IV.2 tion as may be exchanged hereunder, and to the provisions of the Intellectual Property Addendum, which is an integral part of this Arrangement. The Intellectual Property Addendum incorporates the language of ANNEX I, INTELLECTUAL PROPERTY, to the Agreement Between the United States of America and the United Mexican States Relating to Scientific and Technical Cooperation (U.S.-Mexico S&T Agreement). All information protected by provisions of this Arrangement as proprietary, confidential, privileged, or otherwise subject to restriction on disclosure will remain so protected for the duration of this Arrangement and after it has expired or been terminated, unless mutually agreed otherwise in writing. Definitions a. b. C. The term "information" means nuclear energy-related regulatory, safety, safeguards, waste management, scientific, or technical data, including information on results or methods of assessment, confirmatory research, and any other knowledge intended to be provided or exchanged under this Arrangement. The term "proprietary information" means information which contains trade secrets or other privileged or confidential commercial information (such that the person having the information may derive an economic benefit from it or may have a competitive advantage over those who do not have it), and may only include information which: (1) has been held in confidence by its owner; (2) is of a type which is customarily held in confidence by its owner; (3) has not been transmitted by the owner to other entities (including the receiving party) except on the basis that it be held in confidence; (4) is not otherwise available to the receiving party from another source without restriction on its further dissemination; and (5) is not already in the possession of the receiving party. The term "other confidential or privileged information" means information, other than "proprietary information, which is protected from public disclosure under the laws and regulations of the IV.3 IV.4 country of the party providing the information and which has been transmitted and received in confidence. Marking Procedures for Documentary Proprietary Information A party receiving documentary proprietary information pursuant to this Arrangement will respect the privileged nature thereof, provided such proprietary information is clearly marked with the following (or other substantially similar) restrictive legend: "This document contains proprietary information furnished in confidence under an Arrangement dated March 5, 1997, Between the United States Nuclear Regulatory Commission and the Mexican National Nuclear Safety and Safeguards Commission and will not be disseminated outside these organizations, their consultants, contractors, and licensees, and concerned departments and agencies of the Government of the United States and the Government of Mexico without the prior approval of (name of transmitting party). This notice will be marked on any reproduction hereof, in whole or in part. These limitations will automatically terminate when this information is disclosed by the owner without restriction." This restrictive legend will be respected by the receiving party and proprietary information bearing this legend will not be used for commercial purposes, made public, or disseminated in any manner unspecified by or contrary to the terms of this Arrangement without the consent of the transmitting party. Dissemination of Documentary Proprietary Information a. In general, proprietary information received under this Arrangement may be freely disseminated by the receiving party without prior consent to persons within or employed by the receiving party, and to concerned government departments and government agencies in the country of the receiving party. b. In addition, proprietary information may be disseminated without prior consent (1) to contractors or consultants of the receiving party located within the geographical limits of that Party's nation, for use only within the scope of work of their contracts with the IV. 5 C. receiving party in work relating to the subject matter of the proprietary information; (2) to domestic organizations permitted or licensed by the receiving party to construct or operate nuclear production or (3) to domestic contractors of organizations identified in With the prior written consent of the party furnishing proprietary Marking Procedures for Other Confidential or Privileged Information of a Documentary Nature A party receiving under this Arrangement other confidential or privileged information will respect its confidential nature, provided such information is clearly marked so as to indicate its confidential or privileged nature and is accompanied by a statement indicating a. that the information is protected from public disclosure by the government of the transmitting party; and b. that the information is submitted under the condition that it be maintained in confidence. IV.6 Dissemination of Other Confidential or Privileged Information of a Documentary Nature IV.7 IV.8 IV.9 Other confidential or privileged information may be disseminated in the same manner as that set forth in Section II.4, Dissemination of Documentary Proprietary Information. Non-Documentary Proprietary or Other Confidential or Privileged Non-documentary proprietary or other confidential or privileged information provided in seminars and other meetings arranged under this Arrangement, or information arising from the attachments of staff, use of facilities, or joint projects, will be treated by the parties according to the principles specified for documentary information in this Arrangement; provided, however, that the party communicating such proprietary or other confidential or privileged information has placed the recipient on notice as to the character of the information communicated. Consultation If, for any reason, one of the parties becomes aware that it will be, or may reasonably be expected to become, unable to meet the nondissemination provisions of this Arrangement, it will immediately inform the other party. The parties will thereafter consult to define an appropriate course of action. Other Nothing contained in this Arrangement will preclude a party from using or disseminating information received without restriction by a party from sources outside of this Arrangement. Cooperation under this Arrangement will be governed by the laws and regulations of the respective countries. Any dispute or questions between the parties concerning the interpretation or application of this V.2 V.3 Arrangement arising during its term will be settled by mutual agreement of the parties. Entry Into Force This Arrangement will enter into force upon signature and will remain in force for a period of five (5) years. It may be extended for a further period of time by written agreement of the parties. Either party may withdraw from this Arrangement after providing the other party written notice 180 days prior to its intended date of withdrawal. Modifications This Arrangement may be modified by mutual consent of the Parties in writing, specifying the date the said modifications will enter into force. DONE at Mexico City Federal District, in the presence of the Secretary of Energy of the United Mexican States, Dr. Jesus Reyes Heroles G.G. for this 5th day of March 1997, in two original copies, in the English and the Spanish languages, each text being equally authentic. FOR THE UNITED STATES NUCLEAR REGULATORY COMMISSION FOR THE COMISION NACIONAL: DE Shirley Ann Jackson Miguel Medina Vaillard |