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1 GENERAL AGREEMENT OF TECHNICAL COOPERATION The Taiwan Power Company (TPC) a company of Taiwan, Republic ofChina with headquarters at 242, Roosevelt Road, Section 3, Taip-ei, Taiwan, Republic of China, and Vattenfall AB, a state owned company with headquarters at S-16287 Vallingby, Sweden, Whereas similarities exist in Taiwan and Sweden with respect tothe electricity production, transmission and distribution as we-ll as to the role of TPC and Vattenfall, Whereas, parties - Convinced that the cooperation between their companies will l-ead to scientific, technical and economic advantages for both parties and wishing to increase their cooperation in the fieldof the electricity production, transmission and distribution ;- Recalling their common commitment to the peaceful utilizationof nuclear energy and important role it plays in their electr-icity production; HAVE REACHED THE FOLLOWING UNDERSTANDING: ARTICLE 1- FIELDS OF COOPERATION The TPC and Vattenfall will promote and develop the cooperationin the fields of electricity production, transmission and distr-ibution include those areas listed on the ATTACHMENT of this. A-greement. Other areas of cooperation may be added and deleted byjoint decision of both parties. ARTICLE 2 - FORMS OF COOPERATION The cooperation between TPC and Vattenfall could be realized bythe following ways: - Exchange of information, documentation - Exchange of visitors - Mutually arranged meetings, training programs, workshops andsymposia - Joint research and development programs - Performance of technical services TPC and the Vattenfall will endeavour to promote cooperation bygiving favorable assistances to the exchange of experts, admitt-ance of nationals from their countries for purpose of visits, m-eetings, or for the performance of joint programs. ARTICLE 3 - PROGRAMS OF COOPERATION 3.1 Either party may make a request for cooperation task by a l-etter sent at least one (1) month in advance, with the exce-ption of emergency cases. 3.2 Any cooperation task falling under the category of the scopeof cooperation may be requested by either party, and may be supplied by the other party, provided neither party is obli-ged to disclose any act, matter and/or item which such partyis prohibited from disclosing by law, custom or contract. 3.3 Once a year at least; the representatives appointed by TPCand Vattenfall will meet to review the progress achieved andprepare as far as possible a program of the activities for the following months. They will fix also the best ways to c-omply with the program. ARTICLE 4 - COMPENSATION 4.1 As a general principle, it is agreed that the information a-nd/or documentation exchanged in the framework of the coope-ration shall be sent, translated into English, to the reque-sting party, free of charge to the extent that such informa-tion and/or documentation is readily available with the sen-ding party, providing that the sending party shall have the right to request reasonable compensation for the cost of pr-oducing such information and/or documentation in cases when it is not so available. 4.2 In case either party needs the advice or consultation of sp-ecialists within the scope of cooperation, the parties shalldiscuss and set up a separate agreement regarding the terms and conditions on a case-by-case basis. In such case, the b-enefitting party should be informed and his agreement be ob-tained before the other party starting the assignment. ARTICLE 5 - CONFIDENTIALITY The Parties agree to maintain the confidentiality of all inform-ation exchanged under this Agreement. All proprietary informati-on received from each party shall not be disclosed to any thirdparty without the prior written consent of the providing Party.ARTICLE 6 - BODIES IN CHARGE OF THE COOPERATION All notices and communications pursuant to this Agreement shallbe in writing and shall be sent to the following addressees:Notices to Vattenfall: Notices to TPC: Group ChiefVice President Executive Vattenfall Taiwan Power S-162 15 Vallingby Company, 242 Sweden Roosevelt Road, Section 3, Taipei 100, Taiwan Republic of China Attention: Mr. R.Attention: Mr. Falkenberg Tony T. L. Liao Fax: 46 8 17 8506Fax: 886 2 365 0816 ARTICLE 7 - LANGUAGE The official language to be used in this Agreement and for theexecution of the cooperation tasks under this Agreement shall beEnglish. ARTICLE 8 - VALIDITY OF AGREEMENT This Agreement will become effective on the date of signature bytheparties hereto and is valid up to December 31, 1966. The per-iod of duration can be extended, based upon the mutual agreementin writing. Signed in duplicate in the English language. TAIWAN POWER COMPANY (Signed) For S. M. Chang Title: President By Power of Attorney attached Witness By: (Signed) VATTENFALL AB (Signed) For C.E. Nyquist Title: President By Power of Attorney attached Witness By: (Signed) On the 6th of December 1991. ATTACHMENT The fields of cooperation between Vattenfall and TPC will coverbut not limited to the following areas: 1. Energy policy 2. Thermal power generation and related aspects 3. Nuclear power generation and related aspects 4. Hydro power generation and development 5. Environment control policy and related technology 6. Power line technology 7. Utility management 8. Applied research projects 9. Nuclear waste management 10. Operation, maintenance and rehabilitation of power plants a-nd systems in general P0WER OF ATTORNEY We hereby empower and authorize Mr. Rolf Falkenberg, Group ChiefExecutive of Vattenfall Engineering AB, to enter into agreementconcerning technical cooperation between Vattenfall AB, Swedenand Taiwan Power Company, Republic of China, on our behalf. Stockholm, November 26, 1991. Vattenfall AB (Signed) Crarl-Erik Nyquist President POWER OF ATTORNEY Dec. 4,1991 I hereby empower and authorize Mr. Tony T. L. Liao, Vice Presid-ent, to enter into agreement concerning technical cooperation b-etween Taiwan Power Company, the Republic of China, and Vattenf-all AB, Sweden, on my behalf. (Signed) S. M. Chang President