Article 129. Transparency

Each Party shall ensure that its measures relating to access to and use of public telecommunications transport networks and services are made publicly available, including measures relating to:
(a) tariffs and other terms and conditions of service;
(b) specifications of technical interfaces;
(c) bodies responsible for the preparation, amendment and adoption of standards affecting such access and use;
(d) conditions applying to attachment of terminal or other equipment to the public telecommunications transport networks; and
(e) notifications, permit, registration or licensing requirements, if any.

Article 130. Settlement of Telecommunications Disputes

1. Each Party shall ensure that suppliers of public telecommunications transport networks or services of the other Party may have timely recourse to its telecommunications regulatory body or dispute settlement body to settle disputes in accordance with its laws and regulations.
2. Each Party shall ensure, in accordance with its laws and regulations, that any supplier of public telecommunications transport networks or services aggrieved by a determination or decision of its relevant telecommunications regulatory body may petition that body for reconsideration of that determination or decision. Neither Party shall permit such a petition to constitute grounds for non-compliance with such determination or decision of the said body unless an appropriate authority suspends or withdraws such determination or decision.

Note: Suppliers of public telecommunications transport networks or services may not petition for reconsideration of administrative rulings, unless it is provided for in a Party's laws and regulations.

3. Each Party shall ensure that any supplier of public telecommunications transport networks or services aggrieved by a final determination or decision of its relevant telecommunications regulatory body may obtain judicial review of such determination or decision by an independent judicial authority. Neither Party shall permit such review to constitute grounds for non-compliance with such determination or decision of the said body unless the relevant judicial authority withholds, suspends or repeals such determination or decision.

Article 131. Relation to International Organizations

The Parties recognize the importance of international standards for global compatibility and inter-operability of telecommunications networks and services, and undertake to promote such standards through the work of relevant international bodies, including the International Telecommunication Union and the International Organization for Standardization.

Article 132. Relationship to other Chapters

In the event of any inconsistency between this Chapter and Chapter 1 except for Articles 10 and 11, Chapter 7 except for Article 8 of Annex 7, Chapter 12 or the BIT, including any of their Annexes, this Chapter shall prevail to the extent of the inconsistency. In the event of any inconsistency between this Chapter and Articles 10 or 11, or Article 8 of Annex 7, such Articles shall prevail to the extent of the inconsistency.

Chapter Entry and Temporary Stay of Nationals for Business Purposes

Article 133. General Principles

1. This Chapter reflects the preferential trading relationship between the Parties, the mutual desire of the Parties to facilitate entry and temporary stay of nationals for business purposes on a reciprocal basis in accordance with Annex 8, the need to establish transparent criteria and procedures for entry and temporary stay, and the need to ensure border security and to protect the domestic labor force and permanent employment in either Party.
2. Each Party shall apply its measures relating to the provisions of this Chapter in accordance with paragraph 1, and, in particular, shall apply expeditiously those measures so as to avoid unduly impairing or delaying trade in goods or services, or conduct of investment activities under this Agreement.

Article 134. Scope of Application

1. This Chapter shall apply to measures affecting the entry and temporary stay of nationals of a Party who enter the other Party for business purposes. Nothing in this Chapter shall be construed to impose obligations with respect to other Chapters.
2. This Chapter shall not apply to measures regarding nationality or citizenship, or residence or employment on a permanent basis.
3. Nothing in this Chapter shall be construed to prevent a Party from applying measures to regulate the entry of nationals of the other Party into, or their temporary stay in, the former Party, including those measures necessary to protect the integrity of, and to ensure the orderly movement of natural persons across, its borders, provided that such measures are not applied in such a manner as to unduly impair or delay trade in goods or services, or conduct of investment activities under this Agreement. Note: The sole fact of requiring a visa for natural persons of a certain nationality and not for those of others shall not be regarded as unduly impairing or delaying trade in goods or services, or conduct of investment activities under this Agreement.

Article 135. Definitions

For the purposes of this Chapter:
(a) the term "entry and temporary stay" means entry into and stay in a Party by a national for business purposes of the other Party without the intent to establish permanent residence;
(b) the term "immigration measures" means any measures affecting entry and temporary stay of nationals for business purposes;
(c) the term "national" means a natural person who is a national of a Party under its laws; and
(d) the term "national for business purposes" means a national of a Party who is engaged in the activities referred to in Annex 8.

Article 136. Grant of Entry and Temporary Stay

1. Each Party shall grant entry and temporary stay to nationals for business purposes of the other Party who comply with existing immigration measures applicable to entry and temporary stay in accordance with this Chapter including the provisions of Annex 8.
2. Each Party shall ensure that fees charged by its competent authorities on application for entry and temporary stay do not in themselves represent an unjustifiable impediment to the entry and temporary stay of nationals for business purposes of the other Party under this Chapter and are charged having regard to the administrative costs involved.

Article 137. Provision of Information and Facilitation of Procedure

Further to Article 5, and recognizing the importance to the Parties of transparency of information regarding entry and temporary stay, each Party shall:
(a) provide to the other Party such materials as will enable that other Party to become acquainted with its measures relating to this Chapter;
(b) no later than six months after the date of entry into force of this Agreement, prepare, publish and make available in the Parties, explanatory material in a consolidated document regarding the requirements for entry and temporary stay under this Chapter, including references to applicable laws and regulations, in such a manner that will enable nationals of the other Party to become acquainted with them;
(c) to the extent possible, collect, maintain and, upon request by the other Party, make available to that other Party, in accordance with its laws and regulations, data respecting the granting of entry and temporary stay under this Chapter to nationals for business purposes of the other Party who have been issued immigration documentation; and
(d) endeavor, to the maximum extent possible, to take measures to simplify the requirements, and to facilitate and expedite the procedures, relating to entry and temporary stay of nationals for business purposes of the other Party in accordance with its laws and regulations.

Article 138. Sub-committee on Entry and Temporary Stay of Nationals for Business Purposes

1. The Parties hereby establish a Sub-Committee on Entry and Temporary Stay of Nationals for Business Purposes (hereinafter referred to in this Article as "the Sub- Committee").
2. The functions of the Sub-Committee shall be:
(a) reviewing the implementation and operation of this Chapter;
(b) establishing the procedures to exchange information on measures that affect the entry and temporary stay of nationals for business purposes under this Chapter;
(c) considering the development of measures to further facilitate the entry and temporary stay of nationals for business purposes on a reciprocal basis;
(d) observing the issues established under Article 139; and
(e) other functions as assigned by the Commission.
3. The Sub-Committee shall hold meetings at least once every three years, and at such times and venues or by means, as may be agreed by the Parties.

Article 139. Cooperation

Taking into account the principles set out in Article 133, the Parties will:
(a) exchange views regarding visa policy for the nationals for business purposes referred to in Annex 8;
(b) exchange views on the implementation of programs and technology in the framework affecting the entry and temporary stay of nationals for business purposes under this Chapter, including those related to the use of biometric technology and advanced passenger information systems; and
(c) endeavor to coordinate actively in multilateral fora, in order to promote the facilitation of the entry and temporary stay of nationals for business purposes under this Chapter.

Article 140. Dispute Settlement

1. A Party may not initiate the dispute settlement procedures provided for in Chapter 15 regarding a refusal to grant entry and temporary stay under this Chapter unless:
(a) the matter involves a pattern of practice; and
(b) the nationals for business purposes of the Party concerned have exhausted the administrative remedies, where available, regarding the particular matter.
2. The remedies referred to in subparagraph 1(b) shall be deemed to be exhausted if a final determination in the matter has not been issued by the competent authority of the other Party within one year after the date of the institution of the administrative remedy, and the failure to issue such determination is not attributable to delay caused by the nationals referred to in subparagraph 1(b).

Article 141. Immigration Measures

Nothing in this Agreement shall impose any obligation on either Party regarding its immigration measures, except as specifically identified in this Chapter and Chapters 1, 15 and 16.

Article 142. Transparency

1. Further to Article 5, each Party shall endeavor, to the extent possible, to respond to the inquiries from interested persons regarding applications and procedures relating to the entry and temporary stay of nationals for business purposes.
2. Each Party shall, within a reasonable period of time that should not exceed 20 working days after an application requesting entry visa is considered complete under its domestic laws and regulations, inform the applicant of the decision concerning the application. At the request of the applicant, the Party shall endeavor to provide, without undue delay, information concerning the status of the application.

Chapter 10. Government Procurement

Article 143. Scope of Application

1. This Chapter shall apply to any measure adopted or maintained by a Party relating to government procurement by any contractual means, including through such methods as purchase or as lease, rental, or hire purchase, with or without an option to buy:
(a) by procuring entities specified in Annex 9;
(b) of goods, services and construction services specified in Annex 9; and
(c) where the value of the contracts to be awarded is estimated to be not less than the thresholds specified in Annex 9 at the time of publication of a notice of intended procurement. Note: Measures adopted or maintained by a Party relating to government procurement include those relating to public work concessions contracts.
2. Neither Party shall prepare, design, or otherwise structure any government procurement contract in order to avoid the obligations under this Chapter. Note: Nothing in this Chapter shall prevent a Party from developing new procurement policies, procedures or contractual means, provided that they are consistent with this Chapter.

Article 144. Definitions

For the purposes of this Chapter:
(a) The term "government procurement" means procurement for governmental purposes of goods, services, or any combination thereof, not procured with a view to commercial sale or resale, or for use in the production or supply of goods or services for commercial sale or resale;
(b) the term "in writing" or "written" means any worded or numbered expression that can be read, reproduced, and later communicated. It may include electronically transmitted and stored information;
(c) the term "services" includes construction services, unless otherwise specified;
(d) the term "standard" means a document approved by a recognized body, that provides, for common and repeated use, rules, guidelines, or characteristics for goods or services, or related processes and production methods, with which compliance is not mandatory. It may also include or deal exclusively with terminology, symbols, packaging, marking or labeling requirements as they apply to a good, service, process, or production method; and
(e) the term "supplier" means a person that provides or could provide goods or services to a procuring entity.

Article 145. National Treatment and Non-discrimination

1. With respect to any measure regarding government procurement covered by this Chapter, each Party shall provide immediately and unconditionally to the goods and services of the other Party and to the suppliers of the other Party offering such goods and services, treatment no less favorable than that accorded to domestic goods, services and suppliers.
2. With respect to any measure regarding government procurement covered by this Chapter, each Party shall ensure:
(a) that its procuring entities do not treat a locally-established supplier less favorably than another locally-established supplier on the basis of the degree of affiliation to, or ownership by, a natural person or an enterprise of the other Party; and
(b) that its procuring entities do not discriminate against a locally-established supplier on the basis that the goods or services offered by that supplier for a particular procurement are goods or services of the other Party.
3. This Article shall not apply to: customs duties and charges of any kind imposed on, or in connection with, importation; the method of levying such duties and charges; other import regulations and formalities; nor to measures affecting trade in services other than measures regarding government procurement covered by this Chapter.

Article 146. Rules of Origin

A Party shall not apply rules of origin to goods or services imported or supplied for purposes of government procurement covered by this Chapter from the other Party which are different from the rules of origin applied by the former Party in the normal course of trade. Note: Rules of origin to services applied in the normal course of trade shall be understood in accordance with subparagraphs (f) and (g) of Article XXVIII of the GATS.

Article 147. Valuation of Contracts

In determining the value of contracts for the purposes of implementing this Chapter:
(a) valuation shall take into account all forms of remuneration, including any premiums, fees, commissions and interest receivable;
(b) the selection of the valuation method by a procuring entity shall not be used, nor shall any procurement requirement be divided, with the intention of avoiding the application of this Chapter; and
(c) in cases where an intended procurement specifies the need for option clauses, the basis for valuation shall be the total value of the maximum permissible procurement, inclusive of optional purchases.

Article 148. Prohibition of Offsets

1. Each Party shall ensure that its procuring entities do not, in the qualification and selection of suppliers, goods or services, or in the evaluation of tenders and the award of contracts, impose, seek or consider offsets.
2. For the purposes of this Article, offsets means conditions considered, sought or imposed by a procuring entity prior to or in the course of its procurement process that encourage local development or improve its Party's balance of payments accounts, by means of requirements of local content, licensing of technology, investment, counter-trade or similar requirements.

Article 149. Technical Specifications

1. Technical specifications laying down the characteristics of the goods or services to be procured, such as quality, performance, safety and dimensions, symbols, terminology, packaging, marking and labeling, or the processes and methods for their production and requirements relating to conformity assessment procedures prescribed by procuring entities, shall not be prepared, adopted or applied with a view to, or with the effect of, creating unnecessary obstacles to trade between the Parties.
2. Any technical specifications prescribed by procuring entities shall, where appropriate:
(a) be specified in terms of performance rather than design or descriptive characteristics; and
(b) be based on international standards, where such exist; otherwise, on national technical regulations, recognized national standards, or building codes.
3. Each Party shall ensure that its procuring entities do not prescribe technical specifications that require or refer to a particular trademark or trade name, patent, copyright, design or type, specific origin or producer or supplier, unless there is no sufficiently precise or intelligible way of describing the procurement requirements and provided that, in such cases, words such as "or equivalent" are included in the tender documentation.
4. Each Party shall ensure that its procuring entities do not seek or accept, in a manner which would have the effect of precluding fair competition, advice which may be used in the preparation or adoption of any technical specifications for a specific procurement from a person that may have a commercial interest in the procurement.
5. For greater certainty, each Party, including its procuring entities, may, in accordance with this Article, prepare, adopt, or apply technical specifications to promote the conservation of natural resources or protect the environment.

Article 150. Tendering Procedures

1. Each Party shall ensure that its procuring entities award their contracts by tendering procedures in accordance with its laws and regulations, in compliance with this Chapter.
2. Each Party shall ensure that its procuring entities do not provide to any supplier information with regard to a specific procurement in a manner which would have the effect of precluding competition.
3. Each Party shall ensure that its procuring entities conduct procurement in a transparent and impartial manner that:
(a) is consistent with this Chapter;
(b) avoids conflicts of interest; and
(c) prevents corrupt practices.

Article 151. Qualification of Suppliers

1. In the process of qualifying suppliers, each Party shall ensure that its procuring entities do not discriminate against suppliers of the other Party. Qualification procedures shall be consistent with the following:
(a) any conditions for participation in tendering procedures shall be published in adequate time to enable interested suppliers to initiate and, to the extent that it is compatible with efficient operation of the procurement process, complete the qualification procedures;
(b) any conditions for participation in tendering procedures shall be limited to those which are essential to ensure the potential supplier's capability to fulfill the contract in question;
(c) any conditions for participation required from suppliers, including financial guarantees, technical qualifications and information necessary for establishing the financial, commercial and technical capacity of suppliers, as well as the verification of qualifications, shall be no less favorable to suppliers of the other Party than to domestic suppliers. The financial, commercial and technical capacity of a supplier shall be judged on the basis both of that supplier's global business activity as well as of its activity in the Area of the Party of the procuring entity, taking due account of the legal relationship between the supply organizations;
(d) the process of, and the time required for, qualifying suppliers shall not be used in order to keep suppliers of the other Party off a suppliers' list or from being considered for a particular intended procurement;
(e) a Party, including its procuring entities, shall not adopt or apply any registration system or qualification procedure with the purpose or the effect of creating unnecessary obstacles to the participation of suppliers of the other Party in its procurement;
(f) procuring entities shall base their determination on the conditions specified in advance in notices or tender documentation;
(g) procuring entities may require relevant prior experience where essential to meet requirements of the procurement;
(h) procuring entities shall recognize as qualified suppliers such suppliers of the other Party who meet the conditions for participation in a particular intended procurement and shall allow them to participate in the procurement. Suppliers requesting to participate in a particular intended procurement who may not yet be qualified shall also be considered, provided there is sufficient time to complete the qualification procedure; (i) procuring entities may maintain permanent lists of qualified suppliers.

The entities shall ensure:
(i) that suppliers may apply for qualification at any time; and
(ii) that all qualified suppliers so requesting are included in the lists within a reasonably short time;
(j) if, after publication of the notice of intended procurement under paragraph 1 of Article 152, a supplier not yet qualified requests to participate in an intended procurement, the Party or the procuring entity shall endeavor to promptly start procedures for qualification;
(k) any supplier having requested to become a qualified supplier shall be advised by the procuring entities concerned of the decision in this regard. Where a procuring entity rejects an application for qualification or ceases to recognize a supplier as qualified, that entity shall, on request of the supplier, promptly provide a written explanation; and
(l) each Party shall ensure that:
(i) each procuring entity and its constituent parts follow a single qualification procedure, except in cases of duly substantiated need for a different procedure; and
(ii) efforts be made to minimize differences in qualification procedures between procuring entities.
2. Nothing in paragraph 1 shall preclude the exclusion of any supplier on grounds such as bankruptcy, liquidation or insolvency, or false declarations relating to a procurement, provided that such an action is consistent with the national treatment and non-discrimination provisions of this Chapter.

Article 152. Notice of Intended Procurement

1. For each case of intended procurement, each Party shall ensure that its procuring entities make publicly available in advance in the appropriate publication listed in Annex 9, a notice of intended procurement inviting interested suppliers to participate in that procurement, except as provided for in Article 157.
2. The information in each notice of intended procurement shall include a description of the intended procurement, any conditions that suppliers must fulfill to participate in the procurement, the name of the procuring entity, the address where all documents relating to the procurement may be obtained and the time-limits for submission of tenders.
3. Each Party shall endeavor to ensure that its procuring entities make publicly available notices of intended procurement in a timely manner through means which offer the widest possible and non-discriminatory access to interested suppliers. These means may be accessible free of charge, through a single electronic point of access.
4. If, after making publicly available a notice of intended procurement in any case of intended procurement, but before the time set for opening or receipt of tenders as specified in the notice or the tender documentation, it becomes necessary to amend or re-issue the notice, the amendment or the re-issued notice shall be made publicly available in the same manner as the original notice. Any significant information given to one supplier with respect to a particular intended procurement shall be given simultaneously to all other suppliers concerned, in adequate time to permit the suppliers to consider such information and to respond to it.

Article 153. Notice of Planned Procurement

Procuring entities are encouraged to publish in the appropriate paper or electronic medium, as early as possible in the fiscal year, a notice regarding their future procurement plans (hereinafter referred to as "notice of planned procurement"). The notice of planned procurement should include the subject matter of the procurement and the planned date of the publication of the notice of intended procurement.

Article 154. Time-limits for Tendering

Each Party shall ensure that:
(a) any prescribed time-limit is adequate to allow suppliers of the other Party as well as domestic suppliers to prepare and submit tenders before the closing of the tendering procedures; and
(b) in determining any such time-limit, its procuring entities, consistent with their own reasonable needs, take into account such factors as the complexity of the intended procurement, the extent of subcontracting anticipated, the normal time for transmitting tenders by mail from foreign as well as domestic points and the delays in making publicly available notices of procurement.

Article 155. Tender Documentation

1. Tender documentation provided to suppliers shall contain all information necessary to permit them to prepare and submit responsive tenders.
2. Each Party shall ensure that its procuring entities make tender documentation accessible, or, upon request, forward the tender documentation, to any supplier participating in the tendering procedure, and reply promptly to any reasonable request for explanations relating thereto.
3. Each Party shall ensure that its procuring entities reply promptly to any reasonable request for relevant information submitted by a supplier participating in the tendering procedure, on condition that such information does not give that supplier an advantage over its competitors in the procedure for the award of the contract.

Article 156. Awarding of Contracts

1. To be considered for award, a tender must, at the time of opening, conform to the essential requirements of the notice of intended procurement or tender documentation and be from a supplier which complies with the conditions for participation. If a procuring entity has received a tender abnormally lower or exceptionally more advantageous than other tenders submitted, it may enquire with the tenderer to ensure that the tenderer can comply with the conditions of participation and be capable of fulfilling the terms of the contract.
2. Unless in the public interest a procuring entity decides not to issue the contract, the entity shall make the award to the tenderer who has been determined to be fully capable of undertaking the contract and whose tender is either the lowest tender or determined to be the most advantageous in terms of the specific evaluation criteria set forth in the notice of intended procurement or tender documentation.

Article 157. Limited Tendering

1. Articles 151 through 156 need not apply in the following conditions, provided that the tendering procedure under this Article is not used by procuring entities of a Party with a view to avoiding maximum possible competition or in a manner which would constitute a means of discrimination against the suppliers of the other Party or protection to domestic producers or suppliers:
(a) in the absence of tenders in response to the tender pursuant to Articles 151 through 156, or when the tenders submitted have been collusive in accordance with the laws and regulations of the former Party, or not in conformity with the essential requirements in the tender, or from suppliers who do not comply with the conditions for participation provided for in accordance with this Chapter, on condition that the requirements of the initial tender are not substantially modified in the contract as awarded;
(b) when, for works of art or for reasons connected with protection of exclusive rights, such as patents or copyrights, or in the absence of competition for technical reasons, the goods or services can be supplied only by a particular supplier and no reasonable alternative or substitute exists;
(c) in so far as is strictly necessary when, for reasons of extreme urgency brought about by events unforeseeable by the procuring entity, the goods or services could not be obtained in time by means of the tendering procedures pursuant to Articles 151 through 156;
(d) for additional deliveries by the original supplier of goods or services that were not included in the initial procurement where a change of supplier for such additional goods or services:
(i) cannot be made for economic or technical reasons such as requirements of interchangeability or interoperability with existing equipment, software, services, or installations procured under the initial procurement; or
(ii) would cause significant inconvenience or substantial duplication of costs for the procuring entity;
(e) when a procuring entity procures prototypes or a first good or service which are developed at its request in the course of, and for, a particular contract for research, experiment, study or original development. When such contracts have been fulfilled, subsequent procurements of such goods or services shall be subject to Articles 151 through 156;

Note: Original development of a first good or service may include limited production or supply in order to incorporate the results of field testing and to demonstrate that the good or service is suitable for production or supply in quantity to acceptable quality standards. It does not extend to quantity production or supply to establish commercial viability or to recover research and development costs.
(f) for goods purchased on a commodity market;
(g) for purchases made under exceptionally advantageous conditions which only arise in the very short term. This provision is intended to cover unusual disposals by enterprises which are not normally suppliers, or disposal of assets of businesses in liquidation or receivership. It is not intended to cover routine purchases from regular suppliers; and
(h) in the case of contracts awarded to the winner of a design contest provided that the contest has been organized in a manner which is consistent with the principles of this Chapter, notably as regards the publication, in the sense of Article 152, of a notice of intended procurement to suitably qualified suppliers, to participate in such a contest which shall be judged by an independent jury with a view to design contracts being awarded to the winners.
2. Each Party shall ensure that, whenever it is necessary for its procuring entities to resort to the tendering procedures under paragraph 1, the entities maintain a record or prepare a written report providing specific justification for such procedures.

Article 158. Transparency of Procurement Information

1. Each Party shall ensure that its procuring entities make publicly available, in an appropriate publication listed in Annex 9, after the award of each contract, information such as:
(a) the description of the goods or services procured and, where possible, their quantity;
(b) the name and address of the entity awarding the contract;
(c) the date of award;
(d) the name and address of the winning tenderer;
(e) the value of the winning award; and
(f) the procurement method used.
2. Each Party shall ensure that its procuring entities, on request from a supplier of either Party, promptly provide information including, when the supplier is an unsuccessful tenderer, pertinent information concerning the reasons why its tender was not selected and on the characteristics and relative advantages of the tender selected as well as the name of the winning tenderer.
3. Where a supplier of a Party is an unsuccessful tenderer, the Party may seek, without prejudice to the provisions under Chapter 15, such additional information on the contract award as may be necessary to ensure that the procurement was made fairly and impartially. The other Party shall provide information on both the characteristics and relative advantages of the wining tender and the contract price. Normally, this latter information may be disclosed by the former Party provided it exercises this right with discretion. In cases where release of this information would prejudice competition in future tenders, this information shall be confidential and not be disclosed except after consultation with and agreement of the other Party.

Article 159. Challenge Procedures

1. In the event of a complaint by a supplier that there has been a breach of this Chapter in the context of a government procurement, each Party shall encourage the supplier to seek resolution of its complaint in consultation with the procuring entity. In such instances the procuring entity shall accord impartial and timely consideration to any such complaint, in a manner that is not prejudicial to obtaining corrective measures under the challenge system.
2. Each Party shall provide non-discriminatory, timely, transparent and effective procedures enabling suppliers to challenge alleged breaches of this Chapter arising in the context of government procurements in which they have, or have had, an interest.
3. Each Party shall provide its challenge procedures in writing and make them generally available.
4. Each Party shall ensure that documentation relating to all aspects of the process concerning government procurement covered by this Chapter shall be retained at least for three years.
5. The interested supplier may be required to initiate a challenge procedure and notify the procuring entity within specified time-limits from the time when the basis of the complaint is known or reasonably should have been known, but in no case within a period of less than 10 days.
6. Challenges shall be heard by an impartial and independent reviewing authority with no interest in the outcome of the government procurement and the members of which are secure from external influence during the term of appointment. A reviewing authority which is not a court shall either be subject to judicial review or shall have procedures which provide at least the following:
(a) participants can be heard before an opinion is given or a decision is reached;
(b) participants can be represented and accompanied;
(c) participants shall have access to all proceedings;
(d) proceedings can take place in public;
(e) opinions or decisions are given in writing with a statement describing the basis for the opinions or decisions; (f) witnesses can be presented; and
(g) documents are disclosed to the reviewing authority.
7. Challenge procedures shall provide for:
(a) rapid interim measures to correct breaches of this Chapter and to preserve commercial opportunities. Such action may result in suspension of the procurement process. However, procedures may provide that overriding adverse consequences for the interests concerned, including the public interest, may be taken into account in deciding whether such measures should be applied;
(b) an assessment and, where appropriate, a decision on the justification of the challenge; and
(c) where appropriate, correction of breaches of this Chapter or compensation for the loss or damages suffered, which may be limited to costs for tender preparation or protest.
8. With a view to the preservation of the commercial and other interests involved, the challenge procedure shall normally be completed within a reasonable time.

Article 160. Use of Electronic Means In Government Procurement

1. The Parties shall seek to provide opportunities for government procurement to be undertaken through the Internet or a comparable computer-based telecommunications network.
2. In order to facilitate commercial opportunities for its suppliers under this Chapter, each Party shall endeavor to adopt or maintain a single electronic portal for access to comprehensive information on government procurement supply opportunities in its Area, and information on measures relating to government procurement shall be available.
3. The Parties shall encourage, to the extent possible, the use of electronic means for the provision of tender documents and the receipt of tenders.
4. The Parties shall endeavor to ensure the adoption of policies and procedures for the use of electronic means in government procurement that:
(a) protect documentation from unauthorized and undetected alteration; and
(b) provide appropriate levels of security for data on, and passing through, the procuring entity's network.

Article 161. Exceptions

1. Nothing in this Chapter shall be construed to prevent a Party from taking any action or not disclosing any information which it considers necessary for the protection of its essential security interests relating to the procurement of arms, ammunition or war materials, or to procurement indispensable for national security or for national defense purposes.
2. Subject to the requirement that such measures are not applied in a manner that would constitute a means of arbitrary or unjustifiable discrimination between the Parties where the same conditions prevail, or a disguised restriction on trade, nothing in this Chapter shall be construed to prevent a Party from imposing, enforcing or maintaining measures:
(a) necessary to protect public morals, order or safety;
(b) necessary to protect human, animal or plant life or health;
(c) necessary to protect intellectual property; or
(d) relating to goods or services of handicapped persons, of philanthropic institutions or of prison labor. Note: It is understood that subparagraph (b) includes measures to protect the environment.

Article 162. Rectifications or Modifications

1. A Party shall notify the other Party of its rectifications or, in exceptional cases, other modifications relating to Annex 9, along with the information as to the likely consequences of the change for the mutually agreed coverage provided in this Chapter. If the rectifications or other modifications are of a purely formal or minor nature, notwithstanding Article 223, they shall become effective provided that no objection from the other Party has been raised within 30 days. In other cases, the Parties shall consult the proposal and any claim for compensatory adjustments with a view to maintaining a balance of rights and obligations and a comparable level of mutually agreed coverage provided in this Chapter prior to such rectification or other modification. In the event of an agreement between the Parties not being reached, the Party which has received such notification may have recourse to the dispute settlement procedure under Chapter 15.
2. Notwithstanding any other provision of this Chapter, a Party may undertake reorganizations of its procuring entities, including programs through which the procurement of such entities is decentralized or the corresponding government functions cease to be performed by any government entity, whether or not subject to this Chapter. In cases of reorganizations, compensation need not be proposed. Neither Party shall undertake such reorganizations to avoid the obligations of this Chapter.

Article 163. Privatization of Procuring Entities

When government control over a procuring entity specified in Annex 9 has been effectively eliminated, notwithstanding that the government may possess holding thereof or appoint members of the board of directors thereto, this Chapter shall no longer apply to that entity and compensation need not be proposed. A Party shall notify the other Party of the name of such entity before elimination of government control or as soon as possible thereafter.

Article 164. Denial of Benefits

1. A Party may deny the benefits of this Chapter to an enterprise of the other Party if the enterprise is owned or controlled by persons of a non-Party, and the former Party:
(a) does not maintain diplomatic relations with the non-Party; or
(b) adopts or maintains measures with respect to the non-Party that prohibit transactions with the enterprise or that would be violated or circumvented if the benefits of this Chapter were accorded to the enterprise.
2. Subject to prior notification and consultation, a Party may deny the benefits of this Chapter to a supplier of the other Party that is an enterprise of the other Party, where the denying Party establishes that the enterprise is owned or controlled by persons of a non-Party and has no substantial business activities in the Area of the other Party.

Article 165. Further Negotiation

In the event that after the entry into force of this Agreement a Party offers a non-Party additional advantages of access to its government procurement market beyond what the other Party has been provided with under this Chapter, the former Party shall, upon request of the other Party, enter into negotiations with the other Party with a view to extending those advantages to the other Party on a reciprocal basis.

Article 166. Sub-committee on Government Procurement

1. For the purposes of the effective implementation and operation of this Chapter, the Parties hereby establish a Sub-Committee on Government Procurement (hereinafter referred to in this Article as "the Sub-Committee").
2. The functions of the Sub-Committee shall be:
(a) analyzing available information on each Party's government procurement market, including statistical information;
(b) evaluating the effective access of suppliers of a Party to the government procurement market of the other Party covered by this Chapter;
(c) monitoring the application of the provisions of this Chapter and providing a forum to identify and address any problems or other issues that may arise;
(d) reporting the findings of the Sub-Committee to the Commission; and
(e) other functions assigned by the Commission.
3. The Parties shall cooperate, on mutually agreed terms, to increase understanding of their respective government procurement systems, with a view to maximizing for the suppliers of both Parties the access to their respective government procurement markets. For this purpose, each Party shall develop and implement, within one year after the entry into force of this Agreement, concrete measures for the cooperation, which may include training and orientation programs for government personnel or interested suppliers regarding such aspects as how to identify government procurement opportunities and how to participate in the respective government procurement markets. In developing such measures, special attention should be given to Small and Medium Enterprises (SMEs), including micro- enterprises, in each Party.
4. The Sub-Committee shall be composed of government officials of the Parties.
5. The Sub-Committee shall hold meetings at such times and venues or by means, as may be agreed by the Parties.

Chapter 11. Intellectual Property Rights

Article 167. General Provisions

1. The Parties shall grant and ensure adequate, effective and non-discriminatory protection of intellectual property and provide for measures for the enforcement of intellectual property rights against infringement thereof, counterfeiting and piracy, in accordance with the provisions of this Chapter and the international agreements to which both Parties are parties.
2. The Parties shall also promote efficiency and transparency in the administration of intellectual property system.
3. The Parties reaffirm their existing rights and obligations under the Agreement on Trade-Related Aspects of Intellectual Property Rights in Annex 1C to the WTO Agreement (hereinafter referred to in this Chapter as "the TRIPS Agreement") and other multilateral agreements relating to intellectual property to which both Parties are parties, including multilateral agreements concluded under the auspices of the World Intellectual Property Organization (hereinafter referred to in this Chapter as "the WIPO"). Nothing in this Chapter shall derogate from existing rights and obligations that the Parties have under the TRIPS Agreement or other multilateral agreements relating to intellectual property to which both Parties are parties. Note: For the purposes of this Article and Article 178, the term "existing" means in effect on the date of entry into force of this Agreement.
4. The term "intellectual property" referred to in this Chapter shall mean all categories of intellectual property:
(a) that are subject of Articles 174 through 180; and/or
(b) that are under the TRIPS Agreement and/or the relevant international agreements referred to in the TRIPS Agreement.

Article 168. National Treatment

Each Party shall accord to nationals of the other Party treatment no less favorable than the treatment it accords to its own nationals with regard to the protection of intellectual property in accordance with Articles 3 and 5 of the TRIPS Agreement. Note: For the purposes of this Article and Article 169:
(a) "nationals" shall have the same meaning as in the TRIPS Agreement; and
(b) "protection" shall include matters affecting the availability, acquisition, scope, maintenance and enforcement of intellectual property rights as well as those matters affecting the use of intellectual property rights specifically addressed in this Chapter.

Article 169. Most-favored-nation Treatment

With regard to the protection of intellectual property, any advantage, favor, privilege or immunity granted by a Party to the nationals of a non-Party shall be accorded immediately and unconditionally to the nationals of the other Party, in accordance with Articles 4 and 5 of the TRIPS Agreement.

Article 170. Streamlining and Harmonization of Procedural Matters

1. For the purposes of providing efficient administration of its intellectual property system, each Party shall endeavor to take measures to streamline its administrative procedures concerning intellectual property.
2. Each Party shall use a classification for patents and utility models in accordance with the Strasbourg Agreement Concerning the International Patent Classification, of March 24, 1971, as amended. Each Party shall use a classification of goods and services in accordance with the Nice Agreement Concerning the International Classification of Goods and Services for the Purposes of the Registration of Marks, of June 15, 1957, as amended.

Article 171. Acquisition and Maintenance of Intellectual Property Rights

1. Where the acquisition of an intellectual property right is subject to the right being granted or registered, each Party shall ensure that, irrespective of whether an application for the granting or registration of an intellectual property right is filed as a national or as an international application under the applicable international agreement, the procedures for granting or registration of the right, subject to compliance with the substantive conditions for acquisition of the right, are conducive to the granting or registration within a reasonable period of time so as to avoid unwarranted curtailment of the period of protection.
2. Each Party shall provide a system for the registration of trademarks, industrial designs and patents which shall include:
(a) a requirement to provide to the applicant a communication in writing, which may be electronic, of the decision with reasons for a refusal of the application;
(b) an opportunity for the applicant to appeal against administrative refusal;
(c) an opportunity for the applicant to ask for judicial review of the final administrative refusal; and
(d) an opportunity for interested parties:
(i) to petition to oppose, if so provided in its laws and regulations, an application or a registration; and
(ii) to seek cancellation or invalidation of the registration.

Article 172. Transparency

For the purposes of further promoting transparency in the administration of its intellectual property system, each Party shall take appropriate measures available to the extent possible under its laws and regulations to publish or make available to the public information on applications and/or registrations of intellectual property rights where applicable in its laws and regulations and other relevant information on its intellectual property system.

Article 173. Promotion of Public Awareness Concerning Protection of Intellectual Property

The Parties shall take necessary measures to enhance public awareness of protection of intellectual property including educational and dissemination projects on the use of intellectual property as well as on the enforcement of intellectual property rights.

Article 174. Patents

Each Party shall ensure that any application for a patent is not rejected solely on the ground that the subject matter claimed in the application is related to a computer program. Nevertheless, the provision of this Article shall not prejudice the autonomy of each Party to exclude from patentability computer programs as such.

Article 175. Industrial Designs

Each Party shall ensure adequate and effective protection of industrial designs. Each Party shall also ensure that, at the request of an applicant for industrial design registration, the registrability of the industrial design concerned may be considered by the competent authority based on the design of a part of an article instead of that of the article as a whole.

Article 176. Trademarks

1. Each Party shall grant adequate and effective protection to trademark right holders of goods or services. 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 colors as well as any combination of such signs, shall be eligible for registration as trademarks. Where signs are not inherently capable of distinguishing the relevant goods or services, each Party may make registrability depend on distinctiveness acquired through use. Each Party may require, as a condition of registration, that signs be visually perceptible.
2. Each Party shall protect well-known marks in accordance with Article 6bis of the Paris Convention for the Protection of Industrial Property (1967) (hereinafter referred to in this Chapter as "the Paris Convention") and paragraphs 2 and 3 of Article 16 of the TRIPS Agreement.

Article 177. Geographical Indications

1. For the purposes of this Article, the term "geographical indications" shall have the same meaning as in paragraph 1 of Article 22 of the TRIPS Agreement. Nonetheless, nothing in this Agreement shall require a Party to amend its laws and regulations on the protection of geographical indications or on the protection of appellations of origin which are consistent with the TRIPS Agreement.
2. Each Party shall ensure adequate and effective protection to geographical indications, in accordance with the TRIPS Agreement and in the manner set out in its laws and regulations.
3. Each of the indication(s) for wines and spirits listed in paragraph 1 of Annex 10 identifies a good as originating in Japan where a given quality, reputation or other characteristic of the good is essentially attributable to its geographical origin and is protected as a geographical indication within the meaning of paragraph 1 of Article 22 of the TRIPS Agreement under the laws and regulations of Japan. Peru agrees that each of the indication(s) listed in paragraph 1 of Annex 10 is a geographical indication within the meaning of paragraph 1 of Article 22 of the TRIPS Agreement and as such is qualified for protection as a geographical indication in Peru subject to provisions in Section 3 of Part II of the TRIPS Agreement and to Peru's domestic laws and regulations.
4. Each of the indication(s) for wines and spirits listed in paragraph 2 of Annex 10 identifies a good as originating in Peru where a given quality, reputation or other characteristic of the good is essentially attributable to its geographical origin and is protected as a geographical indication within the meaning of paragraph 1 of Article 22 of the TRIPS Agreement under the laws and regulations of Peru. Japan agrees that each of the indication(s) listed in paragraph 2 of Annex 10 is a geographical indication within the meaning of paragraph 1 of Article 22 of the TRIPS Agreement and as such is qualified for protection as a geographical indication in Japan subject to provisions in Section 3 of Part II of the TRIPS Agreement and to Japan's domestic laws and regulations.
5. Subject to consultations and by mutual consent, the Parties may modify Annex 10 as to geographical indications of the Parties to be protected under this Article. Such modifications shall be confirmed by an exchange of diplomatic notes.

Article 178. Copyright and Related Rights

The Parties reaffirm their existing rights and obligations under the Berne Convention for the Protection of Literary and Artistic Works; the Rome Convention for the Protection of Performers, Producers of Phonograms and Broadcasting Organizations; the WIPO Copyright Treaty; and the WIPO Performances and Phonograms Treaty.

Article 179. Protection of Undisclosed Information

Each Party shall ensure in its laws and regulations effective protection of undisclosed information in accordance with Article 39 of the TRIPS Agreement.

Article 180. Unfair Competition

Each Party shall provide for effective protection against acts of unfair competition in accordance with Article 10bis of the Paris Convention.

Article 181. Enforcement – General

1. The Parties shall ensure that the provisions for the enforcement of intellectual property rights in their domestic laws and regulations are consistent with the TRIPS Agreement, in particular Articles 41 through 61. 2. Each Party shall facilitate development of specialized expertise of competent authorities concerned with enforcement of intellectual property rights, in order to ensure effective enforcement of intellectual property rights.
3. Each Party shall endeavor to promote collection and analysis of statistical data and other relevant information concerning infringement of intellectual property rights, especially trade in goods infringing intellectual property rights. Each Party shall further endeavor to promote collection of information on best practices to prevent and combat intellectual property right infringement.
4. Each Party shall endeavor to enhance coordination among, and joint actions by, competent authorities concerned with enforcement of intellectual property rights.

Article 182. Enforcement – Border Measures

1. Each Party shall provide for procedures concerning the suspension at the border by its customs authority, upon request of the right holder or ex officio, of the release of counterfeit trademark or pirated copyright goods which are destined for importation into or exportation from that Party.
2. In the case of the suspension pursuant to paragraph 1 with respect to importation into and exportation from a Party, the competent authorities of the Party suspending the release of the goods shall notify the right holder of the names and addresses of the consignor or consignee, and the importer or exporter, as applicable, of the goods in question.

Article 183. Enforcement – Civil Remedies

Each Party shall ensure that its judicial authorities have the authority to order the infringer to pay the right holder damages adequate to compensate for the injury the right holder has suffered because of an infringement of that person's intellectual property right by an infringer who knowingly, or with reasonable grounds to know, engaged in infringing activity.

Article 184. Enforcement – Criminal Remedies

Each Party shall provide for criminal procedures and penalties to be applied at least in cases of willful trademark counterfeiting or copyright piracy on a commercial scale. Remedies available shall include imprisonment and/or monetary fines sufficient to provide a deterrent, consistently with the level of penalties applied for crimes of a corresponding gravity.

Article 185. Internet Service Providers

1. Each Party shall establish a legal framework for the limitation of liabilities of internet service providers (hereinafter referred to in this Article as "ISPs") for the purposes of encouraging ISPs to delete from their servers materials infringing copyright and related rights.
2. Each Party shall establish procedures to enable right holders whose copyright and related rights have been infringed to expeditiously obtain from ISPs the information identifying the suspected infringer, where there are legitimate reasons for such right holders to obtain such information.

Article 186. Cooperation

The Parties, recognizing the growing importance of protection of intellectual property in further promoting trade and investment between them, in accordance with their respective laws and regulations and subject to their available resources, shall cooperate in the field of intellectual property.

Article 187. Sub-committee on Intellectual Property Rights

1. For the purposes of the effective implementation and operation of this Chapter, the Parties hereby establish a Sub-Committee on Intellectual Property Rights (hereinafter referred to in this Article as "the Sub-Committee").
2. The functions of the Sub-Committee shall be:
(a) reviewing and monitoring the implementation and operation of this Chapter;
(b) discussing any issues related to intellectual property with a view to enhancing protection of intellectual property and enforcement of intellectual property rights under the provisions of this Chapter and to promoting efficient and transparent administration of intellectual property system;
(c) discussing, with a view to promoting, cooperation activities formulated on a mutually agreed basis which are relevant to the provisions of this Chapter; and
(d) reporting the findings and the outcome of discussions of the Sub-Committee to the Commission.
3. The Sub-Committee shall be composed of government officials of the Parties.

Article 188. Other Considerations

1. The protection and enforcement of intellectual property rights should contribute to the promotion of 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.
2. This Chapter should be interpreted and implemented in a manner supportive of the Parties' rights to take measures to protect public health in accordance with the TRIPS Agreement and the decisions by the Ministerial Conference or the General Council of the WTO, related to the TRIPS Agreement and public health. 3. No provision of this Chapter will prevent a Party from adopting appropriate measures, provided that they are consistent with the provisions of this Agreement and any other international agreement to which both Parties are parties, to prevent the abuse of the intellectual property rights referred to in this Chapter by right holders or the resort to practices which unreasonably restrain trade or adversely affect the international transfer of technology.

Chapter 12. Competition

Article 189. Anticompetitive Activities

1. Each Party shall, in accordance with its laws and regulations, take measures which it considers appropriate against anticompetitive activities, in order to facilitate trade and investment flows between the Parties through the efficient functioning of its markets.
2. For the purposes of this Chapter, the term "anticompetitive activities" means any conduct or transaction that may be subject to penalties or relief under the competition laws and regulations of the respective Parties.

Article 190. Cooperation on Controlling Anticompetitive Activities

1. The Parties shall, in accordance with their respective laws and regulations, cooperate in the field of controlling anticompetitive activities, subject to their respective available resources.
2. The details and procedures concerning the implementation of cooperation under this Article shall be specified in the Implementing Agreement.

Article 191. Non-discrimination

Each Party shall apply its competition laws and regulations in a manner which does not discriminate between persons in like circumstances on the basis of their nationality.

Article 192. Procedural Fairness

Each Party shall implement administrative and judicial procedures in a fair manner to control anticompetitive activities, pursuant to its relevant laws and regulations.

Article 193. Transparency

Each Party shall promote transparency of the implementation of its competition laws and regulations and its competition policy.

Article 194. Non-application of Paragraph 1 of Article 7

Paragraph 1 of Article 7 shall not apply to this Chapter.

Chapter 13. Improvement of the Business Environment

Article 195. Basic Principles

Each Party shall, in accordance with its laws andregulations，take appropriate measures to further improvethe business environment for the persons of the other Partyconducting their business activities in the former Party.

Article 196. Sub-committee on Improvement of the Business Environment

1. For the purposes of the effective implementation and operation of this Chapter, the Parties hereby establish a Sub-Committee on Improvement of the Business Environment (hereinafter referred to in this Chapter as "the Sub- Committee").
2. The functions of the Sub-Committee shall be:
(a) reviewing findings reported by a Liaison Office on Improvement of the Business Environment (hereinafter referred to in this Chapter as "the Liaison Office") to be designated by each Party under Article 197;
(b) addressing, and seeking ways to promptly resolve, issues related to the business environment on its own initiative or based on the findings reported by the Liaison Office;
(c) reporting its findings and decisions, including those on measures that should be taken by the Parties, to the Parties;
(d) reviewing, where appropriate, the measures taken by the Parties in relation to such decisions referred to in subparagraph (c);
(e) making available to the public, in an appropriate manner, the decisions referred to in subparagraph (c) and the results of the review referred to in subparagraph (d);
(f) reporting promptly the findings and decisions referred to in subparagraph (c) to the Commission;
(g) cooperating, in an appropriate manner, with other Sub-Committees established under this Agreement, with a view to avoiding unnecessary duplication of works. The forms of such cooperation may include:
(i) informing the results of its consideration to such other Sub-Committees;
(ii) seeking opinions from such other Sub- Committees;
(iii) inviting to the Sub-Committee the members of such other Sub-Committees; and
(iv) where appropriate, transferring the relevant issues to such other Sub-Committees; and
(h) other functions assigned by the Commission.
3. The Sub-Committee shall be composed of government officials of the Parties. The Sub-Committee may invite representatives of relevant entities other than the Governments of the Parties with the necessary expertise relevant to the issues to be addressed.
4. The Sub-Committee shall hold meetings at such times and venues or by means, as may be agreed by the Parties.

Article 197. Liaison Office

1. Each Party shall designate and maintain the Liaison Office in the Party.
2. The functions of the Liaison Office in each Party shall be:
(a) receiving complaints, inquiries and/or requests for consultations from the persons of the other Party with regard to the laws, regulations and other measures of that Party which may adversely affect the business activities of such persons of that other Party;
(b) transmitting the complaints, inquiries and/or requests for consultations referred to in subparagraph (a) to relevant authorities of that Party;
(c) transmitting responses from the relevant authorities of that Party to the persons that submitted the complaints, made inquiries and/or made requests for consultations;
(d) providing necessary information and advice to the persons that submitted the complaints, made inquiries and/or made requests for consultations, in collaboration with relevant authorities of that Party;
(e) when necessary, submit to the Sub-Committee the relevant information regarding complaints, inquiries and/or requests for consultations from the persons of that Party with regard to the laws, regulations and other measures of the other Party which may adversely affect the business activities of such persons; and
(f) reporting its findings, with regard to the exercise of its functions referred to in subparagraphs (a) through (e), to relevant Sub- Committees and/or the other consulting fora referred to in Article 198.
3. The Liaison Office in each Party shall endeavor to respond within a reasonable period of time to the persons that submitted complaints, made inquiries and/or made requests for consultations.
4. Communications between the Liaison Office in a Party and the persons of the other Party referred to in paragraph 2 may be conducted through an authority or an organization designated as a contact point by the Government of that other Party.
5. For the purposes of subparagraph 2(e), the contact point of a Party may also provide relevant information to its own Liaison Office.
6. Paragraphs 2 through 5 shall not be construed as to prevent or restrict any contacts made by the persons of a Party directly to relevant authorities of the other Party or to its own Liaison Office.
7. The Liaison Office shall be:
(a) for Japan, the Ministry of Foreign Affairs, or its successor; and
(b) for Peru, the Ministry of Foreign Trade and Tourism, or its successor.

Article 198. Consulting Fora

Nothing in this Chapter shall be construed to impede the use of other consulting fora between the Parties for the improvement of the business environment in the Parties.

Article 199. Implementation of the Decisions of the Sub-committee