(c) Uphold the freedom of association and the effective recognition of the right to collective bargaining;
(d) Eliminate all forms of forced and compulsory labour, including the effective abolition of child labour;
(e) Eliminate discrimination in respect of employment and occupation;
3.Where it is necessary to prioritize actions to address actual and potential adverse human rights impacts, Investors should first seek to prevent and mitigate those that are most severe or where delayed response would make them irremediable.
Article 15. Corporate Social Responsibility
Investors and their Investments must ensure that the pursuit of their economic objective does not conflict with the social and economic development of the Host State and must be sensitive to changes in the social and economic goals of the Host State.
Investors and their Investments must act in accordance with fair business, marketing and advertising practices when dealing with consumers and must ensure the safety and quality of goods and services they provide.
Article 16. Environment Protection and Social Impact Assessment
1.Investors and their Investments must protect the environment during their business activity and where their business activity does cause damage to the environment; take reasonable steps to restore it as far as possible, and to ensure fair compensation is paid to those impacted by that environmental damage.
2.Investors and their Investments must comply with environmental and social assessment screening criteria and assessment processes applicable to their proposed investments prior to their establishment, as required by the laws of the Host State for such an investment.
3.The impact assessments required under paragraph 2 of this Article include assessments of the impacts on the human rights of the persons in the areas potentially impacted by the Investment.
4.Investors and their Investments must make the environmental and social impact assessments:
(a) public; and
(b) accessible to the local communities, or other areas with potentially affected interests, in an effective and sufficiently timely manner so as to allow comments to be made to the Investor, Investment and/or government prior to the completion of the Host state processes for establishing an Investment.
5.Investors, their Investments and the Host State authorities must apply the precautionary principle to their environmental impact assessment and to decisions taken in relation to a proposed investment, including any necessary mitigating or alternative approaches to the Investment, or precluding the Investment if necessary. The application of the precautionary principle by Investors and Investments must be described in the environmental impact assessment.
Article 17. Environmental Management and Improvement
1. Investors and their investments must, in keeping with good practice requirements relating to the size and nature of the Investment, and as required under the domestic laws of the Host State, maintain an environmental management system consistent with recognised international environmental management standards and good business practice standards.
2.Investors and their Investments must develop, regularly review, and update plans for emergency response and decommissioning in the environmental management system process, and make such plans accessible to the Host State and the public.
3.Investors and their Investments must establish and maintain a closure fund to ensure that resources are available to implement the decommissioning plan in accordance with good industry practice for such funds.
4. Investors and their Investments must ensure that their environmental management plans include provision for the continued improvement of environmental management technologies and practices over the life of the Investment. Such improvements must be consistent with applicable laws, but strive to exceed legally applicable standards and always maintain high levels of environmental performance consistent with best industry practice.
Article 18. Provision of Information
1.An Investor must provide such information to an actual or potential Host State as that Party may require concerning the Investment in question and the corporate history and practices of the Investor, for purposes of decision making in relation to that Investment or solely for statistical purposes.
2.The actual or potential Host State has the right to obtain timely and accurate information in this regard. An Investor must not commit fraud or provide false or misleading information provided in accordance with this Article.
3.The actual or potential Host State may make such information available to the public in the location where the Investment is to be located, subject to other applicable law and the redaction of confidential business information. The Host State must protect any confidential business information from any disclosure that would prejudice the competitive position of the Investor or the Investment.
4.Nothing in this Article may be construed to prevent a Party from otherwise obtaining or disclosing information in connection with the equitable and good faith application of its domestic law or in connection with disputes between the Investor and the State regarding the Investment.
5. A material breach of this Article by an Investor or an Investment is deemed to constitute a failure on the part of the Investor to establish, acquire or conduct, as the case may be, the Investment in accordance with the laws of the Host State.
Part IV. GENERAL PROVISIONS
Article 19. Cooperation In Promotion of Investment
(1) The Parties shall cooperate in the promotion of investment by their Investors into the territory of the other Party. Such cooperation may include joint investment promotion events, tours with industrial leaders and investors, technology promotion, and other measures designed to promote investment.
(2) The Parties shall exchange information with respect to the investment opportunities, laws and regulations for foreign investors in their territories.
(3) The Parties may provide Investment financing and Investment guarantee facilities for Investors from their State into the territory of the other Party. Such facilities shall, ifused, promote compliance with the obligations of Investors set forth in this Agreement.
Article 20. Transparency of Investment Information
(1) Each Party shall promptly publish, or otherwise make publicly available, its laws and regulations of general application as well as international agreements that may affect the Investments of Investors of the other Party.
(2) Each Party shall endeavour to promptly publish, or otherwise make publicly available, its policies and administrative guidelines or procedures that may affect investment under this Agreement.
(3) Nothing in this Agreement shall require a Party to furnish or allow access to any confidential or proprietary information, including information concerning particular Investors or Investments, the disclosure of which would impede law enforcement or be contrary to its domestic laws protecting confidentiality.
(4) This Article is not subject to the investor-state dispute settlement process.
Article 21. Entry and Sojourn of Personnel
A Contracting Party shall, subject to its laws and regulations relating to the entry and sojourn of non-citizens, permit natural persons of the other Contracting Party and other persons appointed or employed by investors of the other Contracting Party to enter and remain in its territory for the purpose of engaging in activities connected with investments.
Article 22. More Favorable Provisions
1.1f the domestic law of either Contracting Party, or obligations under international law existing at present or established hereafter between the Contracting Parties in addition to this Agreement contains a provision, whether general or specific, entitling investments by investors of the other Contracting Party to a treatment more favorable than is provided for by this Agreement, such provision shall, to the extent that it is more favorable to an investor, prevail over this Agreement.
2.Whenever the treatment accorded by one Contracting Party to the investors of the other Contracting Party, according to its laws and regulations or other provisions of specific contract or agreement, is more favorable than that provided under this agreement, the most favorable treatment shall apply.
Part V. DISPUTE SETTLEMENT
Article 23. Disputes between a Party and an Investor of the other Party
1.Any juridical dispute under the provisions of this Agreement, arising directly from an investment between one Party and an investor of the other Party shall be settled amicably among themselves.
2.If such disputes cannot be settled according to the provisions of paragraph (1) of this Article within three months from the date of request in writing for settlement, the investor concerned may submit at his preference the dispute settlement to:
a) the competent court of the host Party for decision; or
b) Mauritius International Arbitration Centre ("LCIA-MIAC");
3. The arbitration hearing will be:
a. administered by Mauritius International Arbitration Centre ("LCIA-MIAC");
b. held in Port Louis, Mauritius;
c. conducted in the English or French language;
d. held in accordance with the UNCITRAL Rules
Article 24. Settlement of Disputes between the Parties
1. The two Parties shall strive with good faith and mutual cooperation to reach a fair and quick settlement of any dispute arising between them concerning interpretation or application of this Agreement. In this connection the two Parties hereby agree to enter into consultations and direct objective negotiations to reach such settlement. If the disagreement has not been settled within a period of six months from the date on which certain negotiations and consultations were requested in writing, then, unless the parties agree otherwise it may be submitted at the request of either Party to an Arbitral Tribunal composed of three members.
2. Arbitration proceeding will be considered initiated upon written notice delivered by one party (herein referred to as requesting party) to the other party (herein referred to as respondent party) through diplomatic channels. Such notice must contain a statement setting forth the provisions of this agreement alleged to have been breached, the legal and factual grounds of the claim, a summary of the development and results of the consultations and negotiations, the requesting partyâs intention to initiate proceedings under this sections and the name of the arbitrator appointed by such requesting party.
3,Within a period of two months from the date of receiving the said request each Party shall appoint one arbitrator, and the two arbitrators so appointed shall appoint within a period of three months and with the approval of both Contracting Parties the third arbitrator from a third country as Chairman of the Tribunal.
4. If within the periods specified in paragraph (2) of this Article the necessary appointments have not been made, either Party may, in the absence of any other agreement, The International Center for Settlement of Investment Dispute shall any necessary appointments. If the President is a national of either Party or otherwise prevented from discharging the said function, the Vice-President shall be invited to make the necessary appointments. If the Vice-President is a national of either Party or if he too is prevented from discharging the said function, the Member of the International Court of Justice next in seniority who is not a national of either Party shall be invited to make the necessary appointments.
5.The Arbitral Tribunal shall reach its decisions by a majority of votes, Such decisions shall be final and binding on both Parties. Each Party shall bear the cost of its own member of the Tribunal and of its representation in the arbitral proceedings; the cost of the Chairman and the remaining costs shall be borne in equal parts by the Parties. The tribunal shall determine its own procedures.
6.The venue of Arbitration shall be in Port Louis, Mauritius;
7.All claims shall be submitted and all hearing session shall be completed within a period of six months from the date the third member is appointed, unless otherwise agreed. The Tribunal shall issue its decision within two months from the date of submitting the final claims or the date of closing the general sessions, whichever is later.
8.The Arbitral Tribunal shall rule on the basis of the provisions of this Agreement and of the rules and principles of International Law. The ruling of the Tribunal shall be by majority of votes. Such award shall be final and binding on both Contracting Parties.
Part IV. FINAL PROVISIONS
Article 25. Periodic Review of this Agreement
1.The Parties shall meet every five years after the entry into force of this Agreement to review its operation and effectiveness, including the levels of investment between the Parties.
2.The Parties may adopt joint measures in order to improve the effectiveness or clarify the provisions of this Agreement.
Article 26. Denial of Benefits
Subject to prior notification and consultation, a Party may deny the benefits of this Agreement to an investor of the other Party that is an enterprise of such Party and to investments of such an investor where the denying Party establishes that the enterprise is owned or controlled by persons of a non-Party, or of the denying Party, and has no substantive business operations in the territory of the other Party.
Article 27. Entry Into Force
This Agreement, or any amendments thereof, shall enter into force on the date of receipt of the last written notification from either
Contacting Party through which they notify each other, through diplomatic channel, of the completion of their internal legal procedures required for the entry into force of this Agreement or its amendments.
Article 28. Amendment
This Agreement may be amended by written agreement between the two Contracting Parties.
Article 29. Duration and Termination
1.This Agreement shall remain in force for a period of ten (10) years and shall continue in force thereafter for similar period or periods, unless, one (1) year before the expiration of the initial or any subsequent period, either Contracting Party notifies the other Contracting Party in writing of its intention to terminate the Agreement.
The notice of termination shall become effective one year after it has been received by the other Contracting Party.
With respect to investments made prior to the date when the notice of denunciation of this Agreement become effective, the provisions of this Agreement shall continue to be effective for a period of ten (10) years from the date of denunciation of this Agreement
Conclusion
IN WITNESS WHEREOF, the undersigned duly authorized thereto by their respective Governments, have signed this Agreement.
This Agreement has been done and signed in the city of Bangui on 15th / 10 / 2019 in two of the original versions in French and English languages and all texts being equally authentic.
FOR THE GOVERNMENT OF THE CENTRAL AFRICAN REPUBLIC
Mahamat TAIB YACOUB
Minister of Commerce and Industry
FOR THE GOVERNMENT OF OF THE REPUBLIC OF RWANDA
Soraya HAKUZIY AREMYE
Minister of Trade and Industry