1. Each Party shall designate a National Focal Point, or “Ombudsman”, which shall have as its main responsibility the support for investor from the other Party in its territory

2. In Brazil, the "Ombudsman "National Focal Point shall be within the Chamber of Foreign Trade CAMEX. (1)

3. In, the "Ombudsman"/National Focal Point shall be .

4. The National Focal Point, among other responsibilities, shall:

a) Endeavour to follow the recommendations of the Joint Committee and interact with the National Focal Point of the other Party, in accordance with this Agreement;

b) Follow up on requests and enquiries of the other Party or of investors of the other Party with the competent authorities and inform the stakeholders on the results of its actions;

c) to assess, in consultation with relevant government authorities, suggestions and complaints received from the other Party or investors of the other Party and recommend, as appropriate, actions to improve the investment environment;

d) seek to prevent differences in investment matters, in collaboration with government authorities and relevant private entities;

e) Provide timely and useful information on regulatory issues on general investment or on specific projects; and

f) Report its activities and actions to the Joint Committee, when appropriate.

5. Each Party shall determine time limits for the implementation of each of its functions and responsibilities, which will be communicated to the other Party.

6. Each Party shall designate a single agency or authority as its National Focal Point, which shall give prompt replies to notifications and requests by the Government and investors from the other Party.

Article 19. Exchange of Information between Parties

1. The Parties shall exchange information, whenever possible and relevant to reciprocal investments, concerning business opportunities, procedures, and requirements for investment, particularly through the Joint Committee and its National Focal Points.

2. For this purpose, the Party shall provide, when requested, in a timely fashion and with respect for the level of protection granted, information related, in particular, to the following items:

a) Regulatory conditions for investment;

b) Governmental programs and possible related incentives;

c) Public policies and legal frameworks that may affect investment;

d) Legal framework for investment, including legislation on the establishment of companies and joint ventures;

e) Related international treaties;

f) Customs procedures and tax regimes;

g) Statistical information on the market for goods and services; h) Available infrastructure and public services;

i) Governmental procurement and public concessions;

j) Social and labour requirements;

k) Immigration legislation;

l) Currency exchange legislation;

m) Information on legislation of specific economic sectors or segments previously identified by the Parties; and

n) Regional projects and agreements related to on investment.

3. The Parties shall also exchange information on Public-Private Partnerships (PPPs), especially through greater transparency and quick access to the information on the legislation.

Article 20. Treatment of Protected Information

1. The Parties shall respect the level of protection of information provided by the submitting Party, according to the respective national legislation on the matter.

2. None of the provisions of the Agreement shall be construed to require any Party to disclose protected information, the disclosure of which would jeopardize law enforcement or otherwise be contrary to the public interest or would violate the privacy or harm legitimate business interests. For the purposes of this paragraph, protected information includes confidential business information or information considered privileged or protected from disclosure under the applicable laws of a Party.

Article 21. Interaction with the Private Sector

Recognizing the Key Role Played by the Private Sector, the Parties Shall Publicize, Among The relevant business sectors, general information on investment, regulatory frameworks and business opportunities in the territory of the other Party.

Article 22. Cooperation between Agencies Responsible for Investment Promotion

The Parties shall promote cooperation between their investment promotion agencies in order to facilitate investment in the territory of the other Party.

Article 23. Disputes Prevention

1, The National Focal Points, or "Ombudsmen", shall act in coordination with each other and with the Joint Committee in order to prevent, manage and resolve any disputes between the Parties.

2. Before initiating an arbitration procedure, in accordance with Article 24 of this Agreement, any dispute between the Parties shall be the object of consultations and negotiations between the Parties and be previously examined by the Joint Committee.

3. A Party may submit a specific question and call a meeting of the Joint Committee according to the following rules:

a) to initiate the procedure, the interested Party must submit a written request to the other Party, specifying the name of the affected investors, the specific measure in question, and the findings of fact and law underlying the request. The Joint Committee shall meet within sixty (60) days from the date of the tequest;

b) The Joint Committee shall have 60 days, extendable by mutual agreement by 60 additional days, upon justification, to evaluate the relevant information about the presented case and to submit a report. The report shall include:

i) Identification of the Party; ii) Identification of the affected investors, as presented by the Parties;

iii) Description of the measure under consultation; and

iv) Conclusions of the consultations between the Parties;.

c) In order to facilitate the search for a solution between the Parties, whenever possible, the following persons shall participate in the bilateral meeting:

i) Representatives of the affected investors;

ii) Representatives of the governmental or non-governmental entities involved in the measure or situation under consultation.

d) The procedure for dialogue and bilateral consultations may be concluded by any Party, after the sixty (60) days referred to in subparagraph b). The Joint Committee shall present its report in the subsequent meeting of the Joint Committee, which shall be held no later than fifteen (15) days after the date of the submission of the request of a Party to conclude the procedure for dialogue and bilateral consultations.

e) The Joint Committee shall, whenever possible, call for special meetings to review matters that have been submitted.

f) In the event that a Party does not attend the meeting of the Joint Committee described in subparagraph (d) of this article, the dispute may be submitted to arbitration by the other Party in accordance with Article 24 of the Agreement.

4. The meeting of the Joint Committee and all documentation, as well as steps taken in the context of the mechanism established in this Article, shall remain confidential, except for reports submitted by the Joint Committee.

Article 24. Settlement of Disputes between the Parties

1. Once the procedure under paragraph 3 of Article 23 has been exhausted and the dispute has not been resolved, either Party may submit the dispute to an ad hoc Arbitral Tribunal, in accordance with the provisions of this Article. Alternatively, the Parties may choose, by mutual agreement, to submit the dispute to a permanent arbitration institution for settlement of investment disputes. Unless the Parties decide otherwise, such institution shall apply the provisions of this Section.

2. The purpose of the arbitration is to determine the conformity with this Agreement of a measure that a Party claims to be not in conformity with the Agreement.

3. The following may not be subject to arbitration: Article 13 - Corporate Social Responsibility; Paragraph 1 of Article 14 - Investment Measures and Combating Corruption and Ilegality; and paragraph 2 of Article 15 - Provisions on Investment and Environment, Labor Affairs and Health.

4. This Article shall not apply to any dispute concerning any facts which have occurred, nor any measures which have been adopted before the entry into force of this Agreement.

5. This Article shall not apply to any dispute if more than five (5) years have elapsed since the date on which the Party knew or should have known of the facts giving rise to the dispute.

6. The Arbitral Tribunal shall consist of three arbitrators. Each Party shall appoint, within three (3) months after receiving the "notice of arbitration", a member of the Arbitral Tribunal. Within three (3) months of the appointment of the second arbitrator, the two members, shall appoint a national of a third State with which both Parties maintain diplomatic relations, who, upon approval by both Parties, shall be appointed chairperson of the Arbitral Tribunal. The appointment of the Chairperson must be approved by both Parties within one (1) month from the date of his/her nomination.

7. If, within the periods specified in paragraph 6 of this Article, the necessary appointments are not concluded, either Party may invite the Secretary General of the International Court of Justice to make the necessary appointments. If the Secretary General of the International Court of Justice is a national of one Party or is prevented from fulfilling said function, the member of the International Court of Justice who has the most seniority who is not a national of a Party will be invited to make the necessary appointments.

8. Arbitrators must:

(a) have the necessary experience or expertise in Public International Law, international investment rules or international trade, or the resolution of disputes arising in relation to international investment agreements;

(b) be independent of and not be affiliated, directly or indirectly, with any of the Parties or with the other arbitrators or potential witnesses nor take instructions from the Parties; and

(c) comply with the "Rules of conduct for the understanding on rules and procedures governing the settlement of disputes " of the World Trade Organization (WTO / DSB / RC / 1, dated December 11 1996), as applicable to the dispute, or any other standard of conduct established by the Joint Committee.

9. The "Notice of Arbitration" and other documents relating to the resolution of the dispute shall be presented at the location designated by each Party in Annex II (Delivery of Documents of a Party) or any other location that may be informed by the Parties.

10. The Arbitral Tribunal shall determine its own procedure in accordance with this Article or, alternatively, the Arbitration Rules of the United Nations Commission on International Trade Law (UNCITRAL). The Arbitral Tribunal will render its decision by majority vote and decide on the basis of the provisions of this Agreement and the applicable principles and rules of international law as recognized by both Parties. Unless otherwise agreed, the decision of the Arbitral Tribunal shall be rendered within six (6) months following the appointment of the Chairperson in accordance with paragraphs 6 and 7 of this article.

11. The decision of the Arbitral Tribunal shall be final and binding to the Parties, who shall comply with it without delay.

12. The Joint Committee shall approve the general rule for determining the arbitrators' fees, taking into account the practices of relevant international organizations. The Parties shall bear the expenses of the arbitrators as well as other costs of the proceedings equally, unless otherwise agreed.

13. Notwithstanding paragraph 2 of this Article, the Parties may, through a specific arbitration agreement, request the arbitrators to examine the existence of damages caused by the measure in question under the obligations of this Agreement and to establish compensation for such damages through an arbitration award. In this case, in addition to the provisions of the preceding paragraphs of this Article, the following shall be observed:

(a) The arbitration agreement to examine the existence of damages shall be taken as "notice of arbitration" within the meaning of paragraph 6;

(b) This paragraph shall not be applied to a dispute concerning a particular investor which has been previously resolved and where protection of res judicata applies. If a investor had submitted claims regarding the measure at issue in the Joint Committee to local courts or an arbitration tribunal of the Host State, the arbitration to examine damages can only be initiated after the withdrawal of such claims by the investor in local courts or an arbitration tribunal of the Host State. If after the establishment of the arbitration, the existence of claims in local courts or arbitral tribunals over the contested measure is made known to the arbitrators or the Parties, the arbitration will be suspended.

(c) If the arbitration award provides monetary compensation, the Party receiving such compensation shall transfer to the holders of the rights of the investment in question, after deducting the costs of the dispute in accordance with the internal procedures of each Party. The Party to whom restitution was granted may request the Arbitral Tribunal to order the transfer of the compensation directly to the holders of rights of the affected investment and the payment of costs to whoever has assumed them.

Part IV. Agenda for Further Investment Cooperation and Facilitation

Article 25. Agenda for Further Investment Cooperation and Facilitation

1. The Joint Committee shall develop and discuss an Agenda for Further Cooperation and Facilitation on relevant topics for the promotion and enhancement of bilateral investment. The topics that shall be initially addressed and its objectives are listed in Annex I - "Agenda for Further Investment Cooperation and Facilitation".

2. The agendas shall be discussed between the competent government authorities of both Parties. The Joint Committee shall invite, when applicable, additional competent government officials for both parties in the discussions of the agenda.

3. The results of such negotiations shall constitute additional protocols to this Agreement or specific legal instruments.

4. The Joint Committee shall coordinate schedules of the discussions for further investment cooperation and facilitation and the negotiation of specific commitments.

5. The Parties shall submit to the Joint Committee the names of government bodies and its official representatives involved in these negotiations. PART V - General and Final Provisions Article 26 General Amendments and Final Provisions

1. Neither the Joint Committee nor the Focal Points or Ombudsmen shall replace or impair, in any way, any other agreement or the diplomatic channels existing between the Parties.

2. Without prejudice to its regular meetings, after 10 (ten) years of entering into force of this Agreement, the Joint Committee shall undertake a general review of its implementation and make further recommendations, if necessary.

3. This Agreement shall enter into force 90 (ninety) days after the date of the receipt of the second diplomatic note indicating that all necessary internal procedures with regard to the conclusion and the entering into force of international agreements have been completed by both Parties.

4. At any time, either of the Parties may terminate this Agreement by providing written notice of termination to the other Party. The termination shall take effect on a date the Parties agree on or, if the Parties are unable to reach an agreement, 365 (three hundred and sixty- five) days after the date on which the termination notice is delivered

Conclusion

IN WITNESS WHEREOF the undersigned, duly authorized thereto by their respective Governments, have signed this Agreement.

DONE at , on the day of in duplicate in the English and Portuguese languages, both texts being equally authentic.

FOR THE FEDERATIVE REPUBLIC OF FOR BRAZIL

ANNEX I: AGENDA FOR FURTHER INVESTMENT COOPERATION AND FACILITATION

The agenda listed below represents an initial effort to improve investment cooperation and facilitation between the Parties and may be expanded and modified at any time by the Joint Committee.

a. Payments and transfers

i. The cooperation between the financial authorities shall aim at facilitating capital and currency remittances between the Parties.

b. Visas

i. Each Party shall seek, whenever possible and convenient, to facilitate the free movement of managers, executives and skilled employees of economic agents, entities, businesses and investors of the other Party.

ii. Respecting national legislation, immigration and labour authorities of each Party shall seek a common understanding in order to reduce time, requirements and costs to grant appropriate visas to investors of the other Party.

iii. The Parties will negotiate a mutually acceptable agreement to facilitate visas for investors with a view to extend its duration and stay.

c. Technical and environmental regulations

i. Subject to their national legislation, the Parties shall establish expeditious, transparent and agile procedures for the issuing of documents, licenses and certificates related to the prompt establishment and maintenance of the investment of the other Party.

ii. Any query from the Parties, or from their economic agents and investors concerning commercial registration, technical requirements and environmental standards shall receive diligent and timely treatment from the other Party.

d. Cooperation on Regulation and Institutional Exchange

i. The Parties shall promote institutional cooperation for the exchange of experiences on the development and management of regulatory frameworks.

ii. The Parties hereby undertake to promote technological, scientific and cultural cooperation through the implementation of actions, programs and projects for the exchange of knowledge and experience, in accordance with their mutual interests and development strategies.

iii. The Parties agree that the access and the eventual technology transfer shall be carried out, whenever possible, and be aimed at contributing with effective trade of goods, services and related investment.

iv. The Parties shall undertake to promote, foster, coordinate and implement cooperation in professional qualification through greater interaction between relevant national institutions.

v. Fora for cooperation and exchange of experiences on solidarity economy shall be created, evaluating fostering mechanisms for cooperatives, family farms and other solidary economic enterprises related to current and future investment.

vi. The Parties shall also promote institutional cooperation for greater integration of logistics and transports in order to open new air routes and increase, whenever possible and appropriate, their connections and maritime merchant fleets.

vii. The Joint Committee may identify other areas of mutual interest for cooperation in sectorial legislation and institutional exchange.