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Contract with NASA
SPACE
ACT AGREEMENT
BETWEEN THE
NATIONAL
AERONAUTICS AND SPACE ADMINISTRATION
LYNDON B.
JOHNSON SPACE CENTER
AND
ARIEL
DYNAMICS, INC.
The LYNDON B.
JOHNSON SPACE CENTER of the NATIONAL AERONAUTICS AND SPACE ADMINISTRATION
(NASA), hereinafter referred to as JSC, and ARIEL DYNAMICS, INC., hereinafter
referred to as ADI, desire to enter into a Space Act Agreement,
hereinafter referred to as Agreement. The objective of this Agreement is to
develop a space flight qualified Resistive Exercise Dynamometer (RED).
ARTICLE I --
GENERAL PROVISIONS
A. The
parties agree that nothing in this Agreement shall be construed to imply an
agreement to contract in the future. It is the intent of the parties that,
should future phases of this cooperative effort materialize, these phases will
be accomplished under separate agreements.
B. JSC and ADI designate
the following individuals as points of contact for coordinating,
administering, managing, and monitoring the activities of their respective
parties under this Agreement:
National Aeronautics and
Space Administration
Lyndon B. Johnson
Space Center
Attn: Dr. Gideon B.
Ariel
C. ADI agrees that all
news/press statements, arising out of activities related to this Agreement,
shall be reviewed and concurred in by the JSC point of contact and the JSC
Director of Public Affairs, prior to release.
D. ADI agrees that, for
the duration of this Agreement, and while on JSC premises, its employees,
agents, contractors, subcontractors, and principal investigators shall comply
with all laws and applicable regulations, instructions, and directives,
including, but not limited to, those pertaining to safety and security.
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E.
It is understood that any commitment of JSC or ADI facilities,
equipment, supplies, and/or services, in furtherance of the objectives
of this Agreement, shall be on a no‑cost,
mission‑noninterference basis, subject to availability and
approval of the parties' management.
Furthermore,
while JSC and ADI agree to
apply their best efforts to assure that said facilities, equipment,
supplies, and/or services will function reliably for their intended
use or purpose, nothing in this Agreement shall be construed to imply
that either warrants or makes any representations as to the quality of
their performance or operation.
F.
Both parties agree to put forth their best efforts and to
cooperate in good faith to achieve the objectives of this Agreement.
It is mutually agreed, however, that the services contemplated by this
Agreement shall not be given priority over any other JSC agreement or
program nor be performed in any manner which interferes with JSC's
overall mission.
G.
ADI agrees that nothing in this Agreement shall be construed to
imply that NASA endorses or
sponsors any ADI product or service resulting from activities
conducted under this Agreement, regardless of the fact that such
product or service may employ NASA‑developed technology. With
the limited exception of factually accurate statements of use by,
development by or for, or connection with NASA, ADI agrees to refrain from the use of the words
"National Aeronautics and Space Administration" or the
letters "NASA," or a combination, variation, or colorable
imitation thereof (including the logo), either alone or in combination
with other words or letters, in connection with any product or service
being offered or made available to the public in a manner reasonably
calculated to convey the impression that such product or service has
the endorsement or sponsorship of NASA.
H.
It is mutually agreed by both parties that there will be no
exchange of funds between JSC
and ADI with regard to activities conducted under this Agreement.
ARTICLE
II ‑‑ RESPONSIBILITIES OF ADI
ADI
will provide software and
any other support to operate the RED during exercise as a computer
controlled servo system that monitors and controls velocities, forces,
and simultaneously collects analog data such as electromyography.
ADI grants JSC license in
all relevant intellectual property rights to use ADI's technology to
build and to fly RED and the right to modify the RED for space flight.
JSC is authorized to use, to the extent necessary for accomplishing
this Agreement, any of the patents in Appendix B.
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