National Spectrum Consortium (NSC)

Membership Agreement & Application

Members. This Joint Membership Agreement and Application (this "Agreement") is made by the signing organization (“the Applicant”) to the National Spectrum Consortium, Inc. ("NSC Inc.") as of the date of signing by the Applicant.

Background. NSC was originally formed as an unincorporated association on November 7, 2014. In order to continue to build on the successes of NSC the Board and the Membership of NSC determined it was in the best interest of NSC to formally incorporate and on January 4, 2023  the National Spectrum Consortium, Inc. was incorporated as a non-profit corporation under the laws of South Carolina and it is also currently a qualified 501(c)(6) tax exempt organization. NSC and NSC, Inc. currently have a shared mission, board and membership. It is the intent that over time NSC shall be phased out with NSC, Inc. acting as the surviving entity that will carry on the mission of NSC. However, in the interim, both NSC and NSC, Inc. must exist and hence the need for joint membership in both entities.

Acknowledgment of Terms. Applicant hereby applies for membership in  both the unincorporated National Spectrum Consortium as well as its affiliated non-profit National Spectrum Consortium, Inc. . Applicant acknowledges that its authorized representative has received and reviewed this Membership Agreement, the Articles of Collaboration of NSC and the By-laws of NSC, Inc. as well as, any other supporting documents referenced therein (collectively the “Governing Documents”). Applicant agrees to comply with all provisions of the Governing Documents, which are incorporated into and made part of this application and agreement by reference. Applicant acknowledges that either NSC or NSC, Inc., as applicable may amend any one or more of the documents from time to time. Applicant agrees to comply with the Governing Documents, as established and amended from time to time. Applicant will be notified of any material changes in those documents and will have an opportunity to object to such changes. Applicant further agrees that it will comply with all applicable U.S. laws, rules and regulations (including U.S. Antitrust and Export Control laws) in connection with any activities associated with its membership in NSC and NSC, Inc. Applicant agrees that this Application and Agreement will become a binding membership contract between (i) Applicant and NSC upon acceptance by the NSC's Executive Committee and Applicant’s payment of assessed dues and (ii) Applicant and NSC, Inc.  upon acceptance by NSC, Inc’s Executive Committee and Applicant’s payment of assessed dues. The Executive Committee of NSC and NSC, Inc. each have the right to accept or reject Applicant in its sole discretion if they determine, in good faith, that the Applicant does or does not meet the membership requirements contained in the Governing Documents. Applicant must be accepted by both NSC and NSC, Inc. otherwise the Applicant shall be deemed to be rejected. If membership is declined, the Applicant will be informed in writing regarding the rationale and provided an opportunity to address the issues and reapply. Upon acceptance of Applicant as a “Member in Good Standing” of NSC and NSC, Inc., Applicant agrees that all actions of Applicant’s representatives participating in National Spectrum Consortium meetings and other activities will be binding on Applicant. Applicant agrees that all actions taken by it as a Member in Good Standing will be performed by a duly‐authorized representative of Applicant. The National Spectrum Consortium Executive Committee reserves the right to remove the Applicant from the membership rolls at any time if it determines the Applicant is not meeting the membership requirements contained in the Application, the Base Agreement, and/or the Governing Documents.

Funding Qualification. Active participation in both NSC and NSC, Inc. activities and meetings and currency of financial liability to both NSC and NSC, Inc., as applicable, is a pre‐requisite for receipt of funding under the OT Agreement or other applicable funding sources. To qualify for spectrum project funding, the Applicant agrees to maintain its status as a “Member in Good Standing” by meeting the following criteria (note: the Executive Committee may grant waivers on a case basis): Current (no greater than 45 days past due) on membership dues; and Current (no greater than 45 days past due) on project award assessments.

Representations. Applicant acknowledges that it has caused this application and agreement to be signed by its duly‐authorized representative. Applicant, by signing this Application and Agreement, certifies and represents that the information provided in the remainder of this Application and Agreement and any attachments hereto is a current, complete, true and correct statement of Applicant’s organizational structure and affiliations as of the date of signing. Applicant further certifies and represents that Applicant agrees to meet all of the requirements of a “Member in Good Standing” contained herein. Applicant agrees to disclose immediately to both NSC and NSC, Inc. any changes affecting Applicant’s representation that it meets all the requirements of a Member in Good Standing. Applicant represents the following:

  • It has an interest in the research and development of spectrum‐related technology;
  • It is eligible to contract with the U.S. Government (i.e. Applicant is not debarred or suspended by the United States Government);
  • It is willing to be an advocate of the objectives of both NSC and NSC, Inc. as they are defined in the OT Agreement and the Governing Documents: and
  • It is capable of making a technical contribution to the advancement of spectrum‐related technology.

Note: “Capable of making a technical contribution” is defined as entailing in-house, hands-on research and development activities that are relevant and essential to a proposed project or effort. It does not include all project, program, contract, and similar management and/or administrative functions.

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State
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Is Applicant an Affiliate of a current member?*
Applicant is a:*
Is Applicant currently considered a “Non-traditional Defense Contractor”?*

A nontraditional defense contractor means an entity that is not currently performing and has not performed, for at least the one-year period prior to the date of this application, any contract or subcontract for the Department of Defense that is subject to full coverage under the cost accounting standards prescribed pursuant to section 1502 of title 41 and the regulations implementing such section. Additional information regarding cost accounting standards can be found here.

Applicant must have an active Joint Certification Program (DD2345) certification to be considered for Membership. 


DD2345 Expiration Date*
Upload DD2345 Certification*
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Is Applicant a United States Company or Academic Institution? *
Is Applicant operating under Foreign Ownership, Control, or Influence (FOCI)? *

Please Note: A U.S. company is considered under FOCI whenever a foreign interest has the power, direct or indirect, whether or not exercised, and whether or not exercisable through the ownership of the U.S. company's securities, by contractual arrangements or other means, to direct or decide matters affecting the management or operations of that company in a manner which may result in unauthorized access to [export controlled information,] classified information or may adversely affect the performance of classified contracts. National Industrial Security Program Manual (DoD 5220.22-M, Para. 2-300a.). Per DoD 5220.22-M, National Industrial Security Program, a foreign-owned company must have an approved plan for negating or mitigating the risk of foreign ownership, control or influence from the Defense Counterintelligence and Security Agency (DCSA).

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Attachment A-

Export Compliance Acknowledgement Form

(to be completed by applicants operating under FOCI without DCSA-approved mitigation instrument)

  1. I understand that, as a member of the National Spectrum Consortium (NSC), my organization may be granted access to information that may be subject to one or more export control laws and regulations of the U.S. Government and that the information may fall under the control/ jurisdiction of either the Department of State or the Department of Commerce.  This may occur through information made available through the NSC Members-Only Site and/or NSC or Government-sponsored events.
  2. I understand that it is unlawful to export, or attempt to export or otherwise transfer or sell any hardware or technical data or furnish any service to any foreign person, whether abroad or in the United States (U.S.), for which a license or written approval of the U.S. Government is required, without first obtaining the required license or written approval from the department of the U.S. Government having jurisdiction.
  3. I understand that, in the ITAR (§ 120.16), a foreign person means any natural person who is not a lawful permanent resident as defined by 8 U.S.C.1101(a)(20) or who is not a protected individual as defined by 8 U.S.C. 1324b(a)(3). It also means any foreign corporation, business association, partnership, trust, society or any other entity or group that is not incorporated or organized to do business in the U.S., as well as international organizations, foreign governments and any agency or subdivision of foreign governments.
  4. I understand that my organization is responsible for compliance with any and all U.S. Government export controls and regulations and that, if my organization violates them, it could result upon conviction in severe criminal and civil penalties (including substantial fines, imprisonment, seizure of controlled products and technical data, and/or suspension/removal of export privileges) for my organization and/or individuals from my organization.
  5. I further understand that sale or transfer of products or technical data to individuals, entities and countries named in the lists referenced in the Lists of Prohibited Individuals, Entities and Countries are strictly prohibited. 

Applicant acknowledges that it has read and understands its export compliance responsibilities, to which the applicant agrees to meet its obligation, in its entirety, and is undertaking and has caused this Acknowledgment Form to be signed by its duly authorized representative on the date set forth below:

Authorized Representative Name*
Date*
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The Primary POC is the individual within the applicant’s organization responsible for NSC correspondence.

Primary Contact Name*
The Financial Contact will be included on correspondence related to dues or other payment issues.
Financial Contact Name*
Do we have your permission to include your company's POC on the public website?*
Do we have your permission to include your company's location on the public website? *

Please Select all Specialties and Interests that Relate to Your Organization

The information provided below will be used to: 1) record your organization’s in‐house research and development capabilities relevant to spectrum technology and 2) to upload to the National Spectrum Consortium Members‐Only website as a resource to facilitate teaming opportunities among the membership.

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Do we have your permission to include your company's specialties and interests on the public website?*
Do we have permission to use your company's logo on the public website?*
Upload Company Logo Here*
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The undersigned as an authorized representative of the Applicant: (a) acknowledges that it has read and understands this application; (b) acknowledges receipt of a copy of the Collaboration Agreement of NSC and agrees to be bound by all of its terms upon acceptance of its application by NSC; (c) acknowledges receipt of a copy of the Bylaws of NSC, Inc. and agrees to be bound by all of its terms upon acceptance of its application by NSC, Inc. and (d) agrees to execute and deliver such other documents as either NSC or NSC, Inc. may reasonably request in connection with this application.

NSC, Inc. Bylaws


Signed AOC*
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Applicant acknowledges that it has read and understands this Agreement, the application form and the Articles of Collaboration, to which the applicant agrees to meet its obligation, in its entirety, and is undertaking and has caused this Membership Agreement and Application to be signed by its duly authorized representative on the date set forth below:

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Name*
Date*

Direct any questions to:

The National Spectrum Consortium

spectrum.consortium@ati.org

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