AGREEMENT BETWEEN THE TAIPEI ECONOMIC AND CULTURAL REPRESENTATI-
VE OFFICE IN THE UNITED STATES AND THE AMERICAN INSTITUTE IN TA-
IWAN RELATING TO PARTICIPATION IN THE USNRC PROGRAM OF THERMAL-
HYDRAULIC CODE APPLICATIONS AND MAINTENANCE RESEARCH
WHEREAS subject to the availability of personnel, material, and
appropriated funds, the American Institute in Taiwan (hereinaft-
er referred to as "AIT"), through its designated representative,
U.S. Nuclear Regulatory Commission (hereinafter referred to as "
USNRC"), is carrying out research programs on thermal-hydraulic
code applications and maintenance;
WHEREAS the Taipei Economic and Cultural Representative Office
in the United States (hereinafter referred to as "TECRO") has an
interest in access to information which has been developed and
continues to arise from this program and wishes to collaborate
with AIT.
Considering that the AIT and the TECRO, hereinafter referred to
as the Parties:
1.Have a mutual interest in continuing the cooperation in the
field of reactor and plant systems research with the objective
of improving and thus ensuring the safety of civilian nuclear
reactors internationally;
2.Have a mutual objective of reciprocity in the exchange of tec-
hnical information;
3.Have cooperated, since June 30, 1994, in the thermal-hydraulic
code applications and maintenance program (i.e., CAMP) under
an agreement between AIT and TECRO, which expired on August 31
, 2000, and have a mutual interest in renewing this cooperati-
on;
They have therefore AGREED as follows:
ARTICLE I - PROGRAM COOPERATION
The Parties, in accordance with the provisions of this Agreement
and subject to applicable laws and regulations in force in the
territories they represent, will join together and renew the co-
operative thermal-hydraulic Code Applications and Maintenance
Program (CAMP) research sponsored by the Parties.
ARTICLE II - FORMS OF COOPERATION
Cooperation between the Parties through their designated repres-
entatives may take the following forms:
A.The exchange of information in the form of technical reports,
experimental data, correspondence, newsletters, visits, joint
meetings, and such other means as the Parties agree.
B.The temporary assignment of personnel of the designated repre-
sentative of one Party or the designated representative's con-
tractors to the laboratory or facility owned by the designated
representative of the other Party or in which the designated
representative of the other Party sponsors research. Each ass-
ignment will be considered on a case-by-case basis and will
generally require a separate agreement between the Parties.
C.The execution of joint programs and projects, including those
involving a division of activities between the designated rep-
resentatives of the Parties. Each joint program and project
will be considered on a case-by-case basis and may be the sub-
ject of a separate agreement, if determined to be necessary by
either of the Parties to this Agreement or their designated
representatives. Otherwise, it will be accomplished by an ex-
change of letters between the designated representatives of
the Parties, subject at least to the terms and conditions of
the present Agreement.
D.The use by the designated representative of one Party of faci-
lities that are owned by or in which research is being sponso-
red by the designated representatives of the other Party. Use
of these facilities may be subject to commercial terms and co-
nditions.
E.If a Party or its designated representative wishes to visit,
assign personnel, or use the facilities owned or operated by
entities other than the Parties to this Agreement or their de-
signated representatives, the Parties recognize that the appr-
oval of such entities will in general be required by the Rece-
iving Party or its designated representative.
F.Any other form agreed between the Parties.
ARTICLE III - SCOPE OF AGREEMENT
A.Program Objectives:
1.Share experience on code errors and inadequacies and cooper-
ate in resolving the deficiencies and maintaining a single,
internationally recognized code version. Software quality
assurance procedures will be followed and code configuration
control will be maintained. Standard programming language
will be applied and code portability will be maintained.
2.Share user experience on code scalability, applicability,
and uncertainty studies.
3.Share a well-documented code assessment data base.
4.Share experience on full scale power plant safety-related
analyses performed using the code. This includes analyses
of operating reactors, advanced light water reactors, trans-
ients, risk-dominant sequences including the front-end of
severe accident sequences, and accident management and oper-
ator procedures-related studies.
5.Maintain and improve user expertise and documented user gui-
delines for applying the code.
B.AIT Scope of Responsibility
Subject to the availability of appropriated funds, the AIT's
designated representative will provide over the duration of
this Agreement the following specified goods and services:
1.Coordination and Program Management. The Thermal-Hydraulic
Code Applications and Maintenance Program (CAMP) will be co-
ordinated by the AIT's designated representative. Program
information will be documented and circulated via newslette-
rs and NUREG/IA documents. A Technical Program Committee (
TPC), comprised of representatives from the Parties, will
meet regularly to report on code errors and modeling defici-
encies, and recommend and assign rankings to code correction
and improvement needs, including approaches to resolution.
Error corrections and model improvements will be made within
the limits of available resources allocated for each code,
taking into account a priority list recommended by the TPC.
The TPC will also exchange information on applications and
assessment results. TPC meetings will be held twice per ye-
ar, once in the U.S. and once abroad.
2.Reactor Systems Simulation Codes. RELAP5/MOD3 and TRACE wi-
ll be maintained. Code updates will be available in source
form on machine-readable media. Complete available document-
ation will be maintained consisting of: code manuals, models
and correlations document, developmental assessment document
, user guidelines document, and independent assessment docu-
ments. Code configuration control will be maintained to pr-
ovide an internationally recognized code version.
3.The AIT's designated representative will provide to TECRO's
designated representative the TRACE code, including the PAR-
CS code. The AIT's designated representative will also prov-
ide subsequent updates of the code and associated documenta-
tion that are released during the Agreement period.
4.The AIT's designated representative will provide to TECRO's
designated representative the RELAP5/MOD3 code and associat-
ed documentation. The AIT's designated representative will
also provide subsequent updates of the code and associated
documentation that are released during the Agreement period.
5.Symbolic Nuclear Analysis Package (SNAP). SNAP is a graphi-
cal user interface and provides a computational environment
currently with pre-processor capabilities that assist the
user in the development of RELAP5 and TRACE input decks and
in running the code. SNAP will be provided. Subsequent upd-
ates of SNAP and associated documentation that are released
during the Agreement period will also be provided.
C.TECRO Scope of Responsibility
1.Cash contribution for Code Maintenance and Improvements.
At the time this Agreement is signed, TECRO will contribu-
te $35,000.00 U.S. dollars per year, through AIT, to the
CAMP Program for the duration of this Agreement. TECRO's
designated representative will also receive the subsequent
updates of the code and documentation which are issued du-
ring the Agreement period.
2.In-Kind Contribution. TECRO's designated representative
shall submit to the designated representative of AIT two
code assessment reports (except for 2005 when only one co-
de assessment report will be provided) or other work prod-
ucts of equivalent value. The assessment reports shall co-
ntain assessment information on the NRC codes that are re-
leased through this Agreement. The content of assessment
reports is defined in NUREG-1271. AIT's designated repres-
entative, the USNRC, will have the nonexclusive right to
publish these assessment reports containing nonproprietary
information as NUREG/IA reports with proper reference to
the source of the reports.
D.Code Applications Analyses to be Exchanged by the Parties
1.Code Scaling Applicability and Uncertainty Evaluations.
An example of such studies was documented in NUREG/CR-5249
.
2.Issue Resolution. Issues may arise requiring that informa-
tion be developed to determine whether a particular probl-
em exists. Examples include pressurized thermal shock, in-
terfacing systems LOCA, and long term cooling following a
LOCA. Non-proprietary safety issue analyses performed us-
ing the codes specified in Section B.2. of Article III wi-
ll be exchanged.
ARTICLE IV - ADMINISTRATION OF THE AGREEMENT
A.The Parties will each designate one individual to coordinate
and determine the detailed implementation of this Agreement.
These individuals may, at their discretion, delegate this res-
ponsibility to an appropriate individual with respect to a gi-
ven issue. The single designated individual will be referred
to as the Administrator of this Agreement.
B.The Agreement restricts dissemination of proprietary and other
confidential or privileged information.
C.The Parties, through their designated representatives, will
endeavor to select technical personnel for assignment in the
program who can contribute positively to the program. Technic-
al personnel assigned to the program will be considered visit-
ing scientists (nonsalaried) within the program and will be
expected to participate in the conduct of the analyses and ex-
periments of the program as mutually agreed.
D.Each Party to this Agreement and its designated representativ-
es will have access to all non-proprietary reports written by
the technical personnel of the other Party's designated repre-
sentative assigned to the respective programs that derive from
the first Party's participation in those programs carried out
under this Agreement.
E.Administrative details concerning questions such as security,
indemnity, and liability related to the assignees or trainees
will be addressed in personnel assignment agreements between
the respective Parties.
F.Travel costs, living expenses and salaries of visiting techni-
cal personnel or personnel participating in program review me-
etings shall be borne by their respective organizations.
ARTICLE V - EXCHANGE AND USE OF INFORMATION AND INTELLECTUAL
PROPERTY
A.General
The Parties support the widest possible dissemination of info-
rmation provided or exchanged under this Agreement, subject
both to the need to protect proprietary or other confidential
or privileged information as may be exchanged hereunder, and
to the provisions of the Intellectual Property Annex, which is
an integral part of this Agreement.
B.Definitions (As used in this Agreement)
1.The term "information" means nuclear energy-related regulat-
ory, safety, safeguards, waste management, scientific, or
technical data, including information on results or methods
of assessment, research, and any other knowledge intended to
be provided or exchanged under this Agreement.
2.The term "proprietary information" means information created
or made available under this Agreement which contains trade
secrets or other privileged or confidential commercial info-
rmation (such that the person having the information may de-
rive an economic benefit from it or may have a competitive
advantage over those who do not have it), and may only incl-
ude information which:
a.has been held in confidence by its owner;
b.is of a type which is customarily held in confidence by
its owner;
c.has not been transmitted by the owner to other entities (
including the receiving Party or its designated represent-
ative) except on the basis that it be held in confidence;
d.is not otherwise available to the receiving Party, or its
designated representative, from another source without re-
striction on its further dissemination; and
e.is not already in the possession of the receiving Party or
its designated representative.
3.The term "other confidential or privileged information" mea-
ns information, other than "proprietary information," which
has been transmitted and received in confidence and which is
protected from public disclosure under the laws and regulat-
ions of the territory represented by the Party providing the
information.
C.Marking Procedures for Documentary Proprietary Information
A Party receiving documentary proprietary information pursuant
to this Agreement will respect the privileged nature thereof,
provided such proprietary information is clearly marked with
the following (or substantially similar) restrictive legend:
"This document contains proprietary information furnished in
confidence under an Agreement dated between the American Inst-
itute in Taiwan (AIT) and the Taipei Economic and Cultural Re-
presentative Office (TECRO) and will not be disseminated outs-
ide these organizations, their designated representatives, co-
nsultants, contractors, and licensees, and concerned departme-
nts and agencies of the authorities in the territories repres-
ented by the AIT and TECRO without the prior approval of (name
of transmitting Party). This notice will be marked on any re-
production 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 Agreement without the consent of
the transmitting Party.
D.Dissemination of Documentary Proprietary Information
1.In general, proprietary information received under this Agr-
eement may be freely disseminated by the receiving Party wi-
thout prior consent to persons within or employed by the re-
ceiving Party, and to concerned authorities in the territory
represented by the receiving Party.
2.In addition, proprietary information may be disseminated wi-
thout prior consent:
a.to prime or subcontractors or consultants of the receiving
Party, or its designated representative, located within
the geographical limits of the territory represented by
that Party for use only within the scope of work of their
contracts with the receiving Party in work relating to the
subject matter of the proprietary information;
b.to domestic organizations permitted or licensed by the au-
thorities of the territory represented by the receiving
Party to construct or operate nuclear production or utili-
zation facilities, or to use nuclear materials and radiat-
ion sources, provided that such proprietary information is
used only within the terms of the permit or license; and
c.to domestic contractors of organizations identified in D.2
.b., above, for use only in work within the scope of the
permit or license granted to such organizations;
Provided that any dissemination of proprietary information
under D.2.a., b., and c., above, will be on an as-needed,
case-by-case basis, will be pursuant to an agreement of
confidentiality, and will be marked with a restrictive le-
gend substantially similar to that appearing in Article V.
C., above.
3.With the prior written consent of the Party furnishing prop-
rietary information under this Agreement, the receiving Par-
ty may disseminate such proprietary information more widely
than otherwise permitted in subsections 1. and 2. The Parti-
es will cooperate in developing procedures for requesting
and obtaining approval for such wider dissemination, and ea-
ch Party will grant such approval to the extent permitted by
its policies, regulations, and laws.
E.Marking Procedures for Other Confidential or PrivilegedInform-
ation of a Documentary Nature
A Party receiving under this Agreement 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:
1.that the information is protected from public disclosure by
the authorities of the territory represented by the transmi-
tting Party or its designated representative and
2.that the information is transmitted under the condition that
it be maintained in confidence.
F.Dissemination of Other Confidential or Privileged Information
of a Documentary Nature
Other confidential or privileged information may be dissemina-
ted in the same manner as that set forth in paragraph D., Dis-
semination of Documentary Proprietary Information
G.Non-Documentary Proprietary or Other Confidential or Privileg-
ed Information
Non-documentary proprietary or other confidential or privileg-
ed information provided in seminars and other meetings arrang-
ed under this Agreement, or information arising from the atta-
chments of staff, use of facilities, or joint projects, will
be treated by the Parties or their designated representatives
according to the principles specified for documentary informa-
tion in this Agreement; provided, however, that the Party, or
designated representative, communicating such proprietary or
other confidential or privileged information has placed the
recipient on notice as to the character of the information co-
mmunicated.
H.Consultation
If, for any reason, one of the Parties or their designated re-
presentatives becomes aware that it will be, or may reasonably
be expected to become, unable to meet the non-dissemination
provisions of this Agreement, it will immediately inform the
other Party or its designated representative. The Parties wi-
ll thereafter consult to define an appropriate course of acti-
on.
I.Other
1.Nothing contained in this Agreement shall preclude a Party
or its designated representative from using or disseminating
information received without restriction by a Party or its
designated representative from sources outside of this Agre-
ement.
2.All computer codes of the designated representative of AIT
disseminated under this Agreement are to be considered priv-
ileged information unless otherwise noted, are protected as
such by the designated representative of AIT, and shall be
treated likewise by TECRO and its designated representative.
They are, in particular, subject to all of the provisions of
this Article with the exception that they need not be marked
with the restrictive designation. The codes are subject to
this protection in both object and source forms and as reco-
rded in any media.
3.The computer codes of AIT's designated representative and
other related analytical techniques covered under this Agre-
ement, and any improvements, modifications or updates to su-
ch codes or techniques are for the purpose of reactor and
plant systems research and licensing and shall not be used
for commercial purposes, or for other benefits not related
to the study of reactor safety without the prior consent of
AIT's designated representative.
Among the code uses that will be permitted under the CAMP
agreements are those related to research in the reactor saf-
ety area and analyses performed by CAMP members or their co-
ntractors that can assist regulators and plant personnel in
assessing the safe- ty of the plant, analyzing operating ev-
ents, and training of operators. Specific examples of perm-
itted analyses include: design basis accidents (e.g., loss-
of-coolant-accidents), anticipated transients, accident man-
agement and emergency operating procedures, mid-loop operat-
ion, analyses to support PRA success criteria, power upgrad-
es and reload.
Prohibited uses of the code include: (1) analyses to develop
a new reactor design; and (2) analyses to support power upg-
rades and reload in the territory represented by AIT, unless
performed by a designated representative of AIT.
4.The codes provided by the designated representative of AIT
and other related analytical techniques shall not be advert-
ised directly or by implication to obtain contracts related
to the construction or servicing of nuclear facilities, nor
shall advertising imply that the AIT's designated represent-
ative has endorsed any particular analyses or techniques.
5.All reports published within the scope of this Agreement and
all meetings held shall be in English.
ARTICLE VI - DISPUTES AND WARRANTY OF INFORMATION
A.All costs arising from implementation of this Agreement shall
be borne by the designated representatives of the Party that
incurs them except when specifically agreed to otherwise. It
is understood that the ability of the Parties designated repr-
esentatives to carry out their obligations is subject to the
availability of funds. It is also understood that the terms
herein agreed to represent feasible commitments according to
the best understanding regarding resources and costs of the
Parties designated representatives at the time of signature.
B.Cooperation under this Agreement shall be in accordance with
the laws and regulations of the territories of the Parties.
Any dispute between the Parties concerning the Parties' inter-
pretation or application of the Agreement shall be settled by
mutual agreement.
C.Information furnished by one Party or its designated represen-
tative to the other under this Agreement shall be accurate to
the best knowledge and belief of the Party or its designated
representative supplying the information. However, the applic-
ation or use of any information exchanged or transferred betw-
een the Parties or their designated representatives under this
Agreement shall be the responsibility of the Party or their
designated representative receiving the information, and the
Transmitting Party or their designated representative does not
warrant the suitability of the information for any particular
use or application.
D.AIT and its designated representative make no warranties what-
soever for the ability or suitability of any AIT's designated
representative's code or other analytical technique to perform
in any particular manner for any particular purpose, or to ac-
complish any particular task. AIT and its designated represe-
ntative accept no liability for damages of any type that may
result from the use of its codes or other analytical techniqu-
es provided under this Agreement.
ARTICLE VII - FINAL PROVISIONS
A.This Agreement shall be effective upon signature of both Part-
ies and remain in force for five years. This Agreement may be
extended for an additional period of time, upon mutual agreem-
ent of the Parties.
B.The Parties enter into this Agreement with the understanding
that reasonable allowances for normal delays will be made in
completing the work. The Parties and their designated repres-
entatives have the right to utilize information provided under
this Agreement after its termination; however, all information
protected by provisions of this Agreement as proprietary, con-
fidential, privileged, or otherwise subject to restriction on
disclosure shall remain so protected indefinitely unless mutu-
ally agreed otherwise in writing.
C.A Party may terminate this Agreement after providing the other
Party written notice of its intent to terminate at least 180
days in advance. The Party not terminating will notify the
terminating Party before the effective date of termination if
termination will result in the terminating Party receiving a
disproportionate share of the expected benefit from this Agre-
ement. Both Parties will endeavor to reach an equitable sett-
lement of the matter through negotiation.
D.The Parties to this Agreement reserve the right to modify or
extend the specific activities described in Article III within
the intended scope of the Agreement upon written concurrence
of their Administrators.
E.If the portion of the research program of any Party that is
pertinent to this Agreement is substantially reduced or elimi-
nated, the technical scope described in Article III may be ad-
justed to substitute research of equivalent programmatic inte-
rest upon mutual agreement of the Parties.
IN WITNESS WHEREOF, the undersigned, being duly authorized, have
signed this Agreement. DONE in duplicate at Ｗashington DC, this
13th day of December, 2004, in the English language.
FOR THE TAIPEI ECONOMIC AND FOR THE AMERICAN INSTITUTE IN
CULTURAL REPRESENTATIVE OFFICE TAIWAN
IN THE UNITED STATES
─────────────── ───────────────
BY: BY:
NAME: NAME:
Jaw-Ling J. Chang Barbara J. Schrage
(PRINT) (PRINT)
TITLE:Deputy Representative TITLE: Managing Dirertor ad
interim
DATE:12/13/2004 DATE:12/13/2004
PLACE:Washington D.C. PLACE: Washington D.C.
INTELLECTUAL PROPERTY RIGHTS ANNEX
Pursuant to Article V of this Agreement:
AIT and TECRO and their designated representatives shall ensure
adequate and effective protection of intellectual property crea-
ted or furnished under this Agreement and relevant implementing
arrangements. The designated representatives of AIT and TECRO
shall notify one another in a timely fashion of any inventions
or copyrighted works arising under this Agreement and seek prot-
ection for such intellectual property in a timely fashion. Righ-
ts to such intellectual property shall be allocated as provided
in this Annex.
I.SCOPE
A.This Annex is applicable to all cooperative activities unde-
rtaken pursuant to this Agreement, except as otherwise spec-
ifically agreed by AIT and TECRO or their designated repres-
entatives.
B.For purposes of this Agreement, "intellectual property" sha-
ll have the meaning found in Article 2 of the Convention Es-
tablishing the World Intellectual Property Organization, do-
ne at Stockholm, July 14, 1967; viz., "'intellectual proper-
ty' shall include the rights relating to:
- literary, artistic and scientific works,
- performances of artists, phonograms, and broadcasts,
- inventions in all fields of human endeavor,
- scientific discoveries,
- industrial designs,
- trademarks, service marks, and commercial names and desig-
nations,
- protection against unfair competition, and all other righ-
ts resulting from intellectual activity in the industrial,
scientific, literary or artistic fields.
C.This Annex addresses the allocation of rights, interests,
and royalties between AIT and TECRO and their designated re-
presentatives. Acting through their designated representat-
ives, AIT and TECRO and their designated representatives sh-
all ensure that the other Party can obtain rights to intell-
ectual property allocated in accordance with the Annex by
obtaining those rights from its own participants through co-
ntracts or other legal means, if necessary. This Annex does
not otherwise alter or prejudice the allocation between:
- AIT and citizens of the territory represented by AIT which
shall be determined by the laws and practices applicable
in that territory or
- TECRO and nationals of the territory represented by TECRO
which shall be determined by laws and practices applicable
in that territory.
D.Disputes concerning intellectual property arising under this
Agreement should be resolved through discussions between AIT
and TECRO and their designees. Upon mutual agreement of AIT
and TECRO, a dispute shall be submitted to an arbitral trib-
unal for binding arbitration in accordance with the applica-
ble rules of international law. Unless AIT and TECRO or th-
eir designees agree otherwise in writing, the arbitration
rules of the United Nations Commission on International Tra-
de Law (UNCITRAL) shall govern.
E.Termination or expiration of this Agreement shall not affect
rights or obligations under this Annex.
II.ALLOCATION OF RIGHTS
A.The designated representatives of AIT and TECRO shall be
entitled to a non-exclusive, irrevocable, royalty-free lic-
ense in all countries and other territories to translate,
reproduce, and publicly distribute scientific and technical
journal articles, reports, and books directly arising from
cooperation under this Agreement. All publicly distributed
copies of copyrighted work prepared under this provision
shall indicate the names of the authors of the work unless
an author explicitly declines to be named.
B.Rights to all forms of intellectual property, other than
those rights described in Section II.A. above, shall be al-
located as follows:
1.Visiting researchers, for example, scientists visiting
primarily in furtherance of their education, shall recei-
ve intellectual property rights under the policies of the
host institution. In addition, each visiting researcher
named as an inventor shall be entitled to share in a por-
tion of any royalties earned by the host institution from
the licensing of such intellectual property.
2.
(a) For intellectual property created during joint research
, for example, when the designated representatives of
AIT and TECRO, participating institutions, or particip-
ating personnel have agreed in advance on the scope of
work, the designated representatives of AIT and TECRO
shall be entitled to obtain all rights and interests in
the territory they represent. For inventions made in
the territory represented by AIT, AIT's designated rep-
resentative shall have first option to acquire all rig-
hts and interests in territories not represented by AIT
or TECRO. For inventions made in the territory represe-
nted by TECRO, TECRO's designated representative shall
have first option to acquire all rights and interests
in territories not represented by TECRO or AIT. If res-
earch is not designated as "joint research," rights to
intellectual property arising from the research will be
allocated in accordance with paragraph II.B.1. In add-
ition, each person named as an inventor shall be entit-
led to share in a portion of any royalties earned by
either institution from the licensing of the property.
(b) Notwithstanding paragraph II.B.2.(a), if a type of int-
ellectual property is available under the laws of the
territory represented by AIT but not under the laws and
practices applicable in the territory represented by
TECRO, the designated representative of AIT shall be
entitled to all rights and interests worldwide. Notwit-
hstanding paragraph II.B.2.(a), if a type of intellect-
ual property is available under the laws and practices
applicable in the territory represented by TECRO but
not under the laws of the territory represented by AIT,
the designated representative of TECRO shall be entitl-
ed to all rights and interests worldwide. Persons named
as inventors of the property shall nonetheless be enti-
tled to royalties as provided in paragraph II.B.2.(a).