(c) Respect the freedom of association and the effective recognition of the right to collective bargaining;

(d) Eliminate all forms of forced or compulsory labour, including the effective abolition of ghild labour;

(e) Eliminate discrimination in employment and occupation;

(3) Where there is a need to prioritise actions to address actual or potential adverse effects, investors should first seek to prevent and mitigate those that are most likely to occur. more serious or where a delayed response would make them vulnerable.

Article 14. Corporate Social Responsibility

(1) Investors and their Investments must ensure that the pursuit of their economic objective does not conflict with the social and economic development of the Host State and must be sensitive to changes in the social and economic objectives of the Host State.

(2) Investors and their Investments must act in accordance with the principles of trade, marketing and advertising practices when dealing with consumers and must ensure the safety and quality of the goods and services they provide.

Article 15. Protection of the Environment and Use of Natural Resources

(1) Investors and their Investments must protect the environment during their operations and when their operations cause environmental damage; take reasonable steps to restore the environment to the extent possible; and ensure that victims of environmental damage are fairly compensated

(2) Investors and their investments must comply with the environmental and social assessment criteria and evaluation processes applicable to proposed Investments prior to their establishment, as required by the Host State's legislation for such an investment.

(3) The impact assessment reports required under paragraph 2 of this Article shall include !human rights impact assessments in areas potentially affected by the investment.

(4) Investors and their investees must carry out the following environmental and social impact assessments:

(a) public accessibility; and

(b) accessibility to local communities or other areas of potential interest, effective and timely enough to allow comments to be made to the investor, the Investment and/or the government prior to the completion of the Host State's investment establishment processes.

(5) Investors, their Investments and host state authorities should apply the precautionary principle to their environmental impact assessment and decisions taken in connection with a proposed investment, including any mitigating or alternative approaches necessary to the Investment, or prohibiting the Investment if necessary. The application of the precautionary principle by investors and investors should be described in the environmental impact assessment.

Article 16. Environmental Management and Improvement

(1) Investors and their Investments shall, in accordance with good practice requirements relating to the size and nature of the Investment, and as required under the host country's national legislation, maintain an environmental management system that complies with recognised international environmental management standards and good business practices.

(2) Investors and their investments should develop, review and regularly update their plans for emergency response, response and decommissioning as part of the environmental management system process and make these plans available to the Host State and the public.

(3) Investors and their investments should establish and maintain a trust fund to ensure that resources are available to implement the decommissioning plan in line with industry best practices for such funds.

(4) Investors and their Investments should ensure that their environmental management plans include the means to ensure continuous improvement in environmental management technologies and practices throughout the life of the Investment. These improvements must be made to comply with current legislation, while striving to exceed current standards and maintain high levels of environmental performance in line with industry best practices.

Article 17. Provision of Information

(1) An investor shall provide to an actual or potential Host State such information as that Party may require concerning the Investment in question and the history and business practices of the investor, for the purpose of making a decision with respect to that Investment or for statistical purposes only.

(2) The Host State, or potential Host State, shall have the right to obtain accurate and up-to-date information in this regard. An investor shall not commit fraud or provide false or misleading information in accordance with this Article.

(3) The Host State, or potential Host State, may make this information available to the public in the location of the investment, subject to other applicable laws and the editing of confidential business information. The Host State shall protect any commercial information from any disclosure that may prejudice the position of the Investor or the Investment.

(4) Nothing in this Article shall be construed to prevent a Party from obtaining or disclosing information in the course of the fair and good faith application of its internal law or in the course of disputes between the investor and the State making the investment.

(5) A material breach of this Article by an investor or an investment shall be deemed to constitute a failure by the investor to establish, acquire or realise, as the case may be, the investment in accordance with the laws of the Host State.

Article 18. Minimum Standards on Human Rights, Environment and Labour

(1) Investors and their Investments have a duty to respect human rights in the workplace and in the performance of their duties and in the community and state in which they are located. Investors and their Investments shall not undertake or cause to be undertaken any acts that violate these human rights. Investors and their Investments shall not contribute to or be complicit in the violation of human rights by third parties in the Host State, including by public authorities or during civil unrest.

(2) Investors and their investments must act in accordance with the fundamental rules of labour rights required by the ILO Declaration on Fundamental Principles and Rights at Work, 1998 and all other applicable ILO agreements.

(3) Investors and their Investments shall not manage or operate Investments in a manner that does not comply with the more favourable international environmental, labour and human rights obligations of the Host State or the Home State.

Article 19. Investors' Liability

(1) Investors and Investments may be subject to civil claims for liability in the judicial process of their home State for acts, decisions or omissions committed in that State in relation to the Investment.

(2) Home States shall ensure that their legal systems and rules permit, or do not prevent or unduly restrict, merits of the case before national courts in respect of the liability of Investors and Investments for damage arising out of acts done, decisions taken or failures to act on the part of Investors in relation to the Investments in the territory of the Host State.

(3) Subject to further specific instructions under this Agreement regarding the consequences of a breach of an obligation, where an Investor or its Investment is alleged by a State Party to dispute settlement proceedings under this Agreement not to have complied with its obligations under this Agreement the tribunal seized of such a dispute shall determine whether such a breach, if proven, is materially relevant to the issues before it and, if so, what mitigating or countervailing effects this might have on the merits of a claim or on the damages or interest awarded in the event of such an award.

(4) A Host State may bring a counterclaim against the Investor in any court under this Agreement for damages or other relief resulting from an alleged breach of the Agreement.

(5) In accordance with its applicable domestic law, the Host State, including its political subdivisions and their officers, private persons or private organisations, may bring a civil action in the Investor's court or against an investment in a national court for damages arising from an alleged breach of the obligations set forth in this Agreement.

(6) In accordance with the domestic law of the Home State, the Host State, including its subdivisions and their officials, natural persons or private organisations, may bring a civil action against the investor before the national courts of the home State, if such action relates to the specific conduct of the investor and if it claims damages for breach of the obligations set forth in this Agreement.

Article 20. Consequences of the Breach of Investors' Obligations

(1) Without prejudice to the other rights and remedies of a host State or its population, a host State may, in accordance with its national law, institute proceedings against an investor or his investment before the courts of the host State for failure to comply with the obligations of the Investor or the Investment under this Agreement. By specific written agreement, the Parties to the dispute may submit the dispute to an arbitral tribunal in accordance with Section I of Chapter V of this Agreement.

Article 21. Rights of States In the Field of Regulation

(1) The host State has the right to take regulatory or other measures to ensure that any development within its territory is consistent with the objectives and principles of sustainable development, as well as with other legitimate social and economic policy objectives.

(2) Except where the rights of a Host State are expressly stated as an exception to the obligations in this Agreement, the pursuit by a Host State of its right to regulate shall be understood to be in balance with the rights and obligations of investors and Host States as set forth in this Agreement.

(3) It is understood that non-discriminatory measures taken by a State Party to comply with its international obligations under other treaties do not constitute a breach of this Agreement.

Article 22. Right to Pursue Development Objectives

(1) Notwithstanding any other provision of this Agreement, a Party may grant preferential treatment in accordance with its domestic law to any enterprise which meets the requirements of its domestic law for achieving its development objectives.

2) Notwithstanding any other provision of this Agreement, a Patty may:

(a) support the development of local entrepreneurs and

(b) seek to increase productive capacity, employment, human resource capabilities and training, research and development, including new technologies, technology transfer and other benefits of investments arising from the use of specific conditions imposed on investors when establishing or acquiring an investment and and implemented during its operation.

Article 23. States' Environmental and Labour Standards Obligations

(1) Each Party has the right to establish its own internal environmental protection levels and development policies and priorities, as well as labour laws and standards, and to adapt or modify such rules, laws, standards and policies. In exercising this right, each Party shall endeavour to ensure that it provides for high levels of environmental and labour protection, taking into account internationally recognized standards, and shall endeavour to further improve its standards.

(2) The Parties recognise that it is not appropriate to encourage investment by relaxing environmental and labour laws. Accordingly, the Parties shall not waive or derogate from, or propose to waive or derogate from, any such legislation for the purpose of encouraging the establishment, maintenance or expansion of an investment. If a Party believes that the other Party has offered such encouragement, it may request consultations with the other Party.

(3) This Article is not subject to the dispute settlement procedure described in the process under this Agreement for the settlement of the Investor-State disputes.

Chapter IV. GENERAL PROVISIONS

Article 24. Cooperation In Investment Promotion

(1) The Parties shall co-operate in the promotion of investments of their Investors in the territory of the other Party. This cooperation may include joint investment promotion events, tours with industrialists and investors, technology promotion and other measures to promote investment.

(2) The Parties shall exchange information on investment opportunities, legislation and regulations for foreign investors in the territory.

(3) The Parties may make available to Investors facilities for financing and guaranteeing their State's investments in the territory of the other Party. Where appropriate, such facilities shall promote compliance with the obligations of the Investors, set forth in this Agreement.

Article 25. Transparency of Information on the Investments

(1) Each Party shall promptly publish or make available to the public its generally applicable laws and regulations and any international agreements which may affect the investments of the Investors of the other Party.

(2) Each Party shall endeavour to publish, as soon as practicable, or make publicly available, its policies and administrative guidelines or procedures that may affect investment under this Agreement.

(3) Nothing in this Agreement shall oblige a Party to provide or permit access to any confidential or proprietary information, including information about individual Investors or Investments, the disclosure of which would impede law enforcement or be contrary to national laws on the protection of privacy.

(4) This Article is not subject to the investor-state dispute settlement process.

Article 26. Objections

(1) Subject to the condition that such measures shall not be applied in a manner which would constitute a means of arbitrary or unjustifiable discrimination within the meaning of Article 4 (non-discrimination), nothing in this Agreement shall be construed as obliging a Party to pay compensation for adopting or implementing measures taken in good faith and applied to protect or preserve:

(a) public health and safety;

(b) human, animal or plant life or species;

(c) national security;

(d) living and non-living exhaustible natural resources; and

(e) the environment.

(2) For greater certainty, nothing in this Agreement shall be construed to require a Party to pay compensation for adopting or maintaining reasonable measures for prudential reasons, such as:

(a) the protection of investors, depositors, financial market participants, policyholders, insurance claimants or persons to whom a financial institution owes fiduciary duties;

(b) maintaining the safety, soundness, integrity or financial responsibility of the institutions; and

(c) ensuring the integrity and stability of a Party's financial system.

(3) Nothing in this Agreement shall apply:

(a) to fiscal measures, subject to Article 46 (expropriation by fiscal means).

(b) generally applicable non-discriminatory measures taken by any public entity in pursuit of monetary and related credit policies or exchange rate policies, subject to the obligations under Article 7 (Repatriation of Assets).

(c) to such measures of a Party as it deems necessary to carry out its obligations with respect to the maintenance-or restoration of international peace or security, or the protection of its national security interests.

(4) Nothing in this Agreement shall oblige a Party to provide or permit access to any information, the disclosure of which it considers contrary tO its national security interests.

Chapter V. SETTLEMENT OF DISPUTES

Section I. INVESTOR-STATE DISPUTE SETTLEMENT

Article 27. Scope of Application

(1) This Section shall apply to a dispute between a Party and an investor of the other Party concerning an alleged breach of an obligation under this Agreement which causes loss or damage to the investor or his investment.

(2) If an investment authorization or contract contains a forum selection clause for the resolution of a dispute relating to that investment or to the authorization or contract, the investor may not initiate arbitration under this Agreement where the measure underlying the arbitration would be covered by such forum selection clause.

Article 28. Initiation of the Arbitral Proceeding

(1) Any dispute between an investor of a Contracting Party and the other Contracting Party in connection with an investment in the territory of the other Contracting Party shall, to the extent that possible, be resolved amicably through consultation or negotiation between the two parties the dispute.

(2) Where the dispute cannot be resolved in accordance with paragraph 1 of this Article within 6 months from the date of the written request for consultations and negotiations, unless the parties to the dispute agree otherwise, the disputing investor may submit the dispute to arbitration:

(a) under the ICSID Convention and the ICSID Arbitration Rules, has provided that_both the Host State and the other Party are parties to the ICSID Convention;

(b) under the ICSID Additional Facility Rules, provided that the Host State or the other Party is a Party to the ICSID Convention;

(c) under the UNCITRAL Arbitration Rules; or

(d) The parties to the dispute may refer the matter to any other arbitration institution or to any other arbitration rules, if they so agree.

For the avoidance of doubt, the provisions of this Agreement relating to arbitration procedures shall prevail over those of the arbitration rules chosen to govern the arbitration in the event of inconsistency.

Article 29. Conditions for Submitting a Claim to Arbitration

(1) Each Party hereby consents to the submission of a dispute to arbitration in accordance with the provisions of this Section, provided that:

(a) the Investor expresses a clear and unequivocal waiver of any right to pursue and/or continue any claim relating to the measures underlying the claim made under this Agreement, on behalf of the Investor and the Investment, in the local courts of the Host State or in any other dispute resolution forum;

(b) The submission of the dispute to such arbitration shall take place within three years from the time the disputing investor became aware, or should reasonably have become aware, of a breach of an obligation under this Agreement resulting in loss or damage to the disputing investor or its investment;

(c) the disputing investor being a home state investor until at least the time the disputing investor submits the dispute to arbitration;

(d) the disputing investor providing written consent to arbitration in accordance with the provisions set out in this Section; and

(e) the disputing investor shall notify the Respondent in writing, at least 90 days before the claim is submitted, of its intention to submit the dispute to such arbitration, and which:

(i) The notice shall state the name and address of the disputing investor and, where the dispute is submitted on behalf of an enterprise, the name, address and place of incorporation of the enterprise;

(ii) designates one of the forums mentioned in paragraph 19 (2) of this Article as the dispute resolution forum;

(iii) waives the right of the disputing investor to institute or continue any proceedings (other than those under Article 35(1) (Provisional measures of protection and diplomatic protection)) before any of the other dispute settlement tribunals referred to in Article 28(2) (Commencement of arbitration) in respect of the matter in dispute; and

(iv) briefly summarizes the Defendant's alleged breach of this Agreement (including the provisions allegedly breached), the legal and factual basis for the dispute and the loss or damage allegedly caused to the disputing investor or to his investment by virtue of this violation

(f) The Investor has consented in writing to arbitration in accordance with the  procedures set out in this Agreement.

(2) For greater certainty, the disputing investor may not make a claim under this Chapter if the investment was made by means of fraudulent misrepresentation, concealment, corruption or conduct amounting to an abuse of process.

Article 30. Constitution of the Arbitral Tribunal

(1) Unless the Parties to the dispute agree otherwise, the arbitral tribunal shall consist of three arbitrators, who shall not be nationals or permanent residents of either Party. Each Party to the dispute shall appoint an arbitrator and the Parties to the dispute shall agree on a third arbitrator, who shall be the chairman of the arbitral tribunal. If an arbitral tribunal has not been established within 90 days from the date on which the claim was submitted to arbitration, either because a Party has not designated an arbitrator or because the parties to the dispute have not reached an agreement on the chairman, the Secretary-General of ICSID shall, at the request of a party to the dispute, designate, at his discretion, the arbitrator or arbitrators not yet appointed. If the Secretary-General is a resident or permanent resident of either Party, or is unable to act, the Deputy Secretary-General, who is not a resident of the country or territories of either Party, may be invited to make the necessary appointments.

(2) Arbitrators must:

(a) have experience or expertise in public international law or international investment law; and

(b) be independent of, and not affiliated with, or take instructions from, the Parties and the contesting investor.

(3) If an arbitrator appointed under this Article resigns or becomes unable to act, including as a result of a conflict of interest declared in accordance with Article 31 (prevention of conflicts of interest by arbitrators), a substitute arbitrator shall be appointed in the same manner as that prescribed for the appointment of the original arbitrator, and shall be vested with the same powers and duties as the original arbitrator had.

(4) Each Party shall bear the costs of its appointed arbitrator and of any legal representation in the proceedings. The fees of the chairman of the arbitral tribunal and other costs of the arbitration shall be borne equally by the Parties, unless the arbitral tribunal decides that a higher proportion of the costs shall be borne by one of the Parties.

Article 31. Prevention of Conflicts of Interest of Arbitrators

(1) The arbitrators appointed to resolve disputes under this Agreement shall, at all times during the course of the arbitration

(a) be impartial, free from actual or perceived conflicts of interest, and independent of the Parties at the time of accepting an appointment to serve and must remain so throughout the arbitration process; and

(b) disclose to the parties, the arbitration institution or other appointing authority (if required by the applicable institutional rules) and to the co-arbitrators, any matter which may have been resolved in the eyes of the arbitrator. In addition, the arbitrator must not, in the opinion of a reasonable third party, raise doubts aS to the impartiality of the arbitrator, the absence of conflicts of interest or the independence of the arbitrator. For greater certainty, the above requirements include the obligation not to act simultaneously as counsel in any other actual or potential treaty-based arbitration involving a foreign investor and a State.

Article 32. Place of Arbitration

Unless the parties to the dispute agree otherwise, the court shall determine the place of the arbitration shall be conducted in accordance with the applicable arbitration rules, provided that it is in the territory of a State Party to the New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards.

Article 33. Applicable Law to the Settlement of Disputes

(1) A tribunal established under this Section shall decide the issues in dispute in accordance with this Agreement and the applicable rules and principles of international law.

(2) The law applicable to the interpretation of this Agreement shall be this Agreement and the general principles of international law concerning the interpretation of treaties, including the presumption of uniformity between international treaties to which the Parties are signatories

(3) A joint decision of the parties declaring their common understanding of a provision of this Agreement shall be binding on any court, and any decision or award rendered by a court shall apply to and be consistent with that joint decision.

Article 34. Expedited Procedure for Preliminary Exceptions

(1) A tribunal established under this Section shall decide the issues in dispute in accordance with this Agreement and the applicable rules and principles of international law.

(2) Without prejudice to the power of the tribunal to deal with other objections as a preliminary question, a tribunal shall consider and decide as a preliminary question any objection raised by the Respondent that, as a matter of law, a claim submitted is not a compensable claim in favour of the disputing investor under Article 37 (Arbitral Awards).

(3) Such an objection shall be submitted to the tribunal as soon as possible after the establishment of such a tribunal, and in no case later than the date fixed by the tribunal for the respondent Party to submit its counter-memorial.

(4) The respondent Party shall not waive any jurisdictional objection or argument raised on the merits merely because the respondent Party has or has not raised an objection or used the expedited procedure provided for in this Article.

(5) Upon receipt of a preliminary objection under this Article, the tribunal shall suspend all proceedings on the merits and shall render a decision or award on the objection(s), stating the reasons therefor, no later than 150 days from the date of the request. However, if a Party to the dispute requests a hearing, the tribunal may take an additional 30 days to issue its decision or award. Regardless of whether a hearing is requested, a court may, for extraordinary reasons, delay announcing its decision or award for an additional short period of time, not to exceed 30 days.

(6) In ruling on the objection of the defending Party under this Article, the tribunal may, if appropriate, award the disputing Party reasonable costs and attorneys' fees incurred in making the submissions or in opposing the objection. In determining whether such an award is warranted, the tribunal shall determine whether the claim of the disputing investor or the objection of the disputing Party is vexatious or frivolous, and shall provide the disputing parties a reasonable opportunity to comment.

Article 35. Interim Measures of Protection and Diplomatic Protection

(1) Neither Party may prevent the disputing investor from seeking provisional measures involving the payment of damages or the resolution of the dispute before the courts or administrative tribunals of the defending Party, prior to the institution of proceedings, for the preservation of its rights and interests.

(2) No Party shall grant diplomatic protection, or create an international claim, with respect to a dispute that an investor of that Party and the other Party have agreed to submit or have submitted to arbitration under this Section, unless that other Party has accepted the award in that dispute. Diplomatic protection, for the purposes of this paragraph, does not include innocent diplomatic exchanges for the sole purpose of facilitating the settlement of a dispute.

Article 36. Conclusions Submitted by Third Parties

(1) The non-contesting Party to this Agreement may make oral and written submissions to the Tribunal concerning the interpretation of this treaty and may be present at the hearing.

(2) The tribunal has the power to accept and consider amicus curiae briefs from a person or entity that is not a Party to the dispute. In determining whether to grant leave to file an amicus curiae brief, the tribunal shall consider, inter alia, the extent to which it will do so:

(a) the finding of amicus curiae would assist the court in determining a fact or legal issue related to the dispute;

(b) the submission of the amicus curiae finding would deal with a matter of dispute;

(c) the amicus curiae has a significant interest in the arbitration; and

(d) there is a public interest in the subject matter of the arbitration.

(3) The tribunal must ensure that:

(a) any submission of amicus curiae briefs does not disrupt the proceedings; and

(b) such findings do not impose an undue burden or prejudice the any of the Parties to the dispute.

(4) Without prejudice to the appointment of other types of experts where the applicable arbitration rules so permit, a tribunal may, at the request of a Party to the dispute or, at its own discretion, appoint an expert to assist in the determination of the dispute on its own initiative, subject to the consent of the Parties to the dispute, which consent shall not be unreasonably withheld, appoint one or more experts to report to it in writing on any factual environmental, health, safety or other scientific matter raised by a Party to the dispute in a proceeding, subject to such terms and conditions as may be agreed by the Parties to the dispute.

Article 37. Arbitral Awards

(1) When a court makes a final decision against a respondent Party, it may separately or in combination grant only:

(a) monetary damages and any applicable interest; and

(b) restitution of property, in which case the award shall provide that the respondent may pay monetary damages and any applicable interest in lieu of restitution.

(2) A tribunal constituted under this Agreement shall award costs and expenses in any arbitration where the jurisdiction of the tribunal is denied to the investor and shall, unless there is a good reason for not doing so, make an award award of costs and expenses to the Party to the dispute that will prevail in the final award.

(3) Any arbitral award shall be final and binding on the Parties to the dispute. Each Party shall ensure the recognition and enforcement of the arbitral award in accordance with its laws and regulations on the subject.

(4) Where a claim is brought on behalf of an enterprise of the respondent Party, the award shall be made to the enterprise.

(5) In any arbitration conducted under this Section, at the request of a party to the dispute, a tribunal may, before rendering a decision or award on liability, transmit its proposed decision or award to the parties to the dispute. Within 60 days of the transmission of the tribunal's proposed decision or award, the parties to the dispute may submit written comments to the tribunal concerning any aspect of the proposed decision or award. The tribunal shall consider such comments and shall render its decision or award no later than 45 days after the expiration of the 60-day comment period.