AGREEMENT BETWEEN THE TAIPEI ECONOMIC AND CULTURAL OFFICE AND THE MANILA ECONOMIC AND CULTURAL OFFICE FOR THE PROMOTION AND PROTECTION OF INVESTMENTS (AD.1992.02.28)-1

The Taipei Economic and Cultural Office (TECO) in Manila and theManila Economic and Cultural Office (MECO) in Taipei, hereinaft-er referred to as “parties";Desirous of strengthening trade and investment relations betweenTaipei and Manila ;Intending to create favourable conditions for greater businesscooperation between them and in particular for investments by t-heir individuals and companies;Recognizing that the promotion and protection of such investmen-ts will be conducive to the stimulation of individual businessinitiatives and the fostering of prosperity of both parties.Being duly authorized, have agreed as follows :ARTICLE ⅠDefinitionsFor the purpose of this Agreement;1. The term “investment" means any kind of assets invested by i- nvestors of the contracting parties, in conformity with their respective laws and regulations including but not exclusively : (a) movable and immovable property as well as other rights su- ch as mortgages, liens, or pledges; (b) shares of stock and debentures of companies wherever inco- rporated or interest in the property of such companies; (c) claims to money or to any performance related to investme- nt having financial value; (d) intellectual property rights and goodwill; and (e) business concessions conferred by law of under contract r- elated to investment including concessions to search for, cultivate, extract or exploit natural resources.2. “Investors" means any individual or company of either contra cting party who effected or is effecting investments in the other contracting party and vice versa.3. The term “companies" shall mean corporations, partnerships or other associations, incorporated or constituted and actually doing business under the law in force in any part of the con- tracting party wherein a place of effective management is si- tuated.4. “Individuals" means physical persons who are con sidere d as nationals according to the laws and regulations of either co- ntracting party.5. “Returns of Incomes" means the amounts yielded by an investm- ent and in particular, though not exclusively, includes prof- it, interest, capital gains, dividends, royalties or fees.ARTICLE ⅡPromotion and Protection of Investment1. In accordance with the laws and regulations of either party, either party shall encourage and help create favourable cond- itions for investors.2. Investments of investors shall at all times be accorded fair and equitable treatment and shall enjoy adequate protection as herein provided for.ARTICLE ⅢScope of AgreementThis agreement shall only apply to investments by investors whohave been granted admission in accordance with the laws and reg-ulations of either party.ARTICLE ⅣTreatmentBoth parties shall seek and obtain the approval of their respec-tive authorities to the effect that all investments made by inv-estors shall enjoy fair and equitable treatment in the place ofinvestment in either party. This treatment shall be no less fav-ourable than that granted to investors of any third party.The provisions of this Agreement relative to the grant of treat-ment not less favourable than that accorded to nationals or com-panies of any third party shall not be construed as to oblige t-he respective authorities of the parties to extend to investorsthe benefits of any treatment, preference or privilege resultingfrom:1. any existing or future customs union, common market, free tr- ade area, or regional economic organization of which either contracting party may become a member, or2. any international agreement or arrangement relating wholly or mainly to taxation or any domestic legislation relating w- holly or mainly to taxation.ARTICLE ⅤRepatriation of InvestmentsBoth parties shall seek and obtain the approval of their respec-tive authorities to the effect that investors shall have the ri-ght of free transfer of their capital and of the returns from it, subject to the right of each party in exceptional financial a-nd economic circumstances to exercise equitably and in good fai-th powers conferred by the laws and regulations of either contr-acting party.ARTICLE ⅥExpropriation1. Both parties shall seek and obtain the approval of their res- pective authorities to the effect that investments by invest- ors shall not be nationalized, expropriated or subjected to measures having an effect equivalent to nationalization or e- xpropriation (hereinafter referred to as “expropriation") in the place of investment except for a public purpose related to the internal needs of the expropriating authority and sub- ject to compensation. Such compensation shall amount to the market value of the investment expropriated immediately befo- re the expropriation or impending expropriation became public knowledge, shall be made without undue delay, shall be effec- tively realizable and shall be freely transferable. Appropri- ate provision shall be made for the determination of the pay- ment of such compensation. The legality of any expropriation and the amount and method of payment of compensation shall be subject to review by due process of law.2. Where the authority of a party expropriates the assets of a company which is incorporated or constituted under the 1 aw in force in either contracting party, and in which individua- ls or companies of the other party own shares, such party sh- all ensure that the provisions of paragraph (1) of this Arti- cle are applied to the extent necessary to guarantee the com- pensation provided for in that paragraph to the owners of th- ese shares.ARTICLE ⅦCompensation for LossesBoth parties shall seek and obtain the approval of their respec-tive authorities to the effect that investors who suffer lossesin relation to approved investments owing to revolts, riots, ar-med conflicts or revolutions, in the territory of either party,shall be accorded treatment no less favourable than that accord-ed to investors of any third party, as regards restitution, ind-emnifications, compensation or other similar valuable considera-tion. Such payments shall be freely transferable.ARTICLE ⅧSubrogation1. Both parties shall seek and obtain the approval of their re- spective authorities to the effect that if either party makes payment under an indemnity it has given in respect of an inv- estment or any part thereof, other party shall recognize: (a) the assignment whether under 1 aw or pursuant to a legal transaction of any right or claim from the party indemnif- ied to the former party (or its designated agency) and (b) that the former party (or its designated agency) is entit- led by virtue of subrogation to exercise the right and en- force the claims of such party. The former party (or its designated agency) shall accordingly , if it so desires, be entitled to assert any such right or claim to the same extent as its predecessor in title either before a court or tribunal in either party or by any other l- egal remedy.2. Both parties shall seek; and obtain the approval of their re- spective authorities to the effect that if an investor acqui- res amounts in the lawful currency of either party, or credi- ts thereof by assignment under the terms of an indemnity, su- ch investor shall be accorded in respect thereof treatment n- ot less favorable than that accorded to the funds of investo- rs of any third party deriving from investment activities si- milar to those which the investor indemnified was engaged in. Such amounts and credits shall be freely available to the in- vestor concerned for the purpose of meeting its expenditure in the place of investment.ARTICLE ⅨSettlement of Disputes Between PartiesAny dispute arising between the parties concerning the interpre-tation or application of this Agreement shall as far as possible, be settled amicably through consultations.ARTICLE ⅩDisputes Relating to the InvestmentIn case of dispute between the investor and the authority in theplace of investment, the parties herein shall seek, as far as p-ossible an amicable settlement of the dispute through negotiati-ons between the parties thereto, and failing which, its referralto arbitration on such terms and conditions as the disputing pa-rties may agree.ARTICLE ⅩⅠEntry into ForceDuration and Termination1. This Agreement shall enter into force on the date of signatu- re. It shall remain in force for a period of ten years and s- hall continue in force ten years thereafter unless, after the expiry of the initial period of ten years, either party noti- fies in writing the other party of its intention to terminate this Agreement. The notice of termination shall become eflfe- ctive one year after it. has been received by the other party .2. In respect of investments made prior to the date when the no- tice of termination of this Agreement becomes effective, the provisions of this Agreement shall remain in force for a fur- ther period of ten years from that date. Done in Taipei, in duplicate, this twenty-eighth day of Febr- uary, 1992, in the English language. For the Taipei Economic and Cultural Office (Signed) TA-JEN LIU Representative ATTESTED: (Signed) DR. SHU-JOU LEE Chairman Investment Commission For the Manila Economic and Cultural Office (Signed) JOAGUIN R.ROCES Director ATTESTED: [Signed] TOMAS I. ALCANTARA Vice-Chairman and Managing Head Board of Investments

Posted in 未分類