4. The Parties' Schedules of Specific Commitments are set forth in Annexes 9A (UAE Schedule of Specific Commitments) and 9B (Kenya Schedule of Specific Commitments).

Article 9.6. Most-Favoured Nation Treatment

If, after the entry into force of this Agreement, a Party enters into any agreement on trade in services with a non-Party, it shall consider a request by other Party for incorporation herein of treatment no less favourable than that provided under the aforementioned agreement. Any such incorporation should maintain the overall balance of commitments undertaken by each Party under this Agreement.

Article 9.7. Market Access

1. With respect to market access through the modes of supply identified in the definition of "trade in services" contained in Article 9 .1, each Party shall accord services and service suppliers of the other Party treatment no less favourable than that provided for under the terms, limitations and conditions agreed and specified in its Schedule of Specific Commitments. (4)

2. In sectors where market access commitments are undertaken, the measures wbjcb a Party shaU not maintain or adopt, either on the basis of a regional subdivision or on the basis of its entire territory, unless otherwise specified in its Schedule of Specific Commitments, are defined as:

(a) limitations on the number of service suppliers whether in the form of numerical quotas, monopolies, exclusive service suppliers or the requirements of an economic needs test;

(b) limitations on the total value of service transactions or assets in the form of numerical quotas or the requirement of an economic needs test;

(c) limitations on the total number of service operations or on the total quantity of service output expressed in terms of designated numerical units in the form of quotas or the requirement of an economic needs test; (5)

(d) limitations on the total number of natural persons that may be employed in a particular service sector or that a service supplier may employ and who are necessary for, and directly related to, the supply of a specific service in the form of numerical quotas or the requirement of an economic needs test;

(e) measures which restrict or require specific types of legal entity or joint venture through which a service supplier may supply a service; and

(f) limitations on the participation of foreign capital in terms of maximum percentage limit on foreign shareholding or the total value of individual or aggregate foreign investment.

Article 9.8. National Treatment

1. With respect to the services sectors inscribed in its Schedule of Specific Commitments, and subject to any conditions and qualifications set out therein, each Party shall accord to services and service suppliers of the other Party, in respect of all measures affecting the supply of services, treatment no less favourable than that it accords to its own like services and service suppliers. (6)

2. A Party may meet the requirement in paragraph 1 by according to services and service suppliers of the other Party either formally identical treatment or formally different treatment to that it accords to its own like services and service suppliers.

3. Formally identical or formally different treatment by a Party shall be considered to be less favourable if it modifies the conditions of competition in favour of services or service suppliers of that Party compared to the like service or service suppliers of the other Party.

Article 9.9. Additional Commitments

The Parties may negotiate commitments with respect to measures affecting trade in services not subject to scheduling under Articles 9.7 and 9.8, including those regarding qualification, standards or licensing matters. Such commitments shall be inscribed in that Party's Schedule of Specific Commitments.

Article 9.10. Modification of Schedules

Upon written request by a Party, the Parties shall hold consultations to consider any modification or withdrawal of a specific commitment in the requesting Party's Schedule of Specific Commitments. The consultations shall be held within three months of the requesting Party making its request. lo the consultations, the Parties shall aim to ensure that a general level of mutually advantageous commitments no less favourable to trade than that provided for in the Schedule of Specific Commitments prior to such consultations is maintained. Modifications of Schedules are subject to any procedures adopted by the Joint Committee established in Article 14.1 (Joint Committee).

Article 9.11. Domestic Regulation

1. Each Party may regulate and introduce new regulations on services and services suppliers within its territory in order to meet national policy objectives, in so far as such regulations do not impair any rights and obligations arising from this Agreement.

2. In sectors where specific commitments are undertaken, each Party shall ensure that all measures of general application affecting trade in services are administered in a reasonable, objective and impartial manner.

3. (a) Each Party shall maintain or institute as soon as practicable judicial, arbitral or administrative tribunals or procedures which provide, on request of an affected service supplier, for the prompt review of, and where justified, appropriate remedies for, administrative decisions affecting trade in services. Where such procedures are not independent of the agency entrusted with the administrative decision concerned, the Party shall ensure that the procedures in fact provide for an objective and impartial review.

(b) The provision of subparagraph (a) shall not be construed to require a Party to institute such tribunals or procedures where this would be inconsistent with its constitutional structure or the nature of its legal system.

4. Where authorisation is required for the supply of a service on which a specific commitment under this Agreement has been made, the competent authorities of each Party shall:

(a) within a reasonable period of time after the submission of an application considered complete under domestic laws and regulations, inform the applicant of the decision concerning the application;

(b) in the case of an incomplete application, on request of the applicant, identify all the additional information that is required to complete the application and provide the opportunity to remedy deficiencies within a reasonable timeframe;

(c) on request of the applicant, provide without undue delay information concerning the status of the application; and

(d) if an application is terminated or denied, to the extent possible, inform the applicant in writing and without delay the reasons for such action. The applicant will have the possibility of resubmitting, at its discretion, a new application.

5. With a view to ensuring that measures relating to qualification requirements and procedures, technical standards and licensing requirements do not constitute unnecessary barriers to trade in services, in sectors where specific commitments are undertaken, the Parties shall aim to ensure that such requirements are:

(a) based on objective and transparent criteria, such as competence and the ability to supply the service;

(b) not more burdensome than necessary to ensure the quality of the service; and

(c) in the case of licensing procedures, not in themselves a restriction on the supply of the service.

6. In determining whether a Party is in conformity with the obligation under paragraph 5, account shall be taken of international standards of relevant international organisations applied by that Party.

7. In sectors where specific commitments regarding professional services are undertaken, each Party shall provide for adequate procedures to verify the competence of professionals of the other Party.

8. The Parties shall jointly review the results of the negotiations on disciplines on domestic regulation, pursuant to Article VI:4 of the GATS, with a view to incorporating them into this Chapter.

Article 9.12. ARTICLE 9.12: Recognition

1. For the purposes of the fulfilment, in whole or in part, of its standards or criteria for the authorisation, licensing or certification of service suppliers, and subject to paragraph 3, a Party may recognise, or encourage its relevant competent bodies to recognise, the education or experience obtained, requirements met, or licences or certifications granted in the other Party. Such recognition, which may be achieved through harmonisation or otherwise, may be based upon an agreement or arrangement between the Parties or their relevant competent bodies, or may be accorded autonomously.

2. Where a Party recognises, by agreement or arrangement, the education or experience obtained, requirements met, or licenses or certifications granted in the territory of a non-party, that Party shall afford the other Party adequate opportunity to negotiate comparable agreement or arrangement with it. Where a Party accords recognition autonomously, it shall afford adequate opportunity for the other Party to demonstrate that the education, experience, licences or certifications obtained or requirements met in that other Party's territory should also be recognised.

3. A Party shall not accord recognition in a manner which would constitute a means of discrimination between the other Party and non-parties in the application of its standards or criteria for the authorisation, licensing or certification of service suppliers, or a disguised restriction on trade in services.

4. The Parties agree to encourage, where possible, the relevant bodies in their respective territories responsible for issuance and recognition of professional and vocational qualifications to:

(a) strengthen cooperation and to explore possibilities for mutual recognition of respective professional and vocational qualifications; and

(b) pursue mutually acceptable standards and criteria for licensing and certification with respect to service sectors of mutual importance to the Parties.

Article 9.13. Payments and Transfers

1. Except under the circumstances envisaged in Article 9.16, a Party shall not apply restrictions on international transfers and payments for current transactions relating to its specific commitments.

2. Nothing in this Chapter shall affect the rights and obligations of the Parties as members of the International Monetary Fund under the Articles of Agreement of the Fund, including the use of exchange actions which are in conformity with the Articles of Agreement, provided that a Party shall not impose restrictions on any capital transactions inconsistently with its specific commitments regarding such transactions, except under Article 9.16 or at the request of the International Monetary Fund.

Article 9.14. Monopolies and Exclusive Service Suppliers

The rights and obligations of the Parties in respect of monopolies and exclusive service suppliers shall be governed by paragraphs 1, 2, and 5, of Article VIII of the GATS, which are hereby incorporated into and made part of this Agreement.

Article 9.15. Business Practices

1. The Parties recognise that certain business practices of service suppliers, other than those falling under monopolies and exclusive service suppliers, may restrain competition and thereby restrict trade in services.

2. Each Party shall, upon request of the other Party, enter into consultations with a view to eliminating practices referred to in paragraph 1. The Party addressed shall accord full and sympathetic consideration to such a request and shall. cooperate through the supply of publicly available non-confidential information of relevance to the matter in question. The Party addressed shall also provide other information available to the requesting Party, subject to its domestic law and to the conclusion of satisfactory agreement concerning the safeguarding of its confidentiality by the requesting Party. 

Article 9.16. Restrictions to Safeguard the Balance-of-Payments

1. The Parties shall endeavour to avoid the imposition of restrictions to safeguard the balance of payments.

2. Where either of the Parties to this Agreement is in serious balance of payments difficulties, or under threat thereof, it may adopt or maintain restrictive measures with regard to trade in services, including on payments and transfers.

3. The rights and obligations of the Parties in respect of such restrictions shall be governed by paragraphs 1 to 3 of Article XII of the GA TS, which are hereby incorporated into and made part of this Agreement. A Party adopting or maintaining such restrictions shall promptly notify the Joint Committee thereof.

Article 9.17. Denial of Benefits

1. A Party may deny the benefits of this Chapter to a service supplier that is a juridical person, if persons of a non-Party own or control that juridical person and the denying Party:

(a) does not maintain diplomatic relations with the non-Party and that non-Party is not a Member of the WTO; or

(b) adopts or maintains measures with respect to the non-Party or a person of the non-Party that prohibit transactions with the enterprise or that would be violated or circumvented if the benefits of this Agreement were accorded to the enterprise or to its investments.

2. In the case of the supply of a maritime transport service, if it establishes that the service is supplied:

(a) by a vessel registered under the laws of a non-Party, and

(b) by a person which operates and/or uses the vessel in whole or in part but which is of a non-Party.

3. Subject to prior notification and consultation, a Party may deny the benefits of this Chapter to services and service suppliers of the other Party where the service is being supplied by a juridical person of a non-party, or a person of the other Party without real and continuous links with the economy of the other Party or with negligible or no business operations in the territory of the other Party. 

Article 9.18. Monitoring and Evaluation

1. The Joint Committee in accordance with Article 14 (Joint Committee) shall establish the Subcommittee on Trade in Services, which shall carry out such functions as may be assigned to it by the Joint Committee to facilitate the operation of this chapter and further its objectives, including considering additional Annexes that may be proposed by the Parties.

2. The Subcommittee on Trade in Services shall meet regularly to monitor and evaluate the implementation of this chapter.

3. With the objective of further liberalising trade in services between them, the Parties agree to jointly review, their Schedules of Specific Commitments, taking into account any services liberalisation developments as a result of on-going work under the auspices of the WTO. A

Article 9.19. Annexes

The following Annexes form an integral part of this Chapter:

- Annex 9A -UAE Schedule of Specific Commitments

- Annex 9B -Kenya Schedule of Specific Commitments

Chapter 10. DIGITAL TRADE

ARTICLE 10.1: Definitions For the purposes of this Chapter: CHAPTER 10  authentication means the process or act of verifying the identity of a party to an electronic commw1ication or transaction and ensuring the integrity of an electronic comrnuojcation; customs duty includes any duty or charge of any kind imposed on or in connection with the importation of a good, and any surtax or surcharge imposed in connection with such importation, but does not include any: (a) charge eqwvalent to an internal tax imposed consistently with paragraph 2 of Article ID of the GA TT 1994; (b) fee or other charge in connection with the importation commensurate with the cost of services rendered; or (c) antidumping or countervailing duty; digital product means a computer programme, text, video, image, sound recordmg or other product that is digitally encoded, produced for commercial sale or distribution, and that can be transmitted electronically; 1? 2 digital or electronic signature means data in digital or electronic form that is in, affixed to, or logically or cryptographically associated with, a digital or electronic document, and that may be used to identify or verify the signatory in relation to the digitaJ or electronic document and indicate the signatory's approval of the information contained in the digital or electronic document; electronic transmission or transmitted electronically means a transmission made using any electromagnetic means, including by photonic means; open data means non-proprietary information, including data, made freely available to the public by the central level of government; 1 For greater certainty, digital product does not include a digitised representation of a financial instrument, including money. 2 The definition of digital product should not be understood to reflect a Party's view on whether trade in digital products through electronic transmission should be categorised as trade in services or trade in goods. 

I personal data means any information, including data, about an identified or identifiable natural person; trade administration documents means forms issued or controlled by a Party that must be completed by or for an importer or exporter in connection with the import or export of goods;and unsolicited commercial electronic message means an electronic message which is sent for commercial or marketing purposes to an electronic address, without the consent of the recipient or despite the explicit rejection of the recipient, through an Internet access service supplier or, to the extent provided for under the laws and regulations of each Party, other telecommunications service. ? ARTICLE 10.2: Objectives The objectives of this Chapter are to: (a) foster an environment conducive to the further advancement of digital trade, including electronic commerce and the digital transformation of the global economy;(b) facilitate, strengthen, expand and diversify Information Communication Technology and digital trade within the framework of this Agreement subject to the laws, regulations, and rules enforced in each Party; ( c) encourage trusted, safe, ethical and responsible adoption and use of emerging technologies to support and promote digital trade; and (d) promote and facilitate digital trade between the Parties by, inter alia, reducing barriers to digital trade. ARTICLE 10.3: Scope I. This Chapter shall apply to measures adopted or maintained by a Party that affect trade by electronic means. 2. This Chapter shall not apply to: (a) government procurement; or (b) information held or processed by or on behalf of a Party, or measures related to such information, including measures related to its coll.ection. 3. For greater certainty, the Parties affirm that measures affecting the supply of a service delivered or performed electronically are subject to the relevant provisions of Chapter 9 (Trade in Services) and its Annexes, including any 10-2

exceptions or limitations set out in this Agreement that are applicable to such prov1s1ons. ARTICLE 10.4: Customs Duties 1. Each Party shall maintain its current practice of not imposing customs duties on digital or electronic transmissions, between a person of a Party and a person of the other Party in accordance with the WTO Ministerial Decision in relation to Electronic Commerce 2. The moratorium under paragraph 1 shall depend on further outcomes in the WTO Ministerial Decisions on customs duties on electronjc transmission with.in the framework of the Work Programme on Electronjc Commerce. 3. For greater certainty, paragraph 1 shall not preclude a Party from imposing internal taxes, fees or other charges on content transmitted digitally or electronically, provided that such taxes, fees, or charges are imposed in a manner consistent with this Agreement. ARTICLE 10.5: Non-Discriminatory Treatment of Digital Products 1. A Party shall not accord less favourable treatment to certain digital products than it accords to other like iligital products: (a) on the basis that (i) the digital products receiving less favourable treatment are created, produced, published, stored, transmitted, contracted for, commissioned, or first made available on commercial terms, in the territory of the other Party; or (ii) the author, performer, producer, developer, or distributor of such digital products is a person of the other Party; or (b) so as otherwise to afford protection to the other like digital products that are created, produced, published, stored, transmitted, contracted for, commissioned, or first made available on commercial terms, in its territory. 2. A Party shall not accord less favourable treatment to digital products: (a) created, produced, published, stored, transmitted, contracted for, commissioned, or first made available on commercial terms, in the territory of the other Party than it accords to like digital products created, 10-3 ?.::.-t::.....z I I I I

produced, published, contracted for, commissioned, or first made available on commercial terms in the territory of a non-Party; or (b) whose author, performer, producer, developer, or distributor of such digital products is a person of the other Party than it accords to like digital products whose author, performer, producer, developer, or distributor of such digital products is a person of a non-Party. 3. Paragraphs 1 and 2 of this Article are subject to relevant exceptions, limitations or reservations set out in this Agreement or its Annexes, if any. 4. This Article does not apply to measures affecting the electronic transmission of a series of text, video, images, sound recordings, and other products scheduled by a content provider for aural and/or visual reception, and for which the content consumer bas no choice over the scheduling of the series. ARTICLE 10.6: Domestic Electronic Transactions Framework l. Each Party shall endeavour to maintain a legal framework governing electronic transactions consistent with the principles of the UNCITRAL Model Law on Electronic Commerce (1996) ("UNCITRAL Model Law"). 2. Each Party shall endeavour to: (a) avoid any unnecessary regulatory burden on electronic transactions; and (b) facilitate input by interested persons in the development and review of its legal framework for electronic transactions, including in relation to trade documentation. ARTICLE 10.7: Authentication 1. Except in circumstances otherwise provided for under its law, a Party shall not deny the legal validity of a signature solely on the basis that the signature is in digital or electronic form. 2. Neither Party shall adopt or maintain measures regarding authentication that would: (a) prohibit parties to an electronic transaction from mutually detennining the appropriate authentication methods for that transaction; or (b) prevent parties to an electronic transaction from having the opportunity to establish before judicial or administrative authorities that their transaction complies with any legal requirements with respect to authentication. 10-4

3. Notwithstanding paragraph 2, a Party may require that, for a particular category of transactions, the method of authentication meets certain performance standards or is certified by an authority accredited in accordance with its law. 4. The Parties shall encourage the use of interoperable means of authentication. ARTICLE 10.8: Paperless Trad.ing Each Party shall endeavour to: (a) make trade administration documents available to the public in digital or electronic form; and (b) accept trade administration documents submitted electronically as the legal equivalent of the paper version of those documents. ARTICLE 10.9: Online Consumer Protection 1. The Parties recognise the importance of adopting and maintaining transparent and effective measures to protect consumers from misleading, deceptive, and fraudulent commercial practices when they engage in digital trade. 2. Each Party shall endeavour to adopt or maintain consumer protection laws to proscribe misleading, deceptive, and fraudulent commercial activities that cause harm or potential harm to consumers engaged in digital trade. 3 ARTICLE 10.10: Personal Data Protection 1. The Parties recognise the economic and social benefits of protecting the personal data of persons who conduct or engage in electronic transactions and the contribution that this makes to enhancing consumer confidence in digital trade. 2. To this end, each Party shall endeavour to adopt or maintain a legal framework that provides for the protection of the personal data of the users of digital trade. 4 In the development of any legal framework for the protection of personal data, 3 For greater certainty, a Party may comply with the obligation in this paragraph by adopting or maintaining measures such as generally applicable consumer protection laws or regulations or sector-or medium�specific laws or regulations regarding consumer protection. 4 For greater certainty, a Party may comply with the obligation in this paragraph by adopting or maintaining measures such as a comprehensive privacy, personal information or personal data protection laws, sector�specific laws covering privacy, or laws that provide for the enforcement of voluntary undertakings by enterprises relating to privacy. 10-5 I I

each Party should endeavour to take into account principles and guidelines of relevant international organisations. To this end, each Party shall endeavour to adopt or maintain a legal framework that provides for safeguards to ensure the protection of the personal data of the users of digital trade .. Nothing in this Agreement shall affect the protection of personal data and privacy afforded by the Parties' respective safeguards. 3. The Parties shall endeavour to develop collaboration mechanisms and frameworks for cross-border complaints resolution, investigations, enforcement on personal data protection for digital trade. ARTICLE 10.11: Principles on Access to and Use of the Internet for Digital Trade To support the development and growth of digital trade, each Party recognizes that consumers in its territory should be able to: (a) access and use services and applications of their choice, unless prohibited by the Party's law; (b) run services and applications of their choice, subject to the Party's law, including the needs of legal and regulatory enforcement activities; and (c) connect their choice of devices to the Internet, provided that such devices do not harm the network and are not otherwise prohibited by the Party's law. ARTICLE 10.12: Cross-Border Flow of Information 1. Recognizing the importance of the free flow of information in facilitating trade, and acknowledging the importance of protecting personal data, the Parties shall endeavour to refrain from imposing or maintaining unjustifiable barriers to electronic information flows across borders. 2. For greater certainty, either Party may adopt or maintain measures inconsistent with paragraph I to achieve a legitimate public policy objective or protect security interests, provided that the measure is not applied in a manner which would constitute a means of arbitrary or unjustifiable discrimination, or a disguised restriction on digital trade. ARTICLE 10.13: Open Data 1. The Parties recognise that facilitating public access to and use of open data contributes to stimulating economic and social benefit, competitiveness, 10-6

2. productivity improvements and innovation. To the extent that a Party chooses to make available open data, it shall endeavour to ensure: (a) that the information is appropriately anonymised, contains descriptive metadata and is in a machine readable and open fom1at that allows it to be searched, retrieved, used, reused and redistributed freely by the public; and (b) to the extent practicable, that the information is made available in a spatially enabled format with reliable, easy to use and freely available AP!s and is regularly updated. The Parties shall endeavour to cooperate to identify ways in which each Party can expand access to and use of open data, with a view to enhancing and generating business and research opportunities. ARTICLE 10.14: Digital Government 1. The Parties recognise that technology can enable more efficient and agile government operations, improve the quality and reliability of government services, and enable governments to better serve the needs of their citizens and other stakeholders. 2. To th.is end, the Parties shall endeavour to develop and implement strategies to digitally transfom1 their respective government operations and services, which may include: (a) adopting open and inclusive government processes focusing on accessibility, transparency, and accountability in a manner that overcomes digital divides; (b) promoting cross-sectoral and cross-governmental coordination and collaboration on digital agenda issues; (c) shaping government processes, services and policies with digital inclusivity in mind; (d) providing a unified digital platform and common digital enables for government service delivery; (e) leveraging emerging technologies to build capabilities in anticipation of disasters and crises and facilitating proactive responses; (f) generating public value from government data by applying 1t m the planning, delivering and monitoring of public policies, and adopting rules and ethical principles for the trustworthy and safe use of data; 10-7 -\_.;;->-I I I I I I I I I

(g) making government data and policy-making processes available for the public, in accordance to each Party's laws and policies; and (h) promoting initiatives to raise the level of digital capabilities and skills of both the populace and the government workforce. 3. Recognising that the Parties can benefit by sharing their experiences with digital government initiatives, the Parties shall endeavour to cooperate on activities relating to the digital transformation of government and government services, which may include: (a) exchanging information and experiences on digital government strategies and policies; (b) sharing best practices on digital government and the digital delivery of government services; and (c) providing advice or training, including through exchange of officials, to assist the other Party in building digital government capacity. ARTICLE 10.15: Digital and Electronic Invoicing 1. The Parties recognise the importance of digital and electronic invoicing to increase the efficiency, accuracy, and reliability of commercial transactions. Each Party also recognises the benefits of ensuring that the systems used for digital and electronic invoicing within its territory are interoperable with the systems used in the other Party's territory. 2. Each Party shall endeavour to ensure that the implementation of measures related to digital and electronic invoicing in its territory supports cross-border interoperability between the Parties' digital and electronic invoicing frameworks. To this end, each Party shall endeavour to base its measures relating to digital and electronic invoicing on international frameworks. 3. The Parties recognise the economic importance of promoting the global adoption of digital and electronic invoicing systems, including interoperable international frameworks. To this end, the Parties shall endeavour to: (a) promote, encourage, support or facilitate the adoption of digital and electronic invoicing by enterprises; (b) promote the existence of policies, infrastructure and processes that support digital and electronic invoicing; (c) generate awareness of, and build capacity for, digital and electronic invoicing; and I 0-8 -~

(d) share best practices and promote the adoption of interoperable international digital and electronic invoicing systems. ARTICLE 10.16: Digital and Electronic Payments 1. Recognising the rapid growth of digital. and electronic payments, in particular those provided by non-bank, non-financial institutions and financial technology enterprises, the Parties shall endeavour to support the development of efficient, safe and secure cross-border digital and electronic payments by: (a) fostering the adoption and use of internationally accepted standards for digital and electronic payments; (b) promoting interoperability and the interlinking of digital electronic payment infrastructures; and (c) encouraging innovation and competition m digital and electronic payments services. 2. To this end, each Party shall endeavour to: (a) make publicly available its laws and regulations of general applicability relating to digital and electronic payments, including in relation to regulatory approval, licensing requirements, procedures and technical standards; (b) finalise decisions on regulatory or licensing approvals relating to digital and electronic payments in a timely manner; (c) not arbitrarily or unjustifiably discriminate between financial institutions and non-financial institutions in relation to access to services and infrastructure necessary for the operation of digital and electronic payment systems; ( d) adopt or utilize international standards for electronic data exchange between financial institutions and services suppliers, in accordance with each Party's laws and regulations, to enable greater interoperability between digital and electronic payment systems; ( e) facilitate the use of open platforms and architectures such as tools and protocols provided for through Application Programming Interfaces ("APls") and encourage payment service providers to safely and securely make APis for their products and services available to third parties, where possible, to facilitate greater interoperability, innovation and competition in electronic payments; and 10-9 I I I I I

(f) facilitate innovation and competition and the introduction of new financial and electronic payment products and services in a timely manner, such as through adopting regu.latory and industry sandboxes. ARTICLE 10.17: Digita.l Identities Recognising that cooperation between the Parties on digital identities for natural persons and enterprises will promote connectivity and further growth of digital trade, and recognjsing that each Party may take different legal and techrucal approaches to digital identities, the Parties shall endeavour to pursue mechanisms to promote compatibility between their respective digital identity regimes. This may include: (a) developing appropriate frameworks and common standards to foster technical interoperabiEty between each Party's implementation of digital identities; (b) developing comparable protection of digital identities under each Party's respective legal frameworks, or the recognition of their legal effects, whether accorded autonomously or by agreement; ( c) supporting the development of international frameworks on digital identity regimes; and (d) exchanging knowledge and expertise on best practices relating to digital identity policies and regulations, technical implementation and security standards, and the promotion of the use of digital identities. ARTICLE 10.18: Cooperation 1. Recognising the importance of digital trade to their collective economies, the Parties shall endeavour to maintain a dialogue on regulatory matters relating to digital trade with a view to sharing information and experiences, as appropriate, including on related laws, regulations, and their implementation, and best practices with respect to digital trade, includmg in relation to: (a) online consumer protection; (b) personal data protection; (c) anti-money laundering and sanctions compliance for digital trade; (d) unsolicited commercial electronic messages; ( e) authentication; 10-10

(f) intellectual property concerns with respect to digital trade; (g) challenges for small and medium-sized enterprises in digital trade; and (h) digital government. 2. The Parties have a shared vision to promote secure digital trade and recognise that threats to cybersecurity undermine confidence in digital trade. Accordingly, the Parties recognise the importance of: (a) BuiJding the capabilities of their government agencies responsible for computer security incident response; (b) Using existing collaboration mechanisms to cooperate to identify and mitigate malicious intrusions or dissemination of malicious code that affect the electronic networks of the Parties; and (c) Promoting the development of a strong public and private workforce in the area of cybersecurity, including possible initiatives relating to mutual recognition of qualifications. I 0-11

Chapter 11. MICRO, SMALL AND MEDIUM-SIZED ENTERPRISES

ARTICLE 11.1: General Principles 1. The Parties, recognizing the fundamental role of "micro, small and medium-sized enterprises ("MSMEs") in maintaining dynamism and enhancing competitiveness of their respective economies, shall foster close cooperation between their MSMEs and cooperate in promoting jobs and growth in MSMEs. 2. The Parties recognize the integral role of the private sector in the MSME cooperation to be implemented under this Chapter. 3. The definition of MSME and its application will be subject to the eristing laws and regulations of each Party. ARTICLE 11.2: Cooperation to Increase Trade and Investment Opportunities for MSMEs With a view to more robust cooperation between the Parties to enhance commercial opportunities for MSMEs, each Party shall seek to increase trade and investment opportunities, and in particular shall: (a) identify and promote priority sectors and value chains that will enhance MSMEs participation in international trade; (b) promote cooperation between the Parties' small business support infrastructure, including dedicated MSMEs centres, incubators and accelerators, export assistance centres (production centres, aggregation 1, value addition, information and export logistics), and other centres as appropriate; ( c) create an international netv,rork for sharing best practices, exchanging market research, and promoting MSME participation in international trade, as well as business growth in local markets; 1 Aggregation centers are points where entrepreneurs collect their products for purpose of storage to prolong freshness of the produce. In addition, the collection centers facilitate bulking of products from MSMEs in order to achieve appropriate quantities for the market. 11-1 -c--=-

(d) promote linkages between the Parties' MSMEs with large corporates in order to enhance MSMEs participation in international trade through sub�contracting; ( e) strengthen collaboration with the other Party on act1v1t.Les to promote MSMEs owned by women and youth, as well as start-ups, and promote partnership among these MSMEs and their �participation in international trade; (f) enhance cooperation with the other Party to exchange information and best practices in areas including improving MSME access to capital and credit, MSME participation in covered government procurement opportunities, and helping MSMEs adapt to changing market conditions; and (g) encourage participation in purpose-built mobile or web-based platforms, for business entrepreneurs and counselJors to share information and best practices to help MSMEs link with international suppliers, buyers, and other potential business partners. ARTICLE 11.3: Information Sharing 1. Each Party shall establish or maintain its own free, publicly accessible website containing information regarding this Agreement, including: (a) the text of this Agreement; (b) a summary of this Agreement; and (c) information designed for MSMEs that contains: (i) a description of the provisions in this Agreement that the Party considers to be relevant to MSMEs; and (ii) any additional information that would be useful for MSMEs interested in benefitting from the opportunities provided by this Agreement. 2. Each Party shall include in its website links or information through automated electronic transfer to: (a) the equivalent websites of the other Party; and (b) the websites of its own government agencies and other appropriate entities that provide information the Party considers useful to any person interested in trading, investing, or doing business in that Party's territory. 11-2 I I I I

I I 3. Subject to each Party's laws and regulations, the information described m paragraph 2(b) may include: (a) customs regulations, procedures, or enquiry points; (b) regulations or procedures concerning intellectual property, trade secrets, and patent protection rights; ? (c) technical regulations, standards, quality or conformity assessment procedures; (d) sanitary or phytosanitary measures relating to importation or exportation; ( e) foreign investment regulations; (f) business registration; (g) trade promotion programs; (h) competitiveness programs; (i) SME investment and financing programs; (j) taxation, accounting; (k) government procurement opportunities; or (I) other information which the Party considers to be useful for MSMEs. 4. Each Party shall regularly review the information and links on the website referred to in paragraphs 1 and 2 to ensure the information and links are up-to�date and accurate. 5. To the extent possible, each Party shall make the information in this Article available in English. If this information is available in another authentic language of this Agreement, the Party shall endeavour to make this information available, as appropriate. ARTICLE 11.4: Subcommittee on MSME Issues 1. The Parties hereby establish the Subcommittee on MSME Issues ("MSME Subcommittee"), comprising national and local government, as well as private sector, representatives of each Party. 2. The MSME Subcommittee shall: 11-3

(a) identify ways to assist MSME in the Parties' territories to take advantage of the commercial opportunities resulting from this Agreement and to strengthen MSME competitiveness; (b) identify and recommend ways for further cooperation between the Parties to develop and enhance partnerships betwee1? MSME s of the Parties; (c) exchange and discuss each Party's experiences and best practices in supporting and assisting MSME exporters with respect to, among other things, training programs, trade education, trade finance, trade missions, trade facilitation, digital trade, identifying commercial partners in the territories of the Parties, and establishing good business credentials; (d) promote seminars, workshops, webinars, mentorship sessions, or other activities to inform MSME of the benefits available to them under this Agreement; (e) explore opportunities for capacity building to facilitate each Party's work in developing and enhancing MSME export counselling, assistance, and training programs; (f) recommend additional information that a Party may include on the website referred to in Article 11.3; (g) review and coordinate its work program with the work of other subcommittees, working groups, and other subsidiary bodies established under this Agreement, as well as of other relevant international bodies, to avoid duplication of work programs and to identify appropriate opportunities for cooperation to improve the ability of MSMEs to engage in trade and investment opportunities resulting from this Agreement; (h) collaborate with and encourage subcommittees, working groups and other subsidiary bodies established under this Agreement to consider MSME�related commitments and activities into their work; (i) review the implementation and operation of this Chapter and MSME�related provisions within this Agreement and report findings and make recommendations to the Joint Committee that can be included in future work and MSME assistance programs as appropriate; U) facilitate the development of programs to assist MSMEs to participate and integrate effectively into the Parties' regional and global supply chains; (k) promote the participation of MSMEs in digital trade in order to take advantage of the opportunities resulting from this Agreement and rapidly access new markets; (~ VI~ 11-4 I I I I I I I

I (m) facilitate the exchange of information on entrepreneurship education and awareness programs for youth and women to promote the entrepreneurial environment in the territories of the Parties; submit on an annual basis, unless the Parties decide otherwise, a report of its activities and make appropriate rec<?mmendations to the Joint Committee; and (n) consider any other matter pertammg to MSMEs as the MSMEs Subcommittee may decide, including issues raised by MSMEs regarding their ability to benefit from this Agreement. 3. The MSMEs Subcommittee shall convene within one year of the date of entry into force of this Agreement. 4. The MSME Subcommittee may seek to collaborate with appropriate experts and international donor organizations in carrying out its programs and activities. 5. The MSME Subcommittee shall report to the Joint Committee established under Chapter 14 (Administration of the Agreement). 6. The MSME Subcommittee shall establish its terms of reference at its first meeting and may revise those terms as needed, and shall thereafter meet as needed at its own discretion or at the discretion of the Joint Committee. ARTICLE 11.5: Non-Application of Dispute Settlement Chapter 16 (Dispute Settlement) shall not apply to any matter or dispute arising from this Chapter. Any disagreement arising out of the implernentati.on of this Chapter shall be settled amicably within the framework of the Joint Committee. 11-5

Chapter 12. ECONOMIC AND DEVELOPMENT COOPERATION

ARTICLE 12.1: General Provision l . The Parties undertake to promote and strengthen an open trade and investment environment that seeks to improve welfare, reduce poverty, raise living standards, and create new employment opportunities in support of development. 2. The Parties acknowledge the importance of development in promoting inclusive economic growth, as well as the instrumental role that trade and investment can play in contributing to economic development and prosperity. 3. The Parties acknowledge that economic growth and development contribute to achieving the objectives of this Agreement of promoting economic integration. 4. The Parties also acknowledge that effective domestic coordination of trade, investment and development policies can contribute to sustainable economic growth. 5. The Parties recognize the potential for joint development activities between the Parties to reinforce efforts to achieve sustainable development goals. 6. The Parties reaffirm that development cooperation is a core element of their partnership and an essential factor for the realisation of the objectives of this Agreement. 7. The Parties agree to consider their respective developmental needs and how they can increase production and supply capacity, foster the structural transformation and competitiveness of their economies, enhance economic diversification, and add value, in order to promote sustainable development and enhanced trade between the Parties. 8. The Parties commit to cooperate in order to facilitate the implementation of this Agreement and to support related development strategies. 9. For the purposes of the implementation of this Agreement, the Parties shall endeavour to jointly and individually mobilize resources m accordance with Article 12.6.2. ARTICLE 12.2: Objectives I. The Parties shall promote cooperation under th.is Agreement for their mutual benefit in order to liberalize and facilitate trade and investment between them and foster economic growth. 12-1 c::::::::=---I I I I

2. Economic and development cooperation under this Chapter shall be built upon a common understanding between the Parties to support the implementation of this Agreement, with the objective of maximising its benefits, supporting pathways to trade and investment facilitation and openness to contribute to the sustainable inclusive economic growth and prosperity of the Parties. 3. The economic and development cooperation shall endeavour to: (a) enhance the competitiveness of the Parties' economies; (b) contribute to transforming the structure of the Parties' economies by establishing a strong, competitive and diversified economic base through enhancing production, distribution, transport, marketing, value addition and post-harvest technology; (c) develop trade capacity as well as capacity to attract investment; (d) enhance trade and investment policies; (e) build supply capacity and enabling the smooth implementation of this Agreement; (f) enhance technical cooperation between the Parties; and (g) promote collaboration and mutual support on economic and development matters at multilateral levels. ARTICLE 12.3: Scope 1. 2. Economic and development cooperation under this Chapter shall support the effectiveness and efficiency of the implementation and utilisation of this Agreement through activities that relate to trade and investment. Economic and development cooperation under this Chapter shall focus on, inter aha, the following areas: (a) manufacturing industry; (b) trade and investment promotion; (c) tourism; (d) human resource development; (e) ICT and the digital economy; (f) financial services; (g) infrastructure and logistics enhancement; (h) agriculture and livestock; 12-2

(i) private sector development; (j) fisheries and blue economy; (k) water, environment and the green economy; (1) health; (m) energy; (n) SPS; (o) TBT; (p) customs and trade facilitation; ( q) transport; (r) shipping and maritime; (s) export market and product development; and (t) structured commodities tracling. 3. The Parties may agree in the Annual Work Program on Economic and Development Cooperation Activities to modify the above list, including by adding other areas for economic and development cooperation. ARTICLE 12.4: Means of Cooperation The Parties shall endeavour to encourage technical, technological and scientific, economic and development cooperation, through the following: (a) joint organization of conferences, seminars, workshops, meetings, training sessions and outreach and education programs; (b) exchange of delegations, professionals, technicians and specialists from the academic sector, institutions dedicated to research, private sector and govern.mental agencies, including study visits and internship programs for professional training; (c) dialogue and exchange of experiences between the Parties' private sector and agencies involved in trade promotion; (d) initiation of the knowledge-sharing platform aiming to transfer experience and best practices in the field of government development and modernization to other countries through UAE's Government Experience Exchange Programme; (e) promoting joint business initiatives between entrepreneurs of the Parties; 12-3 I I I

(f) exchanges on technical matters including through the uses of expertise from academic institutions and other similar entities; and (g) any other form of cooperation that may be agreed by the Parties. ARTICLE 12.5: Competition Policy J. The Parties recognise the importance of free and undistorted competition in their trade relations. The Parties may cooperate to exchange information relating to the development of competition policy, subject to their domestic laws and regulations and available resources. The Parties may conduct such cooperation through their competent authorities. 2. The Parties may consult on matters related to anti-competitive practi.ces and their adverse effects to trade and investment. The consultations shall be without prejudice to the autonomy of each Pa.rty to develop, maintain and enforce its domestic competition laws and regulations. ARTICLE 12.6: Resources 1. Resources for economic and development cooperation under this Chapter shall be provided in a manner as agreed by the Parties and in accordance with the laws and regulations of the Parties. 2. The Parties, on the basis of mutual benefit, may consider cooperation with, and contributions from, external parties to support the implementation of the Annual Work Program. ARTICLE 12.7: Committee on Economic and Development Cooperation 1. For the purposes of the effective implementation and operation of this Chapter, the Parties hereby establish a Committee on Economic and Development Cooperation in accordance with Article 14.1.3 (Joint Committee). 2. The Subcommittee on Economic and Development Cooperation shall undertake the following functions: (a) monitor and assess the implementation of this Chapter; (b) identify new opportunities and agree on new ideas for prospective cooperation or capacity building activities; (c) formulate and develop Annual Work Programme proposals and their implementation mechanisms; 12-4

coordinate, monitor and review progress of the Annual Work Programme to assess its overall effectiveness and contribution to the implementation and operation of this Chapter; suggest amendments to the Annual Work Programme through periodic evaluations; (f) cooperate with other subcommittees and/or subsidiary bodies established under this Agreement to perform stocktaking, monitoring, and benchmarking on any issues related to the implementation of this Agreement, as well as to provide feedback and assistance in the implementation and operation of this Chapter; and (g) report to and, if deemed necessary, consult with the Joint Committee in relation to the implementation and operation of this Chapter. ARTICLE 12.8: Annual Work Program on Economic and Development Cooperation Activities 1. The Committee on Economic and Development Cooperation shall prepare and adopt an Annual Work Program on Economic and Development Cooperation Activities ("Annual Work Program") based on proposals submitted by the Parties. 2. Each activity in an Annual Work Program developed under this Chapter shall: (i) be guided by the objectives agreed in Article 12.2; (ii) be related to trade or investment and support the implementation of this Agreement; (iii) involve both the Parties; (iv) address the mutual priorities of the Parties; (v) and avoid duplicating existing economic cooperation activities. ARTICLE 12.9: Non-application of Chapter 16 (Dispute Settlement) Chapter 16 (Dispute Settlement) shall not apply to any matter or dispute arising from this Chapter. Any differences arising out of the implementation of this Chapter, shall be settled amicably within the framework of the Joint Committee. 12-5

Chapter 13. INTELLECTUAL PROPERTY

ARTICLE 13.l: Definitions SECTION A General Provisions For the purposes of this Chapter: intellectual property refers to all categories of intellectual property that are the subject of Sections one through seven of Part II of the TRIPS Agreement; national means, in respect oftbe relevant right, a person of a Party that would meet the criteria for eligibility for protection provided for in the agreements listed in Article 13.5 of this agreement or the TRIPS Agreement; and WIPO means the World Intellectual Property Organization. ARTICLE 13.2: Objectives The Parties shall endeavour to promote, support, protect and enforce intellectual property rights so as to contribute to the promotion of trade, investment, technological innovation and to the transfer and dissemination of technology, to the mutual advantage of producers and users of technological knowledge and in a manner conducive to social and economic welfare, and to a balance of rights and obligations. ARTICLE 13.3: Principles The Parties may adopt appropriate measures to prevent the abuse of intellectual property rights by right holders or resort to practices that unreasonably restrain trade or adversely affect the international transfer of technology provided that such measures are consistent with this Agreement. ARTICLE 13.4: Nature and Scope of Obligations Each Party shall give effect to the provisions of this Chapter. A Party may, but shall not be obliged to, provide more extensive protection for, or enforcement of, intellectual property rights under its law than is required by this Chapter and the 13-1

TRIPS agreement, provided that such protection or enforcement does not contravene the provisions of this Chapter and the TRIPS Agreement. Each Party shall be free to determine the appropriate method of implementing the provisions of this Chapter and the TRIPS Agreement within its own legal system and practice. ARTICLE 13.5: International Agreements The Parties reaffirm their obligations set out m the following multilateral agreements: (a) Patent Cooperation Treaty of 19 June 1970, as revised by the Washington Act o/2001; (b) Paris Convention for the Protection of Industrial Property, done on 20 March 1883, as revised by the Stockholm Act of 1967 ("Paris Convention"); (c) Berne Convention for the Protection of Literary and Artistic Works, done on 9 September 1886, as revised by the Paris Act of 1971 ("Berne Convention"); (d) Madrid Protocol relating to the Madrid Agreement concerning the International Registration of Marks, done on 27 June 1989; (e) WIPO Performances and Phonograrn Treaty, done on 20 December 1996; (f) International Convention for the Protection of Pe,formers, Producers of Phonograms and Broadcasting Organizations, done on 26 October 1961; (g) WIPO Copyright Treaty, done on 20 December 1996; (h) Marrakesh Treaty to Facilitate Access to Published Works for Persons Who Are Blind, Visually Impaired or Otherwise Print Disabled, done on 27 June 2013; and (i) International Convention for the Protection of New Varieties of Plants, done on 19 March 1991. ARTICLE 13.6: Intellectual Property and Public Health I. A Party may, in fommlating or amending its laws and regulations, adopt measures necessary to protect public health and nutrition, and to promote the public interest in sectors of vital importance to their socio-economic and 13-2 I I I I I I

technological development, provided that such measures are consistent with the provisions of this Chapter and TRIPS Agreement. 2. The Parties recognise the principles established in the Declaration on The TRIPS Agreement and Public Health, done on 14 November 2001 (the "Doha Declaration") by the Ministerial Conference of the WTO and confirm that the provisions of this Chapter are without prejudice to the Doha Declaration. ARTICLE 13.7: National Treatment 1. In respect of all categories of intellectual property covered in this Chapter, each Party shall accord to nationals of another Party treatment no less favourable than it accords to its own nationals with regard to the protection of intellectual property rights subject to the exceptions applicable under international treaties to which the Parties are member. 2. With respect to secondary uses of phonograms by means of analogue communications and free over-the-air broadcasting, however, a Party may limit the rights of the performers and producers of another Party to the rights its persons are accorded witbfo the jurisdiction of that other Party. 3. A Party may derogate from paragraph I in relation to its judicial and administrative procedures, including requiring a national of another Party to designate an address for service of process in its territory, or to appoint an agent in its territory, provided that such derogation is: (a) necessary to secure compliance with laws or regulations that are not inconsistent with this Chapter and TRIPS Agreement, and; (b) not applied in a manner that would constitute a disguised restriction on trade. 4. Paragraph 1 does not apply to procedures provided in multilateral agreements concluded under the auspices of WIPO relating to the acquisition or maintenance of intellectual property rights. ARTICLE 13.8: Transparency 1. Each Party shall endeavour, subject to its legal system and practice, to make available infonnation concerning application and registration of trademarks, geographical indications, industrial designs, patents and plant variety rights accessible for the general public. 13-3

2. 3. The Parties also acknowledge the importance of informational materials, such as publicly accessible databases of registered intellectual property rights that assist in the identification of subject matter that has fallen into the public domain. Each Party shall endeavour to make available such information m the English language. ARTICLE 13.9: Application of Chapter to Existing Subject Matter and Prior Acts 1. 2. Unless otherwise provided in this Chapter, this Chapter gives rise to obligations in respect of all subject matter e)cisting at the date of entry into force of this Agreement for a Party and that is protected on that date in the territory of a Party where protection is claimed, or that meets or comes subsequently to meet the criteria for protection under this Chapter. Unless otherwise provided in this Chapter, a Party shalJ not be required to restore protection to subject matter that on the date of entry into force of th is Agreement for that Party has fallen into the public domain in its territory. 3. This Chapter does not give rise to obligations in respect of acts that occurred before the date of entry into force of this Agreement for a Party. ARTICLE 13.10: Exhaustion oflntellectual Property Rights Without prejudice to any prov1s1ons addressing the exhaustion of intellectual property rights in international agreements to which a Party is a member, nothing in this Chapter prevents a Party from detennining whether or under what conditions the exhaustion of intellectual property rights applies under its legal system. SECTIONB Cooperation ARTICLE 13.11: Cooperation Activities and Initiatives 1. The Parties shall endeavour to cooperate on the subject matter covered by this Chapter, such as through appropriate coordination, training and exchange of information between the respective intellectual property offices of th.e Parties, or other institutions, as determined by each Party. Cooperation activities and initiatives undertaken under this Chapter shall be subject to the availability of resources, and on request, and on terms and 13-4 I I I I I I I I I I

conditions mutually agreed upon between the Parties. Cooperation may cover areas such as: (a) developments in domestic and international intellectual property policy; (b) intellectual property administration and registration systems; (c) education and awareness relating to intellectual property; (d) intellectual property issues relevant to: (i) SMEs; and (ii) empowering women and youth. (e) policies involving the use of intellectual property for research, innovation and economic growth; (f) implementation of multilateral intellectual property agreements; (g) technical assistance and capacity-building; (h) enforcement of intellectual property rights; and (i) other activities and initiatives as may be mutually determined between the Parties. 2. The Parties may establish a Subcommittee on Intellectual Property m accordance with Article 14.1.3 (Joint Committee). ARTICLE 13.12: Patent Cooperation 1. The Parties recognise the importance of improving the quality and efficiency of their respective patent registration systems as well as simplifying and stream.lining the procedures and processes of their respective patent offices for the benefit of all users of the patent system and the public as a whole. 2. Further to paragraph 1, the Parties shall endeavour to cooperate among their respective patent offices to facilitate the sharing and use of search and examination work with the other Party. This may include: (a) making search and examination results available to the patent office of the other Party; and 13-5

3. 4. (b) exchanging information on quality assurance systems and quality standards relating to patent examination. The Parties shall endeavour to share patent information on science, technology, innovation activities, and the generation, transfer and dissemination of technology, subject to any confidentiality requirements in their domestic laws and regulations. In order to reduce the complexity and cost of obtaining the grant of a patent, the Parties shall endeavour to cooperate to reduce differences in the procedures and processes of their respective patent offices. SECTIONC Trademarks ARTICLE 13.13: Types of Signs Registrable as Trademarks Any sign, or any combination of signs, capable of distinguishing the goods or services of one undertaking from those of other undertakings, shall be capable of constituting a trademark. Such signs, in particular words including personal names, letters, numerals, figurative elements and combinations of colours as well as any combination of such signs whether rendered in two-dimensional or three�dimensional form, shall be eligible for registration as trademarks. Wbere signs are not inherently capable of distinguishing the relevant goods or services, a Party may make registrability depend on distinctiveness acquired through use. A Party may in addition include the registration of the sound marks in accordance with the national laws and regulations of the Party. ARTICLE 13.14: Collective and Certification Marks Each Party shall provide that trademarks may include collective marks and certification marks. A Party is not obligated to treat certification marks as a separate category in its law, provided that those marks are protected. Each Party may also provide that signs that may serve as geographical indications are capable of protection under its trademark system.1 1 For the purpose of clarity "rights management information" shall be interpreted to be as provided under Article 12 of the WCT. 13-6 I I I I I I I I

ARTICLE 13.15: Use of Identical or Similar Signs Each Party shall provide that the owner of a registered trademark bas the exclusive right to prevent third parties that do not have the owner's consent from using in the course of trade identical or similar signs, including geographical indications, 2? 3 for goods or services that are related to those goods or services in respect of which the owner's trademark is registered, where such use would result in a likelihood of confusion. In the case of the use of an identical sign for identical goods or services, a likelihood of confusion shall be presumed. ARTICLE 13.16: Exceptions A Party may provide limited exceptions to the rights conferred by a trademark, such as fair use of descriptive terms, provided that those exceptions take account of the legitimate interest of the owner of the trademark and of third parties. ARTICLE 13.17: Well-Known Trademarks l. Neither Party shall require as a condition for determining that a trademark is well-known that the trademark has been registered in the Party or in another jurisdiction. 2. Article 6 bis of the Paris Convention shall apply, mutatis mutandis, to goods or services that are not identical or similar to those identified by a well�known trademark, 4 whether registered or not, provided that use of that trademark in relation to those goods or services would indicate a connection between those goods or services and the owner of the trademark, and provided that the interests of the owner of the trademark are likely to be damaged by such use. 3. Each Party recognises the importance of the Joint Recommendation Concerning Provisions on the Protection of Well-Known Marks as adopted by the Assembly of the Paris Union for the Protection of Industrial Property and the General Assembly of WIPO at the Thirty-Fourth Series of Meetings 2 For greater certainty, the exclusive right in this Article applies to cases of unauthorised use of geographical indications with goods for which the trademark is registered, in cases in which the use of that geographical indication in the course of trade would result in a likelihood of confusion as to the source of the goods. 3 For greater certainty, the Parties understand that this Article should not be interpreted to affect their rights and obligations under Articles 22 and 23 of the TRIPS Agreement. 4 In determining whether a trademark is well-known in a Party, that Pany need not require that the reputation of the trademark extend beyond the sector of the public that normally deals with the relevant goods or services. DJ( 13-7

4. of the Assemblies of the Member States ofWlPO on 20 to 29 September 1999. Each Party shall provide for appropriate measures to refuse the application or cancel the registration and prohibit the use of a trademark that is identical or similar to a well-known trademark, 5 for identical or similar goods or services, if the use of that trademark is likely to cause confusion with the prior well-known trademark. A Party may also provide such measures including in cases in which the subsequent trademark is likely to deceive. ARTICLE 13.18: Procedural Aspects of Examination, Opposition and Cancellation Each Party shall provide a system for the examination and registration of trademarks which includes, among other things: (a) communicating to the applicant in wntmg, which may be by electronic means, the reasons for any refusal to register a trademark; (b) providing the applicant with an opportunity to respond to communications from tbe competent authorities, to contest any initial refusal, and to make a judicial appeal of any final refusal to register a trademark; (c) providing an opportunity to oppose the registration of a trademark or to seek cancellation of a trademark; and {d) requiring administrative decisions in opposition and cancellation proceedings to be reasoned and in writing, which may be provided by electronic means. ARTICLE 13.19: Electronic Trademarks System Each Party shall endeavour to provide: (a) a system for the electronic application for, and maintenance of, trademarks; and (b) a publicly available electronic information system, including an online database, of trademark applications and of registered trademarks. 5 The Parties understand that a well-known trademark is one that was already well-known before, as determined by a Party, the application for, registration of or use of the first-mentioned trademark. ~ 13-8 I I I I I

ARTICLE 13.20: Classification of Goods and Services Each Party shall adopt or maintain a trademark classification system that is consistent with the Nice Agreement Conceming the International Classification of Goods and Services for the Purposes of the Registration of Marks, done on 15 June 1957, as revised and amended ("Nice Classification"). Each Party shall provide that: (a) registrations and the publications of applications indicate the goods and services by their names, grouped according to the classes established by the Nice Classification;6 and (b) goods or services may not be considered as being similar to each other on the ground that, in any registration or publication, they are classified in the same class of the Nice Classification. Conversely, each Party shall provide that goods or services may not be considered as being dissimilar from each other on the ground that, in any registration or publication, they are classified in different classes of the Nice Classification. ARTICLE 13.21: Term of Protection for Trademarks Each Party sbaU provide that initial registration and each renewal of registration of a trademark is for a term of no less than 10 years. The registration of a trademark shall be renewable indefinitely. ARTICLE 13.22: Non-Recordal of a License Neither Party may demand the registration of trademark licenses as a prerequisite for establishing the Ucense's authenticity according to national laws and regulations of each Party. ARTICLE 13.23: Domain Names In connection with each Party's system for the management of its country-code top�level domain ("ccTLD") domain names, the following shall be available: (a) an appropriate procedure for the settlement of disputes, preferably, or modeUed along the same lines as, the principles established in the 6 A Party that relies on translations of the Nice Classification shall follow updated versions of the Nice Classification to the extent that official translations have been issued and published. 13-9

Uniform Domain-Name Dispute-Resolution Policy, as approved by the Internet Corporation for Assigned Names and Numbers (!CANN) or that: (i) is designed to resolve disputes expeditiously; (ii) is fair and equitable; (iii) is not overly burdensome; and (iv) does not preclude resort to judicial proceedings. SECTIOND Country Names ARTICLE 13.24: Country Names Each Party may provide the legal means for interested persons to prevent commercial use of the country name of a Party in relation to a good in a manner that misleads consumers as to the origin of that good. SECTION E Geographical Indications ARTICLE 13.25: Recognition of Geographical Indications 1. Geographical indication means an indication that identifies a good as originating in the territory of a Party, or a region or locality in that territory, where a given quality, reputation, or other characteristic of the good 1s essentially attributable to its geographical origin. 2. The Parties recognise that geographical indications may be protected through a trademark or sui generis system or other legal means. 3. The Parties may recognise the geographical indications protected and originating in the territories of the Parties according to national laws and regulations. ARTICLE 13.26: Administrative Procedures for the Protection of Geographical Indications Each Party shall provide administrative procedures for the protection or recognition of geographical indications through a trademark, a sui generis system or other legal 13-10 I I I I I I I I I I I

I means. Each Party shall, with respect to applications for protection or requests for recognition, ensure that its laws and regulations governing the filing of those applications or requests for recognition are readily available to the public and clearly sets out the procedures for these actions. ARTICLE 13.27: Date of Protection of a Geographical Indication If a Party grants protection or recogrution to a geographical indication that protection or recognition shall commence no earlier than the filing date7 or date of request for recognition in the Party or the registration date in the Party, as applicable. SECTIONF Patents and Industrial Design ARTICLE 13.28: Grace Period Each Party shall disregard information contained in publi.c disclosures of an invention related to an application to register a patent8 if the public disclosure: (a) was made by the inventor, applicant or a person that obtained the information from the inventor or applicant inside or outside th.e territory of each Party; and (b) occurred within at least 12 months prior to the date of filing of the application. ARTICLE 13.29: Procedural Aspects of Examination, Opposition and Invalidation of Registered Patent and Industrial Design 1. Each Party shall provide a system for the examination and registration of patents or industrial designs which includes: (a) communicating to the applicant in wntmg, which may be by electronic means, the reasons for any refusal to register patent or industrial design; and 7 For greater certainty, the filing date referred to in this Article includes, as applicable, the priority filing date under the Paris Convention. 8 For greater certainty, patent may include utility model in accordance with national law and regulations. ~ 13-11

2. 3. 4. (b) providing the applicant with an opportunity to respond to communications from the competent authorities, to contest any initial refusal, and to appeal for any final refusal to register patent or industrial design. Each Party shall provide opportunity for interested parties to seek cancellation or invalidation of a registered patent. A Party may, in addition, provide an opportunity for interested parties to oppose the registration of patent. Each Party shall provide opportunity for interested parties to oppose the registration of an industrial design, and in addition may provide an opportunity to seek cancellation or invalidation of the registration of industrial design. Each Party shall ensure that making decisions in opposition, cancellation, or invalidation proceedings to be reasoned and in writing, which may be delivered by electronic means. ARTICLE 13.30: Amendments, Corrections, and Observations 1. Each Party shall provide an applicant for patent with at least one opportunity to make amendments, corrections or observations in connection with its application. 2. Each Party shall provide a right bolder of patent with at least one opportunity to make amendments or corrections after registration provided that such amendments or corrections do not change or expand the scope of the patent right as a whole.9 3. Each Party may apply paragraphs 1 and 2, subject to any necessary modifications, with respect to amendments, corrections or observations to applications for industrial design registration, and registered industrial designs. ARTICLE 13.31: Industrial Design Protection 1. Each Party shall ensure that requirements for securing or enforcing registered industrial design protection do not unreasonably impair the opportunity to obtain or enforce such protection. 9 It is understood that the amendments or corrections which do not change or expand the scope of the right means that the scope of the patent or industrial design right stays same as before or reduced. ~ 13-12 I I I I I I I

I 2. The duration of protection available for registered industrial designs shall amount to at least 10 years. ARTICLE 13.32: Exceptions A Party may provide limited exceptions to the exclusive rights conferred by a patent or an industrial design, provided that such exceptions do not unreasonably conflict with a normal exploitation of the patent or an industrial design and do not unreasonably prejudice the legitimate interests of the right holder, taking account of the legitimate interests of third parties. SECTIONG Protection of Undisclosed Test or Other Data ARTICLE 13.33: Protection Of Undisclosed Test Or Other Data For Pharmaceutical Products 1. If a Party requires, as a condition for granting marketing approval for a new pharmaceutical product, the submission of undisclosed test or other data concerning either or both the safety and efficacy of the product, that Party shall not permit third persons, without the consent of the person that previously submitted such information, to market the same or a similar10 product on the basis of: (a) that infomiation; or (b) the marketing approval granted to the person that submitted such information, for at least five years from the date of marketing approval of the new pharmaceuticaJ product in the territory of the Party. 2. A Party shall adopt or maintain a system other than judicial proceedings that precludes, based upon patent information submitted to the regulatory authority by a patent holder or the applicant for marketing approval, the issuance of marketing approval to any third person seeking to market a pharmaceutical product subject to a patent claiming that product, unless by consent or acquiescence of the patent holder. 1� For greater certainty, for the purposes of this Section, a pharmaceutical product is "similar" to a previously approved pharmaceutical product if the marketing approval, or, in the alternative, the applicant's request for such approval, of that similar pharmaceutical product is based upon the undisclosed test or other data concerning the safety and efficacy of the previously approved pharmaceutical product, or the prior approval of that previously approved product. ~ 13-13 ,__...-=-

3. Notwithstanding paragraph 1, a Party may taJce measures to protect public health in accordance with: (a) the Declaration on TRIPS and Public Health; (b) any waiver of any provision of the TRIPS Agreement granted by WTO Members in accordance with the WTO Agreement to implement the Declaration on TRIPS and Public Health and that is in force between the Parties; or (c) any amendment of the TRJPS Agreement to implement the Declaration on TRJPS and Public Health that enters into force with respect to the Parties. 4. For the purposes of paragraph 1, a new pharmaceutical product means a pharmaceutical product that contains an active ingredient for which no other pharmaceutical product containing the same active ingredient has previously obtained marketing approval in the country. SECTIONH Copyright and Related Rights ARTICLE 13.34: Definitions For the purposes of Article 13.35 and 13.37 through 13.44, tbe following definitions apply with respect to performers and producers of phonograrns: broadcasting means the transmission by wireless means for public reception of sounds or of images and sounds or of the representations thereof; such transmission by satellite is also "broadcasting"; transmission of encrypted signals is "broadcasting" if the means for decrypting are provided to the public by the broadcasting organisation or with its consent; communication to the public of a performance or a phonogram means the transmission to the public by any medium, other than by broadcasting, of sounds of a performance or the sounds or the representations of sounds fixed in a phonograrn; fixation means the embodiment of smmds, or of the representations thereof, from which they can be perceived, reproduced, or communicated through a device; performance means a performance fixed in a phonogram unless othetwise specified; performers means actors, singers, musicians, dancers, and other persons who act, sing, deliver, declaim, play in, interpret, or otherwise perform literary or artistic works or expressions of folklore; ~ 13-14 I I I I I

phonogram means the fixation of the sounds of a performance or of other sounds, or of a representation of sounds, other than in the form of a fixation incorporated in a cinernatographjc or other audio-visual work; producer of a phonogram means a person that takes the initiative and has the responsibility for the first fixation of the sounds of a performance or other sounds, or the representations of sounds; and publicati.on of a performance or phonogram means the offering of copies of the performance or the phonogram to the public, with the consent of the right holder, and provided that copies are offered to the public in reasonable quantity. right to authorise or prohibit means that with respect to copyright and related rights, the term right to authorise or prohibit refers to exclusive rights. ARTICLE 13.35: Right of Reproduction Each Party shall provide11 to authors, performers, and producers of phonograms12 the exclusive right to authorise or prohibit all reproduction of their works, performances or phonograms in any manner or form, including in electronic fonn. ARTICLE 13.36: Right of Communication to the Public Without prejudice to Articles 11 ( 1 )(ii), 11 bis(l )(i) and (ii), 11 ter(l )(ii), 14(1 )(ii), and 14bis(l) of the Berne Convention, each Party shall provide to authors the exclusive right to authorise or prohibit the communication to the public of their works, by wire or wireless means, including the making available to the public of their works in such a way that members of the public may access these works from a place and at a time individually chosen by them.13 nationals a tenn of copyright protection that exceeds life of the author plus 50 years, nothing in this Article or Article 13. 7 shall preclude that Party from applying Article 7(8) of the Berne Convention with respect to the term in excess of the term provided in this subparagraph of protection for works of another Party. 12 References to "authors, perfonners, and producers of phonograms" refer also to any of their successors in interest. 13 The Parties understand that the mere provision of physical facilities for enabling or making a communication does not in itself amount to communication within the meaning of this Chapter or the Berne Convention. The Parties further understand that nothing in this Article precludes a Party from applying Article 11 bis(2) of the Berne Convention. 13-15

ARTICLE 13.37: Right of Distribution Each Party shall provide to authors, performers and producers of phonograms the exclusive right to authorise or prohibit the making available to the public of the original and copies14 of their works, performances and phonograms through sale or other transfer of ownership. ARTICLE 13.38: Related Rights 1. Each Party shall accord the rights provided for in this Chapter with respect to performers and producers of phonograms: to the performers and producers of phonograms that are nationals ,s of another Party; and to performances or phonograms first published or first fixed16 in the territory of another Party.17 A performance or pbonogram shall be considered first published in the territory of a Party if it is published in the territory of that Party within 30 days of its original publication. 2. Each Party shall provide to performers the exclusive right to authorise or prohibit: (a) the broadcasting and communicati.on to the public of their unfixed performances, unless the performance is already a broadcast performance; and (b) the fixation of their unfixed performances. 3. Each Party shall provide to performers and producers of phonograms the exclusive right to authorise or prohibit the broadcasting or any communication to the public of their performances or pbonograms, by wire 14 The expressions "copies" and "original and copies", that are subject to the right of distribution in this Article, refer exclusively to fixed copies that can be put into circulation as tangible objects. 15 For the purposes of determining criteria for eligibility under this Article, with respect to performers, a Party may treat "nationals" as those who would meet the criteria for eligibility under Article 3 of the WPPT. 16 For the purposes of this Article, fixation means tbe finalisation of the master tape or its equivalent. 17 For greater certainty, in this paragraph with respect to performances or phonograrns first published or first fixed in the territory ofa Party, a Party may apply the criterion of publication, or alternatively, the criterion of fixation, or both. For greater certainty, consistent with Article 13.7 of this agreement, each Party shall accord to performances and phonograrns first published or first fixed in the tenitory of another Party treatment no less favourable than it accords to perfonnances or phonograms first published or first fixed in its own territory. 13-16

(ii) anonymous and pseudonymous works are protected for a period of 50 years as of the beginning of the calendar year subsequent to the year in which such works have been first published, 24 Performance or Phonogram, not less than 50 years from the end of the calendar year of the creation of the work, performance or phonogram. ARTICLE 13.40: Limitations and Exceptions l. 2. With respect to this Section, each Party shall confine limitations or exceptions to exclusive rights to certain special cases that do not conflict with a normal exploitation of the work, performance or phonogram, and do not unreasonably prejudice the legitimate interests of the right holder. This Article does not reduce or extend the scope of applicability of the limitations and exceptions permitted by the TRlPS Agreement, the Berne Convention, the WIPO Copyright Treaty (WCT) or tbe WIPO Performances Pbonograrns Treaty (WPPT). ARTICLE 13.41: Balance in Copyright and Related Rights Systems Each Party shall endeavour to achieve an appropriate balance in its copyright and related rights system, among other things by means oflimitations or exceptions that are consistent with Article 13.40, including those for the digital environment, giving due consideration to legitimate purposes such as, but not limited to: criticism; comment; news reporting; teaching, scholarship, research, and other similar purposes; and facilitating access to published works for persons who are blind, visually impaired or otherwise print disabled. 25? 26 24 In case the author of such works has been known or specified or has disclosed his identity, the protection wiU be lifetime of the author and fifty years thereafter commencing as of the beginning of the calendar year subsequent to the author's death. 25 As recognised by the Marrakesh Treaty to Facilitate Access to Published Works for Persons Who Are Blind, Visually Impai_red, or Otherwise Print Disabled, done at Marrakesh, 27 June 20 I 3 (Marrakesh Treaty). 26 For greater certainty, a use that has commercial aspects may in appropriate circumstances be considered to have a. legitimate purpose under Article 13.40. 13-18 I I I I I I I I I I I

or wireless means, 18 ? 19 and the making available to the public of those performances or phonograrns in such a way that members of the public may access them from a place and at a time individually chosen by them. 4. otwithstanding subparagraph (a), the application of the right referred to in subparagraph (a) to analogue transmissions and non-interactive free over�the-air broadcasts, and exceptions or limitations to this right for those activities, is a matter of each Party's law.20 ARTICLE 13.39: Term of Protection for Copyright and Related Rights Each Party shall provide that in cases in which the term of protection of a work, performance or phonogram is to be calculated:21 (a) on the basis of the life of a natural person, the term shall be not less than the life of the author and 50 years after the author's death;22 and (b) on a basis other than the life of a natural person, the term shall be: (i) not less than 50 years from the end of the calendar year of the first authorised publication23 of the work, performance or phonogram; or 18 With respect to broadcasting and communication to the public, a Party may satisfy the obligation by applying Article 15(1) and Article 15(4) of the WPPT and may also apply Article 15(2) of the WPPT, provided that it is done in a manner consistent with that Party's obligations under Article 13.7 of this agreement. 19 For greater certainty, the obligation under this paragraph does not include broadcasting or communication to the public, by wire or wireless means, of the sounds or representations of sounds fixed in a phonogram that arc incorporated in a cinematographic or other audio-visual work. 20 For the purposes of this subparagraph the Parties understand that a Party may provide for the retransmission of non-interactive, free over-the-air broadcasts, provided that these retransmissions are lawfully permitted by that Party's government communications authority; any entity engaging in these retransmissions complies with the relevant rules, orders or regulations of that authority; and these retransmissions do not include those delivered and accessed over the Internet. For greater certainty this footnote does not limit a Party's ability to avail itself of this subparagraph. 21 For greater certainty, in implementing this Article, nothing prevents a Party from promoting certainty for the legitimate use and exploitation of a work, performance or pbonogram during its term of protection, consistent with Article 13 .40 and that Party's international obligations. 22 The Parties understand that if a Party provides its nationals a term of copyright protection that exceeds life of the author plus 50 years, nothing in this Article or Article 13. 7 shall preclude that Party from applying Article 7(8) of the Berne Convention with respect to the term in excess of the term provided in this subparagraph of protection for works of another Party. 23 For greater certainty, for the purposes of subparagraph (b), if a Party's law provides for the calculation of term from fixation rather than from the first authorised publication, that Party may continue to calculate the tenn from fixation. ~ 13-17

ARTICLE 13.42: Contractual Transfers Each Party shall provide that for copyright and related rights, any person acquiring or holding any economic right27 in a work, performance or phonogram: (a) may freely and separately transfer that right by written contract; and (b) by virtue of contract, including contracts of employment underlying the creation of works, performances or phonograms, shall be able to exercise that right in that person's own name and enjoy fully the benefits derived from that right. 28 ARTICLE 13.43: Obligations Concerning Protection of Technological Measures and Rights Management Information 1. Each party shall provide adequate legal protection and effective legal remedies against the circumvention of effective technological measures that are used by authors, performers or producers of phonogra.ms in connection with the exercise of their rights as provided under Article 13.35, Article 13.36, Article 13.37 and Article 13.38 of this Agreement, that restrict acts, in respect of their works, performances or phonograms, which are not authorised by the authors, performers or producers of pbonograms concerned or permitted by law. 2. Each Party shall provide adequate and effective legal remedies against any person who knowingly, without authorisation removes or alter any electronic rights management information and/or distribute, import for distribution, broadcast or communicate to the public, without authority, works or copies of works knowing that electronk rights management information29 bas been removed or altered without authority. ARTICLE 13.44: Collective Management The Parties recognise the role of coUective management societies for copyright and related rights in collecting and distributing royalties based on practices that are fair, 27 For greater certainty, this provision does not affect the exercise of moral rights. 28 Nothing in this Article affects a Party's ability to establish: (i) which specific contracts underlying the creation of works, performances or phonograms shall, in the absence of a written agreement, result in a transfer of economic rights by operation of law; and (ii) reasonable limits to protect the interests of the original right holders, taking into account the legitimate interests of the transferees. 29 For the purpose of clarity "rights management information" shall be interpreted to be as provided under Article 12 of the WCT. ~ I 3-19

efficient, transparent and accountable, which may include appropriate record keeping and reporting mechanisms. SECTION I Enforcement ARTICLE 13.40: General Obligation in Enforcement Each Party shall ensure that enforcement procedures as specified in Part III, Section 1 of the TRIPS Agreement are available under its law so as to permit effective action against any act of infringement of intellectual property rights covered by this Chapter, including expeilitious remedies to prevent infringements and remedies that constitute a deterrent to further infringements. These procedures shall be applied in such a manner as to avoid the creation of barriers to legitimate trade and to provide for safeguards against their abuse. Each Party will upon request provide available information according to its national laws and regulations to facilitate the enforcement of IPRs. ARTICLE 13.46: Border Measures 1. Each Party shall, in conformity with its domestic law and regulations and the provisions of Part III, Section 4 of the TRIPS Agreement adopt or maintain procedures to enable a right bolder, who has valid grounds for suspecting that the importations of counterfeit trademark or pirated copyright goods may take place, to lodge an application in writing with the competent authorities, administrative or judicial, in the Party in which the border measure procedures are applied, for the suspension by that Party's customs authorities of the release into free circulation of such goods. 2. A Party may enable such an application to be made in respect of goods which involve other infringements of intellectual property rights, provided that the requirements of Part III, Section 4 of the TRIPS Agreement are met. A Party may also provide for corresponding procedures concerning the suspension by the customs authorities of the release of infringing goods destined for exportation from their territory as per its domestic laws and regulation. 

Chapter 14. ADMINISTRATION OF THE AGREEMENT

ARTICLE 14.1: Joint Committee l. The Parties hereby establish a Joint Committee. 2. The Joint Committee shall be composed of representatives of the UAE and Kenya at the level of: (a) ministers; (b) senior officials; and ( c) technical officials 3. The Joint Committee may establish standing or ad hoc subcommittees or working groups and assign any of its powers thereto. 4. Each Party shall be responsible for the composition of its delegation. 5. The Joint Committee shall meet within one year of the entry into force of this Agreement. Thereafter, it shall meet every two years unless the Parties agree otherwise, to consider any matter relating to this Agreement. The regular sessions of the Joint Committee shall be held alternately in the territories of the Parties. 6. Tbe Joint Committee shall also bold special sessions without undue delay upon request from either Party. 7. The functions of the Joint Committee shall be to: (a) review and assess the results and overall operation of this Agreement in the light of the experience gained during its application and its objectives; (b) consider and recommend any amendments to this Agreement that may be proposed by either Party, including the modification of concessions made under this Agreement; (c) endeavour to amicably resolve disputes between the Parties arising from the interpretation or application of this Agreement; ( d) supervise and coordinate the work of all sub-committees and working groups established under this Agreement; 14-1

(e) consider any other matter that may affect the operation of this Agreement; (f) upon request by either Party, to propose mutually agreed interpretation to be given to the provisions of this Agreement; (g) adopt decisions or make recommendations as envisaged by this Agreement; and (h) carry out any other functions as may be agreed by the Parties. 8. The Joint Committee shall establish its own working procedures. 9. Meetings of the Joint Committee and of any standing or ad hoc subcommittees or working groups may be conducted in person or by any other means as determined by the Parties. ARTICLE 14.2: Communications 1. Each Party shall designate a contact point to receive and facilitate official communications between the Parties on any matter relating to this Agreement. 2. All official communications in relation to this Agreement shall be in the English language. 14-2 I I I

Chapter 15. EXCEPTIONS

ARTICLE 15.1: General Exceptions 1. For the purposes of Chapters 2 (Trade in Goods), 3 (Rules of Origin), 4 (Customs Procedures and Trade Facilitation), 5 (Sanitary and Phytosanitary Measures), and 6 (Technical Barriers to Trade), Article XX of the GAIT 1994 and its interpretative note are incorporated into and form part of this Agreement, mutatis mutandis. 2. For the purposes of Chapters 9 (Trade in Services) and Chapter 10 (Digital Trade)1, Article XIV of the GATS, including its footnotes, is incorporated into and forms part of this Agreement, mutatis mutandis. ARTICLE 15.2: Security Exceptions Nothing in this Agreement shall be construed: (a) to require any Party to furnish any information, the disclosure of which it considers contrary to its essential security interests; or (b) to prevent any Party from taking any action which it considers necessary for the protection of its essential security interests: (i) relating to fissionable and fusionable materials or the materials from which they are derived; (ii) relating to the traffic in arms, ammunition and implements of war and to such traffic in other goods and materials as is carried on directly or indirectly for the purpose of supplying a military establishment; (iii) relating to the supply of services as carried out directly or indirectly for the purpose of provisioning a military establishment; (vi) taken in time of war or other emergency rn international relations; or 1 This paragraph is without prejudice to whether a Party considers a digital product to be a good or service. 15-1 -

(c) to prevent any Party from taking any action in pursuance of its obligations under the United Nations Charter for the maintenance of international peace and security. ARTICLE 15.3: Taxation l. Nothing in this Agreement shall apply to any taxation measure.2 2. Nothing in this Agreement shall affect the rights and obligations of either Party under any tax convention. In the event of any inconsistency between this Agreement and any such tax convention, that tax convention shall prevail to the extent of the inconsistency. 2 For the avoidance of doubt, provisions where corresponding rights and obligations are also granted or imposed under the WTO Agreement shall apply to taxation measures. 

Chapter 16. DISPUTE SETTLEMENT

ARTICLE 16.1: Definitions For the purposes of this Chapter and Annexes 16A (Rules of Procedure) and 16B (Code of Conduct for Panellists): complaining Party means a Party that has filed a request for dispute settlement proceedings under this Chapter; panel means a panel established pursuant to Article 16. l O; responding Party means a Party that has received a request for dispute settlement proceedings under this Chapter. ARTICLE 16.2: Objective The objective of this Chapter is to establish an effective and efficient mechanism for avoiding and settling disputes between the Parties concerning the interpretation and application of this Agreement with a view to reaching, where possible, a mutually agreed solution. ARTICLE 16.3: Cooperation The Parties shall endeavour to agree on the interpretation and application of this Agreement and shall make every attempt through cooperation to arrive at a mutually satisfactory resolution of any matter that might affect its operation. ARTICLE 16.4: Scope of Application Unless otherwise provided for in this Agreement, this Chapter shall apply with respect to the settlement of any dispute between the Parties concerning the interpretation, implementation, or application of this Agreement (hereinafter referred to as "covered provisions"), wherever a Party considers that: (a) a measure of the other Party is inconsistent with its obligations under this Agreement; or (b) the other Party otherwise failed to carry out its obligations under this Agreement. 16-1

This Chapter shall not cover non-violation complaints and other situation complaints. ARTICLE 16.5: Choice of Forum 1. 2. 3. Unless otherwise provided in this Article, this Chapter is without prejudice to the rights of the Parties to have recourse to dispute settlement procedures available under other international trade agreements to which they are both Parties. When a dispute arises with regard to the alleged inconsistency of a particular measure with an obligation under this Agreement and a substantially equivalent obligation under another international trade agreement to which both Parties are party, including the WTO agreements, the complaining Party may select the forum in which to settle the dispute. Once a Party has selected the forum and initiated dispute settlement proceedings under this Chapter or under the other international agreement with respect to the particular measure referred to in paragraph 2, that Party shall not initiate dispute settlement proceedings in another forum with respect to that particular measure unless the forum selected first fails to make findings on the issues in dispute for jurisdictional or procedural reasons. 4. For purposes of paragraph 3: (a) dispute settlement proceedings under this Chapter are deemed to be initiated when a Party requests the establishment of a Panel in accordance with Article 16.8; (b) dispute settlement proceedings under the WTO Agreement are deemed to be initiated when a Party requests the establishment of a Panel in accordance with Article 6 of the WTO Dispute Settlement Understanding; and (c) dispute settlement proceedings under any other agreement are deemed to be initiated when a Party requests the establishment of a dispute settlement Panel in accordance with the relevant provisions of that agreement. ARTICLE 16.6: Contact Points I. Each Party shall designate a contact point to facilitate communications between the Parties with respect to any dispute initiated under this Chapter. 16-2 I I I I I I I I I I I I I

2. Any request, notification, written submission or other document made in accordance with this Chapter shall be delivered to the other Party through its designated contact point. ARTICLE 16.7: Request for Information Before a request for consultations, good offices, conciliation or mediation is made pursuant to Article 16.8 or 16.9 respectively, a Party may request in writing any relevant information with respect to a measure at issue. The Party to which that request is made shall make all efforts to provide the requested infom1ation in a written response to be submitted no later than 20 days after the date of receipt of the request. ARTICLE 16.8: Consultations 1. The Parties shall endeavour to resolve any dispute referred to in Article 16.4 by entering into consultations in good faith with the aim of reaching a mutually agreed solution. 2. A Party shall seek consultations by means of a written request delivered to the other Party identifying the reasons for the request, including the measure at issue and a description of its factual basis and the legal basis specifying the covered provisions that it considers applicable. 3. The Party to which the request for consultations is made shall reply to the request promptly, but no later than 10 days after the date of receipt of the request. Consultations shall be held within 30 days of the date of receipt of the request. The consultations shall be deemed to be concluded within 30 days of the date ofreceipt of the request, unless the Parties agree otherwise. 4. Consultations on matters of urgency including those which concern perishable goods, shall be held within 15 days of the date of receipt of the request. The consultations shall be deemed to be concluded within those 15 days unless the Parties agree otherwise. 5. During consultations each Party shall provide sufficient information so as to allow a complete examination of the measure at issue including how that measure is affecting the operation and application of this Agreement. 6. Consultations, including all information disclosed and positions taken by the Parties during consultations, shall be confidential, and without prejudice to the rights of either Party in any further proceedings. 16-3

7. 8. Consultations may be held in person or by any other means of communication agreed by the Parties. Unless the Parties agree otherwise, consultations, if held in person, shall take place in the territory of the Party to which the request is made. If the Party to which the request is made does not respond to the request for consultations within 10 days of the date of its receipt, or if consultations are not held withi.n the timeframes laid down in paragraph 3 or 4 respectively, or if the Parties agree not to have consultations, or if consultations have been concluded and no mutually agreed solution has been reached, the Party that sought consultations may have recourse to Article 16.10. ARTICLE 16.9: Good Offices, Conciliation or Mediation 1. The Parties may at any time agree to enter into procedures for good offices conciliation or mediation. They may begin at any time and be terminated by either Party at any time. 2. Proceedings involving good offices conciliation or mediation and the particular positions taken by the Parties in these proceedings, shall be confidential and without prejudice to the rights of either Party in any further proceedings under this chapter or any other proceedings before a forum selected by the Parties. 3. If the Parties agree, procedures for good offices conciliation or mediation may continue while the panel procedures set out in this Chapter are in progress. ARTICLE 16.10: Establishment of a Panel 1. The complaining Party may request the establishment of a Panel if: (a) the respondent Party does not reply to the request for consultations in accordance with the time frames referred in Article 16.8; (b) the consultations referred to in Article 16.8 are not held or fail to settle a dispute within 30 days or 15 days in relation to urgent matters including those which concern perishable goods after the date of the receipt of th.e request for consultations by the respondent Party; 2. The request for the establishment of a panel shall be made by means of a written request delivered to the other Party and shall identify the measure at issue and indicate the factual basis of the complaint and the legal basis 16-4 i I I I

I I specifying the relevant covered provisions in a manner sufficient to present how such measure is inconsistent with those provisions. 3. When a request is made by the complaining Party m accordance with paragraph I, a panel shall be established. ARTICLE 16.11: Composition of a Panel 1. Unless the Parties agree otherwise, a panel shall consist of three panelists. 2. 3. Within 20 days after the establishment of a panel, each Party shall appoint a panelist. The Parties shall, by common agreement, appoint the third panelist, who shall serve as the chairperson of the panel, within 40 days after the establishment of a panel. If either Party fails to appoint a panelist within the time period established in paragraph 2, the other Party may request that the Secretary-General of the Permanent Court of Arbitration to designate the wrnppointed panelist within 30 days of that request. 4. If the Parties do not agree on the chairperson of the panel within the time period established in paragraph 2, they shall within the next 10 days, exchange their respective lists comprising three nominees each who shall not be nationals of either Party. The chairperson shall then be appointed by draw of lot from the lists within l 0 days after the expiry of the time period during which the Parties shall exchange their respective lists of nominees. The selection by lot of the chairperson of the panel shall be made by the Joint Committee. 5. If a Party fails to submit its list of three nominees within the time period established in paragraph 4, the chairperson shall be appointed by draw oflot from the list submitted by the other Party. 6. The date of composition of the panel shall be the date on which the last of the three selected panelists has notified to the Parties the acceptance of his or her appointment. ARTICLE 16.12: Decision on Urgency If a Party so requests, the panel shall decide, within 15 days of its composition, whether the dispute concerns matters of urgency. ARTICLE 16.13: Requirements for Panelists 16-5

1. Each panelist shall: (a) have demonstrated expertise in law, international trade, and other matters covered by thjg Agreement; (b) (c) (d) (e) be independent of, and not be affiliated with or take instructions from, either Party; serve in their individual capacities and not take instructions from any organisation or government with regard to matters related to the dispute; comply with the Code of Conduct for Panelists established in Annex 16B (Code of Conduct for Panelists); and be chosen strictly on the basis of objectivity, reliability, and sound judgment. 2. The chairperson shall also have experience in dispute settlement procedures. 3. Persons who provided good offices, conciliation or mediation to the Parties, pursuant to Article 16.9 in relation to the same or a substantially equjvalent matter, shall not be eligible to be appointed as panelists in that matter. ARTICLE XX.14: Replacement of Panelists If any of the panelists of the original panel becomes unable to act, withdraws or needs to be replaced because that panelist does not comply with the requirements of the code of conduct, a successor panelist shall be appointed in the same manner as prescribed for the appointment of the original paneljst and the successor shall have the powers and duties of the original panelist. The work of the panel shall be suspended during the appointment of the successor panelist. ARTICLE 16.15: Functions of the Panel Unless the Parties otherwise agree, the Panel: (a) shall make an objective assessment of the matter before it, including an objective assessment of the facts of the case and the applicability of and conformity of the measure at issue with the covered provisions; (b) shall set out, in its decisions and reports, the findings of fact and law and the rationale behind any findings and conclusions that it makes; and 16-6 I I I I I I I I

(c) should consult regularly with the Parties and provide adequate opportunities for the development of a mutually agreed solution. ARTICLE 16.16: Terms of Reference 1. Unless the Parties otherwise agree within 15 days after the date of establishment of the panel, the terms of reference of the panel shall be: "to examine, in the light of the relevant covered provisions of this Agreement cited by the Parties, the matter referred to in the request for the establishment of the panel, to make findings on the confonnity of the measure at issue with the relevant covered provisions of this Agreement as well as recommendations, if any, on the means to resolve the dispute, and to deliver a report in accordance with Articles 16.20 and 16.21." 2. If the Parties agree on other terms of reference than those referred to in paragraph 1, they shall notify the agreed terms of reference to the panel no later than 5 days after their agreement. ARTICLE 16.17: Rules of Interpretation 1. The panel shall interpret the covered prov1S1ons in accordance with customary rules of interpretation of public international law. 2. When appropriate, the panel may also take into account relevant interpretations in reports of prior panels established under this Agreement and reports of panels and the Appellate Body adopted by the Dispute Settlement Body of the WTO. ARTICLE 16.18: Procedures of the Panel 1. Unless the Parties otherwise agree, the Panel. shall follow the model rules of procedure set out in Annex 16A (Rules of Procedure for the Panel). 2. The Panel may, after consulting with the Parties, adopt additional rules of procedure not inconsistent with the model rules of procedures. 3. There shall be no ex parte communications with the Panel concermng matters under its consideration. 4. The deliberations of the Panel and the documents submitted to it shall be kept confidential. 16-7

5. 6. 7. A Party asserting that a measure of the other Party is inconsistent with the provisions of this Agreement shall have the burden of establishing such inconsistency. A Party asserting that a measure is subject to an exception under this Agreement shall have the burden of establishing that the ex.ception applies. The Panel shouJd consult with the Parties as appropri.ate and provide adequate opportunities for the development of a mutually agreed solution. The Panel shall make its decisions, including its reports by consensus, but if consensus is not possible then by majority of its members. Any member may furnish separate opinions on matters not unanimously agreed, but dissenting opinions of members shall in no case be disclosed. ARTICLE 16.19: Receipt of Information 1. Upon the request of a Party, or on its own initiative, the panel may seek from the Parties relevant infonnation it considers necessary and appropriate. The Parties shall respond promptly and fully to any request by the panel for infonnation. 2. Upon the request of a Party or on its own initiative, the panel may seek from any source any information it considers appropriate. The panel also has the right to seek the opinion of experts, as it considers appropriate, and subject to any terms and conditions agreed by the Parties, where applicable. 3. On request of a Party, or on its own initiative, the panel may seek infom1ation and technical advice from any individual or body that it deems appropriate, provided that the Parties agree and subject to such terms and conditions as the Parties agree. The panel shall provide the Parties with any information so obtained for comment. 4. Any information obtained by the panel under this Article shall be made available to the Parties and the Parties may provide comments on that information. ARTICLE 16.20: Interim Report I. The panel shall deliver an interim report to the Parties within 90 days after the date of composition of the panel. When the panel considers that this deadline cannot be met, the chairperson of the panel shall notify the Parties in writing, stating the reasons for the delay and the date on which the panel plans to deliver its interim report. Under no circumstances shall the delay exceed 30 days after the deadline. 16-8 I I I I I I I I I

I 2. The interim report shall set out a descriptive part and the panel's findings and conclusions. 3. Each Party may submit to the panel written comments and a written request to review precise aspects of the interim report within 15 days of the date of issuance of the interim report. A Party may comment on the others Party's request within 6 days of the delivery of the request. 4. After considering any written comments and requests by each Party on the interim report, the panel may modify the interim report and make any further examination it considers appropriate. ARTICLE 16.21: Final Report 1. The panel shall deliver its final report to the Parties within 120 days of the date of composition of the panel. When the panel considers that this deadline cannot be met, the chairperson of the panel shall notify the Parties in writing, stating the reasons for the delay and the date on which the panel plans to deliver its final report. Under no circumstances shall the delay exceed 30 days after the deadline. 2. The final report shall include a discussion of any written comments and requests made by the Parties on the interim report. The panel may, in its final report, suggest ways in which the final report could be implemented. 3. The final report shall be made public within 15 days of its delivery to the Parties unless the Parties otherwise agree to publish the final report only in parts or not to publish the final report. ARTICLE 16.22: Implementation of the Final Report 1. Where the panel finds that the respondent Party has acted inconsistently with a covered provision, the respondent Party shall take any measure necessary to comply promptly and in good faith with the findings and conclusions in the final report. 2. The respondent Party shall promptly comply with the ruling of the Panel. If it is impracticable to comply immediately, the respondent Party shall, no later than 30 days after the delivery of the final report, notify the complaining Party of the length of the reasonable period of time necessary for compliance with the final report and the Parties shall endeavour to agree on the reasonabl.e period of time required for compliance with the final report. 16-9

ARTICLE 16.23: Reasonable Period of Time for Compliance I. 2. 3. If the Parties have not agreed on the length of the reasonable period of time, the complaining Party may, no later than 20 days after the date of receipt of the notification made by the respondent Party in accordance with Article 16.22.2 request in writing the original panel to determine the length of the reasonable period of time. Such request shall be notified simultaneously to the respondent Party. The 20-day period referred to in this paragraph may be extended by mutual agreement of the Parties. The original panel shall deliver its decision to the Parties within 20 days from the relevant request. The length of the reasonable period of time for compliance with the final report may be extended by mutual agreement of the Parties. ARTICLE 16.24: Compliance Review 1. The respondent Party shall deliver a written notification of its progress in complying with the final report to the complaining Party at least one month before the expiry of the reasonable period of time for compliance with the final report unless the Parties agree otherwise. 2. The respondent Party shall, no later than at the date of expiry of the reasonable period oftime, deliver a notification to the complaining Party of any measure that it has taken to comply with the final report along with a description on how the measure ensures compliance sufficient to allow the complaining Party to asse s the measure before the expiry of the reasonable period of time. 3. Where the Parties disagree on the existence of measures to comply with the final report, or their consistency with the covered provisions, the complaining Party may request in writing the original panel to decide on the matter before compensation can be sought or suspension of benefits can be applied in accordance with Article 16.25.1.(c). Such request shall be notified simultaneously to the respondent Party. 4. The request shall provide the factual and legal basis for the complaint, including the identification of the specific measures at issue and an indication of why any measures taken by the respondent fail to comply with the final report or are otherwise inconsistent with the covered provisions. 5. The panel shall deliver its decision to the Parties within 60 days of the date of delivery of the request. 16-10 I I I I I I I I

ARTICLE 16.25: Temporary Remedies in Case of Non-Compliance l. If the respondent Party: (a) fails to notify any measure taken to comply with the final report before the expiry of the reasonable period of time; (b) notifies the complaining Party in writing that it is not practicable to comply with the final report within the reasonable period of time; or (c) the original panel finds that no measure taken to comply exists or that the measure taken to comply with the final report as notified by the party complained against is inconsistent with the covered provisions. The respondent Party shall, on request of the complaining Party, enter into consultations with a view to agreeing on a mutually satisfactory agreement or any necessary compensation. 2. If the Parties fail to reach a mutually satisfactory agreement or to agree on compensation within 20 days after the date ofreceipt of the request made in accordance with paragraph 1, the complaining Party may deliver a written notification to the respondent Party that it intends to suspend the application to that Party of benefits or other obligations under this Agreement. The notification shall specify the level of intended suspension of benefits or other obligations. 3. The complaining Party may begin the suspension of benefits or other obligations referred to in the preceding paragraph 20 days after the date when it served notice on the Party complained against, unless the respondent Party made a request under paragraph 7. 4. The suspension of benefits or other obligations: (a) shall be at a level equivalent to the nullification or impairment that is caused by the failure of the respondent Party to comply with the final report; and (b) shall be restricted to benefits accruing to the respondent Party under this Agreement. 5. In considering what benefits to suspend in accordance with paragraph 2, the complaining Party shall apply the following principles: (a) the complaining Party should first seek to suspend benefits in the same sector or sectors as that affected by the measure that the Panel 16-11

has found to be inconsistent with this Agreement or have caused nullification or impairment; 1 (b) the complaining Party may suspend benefit in other sectors, if it considers that it is not practicable or effective to suspend benefits or other obligations in the same sector; and (c) in the selection of the benefits to suspend, the complaining Party shall endeavour to take into consideration those which least disturb the implementation of this Agreement. 6. The suspension of benefits or other obligations shall be temporary and shall only apply until the inconsistency of the measure with the relevant covered provisions which has been found in the final report has been removed, or until the Parties have agreed on a mutually satisfactory agreement or any necessary compensation. 7. If the respondent Party considers that the suspension of benefits does not comply with paragraphs 4 and 5, that Party may request in writing the original panel to examine the matter no later than 15 days after the date of receipt of the notification referred to in paragraph 2. That request shall be notified simultaneously to the complaining Party. The original Panel shall notify to the parties its decision on the matter no later than 30 days of the receipt of the request from the respondent Party. Benefits or other obligations shall not be suspended until the original panel has delivered its decision. The suspension of benefits or other obligations shall be consistent with this decision. ARTICLE 16.26: Review of any Measure Taken to Comply After the Adoption of Temporary Remedies I. Upon the notification by the respondent Party to the complaining Party of the measure taken to comply with the final report: (a) in a situation where the right to suspend benefits or other obligations has been exercised by the complaining Party in accordance with Article 16.23, the complaining Party shall tenninate the suspension of benefits or other obligations no later than 30 days after the date of receipt of the notification, with the exception of the cases referred to in paragraph 2; or 1 For purposes of this paragraph, "sector" means: (i) with respect to goods, all goods; (ii) with respect to services, a principal sector as identified in the current "Services Sectoral Classification List'' which identifies such sectors. 16-12 ,

(b) in a situation where necessary compensation has been agreed, the respondent Party may tenninate the application of such compensation no later than 30 days after the date of receipt of the notification, with the exception of the cases referred to in paragraph 2. 2. If the Parties do not reach an agreement on whether the measure notified in accordance with paragraph I is consistent with the relevant covered provisions within 30 days after the date of receipt of the notification, the complaining Party shall request in writing the original panel to examine the matter. That request shall be notified simultaneously to the respondent Party. The decision of the panel shall be notified to the Parties no later than 45 days after the date of submission of the request. If the panel decides that the measUie notified in accordance with paragraph 1 is consistent with the relevant covered provisions, the suspension of benefits or other obLigations, or the application of the compensation, shall be terminated no later than 15 days after the date of the decision. If the panel determines that the notified measUie achieves only partial compliance with the covered provisions, the level of suspension of benefits or other obligations, or of the compensation, shall be adapted in light of the decision of the panel. ARTICLE 16.27: Suspension and Termination of Proceedings If both Parties so request, the panel shall suspend for a period agreed by the Parties and not exceeding 12 consecutive months. 1n the event of a suspension of the work of the panel, the relevant time periods under this Section shall be extended by the same period oftime for which the work of the panel was suspended. The panel shall resume its work before the end of the suspension period at the written request of both Parties. If the work of the panel has been suspended for more than 12 consecutive months, the authority of the panel shall lapse and the dispute settlement procedUie shall be terminated. ARTICLE 16.28: Costs I. Unless the Parties otherwise agree, the costs of the panel and other expenses associated with the conduct of its proceedings shall be borne in equal parts by both the Parties. 2. Each Party shall bear its own expenses and legal costs m the panel proceedings. ARTICLE 16.29: Mutually Agreed Solution 16-13

l. The Parties may reach a mutuaJly agreed solution at any time with respect to any dispute referred to in Article 16.3. 2. If a mutually agreed solution is reached during the panel procedure, the Parties shall jointly notify that solution to the chairperson of the panel. Upon such notification, the panel shall be terminated. 3. Each Party shall take measures necessary to implement the mutually agreed solution within the agreed time period. 4. No later than at the expiry of the agreed time period, the implementing Party shall infonn the other Party, in writing, of any measure that it has taken to implement the mutually agreed solution. ARTICLE 16.30: Time Periods 1. All time periods laid down in this Chapter shall be counted in calendar days from the day following the act to which they refer. 2. Any time period referred to in this Chapter may be modified by mutual agreement of the Parties. ARTICLE 16.31: Annexes The Joint Committee may modify the Annexes 16A (Rules of Procedure) and I 6B (Code of Conduct for Panelists). 

ANNEX 16A. RULES OF PROCEDURE FOR THEPANEL

Timetable I. After consulting the Parties, the panel shaU, whenever possible within 7 days of the appointment of the final panelist, fix the timetable for the panel process. The indicative timetable attached to chapter should be used as a guide. 2. The panel process shall, as a general rule, not exceed 120 days from the date of establishment of the panel until the date of the final report, unless the Parties otherwise agree. 3. Should the panel consider there is a need to modify the timetable, it shall inform the Parties in writing of the proposed modification and the reason for it. Written Submissions and other Documents 4. Unless the Panel otherwise decides, the complaining Party shall deliver its first written submission to the panel no later than 20 days after the date of appointment of the final panelist. The Party complained against shall deliver its first written submission to the panel no later than 20 days after the date of delivery of the complaining Party's first written submission. Copies shall be provided for each panelist. 5. Each Party shall also provide a copy of its first written submission to the other Party at the same time as it is delivered to the panel. 6. Within 10 days of the conclusion of the hearing, each Party may deliver to the panel and the other Party a supplementary written submission responding to any matter that arose during the hearing. 7. The Parties shall transmit all information or written submissions, written versions of oral statements and responses to questions put by the Panel to the other Party to the dispute at the same time as it is submitted to the Panel. 8. All written documents provided to the panel or by one Party to the other Party shall also be provided in electronic form. 9. Minor errors of a clerical nature in any request, notice, written submission or other document related to the panel proceeding may be corrected by delivery of a new document clearly indicating the changes. Operation of the Panel l 0. The Chair of the panel shall preside at all of its meetings. The panel may delegate to the Chair the authority to make administrative and procedural decisions. Annex 16A-I ==-

11. Panel deliberations shall be confidential. Only panelists may take part in the deliberations of the panel. The reports of panels shall be drafted without the presence of the Parties in the light of the information provided and the statements made. 12. Opinions expressed in the panel report by individual panelists shall be anonymous. Hearings 13. The Parties shall be given the opportunity to attend bearings and meetings of the Panel. 14. The timetable established in accordance with Rule 1 shall provide for at least one hearing for the Parties to present their cases to the panel. 15. The panel may convene additional hearings if the Parties so agree. 16. 17. All panelists shall be present at hearings. Panel hearings shall be held in closed session with only the panelists and the Parties in attendance. However, in consultation with the Parties, assistants, translators or designated note takers may also be present at hearings to assist the panel in its work. Any such arrangements established by the panel may be modified with the agreement of the Parties. The hearing shall be conducted by the panel in a manner ensuring that the complaining Party and the respondent Party are afforded equal time to present their case. The panel shall conduct the hearing in the following manner: argument of the complaining Party; argument of the respondent Party; the reply of the complaining Party; the counter-reply of the respondent; closing statement of the complaining Party; and closing statement of the respondent Party. The Chair may set time limits for oral arguments to ensure that each Party is afforded equal time. Questions 18. The panel may direct questions to either Party at any time during the proceedings. The Parties shall respond promptly and fully to any request by the panel for such information as the panel considers necessary and appropriate. 19. Where the question is in writing, each Party shall also provide a copy of its response to such questions to the other Party at the same time as it is delivered to the panel. Each Party shall be given the opportunity to provide written comments on the response of the other Party. Confidentiality 20. The panel's hearings and the documents submitted to it shall be confidential. Each Party shall treat as confidential information submitted to the panel by the other Party which that Party has designated as confidential. 21. Where a Party designates as confidential its written submissions to the panel, it shall, on request of the other Party, provide the panel and the other Party with a non-confidential Annex 16A-2 ~ I I I I I I I I I I

summary of the information contained in its written submissions that could be disclosed to the public no later than 10 days after the date of request. Nothing in these Rules shall prevent a Party from disclosing statements of its own positions to the public. Working language 22. The working language of the panel proceedings, including for written submissions, oral arguments or presentations, the report of the panel and all written and oral communications between the Parties and with the panel, shall be English. Venue 23. The venue for the hearings of the Panel shall be decided by agreement between the Parties. If there is no agreement, the first bearing shall be held in the territory of the respondent Party complained against, and any additional hearings shall alternate between the territories of the Parties. Expenses 24. The panel shall keep a record and render a final account of all general expenses incurred in connection with the proceedings, including those paid to its assistants, designated note takers or other individuals that it retains. Indicative Timetable for the Panel 25. Panel established on XY.ixxfxxxx... 26. Receipt of first written submissions of the Parties: (a) complaining Party: 20 days after the date of appointment of the final panelist; (b) respondent Party: 20 days after (a); 27. Date of the first hearing with the Parties: 20 days after receipt of the first submission of the respondent Party against; 28. Receipt of written supplementary submissions of the Parties: 10 days after the date of the first hearing; 29. Issuance of initial report to the Parties: 90 days of the date of composition of the panel.; 30. Deadline for the Parties to provide written comments on the initial report: 15 days after the issuance of the initial report; and 31. Issuance of final report to the Parties: within 120 days of the date of composition of the panel. Annex 16A-3

ANNEX 16B. CODE OF CONDUCT FOR PANELISTS

Definitions 1. For the purposes of this Annex: (a) assistant means a person who, under the terms of appointment of a panelist, conducts research or provides support for the panelist; (b) panelist means a member of a panel establi.shed under Article 8; (c) proceeding, unless otherwise specified, means the proceeding of a panel under this Chapter; and ( d) staff, in respect of apanelist, means persons under the direction and control of the panelist, other than assistants. Responsibilities to the Process 2. Every panelist shall avoid impropriety and the appearance of impropriety, shall be independent and impartial, shall avoid direct and indirect conflicts of interests and shall observe high standards of conduct so that the integrity and impartiality of the dispute settlement process are preserved. Former panelists shall comply with the obligations established in paragraphs 17 through 20. Disclosure Obligations 3. Prior to confmnation of his or her selection as apanelist under this Agreement, a candidate shall disclose any interest, relationship or matter that is likely to affect bis or her independence or impartiality or that might reasonably create an appearance of impropriety or bias in the proceeding. To this end, a candidate shall make all reasonable efforts to become aware of any such interests, relationships and matters. 4. Once selected, a panelist shall continue to make all reasonable efforts to become aware of any interests, relationships and matters referred to in paragraph 3 and shall disclose them by communicating them in writing to the Joint Committee for consideration by the Parties. The obligation to disclose is a continuing duty, which requires a panelist to disclose any such interests, relationships and matters that may arise during any stage of the proceeding. Performance of Duties by Panelists 5. A panelist shall comply with the provisions of this Chapter and the applicable rules of procedure. 6. On selection, a panelist shall perform his or her duties thoroughly and expeditiously throughout the course of the proceeding with fairness and diligence. Annex !6B-l

7. A panelist shall not deny other panelists the opportunity to participate in all aspects of the proceeding. 8. A panelist shall consider only those issues raised in the proceeding and necessary to rendering a decision and shall not delegate the duty to decide to any other person. 9. A panelist shall take all appropriate steps to ensure that the panelist's assistant and staff are aware of, and comply with, paragraphs 2 through 4 and 19 through 21. 10. A panelist shall not engage in ex parte contacts concerning the proceeding. 11. A panelist shall not communicate matters concerning actual or potential violations of this Annex by another panelist unless the communication is to both Parties or is necessary to ascertain whether that panelist has violated or may violate thjs Annex. Independence and Impartiality of Panelists 12. A panelist shall be independent and impartial. A panelist shall act in a fair manner and shall avoid creating an appearance of impropriety or bias. 13. A panelist shall not be influenced by self-interest, outside pressure, political considerations, public clamour, loyalty to a Party or fear of criticism. 14. A panelist shall not, directly or indirectly, incur any obligatjon or accept any benefit that would in any way interfere, or appear to interfere, with the proper performance of the panelist's duties. 15. A panelist shall not use his or her position on the panel to advance any personal or private interests. A panelist shall avoid actions that may create the impression that others are in a special position to influence the panelist. A panelist shall make every effort to prevent or discourage others from representing themselves as being in such a position. 16. A panelist shall not allow past or existing financial, business, professional, family or social relationships or responsibilities to influence the panelist's conduct or judgment. 17. A panelist shall avoid entering into any relationship, or acquiring any financial interest, that is likely to affect the panelist's impartiality or that might reasonably create an appearance of impropriety or bias. Duties in Certain Situations 18. A panelist or former panelist shall avoid actions that may create the appearance that the panelist was biased in carrying out the panelist's duties or would benefit from the decision or report of the panel. Maintenance of Confidentiality Annex 16B-2

19. 20. 21. A panelist or former panelist shall not at any time disclose or use any non-public information concerning the proceeding or acquired during the proceeding except for the purposes of the proceeding and shall not, in any case, disclose or use any such information to gain personal advantage, or advantage for others, or to affect adversely the interest of others. A panelist shall not disclose a panel report, or parts thereof, prior to its publication. A panelist or former panelist shall not at any time disclose the deliberations of a panel, or any panelist's view, except as required by legal or constitutional requirements. Annex 16B-3 I