ARTICLE I
PURPOSE
This Agreement between the Taipei Economic and Cultural
Representative Office in the United States (TECRO) and the
American Institute in Taiwan (AIT) (hereinafter referred to as
the “ Parties ” )sets forth the terms and conditions under
which AIT, through its designated representative, the
Transportation Security Administration of the United States
Department of Homeland Security (TSA), will facilitate the
transfer of two(2) breeding units per dog for six(6) dogs, for a
total of twelve (12) breeding units, of frozen canine semen
(Biological Materials) to TECRO for the purpose of providing
assistance related to the canine breeding program of TECRO ’ s
designated representative, Taiwan Customs (TC).

ARTICLE II
TRANSFER OF BIOLOGICAL MATERIALS
A. TSA, acting as the designated representative of AIT, will
provide to TC, the designated representative of TECRO, the
Biological Materials, collected and transported consistent
with the “ Quarantine Requirements for the Importation of
Frozen Canine Semen ” promulgated by the Taiwan Council of
Agriculture on March 14, 2007, attached as Appendix A hereto.
It is anticipated that the Biological Materials will arrive
at the final destination by November 15, 2014.
B. Should additional services be required, the date, duration,
scope, and estimated cost of such services shall be agreed by
AIT and TECRO in a written amendment to this Agreement.

ARTICLE III
PAYMENT
A. TSA, acting as the designated representative of AIT, shall
pay all shipping, storage, export and import costs, fees and
expenses in connection with the transfer of the Biological
Materials to TC, which costs, fees and expenses shall be
specified in an invoice to be provided by AIT to TECRO.
B. Not later than thirty (30) days following receipt of the
invoice, TC, acting as the designated representative of
TECRO, will reimburse TSA in full for the actual costs
specified therein. Such reimbursement shall be made in U.S.
dollars either by check or electronic funds transfer.

ARTICLE IV
USE RESTRICTIONS
A. The Parties, on behalf of their designated representatives,
agree that the Biological Materials will be used solely for
the purpose of breeding canines under the TC Detector Dog
Breeding and Training Program, including research related
thereto, at TC facilities by TC employees or others working
under the direct supervision of TC employees.
B. The Parties, on behalf of their designated representatives,
agree that the Biological Materials will not be sold or
otherwise transferred, in whole or in part, to any person or
entity outside of TC without the prior written consent of AIT
on behalf of its designated representative TSA.
C. The Parties, on behalf of their designated representatives,
agree that canine progeny derived from the Biological
Materials will be used solely for bona fide purpose of the
authorities represented by TECRO and will not be sold,
leased, licensed or otherwise transferred to a for-profit
organization.

ARTICLE V
INTELLECTUAL PROPERTY
A. For purposes of this Agreement, “ Intellectual Property ”
means the subject matter listed in Article 2 of the
Convention Establishing the World Intellectual Property
Organization, done at Stockholm, July 14, 1967 and may
include other subject matter as agreed by the Parties.
B. The Parties acknowledge and agree that any Intellectual
Property rights that may exist in the Biological Materials
are the sole and exclusive property of TSA, that the transfer
of the Biological Materials contemplated in the Agreement
does not transfer ownership, title, or interest, of any
Intellectual Property rights and that no sublicenses or other
rights therein are provided to TECRO or its designated
representative TC by this Agreement.
C. Any disagreement or dispute arising under this Article V
shall be resolved through discussions between the Parties
through their designated representatives.

ARTICLE VI
NO WARRANTY
The Parties acknowledge and agree that neither AIT nor its
designated representative TSA makes any representations and
extends any warranties of any kind, either express or implied,
and that there are no express or implied warranties of
merchantability or fitness for a particular purpose.

ARTICLE VII
CONTACT INFORMATION
A. The designated AIT office for the coordination and management
of this Agreement, and to which all requests for services
under this Agreement should be addressed, is:
American Institute in Taiwan
Managing Director
1700 N. Moore Street, Suite 1700
Arlington, VA 22209
B. The designated TECRO office for the coordination and
management of this Agreement, and to which all requests for
services under this Agreement should be addressed, is:
Taipei Economic and Cultural
Representative Office in the
United States
Deputy Representative
4201 Wisconsin Ave NW,
Washington, DC 20016

ARTICLE VIII
ENTRY INTO FORCE AND TERMINATION
A. This Agreement will enter into force on the date of the last
signature.
B. This Agreement may be terminated at any time by mutual
consent of the Parties, or by either Party upon sixty (60)
days ’ notice in writing to the other Party. The obligations
of the Parties under Articles IIIB., IV, and V of this
Agreement shall survive its termination.


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


Eleanor Wang Joseph R. Donovan Jr.

TITLE: TITLE:
Deputy Representative Managing Director
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DATE: DATE:

Sept 11, 2014 Mar 12, 2014
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PLACE: PLACE:

Washington, D.C Washington, D.C
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