The Government of the State of Israel and the Government of the Republi of Argentina, hereinafter referred to as the "Contrating Parties," DESIRING to

Transcription

1 AGREEMENT BETWEEN THE GOVERNMENT OF THE STATE OF ISRAEL AND.. THE GOVERNMENT OF THE REPUBLIC OF ARGENTINA FOR THE PROMOTION AND RECIPROCAL PROTECTION OF INVESTMENTS E if>

2 The Government of the State of Israel and the Government of the Republi of Argentina, hereinafter referred to as the "Contrating Parties," DESIRING to intensify eonomi ooperation to the mutual benefit of both ountries, INTENDING to reate favorable onditions for greater investments by investors of either Contrating Party in the territory of the other Contrating Party, and RECOGNIZING that the promotion and reiproal protetion of investments on the basis of the present Agreement ill be onduive to the stimulation of individual business initiative and ill inrease prosperity in both States, Have agreed as follos: E ro Artile 1 Definitions For the purposes of the present Agreement: {1) The term "investment" shall omprise, in onformity ith the las and regulations of the Contrating Party in hose territory the investment is made, any kind of asset invested by an investor of one Contrating Party in the territory of the other Contrating Party, in aordane ith the latter's las and regulations. It inludes in partiular, though not exlusively: {a) movable and immovable property as ell as any other rights in rem, in respet of every kind of asset; {b) rights derived from shares, bonds and other kinds of interests in ompanies;

3 E ro () laims to money and other assets and to any performane having an eonomi value; (d) rights in the field of intelletual property, proesses, kno-ho and goodill; tehnial (e) business onessions onferred by la or under ontrat, inluding onessions to searh for, ultivate, extrat or exploit natural resoures. () A hange in the form in hih assets are invested or reinvested, in aordane ith the las and regulations of the Contrating Party in hose territory the investment is made, shall not affet their harater as investments ithin the meaning of this Agreement. (3) The term "investor" shll omprise: (a) natural persons deriving their status as nationals or permanent residents of the Contrating Party onerned from the la in fore in that Contrating Party, ho are not also nationals of the other Contrating Party. (b) ompanies inluding orporations, firms or assoiations inorporated or onstituted in aordane ith the la of the Contrating Party onerned and having its seat in the territory of that Contrating Party, hih are not diretly or indiretly ontrolled by investors of the other Contrating Party or by investors of a third State. {4) The term "returns" shall omprise the amount yielded by an investment, inluding, but not limited to: dividends, profits, sums reeived from the total or partial liquidation of an investment, interest, apital gains, royalties or fees. (5) The term "territory" shall mean the national territory of either Contrating Party inluding those maritime areas adjaent to the outer limit of the territorial sea of the national territory, as ell as the ontinental shelf, over hih the Contrating Party onerned may, in aordane ith international la, exerise sovereign rights or jurisdition. Artile Promotion and Protetion of Investments (1) Eah Contrating Party, shall, in its territory, enourage and reate favorable onditions for investments by investors of the other Contrating Party and, subjet to its right to exerise the poers onferred by its las, shall admit suh investments.

4 E ro (} Investments made by investors of eah Contrating Party shall be aorded fair and equitable treatment and shall enjoy full protetion and seurity in the territory of the other Contrating Party. Neither Contrating Party shall in any ay impair by unreasonable or disriminatory measures the management, maintenane, use, enjoyment or disposal of investments in its territory of investors of the other Contrating Party. Artile 3 Most-favored-nation and National Treatment (1} Neither Contrating Party shall, in its territory, subjet investments or returns of investors of the other Contrating. Party to treatment less favorable than that hih it aords to investments or returns of its on investors or to investments or returns of investors of any third State. (} Neither Contrating Party shall, in its territory, subjet investors of the other Contrating Party, as regards their management, maintenane, use, enjoyment or disposal of their investments, to treatment less favorable than that hih it aords to its on investors or to investors of any third state. Artile 4 Compensation for Losses Investors of one Contrating Party hose investments in the territory of the other Contrating Party suffer losses oing to ar or other armed onflit, revolution, a state of national emergeny, revolt, insurretion, riot, other suh similar event or resulting from arbitrary ation by the authorities in the territory of the latter Contrating Party shall be aorded by the latter Contrating Party treatment, s regards restitution, indemnifiation, ompensation or other settlement, no less favorable than that hih the latter Contrating Party aords to its on investors or to investors of any third State. Resulting payments shall be freely transferable.

5 LL Vi E Artile 5 Expropriation (1) Investments of investors of either Contrating Party shall not be nationalized, expropriated or subjeted to measures havaing effet equivalent to nationalization or expropriation (hereinafter referred to as "expropriation") in the territory of the other Contrating Party, exept for a publi purpose related to the internal needs of that Contrating Party on a non-disriminatory basis, under due proess of la and against prompt, adequate and effetive ompensation. Suh ompensation shall amount to the market value of the expropriated investment immediately before the expropriation or before the impending expropriation beame publi knoledge, hihever is the earlier, shall inlude interest from the date of expropriation until payment at a normal ommerial rate or at the. rate provided by la, as appliable, shall be made ithout delay, be effetively realizable and be freely transferable. The investors affeted shall have a right, under the la of the Contrating Party making the expropriation, to prompt revie, by a judiial or other independent authority of that Contrating Party, of his or its ase and of the valuation of his or its investment, in aordane ith the priniples set out in this paragraph. () Where a Contrating Party expropriates the assets of a ompany, ithin the meaning of Artile 1(3), hih is inorporated or onstituted under the la in fore in its territory and in hih investors of the other Contrating Pary on shares, or other onership rights, it shall ensure that the provisions of paragraph (1) of this Artile are applied to the extent neessary to guarantee prompt, adequate and effetive ompensation, in respet of their investment to suh investors of the other Contrating Party ho are oners of those shares or other onership rights. Artile 6 Repatriation of Investments and Returns Eah Contrating Party shall, in respet of investments, guarantee to investors of the other Contrating Party the unrestrited transfer of their investments and returns, in aordane ith the folloing: (1) Transfers shall be effeted ithout delay in the onvertible urreny in hih the apital as originally invested or in any other onvertible urreny agreed by the investor and the Contrating Party onerned, provided that the investor has omplied ith all his fisal obligations and that

6 LL Vi E repatriation is in aordane ith the exhange regulations established by the Contrating Party in hose territory the investment as made, hih shall not nullify the rights set forth in this artile, relating to investments, as ere in fore at the time the investment as made and shall be in aordane ith the aims and purposes of this Agreement. () In the event the exhange regulations of one Contrating Party are modified, that Contrating Party guarantees that suh modifiations shall not adversely affet the rights to repatriate investments and returns as ere in fore at the time the investment as made. (3) Unless otherise agreed by the investor, transfers shall be made at the rate of exhange appliable on the date of transfer pursuant to the exhange regulations in fore. Artile 7 Exeptions The provisions of this Agreement relative to the grant of treatment not less favorable than that aorded to the investors of either Contrating Party or to the investors of any third State shall not be onstrued so as to oblige one Contrating Party to extend to the investors of the other the benefit of any treatment, preferene or privilege resulting from: (a) any international agreement or arrangement relating holly or mainly to taxation or any domesti legislation relating holly or mainly to taxation; (b) any existing or future ustoms union, free trade area or ommon market agreement or similar international agreement to hih either Contrating Party is or may beome a party; {) the bilateral agreements providing for onessional finaning onluded by the Republi of Argentina ith Italy, on 1 Deember 1987, and ith Spain, on June (d) the definition of "investment" (Artile 1, paragraph 1) and the referene to "reinvestment" (Artile 1, paragraph ) and the provisions of Artile 6 ontained in agreements entered into by the State of Israel prior to January 1, 199.

7 Artile 8 Settlement of Disputes beteen an investor and the host Contrating Party (1} Any dispute hih arises ithin the terms of this Agreement onerning an investment beteen an investor of one Contrating Party and the other Contrating Party shall, if possible, be settled amiably. () If the dispute annot thus be settled ithin six months folloing the date on hih the dispute has been raised by either party, it may be submitted either to: : (a} the ompetent ourt of la of the Contrating Party in hose territory the investment as made; or. (b) internationa-l arbitration aording to the provisions of a paragraph ( 4) Vi E Where a dispute has been raised and the parties disagree as to the hoie of (a) or (b), the opinion of the investor shall prevail. (3) Where an investor has submitted a dispute to the aforementioned ompetent ourt of la of the Contrating Party ro here the investment has been made or to international arbitration, this hoie shall be final. (4) In ase of international arbitration, the dispute shall be submitted either to: - The International Centre for the Settlement of Investment Disputes (ICSID) reated by the "Convention of the Settlement of Investment Disputes beteen States and Nationals of other States" opened for signature in Washington on 18 Marh 1965, or - an arbitration tribunal set up from ase to ase as may be mutually agreed by the parties to the dispute. (5} If after a period of three months from ritten notifiation of the submission of the dispute to arbitration there is no agreement on the seletion of a forum under paragraph (4) of this Artile, the parties to the dispute shall be bound to submit it to the International Centre for the Settlement of Investment Disputes (ICSID).

8 (6) The arbitration tribunal shall render its deision in aordane ith the provisions of this Agreement, the las of the Contrating Party involved in the dispute, inluding its rules on onflit of la, the terms of any speifi agreement onluded in relation to suh an investment and the relevant priniples of international la. (7) The arbitral deision shall be final and binding for the parties in the dispute. Eah Contrating Party shall exeute it in aordane ith its las and regulations. Artile 9 Settlement of Disputes beteen the Contrating Parties (1) Disputes beteen the Contrating Parties onerning.the interpretation or appliation of this Agreement should, if possible, be settled through the diplomati hannel, hih may inlude, if both Contrating Parties so desire, referral to a B i1 atera 1 Commission omposed of representatives of both Contrating Parties. E () If a dispute beteen the Contrating Parties annot thus be settled ithin six months from notifiation of the dispute, it shall, upon the request of either Contrating Party, be submitted to an arbitral tribunal..= (3) Suh an arbitral tribunal shall be onstituted for eah individual ase in the folloing ay: ithin to months of the reeipt of the request for arbitration, eah Contrating Party shall appoint one member of the tribunal. Those to members shall then selet a national of a third State ho, on approval by the to Contrating Parties, shall be appointed Chairman of the tribunal. The Chairman shall be appointed ithin to months from the date of appointment of the other to members. (4) If, ithin the periods speified in paragraph (3) of this Artile, the neessary appointments have not been made, either Contrating Party may, in the absene' of any other agreement, invite the Seretary General of the Permanent Court of Arbitration of the Hague to make any neessary appointments. (5) The arbitral tribunal shall reah its deision by a majority of votes. Suh deision shall be binding on both Contrating Parties. Eah Contrating Party shall bear the ost of its on member of the tribunal and of its representation in the arbitral proeedings; the ost of the Chairman and the remaining osts shall be borne in equal parts by the Contrating Parties. The tribunal shall determine its on proedure.

9 Artile 1 Subrogation (1) If one Contrating Party or its designated ageny {hereinafter referred to as the "First Contrating Party") makes a payment under an indemnity given in respet of an investment in the territory of the other Contrating Party (hereinafter referred to as the "Seond Contraing Party"), the Seond Contrating Party shall reognize: {a) the assignment to the First Contrating Party by la or by legal transation of all the rights and laims of the party indemnified; and (b) that the First Contrating Party is entitled to exerise suh rights and enfore suh laims by virtue of subrogation, to the same extent as the party indemnified. LL Vi {) The First Contrating Party shall irumstanes to: be entitled in all {a) the same treatment in respet of the rights and laims ; aquired by it, by virtue of the assignment; and Q) (b) any payments reeived in pursuane of those rights and laims, Q).= as the party indemnified as entitled to reeive by virtue of this Agreement in respet of the investment onerned and its related returns. Artile 11 Appliation of other rules and speial ommitments (1) Where a matter is governed simultaneously both by this Agreement and by another International agreement to hih both Contrating Parties are parties, or by obligations under international la, nothing in this Agreement shall prevent either Contrating Party or any of its investors ho on investments in the territory of the other Contrating Party from taking advantage of hihever rules are the more favourable to his ase.

10 () If the treatment to be aorded by one Contrating Party to investors of the other Contrating Party in aordane ith its las and regulations or other speifi provisions or ontrats is more favourable than that aorded by this Aagreement, the more favourable treatment shall be aorded. Artile 1 Appliation of the Agreement (1) This Agreement shall apply to all investments, hether made before or after the date of entry into fore of this Agreement, but the provisions of this Agreement shall not apply to any dispute, laim or differene hih arose before its entry into ro fore and is already the subjet of a legal proedure. () The provisions of this Agreement shall not apply 'to the investments made by natural persons ho are nationals of one o Contrating Party in the territory of the other Contrating Party if suh persons have, at the time of the investment, been domiiled in the latter Contrating Party for more than to years, unless it is proved that the investment as admitted E into its territory from abroad ro Artile 13 Entry into fore Eah Contrating Party shall notify the other Contrating Party in riting through the diplomati hannel of the ompletion of its internal legal proedures required for the entry into fore of this Agreement. This Agreement shall enter into fore on the date of the latter notifiation. Artile 14 Duration and Termination This Agreement shall remain in fore for a period of ten (1} years. Thereafter it shall ontinue in fore until the expiration of telve (1) months from the date on hih either Contrating Party shall have given ritten notie of termination to the other. In respet of investments made hile this Agreement is in fore, its provisions shall ontinue in effet ith respet to suh investments for a period of ten (1) years after the date of termination and ithout prejudie to the appliation thereafter of the rules of general international la.

11 Done 1n...g..,fs this,/ day of !1-, 1995, hi orrespons to the A day of :zj u, 5755, in dupliate, in the lhilire, Spanish anngti sh languages, the three texts being equally authenti. In ase there is any divergene of interpretation of the provisions, the English text shall prevail. LL Vi E FOR THE GOVERNMENT OF THE STATE OF ISRAEL FOR THE GOVERNMENT OF HE REPUBLIC OF ARGENTINA

12 LL Vi E PROTOCOL On signing the Agreement beteen the Government of the State of Israel and the Government of the Republi of Argentina for the Promotion and Reiproal Protetion of Investments, the undersigned have agreed on the folloing provisions, hih onstitute an integral part of the said Agreement. With referene to Artile 1, paragraph (3), (b): The Contrating Party in hose territory the investments are undertaken may require the proof of the ontrol invoked by the investors of the other Contrating Party. The folloing fats, inter alia, shall be aepted as of the ontrol: evidene 1) the status of an affiliate of a legal person of the other Contrating Party; 11) a diret or indiret partiipation in the apital of a legal person hih allos an effetive ontrol as, in partiular, a diret or indiret partiipation higher than 5% of the apital, or the diret or indiret possession of the votes neessary to obtain a dominant position in the ompany organs or to influene the funtioning of the legal person in a deisive ay. With referene to Artile 1, paragraph (1), () of this Agreement, the Contrating Pareties agree that here loans are onerned, this Artile shall only be appliable to loans hih are legally ontrated and diretly related to a speifi investment. Done in Jl1\ this l)-, rj day of., 1995, hih orreponds o e day of 'h _. &.1.--r, 5755, in dupliate, in the HebreCSpanish and Eng,ls anguages, the three texts being equally authenti. In ase there is any divergene of interpretation of the provisi ns, the English text salll= F R THE GOVERNMENT OF / THE STATE OF ISRAEL THE GOVERNMENT OF THE REPUBLIC OF ARGENTINA