ARTICLE Ⅰ- SCOPEThis Agreement between the American Institute in Taiwan (AIT) a-nd the Coordination Council for North American Affairs (CCNAA)provides a framework through which the National Oceanic and Atm-ospheric Administration (NOAA), the designated representativeof AIT, can provide technical expertise, training, and scientif-ic exchange activities on a reimbursable basis to Chung Cheng I-nstitute of Technology (CCIT), the designated representative ofCCNAA, in areas of mutual interest in the field Geodesy and Useof Advanced Geodetic Technology.ARTICLE Ⅱ – AUTHORIZATIONThis Agreement is entered into pursuant to the Taiwan RelationsAct of April 10, 1979, Public Law 96-8 (22 USC 3301 et seq.).ARTICLE Ⅲ – OBJECTIVESThe broad objective of this Agreement is to establish a framewo-rk to allow NOAA, acting as the designee of AIT, to carry out r-eimbursable technical cooperation with CCIT under and AIT – CCN-AA Agreement. The technical objectives of the cooperation are :A. To undertake cooperative activities that will improve the mo- nitoring capability of horizontal and vertical crustal motio- ns due to geodynamic phenomena (crustal plate motions, under- thrusting, and consequent volcanism);B. To provide technical assistance using Very Long Baseline Int- erferometry (VLBI), Global Positioning System (GPS), and Abs- olute Gravimetry (AG) technologies for the interpretation of crustal motion and ocean tide gauge observations ;C. To provide professional consultation and training for Taiwan participants designated in accordance with the Agreement bet- ween AIT and CCNAA;D. To exchange materials and information and transfer technology from AIT’s designated representative, NOAA, to CC NAA’ s des- ignated representative, CCIT.E. To promote joint consideration of scientific programs and ex- change visits of scientific and technical personnel.ARTICLE Ⅳ – COOPERATIVE ACTIVITIESCooperative activities will be determined after consultations b-etween AIT, and its designated representative, NOAA, and CCNAA,and its designated representative, CCIT.A. Activities under this Agreement may include the conducting of joint research projects, developing specifications for VLBI, GPS, and AG observation plans, developing and managing data processing and interpretation methodologies, exchanging data and information, exchanging scientists and technical experts, convening seminars and meetings, training participants, and engaging in other forms of cooperation in the areas of adva nced geodetic technology, observations, and their scientific interpretation as may be mutually agreed.B. AIT and CCNAA will conclude Implementing Arrangements concer- ning specific cooperative activities to be conducted under t- his Agreement.C. Each Implementing Arrangement shall specify the technical sc- ope of the activities, management responsibilities, specific funding arrangements, cost and schedule estimates, logistics and procedures to be followed, treatment of intellectual pro- perty, liability, and other appropriate matters.D. All cooperative activities undertaken pursuant to specific I- mplementing Arrangements under this Agreement shall be subje- ct to the respective and applicable laws, regulations, polic- ies, funding and administrative procedures of AIT, and its d- esignated representative, NOAA, and CCNAA, and its designated representative, CCIT.ARTICLE Ⅴ – COORDINATIONOverall coordination of the activities covered by this Agreementand its Implementing Arrangements, and the provision of certainadministrative facilities and support for this Agreement shallbe the responsibility of AIT, and its designated representative,NOAA, and CCNAA, and its designated representative CCIT. Respon-sibility for managing the specific activities under-taken and t-he role of other entities in these activities shall be determin-ed mutually by AIT, and its designated representative, NOAA, andCCNAA, and its designated representative, CCIT. These responsib-ilities and roles will be specified in the relevant ImplementingArrangements.ARTICLE Ⅵ – RESPONSIBILITIES OF AITAIT shall carry out its responsibilities pursuant to this Agree-ment with due diligence and efficiency.A. AIT shall, through its designated representative, NOAA, 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 CCNAA, or its d- esignated representative, CCIT, to inspect the same and make copies thereof.B. AIT shall, through its designated representative, NOAA, furn- ish to CCNAA, or its designated representative, CCIT, such information related to the services AIT shall provide to CCN- AA pursuant to this agreement as may be reasonably requested.C. Upon completion of specific services provided to CCNAA by AIT , as designated in the Implementing Arrangements to this Agr- eement, AIT shall deliver to CCNAA, or its designated repre- sentative, CCIT, all reports, calculations, comments, sugges- tions, and relevant technical data compiled or prepared by A- IT, or its designated representative, NOAA, in and under this Agreement.D. To the extent that funds are made available to AIT by CCNAA, AIT, through its designated representative, NOAA, will make available such personnel, equipment, and facilities necessary to carry out activities pursuant to this Agreement.E. AIT, through its designated representative, NOAA shall provi- de suitably qualified personnel who are acceptable to CCNAA and to CCNAA’s designated representative, CCIT. Personnel wi- ll be selected on the basis of merit factors, such as educat- ion, experience, and expertise.F. AIT through its designated representative, NOAA, shall provi- de all technical and administrative support and other re- quirements as may be necessary to, complement, and supplement the services of personnel of AIT’s designated representative, NOAA, who are in Taiwan under the auspices of AIT.ARTICLE Ⅶ – RESPONSIBILITIES OF CCNAAA. Pursuant to this Agreement, CCNAA shall assist AIT in obtain- ing visas and other documents necessary for personnel of AIT- ‘s designated representative, NOAA, who visit Taiwan under t- he auspices of AIT in order to carry out this Agreement.B. Pursuant to this agreement, CCNAA shall assist AIT in obtain- ing the necessary permits and authorizations for carrying out the assistance specified in the Implementing Arrangements to this agreement. This includes access to facilities and areas under the jurisdiction of CCNAA’s designated representative, CCIT, by personnel of AIT’s designated representative, NOAA, who are in Taiwan under the auspices of AIT.C. CCNAA shall, pursuant to this Agreement, assure that AIT, a- nd its designated representative, NOAA, are held free and cl- ear, with regard to the importation of anything necessary to cooperative activities under this Agreement, of all customs duties and impositions charged by authorities in the territo- ry represented by CCNAA. Neither AIT nor its designated repr- esentative, NO AA, shall be required to pay any duties or ta- xes in executing the terms and conditions of this Agreement.ARTICLE Ⅷ – FINANCIAL ARRANGEMENTSA. Activities under this Agreement are conducted on a fully rei- mbursable basis unless other arrangements are specified and mutually agreed to in Implementing Arrangements to this Agre- ement.B. CCNAA shall pay all costs associated with services provided to CCNAA, or to its designated representative, CCIT, under t- his Agreement.C. AIT shall provide CCNAA with documentation supporting reques- ts for reimbursement in accordance with standard financial r- egulations and practice of AIT and its designated representa- tive, NOAA.D. CCNAA shall make necessary arrangements to reimburse AIT for all actual costs incurred by AIT, or its designated represen- tative, NOAA, in association with this Agreement.E. Pursuant to Article IV, each Implementing Arrangement shall specify funding and payment arrangements for activities cove- red by the Implementing Arrangement, and shall include an es- timated budget for at least the first year of activity.ARTICLE Ⅸ – INTELLECTUAL PROPERTY CONSIDERATIONSA. AIT, and its designated representative, NOAA and CCNAA, and its designated representative, CCIT, support the widest poss- ible dissemination of information provided, exchanged, or ar- ising under this Agreement, subject to the need to protect p- re-existing proprietary information, patent, and copyright r- estrictions .B. Details concerning intellectual property considerations and information dissemination procedures will be specified in ea- ch 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 belief of the transmitting party. However, the transmitting party does not warrant the suitability of the information tr- ansmitted for any particular use of application by the recei- ving party or by any third party.D. Information developed jointly by the parties shall be accura- te to the best knowledge and belief of both parties. Neither party warrants the accuracy of the jointly developed informa- tion or its suitability for any particular application by ei- ther party or by any third party.ARTICLE Ⅹ – LIABILITYCCNAA shall assist in the defense against any suit brought agai-nst the Government of the United States, AIT, or its designatedrepresentative, NOAA, or any instrumentality or officer of theUnited States arising out of activities associated with this Ag-reement. CCNAA further agrees to hold the United States, AIT, A-IT’s designated representative, NOAA, or any instrumentality orofficer of the United States, harmless against any claim by CCN-AA, CCNAA’s designated representative, CCIT, or any entity or p-erson in Taiwan or elsewhere for personal injury, death, or pro-perty damage arising out of work performed under this Agreement.Except for damage to, or destruction of property of AIT, or itsdesignated representative, NOAA, CCNAA agrees to reimburse AIT,or its designated representative, NOAA, for any damage to or de-struction of property belonging to AIT, or its designated repre-sentative, NOAA, arising out of activities associated with thisAgreement.ARTICLE ⅩⅠ – EFFECTIVE DATEThis Agreement will become effective on the date of the last si-gnature hereafter.ARTICLE ⅩⅡ – AMENDMENT AND TERMINATIONThis Agreement and its Implementing Arrangements may be amendedby the mutual written agreement of AIT and CCNAA.This agreement may be terminated by either party at any time bysending written notification to this effect to the other partysixty days in advance of the desired termination date. It is un-derstood that an attempt will be made to reach mutual agreementon the termination dates, in order to allow orderly terminationof the activities and repatriation of personnel.ARTICLE ⅩⅢ – RESOLUTION OF DIFFICULTIESAIT and CCNAA shall consult, upon request of either party, rega-rding any matter related to the terms of this Agreement, and sh-all endeavor jointly in a spirit of cooperation and mutual trustto resolve any difficulties or misunderstandings that may arise. FOR THE AMERICAN INSTITUTE IN TAIWAN (Signed) Clarke N. Ellis Deputy Managing Director Date: January 11, 1991 FOR THE COORDINATION COUNCIL FOR NORTH AMERICAN AFFAIRS (Signed) Stephen S.F. Chen Deputy Representative Date: Feb. 21, 1991