Common use of PURPOSE AND IMPLEMENTATION Clause in Contracts

PURPOSE AND IMPLEMENTATION. This Umbrella Agreement (hereinafter referred to as the “Agreement” or “Umbrella Agreement”) shall be for the purpose of providing Partner with NASA KSC services in support of Partner's activities when NASA KSC has determined that—(a) consistent with the National Space Policy of the United States (June 28, 2010), NASA Policy Directive 9080.1, and NASA Advisory Implementing Instruction 1050-1, providing such services will not preclude, discourage, or compete with United States commercial space activities, and (b) NASA KSC will not provide the services under Commercial Space Launch Act (CSLA) authority. NASA KSC will make services available to Partner on an "as available, noninterference" basis with NASA requirements and previous NASA commitments or launch operations. NASA may provide services not specifically identified in the exhibit on reimbursable support services (Exhibit B). The Parties agree that any determination by NASA that a requested service is not available, that providing a service would preclude, discourage, or compete with United States commercial space activities, or that providing a service would interfere with NASA’s ongoing or projected launch operations will be conclusive and not subject to legal claim, judicial review, or other appeal. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “Annex”) concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. This Reimbursable Umbrella Agreement (hereinafter referred to as the “"Agreement” " or “"Umbrella Agreement”") shall be for the purpose of providing the Partner's testing of their energy efficient, electrically powered long-range Intelligence Surveillance and Reconnaissance (ISR) Unmanned Aircraft Systems (UAS or UASs) platform(s) and technologies in the R- 4403B restricted airspace. Partner with NASA KSC services affirms and acknowledges that such testing in support the R- 4403B restricted airspace is considered a public aircraft operation (PAO) of the Naval Air Systems Command ("NAVAIR") under NAVAIR's Public Use authority. Accordingly, all of Partner’s testing shall be done under ▇▇▇▇▇▇'s activities when Interim Flight Clearance (IFC) whenever Partner is flying in the R-4403B restricted airspace. The experimental airspace environment and deconflicting capabilities at NASA KSC has determined that—(a) SSC constitute a unique capability that is not otherwise reasonably commercially available. Further, the work to be performed may also help to promote NASA's air and space mission abilities and skills, which are consistent with NASA's mission. The conduct of aviation operations within the R-4403B restricted airspace for which NASA is the Scheduling/Using Agency is consistent with the National Space Policy Federal Aviation Administration (FAA) Joint Use Restricted Area Letter of the United States Procedure (June 28, 2010LOP), NASA Policy Directive 9080.1, and NASA Advisory Implementing Instruction 1050-1, providing such services will not preclude, discourage, or compete with United States commercial space activities, and (b) NASA KSC will not provide the services under Commercial Space Launch Act (CSLA) authority. NASA KSC will make services available to Partner on an "as available, noninterference" basis with NASA requirements and previous NASA commitments or launch operations. NASA may provide services not specifically identified in the exhibit on reimbursable support services (Exhibit B). The Parties agree that any determination by NASA that a requested service is not available, that providing a service would preclude, discourage, or compete with United States commercial space activities, or that providing a service would interfere with NASA’s ongoing or projected launch operations will be conclusive and not subject to legal claim, judicial review, or other appeal. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “"Annex”") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property property, or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. This Umbrella Agreement (hereinafter referred to as the “"Agreement” " or “"Umbrella Agreement”") shall be for the purpose of providing Partner performing Wind Tunnel tests of a flight vehicle configuration in order to obtain aerodynamic performance data. As a leader in the US aerospace industry, Lockheed ▇▇▇▇▇▇ often has the need conduct tests in NASA wind tunnels. This Umbrella Agreement provides a means for such tests to occur. The Umbrella Agreement is not specific to any particular test, wind tunnel, or center. It is intended to be broadly applicable for future unrelated tests at various NASA centers. It is written as a reimbursable Space Act Agreement that may be used for testing at any of the NASA wind tunnels located at LaRC, ARC, or GRC. The proposed length of the Agreement is five (5) years. The Parties recognize that, with regard to any activities undertaken in furtherance of the purpose stated herein, it is the policy of NASA KSC services in support of Partner's activities when NASA KSC has determined that—(a) consistent with the National Space Policy and of the United States (June 28Government to avoid competition with the private sector with regard to any activities conducted with a non-governmental entity on a reimbursable basis. Therefore, 2010), NASA Policy Directive 9080.1, and NASA Advisory Implementing Instruction 1050-1, providing such services will not preclude, discourage, or compete with United States commercial space activities, and (b) NASA KSC will not provide the services under Commercial Space Launch Act (CSLA) authority. NASA KSC will make services available to Partner on an "as available, noninterference" basis in accordance with NASA requirements and previous NASA commitments or launch operations. NASA may provide services not specifically identified in policy, the exhibit on reimbursable support services (Exhibit B). The Parties agree acknowledge that any determination by responsibilities for which NASA shall be reimbursed under any Annex (as defined below) shall be limited to providing access to NASA unique goods, services and facilities that a requested service is are not available, that providing a service would preclude, discourage, or compete with United States otherwise available on the U.S. commercial space activities, or that providing a service would interfere with NASA’s ongoing or projected launch operations will be conclusive and not subject to legal claim, judicial review, or other appealmarket from another source. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “"Annex”") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. This Umbrella Agreement (hereinafter referred to as the “"Agreement” " or “"Umbrella Agreement”") shall be for the purpose of providing Partner with NASA KSC services in support of advancing the Partner's activities when NASA KSC has determined that—(anovel design for a Magnetohydrodynamic (MHD) consistent Electrical Generator. The new system allows for harvesting energy from natural space plasma environments such as the solar wind. The system promises to provide a means of generating electrical power for spacecraft systems without the use of photovoltaic (solar) arrays. MSFC's High Intensity Solar Environment Test (HISET) facility will be used to simulate the space environment in the laboratory with the National Space Policy an emphasis on streaming plasma generation. Successful testing of the United States (June 28, 2010), NASA Policy Directive 9080.1, Partner's MHD test articles will provide a proof of concept that is fundamental to scaling the systems for use on spacecraft and NASA Advisory Implementing Instruction 1050-1, providing such services will not preclude, discourage, or compete with United States commercial space activities, and (b) NASA KSC will not provide the services under Commercial Space Launch Act (CSLA) authorityon lunar surface habitats. NASA KSC will make services available to Partner on an "as available, noninterference" basis with NASA requirements and previous NASA commitments or launch operations. NASA may provide services not specifically identified in the exhibit on reimbursable support services (Exhibit B). The Parties agree that any determination by NASA that This includes permanently shadowed regions where there is still a requested service is not available, that providing a service would preclude, discourage, or compete with United States commercial space activities, or that providing a service would interfere with NASA’s ongoing or projected launch operations will be conclusive and not subject to legal claim, judicial review, or other appealsolar wind plasma present. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “"Annex”") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. This Umbrella Agreement (hereinafter referred to as the “"Agreement” " or “"Umbrella Agreement”") shall be for the purpose of providing Partner enabling the partner to conduct research and survivability investigations into spacecraft materials and systems with NASA KSC services in support of Partner's activities when NASA KSC has determined that—(a) consistent with emphasis on photovoltaic power systems. Work under the National Space Policy of the United States (June 28, 2010), NASA Policy Directive 9080.1, and NASA Advisory Implementing Instruction 1050-1, providing such services will not preclude, discourage, or compete with United States commercial space activities, and (b) NASA KSC will not provide the services under Commercial Space Launch Act (CSLA) authority. NASA KSC umbrella agreement will make services available to Partner use of unique combined environmental effects testing capabilities at MSFC, such as illuminated thermal runaway testing on an "solar array coupons. Work under this agreement will utilize NASA facilities such as available, noninterference" basis with NASA requirements and previous NASA commitments or launch operations. NASA may provide services not specifically identified in the exhibit on reimbursable support services High Intensity Solar Environment Test (Exhibit B). The Parties agree that any determination by NASA that a requested service is not available, that providing a service would preclude, discourage, or compete with United States commercial space activities, or that providing a service would interfere with NASA’s ongoing or projected launch operations will be conclusive and not subject to legal claim, judicial review, or other appealHISET) laboratory. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “"Annex”") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. This Umbrella Agreement (hereinafter referred to as the “"Agreement” " or “"Umbrella Agreement”") shall be for the purpose of providing Partner with services identified in Exhibit B, Reimbursable Support Services. NASA KSC may provide similar services not specifically identified in support of Partner's activities Exhibit B on these same terms. NASA will only provide services when NASA KSC has determined that—(a) consistent with the National Space Policy of the United States (June 28, 2010), NASA Policy Directive 9080.1, and NASA Advisory Implementing Instruction 1050-1, that providing such services will not preclude, discourage, or compete with United States commercial space activitiesactivities per the National Space Policy (December 9, 2020), and (b) will fully comply with NASA KSC will not provide the services under Commercial Space Launch Act (CSLA) authorityPolicy Directive 9080.1 and NASA Advisory Implementing Instruction 1050-1. NASA KSC will make services available to Partner on an "as available, noninterference" basis with NASA requirements and previous NASA commitments or launch operations. NASA may provide services not specifically identified in the exhibit on reimbursable support services (Exhibit B). The Parties agree that any determination by NASA that a requested service is not available, that providing a service would preclude, discourage, or compete with United States commercial space activities, or that providing a service would interfere with NASA’s 's ongoing or projected launch operations will be conclusive and not subject to legal claim, judicial review, or other appeal. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “"Annex”") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property property, or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. This Umbrella Agreement (hereinafter referred to as the “"Agreement” " or “"Umbrella Agreement”") shall be for the purpose of providing Partner with a mechanism for NASA KSC services in to support efforts by Psionic, LLC to further the development of Partner's activities when NASA KSC has determined that—(a) consistent with the National Space Policy of the United States (June 28, 2010), NASA Policy Directive 9080.1, and NASA Advisory Implementing Instruction 1050-1, providing such services will not preclude, discourage, space technology for potential commercial or compete with United States commercial space activities, and (b) NASA KSC will not provide the services under Commercial Space Launch Act (CSLA) authority. NASA KSC will make services available to Partner on an "as available, noninterference" basis with NASA requirements and previous NASA commitments or launch operations. NASA may provide services not specifically identified in the exhibit on reimbursable support services (Exhibit B)military applications. The Parties agree intend to collaborate on the design, development, test, and evaluation of NASA patented Navigation Doppler Lidar (NDL) systems to improve guidance, navigation, and control (GN&C) systems for aircraft and spacecraft. The Partner seeks to evaluate NASA NDL prototypes, through tests on other vehicles, to better understand and further develop the NDL technology licensed from NASA, a continuation of work that any determination by began under Annexes to Umbrella SAA1-23647. NASA that a requested service is not available, that providing a service would preclude, discourage, or compete with United States commercial space activities, or that providing a service would interfere with interested in NDL performance data arising out of Partner’s use of NASA’s ongoing prototypes. The resulting data has the potential to assist in further improvement of NASA’s NDL systems by reducing performance uncertainty and improving system architectures and designs. This Agreement and any Annexes are entirely separate from any NASA license agreement, existing or projected launch operations will be conclusive future, and do not subject to legal claim, judicial review, or other appealin any manner affect Partner’s responsibilities under such license agreement(s). The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “"Annex”") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property property, or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. LifeSource has leased space in Buildings N236 and N261 comprising of approximately 23,498 square feet of office, storage, and animal husbandry as described in the Enhanced Use Lease SAA2-403732. This Umbrella Agreement (hereinafter referred to as the “Agreement” or “Umbrella Agreement”) shall be for the purpose of providing Partner electrical, gas, water, and sewer services (“Utilities”) and Demand Services to LifeSource as described in the EUL SAA2- 403732 (the “Lease”). The intent of the Umbrella Agreement is to replace and supersede the provisions in the aforementioned Lease that govern the provision of Utilities and Demand Services. In the event that there is a conflict between the Lease and this Agreement related to the provision of Utilities and Demand Services, the Parties agree that this Agreement shall prevail. NASA will provide the services under this Umbrella Agreement only to the extent that the provision of such services does not result in NASA competing with the private sector. This requirement is embodied in NASA KSC services in support of Partner's activities when Policy Directive 9080.1, NASA KSC has determined that—(a) consistent with Advisory Implementing Instruction 1050.1, and the National Space Policy of the United States (June 28, 2010, as amended December 11, 2017), NASA Policy Directive 9080.1, and NASA Advisory Implementing Instruction 1050-1, providing such services will not preclude, discourage, or compete with United States commercial space activities, and (b) NASA KSC will not provide the services under Commercial Space Launch Act (CSLA) authority. NASA KSC will make services available to Partner on an "as available, noninterference" basis with NASA requirements and previous NASA commitments or launch operations. NASA may provide services not specifically identified in the exhibit on reimbursable support services (Exhibit B). The Parties agree that any determination by NASA that a requested service is not available, that providing a service would preclude, discourage, or compete with United States commercial space activities, or that providing a service would interfere with NASA’s ongoing or projected launch operations will be conclusive and not subject to legal claim, judicial review, or other appeal. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “"Annex”") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property property, or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. This Umbrella Agreement (hereinafter referred to as the “"Agreement” " or “"Umbrella Agreement”") shall be for the purpose of providing Partner facilitating technology development for Gravitics, focusing on the advancing of reliable spacecraft structures for in-space operations and beyond Earth space infrastructure. This agreement will draw on NASA's unique and relevant experience with NASA KSC services in support of Partner's activities when NASA KSC has determined that—(a) consistent with the National Space Policy of the United States (June 28requirements understanding, 2010)design, NASA Policy Directive 9080.1development, testing, and certification of human rated structural systems for use in harsh environments. This certification is not currently commercially available in the U.S. market. This partnership will also help enable NASA Advisory Implementing Instruction 1050-1JSC resource utilization to the maximum extent practicable and will help keep current structural engineering skills and capabilities in place to support NASA programs. NASA JSC's unique experience for certification of human rated structural systems participation under this Agreement aligns with NASA's Strategic Plan 2022, providing such services will not precludespecifically Strategic Objective 2.2, discourage"Develop a human spaceflight economy enabled by a commercial market." This expands the space economy and stimulates the growth of spaceflight commercial activities. Furthermore, or compete with United States commercial space activitiesit addresses Technology Area TX12: "Materials, Structures, Mechanical Systems, and (b) NASA KSC will not provide the services under Commercial Space Launch Act (CSLA) authority. NASA KSC will make services available to Partner on an "as available, noninterferenceManufacturing" basis with NASA requirements and previous NASA commitments or launch operations. NASA may provide services not specifically identified listed in the exhibit on reimbursable support services (Exhibit B). The Parties agree that any determination by NASA that a requested service is not available, that providing a service would preclude, discourage, or compete with United States commercial space activities, or that providing a service would interfere with NASA’s ongoing or projected launch operations will be conclusive and not subject to legal claim, judicial review, or other appealTechnology Roadmap. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “"Annex”") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. This Umbrella Agreement (hereinafter referred to as the “"Agreement” " or “"Umbrella Agreement”") shall be for the purpose of providing Partner with NASA KSC services MSFC supporting UTEP in support the identification of Partner's activities when NASA KSC has determined that—(arelevant On-orbit Servicing, Assembly and Manufacturing (OSAM) consistent with processes and assist in the National Space Policy definition of the United States (June 28requirements which must be met by UTEP's robotic systems to perform OSAM processes. The UTEP Aerospace Center has an extremely strong background in robotics, 2010), NASA Policy Directive 9080.1machine learning, and NASA Advisory Implementing Instruction 1050-1artificial intelligence, providing such services but they lack the relevant manufacturing knowledge necessary to mitigate risks and ensure that their systems will not preclude, discourage, or compete with United States commercial space activities, and (b) NASA KSC will not provide the services under Commercial Space Launch Act (CSLA) authority. NASA KSC will make services available to Partner on an "as available, noninterference" basis with NASA requirements and previous NASA commitments or launch operations. NASA may provide services not specifically identified perform adequately in the exhibit on reimbursable support services (Exhibit B)OSAM environment. MSFC will provide this expertise in a personalized approach to increasing the relevance and potential success of UTEP's ▇▇▇▇ related goals. The Parties agree proposed activity allows NASA MSFC to share manufacturing expertise which will help UTEP ensure that any determination by NASA that their robotic systems may perform OSAM processes. The UTEP Aerospace Center has extensive knowledge in collaborative robotic systems and have existing contracts to demonstrate their systems in an OSAM relevant environment. They're currently working on a requested service is not available, that providing CubeSat mission to demonstrate the capabilities of their robotic systems to perform the motions of a service would preclude, discourage, or compete with United States commercial space activities, or that providing a service would interfere with NASA’s ongoing or projected launch operations will be conclusive and not subject to legal claim, judicial review, or other appealselected OSAM process. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “"Annex”") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. This Umbrella Agreement (hereinafter referred to as the “"Agreement” " or “"Umbrella Agreement”") shall be for the purpose of providing Partner NASA ▇▇▇▇▇▇▇ Space Flight Center (GSFC) to provide Space Communication and Navigation (SCaN) services to ULA for launch vehicle missions carrying commercial payloads. This reimbursable Umbrella Agreement is for the purpose of setting the terms and conditions with regard to the requested support from NASA KSC services in support of Partner's activities when NASA KSC has determined that—(a) consistent with by ULA to be provided by the National Space Policy of the United States (June 28, 2010), NASA Policy Directive 9080.1, and NASA Advisory Implementing Instruction 1050-1, providing such services will not preclude, discourage, or compete with United States commercial space activities, and (b) NASA KSC will not provide the services under Commercial Space Launch Act (CSLA) authority. NASA KSC will make SCaN. The SCaN services available to Partner on an "as availablethe customer are comprised of the Advanced Communications Capabilities for Exploration and Science Systems (ACCESS) project and the Near Space Network (NSN). However, noninterference" basis with the Space Relay (SR) services is the only SCaN service identified currently by ULA. NASA and ULA agree to develop appropriate requirements and previous operational interface documentation that will define the operational and communications assets and interfaces necessary for ULA to meet its mission goals. Included in this documentation will be descriptions of the NASA commitments or launch operationscommunications support required for pre-mission verification and validation activities, for example network compatibility, and mission operational readiness tests, and the NASA assets required to provide SR return services for the ULA missions. NASA may provide services not specifically identified in reserves the exhibit on reimbursable support services (Exhibit B). The Parties agree that any determination by NASA that a requested service is not available, that providing a service would preclude, discourage, or compete with United States commercial space activities, or that providing a service would interfere with NASA’s ongoing or projected launch operations will be conclusive and not subject right to legal claim, judicial review, or other appealassign SR assets. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “"Annex”") concurrently with this Umbrella AgreementSAA. The Parties may execute subsequent Annexes under this Umbrella Agreement SAA consistent with the purpose and terms of this Umbrella AgreementSAA. This Umbrella Agreement SAA shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella AgreementSAA. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnelgoods, property services, facilities or facilities equipment to be utilized under the task. This Umbrella Agreement SAA takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement SAA and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement SAA is controlling.

PURPOSE AND IMPLEMENTATION. This Umbrella Agreement (hereinafter referred to as the “"Agreement” " or “"Umbrella Agreement”") shall be for the purpose of providing Partner with NASA KSC services in support of Partner's activities when NASA KSC has determined that—(a) consistent with the National Space Policy of the United States (June 28GRC performing technical assessments, 2010), NASA Policy Directive 9080.1compatibility analysis, and testing in NASA Advisory Implementing Instruction 1050-1, providing such services will not preclude, discourage, or compete with United States commercial space activities, and facilities of LASP's electric propulsion hardware (bincluding the baselined Colorado Power Electronics (CPE) NASA KSC will not provide the services under Commercial Space Launch Act power processing unit (CSLA) authorityPPU). NASA KSC will make services available LASP's objective in this partnership is to Partner on an "as available, noninterference" basis with NASA requirements and previous NASA commitments or launch operations. NASA may provide services not specifically identified obtain NASA's subject matter expertise in electric propulsion for LASP's involvement in the exhibit on reimbursable support services Multi-Asteroid eXplorer (Exhibit B)"MAX") mission. The Parties agree that any determination by work done under this Umbrella Agreement will not be used for capacity building efforts with the UAE, and UAE personnel will not be present during testing and other activities related to this collaboration. While NASA that a requested service is not availableinvolved in the MAX mission, that providing through its participation in this partnership with LASP, NASA GRC sustains its leadership role for advancing domestic electric propulsion technologies (i.e., the CPE PPU) and strengthening the U.S. industrial base by supporting post-SBIR commercialization activities by CPE. This partnership will benefit NASA, the federal government, industry, and the public generally as the results from this partnership will potentially support the demonstration of a service would preclude, discourage, or compete with United States commercial space activities, or that providing a service would interfere with NASA’s ongoing or projected launch operations will be conclusive and not subject to legal claim, judicial review, or other appealnew propulsion capability. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “"Annex”") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. This Umbrella Agreement (hereinafter referred to as the “Agreement” or “Umbrella Agreement”) shall be for the purpose of providing permitting NASA to perform biomedical research on samples provided by Partner with to produce raw data and analyzed data. This is a reimbursable agreement, and Weill Medical College of Cornell University (WCM) will provide reimbursement to the NASA KSC services in support JSC Human Health & Performance Laboratories for analytical testing on blood and urine samples from crews on private astronaut missions (▇▇▇); this suite of Partner's activities when NASA KSC has determined that—(a) consistent with the National Space Policy of the United States (June 28, 2010)testing is not commercially available outside NASA. In addition, NASA Policy Directive 9080.1has unique knowledge, expertise, and processes which were developed during previous studies related to NASA Advisory Implementing Instruction 1050-1, providing such services astronaut missions. This expertise and special suite of testing will not preclude, discourage, or compete with United States commercial space activities, and (b) NASA KSC now be applied to samples related to PAMs. This activity will not provide the services under Commercial Space Launch Act (CSLA) authority. NASA KSC will make services available to Partner on an "as available, noninterference" basis with NASA requirements and previous NASA commitments or launch operations. NASA may provide services not specifically identified in the exhibit on reimbursable support services (Exhibit B). The Parties agree that any determination by NASA that a requested service is not available, that providing a service would preclude, discourage, or compete with United States commercial space activities, or that providing a service would interfere with also further NASA’s ongoing or projected launch operations will be conclusive and not subject understanding of human adaptation to legal claim, judicial review, or other appealspaceflight for future exploration-class missions. The Parties shall execute one (1) Annex annex Agreement (hereinafter referred to as the “Annex”initial Annex 01) concurrently with this Umbrella Agreement. The Parties may execute subsequent annexes (the initial Annex, along with any subsequent annex, each referred to herein as an “Annex” or collectively as “Annexes”). Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This In the event there is an apparent conflict between this Agreement and an Annex, this Umbrella Agreement shall govern all Annexes executed hereunder; each Annex shall be incorporated in hereto, but no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C (titled “Liability”), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property property, or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. This Umbrella Agreement (hereinafter referred to as the “"Agreement” " or “"Umbrella Agreement”") shall be for the purpose of providing Partner Xwing sharing its open source, publicly- available flight and ground operations data, algorithms, and evidence to NASA and then NASA will use this to validate its current open-source algorithms. NASA will then integrate improvements, as relevant, into future releases of its publicly-available safety processes and open-source algorithms. Collaborative efforts between NASA and Xwing will be towards the creation of a) safety arguments supporting increasingly-autonomous aviation design and operations, and b) a safety management system that enables routine flight for increasingly-autonomous vehicles and ground systems. Under this Umbrella Agreement, the various NASA Advanced Air Mobility (AAM) research and evaluation activities will also be collecting performance data, trajectory compliance data, vehicle robustness to contingencies, pilot work load, emergency procedures, simplified pilot functions and reduced training and certification requirements, airspace communications, ground operations, infrastructure needs, and so forth that are intended to build on new infrastructure standards, pilot/operator certification standards (e.g., with aircraft that have a high level of automation), and other standards. Additionally, the NASA KSC services in support Aeronautics Research Institute (NARI) may work with Xwing to explore and understand supply-chain issues that prohibit the use of Partner's activities when NASA KSC has determined that—(a) consistent with increasingly- autonomous aviation systems for public benefit and affect the National Space Policy safety of the United States (June 28, 2010), NASA Policy Directive 9080.1, and NASA Advisory Implementing Instruction 1050-1, providing such services will not preclude, discourage, or compete with United States commercial space activities, and (b) NASA KSC will not provide the services under Commercial Space Launch Act (CSLA) authority. NASA KSC will make services available to Partner on an "as available, noninterference" basis with NASA requirements and previous NASA commitments or launch operations. NASA may provide services will not specifically identified in the exhibit on reimbursable support services (Exhibit B). The Parties agree that any determination by NASA that a requested service is not available, that providing a service would preclude, discourage, or compete with United States commercial space activities, or that providing a service would interfere with NASA’s ongoing or projected launch operations will be conclusive and not subject to legal claim, judicial review, or other appealconducting test flights. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “"Annex”") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. A. This Umbrella Agreement (hereinafter referred to as the “Agreement” or “Umbrella Agreement”) shall be for the purpose of providing Partner with services identified in Exhibit B, Reimbursable Support Services. NASA KSC may provide similar services not specifically identified in support of Partner's activities Exhibit B on these same terms. NASA will only provide services when NASA KSC has determined that—(a) consistent that providing such services will not preclude, discourage, or compete with United States commercial space activities, as required under the National Space Policy of the United States (June 28, 2010), NASA Policy Directive 9080.1, and NASA Advisory Implementing Instruction 1050-1, providing such services will not preclude, discourage, or compete with United States commercial space activities, and (b) NASA KSC will not provide the services under Commercial Space Launch Act (CSLA) authority. NASA KSC will make services available to Partner on an "as available, noninterference" basis with NASA requirements and previous NASA commitments or launch operations. NASA may provide services not specifically identified in the exhibit on reimbursable support services (Exhibit B). The Parties agree that any determination by NASA that a requested service is not available, that providing a service would preclude, discourage, or compete with United States commercial space activities, or that providing a service would interfere with NASA’s ongoing or projected launch operations will be conclusive and not subject to legal claim, judicial review, or other appeal. . B. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “Annex”) concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. This Umbrella Agreement (hereinafter referred to as the “"Agreement” " or “"Umbrella Agreement”") shall be for the purpose of providing Partner with enabling collaboration between NASA KSC services and The Port Authority of New York and New Jersey to support research related to the initiation and integration of Urban Air Mobility (UAM) and Advanced Air Mobility (AAM) vehicles into highly complex urban environments for commercial operations. For the Port Authority, this is a continuing effort to best serve its business model and customer need. Nothing in support this Agreement shall be construed to obligate the Port Authority to commit funds in furtherance of Partner's activities when NASA KSC has determined that—(a) consistent this agreement, which includes any adjoining annexes. Furthermore, the Port Authority enters into this Agreement with the National Space Policy express understanding of the United States (June 28Parties that no Commissioner, 2010)director, NASA Policy Directive 9080.1shareholder, and NASA Advisory Implementing Instruction 1050-1officer, providing such services will not precludepartner, discouragemember, agent or employee of the Port Authority, shall be charged personally or held contractually liable by or to the other party under any term or provision of this Agreement or of any supplement, modification or amendment to this Agreement or because of any breach thereof, or compete with United States commercial space activities, and (b) NASA KSC will not provide the services under Commercial Space Launch Act (CSLA) authority. NASA KSC will make services available to Partner on an "as available, noninterference" basis with NASA requirements and previous NASA commitments because of its or launch operations. NASA may provide services not specifically identified in the exhibit on reimbursable support services (Exhibit B)their execution or attempted execution. The Parties agree also acknowledge that the Port Authority does not intend to provide NASA with any determination by NASA that a requested service is not available, that providing a service would preclude, discourage, Proprietary Data or compete with United States commercial space activities, or that providing a service would interfere with NASA’s ongoing or projected launch operations will be conclusive and not subject to legal claim, judicial review, or other appealemploy Related Entities under this Agreement. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “"Annex”") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. This Umbrella Agreement (hereinafter referred to as the “"Agreement” " or “"Umbrella Agreement”") shall be for the purpose of providing Partner with enabling collaboration between NASA KSC services and the Aerospace Industries Association (AIA) to support AIA's efforts to inspire the next generation of aerospace and STEM professionals. AIA works to perpetuate a highly skilled and robust aerospace workforce through engaging education initiatives. NASA and AIA have shared interests in support attracting diverse groups of Partner's activities when NASA KSC has determined that—(a) consistent with the National Space Policy of the United States (June 28, 2010)students to STEM and building a capable and diverse future aerospace workforce. Through this Agreement, NASA Policy Directive 9080.1, will support AIA's efforts to create opportunities that broaden student participation in aerospace and provide connections to NASA's Artemis program and other NASA Advisory Implementing Instruction 1050-1, providing such services will not preclude, discourage, or compete with United States commercial space activities, and (b) NASA KSC will not provide the services under Commercial Space Launch Act (CSLA) authority. NASA KSC will make services available to Partner on an "as available, noninterference" basis with NASA requirements and previous NASA commitments or launch operations. NASA may provide services not specifically identified in the exhibit on reimbursable support services (Exhibit B)missions. The Parties agree that any determination by NASA that first annex under this Umbrella will focus on supporting AIA's efforts to introduce elementary and middle school students from communities traditionally underrepresented in STEM to the field of rocketry through a requested service is not available, that providing a service would preclude, discourage, or compete with United States commercial space activities, or that providing a service would interfere with NASA’s ongoing or projected launch operations will be conclusive pilot program developed for clubs and not subject summer camps. Future annexes may focus on scaling up the program to legal claim, judicial review, or other appealreach larger audiences. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the “"Annex”") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.