The Saeima has adopted and the President promulgated the following laws: on the UNIDROIT Convention on international financial leasing article 1. 28 May 1988 the UNIDROIT Convention on international financial leasing (hereinafter referred to as the Convention) with this law is accepted and approved. 2. article. The law shall enter into force on the date of its promulgation. With the law put the Convention in English and its translation into Latvian language. 3. article. The Convention shall enter into force on its article 16 within the time and in order, and shall notify the Ministry of Foreign Affairs Gazette "journal". The law adopted by the Parliament in June 1997. The President of the Parliament instead of the President a. perfected in Riga on 8 July 1997, the UNIDROIT CONVENTION ON INTERNATIONAL FINANCIAL LEASING (Ottawa, 28 May 1988) the States parties TO this CONVENTION, RECOGNISING the importanc of removing certain legal impediment to the international financial leasing of equipment, while maintaining a fair balance of interests between the different parties to the transaction, AWARE of the need to make international financial leasing more available , Conscious of the fact that the rules of law each the traditional contract of hire needs to be adopted to the distinctive triangular relationship created by the financial leasing transactions, therefore RECOGNISING the desirability of formulating certain uniform rules relating primarily to the civil and commercial law aspects of international financial leasing, have AGREED as follows: CHAPTER I-sphere OF APPLICATION AND GENERAL PROVISION article 1 1. This Convention govern a financial leasing transactions as described in paragraph 2 in the which one party (the lessor), (a) on the specifications of another party (the lesse), enter into an agreement (the supply agreement) with a third party (the suppliers) under which the lessor acquir's plant, capital goods or other equipment (the equipment) on terms approved by the lesse in so far as they concern its interests, and (b) enter into an agreement (the leasing agreement) with the lesse is by granting the lesse it the right to use the equipment in return for the payment of rental. 2. The financial leasing transactions referred to in the previous paragraph is a transaction which includes the following characteristics: (a) the lesse is specifi c to the equipment and select the suppliers without relying primarily on the skill and judgment of the lessor; (b) the equipment is acquired by the lessor in connection with a leasing agreement which, to the knowledge of the supplier, either has been made or is to be made between the lessor and the lesse. and (c) the rental payable under the leasing agreement with the calculated so as to take into account in particular the amortisation of the whole or a substantial part of the cost of the equipment. 3. This Convention applies or not whethers the lesse or subsequently has the option to buy acquir the equipment or to hold it on lease for a further period, and for a nominal price or not whethers or rental. 4. This Convention applies to financial leasing transactions in relations to all equipment that which is your own to be used primarily for the lesse's personal, family or household purpose. Article 2 In the case of one or more sub-leasing transactions involving the same equipment, this Convention applies to each transaction which is a financial leasing transactions and is otherwise subject to this Convention as if the person from whom the first lessor (as defined in paragraph 1 of the previous article) acquired the equipment were the suppliers and as if the agreement under which the equipment was so acquired were the supply agreement. Article 3 1. This Convention applies when the lessor and the lesse is have their places of business in different States and: (a) those States and the State in which the supplier has its place of business with the Contracting States; or (b) both the supply agreement and the leasing agreement is governed by the law of a Contracting State of the. 2. (A) A reference in this Convention to a party's place of business shall, if it has more than one place of business, mean the place of business which has the closes relationship to the relevant agreement and its performance, having regard to the known or contemplated by it of circumstanc the parties at any time before or at the conclusion of that agreement. Article 4 1. The provision of this Convention shall not cease to apply merely because the equipment has become a fixture or incorporated in to land. 2. Any question or not whethers the equipment has become a fixture or incorporated in it land, and if so the effect on the rights inter se of the lessor and a person having real rights in the land, shall be determined by the law of the State where the land is situated. Article 5 1. The application of this Convention may be excluded only if each of the parties to the supply agreement and each of the parties to the leasing agreement agree to exclude it. 2. Where the application of this Convention has not been excluded in accordanc with the previous paragraph, the parties may, in their relations with each other, or vary the derogat from effect of any of its provision except as stated in the articles 8 (3) and 13 (3) (b) and (4). Article 6 1. In the interpretation of this Convention, regard is to be had to its object and purpose as set forth in the preamble, to its international character and to the need to promote uniformity in its application and the observanc of good faith in international trade. 2. Questions concerning matters governed by this Convention which are not expressly settled in it are to be settled in conformity with the general principles on which it is based or, in the absence of such principles, in conformity with the law applicable by virtue of the rules of private international law. CHAPTER II-rights AND duties OF the parties article 7 1. (a) the lessor's real rights in the equipment shall be validated against the lesse's trustee in bankruptcy and preparing, including preparing who have obtained an attachment or execution. (b) For the purpose of this paragraph "trustee in bankruptcy" includes a liquidator, administrator or other person appointed to administer the lesse's estate for the benefit of the general body of preparing. 2. Where the applicable law by the lessor's real rights in the equipment with a valid against a person referred to in the previous paragraph only on compliance with rules as the public notice, those rights shall be valid against that person only if there has been compliance with such rules. 3. For the purpose of the previous paragraph, the applicable law is the law of the State which, at the time when a person referred to in paragraph 1 to become entitled to invoke of the rules referred to in the previous paragraph, is: (a) in the case of a registered ship, the State in which it is registered in the name of the owner (for the purpose of this sub-paragraph (a) is deemed not to barebo a charterer be the owner); (b) in the case of an aircraft which is registered to the Convention pursuan on International Civil Aviation done at Chicago on 7 December 1944, the State in which it is so registered; (c) in the case of other equipment of a kind normally moved from one State to another, including an aircraft engine, the State in which the principal place of the lesse it has of business; (d) in the case of all other equipment, the State in which the equipment is situated. 4. Paragraph 2 shall not be affec the provision of any other treaty under which the lessor's real rights in the equipment with required to be recognised. 5. This article shall not be affec the priority of any having: (a) preparing a consensual or non-consensual lien or security interest in the equipment arising otherwise than by virtue of an attachment or execution, or (b) any right of arrest, detention or disposition conferred specifically in relations to their ships or aircraft under the law applicable by virtue of the rules of private international law. Article 8 1. (a) Except as otherwise provided by this Convention or stated in the leasing agreement, the lessor shall not incur any liability to the lesse in respect of the equipment to the exten to her that the lesse has suffered loss as the result of its reliance on the lessor's skill and judgement and of the lessor's intervention in the selection of the supplier or the specifications of the equipment. (b) the lessor shall not, in its capacity of lessor, be liabl to third parties for death, personal injury or damage to property caused by the equipment. (c) the above provision of this paragraph shall not govern any liability of the lessor in any other capacity, for example as owner. 2. The lessor warrants that the lesse's quiet possession will not be disturbed by a person who has a superior title or right, or who claims a superior title or right and acts under the authority of a court, where such title, right or claim is not derived from an act or omission of the lesse. 3. The parties may not vary the derogat from or the effect of the provision of the previous paragraph, in so far as the superior title, right or claim is derived from an intentional or grossly not gligen Act or omission of the lessor. 4. The provision of paragraphs 2 and 3 shall not be affec any broader warranty of quiet possession by the lessor which is mandatory under the law applicable by virtue of the rules of private international law. Article 9 1. The lesse is shall take proper care of the equipment, use it in a reasonable manner and keep it in the condition in which it was delivered, subject to fair wear and tear and to any modification of the equipment agreed by the parties. 2. When the leasing agreement con UN and the the lesse, unless (a) the right of exercising it to buy the equipment or to hold the equipment on lease for a further period, shall return the equipment to the lessor in the condition specified in the previous paragraph. Article 10 1. The duties of the supplier under the supply agreement shall also be owed table the lesse it as if it were a party to that agreement and as if the equipment were to be supplied directly to the lesse. However, the supplier shall not be liabl to both the lessor and the lesse in respect of the same damage. 2. Nothing in this article shall entitl the lesse to terminate or rescind the supply agreement without the consent of the lessor. Article 11 the lesse's rights derived from the supply agreement under this Convention shall not be affected by (a) the variation of any term of the supply agreement previously approved by the lesse is unless it consented to that variation. Article 12 1. Where the equipment is not delivered or is delivered late or file to conform to the supply agreement: (a) the lesse has the right as against the lessor to rejec the equipment or to terminate the leasing agreement; and (b) the lessor has the right to remedy its failure to tender equipment in conformity with the supply agreement, as if the Council had agreed to buy lesse the equipment from the lessor under the same terms as those of the supply agreement. 2. (A) the right conferred by the previous paragraph shall be exercisabl in the same manner and shall be lost in the same axis if the lesse circumstanc-had agreed to buy the equipment from the lessor under the same terms as those of the supply agreement. 3. The Office shall be entitled to withhold lesse rental payable under the leasing agreement until the lessor has remedied its failure to tender equipment in conformity with the supply agreement or the lesse has lost the right to the rejec equipment. 4. Where the lesse has exercised a right to terminate the leasing agreement, the Office shall be entitled to recover lesse any rentals and others sum paid in advance, less a reasonable sum for any benefit the lesse has derived from the equipment. 5. The Authority shall have no lesse others claim against the lessor for the non-delivery, delay in delivery or delivery of non-conforming equipment except to the exten to which this results from the Act or omission of the lessor. 6. Nothing in this article shall be affec the lesse's rights against the supplier under article 10 article 13 1. In the event of default by the lesse, the lessor may recover unpaid accrued rental, together with interest and damage. 2. Where the lesse's default is substantial, then subject to paragraph 5, the lessor may also require accelerated payment of the value of the future rental, where the leasing agreement so provides, or may terminate the leasing agreement and after such termination: (a) recover possession of the equipment; and (b) recover such damage will place the axis of the lessor in the position in which it would have been had the lesse is performed the leasing agreement in accordanc with its terms. 3. (a) the leasing agreement may provide for the manner in which the damage of recoverabl is under paragraph 2 (b) to be computed. (b) Such provision shall be enforceabl between the parties unless it would result in substantially in excess of the damage of those provided for under paragraph 2 (b). The parties may not vary the derogat from or the effect of the provision of the present sub-paragraph. 4. Where the lessor has terminated the leasing agreement, it shall not be entitled to enforce a term of that agreement providing for acceleration of payment of future rentals, but the value of such rentals may be taken into account in computing damage under the paragraph 2 (b) and 3. The parties may not vary the derogat from or the effect of the provision of the present paragraph. 5. The lessor shall not be entitled to exercise its right of acceleration or its right of termination under paragraph 2 unless it has by notice given the lesse a reasonable opportunity of remedying the default so far as the same may be remedied. 6. The lessor shall not be entitled to recover damage to the exten to that it has failed to take all reasonable steps to mitigat it loss. Article 14 1. The lessor may transfer or otherwise deal with all or any of its rights in the equipment or under the leasing agreement. Such a transfer shall not relieve the lessor of any of its duties under the leasing agreement or alter either the nature of the leasing agreement or its legal treatment as provided in this Convention. 2. The lesse is may transfer the right to the use of the equipment or any other rights under the leasing agreement only with the consent of the lessor and subject to the rights of third parties. CHAPTER III-FINAL PROVISION article 15 1. This Convention is open for signature at the concluding meeting of the Diplomatic Conference for the Adoption of the draft UNIDROIT Convention on International Factoring and International Financial Leasing and will remain open for signature by all States until 31 December 1990 at Ottawa. 2. This Convention is subject to ratification, acceptance or approval by States which have signed this Convention. 3. it is open for accession by all States which are not signatory States as from the date it is open for signature. 4. Ratification, acceptance, approval or accession is effected by the deposit of a formal instrument to that effect with the depositary. Article 16 1. This convention enter into force on the first day of the month following the expiration of six months after the date of deposit of the third instrument of ratification, acceptance, approval or accession. 2. For each State that to accept, approve ratif, or accede to this Convention after the deposit of the third instrument of ratification, acceptance, approval or accession, this Convention enter into force in respect of that State on the first day of the month following the expiration of six months after the date of the deposit of its instrument of ratification, acceptance , approval or accession. Article 17 this Convention prevails over any treaty does not which has already been or may be entered into; in particular it shall not be any liability imposed on any affec person by existing or future treats. Article 18 1. If a Contracting State has two or more territorial units in which different systems of law applicable in the relations to the matter deals with in this Convention, it may, at the time of signature, ratification, acceptance, approval or accession, declare that this Convention is to extend to all its territorial units or only to one or more of them , and may substitute its declaration by another declaration at any time. 2. These declarations are to be notified to the depositary and are to state expressly the territorial units to which the Convention extend. 3. If, by virtue of a declaration under this article, this Convention extend to one or more but not all of the territorial units of a Contracting State, and if the place of business of a party is located in that State, this place of business, for the purpose of this Convention, is considered not to be in a Contracting State , unless it is in a territorial unit to which the Convention extend. 4. If a Contracting State makes a declaration under paragraph 1, of the Convention is to extend to all territorial units of that State. Article 19 1. Two or more Contracting States which have the same or closely related legal rules on matters governed by this Convention may at any time declare that the Convention is not to apply where the supplier, the lessor and the lesse is have their places of business in those States. Such declarations may be made jointly or by reciprocal unilateral declarations. 2. A Contracting State which has the same or closely related legal rules on matters governed by this Convention as one or more non-Contracting States may at any time declare that the Convention is not to apply where the supplier, the lessor and the lesse is have their places of business in those States. 3. If a State which is the object of a declaration under the previous paragraph subsequently become a Contracting State, the declaration made will, as from the date on which the Convention enter into force in respect of the new Contracting State, have the affec of a declaration made under paragraph 1, provided that the new Contracting State joins in such declaration or makes a reciprocal unilateral declaration. Article 20 (A) A Contracting State may declare at the time of signature, ratification, acceptance, approval or accession that it will substitute its domestic law for article 8 (3) if it is domestic law does not permit the lessor to exclude its liability for its default or not gligenc. Article 21 1. Declarations made under this Convention at the time of signature are subject to confirmation upon ratification, acceptance or approval. 2. Declaration and confirmation of the declarations to be in writing and to be formally notified to the depositary. 3. A declaration takes effect simultaneously with the entry into force of this Convention in respect of the State concerned. However, a declaration of which the depositary receive formal notification of such entry into force after takes effect on the first day of the month following the expiration of six months after the date of its receipt by the depositary. Reciprocal unilateral declarations under article 19 take effect on the first day of the month following the expiration of six months after the receipt of the latest declaration by the depositary. 4. Any State which makes a declaration under this Convention may withdraw it at any time by a formal notification in writing addressed to the depositary. Such attention is to take effect on the first day of the month following the expiration of six months after the date of the receipt of the notification by the depositary. 5. (A) withdrawals of a declaration made under article 19 of the inoperativ in relations to render the withdrawing State, as from the date on which the withdrawals takes effect, any reciprocal unilateral declaration or joint made by another State under that article. Article 22 of the reservation is permitted except with the those expressly authorised in this Convention. Article 23 this Convention applies to a financial leasing transactions when the leasing agreement and the supply agreement concluded with both on or after the date on which the Convention enter into force in respect of the Contracting States referred to in article 3 (1) (a), or of the Contracting State or States it referred in paragraph 1 (b) of that article. Article 24 1. This Convention may be denounced by any Contracting State at any time after the date on which it will enter into force for that State. 2. the Denunciation is effected by the deposit of an instrument to that effect with the depositary. 3. A denunciation takes effect on the first day of the month following the expiration of six months after the deposit of the instrument of denunciation with the depositary. Where a longer period for the denunciation to take effect is specified in the instrument of denunciation it takes effect upon the expiration of such longer period after its deposit with the depositary. Article 25 1 this Convention shall be. deposited with the Government of Canada. 2. The Government of Canada shall: (a) inform all States which have signed or acceded to this Convention and the President of the International Institute for the Unification of private Law (UNIDROIT) of: (i) each new signature or deposit of an instrument of ratification, acceptance, approval or accession, together with the date thereof; (ii) each declaration made under articles 18, 19 and 20; (iii) the withdrawals of any declarations made under article 21 (4); (iv) the date of entry into force of this Convention; (v) the deposit of an instrument of denunciation of this Convention together with the date of its deposit and the date on which it takes effect; (b) transmit certified true cop to of this Convention to all signatory States, to all States acceding to the Convention and to the President of the International Institute for the Unification of private Law (UNIDROIT) IN WITNESS WHEREOF the undersigned, being duly authorised by plenipotentiar to their respectiv in Governments, have signed this Convention. Done at Ottawa, this twenty-/8 day of May, one thousand nine hundred and eighty-eight, in a single original, of which the English and French texts are equally authentic.

UNIDROIT Convention on international financial leasing (Ottawa, 28 May 1988) Member States of the Convention, recognizing the importance of preventing certain legal obstacles for international financial leasing of equipment, at the same time ensuring a balance between the different interests of the parties to the transaction, realizing the need to make international financial leasing more accessible, "realizing the fact that traditional rental agreements regulatory requirements it is necessary to adopt in respect of specific tripartite relations caused by financial leasing transactions Therefore, recognizing the usefulness of formulating uniform rules laid down, with regard to the primary international financial leasing in the civil and commercial aspects of the legislation, have agreed as follows; Chapter I scope of application and general provisions article 1 this Convention regulates 1 paragraph 2 described the financial leasing transactions in which one party (lessor), (a) the other party (the lessee) the instructions shall conclude a contract (supply contract) with a third party (the supplier), under which the lessor purchases the equipment, means of production or other accessories to the tenant agreed terms to the extent that they refer to the interest, and (b) the lessee (lease contract) that guarantees the lessee the right to use the equipment to lease payments. 2. Referred to in the preceding paragraph, the financial leasing transaction is a transaction that includes the following features: (a) the tenant specifies the equipment and choose the supplier without relying mainly on knowledge and assessment of the lessor; (b) equipment lessor acquires the lease contract that is either been concluded or to be concluded between the lessor and is the tenant; (c) in accordance with the leasing contract the rent payable is calculated in such a way as to take account of any equipment or installations essential part of depreciation in value. 3. this Convention shall apply regardless of whether the lessee is or then have an opportunity to buy equipment or to continue its lease on the next date, and whether or not for a nominal price or rent. 4. this Convention regulates financial leasing transactions for all facilities, except for those that will be used mainly in the tenant's personal, family or household purposes. 2. Article apakšlīzing of one or more of the business case, with the same equipment, this Convention applies to every transaction that has a financial lease transaction and are otherwise subject to this Convention in such a way as if the person from whom the first renter (as defined in the preceding article, paragraph 1) purchased the equipment, and should the supplier as a contract under which the equipment was purchased to be the delivery contract. 3. Article 1. this Convention applies to the case where the landlord and tenant companies in different countries and: (a) these States and the country in which the vendor's business is contracting States; or (b) both the delivery contract and leasing contract is regulated by the legislation of a Contracting State. 2. the reference in this Convention to the parties the company's location, if it has more than one business location, means the location of the company that has the closest connection with the contract and its performance, having regard to the parties known or foreseeable circumstances at any time before the conclusion of the contract or at the time of its conclusion. 4. Article 1 should not be provisions of this Convention shall cease to apply simply because the equipment has become part of the real property or land value included. 2. any question as to whether or not become part of the real property or land value included, as well as the respective rights of the lessor and landowner rights are regulated by the law of the country in which the land is located. 5. in article 1 the application of this Convention may be canceled only if each of the parties to the supply contracts, and each of the leasing contract the parties agrees to cancel. 2. If the application of this Convention has not been cancelled in accordance with the preceding paragraph, the parties in their relations with one another, you can cancel or change the impression of the Convention's provisions, except for those conditions, which are intended for article 8, paragraph 3, and article 13, paragraph 3 (b) and in paragraph 4. 6. Article 1 of the Convention. in interpreting, must take into account its object and purpose, which are laid down in the preamble, to its international character and to the need to promote uniformity in its application and the observance of good faith in international trade. 2. Questions concerning this Convention adjustable questions not directly addressed in it, must be resolved in accordance with the General principles on which it is based or, in the absence of such principles, in accordance with the case law, which is applied in accordance with international private law. Chapter II rights and obligations of the parties article 7 1 of the lessor (a) the title to equipment must be valid against the tenant representative in the process of bankruptcy and creditors, including creditors who have obtained the right to facilities liens or court decision. (b) of this paragraph under "representative in the process of bankruptcy" means a liquidator, administrator or other person designated to manage the tenant's property in the interests of the creditors. 2. where the applicable law of the lessor, by ownership of the equipment is in effect in relation to the persons referred to in the preceding paragraph only under a public statement, then that right must be valid against that person, only if all the requirements of this regulation. 3. The previous paragraph with the applicable law, understand the law of the country, which at the time referred to in paragraph 1 the person becomes entitled to use the terms referred to in the preceding paragraph, shall: (a) in the case of a registered ship, the State in which the vessel is registered in the name of the owner (this sub-paragraph is not the charterer of the hull is considered to be the owner); (b) under the Chicago 7 December 1944 Convention on international civil aviation, aircraft registered in the case, the State in which the aircraft is registered. (c) another plant which belongs to the category of the equipment, which can be usually move from one country to another, including aircraft engines, in the case of the country in which the parent company of the lessee. (d) in the case of all other equipment, of the country in which the machine. 4. paragraph 2 shall not affect any other provisions of the agreement under which the lessor's rights are required on the plant. 5. This article shall not affect any other creditor's priority, which is (a) coordinated or uncoordinated right to seize the debtor's property or rights to the equipment as collateral, consequential otherwise than from the right to facilities liens or court decision; or (b) arrest, detention or placement rights specifically granted for vessels or aircraft in accordance with the law, which is applied to the rule of private international law. 1. Article 8 (a) except as otherwise provided for in the Convention or the fixed leasing contract, the lessor does not accept any liability for tenant installations, except for the iznomātaj, if the lessee has suffered losses, relying on the expertise of the lessor and rating, and if any are incurred as a result of the intervention of the lessor, selecting suppliers or equipment after their characteristics. (b) in its capacity as lessor the lessor is not liable to third parties for death, personal injury or property damage caused by the equipment. (c) the above provisions of this paragraph shall not apply to the liability of the lessor, which is in any other capacity, for example, the owner's status. 2. The lessor warrants that lessee full possession of the property will not be interfered with the activities of the person, which in the past has been the ownership or right to it, or which require the previous ownership or the right and authority of the Court works, unless such ownership, right or claim resulting from the actions or negligence of the lessee. 3. The parties may cancel or change the conditions of the previous paragraph, the activity as far as the earlier rights, ownership, or claim resulting from the intentional or grossly lessor negligent act or omission. 4. paragraphs 2 and 3 shall not affect the conditions any more full possession of the property of the lessor to provide the guarantee, if it is determined in accordance with the law, which stems from the application of private international law. 1. Article 9 the lessee duly care facilities, will use its reasonable manner and will keep them in the State in which they were delivered, taking into account the normal wear resulting from the operation of the right and the ability to make changes to equipment by agreement of the parties. 2. when the lease contract expires, the lessee must return the equipment to the lessor in the same State, as laid down in the previous paragraph, provided that it does not use the right to buy equipment or continue to lease. 10. Article 1. Supplier's obligation under the supply contract must also extend to the lessee, it as though he were party and contractor equipment to be delivered directly to the lessee. However, the supplier is not responsible for both lessor and lessee of the same damage. 2. None of the provisions of this article do not entitle the tenant to terminate or cancel the delivery contract without lessor's consent. Article 11 rights of the lessee arising from delivery contracts, in accordance with this Convention may not be affected in any of the lessee's pre-approved supply contract changes, provided he has not agreed to such a change. Article 12 1. If the equipment is not delivered or delivered late or not delivered under the supply contract: (a) the lessee has the right to withdraw from the equipment lessor or terminate the leasing contract; and (b) the lessor has the right to pay for not supplying the equipment under a supply contract, it would be as if the lessee agreed to buy equipment from the lessor to the same terms, what are the delivery contract. 2. in the previous paragraph, the rights granted are used in the same way and are lost in such circumstances, even though the lessee would have agreed to buy the equipment from the lessor to the same conditions as are in the supply contract. 3. The lessee shall have the right to withhold the rent payable under the lease agreement until the landlord has been rewarded for not supplying the equipment, which had to be carried out under the supply contract, or when the tenant has lost the right to opt out of the equipment. 4. If the tenant has used the law to end the lease contract, the lessee is entitled to recover the rent or other charges are paid in advance, less a reasonable amount for profits that the lessee has obtained from the equipment. 5. the tenant may not be another claim against the landlord for not supplying the equipment, delayed delivery or non-delivery of appropriate equipment, except if it is the lessor's actions or omissions. 6. Nothing in this article shall affect the tenant's rights against the supplier in accordance with article 10. Article 13 1. Renter's liability in the event of default, the lessor may demand repayment of accumulated unpaid rent together with interest and damages. 2. If the tenant defaults is essential, then, in accordance with paragraph 5 and, if the leasing contract so provides, the landlord may also be required to speed up the payment of rent on the lease payments, or may terminate the leasing contract, and after the termination: (a) recover possession of all equipment; and (b) to recover damages, which would put the situation in which the lessor, it might have been, if the lessee had complied with the lease contract in accordance with its terms. 3. (a) the loan agreement may provide for the manner in which must be calculated in paragraph 2 (b) recoverable in damages. (b) the following conditions must apply between parties, if it does not lead to excessive loss of the amount provided for in paragraph 2 (b) above. Parties may not cancel or change the operation of the provisions of this subparagraph. 4. where a leasing contract is terminated by the lessor, it is not entitled to enforce contract conditions governing payment of the accelerated rent, but that the rent value can be taken into account in calculating damages under paragraph 2 (b) and paragraph 3. Parties may not cancel or change the operation of the provisions of this paragraph. 5. the lessor is not entitled to exercise the right to speed up payment or a right to terminate the contract in accordance with paragraph 2, except when it is not given a notice to the lessee a reasonable opportunity to meet commitments as far as this is possible. 6. The lessor is not entitled to claim damages, which he did by taking reasonable steps could have prevented. Article 14 1 the renter may transfer or otherwise deal with all or any of your rights to the equipment or to do with the rights that it is in accordance with the leasing contract. Such transfer shall exempt the lessor from any of his obligations under the lease agreement and do not modify the essential provisions of the Treaty, not leasing, not its legal regime provided for in this Convention. 2. The tenant may transfer the right to use the equipment or other rights under leasing contracts only with the consent of the lessor, and subject to the rights of third parties. Chapter III final provisions article 15 1. this Convention is open for signature by the diplomatic Conference on the UNIDROIT Convention on international factoring project "and" On international financial leasing "the making of the final meeting and will remain open for signature by all States until 1990 in Ottawa December 31. 2. this Convention is subject to ratification, acceptance or approval by States which have signed it. 3. This Convention shall be open for accession by all States which have not signed this Convention from the date it is open for signature. 4. Ratification, acceptance, approval or accession is effected by submitting an official document depository. 16. Article 1 this Convention shall enter into force on the first day of the month following the expiry of six months after the third instrument of ratification, acceptance, approval or accession. 2. for each State which ratifies, accepts, approves or accedes to this Convention after the third instrument of ratification, acceptance, approval or accession, this Convention shall enter into force for that State on the first day of the month following the expiry of a period of six months from the moment of submission of its instrument of ratification, acceptance, approval or accession. Article 17 this Convention shall not prevail over any agreement which has already been concluded or are closed, in particular it does not affect any liability imposed on any person in accordance with existing treaties or agreements, which provided for the future. Article 18 1. If a Contracting State has two or more territorial units in which different rights apply to the system as regards the matters dealt with in this Convention, the public signing of the instrument of ratification, acceptance, approval or accession, the moment can declare that this Convention is applied to all its territorial units or only to one or more of them and may modify its message, making another statement at any time. 2. The notification shall be communicated to the depositary and shall be clearly indicated to the territorial units to which the Convention is applied. 3. Where, in accordance with the notice, which in accordance with this article, this Convention is applied to one or more territorial units, but not on any national territorial entities and, if the company is located in the country, then for the purposes of this Convention, it is considered that this company is not located in a Contracting State only if it is not located in a territorial unit to which this Convention applies. 4. If a Contracting State shall not be made a notification in accordance with paragraph 1 of this article, the Convention is extended to all territorial units of that State. 19. Article 1 of the two and the number of Contracting States to apply analogous or similar provisions with respect to the matters governed by this Convention, it may at any time notify the non-applicability of the Convention, if these countries on the vendor, lessor and tenant companies. Such notifications may be made jointly or both sides making reciprocal unilateral declarations. 2. a Contracting State with respect to the matters governed by this Convention, the provisions of which are the analogous or similar to one or more States which are not parties to this Convention may at any time notify the non-application of the Convention, if these countries on the vendor, lessor and tenant companies. 3. If the State in respect of which the statement is made in accordance with the preceding paragraph, later becomes a Contracting State, then the notice with the date on which this Convention enters into force in respect of the new Contracting State, such notification, which in accordance with 1. focal points, provided that the new Contracting State joins in such declaration or makes a reciprocal unilateral statement to the Foundation. Article 20 signature of the Contracting State, when ratifying, accepting, approving or acceding to declare that it replaces its internal legislation with article 8, paragraph 3, if the internal law does not allow the lessor to exclude its responsibility for errors or omissions. 21. Article 1 of this Convention in accordance with the notice, the time of signing, must approve the instrument of ratification, acceptance or approval. 2. approval of the notice and the notice is made in written form and must be reported to the official Depositary. 3. the notification shall take effect simultaneously with the entry into force of this Convention in the country concerned. However, the notice for which the official report of the depositary receives after such entry into force, shall enter into force on the first day of the month following the expiry of six months after the date on which it has been received by the depositary. Unilateral statements on a reciprocal basis, in accordance with the article 19, shall enter into force on the first day of the month following the expiry of six months after the date on which the Depositary Government has received the last statement. 4. Any State, which has made a notification in accordance with this Convention may withdraw it at any time by a formal notification in writing addressed to the depositary. The withdrawal shall take effect on the first day of the month following the expiry of six months after the date on which the depositary has received the notification. 5. the notice of revocation, which in accordance with article 19, the following cancellation effective date also any joint or the expiry of the notice in accordance with this article, committed by another State. Article 22 no reservations except those that are specifically for in this Convention. Article 23 of This Convention, applicable solely to the financial leasing transactions, when both the leasing contract and the supply contract is concluded in the two that day, or when this Convention enters into force in respect of States referred to in article 3, paragraph 1 (a), or in relation to a Contracting State or States that referred to paragraph 1 of this article (b). 24. Article 1. Any Contracting State may denounce this Convention at any time after its entry into force, in that country. 2. Denunciation shall take effect when submitting the documents to the depositary. 3. the denunciation shall take effect on the first day of the month following the expiry of six months after the date on which the depositary has received the notification of denunciation. If the notification contains the longer period of entry into force of the denunciation, the denunciation shall take effect upon the expiry of this extended period after the depositary has received such notification. 25. Article 1 of the Convention is passed. storage in the Government of Canada. 2. The Government of Canada: (a) inform all States which have signed or acceded to this Convention and the International Institute for the unification of private law, the President of: (i) each new signature or deposit of instruments of ratification, acceptance, approval or accession and the date when it is made, (ii) any notification made under the 18, 19 and article 20, (iii) each of the notification made pursuant to article 21, paragraph 4 (iv) the date of entry into force of this Convention, (v) the denunciation of this Convention together with the submission filing date and the date of entry into force, (b) transmit certified copies of this Convention to all States which have signed it, all countries which are parties to the Convention and the International Institute for the unification of private law to the President. In witness thereof, the undersigned authorised representatives that are authorised by the Government respectively, have signed this Convention. ADOPTED in Ottawa, one thousand nine hundred and eighty-eighth year of the twenty-eighth day of may, in a single copy, of which the English and French texts are equally authentic.