198/1994 Coll. Ministry of Foreign Affairs Change: 60/2009 Sb.ms Ministry of Foreign Affairs informs that on 8 November 1993, in Bucharest signed the Agreement between the Government of the Czech Republic and the Government of Romania on promotion and mutual protection of investments. The Agreement approved by the Parliament of the Czech Republic and President of the Republic ratified. The agreement entered into force by virtue of Article 12, paragraph. 1 on 28 July 1994. The Czech version of the Agreement shall be open simultaneously. Agreement between the Government of the Czech Republic and the Government of Romania for the Promotion and Reciprocal Protection of Investments The Government of the Czech Republic and the Government of Romania (hereinafter referred to as the "Parties"), Desiring to intensify economic cooperation to the mutual benefit of both States, Intending to create and maintain favorable conditions for investments by investors of one State in the territory of the other State, and Conscious that the promotion and reciprocal protection of investments in accordance with this Agreement, stimulates the business initiatives in this field, Have agreed as follows: Article 1 Definitions For the purposes of this Agreement: 1. The term "investment" means every kind of asset invested in connection with economic activities by an investor of one Contracting Party in the territory of the other Contracting Party in accordance with the laws of the other Contracting Party and in particular, though not exclusively: a) movable and immovable property as well as any other property rights such as mortgages, liens , pledges and similar rights; b) shares, debentures of companies or any other form of participation in companies; c) claims to money or to any performance having an economic value associated with an investment; d) the rights of intellectual property, including copyright, trade marks, patents, industrial designs, technical processes, know-how, trade secrets, trade names and goodwill associated with an investment; e) rights conferred by law or under contract, license or permit issued under the Act, including concessions to search for, cultivate, extract or exploit natural resources. Any alteration of the form in which assets are invested does not affect their status as investments. 2. The term "investor" means any natural or legal person who invests in the territory of the other Contracting Party. a) The term "natural person" means any person who is in accordance with the law of one Contracting Party considered its citizen. b) The term "legal person" shall mean with regard to either Contracting Party any entity incorporated or constituted in accordance with its laws and recognized as legal person having its registered office and developing a real economic activity on the territory of a Party. 3. The term "returns" means amounts yielded by an investment and in particular, though not exclusively, profits, interest, capital gains, dividends, royalties or fees. 4. The term "territory" means the territory of the Contracting Parties, including the territorial waters and the continental shelf and the exclusive economic zone over which the State exercises in accordance with international law, sovereignty, sovereign rights or jurisdiction. Article 2 Promotion and Protection of Investments 1. Each Party shall encourage and create favorable conditions for investors of the other Contracting Party to make investments in its territory and shall admit such investments in accordance with its laws and regulations. 2. Investments of investors of either Contracting Party shall at all times be accorded fair and equitable treatment and shall enjoy full protection and security in the territory of the other Party. Article 3 National Treatment and Most Favoured Nation treatment 1. Each Party shall in its territory to investments and returns of investors of the other Party treatment which is fair and equitable and not less favorable than that accorded to investments or returns of its own investors or to investments or returns investors of any third state, whichever is more favorable. 2. Each Party shall in its territory of investors of the other Contracting Party, as regards management, maintenance, use, enjoyment or disposal of their investment, treatment which is fair and equitable and not less favorable than that accorded to its own investors or investors any third country je- if preferred. 3. Paragraphs 1 and 2 of this Article shall be construed so as to oblige one Contracting Party to investors of the other Contracting Party of any treatment, preference or privilege which may be one contract Party by virtue of: a) customs union or free trade area or a monetary union or similar international agreements leading to such unions or institutions or other forms of regional cooperation to which party is or may be; or b) an international agreement or arrangement relating wholly or mainly to taxation. Article 4 Compensation for Losses 1. Where investments of investors of either Contracting Party suffer losses owing to war, armed conflict, state of national emergency, revolt, insurrection, riot or other similar events in the territory of the other Contracting Party, the latter Contracting Party treatment, as It regards restitution, indemnification, compensation or other settlement, not less favorable than that which the latter Contracting Party to its own investors or investors of any third state. 2. Notwithstanding paragraph 1 of this Article, investors of one Contracting Party who in any of the events referred to in the preceding paragraph suffer losses in the territory of the other Contracting Party resulting from: a) requisitioning of their property by its forces or authorities of the other Contracting Party, b) the destruction of their property by its forces or authorities of the other Contracting Party which was not caused in combat action or was not required by the necessity of the situation, will be granted fair and adequate compensation for the damages sustained during the period of the requisitioning or as a result of destruction of property. Resulting payments shall be freely transferable without delay in a freely convertible currency. Article 5 Expropriation 1. Investments of investors of either Contracting Party shall not be nationalized, expropriated or subjected to measures having effect equivalent to nationalization or expropriation (hereinafter referred to as "expropriation") in the territory of the other Party except in the public interest. Expropriation will be done according to the law, on a non-discriminatory basis and shall be accompanied by provisions for the payment of prompt, adequate and effective compensation. Such compensation shall be equal to the market value of the expropriated investment immediately before the expropriation or before the impending expropriation became public knowledge, shall include interest from the date of expropriation, shall be made without delay, be effectively realizable and freely transferable in freely convertible currency. 2. The investor affected shall have the right to prompt review of its case and of valuation of its investments judicial or other independent authority of the Contracting Parties in accordance with the principles set out in this article. 3. The provisions of paragraph 1 of this Article shall apply also in cases where a Contracting Party expropriates the assets of a company which was registered and established in accordance with applicable law in any part of its own territory and in which investors of the other Contracting Party own shares. Article 6 Transfers 1. The Contracting Parties shall guarantee the transfer of payments related to investments and returns. The transfers will be made in freely convertible currency, without any restriction and undue delay. Such transfers include in particular, though not exclusively: a) capital and additional amounts to maintain or increase the investment; b) profits, interest, dividends and other current income; c) funds in repayment of loans; d) royalties or fees; e) proceeds of sale or liquidation of the investment; f) income individuals, if the national legal order of the Contracting Party in which the investment is made, unless something else; g) amounts relating to Articles 4 and 5. 2. For the purposes of this Agreement, such conversion rates used official rates for the current transactions at the date of transfer, unless otherwise agreed. Article 7 Subrogation 1. If one Contracting Party or its designated agency makes payment to its own investors under a guarantee it has accorded in respect of an investment in the territory of the other Contracting Party, the latter Contracting Party shall recognize: a) the assignment of any right or claim by the investor to Contracting Party or its designated agency, whether the assignment was made pursuant to the Act or pursuant to a legal transaction in that country, and, b) that the Contracting Party or its designated agency is entitled by virtue of subrogation to exercise the rights and claims of that investor and assume the obligations related to the investment. 2. The subrogated rights or claims shall not exceed the original rights or claims of the investor. Article 8 Settlement of Investment Disputes between a Contracting Party and an investor of the other Contracting Party 1. Any dispute which may arise between an investor of one Contracting Party and the other Contracting Party in connection with an investment in the territory of the other Contracting Party shall be subject to negotiations between the parties to the dispute. 2. If a dispute between an investor of one Contracting Party and the other Contracting Party can not be thus settled within six months from the date the application was submitted for the settlement, the investor is entitled to submit the dispute to resolve its option, either: a) the International Centre for Solutions Settlement of Investment Disputes (ICSID) having regard to the applicable provisions of the Convention on the Settlement of Investment Disputes between States and Nationals of other States opened for signature at Washington on March 18, 1965, in the event that both Contracting Parties are parties to this Convention; or b) an arbitrator or international arbitration tribunal established ad hoc, set up under the Arbitration Rules of the United Nations Commission on International Trade Law (UNCITRAL). Parties in dispute may agree in writing to modify these Rules. The arbitration award shall be final and binding on both parties to the dispute; or c) the competent court of the Contracting Party in whose territory the investment was made. 3. The arbitral tribunal shall decide on the account of the sources of law in the following order: - the provisions of this Agreement and other relevant agreements between the parties; - The applicable law of the Contracting Party; - Provision of special agreements relating to the investment; - The general principles of international law. The arbitration award shall be final and binding on both parties to the dispute and shall be enforceable in accordance with applicable law of the Contracting Party. Article 9 Settlement of Disputes between the Contracting Parties 1. Disputes between the Contracting Parties concerning the interpretation or application of this Agreement shall, if possible, be settled through consultations or negotiations. 2. If the dispute can not be thus settled within six months, at the request of either Contracting Party submitted to arbitration in accordance with the provisions of this article. 3. The Arbitral Tribunal shall be constituted for each individual case in the following way. Each Party shall appoint one arbitrator within two months of receipt of the request for arbitration. These two members shall then select a national of a third State, who on approval by the two Contracting Parties appointed Chairman of the Tribunal (the "Chairman"). The Chairman shall be appointed within three months from the date of appointment of arbitrators. 4. If within the periods specified in paragraph 3 of this Article the necessary appointments have not been made, a request may be President of the International Court of Justice to make the appointment. If the President is a citizen of either Contracting Party or otherwise prevented from discharging the said function, he will be asked to appoint vice-chairman. If the Vice President also a citizen of either Contracting Party or is prevented from discharging this mandate will be to make the appointments required oldest member of the International Court of Justice who is not a citizen of either Contracting Party. 5. The arbitral tribunal shall take its decisions by majority vote. Such decision shall be binding. Each Contracting Party shall bear the cost of its own arbitrator and its representation in the arbitral proceedings; expenses of the Chairman and other costs shall be borne equally by the Parties. The arbitral tribunal shall determine its own procedure. Article 10 Application of Other Rules and Special Commitments 1. Where a matter is governed simultaneously by this Agreement and by another international agreement to which both Contracting Parties are parties, nothing in this Agreement shall prevent either Contracting Party or any of its investors who own investments in the territory of the other Contracting Party from taking advantage of whichever rules are more favorable for him. 2. If the treatment to be accorded by one Contracting Party to investors of the other Contracting Party in accordance with its laws and regulations or other specific provisions of contracts is more favorable than that accorded by the Agreement, will be used this favorable treatment. Article 11 Applicability of this Agreement The provisions of this Agreement shall apply to future investments made by investors of either Contracting Party in the territory of the other Party and to investments existing on the date when this Agreement enters into force. However, this agreement does not apply to disputes that arose prior to its entry into force. Article 12 Entry into force, duration and termination 1. Each Party shall notify the other of the completion of constitutional requirements for entry into force. This Agreement shall enter into force on the date of the second notification. 2. This Agreement shall remain in force for ten years and shall continue in force, one year before the expiration of the initial or any subsequent periods, either Contracting Party notifies in writing the other Contracting Party of its intention to terminate the Agreement. 3. For investments made prior to the termination of this Agreement, the provisions of this Agreement shall be effective for a period of ten years from the date of termination. IN WITNESS WHEREOF the undersigned, being duly authorized, have signed this Agreement. Done in Bucharest on 8 November 1993, in duplicate in the Czech, Romanian and English languages, all texts being equally authentic. In case of divergence of interpretation the English text shall prevail. For the Government of the Czech Republic Václav Klaus, signed the Prime Minister for the Government of Romania Nicolae Vacaroiu vr Prime Minister