Form DD Form 441 DD Form 441 Department of Defense Security Agreement

OMB No. 0704-0194
OMB approval expires

DEPARTMENT OF DEFENSE SECURITY AGREEMENT

PLEASE DO NOT RETURN YOUR FORM TO THE ORGANIZATION IN THE PARAGRAPH BELOW. RETURN COMPLETED FORM TO YOUR RESPECTIVE
COGNIZANT SECURITY OFFICE.

The public reporting burden for this collection of information is estimated to average 14 minutes per response, including the time for reviewing instructions, searching existing data sources,
gathering and maintaining the data needed, and completing and reviewing the collection of information. Send comments regarding this burden estimate or any other aspect of this collection of
information, including suggestions for reducing the burden, to the Department of Defense, Washington Headquarters Services, Executive Services Directorate, Directives Divison, Office of
Information Management, 4800 Mark Center Drive, East Tower, Suite 02G09, Alexandria, VA 22350-3100 (0704-0194). Respondents should be aware that notwithstanding any other provision of
law, no person shall be subject to any penalty for failing to comply with a collection of information if it does not display a currently valid OMB control number. DISCLOSURE: Voluntary, however, if the
form is not provided, a facility clearance cannot be issued.

This DEPARTMENT OF DEFENSE SECURITY AGREEMENT (hereinafter called the Agreement), entered into this
,

day of

by and between THE UNITED STATES OF AMERICA through the Defense Security Service

acting for the Department of Defense and other governmental User Agencies (hereinafter called the Government), and
(hereinafter called the Contractor), which is:
(1) A

organized and existing under the laws of the state of

.

(Enter type of business entity, e.g., Corporation, Limited Liability Company, etc.)
(2) a partnership consisting of
(3) an individual trading as
with its principal office and place of business at (Street, City, State and ZIP Code)

N E E D S

WITNESSETH THAT:

WHEREAS, the Government has in the past purchased or may
in the future purchase from the Contractor supplies or services,
which are required and necessary to the national security of the
United States; or may invite bids or request quotations on proposed
contracts for the purchase of supplies or services, which are
required and necessary to the national security of the United
States; and
WHEREAS, it is essential that certain security measures be
taken by the Contractor prior to and after being accorded access to
classified information; and
WHEREAS, the parties desire to define and set forth the
precautions and specific safeguards to be taken by the Contractor
and the Government in order to preserve and maintain the security
of the United States through the prevention of improper disclosure
of classified information, sabotage, or any other acts detrimental to
the security of the United States;
NOW, THEREFORE, in consideration of the foregoing and of
the mutual promises herein contained, the parties hereto agree as
follows.
Section I - SECURITY CONTROLS

D D

6 7

(B) The Government agrees that it shall indicate when necessary,
by

security

classification

(TOP

SECRET,

SECRET,

or

CONFIDENTIAL), the degree of importance to the national security
of information pertaining to supplies, services, and other matters to
be furnished by the Contractor to the Government or

by the

Government to the Contractor, and the Government shall give
written notice of such security classification to the Contractor and of
any subsequent changes thereof; provided, however, that matters
requiring security classification will be assigned the least restricted
security classification consistent with proper safeguarding of the
matter concerned, since overclassification causes unnecessary
operational delays and depreciates the importance of correctly
classified matter. Further, the Government agrees that when
Atomic Energy information is involved it will, when necessary,
indicate by a marking additional to the classification marking that
the information is "RESTRICTED DATA."

The "Department of

Defense Contract Security Classification Specification" (DD Form
254) is the basic document by which classification, regrading, and
declassification specifications are documented and conveyed to the
Contractor.
(C) The Government agrees, on written application, to grant

(A) The Contractor agrees to provide and maintain a system of
security controls within the organization in accordance with the
requirements of the "National Industrial Security Program Operating
Manual," DoD 5220.22-M (hereinafter called the Manual) attached
hereto and made a part of this agreement, subject, however, (i) to
any revisions of the Manual required by the demands of national
security as determined by the Government, notice of which shall be
furnished to the Contractor, and (ii) to mutual agreements entered
into by the parties in order to adapt the Manual to the Contractor's
business and necessary procedures thereunder.

personnel security clearances to eligible employees of the
Contractor who require access to information classified TOP
SECRET, SECRET, or CONFIDENTIAL.
(D) The Contractor agrees to determine that any subcontractor,
subbidder, individual, or organization proposed for the furnishing of
supplies or services which will involve access to classified
information, has been granted an appropriate facility security
clearance, which is still in effect prior to according access to such
classified information.

DD FORM 441, 20120501 DRAFT

PREVIOUS EDITION IS OBSOLETE.

Adobe Professional 8.0

Section II - SECURITY REVIEWS
Designated representatives of the Government responsible for
reviews pertaining to industrial plant security shall have the right to
review, at reasonable intervals, the procedures, methods, and
facilities utilized by the Contractor in complying with the requirements
of the terms and conditions of the Manual. Should the Government,
through its authorized representative, determine that the Contractor's
security methods, procedures, or facilities do not comply with such
requirements, it shall submit a written report to the Contractor
advising of the deficiencies.

Section V - PRIOR SECURITY AGREEMENTS
As of the date hereof, this Agreement replaces and succeeds any
and all prior security or secrecy agreements, understandings, and
representations, with respect to the subject matter included herein,
entered into between the Contractor and the Government; provided,
that the term "security or secrecy agreements, understandings, and
representations: shall not include agreements, understandings, and
representations contained in contracts for the furnishing of supplies or
services to the Government which were previously entered into

Section III - MODIFICATION
Modification of this Agreement may be made only by written
agreement of the parties hereto. The Manual may be modified in
accordance with Section I of this Agreement.

between the Contractor and the Government.
Section VI - SECURITY COSTS
This Agreement does not obligate Government funds, and the

Section IV - TERMINATION
This Agreement shall remain in effect until terminated through the
giving of 30 days' written notice to the other party of intention to
terminate; provided, however, notwithstanding any such termination,
the terms and conditions of this Agreement shall continue in effect so
long as the Contractor possesses classified information.

Government shall not be liable for any costs or claims of the
Contractor arising out of this Agreement or instructions issued
hereunder. It is recognized, however, that the parties may provide in
other written contracts for security costs, which may be properly
chargeable thereto.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year written above:
THE UNITED STATES OF AMERICA

N E E D S

D D

By

6 7

(Signature of Authorized Government Representative)

(Typed Name of Authorized Government Representative)

(Typed Name of Authorized Government Agency)

WITNESS

(Typed Name of Contractor Entering Agreement)

By
(Signature of Authorized Contractor Representative)

(Signature and Date)

(Typed Name of Authorized Contractor Representative)
NOTE: The witness must be a person who personally observed the
Contractor Representative sign this form. The witness cannot be
the same person who signs this form as the Government

(Title of Authorized Contractor Representative)

Representative. The name of the witness should be typed or printed
under the witness' signature and date.
(Contractor Address)

(Contractor Address)
By executing this form, the Contractor Representative certifies that he or she is the
of the business entity identified above, and has the authority to bind the business entity to the terms of this agreement.

DD FORM 441 (BACK), 20120501 DRAFT

Reset