Agreement IRAM / ESO

Agreement for the

Development and prototyping of Windows and Infrared Filters

concerning the Receiver subsystem – Phase 1
of the Atacama Large Millimeter Array (ALMA)

BETWEEN

the European Southern Observatory, having its Headquarters at Karl-Schwarzschild-Strasse 2, D-85748 Garching bei München (Germany), hereinafter referred to as ESO,

on the one hand,

AND

the Institute of Radio Astronomy in Millimeter Waves, having its registered Office at 300, rue de la Piscine, 38406 St Martin d'Hères, France, hereinafter referred to as IRAM,

on the other hand.

Preamble

A Memorandum of Understanding has been signed on December 17, 1998, between the European Southern Observatory (ESO), Germany, the Centre National de la Recherche Scientifique (CNRS), France, the Max-Planck-Gesellschaft (MPG), Germany, the Netherlands Foundation for Research in Astronomy/Nederlandse Onderzoekschool Voor Astronomie (NfRA/NOVA) and the United Kingdom Particle Physics and Astronomy Research Council (PPARC), U.K., (hereinafter referred to as the "European MOU") concerning the Design and Development Phase (Phase 1) of a Large Millimeter / Sub-millimeter Radio Telescope Array, to be known as the Atacama Large Millimeter Array (ALMA);

Amendment No. 1 to the Memorandum of Understanding includes the Swedish Natural Science Research Council (NFR) as a new Signatory:

Amendment No. 2 to the Memorandum of Understanding includes the Oficina de Ciencia y Tecnologia (OCYT) and the Instituto Geografico Nacional (IGN) as new Signatories;

the objective of Phase 1 is to completely define a joint program to construct and operate the ALMA (Phase 2); this definition will be the basis for a European proposal for Phase 2;

the ALMA Phase 1 Management Plan defines the composition of the project team, responsibilities and work program for activities to be carried out during Phase 1 of the ALMA project; this Management Plan was approved on June 3, 1999, by the European Co-ordination Committee (ECC);

the Phase 1 Management Plan foresees contribution of seven project teams, one of which is the Receiver Subsystem Team, all reporting to the European Program Office;

the Receiver Subsystem Team will be centered at and lead by its Team Manager;

the European MOU specifies that ESO shall provide administrative support to the European Program Office and monitor in-cash resources on behalf of the Signatories of the European MOU;

the present Agreement is concluded by ESO acting for and on behalf of the Signatories of the European MOU.

It is agreed as follows:

Article ALMA Windows and Infrared Filters Subsystem Team

The Windows and Infrared Filters Subsystem Team will be responsible for developing and prototyping suitable solutions for the windows and infrared filters of the receiver frontend. The team will be led by Santiago Navarro, IRAM/Spain, acting as WP manager, who will report to the European ALMA Project Office.

Article Windows and Infrared Filters Team Members

The Windows and Infrared Filters Subsystem Team at IRAM/HIA (hereinafter referred to as the "W&IR Team") shall have the following members:

Team member	Position	Starting date	Level of part.
S.Navarro	Engineer	01/10/00	50%
D.John	Engineer	01/10/00	50%
C.Cunningham	Research Officer (H.I.A.)	01/10/00	??TBD
G.Galvez	Machinist	01/10/00	25%

Article Task Descriptions

The tasks of the W&IR Team described in Article 1 are defined in Annex 1.

Article Financial Contribution – Cost Repartition

IRAM will incur the following expenses to be reimbursed by the Project.

Item	Cost (k-Euro)
Dewar (use existing)	0
Burst test setup	1
Materials	2
FTS upgrade	2
Travel	3
Total

Article Further Arrangements

Further organisational details and arrangements not covered in this Agreement shall be agreed upon by the parties in an exchange of letters. Should essential preconditions or circumstances underlying this Agreement change or cease, or terms have to be amended, the parties will enter into negotiations with the aim to conclude an Amendment to this Agreement.

Article Project Communication

ESO and IRAM shall communicate primarily by use of electronic media.

Article Intellectual Property and Liability

ESO will be granted free-of-charge rights to use the knowledge derived from the activities of the Band7 Cartridge Subsystem Team Members employed by IRAM for the ALMA project.

Article Duration of Contract - Termination

This Agreement is valid for the period 01 Oct 2000 to 31 December 2001.

Article Disputes – Status – Applicable Law

In case of disputes arising from this Agreement, the parties agree and engage to enter into negotiations with the aim to reach an amicable settlement. Failing such an amicable settlement, the parties shall resort to arbitration under the conditions described in Chapter IX, paragraph 33 of the "General Conditions of ESO Contracts, Munich 1986".

The status of ESO and the law applicable to ESO are described in Chapter IX, paragraph 34 and 35 of the "General Conditions of ESO Contracts, Munich 1986".

Done at …………………….……………………… Done at Garching, …………………., 2000

……………………………………………… ESO - European Southern Observatory

……………………………………………………. ………………………………………………...

(signature and stamp of Contractor) Dr. Catherine Cesarsky

Director General

Encl.:

Annex 1 Tasks of W&IR Team (to be specified)

Annex 1 describes the tasks and schedule of deliverables.