Agreement Between the Republic of Turkey and the Republic of Luthiania Concerning the Reciprocal Promotion and Protection of Investments

Transcription

1 Sayfa: 18 RESMi GAZETE 5 Temmuz SaYI : Agreement Between Republic of Turkey and Republic of Luthiania Concerning Reciprocal Promotion and Protection of Investments The Republ ic of Turkey and Republ i~ of Lithuania, hereinafter called Parties, Desiring to promote greater economic cooperation between m, particularly with respect to investment by investors of on~ Party in territory of or Party, Recognizing that agreement up.on treatment to be accorded such investment will stimulate flow of capital and technology and economic developments of ' Parties,' Agreeing that fair and equitable desirable in order to maintain a stable maximum effective utilization of economic treatment of investment is framework for investment and resources, and Having encouragement re.sol ved to conclude an agreement concerning and reciprocal protection of investments, Hereby agree -as follows: ARTICLE 1 Definitions for purpose of this Agreement: 1. The term "investor" means: (a) natural persons deriving thedr status as nationals of, eir Party according to its law in force, (b) corporat ions, firms or business associations i ;,corporated or const i tuted under law in force of ei r of Pllrl ics and having ir headquarters in terri tory of that Party. 2. (a) The term "investment", in conformity with hosting Pllrty's laws and regulations. shall include every kind of asset in particular, but not exclusively: ( i) shares, stocks or any or form of part icipat iofl in companies. (ii) returns reinvested, claims to money or any rights to legitimate performance having financial value related investment, Yiiriitrne ve Mare BOliimii Sayfa : 16

2 ~ 5 Temmuz SaYl : :z RESMi GAZETE Sayfa: 19 (iii) movable and immovable property, as well as any or rights in rem such as mortgages, liens. pledges and any or similar rights, (iv) copyrights, industrial and intellectu~l property ri~hts such as patents, licenses, industrial designs, technical processes, as' well as trademarks, - goodwill, know-how and or :dlllilllr rights, (v) business concessions conferred by t"awor by contract, rncluding concessions to search for; cultivate, extract or exploit n~tural resources on territory of each Party as defined hereafter. l. The term "returns" means investment and includes in particular, profit, interest and dividends. amounts though 4. The term "territory" includes:., (a) in respect of Republic of Turkey land boundaries, maritime areas and continental shelf delimited by mutual agreement between parties concerned over which Republic of Turkey has sovereign rights or jurisdiction in accordance with international law; 1 yielded by an not exclusively, (b) in respect of Republic of Lithuania territory, maritime and sea-bed areas, within which Republic of Lithuania in accordance with its laws and regulations as well as international law, may exercise its jurisdiction and sovereign rights, 5, The term "associated activities", in conformity with hosting Party's laws and regulations, shall include organization, control, operat~on, maintenance and disposition of companies, branches, agencies, offices, factories or or facilities, for conduct of business; making, performance and enforcement of contracts; acquisition, use, protection and disposition of property of all kinds, including intellectual and industrial property rights; and borrowing of funds, purchase and issuance of equity sh<ljres, and purchase of foreign exchange for imports, 'ARTICLE II Promotion and Protection of Investments 1. Each Party shill I permi t in its terr I tory investments, and Ilctivities associated rewith, on a basis no less favorable than that accorded in similar situations to investments of investors of any third country, within framework of its laws and regulations. 2. Each Party shall accord to se investments, once established, treatment no less favorable than that accorded in 3imitar situations to investments of its investors ~r to investments of investors of any third country. whichever is most favorable. 3.- Subject to laws 1!nd regulations of Parties relating to entry, sojourn and employment of aliens: Yiiriitme ve idare Boliimii Say fa; 17

3 Sayfa: 20 RESMi GAZETE 5 Temmuz SaYl : (a) nationals of eir Party shall be permitted to enter and remain in territory of or Party for purposes of establishing, developing, administering or advising on operation of an investment to which y, or an investor of first Party that employs m, have committed or are in process of committing a substantial amount of capital or or resources, (b) companies which are legally and regulations in force of one Party, and investors of or Party, shall be permitted technical personnel of ir choice, regardless constituted under which are investments to engage managerial of nationality. laws of and 4. relation Parties: provisions of this Article shall have to following agreements entered into force by no effect eir of in regional (a) relating to any existing economic organizations or similar or future customs unions intern~tional agreements, or (b) relating wholly or mainly to taxation. ARTICLE III Expropriation and Compensation l. Investments shall not be expropriated, nationalized or subject, directly or indirectly, to measures of similar effects except for a public purpose, in a non -discri minatory manner, upon payment of prompt, adequate and effective compensation, and in accordance with due process of law and general principles of treatment provided for in Article 11 of this Agreement. 2. Compensat ion shall be equivalent to real value of ~xpropriated investment before expropriatory action was taken or became known. Compensation shall be paid without delay and be freely lrllnsrerable as described in paragraph 2 Article IV. J. Investors of eir Party whose investments suffer losses in territory of or Party owing to war, insurrection, civil. disturbanbe or or similar events shall be accorded by such or Purty treatment not less favorable than that accorded to its own investors or to investors of any third country, whichever is most ravorable treatment, as regards any measures it adopts in relation to such losses. ARTICLE IV Repatriation and Transfer t. Each Party shall permi t in good fai th all transfers related to an investment to be made freely and without unreasonable delay irrto and out of its territory. Such transfers include: (li) returns, Yiiriitme ve idare Boliimii Sayfa : 18

4 5 Temmuz SaYI : RESMi GAZETE Sayfa: 21 (b) proceeds from sale or I iquidat ion of all or any part of an investment, (c) compensation pursuant to Art4cle Ill, (d) reimbursements and interest payments deriving from loans in connection with investments. (e) nationals of or Party investment. salaries. wages and or remunerations one Party who have obtained in corresponding work permits received territory relative by of to an (f) payments arising from an investment dispute. 2. Transfers shall be made in convertible currency in which investment has been made or in any- convertible currency at rate of exchange in force at date of transfer. un less orwise agreed by investor and hosting Party. ARTICLE V Subrogation 1. If investment of an investor of one Party is insured ItKilinst non-commercial risks under a system established by law, any ~ubrogation of insurer which stems from terms bf 1"9UranCe agreement shall be recognized by th& or Party. ' 2. The insurer shall not be entitled to exercise any rights or than rights which investor would have been entitled to exercise. J. Disputes between a Party and an insurer shall be settled in Accordance with provisions of Article VII of this Agreement. ARTICLE VI Derogation This agreement shall not derogate from: procedures Party. (a) laws and regulations, administrative practices or or administrative or adjudicatory decisions of eir (b) international legal obligations, or Contained (c) obligations assumed by eir in an investment agreement or an Party, including those investment authorization, that entitle investments or associated activities to more favorable than that accorded by this Agreement Situations. treatment in like Yiirtitme ve idare BOitimii Sayfa : 19

5 Sayfa: 22 RESMi GAZETE 5 Temmuz SaYl : ARTICLE VII Settlement of Disputes Between One Party and Investors of Or Party I. Disputes between one of Parties and one investor of or Party, in connection with his investment, shall be notified in writing, including a detailed information, by investor to recipient Party of investment. As far as possible, investor and concerned Party shall endeavour to settle se disputes by consultations and negotiations in good faith. 2. If se disputes months following date paragraph I, dispute choose, to: cannot be settled in this way within six of written notification mentioned in can be submitted, as investor may (a) International Center For Settlement of Investment nillputes (ICSID) set up by "Convention on Settlement of Investment Disputes Between States and Nationals of or States"; (b) an ad hoc court of arbitration laid down under Arbitration Rules of Procedure of United Nations Commissi'on for Inlernational Trade Law (UNCITRAL)i (c) Court of Arbitration of Paris International Chnmber of Commerce; (d) courts of justice of Party that is a party to dispute. However, investor who has brought dispute before said courts can only apply to one of dispute settlement procedures under (a), (b) or (c) of this Article if a fin~1 award has not been rendered within one year. J. The arbitration awards shall be final and binding for all parties in dispute. Each Party commit~ itself to execute award according to its national la>;{. ARTICLE VIII Settlement of Disputes Between Parties 1. The Parties shall seek in good faith and a SpIrIt of cooperation a rapid and equitable solution to any dispute between m concerning interpretation or application of this Agreement. In this regard, Patties agree to engage in direct and meaningful negotiations to arrive at such solutions. If Parties cannot reach an agreement within six months after beginning of dispute between mselves through foregoing procedure, dispute may be submitted, upon request of eir Party, to an arbitral tribunal of three members. Yiiriitme ve idare Boiiimii Sayfa : 20

6 .~=.=-.~. ==.~ Temmuz SaYl : RESMi GAZETE Sayfa: 23 '" 2. Within two months of receipt of a request, each Party shall appoint an arbitrator. The two arbitrators shall select a third arbitrator as Chairman, who is a national of a third State. In event eir Party fails to appoint an arbitrator within specified time, or Party may request President of International Court of Justice to make appointment. J. If both arbitrators cannot reach an agreement about choice of Chairman within two months after ir appointment, Chairman shall be appointed upon request of eir Party by President of International Court of Justice. -l. If, in cases specified under paragraphs (2) and (3) of thi~ Article, President of International Court of Justice is prevented from carrying out said function or if he is a national of eir Party, appointment shall be ~ade by Vice-President, /llltl if Vice-President is prevented from carrying out said runction or if he is a national of eir Party, appointment ~hn II be made by most senior member of Court who is not a: n.l1tional of eir Party. 5. The tribunal shall have three months from date of selection of Chairmap to agree upon rules of procedure consistent with or provisio'ns of this Agreement. In absence of such 4greement, tribunal shall request President of (nternational Court of Justice to designate rules of procedure, taking into account generally recognized rules of international arbitral procedure. 6. Unless orwise agreed, all submissions shall be made and 411 hearings shall be completed within eight months of date of 3~le~tion o~ Chairman, and tribunal shall render its decision WIthIn two months after date of final submissions or date or. closing of hearings, whichever is later. The arbit-ral ~rlbunal shall reach its decisions, which shall be final and binding, Y a majority of votes. Olh 7. EXpenses incurred by Chairman, or arbitrators, and p -e: costs of proceedings shall be paid for equally by h~r~les. The tribunal may, however, at its discr~tion, decide that a & er proportion of costs be paid by one of - Parties. 8. A dispute shall not be submitted to an international arbitration court under provisions of this Article, if same dispute has been brought before anor international arbitration court and is still before court. This will not impair engagement in direct and meaningful negotiations between both Parties. Yiirtitme ve idare Boiiimii Sayfa : 21

7 ,Sayfa: 24 RESMI GAZETE 5 Temmuz SaYl : ARTICLE IX Entering into Force 1. This Agreement shall enter into force on date when Parties have notified each or through diplomatic channels that all necessary constitutional formalities for its entry into force have been completed. It shall remain in force for a period of ten years and shall continue in force unless terminated in accordance with paragraph 2 of this Article. It shall apply to investments existing at time of entry into force as weu as to investments made or acquired reafter. 2. Eir Party may, by glvlng one year's written notice to or Party, terminate this Agreement at end of fni t ial ten year period or at any time reafier. J. This Agreement may be amended by wri t ten agreement, between Parties. Any amendment shall enter into force when each Party has notified or that it has completed all internal requirements for entry into force of such amendment. 4. Wi th respect to investments made or acquired priqr to date of termination of this Agreement and to which this Agreement orwise appl ies, provisions of all of or 'Articles of this Agreements shall reafter continue to be effective for a furr period of ten years from such date of termination. IN WITNESS WHEREOF, respective stgned.. this Agreement. ' plenipotentiaries have DONE in duplicate at Vilnius on 11 th day of July, 1994 in Turkish, Lithuanian and English languages all of which are equally auntic. In case of divergence of interpretation English text shall prevai 1. For Republic of Turkey For Republic of Lithuania Yilriitme ve Ioare Boliimil Sayfa : 22