Common use of PURPOSE AND IMPLEMENTATION Clause in Contracts

PURPOSE AND IMPLEMENTATION. The purpose of this Umbrella Agreement is to continue the partnership between NASA and Microsoft begun in 2018 to support Microsoft's efforts to create and implement innovative STEM educational activities and products around NASA missions for the purpose of advancing STEM education and inspiring the next generation of STEM professionals. Microsoft works to xxxxxx a highly skilled and diverse workforce through engaging STEM education activities including coding activities, live STEM engagement events, student challenges and game-based learning, among others. Efforts under the previous Space Act Agreement between Microsoft and NASA expanded the reach of NASA STEM engagement efforts beyond what NASA could have achieved independently. For example, through Microsoft's Day of Data efforts, thousands of students worldwide participated in the Day of Data live event. Microsoft developed an ISS world in Minecraft which was downloaded free of charge over 4 million times. In another Annex, NASA partnered with Microsoft Learn to support Microsoft's efforts in engaging upper high school and undergraduate students in coding, AI and machine learning. Microsoft Learn developed three learning modules around NASA content which was downloaded over 500,000 times. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the "Annex") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. The purpose of this This Umbrella Agreement is (hereinafter referred to continue as the partnership between NASA and Microsoft begun in 2018 to support Microsoft's efforts to create and implement innovative STEM educational activities and products around NASA missions "Agreement" or "Umbrella Agreement") shall be for the purpose of advancing STEM education NASA GRC performing technical assessments, compatibility analysis, and inspiring testing in NASA facilities of LASP's electric propulsion hardware (including the next generation of STEM professionalsbaselined Colorado Power Electronics (CPE) power processing unit (PPU). Microsoft works LASP's objective in this partnership is to xxxxxx a highly skilled obtain NASA's subject matter expertise in electric propulsion for LASP's involvement in the Multi-Asteroid eXplorer ("MAX") mission. The Parties agree that work done under this Umbrella Agreement will not be used for capacity building efforts with the UAE, and diverse workforce through engaging STEM education UAE personnel will not be present during testing and other activities including coding activities, live STEM engagement events, student challenges and game-based learning, among othersrelated to this collaboration. Efforts under While NASA is not involved in the previous Space Act Agreement between Microsoft and NASA expanded the reach of NASA STEM engagement efforts beyond what NASA could have achieved independently. For exampleMAX mission, through Microsoft's Day of Data efforts, thousands of students worldwide participated its participation in the Day of Data live event. Microsoft developed an ISS world in Minecraft which was downloaded free of charge over 4 million times. In another Annexthis partnership with LASP, NASA partnered with Microsoft Learn to GRC sustains its leadership role for advancing domestic electric propulsion technologies (i.e., the CPE PPU) and strengthening the U.S. industrial base by supporting post-SBIR commercialization activities by CPE. This partnership will benefit NASA, the federal government, industry, and the public generally as the results from this partnership will potentially support Microsoft's efforts in engaging upper high school and undergraduate students in coding, AI and machine learning. Microsoft Learn developed three learning modules around NASA content which was downloaded over 500,000 timesthe demonstration of a new propulsion capability. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the "Annex") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. The purpose of this This Umbrella Agreement is (hereinafter referred to continue as the partnership between NASA and Microsoft begun in 2018 to support Microsoft's efforts to create and implement innovative STEM educational activities and products around NASA missions "Agreement" or "Umbrella Agreement") shall be for the purpose of advancing enabling collaboration between NASA and Oak Ridge Associated Universities (ORAU) to support efforts to broaden access to and participation in STEM education and inspiring research opportunities for students traditionally underrepresented in STEM fields and underserved by federal government. NASA and ORAU share a particular interest in engaging students who attend US Department of Education designated Minority-Serving Institutions (MSIs) in high quality internships, fellowships and other experiences. As part of the next generation ORAU mission to advance national priorities in science, health, and education, ORAU coordinates with federal agencies to provide students and faculty with access to research experiences. ORAU emphasizes engagement of STEM professionalsMinority Serving Institutions in federal programs. Microsoft works OARU places a particular emphasis on working with Historically Black Colleges and Universities (HBCUs), Hispanic-Serving Institutions (HSIs) and Minority-Serving Institutions as part of a larger effort to xxxxxx a highly skilled and diverse workforce through engaging STEM education activities including coding activities, live STEM engagement events, student challenges and game-based learning, among otherson developing institutional capacity for scientific research. Efforts under the previous Space Act Through this Agreement between Microsoft ORAU and NASA expanded will engage in strategies to engage students. Under the reach of NASA STEM engagement efforts beyond what NASA could have achieved independently. For example, through Microsoft's Day of Data efforts, thousands of students worldwide participated in the Day of Data live event. Microsoft developed an ISS world in Minecraft which was downloaded free of charge over 4 million times. In another first Annex, NASA partnered will support ORAU in their effort to develop a series of professional development modules to better prepare students for STEM internships. Modules will focus on both technical and soft skills and be delivered through an online platform. NASA will contribute to the effort through assistance in identifying high priority skills, technical review of resources, and support with Microsoft Learn the promotion of the opportunity through its extensive university and student networks. Through this collaboration, NASA and ORAU intend to support Microsoft's efforts better prepare students particularly from MSIs for internships in engaging upper high school industry and undergraduate students in coding, AI and machine learning. Microsoft Learn developed three learning modules around NASA content which was downloaded over 500,000 timesfederal agencies. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the "Annex") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. The purpose of this This Umbrella Agreement is (hereinafter referred to continue as the partnership between NASA and Microsoft begun in 2018 to support Microsoft's efforts to create and implement innovative STEM educational activities and products around NASA missions "Agreement" or "Umbrella Agreement") shall be for the purpose of advancing enabling collaboration between NASA and Partner to support its Noggin educational subscription service product (“Noggin”) in its development of content related to a series of NASA-mission based aeronautics and aerospace-themed STEM education learning experiences for young children and inspiring the next generation of STEM professionalstheir families. Microsoft works to xxxxxx Noggin is a highly skilled and diverse workforce through engaging STEM education activities including coding activities, live STEM engagement events, student challenges and gameresearch-based learningearly learning mobile application and subscription service. Noggin content ranges from interactive games, among othersvideos, and e-books to longer form video episodes featuring Paw Patrol, Peppa Pig, Blues Clues, and other highly popular characters. Efforts under In response to the previous Space Act Agreement between Microsoft and NASA expanded the reach of NASA STEM engagement efforts beyond what NASA could have achieved independently. For examplecurrent coronavirus health crisis, through Microsoft's Day of Data efforts, thousands of students worldwide participated in the Day of Data live event. Microsoft developed an ISS world in Minecraft which was downloaded Noggin recently released open access channels to provide content free of charge over 4 for low-income families through partnerships with Head Start, First Book, and a coalition reaching some five million timeslow- income families in the US. In another Portions of the learning experiences developed under this Agreement will be made publicly available to families by Partner on its owned and operated channels. Partner, in its sole discretion, will decide which portions of the learning experiences will be made available to the public, as well as the specific means of distribution, as set forth in an Annex, NASA partnered with Microsoft Learn to support Microsoft's efforts in engaging upper high school and undergraduate students in coding, AI and machine learning. Microsoft Learn developed three learning modules around NASA content which was downloaded over 500,000 times. The Parties shall execute one (1) initial Annex Agreement (hereinafter referred to as the "Annex") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule schedule, and milestones, and any personnel, property property, or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. The This Umbrella Agreement (hereinafter referred to as the "Agreement" or "Umbrella Agreement") shall be for the purpose of this Umbrella Agreement is to continue the partnership enabling collaboration between NASA and Microsoft begun in 2018 the Aerospace Industries Association (AIA) to support MicrosoftAIA's efforts to inspire the next generation of aerospace and STEM professionals. AIA works to perpetuate a highly skilled and robust aerospace workforce through engaging education initiatives. NASA and AIA have shared interests in attracting diverse groups of students to STEM and building a capable and diverse future aerospace workforce. Through this Agreement, NASA will support AIA's efforts to create opportunities that broaden student participation in aerospace and implement innovative STEM educational activities provide connections to NASA's Artemis program and products around other NASA missions for the purpose of advancing STEM education and inspiring the next generation of STEM professionalsmissions. Microsoft works to xxxxxx a highly skilled and diverse workforce through engaging STEM education activities including coding activities, live STEM engagement events, student challenges and game-based learning, among others. Efforts The first annex under the previous Space Act Agreement between Microsoft and NASA expanded the reach of NASA STEM engagement efforts beyond what NASA could have achieved independently. For example, through Microsoft's Day of Data efforts, thousands of students worldwide participated in the Day of Data live event. Microsoft developed an ISS world in Minecraft which was downloaded free of charge over 4 million times. In another Annex, NASA partnered with Microsoft Learn to support Microsoftthis Umbrella will focus on supporting AIA's efforts to introduce elementary and middle school students from communities traditionally underrepresented in engaging upper high school STEM to the field of rocketry through a pilot program developed for clubs and undergraduate students in coding, AI and machine learningsummer camps. Microsoft Learn developed three learning modules around NASA content which was downloaded over 500,000 timesFuture annexes may focus on scaling up the program to reach larger audiences. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the "Annex") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. The purpose of this This Umbrella Agreement is (hereinafter referred to continue as the partnership between NASA and Microsoft begun in 2018 to support Microsoft's efforts to create and implement innovative STEM educational activities and products around NASA missions "Agreement" or "Umbrella Agreement") shall be for the purpose of advancing STEM education and inspiring performing Wind Tunnel tests of a flight vehicle configuration in order to obtain aerodynamic performance data. As a leader in the next generation of STEM professionalsUS aerospace industry, Lockheed Xxxxxx often has the need conduct tests in NASA wind tunnels. Microsoft works This Umbrella Agreement provides a means for such tests to xxxxxx occur. The Umbrella Agreement is not specific to any particular test, wind tunnel, or center. It is intended to be broadly applicable for future unrelated tests at various NASA centers. It is written as a highly skilled and diverse workforce through engaging STEM education activities including coding activities, live STEM engagement events, student challenges and game-based learning, among others. Efforts under the previous reimbursable Space Act Agreement between Microsoft and that may be used for testing at any of the NASA expanded wind tunnels located at LaRC, ARC, or GRC. The proposed length of the reach Agreement is five (5) years. The Parties recognize that, with regard to any activities undertaken in furtherance of the purpose stated herein, it is the policy of NASA STEM engagement efforts beyond what and of the United States Government to avoid competition with the private sector with regard to any activities conducted with a non-governmental entity on a reimbursable basis. Therefore, in accordance with NASA could have achieved independently. For examplepolicy, through Microsoft's Day of Data effortsthe Parties acknowledge that any responsibilities for which NASA shall be reimbursed under any Annex (as defined below) shall be limited to providing access to NASA unique goods, thousands of students worldwide participated in services and facilities that are not otherwise available on the Day of Data live event. Microsoft developed an ISS world in Minecraft which was downloaded free of charge over 4 million times. In U.S. commercial market from another Annex, NASA partnered with Microsoft Learn to support Microsoft's efforts in engaging upper high school and undergraduate students in coding, AI and machine learning. Microsoft Learn developed three learning modules around NASA content which was downloaded over 500,000 timessource. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the "Annex") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. This Umbrella Agreement (hereinafter referred to as the "Agreement" or "Umbrella Agreement") shall be for the purpose of The purpose of this Umbrella Agreement umbrella agreement is to continue the partnership between NASA and Microsoft begun in 2018 to support Microsoft's efforts to create US Satellite Laboratory collaboration on the Endeavor Science Teaching Certificate Project (ESTCP) and implement other innovative STEM educational activities engagement and products around NASA missions for the purpose of advancing STEM education and inspiring the next generation activities. ESTCP provides educator professional development through a series of STEM professionals. Microsoft works to xxxxxx a highly skilled and diverse workforce through engaging online, university level NASA­ themed STEM education activities including coding activitiescourses that allow in-service teachers to earn a NASA STEM education leadership certificate from Teachers College, live STEM engagement eventsColumbia University. NASA subject matter experts are live, student challenges interactive guests for ESTCP courses. NASA education specialists consult with US Satellite Laboratory and game-based learninghelp ensure the online courses remain current and align with NASA mission priorities. US Satellite Laboratory developed and administered ESTCP through a cooperative agreement with NASA between 2009 and 2013. When the term of the cooperative agreement ended, among others. Efforts under the previous NASA and US Satellite Laboratory entered into a nonreimbursable Space Act Agreement between Microsoft in 2014 to allow US Satellite Laboratory continued access to NASA subject matter experts and NASA expanded education specialists. This relationship will continue through this umbrella agreement. NASA and US Satellite Laboratory also collaborate on new activities to increase the reach impact of NASA STEM engagement efforts beyond what NASA could have achieved independentlythe partnership activities. For example, through Microsoft's Day of Data efforts, thousands of this umbrella will seek opportunities to increase participation in NASA STEM engagement among students worldwide participated from groups traditionally underrepresented and underserved in STEM and the Day of Data live event. Microsoft developed an ISS world in Minecraft which was downloaded free of charge over 4 million times. In another Annex, NASA partnered with Microsoft Learn to support Microsoft's efforts in engaging upper high school and undergraduate students in coding, AI and machine learning. Microsoft Learn developed three learning modules around NASA content which was downloaded over 500,000 timeseducators who serve them. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the "Annex") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. The purpose of this This Umbrella Agreement is (hereinafter referred to continue as the partnership between NASA and Microsoft begun in 2018 to support Microsoft's efforts to create and implement innovative STEM educational activities and products around NASA missions "Agreement" or "Umbrella Agreement") shall be for the purpose of advancing establishing a partnership between NASA GRC and Cleveland Fed to provide activities to inspire and equip students —especially students from low-income communities and communities traditionally underrepresented in science, technology, engineering, and mathematics ("STEM") fields— as they pursue STEM careers in advancement of the U.S. national workforce development and educational goals. Preparing a robust, more diverse future STEM workforce is of mutual interest and benefit to NASA GRC and Cleveland Fed and is aligned with the Parties' respective STEM-outreach efforts as well as federal STEM education objectives. As such, NASA GRC and inspiring Cleveland Fed will collaborate on mutually beneficial opportunities that increase diverse students' access to high-quality STEM experiences. The overarching goal of this partnership is to broaden the next generation participation of low-income students and students from communities traditionally underrepresented in STEM professionals. Microsoft works to xxxxxx a highly skilled and diverse workforce through engaging STEM education activities including coding activities, live STEM engagement events, student challenges and game-based learning, among others. Efforts under increase the previous Space Act Agreement between Microsoft and NASA expanded the reach of NASA STEM engagement efforts beyond what NASA could have achieved independently. For example, through Microsoft's Day of Data efforts, thousands number of students worldwide participated in the Day of Data live event. Microsoft developed an ISS world in Minecraft which was downloaded free of charge over 4 million times. In another Annex, NASA partnered with Microsoft Learn to support Microsoft's efforts in engaging upper high school and undergraduate students in coding, AI and machine learning. Microsoft Learn developed three learning modules around NASA content which was downloaded over 500,000 timespursuing STEM degrees. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the "Annex") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.

PURPOSE AND IMPLEMENTATION. The purpose of this This Umbrella Agreement is (hereinafter referred to continue as the partnership between NASA and Microsoft begun in 2018 to support Microsoft's efforts to create and implement innovative STEM educational activities and products around NASA missions "Agreement" or "Umbrella Agreement") shall be for the purpose of advancing collaborative aerospace research, development, and testing opportunities on various topics of mutual interest including, but not limited to, vehicle flight dynamics and control, flight vehicle design and manufacturing, advanced composite materials & polymers, aircraft and spacecraft structures, flow physics, development of engineering design tools, "seedling" ideas, STEM education (Science, Technology, Engineering and inspiring Mathematics) challenge concepts, and modeling & simulation across the next generation above areas. These collaborative activities will be performed at NASA LaRC and at NC State facilities as part of STEM professionalsthe normal course of research and education, providing participants with advanced training in aeronautics/space systems research and development, workforce development, and student enrichment in Science, Technology, Engineering and Mathematics (STEM) while furthering NASA's research and development goals. Microsoft works Such collaborative learning opportunities shall be limited to xxxxxx a highly skilled activities related to research relevant to this Agreement and diverse workforce through engaging STEM education activities including coding activities, live STEM engagement events, student challenges and game-based learning, among others. Efforts under the previous Space Act Agreement between Microsoft and NASA expanded the reach shall not be used in lieu of NASA STEM engagement efforts beyond what NASA could have achieved independently. For example, through Microsoft's Day of Data efforts, thousands of students worldwide participated in the Day of Data live event. Microsoft developed an ISS world in Minecraft which was downloaded free of charge over 4 million times. In another Annex, NASA partnered with Microsoft Learn to support Microsoft's efforts in engaging upper high school internship programs and undergraduate students in coding, AI and machine learning. Microsoft Learn developed three learning modules around NASA content which was downloaded over 500,000 timesprocesses. The Parties shall execute one (1) Annex Agreement (hereinafter referred to as the "Annex") concurrently with this Umbrella Agreement. The Parties may execute subsequent Annexes under this Umbrella Agreement consistent with the purpose and terms of this Umbrella Agreement. This Umbrella Agreement shall govern all Annexes executed hereunder; no Annex shall amend this Umbrella Agreement. Nevertheless, Annexes may include an additional sentence to Article 8.C. (titled "Liability"), in standard approved form, which shall be applicable solely to the activities conducted under such Annex. Each Annex will detail the specific purpose of the proposed activity, responsibilities, schedule and milestones, and any personnel, property or facilities to be utilized under the task. This Umbrella Agreement takes precedence over any Annexes. In the event of a conflict between the Umbrella Agreement and any Annex concerning the meaning of its provisions, and the rights, obligations and remedies of the Parties, the Umbrella Agreement is controlling.