UAS MOA.docx

APPENDIX 3 OF

“UNCREWED AIRCRAFT SYSTEMS (UAS),

INTEGRATION & PROGRAM SUPPORT FOR BEYOND VISUAL LINE OF SIGHT (BVLOS) OPERATIONS”

COMMBUYS BID #: BD-24-1030-CPO1-CPO1-101747

RELEASE DATE: 04/18/2024

MEMORANDUM OF AGREEMENT

BY

AND

BETWEEN

THE COMMONWEALTH OF MASSACHUSETTS, DEPARTMENT OF TRANSPORTATION, AERONAUTICS DIVISION

AND

[RESPONDENT]

REGARDING COLLABORATION TO FOR BEYOND VISUAL LINE OF SIGHT UAS OPERATIONS

1. PARTIES

This Memorandum of Agreement “(MOA” or “Agreement”) is by and between the Massachusetts Department of Transportation (“MassDOT”), Aeronautics Division (“MassDOT Aeronautics”) and [RESPONDENT]. [RESPONDENT] and MassDOT Aeronautics are each referred to as a “Party” and collectively as the “Parties.”

2. AUTHORITY

MassDOT enters into this MOA pursuant to M.G.L. c. 6C, §3 and M.G.L. c. 90, §35, et seq.

3. PURPOSE

This MOA supports MassDOT Procurement Uncrewed Aircraft Systems (UAS), Integration, & Program Support for Beyond Visual Line of Sight (BVLOS) [INSERT NUMBER], pursuant to which MassDOT purchased certain flight hardware, integration services, and program support to enable Beyond Visual Line of Sight (BVLOS) flights for long linear infrastructure inspections of rail.

Pursuant to this MOA, MassDOT and [RESPONDENT] commit to work collaboratively to expand MassDOT’s beyond visual line of sight (BVLOS) operations capabilities. Parties will share data, information, documents, demonstration results, and operational best practices regarding UAS BVLOS operations and technical development, particularly in four key program areas: certification and regulatory compliance; use case integration; in-the-field testing and flight data to collect Federal Aviation Administration (FAA) waiver application materials; and detect and avoid system integration. The Parties will endeavor to define concepts of operations for relevant transportation use cases (with a focus on long linear inspection of rail lines); to share results from operational testing that could support type certification and regulatory compliance efforts; to prepare BVLOS waiver or authorization documentation necessary to obtain BVLOS operational approval from the FAA; and to collaborate on integrating and testing detect and avoid (DAA) systems that may satisfy the 14 CFR Part 91.113 See and Avoid rule.

4. BACKGROUND

MassDOT is a body politic and corporate and public instrumentality of the Commonwealth pursuant to M.G.L. c. 6C, and established pursuant to Chapter 25 of the Acts of 2009, as amended. MassDOT oversees roads, public transit, aeronautics, and transportation licensing and registration in the Commonwealth of Massachusetts. The MassDOT Aeronautics Division promotes aviation throughout the Commonwealth. Within MassDOT Aeronautics, the Advanced Aviation Technologies Group has an active drone flight team focused on operationalizing UAS for transportation-related infrastructure inspection, including asset-management and incident response. The Advanced Aviation Technologies Group also leads the Commonwealth UAS Integration Program (CUIP), a multi-year, multi-faceted program intended to position the Commonwealth as the foremost ecosystem for uncrewed and autonomous aircraft systems in the nation. One of the CUIP’s major emerging technology categories of focus includes enabling complex drone operations such as BVLOS flight.

The CUIP team has FAA approval to fly BVLOS along Commonwealth rail lines, including the Massachusetts Bay Transportation Authority (MBTA) Commuter Rail Lines, and seeks to expand its operational capabilities to enable longer-range BVLOS UAS flight long linear infrastructure inspections of rail.

[RESPONDENT BACKGROUND INFORMATION – TBD]

MassDOT Aeronautics has an interest in operationalizing BVLOS-capable UAS and in demonstrating their value with respect to rail inspections, as well as in obtaining BVLOS waivers to perform missions in complex airspace. [RESPONDENT] has an interest in demonstrating the operational utility of their system, advancing its technological development, and collecting fight data to support certification and regulatory compliance efforts.

5. RESPONSIBILITIES

5.1. MassDOT Aeronautics will endeavor to:

1) Participate in information exchange meetings regarding development and execution of flight operations to meet end-user needs;

2) Share with respondent lessons learned about flight operations to satisfy use case;

3) Share with respondent flight operations data from test and training flights. This data may include, for example, number of flights, flight duration, distance traveled, location, and incidents or anomalies;

4) Share progress and information on BVLOS waiver application with FAA;

5) Work with respondent to identify and evaluate possible DAA solutions; and

6) Provide access to aircraft for DAA integration, and share flight data and lessons learned based on flight tests with DAA system.

5.2 [RESPONDENT] will endeavor to:

1) Participate in information exchange meetings regarding development and execution of flight operations to meet end-user needs;

2) Share best practices for use of UAS to meet end-user needs;

3) Work with MassDOT to develop test plans and test cards for operational testing, and training plans for regular training missions, in order to build operational experience for obtaining FAA BVLOS waiver;

4) Share progress made on obtaining type certification from FAA;

5) Work with MassDOT to prepare FAA BVLOS waiver applications;

6) Work with MassDOT to identify and evaluate possible DAA solutions; and

7) Provide support integrating DAA systems with aircraft, and help define test plans and test cards for operational tests.

6. POINTS OF CONTACT

For MassDOT Aeronautics:

Scott A. Uebelhart Chief Scientist, MassDOT Aeronautics Drone Program Massachusetts Department of Transportation Commonwealth of Massachusetts

For [RESPONDENT]

[INSERT]

7. OTHER PROVISIONS

A. Funds and Staffing. This MOA does not document nor provide for the exchange of funds or staffing between the Parties nor does it make any commitment of funds.

B. Personnel. Each Party is responsible for the cost of providing personnel, including pay and benefits, support and travel, as may be applicable, to fulfill its responsibilities under this MOA. Each Party is responsible for supervision and management of its personnel.

C. Public Records. The Parties acknowledge that MassDOT is subject to the Massachusetts Public Records Law, G.L. c. 66, §10(a), G.L. c. 4, §7, and that documents in MassDOT’s possession, custody and control will be produced pursuant to a public records request in accordance with applicable law.

D. Revisions, Amendments, and Modifications. This MOA may be modified upon the written approval of both Parties and shall become effective upon the date of written approval of all Parties.

E. Entire Understanding. It is expressly understood and agreed that this MOA embodies the entire understanding between the Parties regarding the MOA’s subject matter.

F. No Private Right. This MOA is not intended, nor should be construed, to create or confer any right or benefit, substantive or procedural, enforceable at law or otherwise by any person or entity, private or public, against the Parties, their parent agencies or department, the United States, or the offices, employees, agents or other associated personnel thereof.

G. No Joint Venture. Nothing in this MOA shall be construed to make the Parties hereto joint venturers or render either of said Parties liable for the debts or obligations of the other.

H. Liability. The Parties agree to release and hold each other harmless from and against any claims, demands, actions, liens, rights, subrogation or contribution interests, debts, liabilities, judgments, costs, and attorney’s fees arising out of or claimed on account of, or in any manner predicated upon, the execution (or attempted execution) of this MOA even where that loss or damage results in personal injury or death. No commissioner, director, officer, agent, or employee of MassDOT shall be charged personally with any liability or held liable under any term or provision of this MOA or of its execution or attempted execution or because of any breach thereof.

I. Third Parties. This MOA has been entered into for the sole benefit and protection of the Parties hereto and no other person or entity shall have any right of action under this MOA.

J. Disputes. Any disputes relating to this MOA shall first be resolved by consultation between the Parties, subject to any applicable law.

K. Headings. The section headings of this MOA are for convenience only and shall in no way define or limit the scope or content of this MOA, and shall not be considered in any interpretation or construction of all or any part of this MOA. Where the sense of this MOA requires, any reference to a term in the singular shall be deemed to include the plural of said erm, and any reference to a term in the plural shall be deemed to include the plural of said term.

8. EFFECTIVE DATE

The terms of this MOA shall become effective on the date of the last signature hereto.

9. DURATIONS

The terms of this MOA will remain in effect for the duration the contract executed by the Respondent pursuant to MassDOT Procurement [INSERT NUMBER].

10. DATA STORAGE AND RELEASE

The Parties shall comply with all applicable State and Federal laws, as well as any applicable MassDOT policies and/or procedures, with respect to storage, retention and release of data. [Respondent] may produce anonymized data provided pursuant to this MOA to support its communications with the FAA regarding the waiver application process. All other data produced to Respondent by MassDOT pursuant to this MOA may only be released to a third-party with MassDOT’s prior written approval.

11. MEDIA

Any media releases and other contract with or by media related to this MOU shall be referred to MassDOT. No publicity or public affairs related to this MOU is permitted unless written approval has been obtained from MassDOT. Any public announcement of, or related to, this MOA shall be coordinated between the Parties.

12. REPRESENTATIONS AND WARRANTIES AS TO AUTHORITY

Each Party and signatory below represents and warrants that each has the right, power and authority to enter into this MOU and to perform all of their respective obligations under this MOU.

[SIGNATURE PAGE TO FOLLOW]

IN WITNESS THEREOF, the undersigned authorized representatives of the respective Parties have executed this MOA as of the date set forth below.