Proposal for a Council Decision on the conclusion, by the Commission, of the Agreement between the European Atomic Energy Community (Euratom) and the Department of the Energy of the United States of America (USDOE) in the field of nuclear security research and development
Date: 2010-03-17
Institutions: European Commission
Subjects: EAEC, United States, cooperation agreement (EU), exchange of information, nuclear non-proliferation, nuclear research, nuclear safety, research and development

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EUROPEAN COMMISSION 

Brussels, 17.3.2010 
COM(2010)90 final 

2010/0052 (NLE) 

Proposal for a 

COUNCIL DECISION 

on the conclusion, by the Commission, of the Agreement between the European Atomic 
Energy Community (Euratom) and the Department of the Energy of the United States of 
America (USDOE) in the field of nuclear security research and development 

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EXPLANATORY MEMORANDUM 

On  November  4th,  2008,  the  Council  adopted  the  Commission  proposal  for  negotiation 
directives  authorizing  the  Commission  to  negotiate  an  agreement  between  the  European 
Atomic Energy Community (Euratom) and the Department of Energy of the United States of 
America (USDOE) in the field of nuclear security research and development.1 

The Council Decision stipulated that "this Agreement will amend and replace the agreement 
signed on 6 January 1995". 

A  first  explanatory  talk  took  place  in  Washington  DC  on  April  21st,  2008  and  the  first 
negotiation round has taken place in connection with the meeting of the Steering Committee 
(PCG)  of  the  existing  agreement  in  Lawrence  Livermore  on  March  10,  2009.  A  final 
negotiation  round  took  place  in  Brussels  on  Wednesday  November  4th,  2009.  Both  Parties 
agreed on a final text that was presented to the Council Working Party on Monday November 
23rd. 

As agreed, the Council was closely kept informed and the various drafts resulting from these 
rounds have been systematically presented to its appropriate Working Party. 

In  light  of  the  above,  the  Commission  calls  the  Council  to  adopt  the  annexed  proposal 
approving the conclusion of the Agreement. 

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COM(2008) 507 final of 4.8.2008. 

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2010/0052 (NLE) 

Proposal for a 

COUNCIL DECISION 

on the conclusion, by the Commission, of the Agreement between the European Atomic 
Energy Community (Euratom) and the Department of the Energy of the United States of 
America (USDOE) in the field of nuclear security research and development 

THE COUNCIL OF THE EUROPEAN UNION, 

Having  regard  to  the  Treaty  establishing  the  European  Atomic  Energy  Community,  and  in 
particular Article 101, paragraph 2 thereof, 

Having regard to the proposal of the Commission, 

Whereas: 

(1) 

An agreement has been signed on 6 January 1995 between Euratom and the USDOE 
in the field of nuclear material safeguards research and development, 

(2) 

This agreement has to be amended to be widened to all the aspects of nuclear security, 

(3) 

The  Commission  has  been  authorised  on  November  4th,  2008  to  negotiate  such  an 
agreement, which will replace the agreement of 1995. 

HAS ADOPTED THIS DECISION:  

Sole Article 

The conclusion, by the Commission, of the Agreement between the European Atomic Energy 
Community  (Euratom)  and  the  Department  of  the  Energy  of  the  United  States  of  America 
(USDOE) in the field of nuclear security research and development, is hereby approved. 

The text of the Agreement is annexed to this Decision. 

Done at Brussels,  

For the Council 
The President 

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ANNEX  

AGREEMENT 

between 

THE UNITED STATES DEPARTMENT OF ENERGY 

and 

THE EUROPEAN ATOMIC ENERGY COMMUNITY 

Represented by 

THE EUROPEAN COMMISSION 

in the field of 

NUCLEAR MATERIAL SAFEGUARDS AND SECURITY  
RESEARCH AND DEVELOPMENT 

The  United  States  Department  of  Energy  (USDOE)  and  the  European  Atomic  Energy 
Community  (EURATOM),  represented  by  the  European  Commission,  hereinafter  called  the 
“Parties”; 

Acknowledging their cooperation under the Agreement between the United States Department 
of  Energy  and  the  European  Atomic  Energy  Community  Represented  by  the  European 
Commission  in  the  Field  of  Nuclear  Material  Safeguards  Research  and  Development  of  6 
January  1995  (the  “1995  Agreement”),  and  desiring  to  expand  their  cooperation  to  include 
nuclear security; 

Having a mutual interest that nuclear material is managed worldwide in the most secure way, 
in full respect of the Treaty on the Non-Proliferation of Nuclear Weapons of 1 July 1968, and 
the Additional Protocol;  

Noting  United  Nations  Security  Council  Resolution  1540  of  28  April  2004  on  the  non-
proliferation of weapons of mass destruction (WMD); 

Sharing  the  view  that  nuclear  material  safeguards  should  apply  worldwide  and  meet  the 
highest possible standards; 

Desiring  to  take  all  necessary  steps  to  prevent  dissemination  of  nuclear  WMD  and  the 
material, technologies and know-how related to them, as well as nuclear terrorism; 

Noting  that  coordination  of  the  programmes  implemented  to  this  end  by  the  Parties,  in 
particular those aiming to support third countries worldwide, should be better coordinated in 
order to improve the efficiency of those programmes; 

Noting  that  both  Parties  are  members  of  the  Generation  IV  International  Forum  which  is 
aiming, in particular, to strengthen nuclear safety and security through the conduct of research 
on and development of new proliferation-resistant reactor and fuel cycle technologies; 

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Noting that USDOE has launched the Next Generation Safeguards Initiative (NGSI); 

Noting  that  EURATOM  intends  to  contribute  to  the  objectives  of  NGSI,  building  upon 
EURATOM’s longstanding experience in safeguarding the entire fuel cycle; 

Intending to coordinate closely with the International Atomic Energy Agency (IAEA); and 

Noting that any European Union (EU) Member State or any organisation of an EU Member 
State willing to cooperate with USDOE in the field of nuclear security may contribute to the 
implementation of this Agreement through EURATOM;  

Noting that nuclear safeguards are applied in all Member States of the Community pursuant 
both the Treaty establishing the European Atomic Energy Community and under safeguards 
agreements concluded between the Community, its Member States and the IAEA; 

HAVE AGREED AS FOLLOWS: 

Article 1 - Objective 

The objective of this Agreement is to provide a framework for cooperation between USDOE 
and  EURATOM  on  mutually  agreed  upon  research  and  development  (R&D)  topics,  and 
training,  in  the  field  of  nuclear  material  safeguards  and  security.  Cooperation  between  the 
Parties shall be conducted on the basis of mutual benefit, equality, and reciprocity. 

Article 2 - Areas of Cooperation 

The areas of cooperation in the field of nuclear material safeguards and security research and 
development covered by this Agreement shall mainly focus on: 

1. 

2. 

3. 

4. 

5. 

6. 

7. 

8. 

9. 

Safeguards systems analysis for part of or the complete fuel cycle; 

Equipment and technologies for measurement of nuclear and other radioactive 

a. 
materials; 
b.  Accountancy and control of nuclear materials and other radioactive materials; 

Improved analytical methods and methodologies; 

Containment and surveillance technology for nuclear materials and nuclear facilities;  

Secure access and communication of data, in particular safeguards-related data; 

Remote monitoring technologies; 

in  proliferation  resistance  and  physical  protection 

R&D 
methodologies; 

technologies  and 

Nuclear safeguards and security training courses; 

Technologies  and  methodologies  related  to  combating  the  illicit  trafficking 
(including border monitoring and physical security) in nuclear and other radioactive 
materials, and its potential consequences; 

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10. 

11. 

12. 

13. 

14. 

15. 

Analytical  tools  and  methodologies  in  nuclear  forensics,  including  physical  and 
chemical methods for forensics analyses and related data bases; 

Open source information tools; 

Technical aspects of export controls including technical training;  

Emergency management; 

Coordination  of  both  Parties’  efforts  to  cooperate  with  third  countries  and  relevant 
international  organisations  that  may  contribute  to  the  improvement  of  nuclear 
security; 

Coordination  of  both  Parties'  efforts  to  cooperate  with  third  countries  willing  to 
improve the effectiveness of their national safeguards systems and on other nuclear 
security issues; 

16. 

Coordination of both Parties’ IAEA support programmes. 

Other areas of cooperation may be added by mutual written agreement of the Parties. 

Article 3 - Forms of Cooperation 

Cooperation under this Agreement may include, but is not limited to, the following forms: 

1. 

2. 

3. 

4. 

5. 

6. 

7. 

Exchange  of  scientists,  engineers  and  other  specialists,  researchers  and  trainers  for 
agreed  periods  for  participation  in  activities  conducted  by  the  Parties  or  their 
contractors.  Such  exchange  of  staff  shall  be  in  accordance  with  Article  9  of  this 
Agreement; 

The  use  by  one  Party  of  facilities  which  are  owned  by  the  other  Party  or  in  which 
research and development activities are being sponsored by the other Party; 

Exchange  of  scientific  and  technical  information,  including  results  of  research  and 
development; 

Exchange  and  provision  of  samples,  materials  and  equipment  (e.g.  for  testing), 
subject in each case to a separate written agreement; 

Seminars  and  other  meetings  on  specific  topics,  including  training  courses  and 
workshops; 

Short visits by specialist teams or individuals of a Party to the facilities of the other 
Party; 

Studies dealing with the areas of cooperation referred to in Article 2; 

Other specific forms of cooperation may be added by mutual written agreement of the Parties. 

Article 4 - Management 

The  Parties  shall  each  name  one  individual  to  act  as  coordinator  in  order  to  supervise  the 
execution of this Agreement. 

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1. 

A Joint Steering Committee (JSC) is established in order to:  

(a) 

(b) 

(c) 

(d) 

(e) 

ensure the appropriate coordination for the implementation of this Agreement; 

evaluate the status of cooperation under this Agreement; 

identify priority areas of cooperation among those described in Article 2 of this 
Agreement;  

define  the  specific  tasks  to  be  undertaken  in  each  of  the  areas  of  cooperation 
listed in Article 2; 

assess  the  work  done  within  each  specific  area  and  task,  and  decide  on  their 
follow-up (e.g., completion, prolongation, cancellation). 

The  JSC  is  co-chaired  by  the  coordinators  and  shall  meet,  on  an  annual  basis, 
alternatively  in  the  European  Union  and  in  the  United  States  of  America.  The  JSC 
will be composed of the coordinators and the project managers invited by them. 

As appropriate, cooperative projects may be defined and listed on action sheets. New 
cooperative projects may be defined and added to this list after approval by the JSC. 
These action sheets shall specify the tasks to be undertaken, the time schedule, and 
the resources involved on either side. Each cooperative project that may involve the 
sharing of costs or that may give rise to the creation of intellectual property shall be 
set  forth  in  a  written  implementing  arrangement,  which  shall  be  subject  to  this 
Agreement.  

Day-to-day management of the cooperation under this Agreement shall be carried out 
by  project  managers  designated  by  the  coordinators.  The  managers  shall  agree  on 
specific research activities in accordance with Articles 1 and 2 of this Agreement and 
within  policy  guidelines  set  by  the  coordinators.  Managers  shall  be  responsible  for 
the working contacts between the Parties. 

Article 5 - Availability and Dissemination of Information 

Subject to applicable laws and regulations and to its obligations to third parties, and 
to provisions of this Agreement, each Party and its designees shall undertake to make 
freely  available  to  the  other  Party  and  its  designees  any  information  at  its  disposal 
which is required for the execution of this Agreement. 

The  Parties  support,  subject  to  the  provisions  of  the  Intellectual  Property  Annex  to 
this Agreement (Annex A), the widest possible dissemination of information which 
they  have  the  right  to  disclose,  either  in  their  possession  or  available  to  them,  and 
which is either developed jointly or intended to be provided or exchanged pursuant to 
this Agreement. 

The term "information" means unclassified nuclear energy-related regulatory, safety, 
security  (safeguards),  waste  management,  scientific,  or  technical  data,  including 
information on results or methods of assessment, research and any other knowledge 
provided, created or exchanged under this Agreement. 

2. 

3. 

4. 

1. 

2. 

3. 

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4. 

The term "proprietary information" as used in this Agreement and its annexes means 
information  provided,  created,  or  exchanged  under  this  Agreement  which  contains 
trade  secrets  or  other  privileged  or  sensitive  commercial  information  (such  that  the 
person having the information may derive a commercial benefit from it or may have 
a  commercial  advantage  over  those  who  do  not  have  it),  and  may  only  include 
information which: 

(a) 

(b) 

(c) 

(d) 

has been held in confidence by its owner 

is of a type which is customarily held in confidence by its owner 

has not been transmitted by the owner to other entities (including the receiving 
party) except on the basis that it be held in confidence 

is  not  otherwise  available  to  the  receiving  party  from  another  source  without 
restriction on its further dissemination and 

(e) 

is not already in the possession of the receiving party. 

Article 6 - Disclaimer 

Information transmitted by one Party to the other Party under this Agreement and any related 
implementing  arrangements  shall  be  accurate  to  the  best  knowledge  and  belief  of  the 
transmitting  Party.  Any  equipment  or  materials  transferred  by  one  Party  to  the  other  Party 
under this Agreement shall be suitable for its or their intended use to the best knowledge and 
belief of the transmitting Party. The transmitting Party does not warrant the suitability of the 
information,  equipment  or  materials  transmitted  for  any  particular  use  or  application  by  the 
receiving  Party  or  by  any  third  party.  Information  developed  jointly  by  the  Parties  shall  be 
accurate,  and  jointly  developed  equipment  and  materials  shall  be  suitable  for  their  intended 
use, to the best knowledge and belief of both Parties. Neither Party warrants the accuracy of 
the  jointly  developed  information  or  the  appropriateness  of  jointly  developed  equipment  or 
materials, nor their suitability for any particular use or application by either Party or by any 
third party. 

Article 7 - Intellectual Property Rights 

The  protection  and  allocation  of  intellectual  property  created  or  furnished  under  this 
Agreement  shall  be  governed  by  the  Intellectual  Property  Rights  Annex  (Annex  A)  and  the 
Technology  Management  Plan  (Annex  B)  attached  hereto  and  constituting  integral  parts 
hereof. 

Article 8 – Exchange of Personnel 

Unless  otherwise  agreed  in  writing,  the  following  provisions  shall  apply  concerning 
assignments and exchanges of personnel under this Agreement: 

1. 

Each  Party  may,  at  its  own  expense,  and  subject  to  agreement  of  the  other  Party, 
observe test activities and analytical work of the other Party. Such observation may 
be  accomplished  by  short-term  visits  or  by  the  assignment  of  personnel,  subject  to 
the prior agreement of the receiving Party on each occasion. 

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2. 

3. 

4. 

5. 

6. 

7. 

Whenever  an  assignment  or  exchange  of  personnel  is  contemplated  under  this 
Agreement, each Party shall select qualified staff for assignment to the other Party to 
conduct  the  activities  planned  under  this  Agreement.  Each  such  exchange  of 
personnel shall be mutually agreed in advance by an exchange of letters between the 
Parties, referencing this Agreement and its pertinent intellectual property provisions. 

Each Party shall be responsible for the salaries, insurance, and allowances to be paid 
to its staff or contractors. 

Each  Party  shall  pay  for  the  travel  and  living  expenses  of  its  staff  while  on 
assignment to the host Party. 

Each  Party  shall  assist  in  arranging  adequate  accommodations  for  the  other  Party’s 
assigned  staff  or  its  contractors  (and  their  families)  on  a  mutually  agreeable 
reciprocal basis. 

The  host  Party  shall  provide  all  necessary  assistance  to  the  assigned  staff  or  its 
contractors  (and  their  families)  of  the  other  Party  regarding  administrative 
formalities, such as making travel arrangements and obtaining work permits. 

The staff of each Party and its contractors shall be subject to the general and special 
rules of work and safety regulations in force at the host establishment. 

Article 9 – Equipment 

Unless  otherwise  agreed  in  writing,  the  following  provisions  shall  apply  to  the  provision  of 
equipment by one Party to the other Party under this Agreement: 

1. 

2. 

3. 

4. 

The sending Party shall supply to the other Party as soon as possible a detailed list of 
the  equipment  to  be  provided,  together  with  the  associated  specifications  and 
technical and informational documentation. 

The equipment, spare parts, and documentation supplied  by the sending  Party shall 
remain the property of the sending Party and shall be returned to the sending Party 
upon completion of the mutually agreed upon activity. 

The  host  establishment  shall  provide  the  necessary  premises  and  shelter  for  the 
equipment,  and  shall  provide  for  electric  power,  water  and  gas,  as  appropriate,  in 
accordance with all technical requirements, which shall be as mutually agreed upon 
by the Parties. 

The sending Party, or its designee(s), shall be responsible for expenses, safekeeping 
and insurance during the transport of the equipment from the original location in the 
country, or its establishments in the case of EURATOM, of the sending Party to the 
place of entry in the country of the receiving Party, or its establishments in the case 
of  EURATOM.  If  the  sending  Party  elects  to  have  the  equipment  returned,  the 
sending  Party  shall  be  responsible  for  expenses,  safekeeping,  and  insurance  during 
the transport of the equipment from the original point of entry in the country of the 
receiving  Party,  or  its  establishment  in  the  case  of  EURATOM,  to  the  final 
destination  in  the  country  of  the  sending  Party,  or  its  establishment  in  the  case  of 
EURATOM. 

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5. 

The  receiving  Party,  or  its  designee(s),  shall  be  responsible  for  expenses, 
safekeeping, and insurance during the transport of the equipment from the place of 
entry  in  the  country  of  the  receiving  Party,  or  its  establishments  in  the  case  of 
EURATOM,  to  the  final  destination  in  the  country  of  the  receiving  Party,  or  its 
establishments  in  the  case  of  EURATOM.  If  the  sending  Party  elects  to  have  the 
equipment  returned,  the  receiving  Party  shall  be  responsible  for  expenses, 
safekeeping,  and  insurance  during  the  transport  of  the  equipment  from  the  final 
destination in the country of the receiving Party, or its establishment in the case of 
EURATOM, to the original point of entry in the country of the receiving Party, or its 
establishment in the case of EURATOM. 

6. 

The equipment provided by the sending Party for carrying out mutually agreed-upon 
activities shall be considered to be scientific, not having a commercial character, and 
the receiving Party shall endeavour to obtain duty-free entry. 

Article 10 – Samples and Materials 

Unless otherwise agreed in writing, the following provisions shall apply to the transportation 
and use of samples and materials under this Agreement: 

1. 

2. 

3. 

Unless  otherwise  agreed  by  the  Parties  prior  to  delivery,  samples  and  materials 
provided by the sending Party to the receiving Party shall be used for experiments, 
testing and evaluation and shall not be returned to the sending Party. 

Where one Party requests that a sample or material be provided by the other Party, 
the  Party  making  the  request  shall  bear  all  costs  and  expenses  associated  with  the 
transportation of the sample or material from the location of the sending Party to the 
final destination. 

Each Party shall promptly disclose to the other Party all information arising from the 
examination  or  testing  of  samples  or  materials  exchanged  under  this  Agreement. 
Proprietary information, as defined in Article 5, paragraph 4, which was developed 
prior to or outside the scope of this Agreement, shall remain proprietary information 
even though it is contained in the results of an examination or testing of samples or 
materials. Such information shall be identified as proprietary by the Party asserting 
its  proprietary  nature  as  soon  as  possible  after  disclosure  of  all  information  arising 
from  the  examination  or  testing  is  made  to  such  Party  and  the  other  Party  shall  be 
immediately  advised  of  that  identification.  All  information  identified  as  proprietary 
shall be controlled  as provided under Annex A, section III. It is further understood 
and agreed that one Party providing samples or materials to the other Party may also 
provide  a  partial  or  complete  list  of  the  types  of  information  which  will  arise  from 
the  examination  or  testing  of  such  samples  or  materials  and  which  is  proprietary 
information as defined in Article 5, paragraph 4, and all such proprietary information 
is to be controlled as set out in Annex A, section III. 

Article 11 - Applicable Law 

Each Party shall conduct the activities contemplated by this Agreement in accordance with the 
applicable laws to which it is subject. 

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Article l2 - Settlement of Disputes 

1. 

2. 

All questions or disputes related to activities carried out under this Agreement shall 
be settled by consultations between the Parties. 

Compensation for damages arising from activities under this Agreement shall be in 
accordance with the Parties’ applicable laws. 

Article 13 - Costs 

Except  when  otherwise  specifically  agreed  in  writing,  all  costs  resulting  from  cooperation 
under this Agreement shall be borne by the Party that incurs them. It is understood that the 
ability  of  the  Parties  to  carry  out  the  activities  contemplated  by  this  Agreement  shall  be 
subject to the appropriation of funds by the appropriate authority, where necessary. 

Article 14 - Additional Entities and Organisations  

By  mutual  agreement,  the  Parties  may  invite  entities  and  organisations  in  the  public  and 
private  sectors  to  participate,  at  their  own  expense  unless  one  or  both  Parties  elect  to  fund 
such participation, in the cooperative activities contemplated by this Agreement. 

Article 15 - Entry into Force, Amendment and Termination 

1. 

This Agreement shall enter into force upon signature, shall remain in force for five 
years, and be automatically renewed for further five-year periods unless either Party 
notifies the other in writing three months prior to the expiration of the first five-year 
period  or  any  succeeding  five-year  period  of  its  intent  to  terminate  the  Agreement. 
This Agreement may be amended by mutual written agreement of the Parties. 

2. 

This Agreement supersedes the 1995 Agreement. 

DONE at […], in duplicate, this […]of […] 2010. 

For the 
UNITED STATES 
DEPARTMENT OF ENERGY: 

For the 
EUROPEAN ATOMIC ENERGY 
COMMUNITY: 

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Annex A 

Intellectual Property Rights 

Pursuant to Article 7 of this Agreement, this Annex addresses the protection and allocation of 
rights, interests and royalties between the Parties.  

I. 

1. 

2. 

3. 

4. 

5. 

6. 

OWNERSHIP ALLOCATION AND EXERCISE OF RIGHTS 

This  Annex  is  applicable  to  all  cooperative  activities  undertaken  pursuant  to  this 
Agreement, except as otherwise specifically agreed by the Parties or their designees. 
The  Parties  shall  ensure  adequate  and  effective  protection  of  intellectual  property 
created or furnished under this Agreement and relevant implementing arrangements. 
The Parties agree to seek protection for such intellectual property in a timely fashion.  

For purposes of this Agreement, “intellectual property” shall have the meaning found 
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. 

Each  Party  shall  ensure  that  the  other  Party  may  obtain  the  rights  to  intellectual 
property allocated to it in accordance with this Annex by obtaining those rights from 
its own participants through contracts or other legal means if necessary. 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. 

Disputes  concerning  intellectual  property  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  of  International  Trade  Law 
(UNCITRAL) shall govern.  

Termination  or  expiration  of  this  Agreement  shall  not  affect  rights  or  obligations 
under this Annex. 

Intellectual property arising from joint research, i.e., cooperative research supported 
by both Parties and whose scope is agreed in advance by them, and jointly created, 
shall be jointly owned by both Parties unless otherwise agreed. There shall be joint 
ownership  of  intellectual  property  when  created  by  both  Parties  and  when  the 
features  of  such  intellectual  property  cannot  be  separated  for  purposes  of  applying 
for,  obtaining  and/or  maintaining  in  force  the  protection  of  the  relevant  intellectual 
property right. In such a case, the Parties shall agree between themselves by means 
of  a  co-ownership  agreement  on  the  allocation  and  the  terms  of  exercising  the 
ownership of said intellectual property, consistent with the provisions of this Annex. 
This  co-ownership  agreement  may  be  part  of  the  technology  management  plan  set 
forth in Annex B or a separate document. This plan shall also cover the treatment of 
scientists visiting primarily for their education or training (i.e., visiting researchers). 

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7. 

If either Party determines 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.  

II. 

SCIENTIFIC LITERARY WORKS 

Subject to the treatment provided for undisclosed information in Section III of this Annex, the 
following procedures shall apply: 

1. 

2. 

Each Party shall be entitled to a non-exclusive, irrevocable, royalty-free license in all 
countries  to  translate,  reproduce,  and  publicly  distribute  information  contained  in 
scientific  and  technical  journals,  articles,  reports,  books,  or  other  media,  directly 
arising from joint research pursuant to 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. They shall also bear a clearly visible acknowledgment of the 
cooperative support of the Parties. 

III. 

PROPRIETARY INFORMATION 

A. 

1. 

Documentary Proprietary Information 

Each  Party  or  its  designees  shall  identify  at  the  earliest  possible  moment  the 
information that it wishes to remain undisclosed in relation to this Agreement, taking 
account, inter alia, of the following criteria: 

(a) 

(b) 

(c) 

(d) 

secrecy of the information in the sense that the information is not, as a body or 
in the precise configuration or assembly of its components, generally known or 
readily accessible by lawful means; 

the  actual  or  potential  commercial  value  of  the  information  by  virtue  of  its 
secrecy; 

previous protection  of  the  information in the  sense that it has been subject to 
steps  that  were  reasonable  under  the  circumstances  by  the  person  lawfully  in 
control, to maintain its secrecy; 

The Parties or their designees may in certain cases agree that, unless otherwise 
indicated, parts or all of the information provided, exchanged or created in the 
course of joint research pursuant to this Agreement may not be disclosed. 

2. 

Each  Party  shall  ensure  that  proprietary  information  under  this  Agreement  and  its 
privileged nature is readily recognisable as such by the other Party, for example, by 
means  of  an  appropriate  marking  or  restrictive  legend.  This  also  applies  to  any 
reproduction of the said information, in whole or in part. 

EN 

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   EN 

A  Party  receiving  proprietary  information  pursuant  to  such  agreement  shall  respect 
the  privileged  nature  thereof.  These  limitations  shall  automatically  terminate  when 
this information is disclosed by the owner without restriction. 

3. 

Proprietary  information  communicated  under  this  Agreement  may  be  disseminated 
by  the  receiving  Party  on  a  need  to  know  basis  to  those  persons  employed  by  the 
receiving  Party  including  its  contractors,  and  other  concerned  departments  of  the 
Party  that  are  authorised  to  work  for  the  specific  purposes  of  the  joint  research 
underway,  provided  that  any  Proprietary  information  so  disseminated  shall  be 
protected to the extent provided by the laws and regulations to which each Party is 
subject and shall be readily recognisable as such, as set out above. 

4. 

The Parties shall apply appropriate marking procedures for documentary proprietary 
information. 

B. 

Non-documentary Proprietary Information 

Non-documentary  proprietary  or  other  confidential  or  privileged  information  provided  in 
seminars and other meetings arranged under this Agreement, or information arising from the 
attachment  of  staff,  use  of  facilities,  or  joint  projects,  will  be  treated  by  the  Parties  or  their 
designees  according  to  the  principles  specified  for  documentary  proprietary  information  in 
this Agreement; provided, however, that the recipient of such proprietary or other confidential 
or privileged information has been made aware in writing of the confidential character of the 
information communicated not later than the time such a communication is made. 

C. 

Control 

Each  Party  shall  endeavour  to  ensure  that  undisclosed  information  received  by  it  under  this 
Agreement shall be controlled as provided herein. If one of the Parties becomes aware that it 
will  be,  or  may  be  reasonably  expected  to  become,  unable  to  meet  the  non-dissemination 
provisions  of  paragraphs  A  and  B  above,  it  shall  immediately  inform  the  other  Party.  The 
Parties shall thereafter consult to define an appropriate course of action. 

IV. 

OTHER CONSIDERATIONS 

In  the  event  that  computer  codes,  that  are  identified  in  a  timely  fashion  as  proprietary,  are 
furnished or created in the course of cooperative activities under this Agreement, each Party 
shall  protect  such  codes  in  accordance  with  applicable  laws,  regulations  and  administrative 
procedures. 

EN 

14 

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Annex B 

Technology Management Plan 

1. 

2. 

3. 

4. 

5. 

6. 

The  Parties  shall  notify  each  other  within  a  reasonable  time  of  any  intellectual 
implementing 
property 
arrangements). 

rights  arising  under 

this  Agreement 

relevant 

(or 

Each Party becomes the owner on any intellectual property it creates in performing 
cooperative work under this Agreement. The other Party shall have a non-exclusive, 
irrevocable,  royalty-free  license  to  use  such  intellectual  property  arising  under  the 
Agreement for research and development purposes only. 

For intellectual property jointly created during research and in conformity with I-6 of 
Annex A above, each Party shall be entitled to obtain the rights and interests in its 
own territory. Rights in all other territories shall be jointly exploited by the Parties. 

For  intellectual  property  created  during  joint  research,  the  Parties  can  agree  to 
allocate and exploit rights differently from what is provided for under paragraph 3. 

Each Party shall seek protection for the intellectual property to which it obtains rights 
and interests under the Technology Management Plan in a timely fashion. 

Visiting researchers (as defined in I.6. of Annex A) may receive intellectual property 
rights  and  royalty  shares  earned  by  the  host  institutions  from  licensing  of  such 
intellectual property rights under the policies of the host institutions. 

EN 

15 

   EN