Exhibit 10.27
TECHNOLOGY REINVESTMENT PROJECT
TECHNOLOGY DEVELOPMENT AGREEMENT
BETWEEN
LOW COST FLIP CHIP CONSORTIUM
c/o NATIONAL SEMICONDUCTOR CORPORATION
▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
AND
THE ADVANCED RESEARCH PROJECTS AGENCY
▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
CONCERNING
DIRECT ATTACHMENT OF FLIP CHIPS ON LAMINATE SUBSTRATES
Agreement No.: MDA972-95-3-0031
ARPA Order No.: C326/01
Total Amount of the Agreement: $21,097,981
Total Estimated Government Funding of the Agreement: $9,829,610
Funds Obligated: $6,794,728
Authority: 10 U.S.C. (S) 2371 & (S) ▇▇▇▇
▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇:
▇▇ ▇▇▇▇▇▇▇ 1320 C326 P4VIO 2525 DPAC 4 5271 503733 $6,794,728
This Agreement is entered into between the United States of America, hereinafter
called the Government represented by The Advanced Research Projects Agency
(ARPA), and the Low Cost Flip Chip Consortium pursuant to and under U.S. Federal
law.
FOR LOW COST FLIP CHIP CONSORTIUM FOR THE UNITED STATES OF AMERICA
NATIONAL SEMICONDUCTOR CORPORATION THE ADVANCED RESEARCH PROJECTS
AGENCY
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ /s/ R. H. Register
------------------------------ ---------------------------
(Signature) (Signature)
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇ ▇. Register
Manager, Business Operations 8/8/95 Deputy Director for Management 8/15/95
------------------------------------ --------------------------------------
(Name, Title) (Date) (Name, Title) (Date)
AGREEMENT NUMBER: MDA972-95-3-0031
PAGE 2
TABLE OF CONTENTS
ARTICLES PAGE
ARTICLE I Scope of the Agreement 3
ARTICLE II Term 6
ARTICLE III Management of the Project 6
ARTICLE IV Agreement Administration 8
ARTICLE V Obligation and Payment 9
ARTICLE VI Disputes 10
ARTICLE VII Patent Rights 11
ARTICLE VIII Data Rights 14
ARTICLE IX Foreign Access to Technology 16
ARTICLE X Pre-Agreement Costs 17
ARTICLE XI Officials Not to Benefit 17
ARTICLE XII Civil Rights Act 17
ARTICLE XIII Order of Precedence 17
ARTICLE XIV Execution 17
ATTACHMENTS
ATTACHMENT 1 Statement of Work
ATTACHMENT 2 Report Requirements
ATTACHMENT 3 Schedule of Payments and Payable Milestones
ATTACHMENT 4 Funding Schedule
ATTACHMENT 5 List of Government and Consortium Representatives
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AGREEMENT NUMBER: MDA972-95-3-0031
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ARTICLE I: SCOPE OF THE AGREEMENT
A. BACKGROUND
1. This Agreement is a Defense Dual-Use Critical Technology Partnership
awarded under the Congressionally funded Technology Reinvestment Project (TRP).
The mission of the TRP is to stimulate the transition to a growing, integrated,
national industry capability that provides the most advanced, affordable,
military systems and the most competitive commercial products. Within the
general Technology Development area of Low Cost Electronic Packaging, this
Agreement focuses specifically on advancing the technology and enhancing the
United States (U.S.) production capabilities of flip-chip Direct Chip Attach
(DCA) assembly for integrated microcircuits with the goal of enhancing both
military and commercial customers to employ flip-chip assembled integrated
circuits (ICs) in a wide variety of applications.
2. Aptos Corporation (Aptos), Delco Electronics Corporation (Delco),
▇▇▇▇▇▇ Missile Systems Company (▇▇▇▇▇▇), Jabil Circuit, Inc. (Jabil), Litronic
Industries, Inc. (Litronic), National Semiconductor Corporation (Nationa),
▇▇▇▇▇▇▇▇, Inc. (▇▇▇▇▇▇▇▇), and SunDisk Corporation (SunDisk) have formed a
partnership to emplace a domestic infrastructure for the manufacture of low-cost
flip-chip assemblies, from wafer fabrication to final product assembly. This
initiative springs from the growing recognition that the evolution of electronic
products toward lower cost, smaller form factor, lower weight and higher
performance can best be realized at chip level by eliminating the IC package.
3. To succeed in this goal, bare die flip-chip must supplant the current
benchmark for low-cost packaging, the industry standard molded plastic package.
Over 90% of IC packages are encapsulated in plastic. There are extensive
infrastructures in place to support production of packages such as Plastic Quad
Flat Pack (PQFP), Plastic Leaded Chip Carrier (PLCC) and Small Outline
Integrated Circuit (SOIC). Although these manufacturing technologies are well
understood, they also possess significant limitations in today's marketplace.
They are large compared to the die they house resulting in board areas up to
twenty times the area of the die. The larger package dimension also can result
in parasitics that are up to 10 times greater than bumped die.
4. There is consequently a growing desire to eliminate the package
altogether, and move to DCA of bare die substrate. Of the three technologies
that currently exist for bare die attach, chip and wire, chip-on-glass, and
solder bump flip-chip, only the last is a valid approach to the wide spectrum of
electronic products designed and manufactured in the U.S. military and
commercial markets. However, the only broadly established solder bumped flip-
chip technology in the U.S. to date is the controlled collape chip connection
(C4) process of International Business Machines Corporation. It is indeed
highly performance-effective, but not cost-effective for most commodity
applications. Moreover, the high lead content of the bumps does not permit
reflow at Surface Mount Assembly (SMA) temperatures.
5. A major goal of this Consortium, therefore, is to develop a cost-
effective alternative to high-temperature evaporated solders. Wafer and die
bumping process cost is, however, only one component of a successful low-cost
DCA product infrastructure. Only if the TOTAL COST OF OWNERSHIP to the end
product manufacturer, military or commercial, is lower than that of a fully
packaged part will the goal of the Consortium be met and widespread adoption of
this interconnect process succeed. Therefore, this Consortium explicitly
addresses most of the objectives essential to providing a complete low-cost
flip-chip DCA product.
6. The Consortium partners will address the complete delivery chain, from
chip design and wafer fabrication through wafer bumping, handling and shipping
to rapid prototyping and high volume board assembly. The Consortium shall
develop the processes, tools and cost modeling approaches essential to
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AGREEMENT NUMBER: MDA972-95-3-0031
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establishing the validity of the infrastructure. The end result of this two-
year program will be: (a) the creation of domestic capabilities for high-volume,
low-cost solder bumping; (b) design rule sets and industry standards for area
array pad layouts and wafer bumping; (c) low-cost fine-line substrates for bare
die chip attach; (d) SMA processes and design rules for board attach of these
chips; and (e) reliability standards and test matrices for environmental
qualification. Some of these capabilities exist today in a few proprietary
locations; almost none are available as part of a widely accessible industry
infrastructure.
7. The manufacturing infrastructure resulting from this Consortium must
address the often disparate requirements of dual-use military customers who
often require small numbers of a variety of IC's rather than large volumes of a
few products. Cost-effective approaches to this market mandate individual die
bumping and small lot substrate fabrication and board assembly. The Consortium
has provided for this process flow and has identified deliverables which address
the situation. Another set of parameters is required for high-volume, low-cost
product drivers. Here, the program will stress total cost of ownership, high-
volume wafer bumping, shipping media such as tape and reel, and IC design
methodologies that minimize silicon area.
8. Of perhaps equal importance to the infrastructure processes, the
Consortium shall also generate new product applications which will demonstrate
the cost-effectiveness and reliability of our solder-bumped flip-chips.
Specifically, the Consortium shall generate at least four new products in the
course of the two-year program. These products will graphically demonstrate the
superiority of DCA across a wide range of applications. They will include:
(a) improved electronics for the Stinger missile, which will provide
an order of magnitude increase in functionality without increase in volume,
weight or cost;
(b) a personal computer memory card international association (PCMCIA)
card flash memory module, comprising 128 mega bit (Mb) in flash random
access memory (RAM) chips plus a 120-pin memory management chip;
(c) a field-configured multi-chip module (MCM) comprising four high
pincount field programmable gate array's (FPGA's) flip-chipped into a
plastic ball grid array (BGA) MCM package format; and
(d) a high-volume consumer market product currently being defined.
9. These new capabilities and products will improve the performance and
cost-effectiveness of both consumer and advanced microelectronic technologies.
They will advance U.S. competence in IC packaging, a domain in which the U.S.
has traditionally been outshone by foreign competition. The Consortium team
will be a strong force to exploit this technology for job creation potential in
both defense and commercial applications.
10. Without government funding, the development of a manufacturing
infrastructure for low-cost flip-chip technology will take considerably longer
and have less widespread military and commercial distribution. Many smaller
corporations lack the financial and engineering resources to carry out
development or to access proprietary systems developed by major industry
sources. A further advantage to Government involvement lies in its ability to
aid in industry and institute networking, promoting and assisting the Consortium
in collaborating with other agencies engaged in complementary development. The
synergy will leverage the program's efforts, broadening and strengthening the
resulting infrastructure which is the goal.
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11. The dual-use applications of this technology are numerous. In
addition to the specific objectives of the program listed above, low-cost flip-
chip interconnect will become a valuable capability for all military
applications that require light weight, restricted form factor, or very high
performance circuitry. This includes aircraft avionics, all space applications,
missiles and smart munitions, cockpit display systems, electronic warfare target
recognition, image processing, portable navigation equipment such as battlefield
global positioning system (GPS), and many other applications. Commercially, the
intensifying drive toward low-power, light weight portable equipment in the
telecommunications, computing, data storage and display/printing markets alone
guarantees rapid adoption of this technology in multibillion dollar product
markets, once the preeminent goal of low total cost of ownership is achieved and
conclusively demonstrated and a widely accessible infrastructure emplaced.
12. At the completion of this program, there will be existence proof of
the effectiveness of low-cost flip-chip DCA and first-generation infrastructure
for the manufacture of flip-chip components and their assembly on product boards
will be in place. To further propagate the technology, major U.S. firms must
adopt or develop design tools and libraries for area array pad design and must
either support contract wafer bumping throughout the industry, or bring up
internal capability. Success on the part of the Consortium combined with active
collaboration with those domestic agencies and institutes promoting standards
and design methodologies will greatly accelerate progress toward widespread
utilization of Solder Bumped DCA as the standard methodology for interconnecting
ICs.
13. The new low-cost, flip-chip technology and infrastructure developed
under this program will create a new standard for high Input/Output (I/O) IC
assembly. Flip-chip technology adoption will increase dramatically for devices
with more than 500 I/O. In addition, the developments from this program will be
applicable to lower lead count applications. The total market for flip-chip die
is expected to reach over one billion by the year 2000 according to TechSearch
International. This will equate to over $1 billion in IC shipments. Major
market segments served will include Computers, Automotive, Telecom, and PCMCIA
Cards. In addition to these commercial markets, these technologies will serve
military markets by replacing a portion of the existing military ceramic market
flip-chip DCA, resulting in a reduction in cost on the order of three to five
times current military IC packaging cost.
B. DEFINITIONS
1. CONSORTIUM - The group of companies or individual companies
collaborating to accomplish the objectives of this Agreement.
2. CONSORTIUM MEMBER - A single company operating under the Articles of
Collaboration referred to in this Agreement.
3. PARTY OR PARTIES - As the context requires, either the Government,
represented by ARPA, or the Consortium, or both.
4. PROGRAM - The effort described in the proposal submitted in response
to Solicitation No. SOL94-27, Defense Technology Conversion, Reinvestment, and
Assistance, entitled, "Low Cost Flip Chip", and more particularly defined in the
Statement of Work, Attachment 1 hereto.
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AGREEMENT NUMBER: MDA972-95-3-0031
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C. SCOPE
1. The Consortium shall perform a coordinated research and development
program (Program) designed to address a complete delivery chain of low-cost
flip-chip assembly. The research shall be carried out in accordance with the
Statement of Work incorporated in this Agreement as Attachment 1. The
Consortium shall submit or otherwise provide all documentation required by
Attachment 2, Report Requirements.
2. The Consortium shall be paid for each Payable Milestone accomplished
in accordance with the Schedule of Payments and Payable Milestones set forth in
Attachment 3 and the procedures of Article V. Both the Schedule of Payments and
the Funding Schedule set forth in Attachments 3 and 4 respectively may be
revised or updated in accordance with Article III.
3. The Government and the Consortium (Parties) estimate that the
Statement of Work of this Agreement can only be accomplished with the Consortium
aggregate resource contribution of $11,268,371 from the effective date of this
Agreement through twenty-four (24) months thereafter. The Consortium intends
and, by entering into this Agreement, undertakes to cause to be provided these
funds. Consortium contributions will be provided as detailed in the Funding
Schedule set forth in Attachment 4. If either ARPA or the Consortium is unable
to provide its respective total contribution, the other party may reduce its
project funding by a proportional amount.
D. GOALS/OBJECTIVES
1. The goal of this Agreement is to attain a cost for direct flip-chip
attachment of bare ICs on laminate substrates that is equal to or better than
the current industry standard practice of wire bonding the ICs to leadframes,
encapsulating them in plastic, and soldering the leadframes to a board.
2. The Government will have continuous involvement with the Consortium.
The Government will also obtain access to research insults and certain rights in
data and patents pursuant to Articles VII and VIII. ARPA and the Consortium are
bound to each other by a duty of good faith and best reasonable research effort
in achieving the goals of the Consortium. This Agreement reflects the
collaborative document identified as "Articles of Collaboration for Low Cost
Flip Chip Consortium," which document binds Consortium Members.
3. This Agreement is an "other transaction" pursuant to 10 U.S.C. (S)
2371. The Parties agree that the principal purpose of this Agreement is for the
Government to support and stimulate the Consortium to provide its best
reasonable efforts in advanced research and technology development and not for
the acquisition of property or services for the direct benefit or use of the
Government. The Federal Acquisition Regulation (FAR) and Department of Defense
FAR Supplement (DFARS) apply only as specifically referenced herein. This
Agreement is not a procurement contract or grant agreement for purposes of FAR
Subpart 31.205-18. This Agreement is not intended to be, nor shall it be
construed as, by implication or otherwise, a partnership, a corporation, or
other business organization.
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ARTICLE II: TERM
A. THE TERM OF THIS AGREEMENT
The Program commences upon the date of the last signature hereon and continues
for twenty-four (24) months. If all funds are expended prior to the twenty-four
(24)-month duration, the Parties have no obligation to continue performance and
may elect to cease development at that point. Provisions of this Agreement,
which, by their express terms or by necessary implication, apply for periods of
time other than specified herein, shall be given effect, notwithstanding this
Article.
B. TERMINATION PROVISIONS
Subject to a reasonable determination that the program will not produce
beneficial results commensurate with the expenditure of resources, either Party
may terminate this Agreement by written notice to the other Party, provided that
such written notice is preceded by consultation between the Parties. In the
event of a termination of the Agreement, it is agreed that disposition of Data
developed under this Agreement shall be in accordance with the provisions set
forth in Article VIII, Data Rights. The Government, acting through the
Agreements Administrator, and the Consortium, acting through its Consortium
Management Committee, will negotiate in good faith a reasonable and timely
adjustment of all outstanding issues between the Parties as a result of
termination. Failure of the Parties to agree to a reasonable adjustment will be
resolved pursuant to Article VI, Disputes. The Government has no obligation to
reimburse the Consortium beyond the last completed and paid milestone if the
Consortium, acting through its Consortium Management Committee, decides to
terminate.
C. EXTENDING THE TERM
The Parties may extend by mutual written agreement the term of this Agreement if
funding availability and research opportunities reasonably warrant. Any
extension shall be formalized through modification of the Agreement by the
Agreements Administrator and the Consortium Administrator.
ARTICLE III: MANAGEMENT OF THE PROJECT
A. CONSORTIUM MEMBERS
Consortium Members, as set forth in the Articles of Collaboration of the
Consortium, are:
Aptos Corporation
Delco Electronics Corporation
▇▇▇▇▇▇ Missile Systems Company
Jabil Circuit, Inc.
Litronic Industries, Inc.
National Semiconductor Corporation
▇▇▇▇▇▇▇▇, Inc.
SunDisk Corporation
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B. CONSORTIUM MANAGEMENT COMMITTEE (CMC)
1. The CMC shall be comprised of one voting representative from each
Consortium Member, and in accordance with the Consortium Articles of
Collaboration, bind the Consortium Members. The following CMC decisions are
subject to ARPA approval:
(a) Changes to the Articles of Collaboration if such changes
substantially alter the relationship of the Parties as originally agreed
upon when the Agreement was executed;
(b) Changes to, or elimination of, any ARPA funding allocation to any
Consortium Member as technically and/or financially justified;
(c) Technical and/or funding revisions to the Agreement; and
(d) Admission of additional or replacement Consortium Members.
2. The CMC, is responsible for establishing a schedule of regular
technical meetings, to be held on a quarterly basis. The CMC shall notify all
Consortium Members and the ARPA Program Manager of the established meeting
schedule and, in the event of changes to this schedule, shall notify all
Consortium Members and the ARPA Program Manager thirty (30) calendar days prior
to the next scheduled meeting.
3. A simple majority of the Program Managers (or designees) representing
the Consortium Members and the ARPA Program Manager (or designee) will
constitute a quorum at quarterly technical meetings. All technical decisions
shall be made by majority vote of the CMC and the ARPA Program Manager.
C. MANAGEMENT AND PROGRAM STRUCTURE
Technical and program management of the coordinated research program established
under this Agreement shall be accomplished through the management structure and
processes detailed in this Article.
1. Subject to the terms and conditions of the Articles of Collaboration
of the Consortium, the CMC shall be responsible for the overall management of
the Consortium including technical, programmatic, reporting, financial and
administrative matters.
2. The ARPA Program Manager shall fully participate in all meetings of
the CMC. Other Government personnel as deemed appropriate by the ARPA Program
Manager may also participate in the technical portion of these meetings.
D. PROGRAM MANAGEMENT PLANNING PROCESS
The program management and planning process shall be subject to quarterly and
annual reviews with inputs and review from the CMC and the ARPA Program Manager.
1. Initial Program Plan: The Consortium will follow the initial program
plan that is contained in the Statement of Work (Attachment 1), and the Schedule
of Payments and Payable Milestones (Attachment 3).
2. Overall Program Plan Annual Review
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(a) The CMC, with ARPA Program Manager participation and review, will
prepare an overall Annual Program Plan in the first quarter of each
Agreement year. (For this purpose, each consecutive twelve (12) month
period from (and including) the month of execution of this Agreement during
which this Agreement shall remain in effect shall be considered an
"Agreement Year.") The Annual Program Plan will be presented and reviewed
at an annual site review concurrent with the appropriate quarterly meeting
of the CMC which will be attended by the Consortium Members, the ARPA
Program Manager, Senior ARPA management or other ARPA program managers and
personnel as appropriate. The CMC, with ARPA participation and review,
will prepare a final Annual Program Plan.
(b) The Annual Program Plan provides a detailed schedule of research
activities, commits the Consortium to use its best efforts to meet specific
performance objectives, includes forecasted expenditures and describes the
Payable Milestones. The Annual Program Plan will consolidate all prior
adjustments in the research schedule, including revisions/modifications to
payable milestones. Recommendations for changes, revisions or
modifications to the Agreement which result from the Annual Review shall be
made in accordance with the provisions of Article III, Section E.
E. MODIFICATIONS
1. As a result of quarterly meetings, annual reviews, or at any time
during the term of the Agreement, research progress or results may indicate that
a change in the Statement of Work and/or the Payable Milestones, would be
beneficial to program objectives. Recommendations for modifications, including
justifications to support any changes to the Statement of Work and/or the
Payable Milestones, will be documented in a letter and submitted by the CMC to
the ARPA Program Manager with a copy to the ARPA Agreements Administrator. This
documentation letter will detail the technical, chronological, and financial
impact of the proposed modification to the research program. The CMC shall
approve any Agreement modification. The Government is not obligated to pay for
additional or revised Payable Milestones until the Payable Milestones Schedule
(Attachment 3) is formally revised by the ARPA Agreements Administrator and made
part of this Agreement.
2. The ARPA Program Manager shall be responsible for the review and
verification of any recommendations to revise or otherwise modify the Agreement
Statement of Work, Schedule of Payments or Payable Milestones, or other proposed
changes to the terms and conditions of this Agreement.
3. For minor or administrative Agreement modifications (e.g. changes in
the paying office or appropriation data, changes to Government or Consortium
personnel identified in the Agreement, etc.) no signature is required by the
Consortium.
ARTICLE IV. AGREEMENT ADMINISTRATION
Unless otherwise provided in this Agreement, approvals permitted or required to
be made by ARPA may be made only by the ARPA Agreements Administrator.
Administrative and contractual matters under this Agreement shall be referred to
the following representatives of the parties:
ARPA: ▇▇▇▇▇ ▇. ▇▇▇▇▇ (Agreements Administrator) (▇▇▇) ▇▇▇-▇▇▇▇
CONSORTIUM: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ (Consortium Administrator) (▇▇▇) ▇▇▇-▇▇▇▇
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Technical matters under this Agreement shall be referred to the following
representatives:
ARPA: ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ (Program Manager) (▇▇▇) ▇▇▇-▇▇▇▇
CONSORTIUM: ▇▇▇ ▇▇▇▇▇▇ (Program Manager) (▇▇▇) ▇▇▇-▇▇▇▇
Each party may change its representatives named in this Article by written
notification to the other party.
ARTICLE V: OBLIGATION AND PAYMENT
A. OBLIGATION
1. The Government's liability to make payments to the Consortium is
limited to only those funds obligated under this Agreement or by amendment to
the Agreement. ARPA may incrementally fund this Agreement.
2. If modification becomes necessary in performance of this Agreement,
pursuant to Article III, paragraph E, the ARPA Agreements Administrator and
Consortium Administrator shall execute a revised Schedule of Payable Milestones
consistent with the then current Program Plan.
B. PAYMENTS
1. In addition to any other financial reports provided or required, the
CMC shall notify the ARPA Agreements Administrator immediately if any
contribution from a Consortium Member is not made as required.
2. Prior to the submission of invoices to ARPA by the Consortium
Administrator, the Consortium shall have and maintain an established accounting
system which complies with Generally Accepted Accounting Principles, and with
the requirements of this Agreement, and shall ensure that appropriate
arrangements have been made for receiving, distributing and accounting for
Federal funds. The Parties recognize that as a conduit, the Consortium does not
incur nor does it allocate any indirect costs of its own to the Consortium
Member cost directly incurred pursuant to this Agreement. Consistent with this,
an acceptable accounting system will be one in which all cash receipts and
disbursements are controlled and documented properly.
3. The CMC shall document the accomplishments of each Payable Milestone
by submitting or otherwise providing the Payable Milestones Report required by
Attachment 2, Part E. The Consortium shall submit an original and one (1) copy
of all invoices to the Agreements Administrator for payment approval. After
written verification of the accomplishment of the Payable Milestone by the ARPA
Program Manager, and approval by the Agreements Administrator, the invoices will
be forwarded to the payment office within fifteen (15) calendar days of receipt
of the invoices at ARPA. Payments will be made by DAO/DE, Attn: ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ AFB/FS, BUilding ▇▇▇▇ - ▇▇▇▇▇ ▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇,
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ within fifteen (15) calendar days of ARPA's
transmittal. Subject to change only through written Agreement modification,
payment shall be made to the address of the Consortium Administrator set forth
below.
4. Address of Payee: National Semiconductor Corporation
▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
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▇.▇. ▇▇▇ ▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
Electronic Funds Transfer:
Bank of America
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇.
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
TRANS/ABA Number ▇▇▇▇▇▇▇▇▇
Account Number 1233203690
5. Payments shall be made in the amounts set forth in the Attachment No.
3, provided the ARPA Program Manager has verified the accomplishment of the
Payable Milestones. It is recognized that the quarterly accounting of current
expenditures reported in the "Quarterly Business Status Report" submitted in
accordance with Attachment No. 2 is not necessarily intended or required to
match the Payable Milestones until submission of the Final Report; however,
payable milestones shall be revised during the course of the program to reflect
current and revised projected expenditures.
6. Limitation of Funds: In no case shall the Government's financial
liability exceed the amount obligated under this Agreement.
7. Financial Records and Reports: The Consortium and Consortium Members
shall maintain adequate records to account for Federal funds received under this
Agreement and shall maintain adequate records to account for Consortium
Participant funding provided under this Agreement. Upon completion or
termination of this Agreement, whichever occurs earlier, the Consortium
Administrator shall furnish to the Agreements Administrator a copy of the final
report required by Attachment 2, Part F. The Consortium's and Consortium
Members' relevant financial records are subject to examination or audit on
behalf of ARPA by the Government for a period not to exceed three (3) years
after expiration of the term of this Agreement. The Agreements Administrator or
designee shall have direct access to sufficient records and information of the
Consortium and Consortium Members, to ensure full accountability for all funding
under this Agreement. Such audit, examination, or access shall be performed
during business hours on business days upon written notice received by the
audited party no less than five (5) working days prior to the requested audit
date and shall be subject to the security requirements of the audited party.
Notwithstanding the foregoing, it is recognized that many Consortium Members are
commercial firms whose accounting systems may not contain the level of detail
that is normally required by the FAR. Accordingly, the evaluating the
Consortium Members' contributions, the Government agrees to rely on the
principles of price analysis and value analysis to the maximum extent possible,
provided that the level of detail is reasonable to account fo the expenditure of
funds.
ARTICLE VI: DISPUTES
A. GENERAL
Parties shall communicate with one another in good faith and in a timely and
cooperative manner when raising issues under this Article.
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B. DISPUTE RESOLUTION PROCEDURES
1. Any disagreement, claim or dispute between ARPA and the Consortium
concerning questions of fact or law arising from or in connection with this
Agreement, and, whether or not involving an alleged breach of this Agreement,
may be raised only under this Article.
2. Whenever disputes, disagreements, or misunderstandings arise, the
Parties shall attempt to resolve the issue(s) involved by discussion and mutual
agreement as soon as practicable. In no event shall a dispute, disagreement or
misunderstanding which arose more than three (3) months prior to the
notification made under subparagraph B.3 of this article constitute the basis
for relief under this article unless the Director of ARPA in the interests of
justice waives this requirement.
3. Failing resolution by mutual agreement, the aggrieved Party shall
document the dispute, disagreement, or misunderstanding by notifying the other
Party (through the ARPA Agreements Administrator or Consortium Administrator, as
the case may be) in writing of the relevant facts, identify unresolved issues,
and specify the clarification or remedy sought within five (5) working days
after providing notice to the other Party, the aggrieved Party may, in writing,
request a joint decision by the ARPA Deputy Director for Management and the
SEMATECH General Counsel and Secretary as appointed by the CMC of the
Consortium. The other Party shall submit a written position on the matter(s) in
dispute within thirty (30) calendar days after being notified that a decision
has been requested. The Deputy Director for Management and the Consortium
Representative shall conduct a review of the matter(s) in dispute and render a
decision in writing within thirty (30) calendar days of receipt of such written
position. Any such joint decision is final and binding unless a Party shall
within thirty (30) calendar days request further review as provided in this
Article.
4. Upon written request to the Director of ARPA, made within thirty (30)
calendar days or upon unavailability of a joint decision under subparagraph B.3
above, the dispute shall be further reviewed. The Director of ARPA may elect to
conduct this review personally or through a designee or jointly with the
SEMATECH General Counsel and Secretary as appointed by the CMC of the
Consortium. Following the review, the Director of ARPA or designee will resolve
the issue(s) and notify the Parties in writing. Such resolution is not subject
to further administrative review and, to the extent permitted by law, shall be
final and binding.
5. Subject only to this article and 41 U.S.C. (S) 321-322, if not
satisfied with the results of completing the above process, either Party may
within thirty (30) calendar days of receipt of the notice in subparagraph B.3
above pursue any right and remedy in a court of competent jurisdiction.
C. LIMITATION OF DAMAGES
Claims for damages of any nature whatsoever pursued under this Agreement shall
be limited to direct damages only up to the aggregate amount of ARPA funding
disbursed as of the time the dispute arises. In no event shall ARPA be liable
for claims for consequential, punitive, special and incidental damages, claims
for lost profits, or other indirect damages. ARPA agrees that there is no joint
and several liability within the Consortium. The Consortium disclaims any
liability for consequential, indirect or special damages, except when such
damages are caused by the willful misconduct of Consortium Managerial personnel.
In no event shall the liability of a Consortium Member or any other entity
performing research activities under this Agreement exceed the funding it has
received up to the time of incurring such liability.
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AGREEMENT NUMBER: MDA972-95-3-0031
PAGE 13
ARTICLE VII: PATENT RIGHTS
A. DEFINITIONS
1. "Invention" means any invention or discovery which is or may be
patentable or otherwise protectable under Title 35 of the United States Code.
2. "Made" when used in relation to any invention means the conception or
first actual reduction to practice of such invention.
3. "Practical application" means to manufacture, in the case of a
composition of product; to practice, in the case of a process or method, or to
operate, in the case of a machine or system; and, in each case, under such
conditions as to establish that the invention is capable of being utilized and
that its benefits are, to the extent permitted by law or Government regulations,
available to the public on reasonable terms.
4. "Subject invention" means any invention of a Consortium Member
conceived or first actually reduced to practice in the performance of work under
this Agreement.
B. ALLOCATION OF PRINCIPAL RIGHTS
Unless the Consortium shall have notified ARPA (in accordance with subparagraph
C.2 below) that the Consortium does not intend to retain title, the Consortium
shall retain the entire right title, and interest throughout the world to each
subject invention consistent with the provisions of the Articles of
Collaboration, this Article, and 35 U.S.C. (S) 202. With respect to any subject
invention in which the Consortium retains title, ARPA shall have a nonexclusive,
nontransferable, irrevocable, paid-up license to practice or have practiced on
behalf of the United States the subject invention throughout the world for
United States Government purposes only. Notwithstanding the above, the
Consortium may elect as defined in its Articles of Collaboration to provide full
or partial rights that it has retained to Consortium Members or other parties.
C. INVENTION DISCLOSURE, ELECTION OF TITLE, AND FILING OF PATENT APPLICATION
1. The Consortium shall disclose each subject invention to ARPA within
four (4) months after the inventor discloses it in writing to his company
personnel responsible for patent matters. The disclosure to ARPA shall be in
the form of a written report and shall identify the Agreement under which the
invention was made and the identity of the inventor(s). It shall be
sufficiently complete in technical detail to convey a clear understanding to the
extent known at the time of the disclosure, of the nature, purpose, operation,
and the physical, chemical, biological or electrical characteristics of the
invention. The disclosure shall also identify any publication, sale, or public
use of the invention and whether a manuscript describing the invention has been
submitted for publication and, if so, whether it has been accepted for
publication at the time of disclosure.
2. If the Consortium determines that it does not intend to retain title
to any such invention, the Consortium shall notify ARPA, in writing, within
eight (8) months of disclosure to ARPA. However, in any case where publication,
sale, or public use has initiated the one (1)-year statutory period wherein
valid patent protection can still be obtained in the United States, the period
for such notice may be shortened by ARPA to a date that is no more than sixty
(60) calendar days prior to the end of the statutory period.
3. The Consortium shall file its initial patent application on a subject
invention to which it elects to retain title within one (1) year after election
of title or, if earlier, prior to the end of the statutory period
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AGREEMENT NUMBER: MDA972-95-3-0031
PAGE 14
wherein valid patent protection can be obtained in the United States after a
publication, or sale, or public use. The Consortium may elect to file patent
applications in additional countries (including the European Patent Office and
the Patent Cooperation Treaty) within either ten (10) months of the
corresponding initial patent application or six (6) months from the date
permission is granted by the Commissioner of Patents and Trademarks to file
foreign patent applications, where such filing has been prohibited by a Secrecy
Order.
4. Requests for extension of the time for disclosure election, and filing
under Article VII, paragraph C, may, at the discretion of ARPA, and after
considering the position of the Consortium, be granted.
D. CONDITIONS WHEN THE GOVERNMENT MAY OBTAIN TITLE
Upon ARPA's written request the Consortium shall convey title to any subject
invention to ARPA under any of the following conditions:
1. If the Consortium fails to disclose or elects not to retain title to
the subject invention within the times specified in paragraph C of this Article;
provided, that ARPA may only request title within sixty (60) calendar days after
learning of the failure of the Consortium to disclose or elect within the
specified times.
2. In those countries in which the Consortium fails to file patent
applications within the times specified in paragraph C of this Article;
provided, that if the Consortium has filed a patent application in a country
after the times specified in paragraph C of this Article, but prior to its
receipt of the written request by ARPA, the Consortium shall continue to retain
title in that country; or
3. In any country in which the Consortium decides not to continue the
prosecution of any application for, to pay the maintenance fees on, or defend in
reexamination or opposition proceedings on, a patent on a subject invention.
E. MINIMUM RIGHTS TO THE CONSORTIUM AND PROTECTION OF THE CONSORTIUM'S RIGHT
TO FILE
1. The Consortium shall retain a non-exclusive, royalty-free license
throughout the world in each subject invention to which the Government obtains
title, except if the Consortium fails to disclose the invention within the times
specified in paragraph C of this Article. The Consortium license extends to the
domestic (including Canada) subsidiaries and affiliates, if any, of the
Consortium Members within the corporate structure of which the Consortium Member
is a party and includes the right to grant licenses of the same scope to the
extent that the Consortium was legally obligated to do so at the time the
Agreement was awarded. The license is transferable only within the approval of
ARPA, except when transferred to the successor of that part of the business to
which the invention pertains. ARPA approval for license transfer shall not be
unreasonably withheld.
2. The Consortium domestic license may be revoked or modified by ARPA to
the extent necessary to achieve expeditious practical application of the subject
invention pursuant to an application for an exclusive license submitted
consistent with appropriate provisions at 37 CFR Part 404. This license shall
not be revoked in that field of use or the geographical areas in which the
Consortium has achieved practical application and continues to make the benefits
of the invention reasonably accessible to the public. The license in any
foreign country may be revoked or modified at the discretion of ARPA to the
extent the Consortium, its licensees, or the subsidiaries or affiliates have
failed to achieve practical application in that foreign country.
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AGREEMENT NUMBER: MDA972-95-3-0031
PAGE 15
3. Before revocation or modification of the license, ARPA shall furnish
the Consortium a written notice of its intention to revoke or modify the
license, and the Consortium shall be allowed thirty (30) calendar days (or such
other time as may be authorized for good cause shown) after the notice to show
cause why the license should not be revoked or modified.
F. ACTION TO PROTECT THE GOVERNMENT'S INTEREST
1. The Consortium agrees to execute or to have executed and promptly
deliver to ARPA all instruments necessary to (i) establish or confirm the rights
the Government has throughout the world in those subject inventions to which the
Consortium elects to retain title, and (ii) convey title to ARPA when requested
under paragraph D of this Article and to enable the Government to obtain patent
protection throughout the world in that subject invention.
2. The Consortium agrees to require, by written agreement, that employees
of the Members of the Consortium working on the Consortium, other than clerical
and nontechnical employees, agree to disclose promptly in writing, to personnel
identified as responsible for the administration of patent matters and in a
format acceptable to the Consortium, each subject invention made under this
Agreement in order that the Consortium can comply with the disclosure provisions
of paragraph C of this Article. The Consortium shall instruct employees,
through employee agreements or other suitable educational programs, on the
importance of reporting inventions in sufficient time to permit the filing of
patent applications prior to U.S. or foreign statutory bars.
3. The Consortium shall notify ARPA of any decisions not to continue the
prosecution of a patent application, pay maintenance fees, or defend in a
reexamination or opposition proceedings on a patent, in any country, not less
than thirty (30) calendar days before the expiration of the response period
required by the relevant patent office.
4. The Consortium shall include, within the specification of any United
States patent application and any patent issuing thereon covering a subject
invention, the following statement: "This invention was made with Government
support under Agreement No. MDA972-95-3-0031 awarded by ARPA. The Government
has certain rights in the invention."
G. LOWER TIER AGREEMENTS
1. The Consortium shall include this Article, suitably modified, to
identify the Parties, in all subcontracts or lower tier agreements, regardless
of tier, for experimental, developmental, or research work.
2. In the case of a lower tier agreement with a vendor, at any tier,
ARPA, the vendor, and the Consortium agree that the mutual obligations of the
parties created by this Article flow down to the vendor and constitute an
agreement between the vendor and ARPA with respect to the matters covered by
this Article.
H. REPORTING ON UTILIZATION OF SUBJECT INVENTIONS
The Consortium agrees to submit during the term of the Agreement, periodic
reports no more frequently than annually on the utilization of a subject
invention or on efforts at obtaining such utilization of a subject invention or
on efforts at obtaining such utilization that are being made by the Consortium
or licensees or assignees of the inventor. Such reports shall include
information regarding the status of development, date of first commercial sale
or use, gross royalties received by the Consortium subcontractor(s), and such
other
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AGREEMENT NUMBER: MDA972-95-3-0031
PAGE 16
data and information as the agency may reasonably specify. The Consortium also
agrees to provide additional reports as may be requested by ARPA in connection
with any march-in proceedings undertaken by ARPA in accordance with paragraph J
of this Article. Consistent with 35 U.S.C. (S) 202(c)(5), ARPA agrees it shall
not disclose such information to persons outside the Government without
permission of the Consortium.
I. PREFERENCE FOR AMERICAN INDUSTRY
Notwithstanding any other provision of this clause, the Consortium agrees that
it shall not grant to any person the exclusive right to use or sell any subject
invention in the United States or Canada unless such person agrees that any
product embodying the subject invention or produced through the use of the
subject invention shall be manufactured substantially in the United States or
Canada. However, in individual cases, the requirements for such an agreement my
be waived by ARPA upon a showing by the Consortium that reasonable but
unsuccessful efforts have been made to grant licenses on similar terms to
potential licensees that would be likely to manufacture substantially in the
United States or that, under the circumstances, domestic manufacture is not
commercially feasible.
J. MARCH-IN RIGHTS
The Consortium agrees that with respect to any subject invention in which it has
retained title, ARPA has the right to require the Consortium, an assignee, or
exclusive licensee of a subject invention to grant a non-exclusive license to a
responsible applicant or applicants, upon terms that are reasonable under the
circumstances, and if the Consortium assignee, or exclusive licensee refuses
such a request, ARPA has the right to grant such a license itself if ARPA
determines that:
1. Such action is necessary because the Consortium or assignee has not
taken effective steps, consistent with the intent of this Agreement to achieve
practical application of the subject invention;
2. Such action is necessary to alleviate health or safety needs which are
not reasonably satisfied by the Consortium, assignee, or their licensees;
3. Such action is necessary to meet requirements for public use and such
requirements are not reasonably satisfied by the Consortium, assignee, or
licensees; or
4. Such action is necessary because the agreement required by paragraph
(I) of this Article has not been obtained or waived or because a licensee of the
exclusive right to use or sell any subject invention in the United States is in
breach of such Agreement.
K. ALTERNATE PROCEDURES FOR PATENT RIGHTS
Notwithstanding the provisions of subparagraph C.1. above, the Consortium may
elect to follow the procedures in this paragraph (which may be referred to as
"alternate" subparagraph C.1.):
1. The Consortium shall disclose each subject invention to ARPA within
eight (8) months after the inventor discloses it in writing to his company
personnel responsible for patent matters. The Consortium invention shall be
disclosed to ARPA in writing in the form of a summary written report (Invention
Summary Report) identifying the Agreement under which the invention was made,
the identity of the inventor(s), and the Consortium Member company. The
Invention Summary Report shall outline the nature, purpose, and operation of the
invention. A copy of the patent application shall be on file in the Consortium
Document Repository located at National Semiconductor Corporation in Sunnyvale,
California for Government review.
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PAGE 17
Detailed technical information excluded for the Invention Summary Report shall
also be on file in the Consortium Document Repository. The Invention Summary
Report shall also identify any publication, sale, or public use of the invention
and whether a manuscript describing the invention has been submitted for
publication and, if so, whether it has been accepted for publication at the time
of disclosure.
ARTICLE VIII: DATA RIGHTS
A. DEFINITIONS
1. "Government Purpose Rights", as used in this article, means rights to
use, duplicate, or disclose Data, in whole or in part and in any manner, for
Government purposes only, and to have or permit others to do so for Government
purposes only.
2. "Unlimited Rights", as used in this article, means rights to use,
duplicate, release, or disclose, Data in whole or in part, in any manner and for
any purposes whatsoever, and to have or permit others to do so.
3. "Data", as used in this article, means recorded information,
regardless of form or method of recording, which includes but is not limited to,
technical data, software, trade secrets, and mask works. The term does not
include financial, administrative, cost, pricing or management information and
does not include subject inventions included under Article VII.
B. ALLOCATION OF PRINCIPAL RIGHTS
1. This Agreement shall be performed with mixed Government and Consortium
funding. The Parties agree that in consideration for Government funding, the
Consortium intends to reduce to practical application items, components and
processes developed under this Agreement.
2. The Consortium agrees to retain and maintain in good condition until
five (5) years after completion or termination of this Agreement, all Data
necessary to achieve practical application. In the event of exercise of the
Government's March-in Rights as set forth under Article VII or subparagraph B.3
of this article, the Consortium acting through its CMC, agrees, upon written
request from the Government, to deliver at no additional cost to the Government,
all Data necessary to achieve practical application within sixty (60) calendar
days from the date of the written request. The Government shall retain
Unlimited Rights, as defined in paragraph A above, to this delivered Data.
3. The Consortium agrees that, with respect to Data necessary to achieve
practical application, ARPA has the right to require the Consortium to deliver
all such Data to ARPA in accordance with its reasonable directions if ARPA
determines that:
(a) Such action is necessary because the Consortium or assignee has
not taken effective steps, consistent with the intent of this Agreement to
achieve practical application of the technology developed during the
performance of this Agreement;
(b) Such action is necessary to alleviate health or safety needs which
are not reasonably satisfied by the Consortium, assignee, or their
licensees; or
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AGREEMENT NUMBER: MDA972-95-3-0031
PAGE 18
(c) Such action is necessary to meet requirements for public use and
such requirements are not reasonably satisfied by the Consortium, assignee,
or licensees.
4. With respect to Data delivered pursuant to Attachment 2, the
Government shall receive Government Purpose Rights, as defined in paragraph A
above. With respect to all Data delivered, in the event of the Government's
exercise of its right under subparagraph B.2 of this article, the Government
shall receive Unlimited Rights.
C. MARKING OF DATA
Pursuant to paragraph B above, any Data delivered under thus Agreement shall be
marked with the following legend:
Use, duplication, or disclosure is subject to the restrictions as stated in
Agreement MDA972-95-3-0031 between the Government and the Consortium.
D. LOWER TIER AGREEMENTS
The Consortium shall include this Article, suitably modified to identify the
Parties, in all subcontracts or lower tier agreements, regardless of tier, for
experimental, developmental, or research work.
ARTICLE IX: FOREIGN ACCESS TO TECHNOLOGY
This Article shall remain in effect during the term of the Agreement and for
three (3) years thereafter.
A. DEFINITION
"Foreign Firm or Institution" means a firm or institution organized or
existing under the laws of a country other than the United States, its
territories, or possessions. The term includes, for purposes of this Agreement,
any agency or instrumentality of a foreign government; and firms, institutions
or business organizations which are owned or substantially controlled by foreign
governments, firms, institutions, or individuals.
"Know-How" means all information including, but not limited to discoveries,
formulas, materials, inventions, processes, ideas, approaches, concepts,
techniques, methods, software, programs, documentation, procedures, firmware,
hardware, technical data, specifications, devices, apparatus and machines.
"Technology" means discoveries, innovations, Know-How and inventions,
whether patentable or not, including computer software, recognized under U.S.
law as intellectual creations to which rights of ownership accrue, including,
but not limited to, patents, trade secrets, maskworks, and copyrights developed
under this Agreement.
B. GENERAL
The Parties agree that research findings and technology developments arising
under this Agreement may constitute a significant enhancement to the national
defense, and to the economic vitality of the United States. Accordingly, access
to important technology developments under this Agreement by Foreign Firms or
Institutions must be carefully controlled. The controls contemplated in this
Article are in addition to, and are
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AGREEMENT NUMBER: MDA972-95-3-0031
PAGE 19
not intended to change or supersede, the provisions of the International Traffic
in Arms Regulation (22 CFR pt. 121 et seq.), the DoD Industrial Security
Regulation (DoD 5220.22-R) and the Department of Commerce Export Regulation (15
CFR pt. 770 et seq.)
C. RESTRICTIONS ON SALE OR TRANSFER OF TECHNOLOGY TO FOREIGN FIRMS OR
INSTITUTIONS
1. In order to promote the national security interests of the United
States and to effectuate the policies that underlie the regulations cited above,
the procedures stated in subparagraphs C.2, C.3, and C.4 below shall apply to
any transfer of Technology. For purposes of this paragraph, a transfer includes
a sale of the company, and sales or licensing of Technology. Transfers do not
include:
(a) sales of products or components, or
(b) licenses of software or documentation related to sales of products
or components, or
(c) transfer to foreign subsidiaries of the Consortium participants
for purposes related to this Agreement, or
(d) transfer which provides access to Technology to a Foreign Firm or
Institution which is an approved source of supply or source for the conduct
of research under this Agreement provided that such transfer shall be
limited to that necessary to allow the firm or institution to perform its
approved role under this Agreement
2. The Consortium shall provide timely notice to ARPA of any proposed
transfers from the Consortium of Technology developed under this Agreement to
Foreign Firm or Institutions. If ARPA determines that the transfer may have
adverse consequences to the national security interests of the United States,
the Consortium, its vendors, and ARPA shall jointly endeavor to find
alternatives to the proposed transfer which obviate or mitigate potential
adverse consequences of the transfer but which provide substantially equivalent
benefits to the Consortium.
3. In any event, the Consortium shall provide written notice to the ARPA
Program Manager and Agreements Administrator of any proposed transfer to a
foreign firm or institution at least sixty (60) calendar days prior to the
proposed date of transfer. Such notice shall cite this Article and shall state
specifically what is to be transferred and the general terms of the transfer.
Within thirty (30) calendar days of receipt of the Consortium's written
notification, the ARPA Agreements Administrator shall advise the Consortium
whether it consents to the proposed transfer. In cases where ARPA does not
concur or sixty (60) calendar days after receipt and ARPA provides no decision,
the Consortium may utilize the procedures under Article VI, Disputes. No
transfer shall take place until a decision is rendered.
4. Except as provided in subparagraph C.1 above and in the event the
transfer of Technology to Foreign Firms or Institutions is approved by ARPA, the
Consortium shall negotiate a license with the Government to the Technology under
terms that are reasonable under the circumstances.
D. LOWER TIER AGREEMENTS
The Consortium shall include this Article, suitably modified, to identify the
Parties, in all subcontracts or lower tier agreements, regardless of tier, for
experimental, developmental, or research work.
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PAGE 20
ARTICLE X: PRE-AGREEMENT COSTS
Costs incurred on or after November 21, 1994 by the Consortium to accomplish the
Tasks set forth in the Statement of Work, Attachment 1 hereto, shall be
allowable contributions and credited toward the Consortium's contribution to the
Agreement.
ARTICLE XI: OFFICIALS NOT TO BENEFIT
No member of Congress shall be admitted to any share or part of any contract or
agreement made, entered into, or accepted by or on behalf of the United States,
or to any benefit to arise thereupon.
ARTICLE XII: CIVIL RIGHTS ACT
This Agreement is subject to the compliance requirements of Title VI of the
Civil Rights Act of 1964 as amended (42 U.S.C. 2000-d) relating to
nondiscrimination in Federally assisted programs. Each Consortium Member
company has signed an Assurance of Compliance with the nondiscriminatory
provisions of the Act. The Parties recognize that since the Consortium has no
employees, that compliance is the responsibility of each Consortium Member.
ARTICLE XIII: ORDER OF PRECEDENCE
In the event of any inconsistency between the terms of this Agreement and
language set forth in the Consortium's Articles of Collaboration, the
inconsistency shall be resolved by giving precedence in the following order (1)
The Agreement (2) Attachments to the Agreement, (3) Consortium Articles of
Collaboration.
ARTICLE XIV: EXECUTION
This Agreement constitutes the entire agreement of the Parties and supersedes
all prior and contemporaneous agreements, understandings, negotiations and
discussions among the Parties, whether oral or written, with respect to the
subject matter hereof. This Agreement may be revised only by written consent of
the CMC and ARPA Agreements Administrator. This Agreement or modifications
thereto, may be executed in counterparts each of which shall be deemed as
original, but all of which taken together shall constitute one and the same
instrument.
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AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT ▇▇. ▇, ▇▇▇▇ ▇
▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇
(INITIAL PROGRAM PLAN)
The Low-Cost Flip-Chip Program will establish enabling technologies and the
infrastructure required to manufacture Direct Flip Chip Attach assemblies in
four key Focus Areas. The benefits gained in these related Focus Areas will
establish a comprehensive delivery chain for the manufacture of military and
commercial flip chip assemblies. The four key areas are:
1. Low-Cost Wafer Bumping,
2. Low-Cost Laminate Substrate Design and Fabrication,
3. Flip Chip Assembly on Laminate Substrates, and
4. Process verification through End Product Demonstration.
The first task for the Consortium will be to develop a baseline execution
plan for the program. This plan will consist of a detailed program schedule in
▇▇▇▇▇ chart form, a revised SOW (if necessary) and a current status report.
This status report will detail the accomplishments of the Consortium and provide
details of the planned activities of the group for the coming months.
1.0 Low-Cost Wafer Bumping - (Focus Area 1)
This area will investigate and develop wafer and die bumping technologies
to reduce the cost of ownership and enhance reliability of Direct Flip Chip
Attach assemblies. Work will include development of routing redistribution
metalization and dielectric, alternative bump alloys, and bumping costs lower
than that available today.
1.1 Description of Problem
Direct Flip Chip Attach of ICs holds some inherent advantages over
conventional packaging, such as smaller form factor and higher performance.
However, the key to widespread adoption of flip-chip technology in high volume
lies in reducing the total cost of ownership of the product chip below that of
competing package technologies. The benchmark for the highest volume components
is the plastic package, (PQFP, SOIC, or PLCC) and its delivery chain. In order
to compete, flip-chip product chips must have low component cost, high
reliability, and possess maximum compatibility with existing SMA processes.
Obviously, the most important single step in the fabrication process of flip-
chips is wafer bumping operation. This must be optimized for cost, reliability
and downstream assembly process compatibility. For low-volume manufacturing and
prototyping which are frequently encountered in military applications, other
approaches must be sought which lend themselves to both wafer and individual die
bumping.
1.2 Key Metrics
1.2.1 Mainstream infrastructure process:
. Solder bump compatible with SMT temperatures (230C reflow)
. 4 mil peripheral pitch redistribution to 10 mil area pad pitch
. Cost modeling - Cost Target less than $25 for bumping and less
than $100 for redistribution and bumping.
. Process Design rules
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AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 1, PAGE 2
. Qualification to Mil Std specification / Q100
. Bump process yields of 99%+
1.2.2 Technical Extensions Projects:
. Fine pitch - 6 mil peripheral bumping capability
. Single die bumping - cost to be modeled - cost target less than
wire bond assembly for equivalent product
. Solder jet - fine pitch capability - target cost less than $20/6"
wafer
. Solder wire - fine pitch capability - cost to be modeled
. Pb free process cost comparable to Eutectic
. 5/95 Sn/Pb process - cost comparable to Eutectic
. High Fatigue Life Alloy - 2X eutectic performance
. Electrolyze Ni Under Bump Metal process - Prove manufacturability /
uniformity
. Technology Extensions bumping processes will be Qualified to Mil
Std specification / Q100.
1.3 Technical Approach
To achieve these deliverables, the following major tasks will be addressed:
1. Development of underbump and redistribution metallization
processes;
2. Deposition of Eutectic Sn/Pb and other alloy solder bumps;
3. Development of single die bumping processes; and
4. Process Qualification through the use of test chips and live
product demonstrations.
1.3.1 Underbump and redistribution metallization process development
Underbump metalization processes using both vacuum technology and
electroless plating will be developed. In addition, an econondcal
redistribution layer (metalization and dielectric) will be developed to
allow redistribution of peripheral pads to area array pads giving system
designer increased flexibility. These processes will have the following
characteristics:
. Compatible with IC conductor metal surface passivation process and
compatible with SMA processes.
. Competitive with or lower in cost than existing vacuum deposition
processes
. Exhibit good adhesion to SnPb eutectic solder - High shear strength
. Exhibit superior electrical performance - Low resistance
. Electrolyze Nickel plating process that provides consistent shear
strength and solderability.
1.3.2 Deposition of Solder Bumps
The Consortium will develop a new generation of solder bump processes
for flip-chip packaging, that will result in technologies of greater
density and lower cost than the current manufacturing state of the art.
These new technologies will be logical extensions of current processes and
will offer substantial advancement of flip-chip interconnect. The enhanced
technologies will be characterized and design rules generated as follows:
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AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 1, PAGE 3
. Fine Pitch Flip-Chip: Develop a process capable of 6 mil pitch
peripheral bonding. This process will also provide a barrier
metal sealing off the pads thus reducing the susceptibility of
product corrosion.
. Solder Jetting approach will be developed for deposition of
eutectic Sn/Pb solder using the principles of ink jet printing.
In this technique, a piezoelectric transducer generates an
impulse which drives the displacement of a molten droplets of
solder from a reservoir. Goal is to deposit on a 10 mil pitch at
10 bumps/sec. This process cost will be compared to full wafer
bumping to determine when it is cost effective.
. Solder wire bonding approach will be developed to attach solder
directly on the aluminum IC pads. This would eliminate the use
of UMB and could using the conventional wire bonding equipment
currently used in IC Au wire assembly. This process cost will
also be compared to full wafer bumping to determine when it is
cost effective.
. Pb free bump metallurgy and deposition process will be developed
with reflow temperatures compatible with SMA processes.
. 5/95 Sn/Pb reflow process will be developed.
. High fatigue life alloys will be developed that will improve
temperature cycling performance by 2X. The new alloys to be
investigated will be reflowable at 230C and compatible with SMA
processes.
1.3.3 Single Die Bumping
Processes will be evaluated and developed that will allow for bumping
of a single die. Single die bumping will allow the user a greater degree
of flexibility especially in low volume market areas. This technique may
also provides advantages in the rework of individual sights and also may
have some cost advantages over full wafer bumping.
. The pad preparation processes will be established for the
deposition of solder on bare aluminum die pad.
. Solder jetting and solder wire techniques will be developed and
characterized.
1.3.4 Process Qualification
Characterization and quaHficaLion of the UBM and bumping processes
will be carried out at both the component and board level by the wafer
bumping Consortium Members and by the end users. The full array of
standard tests will be defined to be used on all of the process options.
The qualification will include but is not limited too:
. Component level tests the assess bump/UBM/chip mechanical
strength, electrical connection and environmental stability.
. Board level tests will be carried out with underfill. These
tests will focus on mechanical and thermomechanical stability
such as power cycling and board flexure.
. Test chips will be obtained and developed to allow for process
development and characterization. Several of the Members will
use their own existing test chips. In addition, them will be
mechanical and functional test chips made available to allow for
common qualification methods where feasible.
. Mil Std qualification testing methods will be used.
3
AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 1, PAGE 4
2.0 Low-Cost Laminate Substrate Design and Fabrication (Focus Area 2)
This focus area will concentrate on the development of high-density, low-
cost laminate substrates. Depending on design complexity, today's cost of
laminate substrate can be over $10/sq in. This program will leverage the
technology advances made by the MCM-L Consortium.
2.1 Description of the Problem
Direct flip-chip assembly puts exacting requirements on laminated
substraies. The small solder ball size on flip-chips requires substrate
flatness better than 0.0005" across the assembly sites, and must be maintained
at assembly reflow temperatures. This dictates CTE compatible and high Tg
materials. Soldermask registration needs to be don nwd to be improved to better
than +/-0.0005" as well. Multiple row and area I/O on chip require the
development of laminate via technology that can interconnect 0.005" diameter
pads and maintain system impedance requirements. New types of surface
metallization needs to be developed to support flip-chip assembly. In addition,
testing of PCB with flip-chip sites requires enhanced membrane type test heads.
All of these requirements must of be met at the lowest possible cost.
2.2 Key Metrics
. Substrate surface metallization suitable for flip-chip assembly.
. Laminate system with glass transition temperature (Tg) higher
than 210C and CTE matched to produce assembly site flatness
better than 0.0005".
. 2 mil Via structures that support interconnecting 0.005" diameter
pads.
. Membrane test heads capable of testing flip-chip sites
. Soldermask registration better than +/- 0.0005"
. 10 mil pad pitch grid; wiring density = die size + 100 mil apron
. Cost Modeling will be performed - Cost targets:
. 2 layer - $.25 / in sq
. Multilayer - $.25 / in sq / layer
. Membrane test head capable of testing 6 mil pad pitch
. Mil Std qual capability
2.3 Technical Approach
To achieve these metrics, the Consortium will develop new technologies as
well as enhancements to the MCM-L technology currently under development. The
following 7 major tasks will be addressed:
1. Optimize surface metallization
2. Develop High ▇▇ ▇▇▇▇ ply materials and selective via process
3. Soldermask Development
4. Using the bond ply and basic substrate processes, develop 10 mil
pitch routing grid.
5. Develop a set of comprehensive design rules and process outline.
6. Develop membrane test head
7. Mil std qualification
2.3.1 Substrate surface metallization
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AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 1, PAGE 5
The Consortium will define the optimal substrate pad metalization
system and install capability for production. This surface will be surface
mount compatible with the various bump technologies being used.
2.3.2 Bond Ply and Via Structure
New high Tg snap-cure B-stage adhesive material and process will be
selected for CTE match to the substrate system. This will help to meet the
sight flatness requirement. This anisotropic bond ply will be capable of
producing 2 mil vias with 5 mil pads.
2.3.3 Soldermask
Develop flush soldermask chip sites.
2.3.4 10 mil grid pitch
The critical parameter of the substrate is the routing density. The
Consortium will use the materials and processes developed for bond ply
adhesive and via structures to create high density routing designs. The
target is 10 mil pitch or less and the process will be characterized to
determine capability.
2.3.5 Design Rules
In additional to the pad pitch of 10 mils, all design rules for the
final process will be verified and characterized to ensure
manufacturability.
2.3.6 Membrane test head
Test head and optical alignment systems will be developed to enable
electrical testing of substrates down to a 6 mil pitch. This will involve
design and fabrication of prototypes and final product. Qualification be
performed to prove production capability.
2.3.7 Mil qualification
The Consortium will perform qualification testing on the final
substrate technology to relevant Mil std environmental reliability
conditions.
3.0 Flip Chip Assembly on Laminate Substrates (Focus area #3)
This focus area will develop and install capability to assembly flip-chip
devices and other surface mount components in a single pass.
3.1 Description of Problem
The availability of flip-chip devices and advanced substrates for their use
will require a development and demonstration of low-cost processes for their
assembly and rework. To compete, these processes must be compatible with
current SMA methods and practices while achieving component placement
capabilities of 10 mil pitch and finer on laminate substrates.
5
AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 1, PAGE 6
3.2 Key Metrics
The key metrics for success are:
1. Product integration on a standard SMA assembly line.
2. Materials compatibility for assembly of eutectic-type solder
bumped chips on industry standard laminates.
3. Cost modeling will be performed. Target is less than 90% of
similar QFP assembly cost
4. Successful prototype product assembly (see focus area 4)
3.3 Technical Approach
To achieve these metrics, eight major tasks will be addressed.
1. Design Guidelines
2. Materials and substrate selection
3. Assembly methods
4. Underfill process development
5. Repair/rework process development
6. Component and board handling
7. Equipment selection and characterization
8. Prototype product assembly (see focus area 4)
3.3.1 Design Guidelines
Design guidelines to support the development of flip-chip assembly
shall define the variables necessary for fabrication of test substrates and
prototype products. The major ones are:
. Pad and via location and dimensions based on chip pad ring, ball
size and pitch.
. Vision system alignment requirements.
. Component keepouts and clearances.
. Soldermask dimensional tolerances.
. Pad finish and plating thickness.
. Test access.
. Tooling holes.
. Polarity/silkscreen identifiers
3.3.2 Materials Selection
A variety of materials will be reviewed and characterized for process
compatibility. The major tasks are:
1. Establish flip-chip critical characteristics of polyamide and
alternative substrates.
2. Fabricate test substrates.
3. Characterize fluxes and other materials for assembly
compatibility with the solders used for chip bumping.
4. Develop and document material and substrate combinations that
enable flip-chip assembly that conforms to key metrics outlined
above.
6
AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 1, PAGE 7
3.3.3 Assembly Methods
Development of SMA compatible assembly methods for flip chip
components will require:
. Process experimentation with selected materials and substrates
from 3.3.2 above focusing on key variables of time, temperature
profile, atmosphere and line loading.
. Assembly and test of flip-chip components using appropriate test
chips.
. Board-level environmental testing to establish process
robustness.
3.3.4 Underfill Process Development
An underfill for flip-chips mounted on laminate substrates is required
to reduce the stress on solder joints. This stress can be extreme due to
the thermal coefficient of expansion mismatch of silicon chip (3.6 ppm) and
substrate (15-22 ppm). Materials will be evaluated for:
. Adhesion.
. Flow Properties
. Cure Time.
. Thermal Conductivity.
. Reworkability.
. Environmental stability.
3.3.5 Repair/Rework Process Development
The repair and rework of flip-chip assemblies is critical to low-cost
implementation of the flip-chip technology. Several methods will be
investigated by the Consortium.
. Establish inspection and rework process prior to underfill.
. Extend rework process with the necessary modifications to the
post-underfill stage.
. Repair of chip sights.
3.3.6 Component and Board Handling
Handling of flip-chip components and small substrates such as flex
circuits will require modifications to standard methods. vKey issues to be
resolved:
. Handling of flex circuit.
. Handling equipment for flip-chips such as nozzle sizes and
materials selection.
. Tray/tape-and-reel standards and chip orientation.
3.3.7 Equipment Selection
The investigation and selection of equipment for the above flip-chip
handling steps will be a major task. The Consortium will address:
. Sourcing of equipment options and vendors.
. Establish criteria/metrics for selection and characterization.
. Assess, buyoff and install equipment.
7
AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 1, PAGE 8
3.3.8 Prototype Product Assembly
The focus of this phase of the program is to develop and emplace a
manufacturing process compatible with current SMA practices. Ultimate
demonstration of this capability will be carried out through the assembly
in low to moderate volume of prototypes of new products from the Consortium
Members products. Assembly of these will take place at a number of sites
as described in focus area #4.
4.0 Product Demonstration and Process Verification
The production worthiness of the infrastructure will be demonstrated by the
Consortium Members product drivers. Prototypes of four Consortium products will
be assembled using solder bumped, DCA components.
4.1 Key Metrics
. Fully functional working prototype products.
. Performance meeting design and engineering specifications.
. Manufacturing cost in line with market considerations and goals
of the Consortium.
4.2 Technical Approach
To achieve these metric, product prototypes will be designed, built, and
tested.
4.2.1 ▇▇▇▇▇▇ - ▇▇▇▇▇▇▇ Missile Module
The project will consist of design, fabrication, testing and cost
assessment of "Stinger" memory modules. The major problem to be solved in
the Stinger is area, circuit functionality must increase in while the space
available stays the same. The memory module will utilize a multi-chip
module laminate (MCM-L) and flip-chip attachment approach in place of a
seven-hybrid stack of VLSI circuits. The major deliverables are:
. Electrical design.
. Product design.
. Test development and implementation.
. Wafer bumping.
. Fabrication of test board and substrate.
. Rework and repair process development.
. Prototype assembly at ▇▇▇▇▇▇ and at Jabil.
. Prototype testing and reliability performance report.
4.2.2 SunDisk - Solid state storage device
SunDisk will develop a new, reduced form factor, solid state flash
storage device for very high density embedded applications such as cameras,
telephones, pagers, and other similar consumer electronics. SunDisk will
design and fabricate prototypes using a board design in which the flash
memory devices are mounted with bare dies and eutectic solder bumped flip
chip in place of the chip and wire method currently being employed. The
major deliverables of this project are:
8
AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 1, PAGE 9
. Design and fabrication of test board for solder bumped flash
storage device.
. Board level characterization of SunDisk solder bumped flash
storage devices.
. Board level qualification of flash storage devices.
. Environmental testing of the flash memory devices and final
reliability performance report.
4.2.3 National Semiconductor - CLAy FCMCM
National's CLAy product is based on a 4 chip array of Field
Programmable Gate Array (FPGA) that can be reconfigures in real time while
operating in the system. Currently, the design optimization of the FCMCM
is being funded through ARPA contract DABT63-93-C-0071. This contract
modifies the CLAy chip periphery to 224 I/O's per side for 896 I/O's per
chip. Each chip has 1028 bumps on 0.009" pitch with four CLAy chips
mounted on a 625 I/O BGA. The current cost-less-die for the ceramic BGA is
currently over $100 each. By use of the MCM-L substrate technology being
enhanced and developed in this Low Cost Flip Chip program, plus the use of
overmolded packaging in place of ceramic, the Consortium expects to reduce
the cost by an order of magnitude and reduce the cost barrier to
commercialization. The major deliverables of this project are:
. Evaluation of bumping technology.
. Evaluation of MCM-L substrate technology.
. Assembly of CLAy FCMCM in PBGA packages at National
Semiconductor.
. Reliability and cost assessment of CLAy samples assembled in the
Consortium.
4.2.4 National Semiconductor - ProductDriver #2
A fourth product driver is currently being investigated by the
Consortium. The Consortium are working with two other corporations to
define a product that fits the intent of this program as well as other
National products and will make a decision by the end of the 1st quarter of
the project. This project will use the Consortium infrastructure to
develop and demonstrate a flip-chip assembly and will include the
reliability and cost assessment reports.
9
AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 2, PAGE 1
REPORT REQUIREMENTS
A. MONTHLY TECHNICAL STATUS REPORT
On or before thirty (30) calendar days after the effective date of the
Agreement and monthly thereafter throughout the term of the Agreement,
the Consortium Management Committee (CMC) shall submit a monthly
technical report to the Consortium Members and ARPA. The report
should be approximately one (1) to three (3) pages in length and shall
be distributed via e-mail and printed copy. Two (2) copies shall be
submitted to the ARPA Program Manager, one (1) copy shall be submitted
to the ARPA Agreements Administrator and one (1) copy shall be
submitted to ARPA/ESTO, Attn: Assistant Director for Program
Management
The technical status report will review the previous month's
accomplishments, highlight potential problems, and estimate progress
toward the Payable Milestones. The technical status report will
include a review of the status of consortium collaborative activities
during the reporting period.
B. QUARTERLY BUSINESS STATUS REPORT
On or before ninety (90) calendar days after the effective date of the
Agreement and quarterly thereafter throughout the term of the
Agreement, the CMC shall submit a quarterly business status report.
Two (2) copies shall be submitted to the ARPA Program Manager, one (1)
copy shall be submitted to the ARPA Agreements Administrator and one
(1) copy shall be submitted to ARPA/ESTO, Attn: Assistant Director
for Program Management
The business status report shall provide summarized details of the
resource status of this Agreement, including the status of the
contributions by the Consortium Members. This report will include a
quarterly accounting of current expenditures as outlined in the Annual
Program Plan. Any major deviations shall be explained along with
discussions of the adjustment actions proposed.
C. ANNUAL PROGRAM PLAN DOCUMENT
The CMC shall submit or otherwise provide to the ARPA Program Manager
one (1) copy of a report which describes the Annual Program Plan as
described in Article III, Section D. This document shall be submitted
not later than thirty (30) calendar days following the Annual Site
Review as described in Article III, Section D.
D. SPECIAL TECHNICAL REPORTS
As agreed to by the Consortium and the ARPA Program Manager, the CMC
shall submit or otherwise provide to the ARPA Program Manager one (1)
copy of special reports on
1
AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 2, PAGE 2
significant events such as significant target accomplishments by
Consortium Members, significant tests, experiments, or symposia.
E. PAYABLE MILESTONES REPORTS
The CMC shall submit or otherwise provide to the ARPA Program Manager,
documentation describing the extent of accomplishment of Payable
Milestones. This information shall be as required by Article V,
paragraph B and shall be sufficient for the ARPA Program Manager to
reasonably verify the accomplishment of the milestone of the event in
accordance with the Statement of Work.
F. FINAL REPORT
1. The CMC shall submit or otherwise provide a Final Report making
full disclosure of all major developments by the Consortium within sixty
(60) calendar days of completion or termination of this Agreement. With
the approval of the ARPA Program Manager, reprints of published articles
may be attached to the Final Report. Two (2) copies shall be submitted or
otherwise provided to the ARPA Program Manager and one (1) copy shall be
submitted or otherwise provided to ARPA/ESTO, Attn: Assistant Director for
Program Management. One (1) copy shall be submitted to the Defense
Technical Information Center (DTIC) addressed to ▇▇▇▇. ▇/▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇,
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇.
2. The Final Report shall be marked with a distribution statement to
denote the extent of its availability for distribution, release, and
disclosure without additional approvals or authorizations. The Final
Report shall be marked on the front page in a conspicuous place with the
following marking:
"DISTRIBUTION STATEMENT B. Distribution authorized to U.S. Government
agencies only to protect information not owned by the U.S. Government
and protected by a contractor's "limited rights" statement, or
received with the understanding that it not be routinely transmitted
outside the U.S. Government. Other requests for this document shall
be referred to ARPA/S&IO (Attn: Technical Information Officer)."
2
AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 3, PAGE 1
SCHEDULE OF PAYMENTS AND PAYABLE MILESTONES
SOW ARPA CONSORTIUM
TASK MONTH REF PAYABLE MILESTONES PAYMENT PAYMENT
---- ----- --- ------------------------------------------------------- ---------- -----------
1 1 Intro Deliver baseline execution plan to include detailed $ 400,000 $ 450,000
program schedule in ▇▇▇▇▇ chart form. Status
report describing work performed to date.
2 3 2.3.5 Deliver substrate design simulation report for each $ 880,250 $ 910,250
of the Consortium Members' products and required
design rules.
3 6 1.3.4 Deliver the Consortium test chip plans. Deliver a $1,464,400 $1,465,530
design report on mechanical test chip C' (CLAy
simulation mechanical test chip). Test chip "C" will
have completed fab and initial assembly. Deliver
the Consortium plans for obtaining and using a
functional test chip for process qualification.
4.2.3 Deliver design review report on CLAy substrate
package
4 9 3.3.7 Consortium assembly infrastructure will select and $1,790,600 $1,790,600
install flip chip assembly and handling equipment.
Deliver a report describing the equipment selection
criteria and verification of installation.
1.3.2 Demonstrate capability to produce 5/95 Sn/Pb
solder bumps. Deliver a report describing the
process and cost model to date.
5 12 3.3.8 Demonstrate the infrastructure prototype capability $1,410,600 $1,757,600
4.2.2 by assembling 300 Sun Disk memory modules.
Deliver sample parts and assembly report.
2.3.2 Demonstrate high density substrate prototype
capability.
2.3.3 Deliver Substrate materials and process design
2.3.4 report and initial test substrate evaluation report.
The report will demonstrate bond ply process and
material capable of 2 mil via, 5 mil pads and 10 mi
area array grid.
6 15 1.3.1 Demonstrate capability to produce a redistribution / $1,280,650 $1,657,023
dielectric layer process for area array bumping.
Deliver initial process characterization report, cost
model and reliability report.
1.3.3 Demonstrate and qualify a single die bumping
process. Deliver a report describing process
characterization, cost modeling, and reliability
testing.
1
AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 3, PAGE 2
SOW ARPA CONSORTIUM
TASK MONTH REF PAYABLE MILESTONES PAYMENT PAYMENT
---- ----- ----- ------------------------------------------------------- ------- -----------
7 18 4.2.1 Demonstrate manufacturing capability for the $1,064,750 $ 1,391,250
Stinger missile product driver assembled at 2
Consortium Members' facilities. Deliver a product
report including characterization, reliability and
cost model and comparison to wire bond cost.
4.2.2 Deliver final qualification report for SunDisk
memory module.
2.3.5 Demonstrate volume manufacturing capability for
2.3.7 high density substrate at the production facility.
Deliver samples and manufacturability qualification
report.
8 21 1.2.2 Deliver process characterization, reliability, cost $ 915,370 $ 1,134,726
model and manufacturing report on the bumping
technology extension projects (Pb free process,
Electroless Ni UBM process, Solder jet process,
Solder wire process)
2.3.6 Demonstrate fine pitch substrate test head
capability. Deliver characterization and cost report.
9 24 4.2.3 Deliver final qualification report on the CLAy $ 622,990 $ 711,392
product driver including reliability, electrical
characterization and cost report.
1.3.2 Deliver process characterization, reliability, cost
model and manufacturing report on the bumping
technology extensions (fine pitch - 6 mil process
and high fatigue life process).
TOTAL: $9,829,610 $11,268,371
2
AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 4
FUNDING SCHEDULE
A. PROJECTED PROGRAM FUNDING COMMITMENTS
-------------------------------------
ARPA Consortium
Funding Contribution
---------- ------------
AY* 95 $6,794,728 $ 6,373,980
AY 96 $3,034,882 $ 4,894,391
TOTALS $9,829,610 $11,268,371
---------- -----------
*Agreement Year
B. CONSORTIUM MEMBER CONTRIBUTIONS
-------------------------------
MEMBER CONTRIBUTION CASH** IN-KIND***
------ ------------ ----------- ----------
Aptos $ 1,277,773 $ 1,277,773 $ 0
Delco $ 711,176 $ 670,676 $ 40,500
▇▇▇▇▇▇ $ 625,000 $ 582,000 $ 43,000
Jabil $ 1,550,000 $ 973,400 $ 576,600
Litronic $ 1,305,530 $ 826,780 $ 478,750
National $ 4,422,949 $ 4,422,949 $ 0
▇▇▇▇▇▇▇▇ $ 650,943 $ 650,943 $ 0
SunDisk $ 725,000 $ 725,000 $ 0
----------- ----------- ----------
TOTALS $11,268,371 $10,129,521 $1,138,850
**Cash contributions consist of fully-burdened labor exclusive of cost of
money and fee, Government IR&D expenditures, and cash expenditures for
consumable equipment, travel, supplies, construction (costs associated with
equipment installation), software, direct materials, and other direct
costs.
***In kind contributions consist of depreciation expenses allocated on a
percentage basis for equipment used on the program and the lease equivalent
of an R&D Lab allocated on a percentage basis.
1
AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 5, PAGE 1
LIST OF GOVERNMENT AND CONSORTIUM REPRESENTATIVES
GOVERNMENT: ▇▇▇▇▇ ▇. ▇▇▇▇▇
ARPA/CMO
▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
phone: (▇▇▇) ▇▇▇-▇▇▇▇
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
Email: ▇▇▇▇▇▇@▇▇▇▇.▇▇▇
▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
ARPA/ESTO
▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
phone: (▇▇▇) ▇▇▇-▇▇▇▇
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇
CONSORTIUM: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
NATIONAL SEMICONDUCTOR CORPORATION
M/S 10-225
▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇
phone: (▇▇▇) ▇▇▇-▇▇▇▇
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
Email: ▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇.▇▇▇
▇▇▇ ▇▇▇▇▇▇
NATIONAL SEMICONDUCTOR CORPORATION
▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇
phone: (▇▇▇) ▇▇▇-▇▇▇▇
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
Email: ▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇.▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇
APTOS CORPORATION
▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
phone: (▇▇▇) ▇▇▇-▇▇▇▇ ▇▇▇▇▇
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
1
AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 5, PAGE 2
CONSORTIUM: ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
DELCO ELECTRONICS CORPORATION
One Corporate Center
▇.▇. ▇▇▇ ▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
phone: (▇▇▇) ▇▇▇-▇▇▇▇
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
DELCO ELECTRONICS CORPORATION
▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
phone: (▇▇▇) ▇▇▇-▇▇▇▇
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
Email: ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇.▇▇▇
▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇▇▇▇ MISSILE SYSTEMS COMPANY
▇.▇. ▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
phone: (▇▇▇) ▇▇▇-▇▇▇▇
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
Email: ▇▇▇▇-▇▇@▇▇▇▇▇▇.▇▇▇▇.▇▇▇.▇▇▇
▇▇▇▇ ▇. ▇▇▇▇▇▇▇
JABIL CIRCUIT, INC.
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phone: (▇▇▇) ▇▇▇-▇▇▇▇
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
Email: ▇▇▇▇_▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇
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JABIL CIRCUIT, INC.
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▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
phone: (▇▇▇) ▇▇▇-▇▇▇▇
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
Email: ▇▇▇▇▇_▇▇▇▇▇@▇▇▇▇▇.▇▇▇
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LITRONIC INDUSTRIES
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phone: (▇▇▇) ▇▇▇-▇▇▇▇
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
Email: ▇▇▇▇.▇▇▇▇▇▇@▇▇▇▇▇▇▇▇.▇▇▇
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AGREEMENT NUMBER: MDA972-95-3-0031
ATTACHMENT NO. 5, PAGE 3
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LITRONIC INDUSTRIES
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phone: (▇▇▇) ▇▇▇-▇▇▇▇
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
SHELDAHL, INC.
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phone: (▇▇▇) ▇▇▇-▇▇▇▇
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
▇▇▇▇▇▇ ▇. ▇▇▇▇▇
SHELDAHL, INC.
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▇.▇. ▇▇▇ ▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
phone: (▇▇▇) ▇▇▇-▇▇▇▇ Ext. 546 or 300
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
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SUNDISK CORPORATION
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phone: (▇▇▇) ▇▇▇-▇▇▇▇
FAX: (▇▇▇) ▇▇▇-▇▇▇▇
Email: ▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇.▇▇▇
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