TREATIES AND OTHER INTERNATIONAL ACTS SERIES 09-324 

________________________________________________________________________ 

DEFENSE 

Research and Development 

 Memorandum of Agreement 

Between the 

UNITED STATES OF AMERICA 

and GERMANY 

Signed at Washington and Bonn 

March 5 and 24, 2009 

with 

 

Annex 
 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.” 
GERMANY 

Defense: Research and Development 

 Memorandum of agreement signed at 

 Washington and Bonn 

 March 5 and 24, 2009; 

 Entered into force March 24, 2009. 

 With annex. 
MEMORANDUM OF AGREEMENT

BETWEEN

THE DEPARTMENT OF DEFENSE

OF THE UNITED STATES OF AMERICA

AND

THE FEDERAL MINISTRY OF DEFENSE

OF THE FEDERAL REPUBLIC OF GERMANY

FOR

RESEARCH, DEVELOPMENT, TEST, AND EVALUATION

PROJECTS
TABLE OF CONTENTS

PREAMBLE 3

ARTICLE I

DEFINITIONS 4

ARTICLE IT

OBJECTIVE 8

ARTICLE III

SCOPE OF WORK 9

ARTICLE IV

MANAGEMENT (ORGANIZATION AND RESPONSIBILITY) 10

ARTICLE V

FINANCIAL PROVISIONS 14

ARTICLE VI

CONTRACTING PROVISIONS 16

ARTICLE VII

PROJECT EQUIPMENT 18

ARTICLE VIII

DISCLOSURE AND USE OF PROJECT INFORMATION 20

ARTICLE IX

CONTROLLED UNCLASSIFIED INFORMATION 25

ARTICLE X

VISITS TO ESTABLISHMENTS 27

ARTICLE XI

SECURITY 28

ARTICLE XII

THIRD PARTY SALES AND TRANSFERS 31

ARTICLE XIII

LIABILITY AND CLAIMS 33

ARTICLE XIV

CUSTOMS DUTIES, TAXES, AND SIMILAR CHARGES 35

ARTICLE XV

SETTLEMENT OF DISPUTES 36

ARTICLE XVI

LANGUAGE 37

ARTICLE XVII

AMENDMENT, TERMINATION, ENTRY INTO FORCE, AND DURATION 38

ANNEX A

SAMPLE PROJECT AGREEMENT 1

2
PREAMBLE

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

and the Federal Ministry of Defense of the Federal Republic of

Germany (GE), hereinafter referred to as the "Parties":

Recognizing the General Security Agreement between the United

States and the Federal Republic of Germany, which entered into

force December 23, 1960;

Having a common interest in defense;

Recognizing the benefits to be obtained from standardization,

rationalization, and interoperability of military equipment;

Desiring to improve their mutual conventional defense

capabilities through the application of emerging technology;

Having a mutual need to conduct research, development, test, and

evaluation (RDT&E) to satisfy common operational requirements;

and

Having independently conducted studies, research, exploratory

development, and testing of the applications of various

technologies, recognize the benefits of cooperation in RDT&E

Projects;

Have agreed as follows:

3
ARTICLE I

DEFINITIONS

The Parties have agreed upon the following definitions for terms

used in this Memorandum of Agreement (MOA) and its implementing

Project Agreements (PAs):

Classified Official Information that requires

Information 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.

Contract

Contracting

Contracting Agency

Contracting Officer

Contractor

Any mutually binding legal

relationship under national laws that

obligates a Contractor to furnish

supplies or services, and obligates

one or both of the Parties to pay for

them.

The obtaining of supplies or services

by Contract from sources outside the

governmental organizations of the

Parties. Contracting includes

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,

and/or terminate Contracts.

A person representing a Contracting

Agency of a ,Party who has the

authority to enter into, administer,

and/or terminate Contracts.

Any entity awarded a Contract by a

Party's Contracting Agency.

4
Contractor Support

Personnel

Persons specifically identified as

providing administrative, managerial,

scientific, or technical support

services to a Party under a support

Contract.

Controlled Unclassified Information to which

Unclassified access or distribution limitations

Information have been applied in accordance with

applicable national laws or

regulations. It includes Information

that has been declassified but remains

controlled.

Cooperative Project Military members or civilian employees

Personnel (CPP) of a Parent Party assigned to the

other Party's facilities who perform

managerial, engineering, technical,

administrative, Contracting,

logistics, financial, planning, or

other functions in furtherance of a

Project Agreement.

Defense Purposes Manufacture or other use in any part

of the world by or for the armed

forces of either Party.

Designated Security The security office approved by

Authority (DSA) national authorities to be responsible

for the security aspects of this MOA.

Financial Costs Project costs met with monetary

contributions.

Host Party The Party that receives CPP of the

other Party sent to its facilities.

Information 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,

5
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.

Intellectual

Property

In accordance with the World Trade

Organization Agreement on Traderelated 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 know-how), layout

designs of integrated circuits,

geographical indications, and any

other rights resulting from creative

activity in the industrial,

scientific, literary, and artistic

fields.

Non-financial Costs Project costs met with non-monetary

contributions.

Parent Party The Party that sends its CPP to the

facilities of the other Party.

Party A signatory to this MOA represented by

its military or civilian personnel.

Contractors and Contractor Support

Personnel shall not be representatives

of a Party under this MOA.

Patent Legal protection of the right to

exclude others from making, using or

selling an invention. The term refers

to any and all Patents, as defined by

national law.

Project Specific collaborative activity

described in a PA to this MOA.

6
Project Agreement An implementing agreement to this MOA

(PA) that specifically details the terms of

collaboration on a specific Project.

Project Invention

Prospective

Contractor

Third Party

Information not generated in the

performance of a specific PA.

Any material, equipment, end item,

subsystem, component, special tooling,

or test equipment jointly acquired or

provided for use in the performance of

this MOA or a PA.

Information generated in the

performance of a specific PA.

Any Information provided to, generated

in, or used in a PA.

Any invention or discovery, as defined

by national laws, formulated or made

in the course of work performed under

a Project.

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.

A government other than the Government

of a Party and any person or other

entity whose government is not the

Government of a Party.

Project Background

Information

Project Equipment

Project Foreground

Information

Project Information

7
Article II

OBJECTIVE

2.1. The objective of this MOA is to define and establish the

general terms and conditions that shall apply to the initiation,

conduct, and management of RDT&E Projects detailed in separate

Project Agreements (PAs) to this MOA. These PAs shall be

entered into by authorized representatives of the Parties

pursuant to this MOA and shall incorporate by reference the

terms of this MOA. Additionally, this MOA shall allow the

exchange of Information for the purposes of attempting to

harmonize the Parties' military requirements to assist in better

defining potential future cooperative efforts under this MOA.

2.2. A separate PA shall be established for each Project that

is initiated under this MOA. Detailed terms and conditions of

each PA shall be consistent with this MOA, and shall include

provisions concerning the objectives, scope of work, sharing of

tasks, management, financial arrangements, contracting

provisions (if required), security classification, and other

special provisions as required, in accordance with the format at

Annex A to this MOA.

2.3 This Agreement supersedes the March 17, 1995 Research and

Technology Project (RTP) MOU, which shall terminate upon the

entry into force of this Agreement, except for those PAs that

were entered into under the RTP MOU and that have not expired

prior to the entry into force of this Agreement. For those PAs

the terms of the RTP MOU shall continue to apply as long as such

PAs are in force.

8
Article III

SCOPE OF WORK

3.1. The scope of work for this MOA shall encompass

collaboration on RDT&E activities to improve the defense

capabilities of the Parties. PAs may include collaboration on

basic research, applied research, advanced technology

development, concept of operation studies and analysis, advanced

concept technology development and its test and evaluation,

advanced concept technology demonstration, and modeling and

simulation.

3.2. Information may be exchanged to attempt to harmonize the

Parties' requirements to assist in formulating, developing, and

negotiating potential PAs under this MOA. Information exchange

shall take place on an equitable basis, but need not necessarily

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

If Information is exchanged, but no PA is signed, or Information

is exchanged before a PA is signed, the receiving Party shall

use such exchanged Information only for information and

evaluation purposes. The provisions of Article VIII (Disclosure

and Use of Project Information) of this MOA shall apply.

3.3. Individual PAs may provide for the assignment of

Cooperative Project Personnel (CPP) from one Party to facilities

of the other Party to participate in Project activities. Such

PAs shall include the provisions of Appendix 1 to Annex A to

this MOA.

9
ARTICLE IV

MANAGEMENT (ORGANIZATION AND RESPONSIBILITY)

4.1. The Director for International Cooperation, Office of the

Under Secretary of Defense (Acquisition, Technology and

Logistics) (or his or her successor in the event of

reorganization) is designated as the U.S. MOA Director. The

Head of Research and Technology Division (or his or her

successor in the event of reorganization) is designated as the

German MOA Director. The MOA Directors shall be responsible

for:

4.1.1. Monitoring implementation of this MOA and exercising

executive-level oversight;

4.1.2. Monitoring the overall use and effectiveness of the MOA;

4.1.3. Periodically assessing cooperative activities and

recommending amendments to the MOA; and

4.1.4 Resolving issues brought forth by the Executive Agents

(EAs).

4.2. The appropriate U.S. Service Acquisition Executive, or

Defense Agency Director, or his designee, is designated as the

U.S. EA for those Projects within his or her respective Military

Department or Defense Agency. The appropriate Head of Armaments

Research and Technology Branch, or his or her designee, is

designated as the German EA (GE EA). The EAs shall be

responsible for:

4.2.1. Entering into PAs in accordance with this MOA and the

respective national policies and procedures of the Parties;

4.2.2. Overseeing the implementation of PAs;

4.2.3. Resolving issues brought forth by the PA Steering

Committee (SC), or if no PA SC is established, by the PA Project

Officers (POs);

4.2.4. Monitoring Third Party sales and transfers authorized in

accordance with Article XII (Third Party Sales and Transfers) of

this MOA;

1 0
4.2.5. Approving plans to manage and control the transfer of

Project Equipment, in accordance with Article VII (Project

Equipment) of this MOA and the PA, when no SC is established

under a PA;

4.2.6. Maintaining oversight of the security aspects of a

Project, when no SC is established under a PA;

4.2.7. Approving assignment of CPP to work on a Project at the

other Party's facilities in accordance with the provisions set

out in a PA, when no SC is established under a PA; and

4.2.8. Reviewing the final Project report submitted by the POs,

when no SC is established under a PA.

4.3. Each PA shall identify the management of the Project,

which shall consist of either a SC and POs, or POs only. If

established, the SC shall have overall authority over the POs,

in accordance with this MOA. The POs shall have primary

responsibility for effective implementation, efficient

management, and direction of their Project in accordance with

this MOA. The Parties shall maintain and fund their own

organizations for managing this Project.

4.4. If established under a PA, the SC shall consist of one

representative designated by each Party. The SC shall meet as

required, normally alternating meetings between the United

States and Germany. Each meeting of the SC shall be chaired by

the representative of the Party hosting the meeting. Decisions

of the SC shall be made unanimously. In the event that the SC

is unable to reach a timely decision on an issue, each SC

representative shall refer the issue to his or her respective EA

for resolution.

4.5. If an SC is established under a particular PA, it shall be

responsible for:

4.5.1. Employing its best efforts to resolve, in consultation

with the export control authorities of the Party concerned, any

export control issues raised by the POs, in accordance with

subparagraph 4.6.1. of this Article, or raised by a Party's SC

representative in accordance with paragraph 4.7. of this

Article;

4.5.2. Providing policy and management direction to the POs

during PA execution;

11
4.5.3. Monitoring overall implementation, including technical,

cost, and schedule performance against requirements;

4.5.4. Resolving issues brought forth by the POs;

4.5.5. Maintaining oversight of the security aspects of a

Project, including reviewing and obtaining approval from the

appropriate Designated Security Authority (DSA) of a Project

Security Instruction (PSI) and a Classification Guide (CG) prior

to the transfer of Classified Information or Controlled

Unclassified Information;

4.5.6. Approving assignment of CPP to work on a Project at the

other Party's facilities in accordance with the provisions set

out in a PA;

4.5.7. Reviewing the final Project report submitted by the POs;

and

4.5.8. Reporting status and activity of assigned PAs on an

annual basis to the EAs.

4.6. Each Party shall appoint one PO for a Project. The POs

shall have the responsibility for managing the cost, schedule,

performance requirements, technical, security, and financial

aspects of their Project. In particular, the POs shall be

responsible for:

4.6.1. Monitoring export control arrangements required to

implement this MOA and, if applicable, referring immediately to

the SC any expOrt control issues that could adversely affect the

implementation of this MOA;

4.6.2. Executing the financial aspects of the Project in

accordance with Article V (Financial Provisions) of this MOA,

the PA, and the Project financial management procedures, if

applicable;

4.6.3. Referring issues to the SC that cannot be resolved by

the POs or, if no SC is established, to the EAs;

4.6.4. Establishing and obtaining approval on the plan to

manage and control the transfer of Project Equipment, in

accordance with Article VII (Project Equipment) and the PA, as

well as maintaining a list of all Project Equipment transferred

by the Parties under a PA;

12
4.6.5. Developing and forwarding for DSA approval a PSI and a

CG within three months after PA signature for any PA involving

the transfer of Classified Information or equipment, and

implementing the PSI and CG upon final approval;

4.6.6. Appointing a Project Security Officer, if necessary;

4.6.7. Reporting status and activity of the Project on an

annual basis to the SC, or if no SC is established, to the EAs;

and

4.6.8. Preparing and submitting the final Project report.

4.7. 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. of Article VIII (Disclosure and Use of

Project Information) of this MOA, it shall promptly inform the

other Party. If a restriction is then exercised and an affected

Party objects, that Party's SC representative shall promptly

notify the other Party's SC representatives and they shall

immediately consult in order to discuss ways to resolve such

issues or mitigate any adverse effects.

13
ARTICLE V

FINANCIAL PROVISIONS

5.1. This MOA creates no financial or non-financial

commitments. Detailed descriptions of the financial

arrangements for a specific Project, including at a minimum the

maximum total cost of the Project and each Contributing Party's

contribution, shall be contained in the PA.

5.2. Each Party shall contribute its equitable share of the

full Financial Costs and Non-financial Costs of the Project,

including overhead costs, administrative costs, and costs of

claims, and shall receive an equitable share of the results of

the Project.

5.3. Each Party shall bear the full Financial Costs and Nonfinancial Costs it incurs for performing, managing, and

administering its activities under this MOA and its PAs. These

costs include financial and non-financial contributions (e.g.,

salaries, travel, and per diem costs for each Party's

personnel), as well as any Contract costs.

5.4. The following costs shall be borne entirely by the Party

incurring the costs:

5.4.1. Costs associated with any unique national requirements

identified by a Party.

5.4.2. Any other costs outside the scope of this MOA or a PA.

5.5. Participation in a PA is subject to the availability of

funds for such purpose. A Party shall promptly notify the other

Party if available funds are riot adequate to fulfill its

obligations 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.

5.6. Cooperative efforts of the Parties over and above the

jointly determined work set forth in Article III (Scope of Work)

shall be subject to future mutual consent of the Parties.

14
5.7. The Parties shall bear costs related to the assignment of

any CPP under a PA as follows.

5.7.1. The Host Party shall bear the following costs:

5.7.1.1. CPP assignment-related administrative and support

services costs such as CPP costs of office space, security

services, Information technology services, communications

services, and supplies.

5.7.2. The Parent Party shall bear the following costs:

5.7.2.1. All pay and allowances of CPP, including travel

incurred in support of Project efforts;

5.7.2.2. Transportation of CPP, CPP dependents, and their

personal property prior to commencement of the CPP assignment at

a location specified by the Host Party, and return

transportation of the foregoing from this location upon

completion or termination of the CPP assignment; and

5.7.2.3. Compensation for loss of, or damage to, the personal

property of CPP or CPP dependents, subject to the laws and

regulations of the Parent Party's Government.

15
ARTICLE VI

CONTRACTING PROVISIONS

6.1. If either Party determines that Contracting is necessary

to fulfill that Party's responsibilities under Article III

(Scope of Work) of this MOA, that Party shall contract in

accordance with its respective national laws, regulations, and

procedures. When one Party individually contracts to perform a

task under this MOA, 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 written

consent.

6.2. For all Contracting activities performed by either Party,

the POs shall, upon request, be provided a copy of all

statements of work prior to the development of solicitations.

6.3. Each Party's Contracting Agency shall negotiate to obtain

the rights to use and disclose Project Information required by

Article VIII (Disclosure and Use of Project Information). Each

Party's Contracting Agency shall insert into its prospective

Contracts (and require its Contractors to insert in

subcontracts) provisions that satisfy the requirements of this

MOA, including Article VIII (Disclosure and Use of Project

Information), Article IX (Controlled Unclassified Information),

Article XI (Security), Article XII (Third Party Sales and

Transfers), and Article XVIII (Amendment, Termination, Entry

into Effect, and Duration), including the export control

provisions in accordance with this MOA, in particular paragraph

6.4. and paragraph 6.5. of this Article.

6.4. Each Party shall legally bind its Contractors to a

requirement that the Contractor shall not retransfer or

otherwise use export-controlled Information furnished by another

Party for any purpose other than the purposes authorized under

this MOA. 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 of the

Information to the purposes authorized under this MOA. Exportcontrolled Information furnished by one Party under this MOA may

only be retransferred by another Party to its Contractors if the

legal arrangements required by this paragraph have been

established.

16
6.5. 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 another Party for any purpose other than responding

to a solicitation issued in furtherance of the purposes

authorized under this MOA. 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 of the export-controlled

Information for the purpose of responding to the solicitation.

Export-controlled Information furnished by one Party under this

MOA may only be retransferred by another Party to its

Prospective Contractors if the legal arrangements 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.

6.6. In the event the Contracting Officer is unable to secure

adequate rights to use and disclose Project Information as

required by Article VIII (Disclosure and Use of Project

Information), or is notified by Contractors or Prospective

Contractors of any restrictions on the disclosure and use of

Information, the matter shall be referred to the POs for

resolution.

6.7. The Contracting Officer shall immediately advise the PO of

any cost growth, schedule change, or performance problems of any

Contractor for which the Contracting Officer is responsible.

6.8. No requirement shall be imposed by either Party for work

sharing, or other industrial or commercial compensation in

connection with this MOA, that is not in accordance with this

MOA.

17
ARTICLE VII

PROJECT EQUIPMENT

'7.1. For the purpose of carrying out this MOA or a PA, each

Party may provide Project Equipment identified as being

necessary for executing this MOA or a PA to the other Party.

The receiving Party shall use the provided Project Equipment

only for the purposes of carrying out activities under this MOA

or the PA.

7.2. Project Equipment shall remain the property of the

providing Party. A list of all Project Equipment provided by

one Party to another Party shall be developed, approved, and

maintained. In addition, in accordance with Article XII (Third

Party Sales and Transfers), Project Equipment shall not be retransferred to a Third Party without the prior written consent

of the providing Party.

7.3. The receiving Party shall maintain any such Project

Equipment in good order, repair, and operable condition. Unless

the providing Party has authorized the Project Equipment to be

consumed without reimbursement to the providing Party, the

receiving Party shall return the Project Equipment to the

providing Party in as good condition as received, normal wear

and tear excepted, or return the Project Equipment and pay the

cost to restore it. If the Project Equipment is damaged beyond

economical repair, the receiving Party shall return the Project

Equipment to the providing Party (unless otherwise specified in

writing by the providing Party) and pay its replacement value as

computed pursuant to the providing Party's national laws,

regulations, and procedures. If the Project Equipment is lost

while in the custody of the 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, regulations, and procedures. The

providing Party shall provide an approximate estimate of the

replacement value at the time of transfer to the receiving Party

to be indicated in the applicable form in Article XI (Project

Equipment) of Annex A to this MOA. The providing Party shall

consult with the receiving Party how the replacement value was

calculated.

7.4. A PA shall provide specific details of any loan of Project

Equipment for a Project. Project Equipment identified at the

time of PA signature shall be detailed in the PA as set out in

18
Article XI (Project Equipment) of Annex A to this MOA. Project

Equipment that cannot be identified at the time of PA signature,

or loaned under this MOA, shall be documented in a list to be

developed and maintained in the same format as set out in

Article XI (Project Equipment) of Annex A to this MOA. Approval

for all loans shall be in accordance with national laws,

regulations, and procedures.

7.5. The providing Party shall deliver Project Equipment to the

receiving Party at a mutually agreed location. Possession of

the Project Equipment shall pass from the providing Party to the

receiving Party at the time of receipt of the Project Equipment.

Any further transportation is the responsibility of the

receiving Party.

7.6. Project Equipment transferred to one Party shall be

returned to the providing Party prior to the termination or

expiration of the loan period. The receiving Party shall

provide written notice of consumption or expenditure of Project

Equipment approved for such consumption or expenditure. In the

event the intended consumption does not occur, the receiving

Party shall, unless otherwise determined by the providing Party,

return the Project Equipment at a mutually agreed location. Any

further transportation is the responsibility of the providing

Party.
ARTICLE VIII

DISCLOSURE AND USE OF PROJECT 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 this MOA and its PAs. The Parties intend to

acquire sufficient Project Information and rights to use such

Information to enable collaboration on RDT&E activities. The

nature and amount of Project Information to be acquired shall be

consistent with the objectives stated in Article II (Objective),

Article III (Scope of Work), Article VI (Contracting

Provisions), and the objectives and scope of the applicable PA.

8.1.2. Transfer of Project Information shall be consistent with

the furnishing Party's applicable export control laws and

regulations. Unless otherwise restricted by duly authorized

officials of the furnishing Party at the time of transfer to

another Party, all export-controlled Information furnished by

that Party to another Party may be retransferred to the other

Party's Contractors, subcontractors, Prospective Contractors,

and prospective subcontractors, subject to the requirements of

paragraphs 6.4. and 6.5. of Article VI (Contracting Provisions)

of this MOA. 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 of another Party's nation pursuant to

this MOA, subject to the conditions established in licenses or

other approvals issued by the Government of the former Party in

accordance with its applicable export control laws and

regulations.

8.1.3. As set forth in paragraph 3.2. of Article III (Scope of

Work) of this MOA, the Parties may exchange Information under

this MOA for the purpose of harmonizing the Parties'

requirements for formulating, developing, and negotiating PAs.

The Party furnishing such Information shall clearly indicate to

the receiving Party that it is furnishing such Information for

this purpose. Until a PA is signed, or if no PA is signed, a

Party may use Information received pursuant to paragraph 3.2.

only for Information and evaluation purposes and shall not

20
disclose or transfer such Information to a Third Party without

the prior written consent of the providing Party.

8.2. Government Project Foreground Information

8.2.1. Disclosure: Government Project Foreground Information

generated in whole or in part by a Party's military or civilian

employees shall be disclosed without charge to both Parties.

8.2.2. Use: Each Party may use all Government Project

Foreground Information without charge for Defense Purposes. The

Party generating Government Project Foreground Information shall

also retain its rights of use thereto. Any sale or other

transfer to a Third Party shall be subject to the provisions of

Article XII (Third Party Sales and'Transfers) of this MOA.

8.3. Government Project Background Information

8.3.1. Disclosure: Each Party, upon request, shall disclose to

the other Party any relevant Government Project Background

Information generated by its military or civilian employees,

provided that:

8.3.1.1. Such Government Project Background Information is

necessary to or useful in a Project, with the Party in

possession of the Information determining 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 of Intellectual

Property rights are not infringed;

8.3.1.3. Disclosure 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

disclosed by one Party to the other may be used without charge

by the other Party only for the purposes of the Project. The

furnishing Party shall retain all its rights with respect to

such Government Project Background Information.

8.4. Contractor Project Foreground Information

21
8.4.1. Disclosure: Contractor Project Foreground Information

generated and delivered by Contractors shall be disclosed

without charge to both Parties.

8.4.2. Use: Each Party may use without charge for its Defense

Purposes all Contractor Project Foreground Information generated

and delivered by Contractors of the other Party. The Party

whose Contractors generate and deliver Contractor Project

Foreground Information shall also retain its rights of use

thereto in accordance with the applicable Contract(s). Any sale

or other transfer to a Third Party of Contractor Project

Foreground Information shall be subject to the provisions of

Article XII (Third Party Sales and Transfers) of this MOA.

8.5. Contractor Project Background Information

8.5.1, Disclosure: Any Contractor Project Background

information (including Information subject to proprietary

rights) generated and delivered by Contractors shall be made

available to the other Party provided the following conditions

are met:

8.5.1.1. Such Contractor Project Background Information is

necessary to or useful in a Project, with the Party in

possession of the Information determining whether it is

"necessary to" or "useful in" the Project;

8.5.1.2. Such Contractor Project Background Information may be

made available only if the rights of the holders of Intellectual

Property rights are not infringed;

8.5.1.3. Disclosure is consistent with national disclosure

policies and regulations of the 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.

8.5.2. Use: Contractor Project Background Information

furnished by one Party's Contractors and disclosed to the other

Party may be used without charge by the other Party only for the

purposes of the Project, and may be subject to further

restrictions by holders of proprietary rights. The furnishing

Party shall retain all its rights with respect to such

Contractor Project Background Information.

22

8.8.3. The other Party shall acquire a non-exclusive,

irrevocable, royalty-free license to practice or have practiced,

by or on behalf of the Party, throughout the world for Defense

Purposes, any Project Invention.

8.8.4. Patent applications to be filed under this MOA that

contain Classified Information shall be protected and

safeguarded in accordance with 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.

8.8.5. Each Party shall notify the other Party of any Patent or

other Intellectual Property infringement claims made in its

territory arising in the course of work performed under any PA

to this MOA. Insofar as possible, the other Party shall provide

Information available to it that may assist in defending the

claim. Each Party shall be responsible for handling all Patent

or other Intellectual Property infringement claims made in its

territory, 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 Patent infringement

claims in the same percentage as they share costs under the PA

or mutually consent to alternative arrangements. The Parties

shall, in accordance with their national laws and practices,

give their authorization and consent for all use and manufacture

in the course of work performed under a Project of any invention

covered by a Patent issued by their respective countries.

24
ARTICLE IX

CONTROLLED UNCLASSIFIED INFORMATION

9.1. Except as otherwise provided in this MOA, or as authorized

in writing by the originating Party, Controlled Unclassified

Information provided or generated pursuant to this MOA and any

of its PAs shall be controlled as follows:

9.1.1. Such Information shall be used only for the purposes

authorized for use of Project Information as specified in

Article VIII (Disclosure and Use of Project Information).

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 of Article XII (Third Party Sales and Transfers) of

this MOA.

9.1.3. Each Party shall take all lawful steps, which may

include national classification, available to it to keep such

Information free from further disclosure (including requests

under any legislative provisions), except as provided in

subparagraph 9.1.2. of this 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 PSI. 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.

9.3. Controlled Unclassified Information provided or generated

pursuant to this MOA and any of its PAs shall be handled in a

manner that ensures control as provided for in paragraph 9.1. of

this Article.

9.4. Prior to authorizing the release of Controlled

Unclassified Information to Contractors, the Parties shall

25
ensure that the Contractors are legally bound to control such

Information in accordance with the provisions of this Article.

26
ARTICLE X

VISITS TO ESTABLISHMENTS

10.1. Each Party shall permit visits to its Government

establishments, agencies, laboratories, and Contractor

industrial facilities by employees of the other Party or by

employees of the other Party's Contractor(s), provided that the

visit is authorized by both Parties and the employees have any

necessary and appropriate security clearances and a need-toknow.

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 MOA.

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 with the established visit

procedures of the host country. Requests for visits shall bear

the name of this MOA and the appropriate PA.

10.4. Lists of personnel of each Party required to visit, on a

continuing basis, facilities of the other Party shall be

submitted through official channels in accordance with recurring

international visit procedures.

27
ARTICLE XI

SECURITY

11.1. All Classified Information provided or generated pursuant

to this MOA, and any of its PAs, shall be stored, handled,

transmitted, and safeguarded in accordance with the General

Security Agreement between the Government of the Federal

Republic of Germany and the Government of the United States of

America, dated December 23, 1960, as amended, and including the

Industrial Security Annex thereto, dated April 16, 1970, as

amended.

11.2. Classified Information shall be transferred only through .

official Government-to-Government channels or through channels

approved by the Designated Security Authorities (DSAs) of the

Parties. Such Classified Information shall bear the level of

classification, denote the country of origin, the conditions of

release, and the fact that the Information relates to this MOA

and the applicable PA.

11.3. Each Party shall take all lawful steps available to it to

ensure that Classified Information provided or generated

pursuant to this MOA and any of its PAs is protected from

further disclosure, except as permitted by paragraph 11.8. of

this Article, unless the other Party consents to such

disclosure. Accordingly, each Party shall ensure that:

11.3.1. The recipient shall not release the Classified

Information to any government, national, organization, or other

entity of a Third Party without the prior written consent of the

originating Party in accordance with the procedures set forth in

Article XII (Third Party Sales and Transfers);

11.3.2. The recipient shall not use the Classified Information

for other than the purposes provided for in this MOA and any of

its PAs; and

1.1.3.3. The recipient shall comply with any distribution and

access restrictions on Information that is provided under this

MOA and any of its PAs.

11.4. The Parties shall investigate all cases in which it is

known or where there are grounds for suspecting that Classified

Information provided or generated pursuant to this MOA and any

of its PAs has been lost or disclosed to unauthorized persons.

28
Each Party also shall promptly and fully inform the other Party

of the details of any such occurrence, and of the final results

of the investigation and of the corrective action taken to

preclude recurrence.

11.5. The PO shall prepare a PSI and a Classification Guide

(CG) for the Project. 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 Classified Information

also include the applicable export control markings identified

in the PSI in accordance with paragraph 9.2. of Article IX

(Controlled Unclassified Information) of this MOA. The PSI and

CG shall be developed by the PO within three months after this

MOA enters into effect. They shall be reviewed and forwarded to

the Parties' National Security Authorities/Designated Security

Authorities (NSAs/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 the CG shall be approved by the

appropriate NSAs/DSAs prior to the transfer of any Classified

Information or Controlled Unclassified Information.

11.6. The DSA of a Party that awards a classified Contract

under this MOA and any of its PAs shall assume responsibility

for administering within its territory security measures for the

protection of the 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 MOA and any of its PAs, the DSAs

shall:

11.6.1. Ensure that such Contractor, Prospective Contractor, or

subcontractor and its facilities has the capability to protect

the Classified Information adequately;

11.6.2. Grant a security clearance to the facilities, if

appropriate;

11.6.3. Grant a security clearance for all personnel whose

duties require access to the Classified Information, if

appropriate;

11.6.4. Ensure that all persons having access to the Classified

Information are informed of their responsibilities to protect

the Classified Information in accordance with national security

29
laws and regulations, and the provisions of this MOA and any of

its PAs;

11.6.5. Carry out periodic security inspections of cleared

facilities to ensure that the Classified Information is properly

protected; and

11.6.6. Ensure that access to the Classified Information is

limited to those persons who have a need-to-know for purposes of

this MOA and any of its PAs.

11.7. 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 MOA and any of its PAs only when

enforceable measures are in effect to ensure that nationals or

other entities of a Third Party shall 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.

11.8. 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

responsibilities for safeguarding at such facility the

Information pertaining to this MOA and any of its PAs. These

officials shall be responsible for limiting access to Classified

Information involved in this MOA and any of its PAs to those

persons who have been properly approved for access and have a

need-to-know.

1. 1.9. 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 the

Information in order to participate in this MOA or any of its

PAs.

11.10. Information or material provided or generated pursuant

to this MOA may be classified as high as SECRET. The existence

of this MOA is UNCLASSIFIED and the contents are UNCLASSIFIED.

The classification of any PA and its contents shall be stated in

that PA.

30
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 (or any item produced either wholly or in part from

the Project Foreground Information) or jointly acquired or

produced Project Equipment to any Third Party without the prior

written consent of the appropriate national authority 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 appropriate

national authority of the other Party. Such consent shall not

be given unless the Government of the intended recipient

consents in writing with the Parties that it shall:

12.1.1. Not retransfer, or permit the further retransfer of,

any equipment or Information provided; and

12.1.2. Use, or permit the use of, the equipment 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:

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 or Article III (Scope of Work) of this

MOA; and

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 Project Equipment of the other Party.

12.3. In the event questions arise as to 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

31
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,

transfer possession, grant, donate, or transfer usage rights of

Project Equipment or Project Background Information provided by

the other Party, to any Third Party without the prior written

consent of the appropriate national authority of the Party that

provided such Project Equipment or Project Background

Information. The providing Party's appropriate national

authority shall be solely responsible for authorizing such

transfers and, as applicable, specifying the method and

provisions for implementing such transfers.

32
ARTICLE XIII

LIABILITY AND CLAIMS

13.1. For liability arising out of, or in connection with,

activities carried out in the performance of official duty in

the execution of this MOA and its PAs, the following provisions

shall apply:

13.1.1. For the armed forces and its civilian components,

claims against any Party or its personnel shall be dealt with in

accordance with the terms of Article VIII of the Agreement

Between the Parties to the North Atlantic Treaty Regarding the

Status of Their Forces (NATO SOFA), dated June 19, 1951.

13.1.2. When NATO SOFA is not applicable, the following

provisions shall apply:

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

Project Equipment under Article VII (Project Equipment) of this

MOA, each Party waives all claims against the other Party in

respect to damage caused to its military or civilian personnel

or damage caused to its property by personnel (that do not

include Contractors) of the other Party. If, however, such

damage results from reckless acts or reckless omissions, willful

misconduct or gross negligence Of a Party's personnel, the costs

of any liability shall be borne by that Party alone, in

accordance with its national laws and regulations. The Parties,

however, shall mutually determine if such damage resulted from

reckless acts or reckless omissions, willful misconduct, or

gross negligence of a Party's personnel.

13.1.2.2. Claims from third parties for damage of any kind

caused by one of the Party's personnel shall be processed by the

most appropriate Party, as determined by the Parties. Costs

incurred in satisfying such claims shall be shared by the

Parties in accordance with the cost sharing specified in the

applicable PA. Costs incurred outside of a PA, but pursuant to

this MOA, shall be borne by the responsible Party(s) in a share

to be agreed upon. If, however, such liability results from the

reckless acts, or reckless omissions, willful misconduct, or

gross negligence of a Party's personnel, the costs of any

liability shall be borne by that Party alone, in accordance with

its national laws and regulations. The Parties, however, shall

mutually determine if such damage resulted from reckless acts,

reckless omissions, willful misconduct, or gross negligence of a

33
Party's personnel.

13.2. Claims arising under or related to any Contract awarded

pursuant to Article VI (Contracting Provisions) of this MOA

shall be resolved in accordance with the provisions of the

Contract.

13.3. The Parties shall not indemnify Contractors against third

party liability claims.

13.4. In case of damage caused to or by jointly acquired

Project Equipment, where the cost of making good such damage is

not recoverable from other persons, such cost shall be borne by

the Parties in accordance with the cost share of the PA.

34
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 duties, 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 this MOA and its PAS.

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 of the work. If any such duties, taxes, or

similar charges are levied, the Party in whose country they are

levied shall bear such costs.

14.3. The German Party shall settle any customs duties or

similar charges that may become due to the European Union (EU)

in order to comply with EU legislation in respect of parts,

components, and equipment needed for a Project and for which the

Party shall be the final consignee. Any such charges shall be

borne by the German Party as a cost over and above its shared

cost of the Project.

35
ARTICLE XV

SETTLEMENT OF DISPUTES

15.1. Disputes between the Parties arising under or relating to

this MOA or its PAs 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.

36
ARTICLE XVI

LANGUAGE

16.1. The working language for this MOA and its PAs shall be

the English language.

16.2. All data and Information generated under this MOA, its

PAs, and implementing Contracts and provided by one Party to the

other Party shall be furnished in the English language.

37
ARTICLE XVII

AMENDMENT, TERMINATION, ENTRY INTO FORCE, AND DURATION

17.1. All activities of the Parties under this MOA shall be

carried out in accordance with their respective national laws

and regulations, including their respective export control laws

and regulations. The responsibilities of the Parties shall be

subject to the availability of funds for such purposes.

17.2. All PAs must incorporate by reference, and be consistent

with, this MOA.

17.3. In the event of a conflict between an Article of this MOA

and a PA to this MOA, the Article of this MOA shall control.

17.4. This MOA and its PAs may be amended by the mutual written

consent of the Parties.

17.5. This MOA and any of its PAs may be terminated at any time

by the written consent of the Parties.

17.6. Either Party may terminate this MOA or any of its PAs

upon 90 days written notice of its intent to terminate to the

other Party. Such notice shall be the subject of immediate

consultation by the Parties to decide upon the appropriate

course of action to conclude the activities under this MOA or a

PA. In the event of such termination, the following rules

apply:

17.6.1. The terminating Party shall continue participation,

financial or otherwise, up to the effective date of termination.

17.6.2. Each Party shall be responsible for its own costs

associated with termination. However, in the event of

termination, in no event shall a terminating Party's total

financial contribution, including Contract termination costs,

exceed that Party's total financial contribution for the PA.

17.6.3. All Project Information and rights therein received

under the provisions of this MOA or its PAs prior to the

termination of this MOA or a PA shall be retained by the

Parties, subject to the provisions of this MOA and its PAs.

17.7. The respective rights and obligations of the Parties

regarding Article VII (Project Equipment), Article VIII

38
(Disclosure and Use of Project Information), Article IX

(Controlled Unclassified Information), Article XI (Security),

Article XII (Third Party Sales and Transfers), Article XIII

(Liability and Claims), and this Article XVII (Amendment,

Termination, Entry Into Force, and Duration) shall continue to

apply notwithstanding termination or expiration of this MOA and

any of its PAs.

17.8. This MOA, which consists of seventeen (17) Articles and

one Annex, shall enter into force upon signature by both Parties

and shall remain in force for 10 years unless terminated by

either Party. It may be extended by written agreement of the

Parties. All PAs shall terminate upon the termination or

expiration of this MOA.

IN WITNESS WHEREOF, the undersigned, being duly authorized by

their governments, have signed this MOA.

DONE, in duplicate, in the English language.

FOR THE DEPARTMENT OF DEFENSE FOR THE FEDERAL MINISTRY OF

OF THE UNITED STATES OF DEFENSE OF THE FEDERAL

AMERICA REPUBLIC OF GERMANY

Signature

Richard A. Genaille Jr. <DI ELL/NG-ER

Name Name

Director of Policy, International Affairs (1) IRLcc rO2 OF ArtrArreWT-S

Title Title

MAR 5 2009 I7AR ?4 2009 

Date

0.v4/

Date

Washington, DC

Location Location

39
ANNEX A

SAMPLE PROJECT AGREEMENT

PROJECT AGREEMENT NO.

TO THE MEMORANDUM OF AGREEMENT BETWEEN

THE DEPARTMENT OF DEFENSE

OF THE UNITED STATES OF AMERICA

AND

THE FEDERAL MINISTRY OF DEFENSE

OF THE FEDERAL REPUBLIC OF GERMANY

FOR

RESEARCH, DEVELOPMENT, TEST, AND EVALUATION

PROJECTS

CONCERNING

(FULL DESIGNATION OF THE PROJECT)

The Project Agreement Numbers shall be structured as

follows:

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

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

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

sequential number.

1
TABLE OF CONTENTS

INTRODUCTION 3

ARTICLE I

DEFINITION OF TERMS AND ABBREVIATIONS 3

ARTICLE II

OBJECTIVES 3

ARTICLE III

SCOPE OF WORK 3

ARTICLE IV

SHARING OF TASKS 4

ARTICLE V

BREAKDOWN AND SCHEDULE OF TASKS 4

ARTICLE VI

MANAGEMENT 5

ARTICLE VII

FINANCIAL ARRANGEMENTS 6

ARTICLE VIII

CONTRACTING PROVISIONS 7

ARTICLE IX

CLASSIFICATION 7

ARTICLE X

PRINCIPAL ORGANIZATIONS INVOLVED 8

ARTICLE XI

PROJECT EQUIPMENT 8

ARTICLE XIT

SPECIAL PROVISIONS 8

ARTICLE XIII

ENTRY INTO FORCE, DURATION, AND TERMINATION 9

APPENDIX 1

ASSIGNMENT OF (INSERT NAME OF PROJECT) COOPERATIVE PROJECT

PERSONNEL 10

2

NOTE: Article X appears on page 7 of this Annex.
INTRODUCTION

This Project Agreement is entered into pursuant to the

Memorandum of Agreement Between the Department of Defense of the

United States of America (DoD) and the Ministry of Defense of

the Federal Republic of Germany (MoD) Concerning Research and

Development, Testing, and Evaluation Projects (RDT&E MOA) of

(date), the terms of which are incorporated herein by reference.

ARTICLE I

DEFINITION OF TERMS AND ABBREVIATIONS 

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

defined in the MOA.)

ARTICLE II

OBJECTIVES

2.1. The objectives of this PA are:

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:

3.1.1. Develop

3.1.2. Evaluate

3.1.3. Design, fabricate, and test

3
ARTICLE IV

SHARING OF TASKS 

4.1. The sharing of tasks shall be as follows:

4.1.1. The DoD shall 

4.1.2. The MoD shall 

4.1.3. DoD and MoD shall jointly

ARTICLE V

BREAKDOWN AND SCHEDULE OF TASKS

(OPTIONAL)

(Use this format when the tasks covered under this Project may

be performed using multiple phases, requiring milestones or

decision points.)

5.1. The Project shall proceed according to the following

phases and schedule:

Phase 1 Start End

Description of Phase 1 MM/DD/YY MM/DD/YY

(Milestone 1) (e.g., Transmittal of Feasibility Report)

Phase 2 Start End

Description of Phase 2 MM/DD/YY MM/DD/YY

(Milestone 2) (e.g., Decision to proceed to Phase 3)

Phase 3 Start End

Description of Phase 3 MM/DD/YY MM/DD/YY

(Milestone 3) (e.g., Evaluation, analysis of results)

(Add as many phases as necessary.)

5.2. The final report must be transmitted to the MOA Executive

Agents (EAs) six months before the termination date of this PA.

4
ARTICLE VI

MANAGEMENT 

(If a PA does not require a Steering Committee, use the

following format to set forth how the PA will be managed.)

Alternative 1 

6.1. This PA shall be directed and administered on behalf of

the Parties by one Project Officer (PO) from each Party. The

POs are:

DoD PO Title/Position 

Organization 

Address

MoD PO Title/Position 

Organization 

Address

6.2. Project Offices shall be established in (name

of U.S. location) and in (name of German location).

The POs are responsible for management of those tasks listed as

national responsibilities in Article IV (Sharing of Tasks) of

this PA.

6.3. Particular Management Procedures:

(Mention only those additional management responsibilities not

covered under Article IV of the MOA.)

(If a Project requires the establishment of a Steering

Committee, use the following format to set forth how the Project

will be managed.)

Alternative 2

6.1. This PA shall be directed and administered on behalf of

the Parties by an organization consisting of a Steering

5
Committee (SC) and one Project Officer (PO) from each Party.

The SC members are:

DoD Co-Chairman Title/Position

Organization

Address

MoD Co-Chairman Title/Position

Organization

Address

6.2. The POs are:

DoD PO Title/Position

Organization

Address

MoD PO Title/Position

Organization

Address

6.3. Particular Management Procedures:

(Mention only those additional management responsibilities not

covered under Article IV of the MOA. For instance, if a PA will

include assignment of CPP, add the following paragraph: 6.4.

The [DoD/MoD] may assign CPP to the facilities of the [MoD/DoD]

to assist in administering this Project. Provisions for the CPP

are described in Appendix 1 to this PA, which is an integral

part hereof.)

ARTICLE VII

FINANCIAL ARRANGEMENTS 

7.1. The Parties estimate that the cost of performance of the

tasks under this PA shall not exceed U.S.$ / Euros.

6
7.1.1. The DoD tasks shall not cost more than: 

U.S.$.

7.1.2. The MoD tasks shall not cost more than: 

Euros.

7.2. Cooperative efforts of the Parties over and above the

jointly agreed tasks set forth in the scope of work, sharing of

tasks, and financial arrangements Articles of this PA shall be

subject to amendment to this PA or signature of a new PA.

ARTICLE VIII

CONTRACTING PROVISIONS 

(OPTIONAL)

(Address any additional contracting provisions, as required.)

ARTICLE IX

CLASSIFICATION

The existence of the PA and its contents are unclassified.

Select one of the three following possibilities:

9.1. No Classified Information shall be exchanged under this

PA;

9.1. The highest level of Classified Information exchanged

under this PA is: Confidential; or

9.1. The highest level of Classified Information exchanged

under this PA is: Secret.

ARTICLE X

PRINCIPAL ORGANIZATIONS INVOLVED

(List government laboratories, research centers, and other

organizations for both the United States and Germany.)

7
ARTICLE XI

PROJECT EQUIPMENT

(OPTIONAL)

11.1. (If Project Equipment to be loaned is known at the time

of PA signature, use the following alternative:) The Parties

have determined that the loan of Project Equipment is necessary

for purposes of the Project.

Providing

Party

Receiving

Party

QTY Description Part/

Stock

Consumables\

Non-Consumables

Approx

Value

Loan

Period

(If loan of Project Equipment is not known at time of PA

signature, but it is believed to be necessary, include the

following:)

After having secured appropriate national approvals, the POs

shall establish and maintain a list of all Project Equipment to

be loaned for the purposes of the Project in the following

format.

Providing

Party

Receiving

Party

QTY Description Part/

Stock

Consumables\

Non-Consumables

Approx

Value

Loan

Period

ARTICLE XII

SPECIAL PROVISIONS

(Identify any procedures, specifications, or other necessary

attributes of the Project not delineated in other Articles.)

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ARTICLE XIII

ENTRY INTO FORCE, DURATION AND TERMINATION

This PA, a Project under the

RDT&E MOA between the Department of Defense of the United States

of America and the Federal Ministry of Defense of the Federal

Republic of Germany 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 of the Parties.

DONE, in duplicate, in the English language.

FOR THE DEPARTMENT OF DEFENSE FOR THE FEDERAL MINISTRY OF

OF THE UNITED STATES OF DEFENSE OF THE FEDERAL

AMERICA REPUBLIC OF GERMANY

Signature Signature

Name Name

Title Title

Date Date

Location Location

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APPENDIX (1)

TO ANNEX A

ASSIGNMENT OF (INSERT NAME OF PROJECT) COOPERATIVE PROJECT

PERSONNEL

1. Purpose and Scope

1.1. This Appendix to the Project Agreement (PA) establishes

the provisions that shall govern the conduct of German Ministry

of Defense (MoD) or U.S. Department of Defense (DoD) Cooperative

Project Personnel (CPP). During the term of the PA, each Party

shall be permitted to assign military members or civilian

employees of its MoD or DoD to German MoD or U.S. DoD facilities

in accordance with this Appendix. CPP shall be able to perform

all the responsibilities for the positions assigned to them

under this PA. Commencement of assignments shall be subject to

any requirements that may be imposed by the other Party or its

Government regarding acceptance of PA CPP, such as, but not

limited to, visas and visit request documentation. The U.S. DoD

and German MoD Steering Committee (SC) representatives or in the

event no SC is established, the Executive Agents (EAs), shall

approve the length of tour for the positions at the time of

initial assignment.

1.2. CPP shall be assigned to U.S. DoD or German MoD facilities

for Project work and shall report to their designated supervisor

within those organizations regarding that work. The designated

supervisor 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 or, in the event no SC is

established, the Project Officers (POs). CPP shall not act as

liaison officers for their parent organizations or Governments.

However, such personnel may act from time to time on behalf of

their SC representative (or PO as applicable), if the latter so

authorizes in writing.

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 Government.

2. Security

2.1. The U.S. DoD and German MoD SC representatives (or POs as

applicable) shall establish the maximum level of security

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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) of this

PA and the corresponding provisions of this Appendix, and shall

be kept to the minimum required to accomplish the work

assignments.

2.2. The Parent Party shall file visit requests for the CPP

through prescribed channels in compliance with the Host Party's

procedures. The Parties shall cause security assurances to be

filed, through their respective embassies, specifying the

security clearances for the CPP being assigned. The security

assurances shall be prepared and forwarded through prescribed

channels in compliance with established procedures.

2.3. The Parties shall ensure that both German MoD and U.S. DoD

personnel assigned are made aware of, and required to comply

with, applicable laws and regulations as well as the

requirements of Article VIII (Disclosure and Use of Project

Information), Article IX (Controlled Unclassified Information),

and Article XI (Security) of the MOA, and the corresponding

provisions of this Appendix, and the PSI and CG. Prior to

commencing assigned duties, CPP shall, if required by the Host

Party's laws, regulations, policies, or procedures, sign a

certification concerning the conditions and responsibilities of

CPP.

2.4. CPP shall at all times be required to comply with the

security and export laws, regulations, and procedures of the

Host Party. Any violation of security or export procedures by

CPP during their assignment shall be reported to their Parent

organization and Government for appropriate action. CPP

committing willful 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

organization and Government.

2.5. All Classified Information made available to CPP shall be

considered as Classified Information furnished to the German MoD

or U.S. DoD and shall be subject to all of the provisions and

safeguards provided for in the MOA, this PA, this Annex, the

PSI, and the CG.
2.6. CPP shall not have personal custody of Classified

information or Controlled Unclassified Information, unless

approved by the Project Office and as authorized by the parent

organization. They shall be granted access to such Information

in accordance with the provisions of the PSI during normal duty

hours when access is necessary to perform Project work. They

may not have unsupervised access to classified libraries or

operating centers, or to document catalogues, unless the

information therein is releasable to the public.

2.7. CPP shall not serve as a conduit between the U.S. DoD and

the German MoD for requests for and/or transmission of

Classified Information or Controlled Unclassified Information

unless specifically authorized by the PSI.

3. Administrative Matters

3.1. Consistent with Host Party's laws and regulations, and

subject to applicable multilateral and bilateral treaties,

agreements and arrangements, CPP shall be subject to the same

restrictions, conditions, and privileges as Host Party personnel

of comparable rank and in comparable assignments. Further, to

the extent authorized by the Host Party's laws and regulations,

CPP and their authorized dependents shall be accorded:

3.1.1. Exemption from any Host Party tax upon income received

from their parent organization or Government.

3.1.2. Exemption from any Host Party customs and import duties

or similar charges levied on items entering the country for

their official or personal use, including their baggage,

household effects, and private motor vehicles.

3.2. Upon or shortly after arrival, CPP shall be informed by

the Project Office or Host Party field activities about

applicable laws, orders, regulations, and customs and the need

to comply with them. CPP shall also be provided briefings

arranged by the Project Office or Host Party field activities

regarding applicable entitlements, privileges, and obligations

such as:

3.2.1. Any medical or dental care that may be provided to CPP

and their dependents at the Host Party's medical facilities,

subject to applicable laws and regulations, including

reimbursement when required by such laws and regulations.

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3.2.2. Purchasing and patronage privileges at military

commissaries, exchanges, theaters, and clubs for CPP and their

dependents, subject to applicable laws and regulations.

3.2.3. Responsibility of CPP and those dependents accompanying

Lhem to obtain motor vehicle liability insurance coverage in

accordance with laws and regulations applicable in the area

where they are residing. In case of claims involving the use of

private motor vehicles by CPP and their dependents, the recourse

shall be against such insurance.

3.3. The POs, and Host Party facilities shall 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 or civilian personnel regulations and

practices of both Parties;

3.3.3. Dress regulations, consistent to the extent possible

with the military or civilian personnel regulations and

practices of both Parties; and

3.3.4. Performance evaluations, recognizing that such

evaluations must be rendered in accordance with the providing

Party's military or civilian personnel regulations and

practices.

3.4. CPP committing an offense under the laws of the Government

of either Party may be withdrawn from this Project with a view

toward further administrative or disciplinary action by the

providing Party. Disciplinary action, however, shall not be

taken by the Host Party against CPP from the providing Party,

nor shall CPP from the providing Party exercise disciplinary

authority over Host Party personnel. In accordance with the

Host Party's laws, regulations, and procedures, the Host Party

shall assist the providing Party in carrying out investigations

of offenses involving CPP.

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