Exhibit 10.1

Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

 

Other Transaction for Prototype Agreement

Between

The United States Air Force

[*****]

and

JOBY AERO, Inc.

340 Woodpecker Ridge Road Santa Cruz, CA 95060 [*****]

CONCERNING

SBIR Phase III Award

 

Agreement No: FA8614-22-9-0003

 

Purchase Request Number: [*****]

 

Line of Accounting: [*****]

Total Agreement amount including all options: $29,829,484.00 Total Amount of Agreement: $3,985,000.00

Total Funds Obligated: $3,985,000.00 Authority: 10 U.S.C. § 4003

Effective Date of Award: Date of Agreements Officer Signature

 

This Agreement is entered into between the United States of America, hereinafter called the Government, represented by The United States Air Force (USAF) and Joby Aero, Inc., hereinafter called the Performer, pursuant to United States Federal law.

 

FOR JOBY AERO, INC. FOR THE GOVERNMENT
UNITED STATES AIR FORCE

 

 

/s/ [*****] 3/2/2022 /s/ [*****] 3/3/2022

(Signature and Date) (Signature and Date)

 

[*****] [*****]

[*****] Agreements Officer

Joby Aero, Inc. [*****]

 

[*****] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

 


 

AGREEMENT NUMBER FA8614-22-9-0003

Table of Contents

 

ARTICLE I: Scope of the Agreement

4

A. Background

4

B. Definitions

4

C. Scope

6

ARTICLE II: TERMS 6

6

A. Term of this Agreement

6

B. Termination Provisions

6

C. Stop Work

7

D. Extension of Terms

8

ARTICLE III:MANAGEMENT OF THE PROJECT

8

A. Management and Project Structure

8

B. Modifications

9

ARTICLE IV: AGREEMENT ADMINISTRATION

9

A. Government Points of Contact

9

B. Performer Points of Contact

9

ARTICLE V: OBLIGATION ANDPAYMENT

10

A. Obligation and Payments

10

B. Payments

23

ARTICLE VI:DISPUTES

24

A. General

24

B. Dispute Resolution Procedures

24

C. Limitation of Damages/Liabilities

25

ARTICLE VII: PATENT RIGHTS

25

ARTICLE VIII:FOREIGN ACCESS TO TECHNOLOGY

30

A. General

30

B. Restrictions on Sale or Transfer of Technology to Foreign Firmsor Institutions

30

ARTICLE IX: FOREIGN OWNERSHIP, CONTROL, OR INFLUENCE

32

ARTICLE X: FOLLOW-ON PRODUCTION CONTRACTS OR OTHER TRANSACTIONS

33

ARTICLE XI: STATUTORY AUTHORITY

33

ARTICLE XII:PUBLIC RELEASE OR DISSEMINATION OF INFORMATION

33

ARTICLE XIII:ORDER OF PRECEDENCE

34

 

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AGREEMENT NUMBER FA8614-22-9-0003

 

ARTICLE XIV: EXECUTION

34

ARTICLE XV:NON-ASSIGNMENT

34

ARTICLE XVI: FORCE MAJEURE

35

ARTICLE XVII: RIGHTS IN NONCOMMERCIAL TECHNICAL DATA AND COMPUTER SOFTWARE-SMALL BUSINESS INNOVATION RESEARCH (SBIR) PROGRAM

35

ARTICLE XVIII: VALIDATION OF RESTRICTIVE MARKINGS ON TECHNICAL DATA

50

ARTICLE XIX: VALIDATION OF ASSERTED RESTRICTIONS – COMPUTER SOFTWARE

57

ARTICLE XX: CYBERSECURITY ANDINFORMATION PROTECTION

65

ARTICLE XXI:SAFEGUARDING COVERED DEFENSEINFORMATION

66

ARTICLE XXII: PROHIBITION ON CONTRACTING FOR CERTAIN ELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT

67

ARTICLE XXIII:CLOSEOUT PROCESS

71

ARTICLE XXIV:INDEMNITY

71

ATTACHMENT 1: STATEMENT OF WORK

72

ATTACHMENT 2: WIDE AREAWORKFLOW INSTRUCTIONS

78

ATTACHMENT 3: DATA RIGHTSASSERTIONS

80

ATTACHMENT 4: AIRWORTHINESS

81

 

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AGREEMENT NUMBER FA8614-22-9-0003

ARTICLE I: Scope of the Agreement

 

A.
Background

 

This Agreement is a Small Business Innovation Research (SBIR) Phase III award. The Program is set forth in the Joby Aero Proposal dated 04 October 2021 and subsequent updated Price Proposal and SOW dated 04 January 2022, copies of which are in possession of both parties. Referenced Statement of Work is attached hereto as Attachment 1. The scope of this agreement includes [*****]. The scope of work includes, but is not limited to:

[*****]
[*****]
[*****]
[*****]
[*****]
[*****]

 

B.
Definitions

 

In this Agreement, the following definitions apply:

 

Agreement: The body of this Agreement and all Attachments, which are expressly incorporated in and made a part of the Agreement.

 

Agreements Officer (AO): The person identified by the Government in this Agreement authorized to enter into, administer, or terminate this Agreement.

 

Agreements Officer’s Representative (AOR): The individual designated by the Government on a per project basis to monitor all technical aspects; the AOR shall only assist in agreement administration of the specific project to the extent expressly delegated such administration authority in writing in this agreement by the responsible Agreements Officer.

 

Background IP: All 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, mask works and copyrights owned by Performer prior to the date of this Agreement or acquired, made, conceived, developed or reduced to practice by or for Performer outside of the performance of this Agreement.

 

Business Days or Working Day: Every official working day of the week and do not include weekends or U.S. Federal holidays.

 

[*****] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

 

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AGREEMENT NUMBER FA8614-22-9-0003

Contracting Activity: Means an element of an agency designated by the agency head and delegated broad authority regarding acquisition functions. It also means elements or another agency designated by the director of a defense agency which has been delegated contracting authority through its agency charter.

 

Data: Recorded information, regardless of form or method of recording, which includes but is not limited to, technical data, software, maskworks, and trade secrets. The term does not include financial, administrative, cost, pricing or management information and does not include subject inventions, included in Article VII.

 

Date of Completion: The date on which all work is completed or the date on which the period of performance ends.

Deliverables: The tangible materials, items, information or any Services outputs, reports and/or results (including any related documentation) to be delivered by the Performer, to the Government, pursuant to a Statement of Work in consideration for payment of the price.

 

Effective Date: Means the date when this Agreement is signed and executed by the Agreements Officer for the Government.

 

Foreign Firm or Institution: 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.

Government: The United States of America, as represented by The United States Air Force (USAF).

Know-How: 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.

Other Transactions Agreement (OTA): The term commonly used to refer to the 10 USC 4003 authority to enter into transactions other than contracts, grants or cooperative agreements. The Department of Defense (DoD) currently has authority to make awards that are directly relevant to enhancing the mission effectiveness of military personnel and the supporting platforms, systems, components, or materials proposed to be acquired or developed by the Department of Defense, or to improvement of platforms, systems, components, or materials in use by the armed forces. OTAs are acquisition instruments that generally, are not subject to the federal laws and regulations governing procurement (FAR based) contracts. As such, they are not required to comply with the Federal Acquisition Regulation (FAR), its supplements (i.e. DFARS) or laws that are limited in applicability to procurement contracts.

 

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AGREEMENT NUMBER FA8614-22-9-0003

Party/Parties: Includes, collectively, the Government (represented by The United States Air Force) and the Performer.

 

Performer: The Contractor, Joby Aero, Inc., henceforth referred to as the contractor, performer, Joby, or Joby Aviation.

Program: Research and development being conducted by the Performer, as set forth in Attachment 1, Statement of Work.

Project: The total work to be conducted by the Performer pursuant to the Statement of Work.

Property: Any tangible personal property other than property actually consumed during the execution of work under this agreement. For purposes of this article, "property" does not include the deliverable prototype, which is the aircraft availability reports, digital engineering reports, and technical and commercialization reports.

Payable Milestones: Means a structured schedule of observable achievements on the critical path to experiment success with a fixed amount to be paid to the Performer at the start and/or end of each milestone, assuming each milestone entry and/or exit criteria has been met.

Signatory Authority: Refers to the individual that has the authority to legally bind a Party to an agreement.

Technology: 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, mask works and copyrights developed under this Agreement.

C.
Scope

 

[*****]

ARTICLE II: TERMS

 

A.
Term of this Agreement

The Agreement commences upon the date of the last signature hereon and continues based upon the delivery schedule set forth in Article V, paragraph A. Provisions of this Agreement, by which their express terms, or by necessary implication, apply for periods of time other than specified in Article V, paragraph A herein, shall be given effect, notwithstanding this Article.

 

B.
Termination Provisions

Subject to a reasonable determination that the program, or a project funded under the program, will not produce beneficial results commensurate with the expenditure of resources, the Government may terminate performance of work under this OTA, in

 

[*****] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

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AGREEMENT NUMBER FA8614-22-9-0003

 

whole or in part, if the AO determines that a termination is in the Government’s interest. The AO shall terminate by delivering to the Performer a Notice of Termination specifying the extent of termination and the effective date which shall be no earlier than sixty (60) days after such notice.

 

After receipt of a Notice of Termination, and except as directed by the AO, the Performer shall immediately proceed with the following obligations, regardless of any delay in determining or adjusting any amounts due:

 

(1)
Stop work and direct its subcontractors/vendors/suppliers/partners to stop work as specified in the notice.

 

(2)
Place no further orders for materials, services, or facilities, except as necessary to complete the continued portion of the OTA.

 

(3)
Terminate all orders to the extent they relate to the work terminated.

 

(4)
Assign to the Government, as directed by the AO, all right, title, and interest of the Performer under the orders terminated, in which case the Government shall have the right to settle or to pay any termination settlement proposal arising out of those terminations.

 

(5)
With approval or ratification to the extent required by the AO, settle all outstanding liabilities and termination settlement proposals arising from the termination of orders; the approval or ratification will be final.

 

(6)
As directed by the AO, deliver to the Government with the license and usage rights contemplated hereunder for such work product or corresponding Deliverable –

 

(i)
The fabricated or unfabricated parts, work in process, completed work, supplies, and other material produced or acquired for the work terminated that, if the order had been completed, would have been required to be furnished to the Government; and

 

(ii)
The completed or partially completed plans, drawings, information, and other property that, if the order had been completed, would have been required to be furnished to the Government.

 

(7)
Complete performance of any work not terminated, if applicable.

 

In the event of a termination of this Agreement, the Government shall have patent rights (if any) as described herein. Failure of the Parties to agree to an equitable adjustment shall be resolved pursuant to the Disputes Article, Article VI.

 

Nothing in this section shall be construed as a limitation of the rights of either Party in the event of a breach of contract or default by the other party.

D.
Stop Work

As directed by the AO, the Performer shall stop all, or any part, of the work called for under this Agreement for a period of 90 days after the written order is delivered, and

 

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AGREEMENT NUMBER FA8614-22-9-0003

for any further period to which the parties may agree. The order shall be specifically identified as a stop-work order issued under this Article. Upon receipt of the order, the Performer shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the work covered by the order during the period of work stoppage. Within a period of 90 days after a stop-work is delivered, or within any extension of that period to which the Parties shall have agreed, the AO shall either:

 

(a)
Cancel the stop-work order; or
(b)
Terminate the work covered under this Agreement.

 

If a stop-work order issued is canceled, the Contractor shall resume work. The Government shall make an equitable adjustment in the delivery schedule or negotiated price, or both, and the

Government’s share of this Agreement shall be modified, in writing, accordingly, if—

 

(1)
The stop-work order results in an increase in the time required for, or in the cost properly allocable to, the performance of any part of this Agreement; and

 

(2)
The Contractor asserts its right to the adjustment within 30 days after the end of the period of work stoppage; provided, that, if the Government decides the facts justify the action, the Government may receive and act upon a proposal submitted at any time before final payment under this Agreement.

 

D.
Extension of Terms

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 Officer and the Performer’s Signatory Authority.

 

E.
Option for Increased Quantity

The Government may require the delivery of the numbered line item, identified in Article V – Obligation and Payment, in the quantity and at the price stated. The Contracting Officer may exercise the option by written notice to the Contractor by the Option exercise date identified in Article V. Delivery of added items shall continue at the same rate that like items are called for under the agreement, unless the parties otherwise agree.

 

ARTICLE III: MANAGEMENT OF THE PROJECT

 

A.
Management and Project Structure

The Performer shall be responsible for the overall technical and project management of the Project, and technical planning and execution shall remain with the Performer. The Government AO, in consultation with the Government Project Manager (PM), shall provide recommendations regarding Project developments and technical collaboration and be responsible for the review and verification of the completed milestones.

 

The Government and the Performer are bound to each other by a duty of good faith

 

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AGREEMENT NUMBER FA8614-22-9-0003

in achieving the Project objectives as identified in Attachment 1.

 

B.
Modifications

At any time during the term of the Agreement, progress or results may indicate a change is required in the SOW/scope in order to achieve Project objectives.

Recommendations for modifications by the Performer shall be documented in writing and delivered by the Performer to the Government AO. This documentation will detail the technical, chronological, schedule, and financial impact of the proposed modification to the Project. The AO and the Performer shall execute a revised Schedule of Milestones and Payments for milestones for modifications that affect technical aspects of the project/program, schedule, and/or cost/price. The Government AO and the Performer shall approve any Agreement modification. Recommendations by the Government for modifications to be conducted by the Performer shall be documented in writing and delivered to the Performer by the Government AO.

Changes as described herein shall be mutually agreed between the Parties and memorialized via an Agreement modification, to include, but not limited to, a change in Project scope, price, and/or schedule.

 

For minor or administrative Agreement modifications (e.g. changes in the paying office or appropriation data, changes to Government or the Performer’s personnel identified in the Agreement, etc.) no signature is required by the Performer.

 

The Government AO will be responsible for instituting all modifications to this Agreement.

 

ARTICLE IV: AGREEMENT ADMINISTRATION

Unless otherwise provided in this Agreement, approvals permitted or required to be made by the Government may be made only by the Government AO. Administrative and contractual matters under this Agreement shall be referred to the following representatives of the parties:

 

A.
Government Points of Contact:

Agreements Officer (AO):

[*****]

[*****]

[*****]

 

Government Project Manager (PM)/ Agreement Officer’s Representative (AOR):

[*****]

[*****]

[*****]

 

B.
Performer Points of Contact

Performer’s Administrative/Contracting Officer & Project Manager: [*****]

Government Operations Lead [*****]

[*****]

Each Party may change its representatives named in this Article by written notification to the other party. The Government AO will affect the change as stated

 

[*****] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

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AGREEMENT NUMBER FA8614-22-9-0003

in Article III, paragraph B.

ARTICLE V: OBLIGATION AND PAYMENT

 

A.
Obligation and Payments

 

1.
Obligations. The Government’s liability to make payments to the Performer is limited to only those funds obligated under the Agreement or by modification to the Agreement. In no case shall the Government’s financial liability exceed the amount obligated under this Agreement. The Government may obligate funds to the Agreement incrementally.

 

Accounting Classification

Supplemental Accounting Classification

ACRN

PR

Appropriation (1)

Limit

FC/Y (2)

OAC/ASN (3)

BPAC/RCCC (4)

MPC (5)

EEIC (6)

PROC ELEM (7)

ADSN (8)

CPN RCPNT (9)

ESP ALD

CSN

FSR PSR DSR

TOTAL DOLLAR VALUE

[*****]

[*****]

[*****]

 

[*****]

[*****]

[*****]

[*****]

[*****]

[*****]

[*****]

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

ALIN

Deliverable(s)
[*****]

SoW Paragraph

Delivery Date

 Payment Amount

Option

Exercise Date

Option ALIN

 

ACRN

Data Rights

Acceptance Criteria

1101

[*****]

[*****]

[*****]

[*****]

N/A

N/A

AA

SBIR

Data Rights

[*****]

 

1102

[*****]

[*****]

[*****]

[*****]

 

N/A

 

N/A

 

AA

SBIR

Data Rights

[*****]

 

1103

[*****]

[*****]

[*****]

[*****]

 

N/A

 

N/A

 

AA

SBIR

Data Rights

[*****]

 

1104

[*****]

[*****]

[*****]

[*****]

 

N/A

 

N/A

 

AA

SBIR

Data Rights

[*****]

 

1105

[*****]

[*****]

[*****]

[*****]

 

N/A

 

N/A

 

AA

SBIR

Data Rights

[*****]

 

1106

[*****]

[*****]

[*****]

[*****]

 

N/A

 

N/A

 

AA

SBIR

Data Rights

[*****]

 

1107

[*****]

[*****]

[*****]

[*****]

 

N/A

 

N/A

 

AA

SBIR

Data Rights

[*****]

 

1108

[*****]

[*****]

[*****]

[*****]

 

N/A

 

N/A

 

AA

SBIR

Data Rights

[*****]

 

1109

[*****]

[*****]

[*****]

[*****]

 

N/A

 

N/A

 

AA

SBIR

Data Rights

[*****]

 

1110

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1111

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1112

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

[*****] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

10 | P a g e

 

 

 


 

AGREEMENT NUMBER FA8614-22-9-0003

 

ALIN

Deliverable(s) [*****]

SoW Paragraph

Delivery Date

 Payment Amount

Option Exercise Date

Option ALIN

 

ACRN

Data Rights

Acceptance Criteria

1113

[*****]

[*****]

[*****]

[*****]

[*****]

-

SBIR

Data Rights

[*****]

 

1114

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1115

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1116

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1117

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1118

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1119

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1120

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1121

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1122

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1123

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1124

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1201

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1202

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1203

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1204

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1205

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1206

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1207

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1208

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1209

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

[*****] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

 

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AGREEMENT NUMBER FA8614-22-9-0003

 

ALIN

Deliverable(s) [*****]

SoW Paragraph

Delivery Date

 Payment Amount

Option Exercise Date

Option ALIN

 

ACRN

Data Rights

Acceptance Criteria

1210

[*****]

[*****]

[*****]

[*****]

[*****]

-

SBIR

Data Rights

[*****]

 

1211

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1212

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1301

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1302

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1303

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1304

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1305

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1306

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1307

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1308

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1309

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1310

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1311

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1312

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1313

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1314

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1315

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1316

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1317

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

1318

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

[*****] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

 

12 | P a g e

 

 


 

AGREEMENT NUMBER FA8614-22-9-0003

 

ALIN

Deliverable(s) [*****]

SoW Paragraph

Delivery Date

 Payment Amount

Option Exercise Date

Option ALIN

 

ACRN

Data Rights

Acceptance Criteria

1319

[*****]

[*****]

[*****]

[*****]

[*****]

-

SBIR

Data Rights

[*****]

 

1320

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

ALIN DESCRIPTION

[*****]

 

Payment will be made upon completion and submission of [*****] and upon proper WAWF invoicing. All reports shall be delivered via electronic submission to the Agreements Officer and Government Program Manager identified in Article IV.

 

ALIN

Deliverable(s) [*****]

SoW Paragraph

Delivery Date

 Payment Amount

Option Exercise

Date

Option ALIN

ACRN

Data Rights

Acceptance Criteria

 

2101

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

2102

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

2103

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

2104

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

2201

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

2202

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

2203

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

2204

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

2301

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

2302

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

2303

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

2304

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

ALIN DESCRIPTION

Joby shall deliver [*****]

 

 

[*****] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

13 | P a g e

 

 


 

AGREEMENT NUMBER FA8614-22-9-0003

[*****]

 

 

ALIN

Deliverable(s) [*****]

SoW Paragraph

Delivery Date

 Payment Amount

Option Exercise

Date

Option ALIN

ACRN

Data Rights

Acceptance Criteria

 

 

3101

[*****]

[*****]

[*****]

[*****]

 

 

N/A

 

 

N/A

 

 

AA

 

SBIR

Data Rights

[*****]

 

 

3102

[*****]

[*****]

[*****]

[*****]

 

 

N/A

 

 

N/A

 

 

AA

 

SBIR

Data Rights

[*****]

 

 

3103

[*****]

[*****]

[*****]

[*****]

 

 

N/A

 

 

N/A

 

 

AA

 

SBIR

Data Rights

[*****]

 

 

3104

[*****]

[*****]

[*****]

[*****]

 

 

N/A

 

 

N/A

 

 

AA

 

SBIR

Data Rights

[*****]

 

3111

[*****]

[*****]

[*****]

[*****]

 

N/A

 

N/A

 

AA

SBIR

Data Rights

[*****]

 

3112

[*****]

[*****]

[*****]

[*****]

 

N/A

 

N/A

 

AA

SBIR

Data Rights

[*****]

 

3113

[*****]

[*****]

[*****]

[*****]

 

N/A

 

N/A

 

AA

SBIR

Data Rights

[*****]

 

3114

[*****]

[*****]

[*****]

[*****]

 

N/A

 

N/A

 

AA

SBIR

Data Rights

[*****]

 

 

 

3201

[*****]

[*****]

[*****]

[*****]

 

 

 

[*****]

 

 

 

 

 

 

-

 

 

SBIR

Data Rights

[*****]

[*****] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

 

 

14 | P a g e

 

 


 

AGREEMENT NUMBER FA8614-22-9-0003

ALIN

Deliverable(s) [*****]

SoW Paragraph

Delivery Date

 Payment Amount

Option Exercise

Date

Option ALIN

ACRN

Data Rights

Acceptance Criteria

 

 

3202

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

 

 

-

 

SBIR

Data Rights

[*****]

 

 

3203

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

 

 

-

 

SBIR

Data Rights

[*****]

 

 

3204

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

 

 

-

 

SBIR

Data Rights

[*****]

 

3211

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

3212

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

3213

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

3214

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

 

 

3301

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

 

 

-

 

SBIR

Data Rights

[*****]

 

 

3302

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

 

 

-

 

SBIR

Data Rights

[*****]

 

 

3303

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

 

 

-

 

SBIR

Data Rights

[*****]

 

 

3304

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

 

 

-

 

SBIR

Data Rights

[*****]

 

3311

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

-

SBIR

Data Rights

[*****]

[*****] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

 

15 | P a g e

 

 


 

AGREEMENT NUMBER FA8614-22-9-0003

ALIN

Deliverable(s) [*****]

SoW Paragraph

Delivery Date

 Payment Amount

Option Exercise

Date

Option ALIN

ACRN

Data Rights

Acceptance Criteria

 

3312

[*****]

[*****]

[*****]

[*****]

[*****]

 

-

SBIR

Data Rights

[*****]

 

3313

[*****]

[*****]

[*****]

[*****]

[*****]

 

-

SBIR

Data Rights

[*****]

 

3314

[*****]

[*****]

[*****]

[*****]

[*****]

 

-

SBIR

Data Rights

[*****]

 

ALIN DESCRIPTION

[*****]

 

Payment will be made upon completion of [*****] and upon proper WAWF invoicing. All reports shall be delivered via electronic submission to the Agreements Officer and Government Program Manager identified in Article IV.

 

ALIN

Deliverable(s) [*****]

SoW Paragraph

Delivery Date

 Payment Amount

Option Exercise

Date

Option ALIN

ACRN

Data Rights

Acceptance Criteria

 

 

4101

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

N/A

 

 

AA

 

SBIR

Data Rights

[*****]

 

 

4102

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

N/A

 

 

AA

 

SBIR

Data Rights

[*****]

 

 

4103

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

N/A

 

 

AA

 

SBIR

Data Rights

[*****]

 

 

4104

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

N/A

 

 

AA

 

SBIR

Data Rights

[*****]

 

 

 

4201

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

 

 

 

 

-

 

 

SBIR

Data Rights

[*****]

[*****] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

 

 

16 | P a g e

 

 


 

AGREEMENT NUMBER FA8614-22-9-0003

ALIN

Deliverable(s) [*****]

SoW Paragraph

Delivery Date

 Payment Amount

Option Exercise

Date

Option ALIN

ACRN

Data Rights

Acceptance Criteria

 

 

4202

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

 

 

-

 

SBIR

Data Rights

[*****]

 

 

4203

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

 

 

-

 

SBIR

Data Rights

[*****]

 

 

4204

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

 

 

-

 

SBIR

Data Rights

[*****]

 

 

4301

[*****]

[*****]

[*****]

[*****]

[*****]

 

 

 

 

-

 

SBIR