Attachment_0022_-_M205_NDA.pdf

Solicitation No.: W15QKN-17-R-0160 Program Name: M205 Tripod Mount

NON-DISCLOSURE AND NON-USE AGREEMENT

This Agreement is made by a recipient Organization, ___________________________ (hereafter referred to as the "Recipient" or “Recipient Organization”), with the U.S. Army Armament Research Development and Engineering Center, Picatinny Arsenal, New Jersey 07806-5000 (hereafter referred to as "RDECOM-ARDEC" or “ARDEC”). Recipient has requested that RDECOM-ARDEC supply Recipient with a copy of RDECOM-ARDEC technical DATA, software, and other information, for the M205 Tripod, P/N 13046100, (hereafter referred to collectively as the “DATA”), originated by the Small and Medium Armaments Division of RDECOM-ARDEC, Picatinny Arsenal, NJ. 07806; POC: Anthony Piccolo, telephone: 973-724-6762. The DATA is being requested of RDECOM-ARDEC by Recipient for the purpose of bidding on the M205 Tripod Solicitation. In consideration for RDECOM-ARDEC agreeing to furnish such DATA to Recipient for such purposes, the Recipient hereby agrees to the following:

1. Recipient warrants that the said DATA shall only be used for the purposes requested, and to perform under solicitation for the U.S. Government, (no. W15QKN-17-R-0160), and no other purposes.

2. Recipient shall not divulge the DATA to any third party. Recipient shall not remove any restricted use legends associated with the said DATA. The legends shall appear on any reproduction by Recipient of all or of any portions of said DATA. Recipient shall obey the restrictions contained on any restrictive legend appearing on said DATA. Recipient shall adopt physical security measures to prevent improper use of or divulgence of the DATA. Recipient hereby agrees that all said defined “DATA” shall be subject to the legend in the Attachment to this Agreement.

3. Recipient shall promptly return all DATA and copies thereof in whatever form or embodiment existing, to the U.S. Army RDECOM-ARDEC upon request. The DATA and inventions embodied therein shall at all times remain the property of the U.S. Government, including any reproductions or embodiments of all or of any parts thereof. Any improvements made by Recipient to said DATA and inventions embodied therein shall become the exclusive property of the U.S. Government.

4. It is understood and accepted that the obligations of non-use and non-disclosure herein shall be obligations of Recipient itself and persons who are officers, directors, or employees thereof, and also any other business entity that Recipient owns or controls to receive any of the said DATA.

5. Recipient shall conform to the Export Laws of the United States, and obey the Army's directives regarding non-export and nondisclosure of said DATA, (or items manufactured by utilizing same), even if Recipient's facility may not be located within the United States of America.

6. No license is provided to Recipient by the provision of DATA under this Agreement.

No representation or warranty is made or given as to any DATA which may be provided hereunder nor of the existence or possibility of any intellectual property rights claims therein, including but not limited to patent, copyright and trade secret claims. Recipient and all persons receiving DATA hereunder do hereby agree to relieve and save the U.S. Government harmless against any and all claims occasioned by use of such DATA. As a condition precedent to provision of DATA, Recipient and such persons do hereby expressly agree to indemnify and hold harmless the U.S. Government, its agencies and instrumentalities against any and all suits, actions, claims, costs or demands (including without limitation, for death or personal injury of any persons, and for any property damage), occasioned by use of such DATA. Recipient is advised that patents may have been applied for as to portions of, or for all of such DATA.

7. If RDECOM-ARDEC provides Recipient with physical models, samples or experimental apparatus for Recipient's evaluation hereunder, Recipient agrees not to reverse engineer such items, nor to disassemble same to learn their design for unauthorized use of RDECOM-ARDEC's technology.

By:

FOR RECIPIENT ORGAZIAION

(Authorized Signature)

(Typed Name-Title)

(Date)

(Name of Recipient Organization)

(Address of Recipient Organization)

(Home Address of Signator)

ATTACHMENT (Legend)

RESTRICTED ACCESS DATA

U.S.ARMY TECHNICAL INFORMATION AND SOFTWARE

THIS DOCUMENT CONTAINS TECHNICAL DATA AND SOFTWARE THAT ARE THE

PROPERTY OF THE UNITED STATES ARMY PICATINNY ARSENAL. ALL RIGHTS ARE RESERVED TO

PICATINNY ARSENAL ONLY. THESE TECHNICAL DATA AND SOFTWARE SHALL NOT BE USED FOR

ANY PURPOSE OTHER THAN THOSE FOR WHICH FURNISHED NOR DISTRIBUTED OR

REPRODUCED OR ANY PART THEREOF REVEALED IN ANY MANNER TO PERSONS OTHER THAN

THE INDIVIDUALS OR ORGANIZATIONS SPECIFIED HERE WITH TO RECEIVE THEM. THIS LEGEND

MUST BE INCLUDED ON ANY REPRODUCTION OF THIS MATERIAL OR PORTIONS THEREOF.

APPENDIX 1

(Listing of the DATA being released)

M205 Tripod Mount – P/N 13046100

M205 Tripod Special Packaging Instructions – AM 13046100

M205 Detail Item Specification – MIL-DTL-32493