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13067 United Kingdom - Memorandum of Understanding for the Joint Anti-Armor Weapon System (JAAWS) Project


   
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TREATIES AND OTHER INTERNATIONAL ACTS SERIES 13067

 

 

DEFENSE

Joint Anti-Armor Weapon
System (JAAWS) Project

 

 

 

Memorandum of Understanding
Between the
UNITED STATES OF AMERICA
and the UNITED KINGDOM OF
GREAT BRITAIN AND
NORTHERN IRELAND


Signed at Quantico and Abbey Wood
September 20 and October 1, 1999

 

 

 

 

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.”

 

UNITED KINGDOM OF GREAT BRITAIN
AND NORTHERN IRELAND

Defense: Joint Anti-Armor Weapon
System (JAAWS) Project

Memorandum of understanding signed at
Quantico and Abbey Wood September 20 and October 1, 1999;
Entered into force October 1, 1999.

MEMORANDUM OF UNDERSTANDING
BETWEEN
THE SECRETARY OF DEFENSE ON BEHALF OF THE DEPARTMENT OF DEFENSE
OF THE UNITED STATES OF AMERICA
AND THE
SECRETARY OF STATE FOR DEFENCE
OF THE UNITED KINGDOM OF GREAT BRITAIN AND NORTHERN IRELAND
FOR THE
JOINT ANTI-ARMOR WEAPON SYSTEM (JAAWS) PROJECT
(Short Title: JAAWS Framework MOU)
JAAWS FRAMEWORK MOU
TABLE OF CONTENTS
INTRODUCTION 1
SECTION I
DEFINITIONS 2
SECTION II
OBJECTIVES 6
SECTION III
SCOPE OF WORK 8
SECTION IV
MANAGEMENT (ORGANIZATION AND RESPONSIBILITY) 9
SECTION V
FINANCIAL PROVISIONS 11
SECTION VI
CONTRACTING PROVISIONS 12
SECTION VII
PROJECT EQUIPMENT 14
SECTION VIII
DISCLOSURE AND USE OF PROJECT INFORMATION 15
SECTION IX
CONTROLLED UNCLASSIFIED INFORMATION 18
SECTION X
VISITS TO ESTABLISHMENTS 20
SECTION XI
SECURITY 21
SECTION XII
THIRD PARTY SALES AND TRANSFERS 24
SECTION XIII
LIABILITY AND CLAIMS 26
SECTION XIV
PARTICIPATION OF ADDITIONAL NATIONS 27
SECTION XV
CUSTOMS DUTIES, TAXES, AND SIMILAR CHARGES 28
SECTION XVI
SETTLEMENT OF DISPUTES 29
SECTION XVII
AMENDMENT, TERMINATION, COMING INTO EFFECT, AND
DURATION 30
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JAAWS FRAMEWORK MOU
INTRODUCTION
The Secretary of Defense on behalf of the Department of Defense
(DOD) of the United States of America and the Secretary of State
for Defence of the United Kingdom of Great Britain and Northern
Ireland (MOD), hereinafter referred to as the "Participants":
Recognizing the Agreement Concerning Defense Cooperation
Arrangements of 27 May 1993 between the Government of the
United States of America and the Government of the United
Kingdom of Great Britain and Northern Ireland will apply to
this MOU;
Recognizing the Governments of the Participants have entered
into the U.S./U.K. Memorandum of Understanding Relating to
the Principles Governing Cooperation in Research and
Development, Production, Procurement and Logistic Support of
Defence Equipment of 13 December 1994 or any successor
thereto;
Having a common interest in defense;
Recognizing the benefits to be obtained from
standardization, rationalization, and interoperability of
military equipments;
Desiring to improve their mutual conventional defense
capabilities through the application of emerging technology;
and,
Having mutual needs for light-weight anti-tank weapon
systems to satisfy common operational requirements and
recognizing the efforts of the individual anti-armor
programs in each Nation;
Have reached the following understandings:
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JAAWS FRAMEWORK MOU
SECTION I
DEFINITIONS
The Participants have jointly decided upon the following
definitions for terms used in this Memorandum Of Understanding
(MOU):
Classified Official information that requires protection in
Information the interests of national security and is so
designated by the application of a security
classification marking.
Contract Any mutually binding legal relationship which
obligates a Contractor to furnish supplies or
services, and obligates one or both of the
Participants to pay for them.
Contracting The obtaining of supplies or services by Contract
from sources outside the government organizations
of the Participants. Contracting includes
description of supplies and services required,
solicitation and selection of sources,
preparation and award of Contracts, and all
phases of Contract administration.
Contracting The entity within the government organization of
Agency a Participant, which has authority to enter into,
administer, and terminate Contracts.
Contracting A person representing a Contracting Agency of
Officer a Participant who has the authority to enter
into, administer, and terminate Contracts.
Contractor Any entity awarded a Contract by a Participant's
Contracting Agency.
Controlled Unclassified information to which access or
Unclassified distribution limitations have been applied in
Information accordance with applicable national laws or
regulations. Whether the information is provided
or generated under this MOU, the information will
be marked to identify its "in confidence" nature.
It could include information which has been
declassified, but remains controlled.
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JAAWS FRAMEWORK MOU
Information
Joint Anti-
Armor Weapon
System (JAAWS)
Project
Manufacture or other use in any part of the
world by or for the armed forces of any
Participant.
The security office approved by national
authorities to be responsible for the security
aspects of this MOU.
Any Project costs that, due to their nature, will
be paid using monetary contributions from the
Participants.
Any information regardless of form or type
including, but not limited to, that of a
scientific, technical, business or financial
nature, and extending to reports, manuals, threat
data, experimental data, test data, designs,
specification, computer software and software
documentation, processes, techniques, inventions,
drawings, technical writings, sound recordings,
pictorial representations including photographs,
and other graphical representations, whether in
magnetic tape, computer memory or any other
form and whether or not subject to copyright,
Patent, or other legal protection.
A three-phased effort for cooperation in the
development, production, support/disposal
of a family of anti-armor weapons and
supporting equipment based on the U.S. Predator
(also referred to herein as the "Project").
The U.K. competitive programme to procure a
light anti-armour weapon and supporting
equipment (e.g., trainers and spares) to replace
the current in-service U.K. LAW system, LAW 80.
Any Project costs that, due to their nature, will
be met using non-monetary contributions from the
Participants.
Defense
Purposes
Designated
Security
Authority
(DSA)
Financial
Costs
Next
generation
Light anti-
Armour Weapon
project (NLAW)
Non-financial
Costs
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JAAWS FRAMEWORK MOU
Patent
Phase I
Phase II
Legal protection of the right to exclude others
from making, using, or selling an invention. The
term refers to any and all patents including, but
not limited to, patents of implementation,
improvement, or addition, petty patents, utility
models, appearance design patents, registered
designs, and inventor certificates or like
statutory protection as well as divisions,
reissues, continuations, renewals, and extensions
of any of these.
As detailed in the Phase I PA, activities
conducted in conjunction with the MOD NLAW
Project Definition (PD) and down-selection effort
and the DOD Predator Engineering, Manufacturing
and Development (EMD) effort.
The full development and production (FD&P),
initial support (IS), and initial post design
services (PDS), phase of the Project as detailed
in a PA.
Phase III The further support (FS), further PDS, and
disposal effort conducted by the Participants
beyond Phase II and as detailed in a PA.
Predator The U.S. one man-portable fire-and-forget system,
designed to defeat the next generation advanced
armor threats.
Project See JAAWS definition.
Project Supplemental arrangements to the MOU that
Arrangement describe specific JAAWS collaborative activities
(PA) undertaken in Phase I, Phase II, and Phase III of
the Project.
Project Any material, equipment, end item, subsystem,
Equipment component, special tooling or test equipment used
in the Project.
Project Project Information not generated in the
Background performance of the Project.
Information
Project Project Information generated in the performance
Foreground of the Project.
Information
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JAAWS FRAMEWORK MOU
Project Any information provided to, generated in, or
Information used in the Project.
Project Any invention or discovery formulated or made
Invention (conceived or first actually reduced to practice)
in the course of work performed under the
Project. The term "first actually reduced to
practice" means the first demonstration,
sufficient to establish to one skilled in the art
to which the invention pertains, of the
operability of an invention for its intended
purpose and in its intended environment.
Third Party Any person or other entity whose government is
not a Participant to this MOU.
5
JAAWS FRAMEWORK MOU
SECTION II
OBJECTIVES
2.1. The Participants desire to establish a framework within this
MOU that will enable timely and effective collaboration in the
Joint Anti-Armor Weapon System (JAAWS) Project.
2.2. The objectives of the Project are to:
2.2.1. Facilitate MOD consideration during NLAW project
definition and down-selection of an enhanced
Predator to meet its NLAW system requirements.
2.2.2. Facilitate DOD consideration of NLAW project
definition results within DOD Predator programs.
2.2.3. If an enhanced Predator is selected by the UK as its
NLAW solution, establish a joint program to:
2.2.3.1. Maximize commonality and interoperability.
2.2.3.2. Reduce unit cost via cooperative
production.
2.2.3.3 Conduct collaborative support and disposal
activities.
2.2.3.4. Identify future product improvements.
2.3. The above objectives will be accomplished under Project
Arrangements (PAs) which will address each of the following
Phases: project definition (PD), full development and production
(FD&P), initial support (IS), post design services (PDS),
further support (FS), further PDS and disposal.
2.4. The PAs will be governed by the provisions of this MOU,
known as the framework MOU. The PAs will be entered into in
accordance with this MOU, and will incorporate, by reference, the
provisions of this MOU. Each PA will include specific
provisions, consistent with this MOU, concerning (but not limited
to) the PA's objectives, scope, management, financial provisions,
contracting provisions, use of Project Equipment, disclosure and
use of Project Information, security, Third Party sales and
transfers, liability and claims, and amendment, termination,
coming into effect, and duration. In the case of a conflict
between the provisions of this MOU and a PA, the MOU will govern.
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JAAWS FRAMEWORK MOU
However, a PA may contain specific provisions which deviate from
the provisions of this MOU for the specific purposes of the PA,
provided such deviations are identified.
2.5. It is the intent of the Participants to maximize commonality
of weapon production through the Project. However, the
Participants recognize that the DOD Predator program may continue
in parallel with the JAAWS Project beyond the start of Phase II.
7
JAAWS FRAMEWORK MOU
SECTION III
SCOPE OF WORK
3.1. The overall work to be carried out under the Project will be
conducted over three Phases and will encompass the following:
3.1.1. Under Phase I, the exchange of data, coordination
of tests, and mutual witnessing of trials by the
Participants during MOD NLAW project definition and
down-selection and DOD Predator EMD.
3.1.2. Under Phase II, the development, test, production,
and initial support including initial PDS of the
enhanced weapons and associated equipment.
3.1.3. Under Phase III, further support including further
PDS, and disposal, conducted jointly by the
Participants after the system has reached in-
service use.
3.2. The Participants also recognize that there may be additional
MOD sponsored risk reduction activities during NLAW down-
selection in order to bring forward the JAAWS in-service date.
3.3. To the degree the MOD requires DOD technical support,
services, use of facilities, and other coordination activities in
support of the MOD NLAW project definition and down-selection
only, the MOD will reimburse the DOD for such expenses. This
reimbursement will recognize and compensate DOD effort in a
competitive environment.
3.4. The Participants recognize that participation in Phase II
and Phase III is subject to the MOD selecting the DOD Predator to
enter NLAW full development and production, initial support and
PDS and the implementation of PAs for those phases.
8
JAAWS FRAMEWORK MOU
SECTION IV
MANAGEMENT (ORGANIZATION AND RESPONSIBILITY)
4.1. A Framework MOU Steering Committee (SC) will be established,
comprised of a senior representative of each Participant. The SC
will facilitate full consultation between the Participants.
4.2. The SC will meet annually with additional meetings held at
the request of either representative. The location of the SC
meetings will alternate and each meeting will be chaired by the
representative of the Participant hosting the meeting. Decisions
of the SC will be made unanimously. In the event that the SC is
unable to reach a timely decision on an issue, each SC
representative will refer the issue to its higher authority for
resolution.
4.3. The SC will be responsible for:
4.3.1.
4.3.2.
4.3.3.
4.3.4.
Monitoring overall Project implementation,
including Project execution, specifications,
milestones, cost and financial requirements.
Monitoring the financial status of the Project to
ensure compliance with the provisions of Section V
(Financial Provisions) of this MOU and the
Financial Provisions of the Phase PAs.
Reviewing and forwarding to the Participants for
approval, recommended amendments to this MOU and
any Phase PA in accordance with Section XVII
(Amendment, Termination, Coming Into Effect, and
Duration).
Approving plans to manage and control the transfer
of Project Equipment provided by either
Participant.
4.3.5. Approving plans for the disposal of jointly
acquired Project Equipment.
4.3.6.
Maintaining oversight of the security aspects of
the Project, including reviewing and obtaining
approval from the appropriate Designated Security
Authority of the Project Security Instruction and
a Classification Guide (as detailed in Section XI
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JAAWS FRAMEWORK MOU
4.3.7.
4.3.8.
(Security)) prior to any transfer of Classified
Information or Controlled Unclassified
Information.
Providing recommendations to the Participants for
the addition of new Participants in accordance
with Section XIV (Participation of Additional
Nations).
Monitoring Third Party sales and transfers
authorized in accordance with Section XII (Third
Party Sales and Transfers).
4.4. Each Phase PA will contain provisions for the management
structure and responsibilities specific to that PA.
10
JAAWS FRAMEWORK MOU
SECTION V
FINANCIAL PROVISIONS
5.1. Each Participant will contribute its equitable share of the
total Costs of the Project and will receive an equitable share of
the results.
5.2. This framework MOU creates no financial responsibilities
regarding individual Phase PAs. Each PA will establish the
Financial and Non-financial contributions of the Participants
regarding the Phase described therein, including the total
estimated cost of the PA effort and each Participant's share of
the total estimated cost. The Participants will make funds
available in such amounts and at such times as may be required
for a specific Phase PA.
5.3. A Participant will promptly notify the other Participant if
available funds are not adequate to fulfill its responsibilities
under this MOU or its Phase PAs. If a Participant notifies the
other Participant that it is terminating or reducing its funding
for this Project, both Participants will immediately consult with
a view toward continuation on a modified basis.
5.4 Each Participant will be responsible for the audit of the
procurement activities for which it is responsible under a PA in
accordance with its own national practices. Each Participant's
reports of such audits will be promptly made available to the
other Participant. For PAs where funds are transferred from one
Participant to the other Participant, the receiving Participant
will be responsible for internal audit regarding administration
of the other Participant's funds in accordance with national
practices. Audit reports of such funds will be promptly made
available by the receiving Participant to the other Participant.
11
JAAWS FRAMEWORK MOU
SECTION VI
CONTRACTING PROVISIONS
6.1. Each Phase PA will detail each Participant's responsibility
for Contracting for the purposes of that PA. Each Participant
will use its respective national Contracting procedures when
contracting for the purposes of a Phase PA. When a Participant
contracts for a Phase PA, that Participant's Contracting Officer
will be the exclusive source for providing contractual direction
and instructions to Contractors.
6.2. When a Participant performs Contracting for the purposes of
a Phase PA, that Participant's Contracting Officer will insert
into prospective and existing Contracts (and require its
Contractors to insert in subcontracts) suitable terms and
conditions to satisfy the requirements of this MOU including,
Section VIII (Disclosure and Use of Project Information), Section
IX (Controlled Unclassified Information), Section XI (Security)
Section X (Visits to Establishments), and Section XII (Third
Party Sales and Transfers), plus any corresponding Phase PA
provisions concerning disclosure and use of Project Information,
Controlled Unclassified Information, security, and Third Party
sales and transfers. Each Participant's Contracting Officer will
negotiate to obtain the rights to use and disclose Project
Information required by Section VIII (Disclosure and Use of
Project Information). During the Contracting process, each
Participant's Contracting Officer will advise prospective
Contractors of their responsibility to notify their respective
Participant's Contracting Agency immediately, before Contract
award, if they are subject to any license or agreement that will
restrict their freedom to disclose Project Information or permit
its use. Each Participant's Contracting Officer will also advise
prospective Contractors to employ their best efforts not to enter
into any new agreement or arrangement that will result in
restrictions.
6.3. In the event a Participant's Contracting Officer is unable
to secure adequate rights to disclose and use Project Information
during the course of a Phase PA or is notified by Contractors or
prospective Contractors of any restrictions on the rights to
disclose and use such information that is not in accordance with
this MOU or a relevant PA, the matter will be brought to the
attention of the appropriate project manager (PM) of that Phase
PA, who will raise the issue with the SC.
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JAAWS FRAMEWORK MOU
6.4. Each Participant's Contracting Officer will advise the
appropriate PM of that Phase PA immediately of any anticipated or
actual cost growth, schedule change, or performance problems in
connection with a Contract placed by the Contracting Agency which
he represents.
6.5. No requirement will be imposed by either Participant for
work sharing or other industrial or commercial compensation in
connection with this MOU that is not in accordance with this MOU.
6.6. The goal of the Participants is that there should be an
equitable work share for the Project, although no specific work
share will be demanded. The Participants will consider any work
sharing arrangements proposed by the JAAWS Contractor which
represent value for money resulting from a reduced overall
Project cost, a product of a higher technical merit, reduced
procurement timescales or a combination of all three.
13
JAAWS FRAMEWORK MOU
SECTION VII
PROJECT EQUIPMENT
7.1. Each Participant may provide Project Equipment identified as
being necessary for executing a Phase PA under this MOU to the
other Participant. The associated Phase PA will contain
provisions concerning the management, use, testing, retention and
disposal of such Project Equipment, including the requirement for
development and maintenance of a list of all Project Equipment
provided by one Participant to the other under the Phase PA.
7.2. Each Phase PA will address the management, use, testing,
retention, and disposal of any Project Equipment which is jointly
acquired on behalf of both Participants for use under a Phase PA,
including the requirement for development and maintenance of a
list of all jointly acquired Project Equipment.
14
JAAWS FRAMEWORK MOU
SECTION VIII
DISCLOSURE AND USE OF PROJECT INFORMATION
8.1. Both Participants recognize that successful collaboration
depends on full and prompt exchange of information necessary for
carrying out each Phase PA. The Participants intend to acquire
sufficient Project Information and rights to use such information
to enable them to achieve the objectives of each Phase PA.
8.2. Each Phase PA will detail the arrangements for the
disclosure and use of Project Information by the Participants in
that Phase. As it is anticipated that there will be seamless
transition between the individual Phase PAs, there will be no
need for exchange of Project Information outside of the
provisions of the applicable PA.
8.3. Proprietary Project Information
8.3.1.
8.3.2.
8.4. Patents
All Project Information subject to proprietary
interests will be identified and marked, and it
will be handled as Controlled Unclassified
Information or as Classified Information if
classified.
The provisions of the NATO Agreement on the
Communication of Technical Information for Defence
Purposes, done at Brussels on 19 October 1970, and
the Implementing Procedures for the NATO Agreement
on the Communication of Technical Information for
Defence Purposes, approved by the North Atlantic
Council on 1 January 1971, will apply to
proprietary Project Information related to this
MOU.
8.4.1 Each. Participant will include in all its Contracts
a provision governing the disposition of rights in
regard to Project Inventions and Patent rights
relating thereto, which either;
8.4.1.1 Provides that the Participant will hold title
to all Project Inventions together with the
right to make Patent application for the
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JAAWS FRAMEWORK MOU
same, free of encumbrance from the
Contractor, or
8.4.1.2 Provides that the Contractor will hold title
(or may elect to retain title) for Project
Inventions together with the right to make
Patent applications for the same, while
securing for the Participant a license for
the Project Inventions, and any Patents
therefor, on terms in compliance with the
provisions of paragraph 8.4.2 below.
8.4.2 In the event that a Contractor holds the title (or
elects to retain title) for a Project Invention,
the Contracting Participant will secure for both
Participants non-exclusive, irrevocable, royalty-
free licenses under all Patents secured for the
invention, to practice or have practiced the
patented Project Invention for Defense Purposes
throughout the world.
8.4.3.
8.4.4.
8.4.5.
Where a Participant owns title to a Project
Invention, or has the right to receive title to a
Project Invention, that Participant will consult
with the other Participant regarding the filing of
a Patent application for such Project Invention.
The Participant which has or receives title to
such Project Invention will, in other countries,
file, cause to be filed, or provide the other
Participant with the opportunity to file on behalf
of the Participant holding title, or its
Contractors, as appropriate, Patent applications
covering that Project Invention. If a Participant
having filed or caused to be filed a Patent
application decides to stop prosecution of the
application, that Participant will notify the
other Participant of that decision and permit the
other Participant to continue the prosecution.
The other Participant will be furnished with
copies of Patent applications filed and Patents
granted with regard to Project Inventions.
The other Participant will acquire a non-
exclusive, irrevocable, royalty-free license
under all Patents secured for any project
Invention, to practice or have practiced the
patented project Invention for defense Purposes
throughout the world.
16
JAAWS FRAMEWORK MOU
8.4.6.
8.4.7.
Patent applications which contain Classified
Information will 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 21 September 1960, and its
Implementing Procedures.
Each Participant will notify the other Participant
of any Patent infringement claims made in its
territory arising in the course of work performed
under the Project. Insofar as possible, the other
Participant will provide information available to
it that may assist in defending the claim. Each
Participant will be responsible for handling all
Patent infringement claims made in its territory,
and will consult with the other Participant during
the handling, and prior to any settlement, of such
claims. The Participants will, where it is 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 the Project of any invention covered by a
Patent issued by their respective countries.
17
JAAWS FRAMEWORK MOU
SECTION IX
CONTROLLED UNCLASSIFIED INFORMATION
9.1. Except as otherwise provided in this MOU or as authorized in
writing by the originating Participant, Controlled Unclassified
Information provided or generated pursuant to this MOU will be
controlled as follows:
9.1.1.
9.1.2.
Such information will be used only for the
purposes authorized for use of Project Information
as specified in Section VIII (Disclosure and Use
of Project Information) and any applicable PA
provisions.
Access to such information will be limited to
personnel whose access is necessary for the
permitted use under subparagraph 9.1.1. and will
be subject to the provisions of Section XII (Third
Party Sales and Transfers), and any applicable
corresponding Phase PA provisions.
9.1.3. Each Participant will 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., unless the originating
Participant 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 will be given to the
originating Participant.
9.2. To assist in providing the appropriate controls, the
originating Participant will ensure that Controlled Unclassified
Information is appropriately marked. The Participants will
decide, in advance and in writing, on the markings to be placed
on the Controlled Unclassified Information. The appropriate
markings will be defined in the Project Security Instruction.
9.3. Controlled Unclassified Information provided or generated
pursuant to this MOU will be handled in a manner that ensures
control as provided for in paragraph 9.1.
18
JAAWS FRAMEWORK MOU
9.4. Prior to authorizing the release of Controlled Unclassified
Information to Contractors, the Participants will ensure the
Contractors are legally bound to control such information in
accordance with the provisions of this Section.
19
JAAWS FRAMEWORK MOU
SECTION X
VISITS TO ESTABLISHMENTS
10.1. Each Participant will permit visits to its government
establishments, agencies and laboratories, and Contractor
industrial facilities by employees of the other Participant or by
employees of the other Participant's Contractor(s), provided that
the visit is authorized by both Participants and the employees
have any necessary and appropriate security clearances and a
need-to-know.
10.2. All visiting personnel will be required to comply with
security regulations of the host Participant. Any information
disclosed or made available to visitors will be treated as if
supplied to the Participant sponsoring the visiting personnel,
and will be subject to the provisions of this MOU.
10.3. Requests for visits by personnel of one Participant to a
facility of the other Participant will be coordinated through
official channels, and will conform with the established visit
procedures of the host country. Requests for visits will bear
the name of this MOU and, as applicable, the specific Phase PA
associated with the visit.
10.4. Lists of personnel of each Participant required to visit,
on a continuing basis, facilities of the other Participant will
be submitted through official channels in accordance with
Recurring International Visit Procedures.
20
JAAWS FRAMEWORK MOU
SECTION XI
SECURITY
11.1. All Classified Information or material provided or
generated pursuant to this MOU will be stored, handled,
transmitted, and safeguarded in accordance with the General
Security Agreement between the United Kingdom of Great Britain
and Northern Ireland and the United States of America, of 14
April 1961, amended 5 July and 19 December 1983, and including
the Industrial Security Annex thereto, of 18 April 1984, amended
23 April 1988.
11.2. Classified Information and material will be transferred
only through official government-to-government channels or
through channels approved by the Designated Security Authorities
(DSAs) of the Participants. Such information and material will
bear the level of classification, denote the country of origin,
the conditions of release, and the fact that the information
relates to this MOU, and as applicable, to the pertinent Phase
PA. Each Participant will take steps to facilitate the transfer
of such Classified Information and material in a timely manner.
11.3. Each Participant will take all lawful steps available to
it to ensure that Classified Information and material provided or
generated pursuant to this MOU is protected from further
disclosure, unless the other Participant consents to such
disclosure. Accordingly, each Participant will ensure that:
11.3.1. The recipient will not release the Classified
Information and material to any government,
national, organization, or other entity of a Third
Party without the prior written consent of the
originating Participant in accordance with the
procedures detailed in Section XII (Third Party
Sales and Transfers), and any applicable
corresponding Phase PA provisions.
11.3.2. The recipient will not use the Classified
Information and material for other than the
purposes provided for in this MOU, and any
applicable corresponding Phase PA provisions.
11.3.3. The recipient will comply with any distribution
and access restrictions on Classified Information
and material that is provided under this MOU.
11.4. The Participants will investigate all cases in which it is
21
JAAWS FRAMEWORK MOU
known or where there are grounds for suspecting that Classified
Information or material provided or generated pursuant to this
MOU has been lost or disclosed to unauthorized persons. Each
Participant will promptly and fully inform the other Participant
of the details of any such occurrences, and of the final results
of the investigation and of the corrective action taken to
preclude recurrences.
11.5. The DSA of the country which awards a Contract requiring
access to Classified Information will assume
responsibility for administering within its territory
security measures for the protection of that Classified
Information, in accordance with its laws and regulations.
Prior to the release to a Contractor, prospective
Contractor, or subcontractors of any classified
information received under this MOU, the DSAs will:
11.5.1. Ensure that such Contractor, prospective
Contractor or subcontractors and their facilities
have the capability to protect the information
adequately.
11.5.2. Grant a security clearance to the facilities, if
appropriate.
11.5.3. Grant a security clearance for all personnel whose
duties require access to Classified Information,
if appropriate.
11.5.4. Ensure that all persons having access to the
information are informed of their responsibilities
to protect the information in accordance with
national security laws and regulations, and the
provisions of this MOU.
11.5.5. Carry out periodic security inspections of cleared
facilities to ensure that the Classified
Information is properly protected.
11.5.6. Ensure that access to the Classified Information
is limited to those persons who have a need-to-
know for purposes of the MOU.
11.6. The appropriate Project Manager (PM) will prepare a
Project Security Instruction and a Classification Guide if
required by the Phase PA. The Project Security Instruction and
the Classification Guide will describe the methods by which
Project Information and material will be classified, marked,
22
JAAWS FRAMEWORK MOU
used, transmitted, and safeguarded. The Instruction and Guide
will be developed by the appropriate PM within three months after
a Phase PA comes into effect. They will be reviewed by the
Steering Committee, forwarded to the appropriate DSA for
publication, and will be applicable to all government and
Contractor personnel participating in the Project. The
Classification Guide will be subject to regular review and
revision by the PM with the aim of downgrading the classification
whenever this is appropriate.
11.7. Contractors, prospective Contractors, or subcontractors
who 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 and material provided or
generated pursuant to this MOU only when enforceable measures are
in effect to ensure that nationals or other entities of a Third
Party will not have access to Classified Information and
material. If enforceable measures are not in effect to preclude
access by nationals or other entities of a Third Party, the other
Participant will be consulted for approval prior to permitting
such access.
11.8. For any facility wherein Classified Information or
material is to be used, the responsible Participant or Contractor
will approve the appointment of a person or persons to exercise
effectively the responsibilities for safeguarding at such
facility the Classified Information or material pertaining to
this MOU. These officials will be responsible for limiting
access to Classified Information or material involved in this MOU
to those persons who have been properly approved for access and
have a need-to-know.
11.9. Each Participant will ensure that access to the Classified
Information and material is limited to those persons who possess
requisite security clearances and have a specific need for access
to the information and material in order to participate in the
Project.
11.10. Project Information or material provided or generated
pursuant to this MOU may be classified as high as SECRET. The
existence of this MOU is UNCLASSIFIED and the contents are
UNCLASSIFIED.
23
JAAWS FRAMEWORK MOU
SECTION XII
THIRD PARTY SALES AND TRANSFERS
12.1. Unless specifically modified in a Phase PA, the following
provisions will apply to any proposed Third Party Sales or
Transfers of Project Information and Project Equipment:
12.1.1. Except to the extent permitted in a Phase PA, the
Participants will not sell, transfer title to,
disclose, or transfer possession of Project
Foreground Information or jointly acquired Project
Equipment to any Third Party without the prior
written consent of the other Participant.
Furthermore, neither Participant will permit any
such sale, disclosure, or transfer, including by
the owner, without the prior written consent of
the other Participant. Such consent will not be
given unless the government of the intended
recipient consents in writing with the
Participants that it will:
12.1.1.1. not retransfer, or permit the further
retransfer of, any Project Equipment or
Information provided; and
12.1.1.2. use, or permit the use of, any Project
Equipment or Information provided only
for the purposes specified by the
Participants.
12.2. A Participant will not sell, transfer title to, disclose,
or transfer possession of Project Equipment or Project
Background Information provided by the other Participant to any
Third Party without the prior written consent of the Participant
which provided such equipment or information. The providing
Participant will be solely responsible for authorizing such
transfers and, as applicable, specifying the method and
provisions for implementing such transfers.
12.3. Sales and other transfers of equipment developed or
Project Foreground Information generated under this MOU may
attract a levy to be shared between the Participants according
to their contributions to the Project. Prior to any such sale or
transfer, the amounts of any levy and the procedures for
assessing and distributing such levy will be mutually determined
by both Participants.
24
JAAWS FRAMEWORK MOU
12.3.1 Specific details of the levy rates will be
specified in the contracts for each phase of the
Project
12.3.2 A Participant may reduce or waive recovery of
its share of the levy in accordance with its
national laws, regulations and practices.
25
JAAWS FRAMEWORK MOU
SECTION XIII
LIABILITY AND CLAIMS
13.1. Claims arising under the Phase PAs to this MOU will be
dealt with under paragraph 1. of the Agreement Concerning Defense
Cooperation Arrangements of 27 May 1993. Any cost sharing
arrangements under paragraph 1(b)(ii) of that Agreement will be
specified in each individual PA.
26
JAAWS FRAMEWORK MOU
SECTION XIV
PARTICIPATION OF ADDITIONAL NATIONS
14.1. It is recognized that other national defense organizations
may wish to join the Project under this MOU and any of its Phase
PAs.
14.2. Mutual consent of the Participants will be required to
conduct discussions with potential additional participants. The
Participants will discuss the arrangements under which another
participant might join, including the furnishing of releasable
Project Information for evaluation prior to joining. If the
disclosure of Project Information is necessary to conduct
discussions, such disclosure will be in accordance with Section
VIII (Disclosure and Use of Project Information), Section IX
(Controlled Unclassified Information), Section XI (Security) and
Section XII (Third Party Sales and Transfers).
14.3. The Participants will jointly formulate the provisions
under which additional participants might join this MOU and its
PAs. The addition of new participants to the Project will
require amendment of this MOU and specific Phase PAs by the
Participants to incorporate necessary multilateral provisions.
27
JAAWS FRAMEWORK MOU
SECTION XV
CUSTOMS DUTIES, TAXES, AND SIMILAR CHARGES
15.1. Customs duties, import and export taxes, and similar
charges will be administered in accordance with each
Participant's respective laws and regulations. Insofar as
existing national laws and regulations permit, the Participants
will 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 MOU and its Phase
PAs.
15.2. Each Participant will endeavor 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 Project. If customs duties or
identifiable taxes are levied, they will be borne by the
Participant in whose country they are levied. The EC recipient
Participant will settle customs duties and comparable levies due
to the EC in respect of parts, components and equipment needed
for the Project.
28
JAAWS FRAMEWORK MOU
SECTION XVI
SETTLEMENT OF DISPUTES
16.1. Disputes between the Participants arising under or
relating to this MOU or its Phase PAs will be resolved only by
consultation between the Participants and will not be referred to
a national court, to an international tribunal, or to any other
person or entity for settlement.
29
JAAWS FRAMEWORK MOU
SECTION XVII
AMENDMENT, TERMINATION, COMING INTO EFFECT, AND DURATION
17.1. All activities of the Participants under this MOU and its
Phase PAs will be carried out in accordance with their national
laws and the responsibilities of the Participants will be subject
to the availability of appropriated funds for such purposes.
17.2. This MOU may only be amended by the mutual written consent
of the Participants. A Phase PA may only be amended by the mutual
written consent of the Participants.
17.3. This MOU may be terminated at any time with the mutual
written consent of the Participants. In that event both
Participants will consult prior to the date of termination to
ensure termination on the most economical and equitable terms. In
the event of MOU termination, all Phase PAs will also be
automatically terminated.
17.4. Either Participant may terminate this MOU upon 180 days
written notification to the other Participant. Such notice will
be the subject of immediate consultation by the SC to decide upon
the appropriate course of action. In the event of such
termination, the following rules apply:
17.4.1. The terminating Participant will continue
participation, financial or otherwise, up to the
effective date of termination of this MOU or its
Phase PAs, as appropriate.
17.4.2. Each Participant will pay the costs it incurs as a
result of termination.
17.4.3. All Project Information and rights therein
received under the provisions of this MOU and its
Phase PAs prior to termination of the MOU or its
Phase PAs will be retained by the Participants,
subject to the provisions of this MOU and its
Phase PAs.
17.4.4. The terminating Participant will give all
reasonable assistance to the remaining Participant
for the continuation of any work commenced under
any PA to this MOU, and in particular will, if the
remaining Participant so wishes, use its
30
JAAWS FRAMEWORK MOU
reasonable endeavors to enable Contractors to
continue with any work being carried out and to
facilitate appropriate export licenses.
17.4.5. Specific additional termination provisions may be
established in a specific Phase PA.
17.5. The respective rights, benefits and responsibilities of
the Participants regarding Section VII (Project Equipment),
Section VIII (Disclosure and Use of Project Information), Section
IX (Controlled Unclassified Information), Section XI (Security),
Section XII (Third Party Sales and Transfers), Section XIII
(Liability and Claims), and Section XVI (Settlement of Disputes),
will continue notwithstanding termination or expiration of this
MOU and its Phase PAs.
17.6. This MOU, which consists of the Introduction and seventeen
Sections, will come into effect upon signature by both
Participants and will remain in effect for twenty-five years. It
may be extended by the mutual written consent of the
Participants.
31
JAAWS FRAMEWORK MOU
The foregoing represents the understandings reached between the
Secretary of Defense on behalf of the Department of Defense of
the United States of America and the Secretary of State for
Defence of the United Kingdom of Great Britain and Northern
Ireland upon the matters referred to therein.
Signed in duplicate in the English language by authorized
representatives.
FOR THE SECRETARY OF DEFENSE
ON BEHALF OF THE DEPARTMENT
OF DEFENSE OF THE UNITED
STATES OF AMERICA:
J. M. FEIGLEY
Name
FOR THE SECRETARY OF STATE
FOR DEFENCE OF THE UNITED
KINGDOM OF GREAT BRITAIN AND
NORTHERN IRELAND:

Signature S. PORTER
Name
EXECUTIVE DIRECTOR
Title
I October 1999
Date
COMMARCORSYSCOM
Title
20 Sep 99
DateEXECUTIVE
Marine Corps Systems Command
LocationAbbey Wood, Bristol
Location
32



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