Attachment 16: MTC Sample Special License Agreement

SPECIAL LICENSE AGREEMENT

FOR

MOBILE TACTICAL CANNON - Tracked

TECHNICAL DATA AND COMPUTER SOFTWARE

This Special License Agreement (“Agreement”) is between the U.S. Government, through the Army Contracting Command – Detroit Arsenal (hereinafter referred to as “GOVERNMENT”), and [INSERT] (“LICENSOR”) (collectively, the “Parties”). This Agreement will be executed by both LICENSOR and GOVERNMENT and is integrated into and made a part of Other Transaction Agreement No. W912CH-27-X-XXXX (the “OTA”).

WHEREAS, the GOVERNMENT is seeking specifically negotiated license rights in certain technical data, computer software, and computer software documentation to enable and facilitate its Mobile Tactical Cannon - Tracked (MTC-T) mission; and

WHEREAS, LICENSOR submits this specially negotiated license agreement (SLA) with its proposal in response to the Phase 3 Request for Commercial Solution Proposal for MTC-T issued on [DATE]; and

WHEREAS, LICENSOR has developed Data relating to the MTC-T; and

WHEREAS, LICENSOR enters into this specially negotiated license agreement to grant the Government Specially Negotiated License Rights in such Data.

NOW, THEREFORE, in consideration of the foregoing and the mutual covenants, promises and conditions set forth herein, LICENSOR and the Government hereby agree to the following:

ARTICLE 1- DEFINITIONS

“Data” means technical data (including computer software documentation) and computer software as defined under DFARS 252.227-7989(a) (FEB 2026), without regard to commerciality. “Effective Date” means the date on which the last executing signature on this Agreement has been executed by a duly authorized official of LICENSOR or Government. “Government Purpose” means any activity in which the United States Government is a party, including cooperative agreements with international or multi-national defense organizations, or sales or transfers by the United States Government to foreign governments or international organizations. Government purposes include competitive procurement, but do not include the rights to use, modify, reproduce, release, perform, display, or disclose Data for commercial purposes or authorize others to do so. “Government Purpose Rights” (GPR) means the rights to – (i) use, modify, reproduce, release, perform, display, or disclose Data within the Government without restrictions; and (ii) release or disclose Data outside the Government and authorize persons to whom release or disclosure has been made to use, modify, reproduce, release, perform, display or disclose that Data for Government Purpose(s).