WHEREAS, the Taipei Economic and Cultural Representative Office
in the United States (TECRO) and the American Institute in Taiw-
an (AIT) signed an Agreement for Technical Cooperation Associa-
ted with Development, Launch and Oporation of a Constellation O-
bserving System for Meteorology, Ionosphere and Climate (COSMIC)
, dated 30 June 1999 (the Agreement), which provides a framework
through which AIT, through its designated representative, UCAR,
can provide technical expertise, training, and scientific excha-
nge activities to TECRO, through its designated representative,
NSPO, in areas of mutual interest in the development, launch and
operation of a demonstration constellation of small stellites f-
or atmospheric sensing, with a goal to provide golbal atmospher-
ic data sets for scientific research, education and demonstrati-
on of operational capablility; and

WHEREAS, Implementing Arrangement No.1, which describes the coo-
perative activities to be undertaken by TECRO's designated repr-
esentative, NSPO, and AIT's designated representative, UCAR, to
secure a Minotaur launch (Launch) for the COSMIC Prgram from
the Rocket Systems Launch Program (RSLP) of the United States A-
ir Force (USAF), together with the relevant launch services, was
subsequently executed between the parties.

NOW, THEREFORE, the parties hereto agree to amend the Implement-
ing Arrangement No.1 as follows:

In Article 4, The Launch, delete paragraphs 4.1 through 4.5 in
their entirety and subsitute the following their place:
" 4.1 The Launch Period shall be the three-month period commen-
cing from the 43rd month to the 46th month from the Work
Starting Date under the ROCSAT-3/COSMIC Spacecraft Contr-
act. By March 2004, TECRO's designated representative, N-
SPO, shall notify AIT's designated representative, UCAR,
in writing, if NSPO elects to change the Launch Period f-
rom 43 months to 46 months from the Spacecraft WSD to 44
months to 47 months from the Spacecraft WSD. If NSPO mak-
es this election, then such change shall be made through
an amendment to the Implementing Agreement No.1 and shall
result in no change to NSPO's total funding contribution
as set forth in Article 6.1.
4.2 The Launch Slot within the Launch Period shall be daterm-
ined by mutual agreement of the Parties' designated repr-
esentatives no later than six (6) months prior to the fi-
rst day of the Launch Period, taking into account the av-
ailable Launch Opportunities.
4.3 The Launch Date (defined as the calendar day within the
Launch Period during which the Launch Window is open) sh-
all be datemined by mutual agreement of the parties' des-
ignated representatives no later than two (2) months pri-
or to the first day of the Launch Slot, taking into acco-
unt the available Launch Opportunities. Launch Opportuni-
ties ard defined as the opportunities available for a La-
unch within a Launch Period depoending on the availabili-
ty and scheduling of facilities at the Launch Site, and
meteorological and technical considerations. Launch is d-
efined as the ignition of the first-stage motor(s) of the
Launch Vehicle that has been integrated with the satelli-
te with the intention to complete the Launch Mission. The
Launch Mission is defined as the transport into the pres-
cribled orbit of the satellites by means of the designat-
ed Launch Vehicle from the surface of the earth.
4.4 INTENTIONALLY DELETED.
4.5 In the event the scheduled Launch Date is delayed after
it is determined pursuant to the procedure set forth abo-
ve, RSLP may have to incur additional costs. TECRO's des-
ignated representative, NSPO, shall bhe responsible for
any additional costs resulting from delays attributable
to NSPO or its contractors. AIT's designated representat-
ive, UCAR, shall be responsible for any additional costs
resulting from delays attributable to Ucar or RSLP. Each
designated representative, NSPO and UCAR, shall bear the
consequences of force majeure event(s) suffered by it. N-
otwithstanding the foregoing, launch postponements by RS-
LP of not more than 30 day total may extend the Launch D-
ate beyond the Launch Period of WSD+46 months without an
adjustment in the amount of NSPO's contribution as set f-
orth in Article 6.1 "
IN WITNESS WHEREOF, the parties have caused this Amendment No.1
to Implementing Arrangement No.1 to be executed by their duly a-
uthorized officers or representatives in two (2) originals, each
party shall hold one original. Thia Amendment shall enter into
force on the date of the last signature hereafter.

THE TAIPEI ECONOMIC AND THE AMERICAN INSTITUTE IN TAIWAN
CULTURAL REPRESENTATIVE
OFFICE IN THE UNITED STATES


By： By：

Name:Lyu shun Shen Name:Barbara J. Schragei

Title：Deputy Representative Title：Deputy Managing Director

Date：4/7/'03 Date：2/12/03