consequence management, and mitigation for highconsequence events; and 

g) other terrorism- and homeland security-related activities determined 

by the Parties. 

This will also contribute to the development of educational opportunities and 

scientific and technological capabilities of both Parties in these areas. 

Particular attention is given to the development of solutions to increase people's 

security without limiting their freedom and/or any of their other fundamental rights. 

ARTICLE3 

Means of Achieving Objectives 

1. The Parties shall seek to achieve the objectives set out in Article 2 (Objective) 

by means which may include, but are not limited to: 

a) facilitating an exchange of technologies, personnel, and information, 

both public and controlled; 

b) promoting coordinated and joint research and development Projects; 

c) collaborating to develop technologies and prototype systems that assist 

in countering present and anticipated terrorist actions in their 

respective territories, and other homeland/civil threats such as natural 

disasters and major accidents; 

d) promoting the integration of homeland/civil security technologies of 

each Party to save development costs; 

e) conducting evaluation and testing of prototype homeland/civil security 

technologies; 

f) developing an approach to identify common priorities and capability 

gaps, including areas of research for Cooperative Activity; 

g) promoting measures of effectiveness by development of appropriate 

standards and test protocols and methodologies; 

6 
h) promoting the involvement of relevant public and private sector 

organizations involved in research and development; 

i) facilitating opportunities to engage in Cooperative Activity, with 

shared responsibilities and contributions, which are commensurate 

with the Parties' or the Participants' respective resources; 

j) facilitating visits of researchers and experts in order to exchange 

information and Equipment and Material; 

k) facilitating exchange of information and Equipment and Material, 

related to Cooperative Activity, consistent with applicable laws, 

regulations, policies, and directives; and/or 

1) utilizing and applying Project Foreground Information derived from 

Cooperative Activity to benefit both Parties and the Participants. The 

right to ownership and exploitation of Project Fore ground Information 

are to be governed by the Articles of this Agreement and established in 

the Technology Management Plan of the applicable Project 

Arrangement, taking into account, among other things, the Parties' or 

Participants' respective contributions to the Project. 

2. The Parties may select or facilitate whatever available mechanisms are 

appropriate to accomplish the Cooperative Activities. Such mechanisms 

include but are not limited to grants, Project Arrangements, or other Contracts 

with public or private entities such as governmental organizations of the 

federal, state or local level, businesses (including small businesses and 

socially and economically disadvantaged small businesses), governmentfunded research and development centers and organizations, and universities. 

3. Nothing in paragraph I or 2 of this Article shall preclude the Parties from 

facilitating other forms of Cooperative Activity or means of achieving the 

objectives of such Cooperative Activity that they may agree upon, nor shall 

Cooperative Activity pursuant to this Agreement be interpreted in such a 

manner as to interfere with any other arrangements between the relevant 

actors of the Parties. 

ARTICLE4 

Executive .Agents 

1. The Under Secretary of Science and Technology of the United States 

Department of Homeland Security is the primary official within the 

Government ofthe United States of America with responsibility for executive 

oversight of Cooperative Activity, as defined in this Agreement, within the 

United States and is hereby designated as the "U.S. Executive Agent" 

responsible for the administration of this Agreement. The duties of the U.S. 

Executive Agent may be delegated to other officials within the Department of 

Homeland Security. 

2. The Minister of Security & Justice of the Netherlands is the primary official 

within the Netherlands with responsibility for executive oversight of 

Cooperative Activity within the Netherlands and is hereby designated as the 

"Netherlands Executive Agent" responsible for the administration of this 

Agreement. The duties of the Netherlands Executive Agent may be delegated 

to other officials of the Ministry of Security & Justice. 

7 
3. Where, because of changes in the administrative arrangements for either 

Party, responsibility for the oversight of this Agreement is no longer held by 

those currently designated as "U.S. Executive Agent" or "Netherlands 

Executive Agent", the relevant Party shall provide the other Party in writing 

with the details of its new Executive Agent without requiring amendment to 

this Agreement. 

ARTICLE 5 

Management 

1. The Executive Agents shall appoint an Agreement Manager who shall 

coordinate the day-to-day management of this Agreement and its Cooperative 

Activity. In addition, the Agreement Managers shall: 

a) promote Cooperative Activity under this Agreement; 

b) exercise oversight for activities carried out under this Agreement; 

c) serving as a repository for any and all documentation that is generated 

pursuant to this Agreement including Project Arrangements and any 

annexes thereto; 

d) monitor the overall use and effectiveness of this Agreement; 

. e) coordinate amendments to this Agreement to the Parties; 

f) assist in resolving issues arising under this Agreement; 

g) authorize involvement by Participants in Cooperative Activity 

pursuant to this Agreement; 

h) maintain the applicable security laws and regulations and the agreed 

upon guidelines, including but not limited to procedures related to 

exchange, storage, and transmission of Classified Information and 

Controlled Unclassified Information, and equivalent security markings 

to be applied to exchanged information in accordance with Article 11. 

2. The Agreement Managers shall review the overall implementation of the 

Agreement at such time as they consider appropriate. 

ARTICLE6 

Cooperative Activity 

1. Prior to undertaking a Project or other Cooperative Activity of comparable 

importance under this Agreement, the Parties shall mutually decide in writing 

upon the nature, scope, and duration of the Cooperative Activity. 

2. Cooperative Activities under this Agreement may include those described in 

Annex II to this Agreement. 

3. The Parties shall ensure that Projects and other Cooperative Activities of 

comparable importance are supported by Contracts where necessary or 

appropriate. 

8 
ARTICLE 7 

Projects 

1. Cooperative Activity under this Agreement shall normally be implemented in 

the form of Projects to be conducted pursuant to Project Arrangements as 

concluded by the Parties and their Participants, where appropriate, at the 

commencement of each Project. 

2. Project Arrangements shall ordinarily contain the following terms and 

conditions for each Project: 

a) its objective; 

b) its scope; 

c) its duration; 

d) deliverables or anticipated outcomes; 

e) the manner in which it will be funded; 

f) specific details of any transfer of Equipment and Material and the 

identity of personnel and/or organizations, if any, to be committed to 

the Project; 

g) description of Project Background Information to be used in the 

Project, including Business Confidential Information; 

h) whether the use of Classified Information or Controlled Unclassified 

Information will be required, and the procedures for handling such 

materials; 

i) any safety measures to be followed, including, where appropriate, 

specific procedures for dealing with hazardous or dangerous material; 

j) any specific provisions for terminating Participant involvement; 

k) the dispute resolution process; 

1) any applicable cost sharing provisions; 

m) any applicable cost ceiling; 

n) currency variation terms; 

o) any necessary technical annexes; 

p) a Technology Management Plan; 

q) provisions addressing the national law which shall apply to Contracts 

made in relation to the Project Arrangement; and 

r) any other consistent terms and conditions necessary to ensure the 

required development of the Project. 

3. The terms and conditions of this Agreement shall be incorporated in the 

Project Arrangements. In the case of any inconsistency, the terms and 

conditions of this Agreement shall prevail. 

9 
ARTICLES 

Participants 

1. Subject to the provisions of this Article, a Party normally involves Participants 

to carry out Cooperative Activity. 

2. The involvement of any Participant in the implementation of any Project or 

other Cooperative Activity of comparable importance shall require the prior 

review and written approval of both Parties. 

3. Before involving a Participant in a Project, a Party must enter into a legal 

relationship, which includes a Non-Disclosure Agreement, with that 

Participant unless an equivalent legal obligation already exists. 

4. The Party involving a Participant shall ensure that this Participant agrees to 

report to that Party's Agreement Manager. 

5. The Parties' Agreement Managers shall jointly determine the frequency and 

scope of the reporting requirement referred to in paragraph 4 of this Article. 

6. In the event that a question arises with respect to a Participant and/or its 

activities under this Agreement, the Agreement Managers shall consult to 

consider the Participant's role in Cooperative Activity. If either Party objects 

to a Participant's continued participation and requests its termination, the 

Party that involved that Participant shall give the request due consideration, 

including as to the consequences of terminating the Participant's participation. 

7. Nothing in this Agreement or any Project Arrangement precludes a Party who 

has involved a Participant from suspending that Participant's activities or 

replacing the Participant in one or more Projects. 

ARTICLE9 

Contracting 

1. Project Arrangements will be supported by Contracts where necessary or 

appropriate. The Contracts may be formed between the Parties and their 

Participants, or the Contracts may be formed amongst the Participants, where 

appropriate. 

2. Contracts made pursuant to Project Arrangements shall include terms and 

conditions equivalent to the provisions of this Agreement, the relevant Project 

Arrangements, and their associated Technology Management Plans in order to 

facilitate the use and disclosure of Project Foreground Information as 

specified in Article 12 and to obtain the rights contained in Article 13 unless 

the other Party agrees in writing that they are unnecessary in a particular case. 

Each Party shall insert into its Contracts, and require its contractors and 

subcontractors to insert in subcontracts, suitable provisions to satisfy the 

requirements of Articles 10 (Finance), 11 (Information Security), 12 

(Intellectual Property Management and Use of Information), 13 (Publication 

of Research Results), 16 (Third Party Sales and Transfers), and Annex I. 

10 
ARTICLE 10 

Finance 

1. Subject to the availability of funds and to the provisions of this Article, each 

Party shall bear its own costs of discharging its responsibilities under this 

Agreement and for associated Projects. 

2. Except as provided in paragraph 1 of this Article, this Agreement creates no 

standing financial commitments. 

3. The Parties or, where appropriate, the Participants, may agree to share costs 

for Cooperative Activity. Detailed descriptions of the financial provisions for 

Cooperative Activity, including the total cost of the activity and each Party's 

or Participant's cost share, shall be agreed in accordance with paragraph 4 of 

this Article. 

4. The Project Arrangement shall specify in advance the equitable share of the 

total costs, including, where appropriate, overhead costs and administrative 

costs, a cost ceiling, and the apportionment of potential liability to be borne by 

each Party or Participant in the Project. In determining the equitable share of 

total costs, the Parties or Participants may take into account: 

a) funds provided for work under this Agreement ("financial 

contributions"); 

b) material, personnel, use of Equipment and Material and facilities 

provided for the performance of work under this Agreement ("nonfinancial contributions") to directly support Project efforts. Prior work 

can constitute a non-financial contribution; and 

c) the ownership of Project Background Information utilized in the 

Project. 

5. The following costs shall be borne entirely by the Party or Participant 

incurring the costs and are not included in the cost target, cost ceiling, or 

overall costs: · 

a) costs associated with any unique national requirements and/or 

b) any costs not expressly stated as shared costs or any costs that are 

outside the scope of this Agreement. 

6. A Party or Participant shall promptly notify the other Party or Participant if 

available funds are not adequate to undertake activities arising as a result of 

this Agreement. If a Party or Participant notifies the other that it is terminating 

or reducing its funding for a Project, both Parties or the Participants shall 

immediately consult with a view toward continuation on a changed or reduced 

basis. If the discussion that leads to a decision that is not acceptable to both 

Parties or the Participants, the respective rights and responsibilities of the 

Parties and Participants under Articles 11 (Information Security), 12 

(Intellectual Property Management and Use of Information), 13 (Publication 

of Research Results), 16 (Third Party Sales and Transfers), and Annex I shall 

continue notwithstanding the termination or expiration of the Project. 

7. Each Party shall be responsible for any audit of its activities in support of 

Cooperative Activity, including the activities of any of its Participants. Each 

Party's audits shall be in accordance with its own national practices. Where 

funds are transferred from one Party to the other Party, the receiving Party 

shall be responsible for the internal audit regarding administration of the 

11 
sending Party's funds in accordance with national practices. Audit reports of 

such funds shall be promptly made available by the receiving Party to the 

other. 

ARTICLE 11 

Information Security 

1. All exchanges of information and Equipment and Material, including 

Classified Information or Controlled Unclassified Information, between the 

Parties and between Parties and Participants, shall be carried out in 

accordance with the applicable laws and regulations of the Parties, including 

those relating to the unauthorized transfer or re-transfer of such information 

and Equipment and Material. All Classified Information and Controlled 

Unclassified Information provided or generated pursuant to this Agreement 

and any of its Project Arrangements shall be stored, handled, transmitted, and 

safeguarded in accordance with this Agreement. 

The transfer of technical data for the purpose of discharging the Parties' 

obligations with regard to interface, integration, and safety shall normally be 

made without restriction, except as required by national laws and regulations 

relating to export control or the control of classified data. If design, 

manufacturing, and processing data, and associated software, which is 

business confidential but not export controlled, is necessary for interface, 

integration, or safety purposes, the transfer shall be made and the data and 

associated software shall be appropriately marked. 

All information, Equipment and Material subject to export controls shall not 

be transferred pursuant to this Agreement unless such transfers are compliant 

with the originating Party's export control laws, regulations, and policies. 

2. Classified Information: 

a) All . Classified Information provided or generated pursuant to this 

Agreement and any of its Project Arrangements shall be stored, 

handled, transmitted, and safeguarded in accordance with applicable 

laws, regulations and appropriate agreements between the Parties. The 

Parties shall agree on any implementing security arrangements that are 

deemed necessary for handling. Prior to the sharing of Classified 

Information, the providing Party will ensure that the information is 

properly marked and the receiving Party is aware of the pending 

transfer. 

b) The Parties shall each appoint a Designated Security Authority to 

establish implementing security arrangements and procedures 

consistent with this Agreement. 

c) Each Party shall ensure that access to Classified Information is limited 

to those persons who possess requisite security clearances and have a 

specific Need-to-Know in order to participate in Cooperative Activity 

established pursuant to this Agreement. 

d) Each Party shall ensure that it incorporates the provtswns of this 

Article into Project Arrangements. In addition, if either Party deems it 

necessary, Project Arrangements shall include: 

i) detailed provisions dealing with the prevention of unauthorized 

transfer or re-transfer of information and Equipment and 

Material; and/or 

12 
ii) detailed distribution and access restrictions on information and 

Equipment and Material. 

e) Each Party shall take all steps subject to applicable laws and 

regulations to ensure that Classified Information provided or generated 

pursuant to this Agreement is protected from further disclosure, unless 

the other Party consents to such disclosure. 

f) Classified Information shall be transferred only through official 

government-to-government channels or through channels approved by 

both Parties. Such Classified Information shall be given the equivalent 

level of classification in the country of receipt as it was given in the 

country of origin and shall be marked with a legend containing the 

country of origin, the conditions of release, and the fact that the 

information relates to this Agreement. 

g) The Parties shall investigate all cases in which it is known or where 

there are reasonable grounds for suspecting that Classified Information 

provided or generated pursuant to this Agreement has been lost or 

disclosed to unauthorized persons. Each Party shall promptly and fully 

inform the other of the details of any such occurrences, and of the final 

results of the investigation and of the corrective action taken to 

preclude recurrences. 

h) Unless both Parties agree in writing that it is unnecessary in a 

particular case, Contractors, prospective Contractors, subcontractors, 

or private sector Participants that are determined by either Party to be 

under financial, administrative, policy or management control of 

nationals or entities of any country which is not a Party to this 

Agreement may only participate in a Contract or subcontract requiring 

access to Classified Information that has been classified on grounds of 

national security if enforceable measures are in effect to ensure that 

the nationals or entities of that country do not have access to such 

Classified Information. 

i) Information or Equipment and material provided or generated pursuant 

to this Agreement may not be classified any higher than TOP 

SECRET. 

3. Controlled Unclassified Information: The nature and amount of the Controlled 

Unclassified Information to be acquired and disseminated pursuant to this 

Agreement shall be consistent with the objectives of this Agreement and the 

following guidelines and procedures: 

a) Controlled Unclassified Information shall be used by the Receiving 

Party only for the purposes directly related to Cooperative Activity 

conducted pursuant to this Agreement; 

b) access to Controlled Unclassified Information shall be limited to those 

personnel of the Receiving Party whose access is necessary for the 

permitted use under this Agreement; 

c) all steps subject to applicable laws and regulations shall be taken to 

keep Controlled Unclassified Information free from unauthorized 

disclosure; 

d) Controlled Unclassified Information provided under this Agreement is 

to be marked by the Party providing it with a legend containing the 

country of origin, the conditions of release, the fact that it relates to 

13 
this Agreement and a statement to the effect that access to the 

information is controlled; 

e) Controlled Unclassified Information provided or generated pursuant to 

this Agreement shall be stored, handled, and transmitted in a manner 

that ensures proper control. Prior to authorizing the release of 

Controlled Unclassified Information to any Participant, the authorizing 

Party shall ensure the Participant is legally required to control such 

information in accordance with the provisions of this Article; 

f) Controlled Unclassified Information will not be used in any legal, 

judicial or administrative proceeding or process, or for any other 

process, that can result in public disclosure, nor will such information 

be provided to foreign governments or international organizations. 

4. Business Confidential Information: 

a) Each Party shall safeguard and protect identified Business Confidential 

Information that is furnished or is created pursuant to this Agreement 

in accordance with Annex I to this Agreement. The receiving Party 

shall maintain security over such items, and they shall not be 

retransferred without the authority of the government that provided 

such items. 

b) The Parties shall ensure that any Participants are legally required to 

control and safeguard Business Confidential Information m 

accordance with this Agreement. 

5. Privacy: Personal data will only be exchanged if the Parties decide to do so in 

support of a Project Arrangement pursuant to this Agreement. 

ARTICLE 12 

Intellectual Property Management and Use of Information 

1. General: Both Parties recognize that successful collaboration depends on full 

and prompt exchange of information necessary for carrying out Projects. The 

nature and amount of Project Background Information to be acquired and 

disclosed shall be consistent with this Agreement and the terms of the 

Technology Management Plans contained in the individual Project 

Arrangements, whereby the Parties intend to make available sufficient Project 

Background Information and/or rights to use such information to enable the 

development of technologies, prototype equipment, and other activities 

included in a Project. 

2. Exploitation: Issues related to the management of Project Background 

Information and Project Foreground Information, including the allocation of 

any benefits (including royalties) derived from the creation and exploitation of 

Intellectual Property in Project Foreground Information in respect to Projects 

under this Agreement shall be governed by the Articles of this Agreement, 

including the provisions of Annex I, and any Technology Management Plans 

(TMP) associated with a Project. 

3. Project Background Information furnished by the Parties: 

a) Disclosure: Unless provided otherwise, each Party shall disclose to the 

other Party Project Background Information in its possession or 

control related to each Project, provided that: 

14 
(i) the Project Background Informa

in the implementation of a p

established pursuant to this 

possession or control of the 

whether it is "necessary to" or 

Projects or implementing existin

(ii) the Project Background Inform

without affecting the rights of h

or Business Confidential Inform

(iii) disclosure is consistent with 

laws, and regulations applicable 

b) Use: Unless provided otherwise, Proje

furnished by the Parties disclosed by on

used without charge by the other Party f

the furnishing Party shall retain all its 

Project Background Information. W

Background Information furnished by 

enable the use of Project Foreground 

Background Information furnished by th

receiving Party for homeland/civil secu

agreement of the Parties and in accordanc

4. Participant-Furnished Project Background Inform

a) Disclosure: Unless provided otherw

Information furnished by a Participant in

made available to the other Party and

following conditions are met: 

(i) the Project Background Informa

to the Project. The Party and/or 

having control of the informatio

is "necessary to" or "useful in" a 

(ii) the Project Background Inform

without affecting the rights 

Confidential Information or Inte

(iii) disclosure is consistent with 

laws, and regulations applicable 

b) Use: Project Background Information furn

subject to restrictions by holders of Intel

that it is not subject to restrictions preve

used for Project purposes. If a Party want

Project Background Information for p

purposes, (which other purposes shall inc

and licenses to Third Parties), then t

Participant must obtain any required per

owners of the rights to that information. 

5. Project Foreground Information: 

Project Foreground Information may be protecte

appropriate, in which case benefits derived 
application of such information shall be distributed as de

Technology Management Plan of the applicable Project Arra

into account the relative contributions of the Parties and/or Pa

Project, the cost of commercialization, and the degree of com

Parties and/or Participants to obtaining legal protection 

Property. 

Wherever appropriate, the Parties will negotiate with the Partic

rights to use and disclose Project Foreground Information. 

~ 

Each of the Parties and/or Participants may own its Intellec

Project Foreground Information in its own jurisdiction and in 

of the other Party and/or Participant and may derive be

exploitation and commercialization in those jurisdictions, wi

for their establishment in the Technology Management Plan o

Project Arrangement. 

ARTICLE 13 

Publication of Research Results 

1. The Parties agree that the provisions of paragraph A of Sectio

to this Agreement shall apply to the publication of any research 

under this Agreement. Publication and information sharin

accordance with the Parties' applicable laws and regulations i

controls. 

2. Publication Review: The Parties agree that publication of the 

one of the goals of this Agreement to stimulate further resear

or private sector. In order to protect the rights of the Partie

avoid prejudice to the holders of Intellectual Property 

Confidential Information, each Party shall transmit to the othe

any material containing such results and intended for public

disclosure, at least sixty ( 60) working days before such mater

to any editor, publisher, referee or meeting organizer, o

disclosed. In the absence of an objection by the other Party w

day period the publication or other disclosure may proceed. 

raises an objection to the public release of publications ar

Agreement, public release will not occur unless and until the

between the Parties as to the conditions for public rele

responsibility of each Party to coordinate with its Participan

whether all potential Intellectual Property or Busines

Information interests have been properly considered. 

3. Affiliation: The involvement and/or financial support of 

Cooperative Activity shall not be used in any public s

promotional nature or used for commercial purposes witho

written permission of both Parties. Such permission shall not b

withheld. 

4. Publicity and Acknowledgements: All publications relating to 

the Projects established pursuant to this Agreement sha

applicable, a notice indicating that the underlying Project rec

support from the Government of the United States of Ame

Kingdom of the Netherlands. Two copies of such publications 

the Agreement Managers by the individual or entity tha

publications. 
ARTICLE 14 

Entry of Personnel and Equipment and Material 

1. With respect to Cooperative Activity under this Agreement, each Party, in 

accordance with its applicable laws and regulations including export control 

laws, and as appropriate, shall facilitate: 

a) efficient entry into and exit from its territory of appropriate Equipment 

and Material, to especially include instrumentation, test equipment and 

Project Background and Foreground Information; 

b) efficient entry into and exit from its territory, and domestic travel and 

work of, persons participating on behalf of the Parties or Participants 

in the implementation of this Agreement; 

c) efficient access, as appropriate, to relevant geographical areas, 

information, Equipment and Material and institutions, for persons 

participating on behalf of the Parties, or Participants, in the 

implementation of this Agreement; and 

d) mutual logistic support. 

2. Insofar as applicable laws and regulations permit, each Party shall use their 

best efforts to ensure that directly applicable duties, taxes, and similar charges, 

as well as quantitative or other restrictions on imports and exports, are not 

imposed in connection with Projects carried out under this Agreement. 

ARTICLE 15 

Research Safety 

1. The Parties and Participants shall establish and implement policies and 

practices to ensure and provide for the safety of their employees, the public, 

and the environment during the conduct of Projects, subject to applicable laws 

and regulations. If any Cooperative Activity involves the use of dangerous or 

hazardous materials, the Parties and Participants shall establish and implement 

an appropriate safety plan. 

2. Without prejudice to any existing arrangements under the Parties' applicable 

laws, the Parties and Participants shall take appropriate steps to protect the 

welfare of any persons participating or involved in Projects. Such steps may 

include the provision of medical treatment and, where appropriate, financial 

relief. 

ARTICLE 16 

Third Party Sales and Transfers 

Neither Party shall: 

a) sell, transfer title to, disclose, or transfer possession of Project 

Foreground Information, or equipment incorporating Project 

Foreground Information, to a Third Party without the prior written 

consent of the other Party; or 

17 
b) permit any such sale, disclosure, or transfer by others, including by the 

owner of the item, without the prior written consent of the other Party. 

Such sales and transfers shall be consistent with Article 12. 

ARTICLE 17 

Dispute Resolution 

1. Except for disputes concerning Intellectual Property and those procedures set 

forth in Article 13 (Publication of Research Results), all questions or disputes 

between the Parties that cannot be resolved by the Agreement Managers 

arising under or relating to this Agreement shall be submitted to the Executive 

Agents. Such questions and disputes shall be resolved only by consultation 

between the Parties. 

2. Disputes between the Parties concerning Intellectual Property shall be 

resolved as provided for in paragraph D of Section II of Annex I. 

ARTICLE 18 

Status of the Annexes 

Annex I and Annex II, which regulate respectively the Intellectual Property Rights as 

referred in Article 12 and the Cooperative Activities as referred in Article 6 of this 

Agreement, form an integral part of this Agreement and, unless expressly stated 

otherwise, a reference to this Agreement includes a reference to the Annexes. 

ARTICLE 19 

Amendments 

1. This Agreement and its Annexes may be amended in writing by mutual 

consent of the Parties. 

2. Any amendments to the Agreement shall enter into force in accordance with 

the procedure laid down in paragraph 1 of Article 20. 

3. Any amendments to the Annexes shall enter into force on a date to be 

determined by the Parties. 

ARTICLE 20 

Entry into Force and Termination 

1. This Agreement shall enter into force on the first day of the second month 

after the date on which the Kingdom of the Netherlands notifies the 

Government of the United States of America that the applicable constitutional 

requirements have been fulfilled. 

2. Pending such entry into force, the terms of this Agreement shall be applied 

provisionally upon signature by both Parties. 

3. As far as the Kingdom of the Netherlands is concerned this Agreement shall 

apply to the European part of the Netherlands. 

18 
4. This Agreement shall remain in force until terminated in writing by either 

Party, with such termination taking effect six months from the date of written 

notice of termination. This Agreement may also be terminated at any time by 

the mutual written agreement of the Parties. 

5. Unless otherwise agreed, termination of this Agreement shall not affect the 

validity or duration of any Cooperative Activity not fully completed at the 

time of termination. 

6. The respective rights and responsibilities of the Parties and Participants under 

Articles 11 (Information Security), 12 (Intellectual Property Management and 

Use of Information), 13 (Publication of Research Results), 16 (Third Party 

Sales and Transfers), and Annex I shall continue notwithstanding the 

termination of this Agreement. In particular, all Classified Information 

exchanged or generated under this Agreement shall continue to be protected in 

the event of the termination of the Agreement. 

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

Governments, have signed this Agreement. 

DONEat 

in duplicate 

~ in the Eiig\ish language. ,this2qW'd~afv;-·· () 0", ... '" ~· foo12, . / 

L J l ~;c=- t' 

FO:R)THE GO~RNMENT OF THE FOR THE GOVE ENT OF THE 

UNI.tED STATES OF AMERICA: KINGD THE NETHERLANDS: 

19 
I. General Obligation 

ANNEX I 

Intellectual Property Rights 

The Parties shall ensure adequate and effective protection of intellectual property 

created or furnished under this Agreement and relevant implementing arrangements. 

Rights to such intellectual property shall be allocated as provided in this Annex. 

II. Scope 

A. This Annex is applicable to all cooperative activities undertaken pursuant to 

this Agreement, except as otherwise specifically agreed by the Parties or their 

designees. 

B. For purposes of this Agreement, "intellectual property" shall mean the subject 

matter listed in Article 2 of the Convention Establishing the World Intellectual 

Property Organization, done at Stockholm, July 14, 1967, and may include 

other subject matter as agreed by the Parties. 

C. Each Party shall ensure, through contracts or other legal means with its own 

participants, if necessary, that the other Party can obtain the rights to 

intellectual property allocated in accordance with this Annex. This Annex 

does not otherwise alter or prejudice the allocation between a Party and its 

nationals, which shall be determined by that Party's laws and practices. 

D. Except as otherwise provided in this Agreement, disputes concerning 

intellectual property arising under this Agreement shall be resolved through 

discussions between the concerned participating institutions, or, if necessary, 

the Parties or their designees. Upon mutual agreement of the Parties, a dispute 

shall be submitted to an arbitral tribunal for binding arbitration in accordance 

with the applicable rules of international law. Unless the Parties or their 

designees agree otherwise in writing, the arbitration rules of the United 

Nations Commission on International Trade Law (UNCITRAL) shall govern. 

E. Termination or expiration of this Agreement shall not affect rights or 

obligations under this Annex. 

III. Allocation of Rights 

A. Each Party shall be entitled to a non-exclusive, irrevocable, royalty-free 

license in all countries to translate, reproduce, and publicly distribute 

scientific and technical journal articles, reports, and books directly arising 

from cooperation under this Agreement. All publicly distributed copies of a 

copyrighted work prepared under this provision shall indicate the names of the 

authors of the work unless an author explicitly declines to be named. 

B. Rights to all forms of intellectual property, other than those rights described in 

paragraph III.A above, shall be allocated as follows: 

(1) Visiting researchers shall receive rights, awards, bonuses and royalties in 

accordance with the policies of the host institution. 

(2) (a) Any intellectual property created by persons employed or sponsored by 

one Party under cooperative activities other than those covered by 

paragraph III.B(l) shall be owned by that Party. Intellectual property 

created by persons employed or sponsored by both Parties shall be jointly 

owned by the Parties. In addition, each creator shall be entitled to awards, 

bonuses and royalties in accordance with the policies of the institution 

employing or sponsoring that person. 

20 
(b) Unless otherwise agreed in an implementing or other arrangement, each 

Party shall have within its territory a right to exploit or license intellectual 

property created in the course of the cooperative activities. 

(c) The rights of a Party outside its territory shall be determined by mutual 

agreement considering the relative contributions ofthe Parties and their 

participants to the cooperative activities, the degree of commitment in 

obtaining legal protection and licensing of the intellectual property and 

such other factors deemed appropriate. 

(d) Notwithstanding paragraphs III.B(2)(a) and (b) above, if either Party 

believes that a particular project is likely to lead to or has led to the 

creation of intellectual property not protected by the laws of the other 

Party, the Parties shall immediately hold discussions to determine the 

allocation of rights to the intellectual property. If an agreement cannot be 

reached within three months of the date of the initiation of the discussions, 

cooperation on the project in question shall be terminated at the request of 

either Party. Creators of intellectual property shall nonetheless be entitled 

to awards, bonuses and royalties as provided in paragraph III.B(2)(a). 

(e) For each invention made under any cooperative activity, the Party 

employing or sponsoring the inventor(s) shall disclose the invention 

promptly to the other Party together with any documentation and 

information necessary to enable the other Party to establish any rights to 

which it may be entitled. Either Party may ask the other Party in writing to 

delay publication or public disclosure of such documentation or 

information for the purpose of protecting its rights in the invention. Unless 

otherwise agreed in writing, the delay shall not exceed a period of six 

months from the date of disclosure by the inventing Party to the other 

Party. 

IV. Business Confidential Information 

In the event that information identified in a timely fashion as business confidential is 

furnished or created under this Agreement, each Party and its participants shall 

protect such information in accordance with applicable laws, regulations, and 

administrative practices. Information may be identified as "business confidential" if a 

person having the information may derive an economic benefit from it or may obtain 

a competitive advantage over those who do not have it, and the information is not 

generally known or publicly available from other sources, and the owner has not 

previously made the information available without imposing in a timely manner an 

obligation to keep it confidential. 

21 
ANNEX II 

Forms of Cooperative Activity 

Cooperative Activities may include the following: 

a) research and development of innovative technologies, solutions, and 

systems to meet user requirements or capability gaps of the Parties and the 

Participants; 

b) development and implementation of all-hazards threat, vulnerability, and 

consequence assessments, interdependency analyses, and methodologies 

related to potential threats to homeland/civil security scenarios; 

c) assessment of prior operational experiences and evaluation for the 

purposes of articulating operational deficiencies into definable technical 

requirements and appropriate standards and supporting methodologies; 

d) task forces to examine emergent homeland/civil security challenges; 

e) studies and scientific or technical demonstrations; 

f) organization of pilots and demonstration projects, scientific seminars, 

conferences, symposia, and workshops; 

g) joint use of laboratory facilities and Equipment and Material, for 

conducting scientific and technological activities including research, 

development, testing and evaluation; 

h) use and optimization of existing technologies for defense against 

terrorism, natural disasters, and other homeland/civil security threats; 

i) testing and evaluation of specific prototype systems for homeland/civil 

security applications in both laboratory environments and real or 

simulated operational settings. This includes technologies associated with 

enhanced detection and monitoring of potential terrorist activities and 

those associated with recovery and reconstitution of damaged or 

compromised systems; 

j) preparation of detailed final test reports to allow either Party or their 

Participants to evaluate follow-on efforts individually or to allow the 

transition of successful prototypes into operational deployments; 

k) system protection (including protection of automated infrastructure control 

systems) and information assurance (including protecting the integrity of 

data and information in control systems); 

l) analysis of and cooperation in educational programming for the purpose of 

enhancing and encouraging the Parties' scientific and technical capability 

as it relates to homeland/civil security; 

m) access to the education and training programs of the Parties; 

n) visits and exchanges of scientists, researchers, engineers, or other 

appropriate personnel; 

o) exchanges or sharing of Equipment and Material; 

22 
p) development and exchange of information on laws, regulations, best 

practices, standards, methods, guidelines, and programs relevant to 

cooperation under this Agreement; and 

q) commercialization and other exploitation of Project Foreground 

Information and any resulting Equipment and Material developed through 

Cooperative Activity to achieve the effective transition of technology from 

the research and development environment to the operational 

environment. 

23