ARTICLE Ⅰ-SCOPE
This agreement between the Taipei Economic and Cultural Represe-
ntative Office in the United States (TECRO) and the American In-
stitute in Taiwan (AIT) provides a framework through which the
University Corporation for Atmospheric Research (UCAR), the des-
ignated representative of AIT, can provide technical expertise,
training, and scientific exchange activities on a reimbursable
basis to the Civil Aviation Administration (CAA) of Taiwan, the
designated representative of TECRO, in areas of mutual interest
in development of advanced weather prediction systems to foreca-
st phenomena that affect civil aviation.
ARTICLE Ⅱ-AUTHORIZATION
This Agreement is entered into pursuant to the Taiwan Relations
Act of April 10, 1979, Public Law 96-8 (22 USC 3301 et seq.).
ARTICLE Ⅲ-OBJECTIVES
The broad objective of this Agreement is to establish a framewo-
rk to allow UCAR, acting as the designee of AIT, to carry out r-
eimbursable technical and scientific cooperation with the CAA u-
nder a TECRO-AIT Agreement. The technical and scientific object-
ives of the cooperation are:
A.To establish an operational turn-key advanced aviation weather
system in the CAA to support aviation users on Taiwan.
B.To provide technical and scientific assistance in establishing
an advanced numerical modeling capability to support an advan-
ced aviation weather system within CAA.
C.To provide professional development and training of CAA weath-
er forecasters and users of aviation weather within the Taiwan
aviation community.
D.To provide general transfer of science and technology related
to aviation weather from AIT's designated representative, UCAR
, to TECRO's designated representative, CAA.
ARTICLE Ⅳ-COOPERATIVE ACTIVITIES
Specific cooperative activities will be determined after consul-
tations between TECRO and its designated representative, CAA, a-
nd AIT and its designated representative, UCAR.
A.The general activity to be conducted under this Agreement is
development of an Advanced Operational Aviation Weather System
(AOAWS). Major tasks include development of state-of-the-scie-
nce numerical models for CAA and CWB use, implementation of a-
dvanced atmospheric sensor systems, development of integrated
product-level decision algorithms, and development of differe-
nt levels of display systems for a variety of users.
B.Specific cooperative activities to be conducted under this Ag-
reement will be determined after consultation between TECRO a-
nd AIT, and will be included in Implementing Arrangements.
C.Each Implementing Arrangement shall specify the technical sco-
pe of the activities, management responsibilities, specific f-
unding arrangements, cost and schedule estimates, procedures
to be followed, details concerning warranty considerations, t-
reatment of intellectual property, liability and other approp-
riate matters.
D.All cooperative activities undertaken pursuant to specific Im-
plementing Arrangements under this Agreement shall be subject
to the respective and applicable laws, regulations, policies,
funding and administrative procedures under which TECRO and i-
ts designated representative, CAA, and AIT and its designated
representative, UCAR, operate.
ARTICLE Ⅴ-RESPONSIBILITIES OF TECRO
A.Pursuant to this Agreement, TECRO shall assist AIT in obtaini-
ng visas and other documents necessary for personnel of AIT's
designated representative, UCAR, who visit Taiwan under the a-
uspices of AIT in order to carry out this Agreement.
B.Pursuant to this Agreement, TECRO shall assist AIT in obtaini-
ng the necessary permits and authorizations for carrying out
the assistance specified in the Implementing Arrangements to
this Agreement, including access to facilities and areas under
the jurisdiction of TECRO's designated representative, CAA, by
personnel of AIT's designated representative, UCAR, who are on
Taiwan under the auspices of AIT.
C.TECRO shall, pursuant to this Agreement, assure that AIT and
its designated representative, UCAR, are held free and clear
of all customs duties and imposition charged by the authoriti-
es in the territory represented by TECRO. Neither AIT nor its
designated representative, UCAR, shall be required to pay any
duties or taxes in executing the terms and conditions of this
Agreement.
ARTICLE Ⅵ-RESPONSIBILITIES OF AIT
AIT shall carry out its responsibilities pursuant to this Agree-
ment with due diligence and efficiency.
A.AIT shall, through its designated representative, UCAR, keep
accurate and systematic accounts and records with respect to
the services provided pursuant to this Agreement in such form
and detail as is customary, and shall permit TECRO, or its de-
signated representative, CAA, to inspect same and make copies
thereof as may be reasonably requested.
B.AIT shall, through its designated representative, UCAR, furni-
sh to TECRO, or its designated representative, CAA, such info-
rmation related to the services AIT shall provide to TECRO pu-
rsuant to this Agreement as may be reasonably requested.
C.pon completion of specific services provided to TECRO by AIT
as delineated in the Implementing Arrangements to the Agreeme-
nt, AIT shall deliver to TECRO, or to its designated represen-
tative, CAA, hardware, software, technical reports, system do-
cumentation, calculations, comments, suggestions, and relevant
technical data compiled or prepared by AIT or its designated
representative, UCAR, in and under this Agreement. Specific d-
etails will be provided in the Implementing Arrangements to t-
he Agreement. As delineated in Implementing Arrangements to t-
his Agreement, such shall become the sole property of TECRO,
or its designated representative, CAA, pursuant to this Agree-
ment.
D.To the extent that funds are made available to AIT by TECRO,
AIT through its designated representative, UCAR, will make av-
ailable such personnel, equipment and facilities necessary to
carry out activities pursuant to this Agreement.
E.AIT, through its designated representative, UCAR, shall provi-
de suitably qualified personnel who are acceptable to TECRO a-
nd to TECRO'S designated representative, CAA. Personnel will
be selected on merit factors such as education, experience and
expertise.
F.AIT, through its designated representative, UCAR, shall provi-
de all technical and administrative support and other require-
ments as may be necessary to complement and supplement the se-
rvices of personnel of AIT'S designated representative, UCAR,
who are in Taiwan under the auspices of AIT.
ARTICLE Ⅶ-FINANCIAL ARRANGEMENTS
A.Activities under this Agreement are conducted on a fully reim-
bursable basis unless other arrangements are specified and mu-
tually agreed to in the Implementing Arrangements to the Agre-
ement.
B.TECRO shall pay all costs associated with services provided to
TECRO, or its designated representative, CAA under this agree-
ment.
C.AIT shall provide TECRO with documentation supporting requests
for reimbursement in accordance with standard financial regul-
ations and practice of AIT and its designated representative,
UCAR.
D.TECRO shall make necessary arrangements to reimburse AIT for
all actual costs incurred by AIT, or its designated represent-
ative, UCAR, as specified in each Implementing Arrangement in
association with this Agreement.
E.Pursuant to Article IV, each Implementing Arrangement shall s-
pecify funding and payment arrangements for activities covered
by the Implementing Arrangement and shall include an estimated
budget for at least the first year of activity.
ARTICLE Ⅷ-INTELLECTUAL PROPERTY CONSIDERATIONS
A.TECRO and its designated representative, CAA, and AIT and its
designated representative, UCAR, support the widest possible
dissemination of information provided, exchanged or arising u-
nder this Agreement, subject to the need to protect pre-exist-
ing proprietary information patent, and copyright restrictions
.
B.Details concerning intellectual property considerations and i-
nformation dissemination procedures will be specified in each
Implementing Arrangement to this Agreement.
C.Information transmitted by either party to this Agreement to
the other party shall be accurate to the best knowledge and b-
elief of the transmitting party, as delineated in the Impleme-
nting Arrangements to this Agreement.
ARTICLE Ⅸ-LIABILITY
TECRO agrees to hold harmless, defend, and indemnify the Univer-
sity Corporation for Atmospheric Research, Inc. (”UCAR”), its
directors, officers, employees, agents, representatives, AIT, a-
nd any division of the United States Government (the ”Indemnif-
ied Parties”), from and against any and all claims, costs, exp-
enses, or losses of any kind or description, including reasonab-
le attorney's fees incurred to enforce this agreement, if any,
that arise out of, or are in anyway related to advanced aviation
weather systems, specifically including, where permitted by law,
claims, costs, expenses, or losses, of any kind or description,
that are attributable to the sole negligence of the Indemnified
Parties. Further, this obligation shall survive termination of
this Agreement.
ARTICLE ×-EFFECTIVE DATE
This Agreement will become effective on the date of the last si-
gnature hereafter.
ARTICLE ×Ⅰ-AMENDMENT AND TERMINATION
This Agreement, and its Implementing Arrangements, may be amend-
ed by the mutual written agreement of TECRO and AIT.
This Agreement may be terminated by either party at any time by
notification to the other party in writing sixty (60) days in a-
dvance of the desired termination date. It is understood that an
attempt will be made to reach mutual agreement on the terminati-
on dates to allow orderly termination of activities and repatri-
ation of personnel, settlement with sub-tier suppliers, the det-
ermination of settlement costs, and the distribution of project
inventories and supplies.
ARTICLE XII-RESOLUTION OF DIFFICULTIES
TECRO and AIT shall consult, upon. request of either party or t-
heir designated representatives, regarding any matter related to
the terms of this Agreement, and shall endeavor jointly, in a s-
pirit of cooperation and mutual trust, to resolve any difficult-
ies or misunderstandings that may arise by informal means.
ARTICLE XIII-SURVIVING PROVISIONS
The provisions of Articles VIII and IX shall survive the expira-
tion of this Agreement.
ARTICLE XIV-FORCE MAJEURE
Any event of Force Majeure shall constitute an excusable delay.
Examples include, but are not limited to, embargo, quarantine,
war, public disorders, explosions, fire, earthquake or other ac-
ts of God, the suspension, cancellation or failure to receive n-
ecessary permissions, or any other condition beyond the control
of the parties affected. Such delays shall excuse the affected
party from performance during the period when prevented, not te-
rminate the Agreement, and require resumption of performance as
promptly as possible, using all best efforts to remove the cause
of non-performance.
FOR THE TAIPEI ECONOMIC AND FOR THE AMERICAN INSTITUTE
CULTURAL REPRESENTATIVE OFFICE IN TAIWAN
IN THE UNITED STATES
[Signed] [Signed]
Peter P.C. Cheng Barbara J. Schrage
2/13/98 2/10/98
Date Date