Attachment_45_PEO_STRI_SECore_DA_2_August_2016_Rev_C1.pdf

Revised 2 August 2016, Revision C1 Page 1

SFAE-STRI-PEO

DISTRIBUTION AGREEMENT

(For United States Government (USG) and USG Contractors)

REQUESTING ORGANIZATION NAME:

REQUESTING USG ORGANIZATION OR CONTRACTOR AUTHORIZED POINT

OF CONTACT (POC):

NAME: Date:

POSITION: PROGRAM:

TELEPHONE: E-MAIL:

ADDRESS:

SPECIFIC PRODUCT(S) BEING REQUESTED:

CONTRACT NUMBER:

PURPOSE (Clearly identify the intended use of the Product(s) plus the impact if the Product is not provided).1

Is this Product Transferring?

1 Note: the contractor’s request is to include pertinent section(s) of the contractual Work Statement or the Request for Proposal that requires the Product.

DEPARTMENT OF THE ARMY

PROGRAM EXECUTIVE OFFICE

SIMULATION, TRAINING AND INSTRUMENTATION

12350 RESEARCH PARKWAY

ORLANDO, FLORIDA 32826-3276

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DISTRIBUTION AGREEMENT (continued) to a training device involved in a FMS case (provide a copy of the FMS case

(LOR/LOA))

to a training device involved in an International Agreement (IA) (provide a copy of the IA)

Release to a Foreign Embassy (Government to Government) (provide a copy of the disclosure approval) .

DOD Government Organization or Agency

DOD Contractor and/or Government Organization/Agency (CAGE) Code required.

Will this SE Core product be used by Foreign Owned, Controlled or Influenced (FOIC) company as described in DOD 5220.22M (NISPOM).? Yes or No

If “YES”, please provide a copy of your State Department Documentation (SF 328 and SD- 2032) authorizing your approval to work with DoD Government contracts and a copy of your Technical Assistance Agreement (TAA) or a copy of your DD 381-R which documents your facility clearance or your DD 441 which is the DOD security agreement."

ESTIMATED DATE OF COMPLETION OF USE OF THE PRODUCT(S):

I HEREBY AGREE TO THE TERMS AND CONDITIONS OF THIS DISTRIBUTION

AGREEMENT AND WILL UTILIZE THE PRODUCT ONLY FOR THE PURPOSE/USE

DESCRIBED IN ATTACHMENT A. I UNDERSTAND THAT PROCESSING OR

TRANSMITTING THIS EXPORT CONTROLLED MATERIAL VIA ANY PUBLIC

ELECTRONIC MEDIUM IS STRICTLY PROHIBITED.

SIGNATURE:

(Requesting USG Organization or Contractor)

POSITION:

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REQUEST FOR RELEASE TO U.S. GOVERNMENT OR U.S. GOVERNMENT

CONTRACTOR:2 It is requested that the Product be released to the above-identified Government agency or contractor for the stated purpose. It is hereby certified that the contract number and completion date identified above are correct and the identified contractor requires the Product for the aforementioned purpose.

Date:

Name:

Position:

Telephone: E-mail:

Signature:

(Requesting USG Organization or Contractor)

U.S. GOVERNMENT DOD CONTROLLING OFFICE APPROVAL: The above request is approved for the purpose stated by the requester.

(Program/Project/Product Manager for the Product) (Date)

2 To be completed by USG Sponsoring Organization.

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DISTRIBUTION AGREEMENT

1. Definitions.

a. Contractor. An individual or organization outside the U.S. Government who has accepted any type of agreement, contract or order to provide research, supplies, or services to a U.S. Government Agency, including both prime contractors and subcontractors.

b. Controlling DoD Office. The DoD activity that sponsored the work that generated the Product or received the Product on behalf of the Department of Defense and, therefore, has the responsibility for determining the distribution of the Product. For joint sponsorship, the controlling office is determined by advance agreement and may be a party, group, or committee representing the interested activities or the DoD Components.

c. Government Purpose Rights. The rights to:

(i) Use, modify, reproduce, release, perform, display, or disclose the Product within the Government without restriction; and,

(ii) Release or disclose the Product outside the Government and authorize persons to whom release or disclosure has been made to use, modify, reproduce, release, perform, display, or disclose the Product for United States Government purposes.

d. PEO STRI. The Program Executive Office, Simulation, Training and Instrumentation.

e. PM. Project or Product Manager.

f. Product. The technical data, hardware or software, or combination of some or all of the above, which is provided to the U.S Government agency or USG contractor through this Distribution Agreement, as set out in Attachment A.

g. Unlimited Rights. The rights to use, modify, reproduce, release, perform, display, or disclose the Product in whole or in part, in any manner and for any purpose whatsoever, and to have or authorize others to do so.

h. U.S. DoD Contractor. Those U.S. contractors currently holding grants or contracts with the Department of Defense, or those contractors declared eligible for DoD Product(s) by a sponsoring DoD activity.

i. Disclosure. Conveying information, in any form or manner, to an authorized representative of a foreign government, foreign entity supporting U.S. interests and/or security objectives or international organization. Disclosures may be accomplished through oral, visual, or documentary modes.

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a. Oral disclosure refers to the ability to convey information through conversation. The limiting factor is that information that can be conveyed through speech.

b. Visual disclosure refers to the ability to actually show the information. Visual disclosure also allows study and analysis of the information.

c. Documentary disclosure (also referred to as Release by the intelligence community) refers to the ability and authority to convey permanent physical custody and/or transfer of the information to be disclosed.

j. Third party transfer. Transfer of U.S. defense articles, services, and training to a third country from a country that originally acquired such items from the U.S. As a condition of the original sale or transfer, the recipient government must obtain the consent of the President of the U.S. for any proposed third country and/or party transfer.

2. The Product is authorized for distribution in accordance with:

Distribution Statement C. Distribution authorized to U.S. Government Agencies and their contractors. Other requests shall be referred for consideration to the controlling DoD office specified in Attachment A.

Distribution Statement D. Distribution authorized to the Department of Defense and U.S. DoD contractors only. Other requests shall be referred to the controlling DoD office.

3. EXPORT CONTROL WARNING. This document refers to technical data, hardware or non-commercial computer software, or a combination of some or all of the above, the export of which is restricted by the Arms Control Act (Title 22, U.S.C., Sec. 2751), et. seq, or the Export Administration Act of 1979, as amended, Title 50, U.S.C., App. 2401, et. seq.

Violations of these export laws are subject to severe criminal penalties. Technical data, hardware, computer software, or a combination of all the above, must be disseminated in accordance with provisions of DoD Directive 5230.25.

4. THIRD PARTY TRANSFER STATEMENT. “This information is furnished upon the condition that it or knowledge of its possession will not be released to another nation without specific authority from the Department of the Army and PEO STRI "in accordance with the International Traffic in Arms Regulations and Arms Export Control Act;" that it will not be used for other than military purposes; that individuals or corporate rights originating in the information, whether patented or not, will be respected; and that the information will be provided the same degree of security afforded it by the Department of Defense of the U.S.

regardless of any other markings on this document, it may not be altered without the written approval of the originating U.S. agency”.

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5. Subject to approval by a Government Sponsor, the Product may be used for the purpose(s) stated with the following general conditions. Any special terms and conditions applicable to a specific Product are provided in Attachment A.

a. The Product will be handled and maintained in accordance with For Official Use Only, Export Control, DODM 5220.22M National Industrial Security Program (NISPOM) and Army Regulation 380-5 and 380-10 requirements.

b. The Product will be used only in accordance with this Distribution Agreement.

The purpose may include incorporating the Product, or elements thereof, into Products being developed under the terms of a current contract with the U.S. Government.

c. The Product itself will not be modified, adapted, or otherwise altered except as required under the terms of a contract with the U.S. Government.

d. The Product may be distributed with Product(s) from other USG agencies.

Additional restrictions may apply to software not owned or controlled by PEO STRI.

e. The Product shall not be re-distributed, sold, or used for commercial purposes or practices by the recipient, in whole or in part, without the express permission of the PM listed in Attachment A. The recipient is prohibited from using any open source code delivered within the product for commercial practices and profitable gains. The recipient may reproduce copies of the Product for use within his organization, or to perform under the terms and conditions of a USG contract for the specific purpose set out in Attachment A. A copy of this approved Distribution Agreement shall be provided and maintained with each authorized copy of the Product and appropriate personnel shall be briefed regarding the

Distribution Agreement requirements. In addition, the controlling DoD office is to be formally notified of the name, address and designated point of contact of all authorized U.S.

contractors and subcontractors to whom a copy is provided. The original recipient of the Product shall be responsible for compliance with the terms of this Distribution Agreement related to all authorized copies.

f. Changes to any simulation software source code may not be further distributed by the recipient without the approval of the controlling DoD office. Recipients wishing to distribute changes, which they have developed, shall submit such changes to the controlling DoD office with government purpose rights.

g. U.S. contractors and sub-contractors will return or destroy all Product(s) upon completion of the approved work, or completion of the contract under which the work is authorized, whichever comes first.

h. The Product may be developmental in nature (see Attachment A).

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i. The U.S. Government and its agents shall not be liable for any harm, damage, or injury that may result from the use or untimely receipt of the Product.

j. The controlling DoD office may revoke permission or hereinafter make permission subject to additional conditions with a 30 day notice, as dictated by Government interests.

k. The individual who will act as recipient of the Product on behalf of the U.S.

contractor is a U.S. citizen.

l. The U.S. contractor acknowledges its responsibilities under the U.S. export control laws and regulations and agrees that it will not disseminate any export-controlled Product subject to this agreement in a manner that would violate applicable export control laws and DoD regulations.

m. The U.S. contractor agrees that it will not provide access to this material to persons other than its employees or persons acting on its behalf, without permission of the controlling DoD office.

n. To the extent of its knowledge and belief, the requesting U.S. contractor knows of no person employed by it, or acting on its behalf, who will have access to the Product, who is debarred, suspended, or otherwise ineligible from performing on U.S. Government contracts, or has violated U.S. export control laws.

o. The U.S. contractor certifies that it is not debarred, suspended or otherwise determined ineligible by any agency of the U.S. Government to perform on U.S. Government contracts, has not been convicted of export control law violations, and has not been disqualified under the provisions of DoD Directive 5230.25.

6. As consideration for the distribution of the Product, the approved recipient shall provide to the controlling DoD office any and all changes, enhancements, improvements or modifications which may be made to the Product while in the approved recipient’s possession. The changes, enhancements, improvements or modifications made to the Product, along with all software source code, will be provided to the controlling DoD office with at least Government Purpose Rights. If the enhancements, improvements or modifications made to the Product are not received by the controlling DoD office with at least Government Purpose Rights, the controlling DoD office will demand the return and/or destruction of the Product in the approved recipient’s possession. A failure to return and/or destroy the Product will be deemed a breach of this agreement and may result in prosecution of the USG’s rights in the applicable forum. The contractor agrees that it will not assert that such return and/or destruction is a Government-caused delay under any contract with the U.S. Government.

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DISTRIBUTION AGREEMENT

(For United States Government (USG) and USG Contractors)

ATTACHMENT A

PRODUCT:

SPECIAL TERMS AND CONDITIONS

(Use this section to tailor any provision within the distribution agreement if it is not directly applicable to the product being requested.)