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RENEWAL of Supplementary Agreement Between The Office of Global Affaii Nanjing University of Finance and Beont %. NUFE) is a stered in People’s Republic of China, and is ‘Xinnlin University City, Nanjing, 210023, ~ Party B we The Office of Global ABsirs is an entity within slate University of New York, an education corporat ted, ‘Gucffign Law to provide higher education in the State of al apt at: 116 East 55th Street, SUNY Global Cente rk, NY, 100: A. oon Chinese and Americans, to enhance higgs} Tanguage, culture and current Chinese economy, snd public servants in New York State to study au providing high quality learning resources, to about Chinese economy, and in accordance with N CONFUCIUS INSTITUTE HEADQUARTERS OF CHINA AND THE RESEARCH FOUNDATION OF STATE UNIVERSITY OF ‘NEW YORK ON THE CONTINUATION OF THE CONFUCIUS INSTITUTE FOR BUSINESS AT STATE UNIVERSITY, NUFE and Office of Global Affairs at SUNY, authorized by the Headquarters, agree to jointly continue the work of the Confucius Institute for Business at The State University of New Yorkin New York City following the principle of equality and mutual benefits WS7 Chapter 1 General "QS xO Article 1 Character The Institute shall be a non-profit educati overall supervision and guidance of the Co: tute He China (hereinafter referred to “Headquarters”) Article 2 The title of cooperative institt The title of the cooperative insite Chinese The title of the cooperative is: Cor The State University of Ni be located at The Global Ci ieraren. iciusMigstitute for Business at fe Institute), which is to few York. The title is to be written on the institute board Jetters, or to be used on other relevant occasions of. The oper tute i in Gmge of a Director under the leadership of The Board igitinea with eight members, four of whom are nx pbs ‘The Chairperson of the Board will be a a Deputy Chairperson of the Board will be a member from e dees only be made with two-thirds vote among the board ‘members. The As tor of the Institute is to be nominated by Party B, and vat mtn sume Yon rary ne canes enone ne nttanse nominated by Party A, and shall be a board member from Party A. Both Chinese and American Directors are members of the Board of Directors. 2. Responsibilities of The Board of Directors 1) Formulating and examining’ developing strategies and the for operating the Institute. 2) Formulating and examining development plans for, and course arrangement. 3) Formulating and examining enrolling plans gS teaindes of all varieties. 4) Formulating, examining, and advising a in raising, budget proposal and final financial acc titutefetc. agsgovered in the Hanban Agreement. RS 3. Operating system of the gigi xy 1) Bridging the connecti 1 1¢ Chairperson of the council and the Deputy Deputy Director of the Institui ® 2) Calling for at least one conference IP rePprovide advice on developing strategies and other issues on of the Institute. 3) Reviewing th eport, Brel proposal to Party B, Headquarters, and Party Ab: sf each year, w 4) Consult hhenC@ificulty occurs in the process of operating ny io rer ‘Th istidte’Consists of American and Chinese Directors, who are recommended respgétivélfby NUFE and SUNY, and appointed by the council of directors for an office »f two years. Both American and Chinese Directors should consult with each other about formulating regulations on daily administration of the Institute, 1. Appointment and obligations of American Director 1) Appointment e The American Director is appointed by Party B and should ividual who has made outstanding contributions to Sino-US cultural & operations and administration of academic institutions, 2) Obligations The American Director carries out all the deci Directors, and leads and performs daily responsible for recruiting, selecting and rules of the institute, formulating accordance with workload and revenue American Director should focus ofr ema) co and enterprises to expand Seal i mark communicating with St cS communities, .ndhe,She is responsible for fairs at SUNY, and communicating with the C the Institute, adgqufely about the operation of ® “y Digéctor 2. Appointment an: 1) Appointment SY Chinese Dire 22 stow be professors or associate professors rdigating in managing staff and communicating in Englisi firChinese culture studies. 2) Ob! i Chi and researching affairs. He/She is responsible fo ulieaitbg wit \dquarters, NUFE, China’s Consulate in New York, and ov ‘Chi unities. The Chinese Director assists the American Director to carry decisions and approvals of the Board of Directors, leads and performs daily tasks Of the Institute, And he/she will assist the American Director to recruit, select and train staff, formulate regulations and rules of the institute and develop supplementary compensation program in accordance with workload and revenue as mentioned in the Hanban Agreement. 3) Chinese Director is entitled to visit family members once $? twice every year if necessary. 3, Director’s office . A Director's Office is to be set up, which is to be to assist the directors to carry out all the decisio: Article 5 Cooperating courses ‘The Confucius Institute for Bi Chinese Business Languag: Chinese economy and poli Programs to Nanjing, Jiang! Content of the Institute pro, Chinese and busii hi ‘Management; and Cultural Article 1 ~~ 10 wll Hlude people from a wide range of professions ese business language courses and Chinese ion@lfY" the program will attract working professionals and beacity area who want to pursue the specialized courses ge Weighing; Chinese Culture; Chinese SX Neater Series; Chinese Arts Seminars offered, 2. The Confucius Institute will also market the program to the employees and managers of New York City area business who would benefit from taining on Chinese economies, management, culture and philosophy, finance and commercial trade. 3. Asa secondary target group, Institute programs will be protieted to governmental leaders and academies and academics and others involved wi 4, The Institute will develop study programs for Con! an students to visit Nanjing and New York City m™ QS ‘Article 7 Teaching organizing modes Ss The teaching approach is characterized her workshops and longer term programs. hry organized in the following modes: 1, Chinese Language Classes 2. Chinese Culture and Mans GEy 3. Chinese Business S: Series 4. Chinese Arts S¢ 5. Customized Corpor! development the 5. Assisting to formulate learning program on short-term training organized by the Institute. 6. Fulfilling other responsibilities specified by the Headquarters. 7. Assisting SUNY students and faculties to clear up visa formalities for visiting China. © Article 9 Obligations of Party B 1. As agreed to in the Hanban Agreement, Party B wi Le staff as necessary and offering them salary and rel . ody and allowance to employees employed upon m aries Bh the terms equal to those formally employed by S S 2. Offering office and other premises for thé knstiggte, MAucing costs, utilities fees, and communications eiges are 3. Providing high quality communicatio: “ SPA m ae public facilities vio availabigfo the'epiployees and students eating cum events. pein with local media, to ER 4, Providing at least one classro such as audio-video cl of the Institute; providing aN cg Fans of Both Parties Lone a advisors, including Chairperson of the Board of Direc nese director, and to recommend expatriate working staff and te ifically Party A recommends the following to be listed in the Board of Directors: Dr. SONG Xuefeng, Director of the Board of Directors, President of NUFE Dr. WANG Kai . Vice President of NUFE, Mr. HUANG Neng, Director of International Cooperation and Exchanges Office, Dean of College of International Education, Director of Hoh Kong, Macao and SP rs of the Board of = Article 11 Rights of Party B gy 1. Being entitled to recommend fand wikihg, staff and teachers, dae board of Directors: Strategic Leadership and ivetity of New York (SUNY) eMlg? for Global Aftirs for the State & Programs for the Office of Global ‘Yak (SUNY) dijohal Business of the New York State SBDC N~ ota of teaching materials on Great Wall jded by the Headquarters, and other teaching juarters. Chapter cen, Finance, Taxes and Auditing Management Article 12 Operation The operating funding of the Institute comes from the following five sources: Financial support from Headquarters; Financial support from Office of Global Affairs at, Financial support from Nanjing University of Finance and Economics; and revenue collected (tuition and donations) as identified in the Hanban Agtetment. Article 13 Expense claim and approval All the bills and invoices should be administered in Supplementary Agreement, and in accordance wit of the State University of New York. In additio cosigned by both Director (American) and ng aethey are Qeaning such a of the Institute. both,American and Chinese jetyashort of the previous year submitted to accountants to claim the exper Chinese Director is responsible for events as cultural exchanges, PHF and advertising Approval on launching such, oul os Directors. The Institute i and the budget report of n fe and Nanjing University of ‘Of »f Global Affairs at SUNY id before September 1 and the coming January 15 respectively. Steg) the Instinte is a non-profit educational insttutidiinco! rated from (@g Institute should be used to cover the operation exy iture development and expansion of the Institute, mnfuciy oy ‘5 year. This agreement will be in effect for 5 y visfoRor modification by mutual written agreement to be signed by“6r on both parties. This agreement shall be automatically terminated if the between Headquarters and SUNY Research Foundation is terminated. If there is any matter not covered by this agreement or by the agreement between Headquarters and SUNY Research Foundation, both parties shall make a ‘g00d faith effort to discuss and negotiate a related revision or modification of this agreement. Provided, however, that there is the failure to reach such an agreed revision or modification, such failure shall also be a cal to terminate this ‘Agreement, Chapter 8 Language Vali Article 15 Language validity ‘This Agreement is written in both Chinese and Bi legal binding force. Each party keeps both ‘being signed by President of NUFE and this agreement comes into effect. Article 16 Miscellaneous Tt Other disputes, which are led in accordance with AGREEMENT BETWE! HEADQUARTERS OF CHINA AND THE RESEAI ON @P STATE UNIVERSITY OF NEW YORK ON BUSINESS AT ST! "WAYORK, or should be settled through friendly consulta President Nanjing University of Finance and Economics Date: 2016/0! / State University Date: 30/6 /o1 [eso par 4 30tb ‘The State University cof New York PRLS PRE BSR ANN KE RT RES EBA NIKE SAFE NL AL-P mR HSAHART ARMS, LHP R BRFHRR, PHRABARMBE Pika, WE CATS REA), PHLFFRES KEMRER) SRABAH SE REGKEBG AHMNEREREEES FARES re oe AANA RELA H 2 KAP 35 HF, 12207) F 2010 #11 A 19 LEST OH RRLAAMEAPHSAF ERO, AMES HCBM. REUZ BH, MMS AAM LAF 28 Gab: 2225 REAM EKA IH, 12246) FARMS FER CAF fh RAM) AR do Fh, aR fe dash HS KE A IK SARI DAP RARA MA” : RBG AMMAR SATRMARA ARS RIE BOB FWA ZRERRESLS HBA FOL He Rak PRR FRASER AH, Lt DKS OTR FER Rita BANAKERTREREE HRMEKPREAOH, OR UBKERRHE APTA AAT, 5H NEAS HERE SDE BRE M © SRA RARE ES DH HPS IT AP AMR. HAMRESM AER ER, ROE LHD HERESY RHR, FRIAR AE SH: l, FRRERS, RARBAKPFRE. 2, JEU RIBAS 3, BARS H IR AOS AIP RAS IME AAR 4, RAP BAR. LMER REI, URARA ATR MRA Ao Sy FREE LIAR AEA. 6, HAE RRRAAL TRE. 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REBLERA, WRRFABMARMMET RETR R FRGROHRE, ORERREER MEK HABA AMBRARE TB RF iG it ASE th to RR. LF ERE at#¥ ) Vi Coes am: 26/6, 91° $a SH] SOE AGE ee HEEB RK PTR RA a 4 Patrick Ryan BH D7in.5, 2ole Zale fat fos RIEA: ABN AKE PEGE HVMLRK Sélly Crimmins Villela aw, D016 /o+/o4 ‘The State Uriversity ‘of New York RENEWAL OF AGREEMENT BETWEEN CONFUCIUS INSTITUTE HEADQUARTERS OF CHINA AND THE RESEARCH FOUNDATION FOR THE STATE UNIVERSITY OF NEW YORK FOR CO-DEVELOPMENT OF CONFUCIUS INSTITUTE FOR BUSINESS AT THE STATE UNIVERSITY OF NEW YORK - SYSTEM ADMINISTRATION In order to strengthen educational cooperation between China and the United States, support and promote the development of Chinese language education, and increase mutual understanding among people in China and in the United States, according to the Constitution and By- laws of Confucius Institutes, the Confucius Institute Headquarters of China (the “Headquarters”) and the Research Foundation for the State University of New York (the “Foundation”), acting on behalf of the State University of New York at System Administration, with its principle place of business at 35 State Street, Albany, New York, 12207 signed the Agreement on November 19, 2010. Upon the end of the five-year term, after collegial consultation, both parties agree to renew the agreement pertaining to the Confucius Institute (the “Institute”) for Business at the State University of New York - System Administration. The State University of New York System Administration (“SUNY”) has its place of business at State University Plaza, Albany, NY 12246. The Headquarters and SUNY System Administration will hereinafter be referred to as “the parties”: Article 1: Purpose The purpose of this agreement is to identify the. rights and responsibilities of the Headquarters and the Research Foundation for SUNY in the development and management of the Institute. Article 2: Character The Institute shall be a non-profit educational entity operating within the administrative structure of SUNY. Article 3: Executive Institution SUNY is willing to continue cooperation with the Nanjing University of Finance and Economics (the “NUFE”). NUFE will continue building the Confucius Institute with SUNY Global — the Office of Global Affairs as the executive institution. The two partner institutions will sign the supplementary agreement on detailed matters of the cooperation, The supplementary agreement should be reviewed by the Headquarters and the Foundation before signing. Article 4: Scope of Activities The Institute can serve the following activities according to the Constitution and By-laws, and local instance: 1. Teaching business Chinese and general Chinese language, and providing Chinese business, trade, finance and relevant training courses; 2. Training Chinese language instructors; 3. Holding the HSK examination (Chinese Proficiency Test) and tests for the Certification of the Chinese Language Teachers: 4. Providing information and consultative services concerning China’s education, culture, and other services as defined in the supplementary agreements between SUNY and NUFE; 5. Conducting language and cultural exchange activities; 6. Other activities with authorization and. by appointment) of the Headquarters. Article 5: Organization 1. The Institute at the SUNY Global Center, located at 116 East 55" St, New York, NY 10022, shall adopt a Director Responsibility System under the leadership of the Board of Directors. 2. The Board of Directors is formed with members nominated from the two partner institutions (SUNY and NUFE), and its duties include: formulating and amending the Constitution of the Institute; formulating development plans for the Institute; decision-making on the significant issues including teaching, research and management; fund raising; appointing and dismissing the director of the Institute; examining and approving the budget proposal and final financial accounts of the Institute; reporting to the two parties on the management status and significant issues. 3. Two partner institutions each appoint one executive director respectively. 4. The Institute will, consistent with the practices employed in the parties, assess the teaching quality of the teachers. The content of these assessments shall be agreed by both parties, and the result of these assessments will be reported to the Headquarters. 5. The Institute activities must be in accordance with the Constitution and By-laws, and also respect cultural custom, shall not contravene concerning the laws and regulations, both in the United States and China. 6. The Institute draws up annual budget proposals and final financial accounts independently. SUNY will be in-charge of its daily operation and management. It should ultimately assume the sole responsibility for its profits or losses by charging fees for language courses and other programs. Article 6: Obligations The obligations of the Headquarters: 1. To authorize SUNY continue the usé of the title “Confucius Institute”, logos and institute emblems. 2. To provide teaching materials, course ware and books as necessary, and to authorize the use of online courses. 3. To provide a set amount of annual fund according to needs. 4. To send Chinese instructors based on the requirements of teaching, and pay for their air fares and salaries, The obligations of SUNY 1. To provide office place and appropriate sites for teaching and other activities of the Confucius Institute; the space shall be equipped with office and teaching facilities, and SUNY shall have the responsibility for the setting, management and maintenance of the space. 2. To provide and compensate necessary administrative personnel (full time or part-time) and provide necessary working facilities for the Chinese instructors, 3. To assist Chinese instructors on visa applications, residence procedures and entry into the United States. 4. To manage funds in support of the Institute; which includes separate accounting of all funds received from operations. Revenue will be deposited within existing accounts held by the Research Foundation for the State University of New York that are managed by Key Bank, N.A. 5. To provide an amount of funding towards operations of the Institute as approved by Headquarters during the annual budgeting process, Article 7: Intellectual Property The Headquarters exclusively owns the title of “The Confucius Institute”, its related logo, and emblem as its exclusive intellectual property. SUNY may not continue to use, apply or transfer the title, logo, and emblem in any form, either directly or indirectly, after this agreement has been terminated. Both Headquarters and SUNY may consult with the owners of any co- operated programs conducted under this Agreement. In the events of any dispute, the two parties should consult with each other collegially or submit to the jurisdictional organ according to the related laws and regulations. Article 8: Revision With the consent of both parties, this Agreement may be revised during its implementation and any revisions will be made in writing, both in English and Chinese, and will take effect as signed by authorized representatives of the parties. Article 9: Term The Agreement shall be in effect on the date when the two parties sign below. The Agreement shall have a period of 5-year validity. Either party, if it wishes to terminate the Agreement must notify the other in writing during the 90 days before the end of the Agreement, otherwise it will automatically be extended for another 5 years, Article 10: Force Majeure The parties hereto will be released from their obligations under. this Agreement in the event of a national emergency, war, prohibitive government regulation or any other cause beyond the control of the parties hereto that renders the performance of this Agreement impossible. In the event of such Gircumstance, the party under the situation shall inform the other party in writing that the program may be delayed or terminated, and duly take the effective measures to mitigate the loss of the other party. Article 11: Termination This Agreement shall be terminated in one of the following cases: 1. Bither party intends to terminate this Agreement upon giving a written notice at least six-months in advance of their intention to terminate. 2. The two parties have no aspiration of cooperation at the expiration of the term. 3. The Agreement cannot go through or cannot achieve the anticipated aim because of changes in the conditions. 4. If the act of one party of the Agreement severely harms the image and reputation of the Confucius Institute, Headquarters, the Foundation, SUNY, or NUFE. 5. The Agreement cannot go through because of force majeure. The termination of the Agreement cannot affect some other agreement, contract and program between the two parties. Before the Agreement is terminated, SUNY shall make appropriate arrangements on the enrolled students and other works. Article 12: Dispute Settlement In the events of any dispute, the two parties should consult in good faith or submit to the jurisdictional organ of which this Agreement falls within. Article 13: Agreement Language This Agreement is written in Chinese and in English. Each party shall keep one copy in Chinese and one copy’in English of the signed Agreement. The Agreement, in both languages, shall have the same effectiveness. Article 14: Other Terms Neither party will use the name of the other party in any publicity, advertising or announcements without the consenting party’s prior written approval. Approval for use of the “Confucius Institute” name in publicity, program advertising and announcements may be granted by the Chinese Director of the SUNY System Administration Institute. Approval for the use of the “State University of New York”, “SUNY” or “Research Foundation for SUNY” names may be granted by the American Director of the SUNY System Administration Institute. Notwithstanding the foregoing, each party retains the right to publish educational works for academic purposes by first providing the other party with a thirty (30) day period to review information for confidentiality purposes. Other matters not settled by this Agreement shall be solved through friendly, cooperative negotiations between the two parties. Confucius Institute Research Foundation for the Headquarters (HANBAN) State University of New York Chief Executive System Administration RF Operations Manage A ail MP XU Lin Patrick Ryan pate: 20/64, /0 Date: Jan 5 Dole 2olfailos As witnessed by: State University of New York Assistant Vice Chancellor for Global Affairs —~ Sally Crimmins Villela Date: R 4, vor e aoe/o/oF