ARTICLE I-SEOPE
This Memorandum of Agreement between the Taipei Economic and
Cultural Representative Office in the United States (TECRO)and
the American Institute in Taiwan (AIT)(hereinafter, the “
Parties ” )provides a framework through which AIT, through its
designated representative, the Federal Aviation Administration
(FAA) of the U.S. Department of Transportation (DOT), can
provide certain aeronautical equipment and services to TECRO,
through its designated representative, the Civil Aeronautics
Administration(CAA), on a reimbursable basis.

ARTICLE II-AUTHORIZATION
AIT enters into this Agreement pursuant to the Taiwan Relations
Act of 1979, Public Law 96-8 (22 USC 3301et seq.).

ARTICLE III-OBJECTIVE
A. This Memorandum of Agreement, including its annexes
appendices (the “ Agreement ” ), establishes the terms and
conditions under which the AIT, through its designated
representative, the FAA, will arrange for technical
assistance to be provided to TECRO, through its designated
representative, the CAA, in support of the development,
modernization, operation, or maintenance of the civil
aviation infrastructure in the territory of the authorities
represented by TECRO. For this purpose, AIT shall, through
its designated representative, the FAA, and subject to the
availability of appropriated funds and necessary
resources,arrange for the provision of personnel, resources,
and related services to assist TECRO, through its designated
representative, the CAA, to the extent called for in the
annexes and appendices to this Agreement.
B. AIT ’ S ability to arrange the full scope of technical
assistance provided for under this Agreement, through its
designated representative, the FAA, depends on the use of
systems and equipment in the territory of the authorities
represented by TECRO that are similar to those used by the
FAA in the U.S. National Airspace System. To the extent that
other systems and equipment are used in the territory of the
authorities represented by TECRO, AIT through its designated
representative the FAA, may not be able to arrange for
support of those other systems and equipment under this
Agreement.

ARTICLE IV-IMPLEMENTATION
A. Specific technical assistance to be arranged by AIT ’ S
designated representative, the FAA, for TECRO ’ S designated
representative, the CAA, shall be delineated in annexes and
appendices to this Agreement. When signed by the duly
authorized representatives of the Parties, such annexes and
appendices shall become part of this Agreement. Such annexes
and appendices shall describe the technical assistance to be
provided by AIT ’ S designated representative, the FAA, the
personnel and other resources required to accomplish the
tasks, the estimated costs, implementation plans, and
duration.
B. The designated office at AIT for the coordination and
management of this Agreement, and to which all requests for
services under this Agreement should be made, is:
Telephone: +1-703-525-8474
Facsimile: +1-703-841-1385

ARTICLE V-DESCRIPTION OF SERVICES
A. The technical assistance to be provided by AIT ’ S
designated representative, the FAA, at the request of TECRO
’ S designated representative, the CAA, may include, but is
not necessarily limited to, the following:
1. Providing technical and managerial expertise to assist in
the development, modernization, operation, and maintenance
of the civil aviation infrastructure, standards,
procedures, policies, training, and equipment in the
territory of the authorities represented by TECRO;
2. Providing training of TECRO-designated personnel in the
territory of the authorities represented by AIT, in the
territory of the authorities represented by TECRO, or in
such other location as may be specified in the applicable
annex or appendix;
3. Inspecting and calibrating equipment and air navigation
facilities in the territory of the authorities represented
by TECRO; and,
4. Providing resources, logistical support, software, and
equipment.
B. Technical assistance in these and other areas, as mutually
agreed to, may be accomplished by appropriate short- and
long-term in- county assignments or by other assistance
arranged by AIT ’ s designated representative, the FAA.
C. All activities performed on behalf of the Parties shall be
carried out in accordance with applicable domestic laws and
regulations, including those pertaining to export controls
and the control of classified information.

ARTICLE VI- HOST PARTY SUPPORT
The support by TECRO ’ s designated representative, the CAA,
necessary for accomplishing the technical assistance shall be
described in the appropriate annex or appendix to this
Agreement. If for any reason TECRO ’ s designated
representative, the CAA, is unable to provide fully the support
specified in each annex or appendix, AIT ’ s designated
representative, the FAA, shall arrange for the support and
charge the costs for such support to TECRO. TECRO shall pay all
such costs.

ARTICLE VII-FINANCIAL PROVISIONS
Each annex or appendix shall describe the specific financial
arrangements for the technical assistance to be provided.
However all financial arrangements shall be subject to the
following.
A. Prior to the performance of any services arranged by AIT ’ s
designated representative, the FAA, TECRO shall pay to AIT
the estimated cost of providing the services and an
administrative overhead charge in accordance with the
provisions set forth in this Agreement and its annexes and
appendices.
1. In the event that AIT does not receive the payment within
the time specified in the applicable annex or appendix, AIT
’ s designated representative, the FAA, shall
automatically terminate the technical assistance project
and forward a statement of account for the actual costs,
including an administrative overhead charge, incurred in
preparing to provide the technical assistance. TECRO shall
pay any such statement of account.
2. AIT may, in consultation with its designated
representative, the FAA, on a case-by – case basis, waive
the required prepayment. The details of any such waiver
shall be set forth in the appropriate annex or appendix. In
such cases, the AIT shall submit a statement of account to
TECRO for all costs incurred by AIT and AIT ’ s designated
representative, the FAA, including an administrative
overhead charge, in providing the services.
B. AIT may, in consultation with its designated representative,
the FAA, on a case-by-case basis:
1. Waive reimbursement by TECRO of all or a portion of the cost,
including the administrative overhead charge, of providing
services under the annexes and appendices to this Agreement.
The details of any such waiver shall be set forth in the
appropriate annex or appendix.
2. Accept payment from a third party in lieu of payment by TECRO
of all or a portion of the cost, including the administrative
overhead charge, of providing services under the annexes and
appendices to this Agreement. The details of any such
acceptance of payments shall be set forth in the appropriate
annex or appendix.
C. The AIT has assigned agreement number NAT-I-2305 to identify
this Agreement. This number and the billing number assigned
to each annex or appendix, if applicable, shall be referenced
in all correspondence and bills related to this Agreement.
D. Upon completion of the services, the AIT shall submit a
statement of account to TECRO detailing the actual cost of
providing the services, including an administrative overhead
charge. Each statement of account will be delivered to the
address specified in the respective annex or appendix.
1. If the statement of account shows that the actual cost of
providing the services is greater than the estimated cost
paid by TECRO, TECRO shall pay the balance due to the AIT.
2. If the statement of account shows that the actual cost of
providing the services is less than the estimated cost paid
by TECRO, the AIT shall either refund the difference to
TECRO, apply the difference to any unpaid balances owed by
TECRO under the Agreement, or hold the balance as a deposit
against any future work under this Agreement, as agreed to
by the Parties.
E. Payment of a balance due must be received by the AIT within
sixty (60) days after the date the AIT issues a statement of
account. In the event that payment is not received by the AIT
within such time, the AIT shall assess late payment
charges-i.e., interest, penalties, and administrative
handling charges. The AIT shall assess additional late
payment charges for each additional thirty (30) day period,
or portion there of, during which payment is not received.
TECRO shall pay such late charges.
F. All payments shall be made in U.S. dollars and may be made
either by check or electronic funds transfer. Checks shall be
drawn on a U.S. bank and forwarded to the AIT at the address
specified in the applicable annex or appendix. Electronic
funds transfers shall be made in accordance with the
instructions set forth in the applicable annex or appendix.
All payments shall include a reference to the assigned
agreement number and billing number.
G. AIT, in consultation with its designated representative, the
FAA, reserves the right to suspend all work under this
Agreement if there is an outstanding balance for work
performed or services rendered under any of its annexes or
appendices.
H. In the event of a termination by either Party under Article
IX of this Agreement, TECRO shall pay:
1. All costs incurred by AIT and its designated representative
, the FAA, in providing, or in preparing to provide, the
technical assistance prior to the date of such termination,
including an administrative overhead charge; and
2. All termination costs incurred by AIT and its designated
representative, the FAA, during the 120-day close-out
period.

ARTICLE VIII-LIABILITY
A. The AIT and its designated representative, the FAA, assume no
liability for any claim, loss, damage, injury, or death
arising out of or relating to this Agreement.
B. TECRO and its designated representative, the CAA, waive any
and all clams against AIT and its designated representative,
the FAA, and any current or former officers or employees of
AIT and its designated representative, the FAA, for any and
all loss, damage, injury, or death arising out of or relating
to this Agreement and agrees that it shall bring no claim or
legal proceeding of any kind against any of the above
entities or persons for any such claim, loss, damage, injury,
or death.
C. TECRO and its designated representative, the CAA, further
agree to indemnify AIT and its designated representative, the
FAA, and any current or former officer or employee of AIT or
the FAA, for any judgments, settlement, or awards paid by
them and all costs (including attorneys ’ fees) incurred by
them as a result of any claim or legal proceeding of any kind
brought by a third party arising out of or relating to this
Agreement.
D. Except for damage to or destruction of AIT or FAA property
caused by the AIT or any AIT personnel or the personnel of
its designated representative, the FAA, any AIT agent or
contractor, TECRO agrees to reimburse AIT for any damage to,
or destruction of AIT property or the property of its
designated representative, the FAA, the FAA, or of any AIT
agent or contractor, arising out of work under this
Agreement.

ARTICLE IX-AMENDMENTS
The Parties may amend this Agreement or its annexes or
appendices by written agreement signed by both Parties.

ARTICLE X-RESOLUTION OF DISAGREEMENTS
The Parties shall resolve any disagreement regarding the
interpretation or application of this Agreement or its annexes
or appendices through consultations between the Parties. The
Parties shall not refer any such disagreement to an
international tribunal or third party for settlement.

ARTICLE XI-ENTRY INTO FORCE AND TERMINATION
A. This Agreement shall enter into force on the date of the last
signature and shall remain in force until terminated.
B. Either Party may terminate this Agreement or its annexes or
appendices at any time by providing sixty (60) days ’ notice
in writing to the other Party. Notwithstanding the preceding
sentence, termination of this Agreement shall not affect
obligations of the Parties under Articles VII, VIII, and X of
this Agreement. AIT and its designated representative, the
FAA, shall have one hundred twenty (120) days to close out
its activities following any termination of this Agreement or
its annexes or appendices. Termination of this Agreement also
shall terminate all annexes and appendices concluded by the
Parties pursuant to this Agreement.

ARTICLE XII-AUTHORITY
TECRO and the AIT agree to the provisions of this Agreement as
indicated by the signatures of their duly authorized
representatives.


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

Ta –Tung J. Chang Barbara J. Schrage
Deputy Representative Managing Director

Date:May 16 2012 Date:02/21/2012
Place:Washington , D.C. Place: Washington , D. C.