AGREEMENT BETWEEN JAPAN AND THE REPUBLIC OF SINGAPORE ... · PDF file1 AGREEMENT BETWEEN JAPAN...

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AGREEMENT BETWEEN JAPAN AND THE REPUBLIC OF SINGAPOREFOR A NEW-AGE ECONOMIC PARTNERSHIP

PREAMBLE

Japan and the Republic of Singapore (hereinafterreferred to in this Agreement as “the Parties”),

Conscious of their warm relations and strong economicand political ties, including shared perceptions on variousissues, that have developed through many years of fruitfuland mutually beneficial co-operation;

Recognising that a dynamic and rapidly changing globalenvironment brought about by globalisation andtechnological progress presents many new economic andstrategic challenges and opportunities to the Parties;

Acknowledging that encouraging innovation andcompetition and improving their attractiveness to capitaland human resources can enhance their ability to respond tosuch new challenges and opportunities;

Recognising that the economic partnership of theParties would create larger and new markets, and wouldimprove their economic efficiency and consumer welfare,enhancing the attractiveness and vibrancy of their markets,and expanding trade and investment not only between thembut also in the region;

Reaffirming that such partnership will provide auseful framework for enhanced regulatory co-operationbetween the Parties to meet new challenges posed byemerging market developments and to improve their marketinfrastructure;

Bearing in mind their rights and obligations underother international agreements to which they are parties,in particular those of the Marrakesh Agreement Establishingthe World Trade Organization (hereinafter referred to inthis Agreement as “the WTO Agreement”);

Reaffirming the importance of the multilateral tradingsystem embodied by the World Trade Organization(hereinafter referred to in this Agreement as “the WTO”);

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Recognising the catalytic role which regional andbilateral trade agreements that are consistent with therules of the WTO can play in accelerating global andregional trade and investment liberalisation and rule-making;

Realising that enhancing economic ties between theParties would strengthen Japan’s involvement in SoutheastAsia;

Observing in particular that such ties would helpcatalyse trade and investment liberalisation in Asia-Pacific;

Convinced that stronger economic linkages between themwould provide greater opportunities, larger economies ofscale and a more predictable environment for economicactivities not only for Japanese and Singapore businessesbut also for other businesses in Asia;

Determined to create a legal framework for an economicpartnership between the Parties;

HAVE AGREED as follows:

CHAPTER 1GENERAL PROVISIONS

Article 1Objectives

The objectives of this Agreement are:

(a) to facilitate, promote, liberalise and provide astable and predictable environment for economicactivity between the Parties through such meansas:

(i) reducing or eliminating customs duties andother barriers to trade in goods between theParties;

(ii) improving customs clearance procedures witha view to facilitating bilateral trade ingoods;

(iii) promoting paperless trading between theParties;

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(iv) facilitating the mutual recognition of theresults of conformity assessment proceduresfor products or processes;

(v) removing barriers to trade in servicesbetween the Parties;

(vi) mutually enhancing investment opportunitiesand strengthening protection for investorsand investments;

(vii) easing the movement of business peopleincluding professionals;

(viii) developing co-operation between the Partiesin the field of intellectual property;

(ix) enhancing opportunities in the governmentprocurement market; and

(x) encouraging effective control of andpromoting co-operation in the field of anti-competitive activities; and

(b) to establish a co-operative framework for furtherstrengthening the economic relations between theParties through such means as:

(i) promoting regulatory co-operation in thefield of financial services, facilitatingdevelopment of financial markets, includingcapital markets in the Parties and in Asia,and improving the financial marketinfrastructure of the Parties;

(ii) promoting the development and use ofinformation and communications technology(hereinafter referred to in this Agreementas “ICT”) and ICT-related services;

(iii) developing and encouraging co-operation inthe field of science and technology;

(iv) developing and encouraging co-operation inthe field of human resource development;

(v) promoting trade and investment activities ofprivate enterprises of the Parties throughfacilitating their exchanges andcollaboration;

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(vi) promoting, particularly, trade andinvestment activities of small and mediumenterprises of the Parties throughfacilitating their close co-operation;

(vii) developing and encouraging co-operation inthe field of broadcasting; and

(viii) promoting and developing tourism in theParties.

Article 2Transparency

1. Each Party shall promptly make public, or otherwisemake publicly available, its laws, regulations,administrative procedures and administrative rulings andjudicial decisions of general application as well asinternational agreements which pertain to or affect theoperation of this Agreement.

2. Each Party shall, upon request by the other Party,promptly respond to specific questions from, and provideinformation to, the other Party with respect to mattersreferred to in paragraph 1 above.

Article 3Confidential Information

1. Nothing in this Agreement shall be construed torequire a Party to provide confidential information, thedisclosure of which would impede law enforcement, orotherwise be contrary to the public interest, or whichwould prejudice legitimate commercial interests ofparticular enterprises, public or private.

2. Nothing in this Agreement shall be construed torequire a Party to provide information relating to theaffairs and accounts of customers of financial institutions.

3. Each Party shall, in accordance with its laws andregulations, maintain the confidentiality of informationprovided in confidence by the other Party pursuant to thisAgreement, including business-confidential information.

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Article 4Security and General Exceptions

1. Nothing in this Agreement shall be construed:

(a) to require a Party to furnish any information thedisclosure of which it considers contrary to itsessential security interests;

(b) to prevent a Party from taking any action whichit considers necessary for the protection of itsessential security interests:

(i) relating to fissionable and fusionablematerials or the materials from which theyare derived;

(ii) relating to the traffic in arms, ammunitionand implements of war and to such traffic inother goods and materials as is carried ondirectly or indirectly for the purpose ofsupplying a military establishment;

(iii) relating to the supply of services ascarried out directly or indirectly for thepurpose of provisioning a militaryestablishment;

(iv) relating to the procurement of arms,ammunition or war materials, or toprocurement indispensable for nationalsecurity or for national defence purposes;or

(v) taken in time of war or other emergencywithin that Party or in internationalrelations; or

(c) to prevent a Party from taking any action inpursuance of its obligations under the UnitedNations Charter for the maintenance ofinternational peace and security.

2. In the application of paragraph 1 above, the relevantinterpretations and operation of the WTO Agreement shall,where appropriate, be taken into account.

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3. Nothing in this Agreement shall be construed toprevent a Party from taking any action necessary to protectcommunications infrastructure of critical importance fromunlawful acts against such infrastructure.

Article 5Taxation

1. Unless otherwise provided for in this Agreement, itsprovisions shall not apply to any taxation measures.

2. Articles 2, 3 and 4 above shall apply to taxationmeasures, to the extent that the provisions of thisAgreement are applicable to such taxation measures.

Article 6Relation to Other Agreements

1. In the event of any inconsistency between thisAgreement and any other agreement to which both Parties areparties, the Parties shall immediately consult with eachother with a view to finding a mutually satisfactorysolution, taking into consideration general principles ofinternational law.

2. For the purposes of this Agreement, references toarticles in the General Agreement on Tariffs and Trade 1994in Annex 1A to the WTO Agreement (hereinafter referred toin this Agreement as “GATT 1994”) include theinterpretative notes, where applicable.

Article 7Implementing Agreement

The Parties shall conclude a separate agreementsetting forth the details and procedures for theimplementation of this Agreement (hereinafter referred toin this Agreement as “the Implementing Agreement”).

Article 8Supervisory Committee

1. A Supervisory Committee shall be established to ensurethe proper implementation of this Agreement, to review theeconomic relationship and partnership between the Parties,and to consider the necessity of amending this Agreementfor furthering its objectives.

2. The functions of the Supervisory Committee shallinclude:

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(a) reviewing the implementation of this Agreement;

(b) discussing any issues concerning trade-relatedand investment-related measures which are ofinterest to the Parties;

(c) encouraging each other to take appropriatemeasures which will lead to significantimprovement of business environment between theParties;

(d) considering and recommending furtherliberalisation and facilitation of trade in goodsand services, and investment;

(e) considering and recommending ways of furtheringthe objectives of this Agreement through moreextensive co-operation; and

(f) considering and recommending, at any time andwhether or not in the context of the generalreview provided for in Article 10, any amendmentto this Agreement or modification to thecommitments herein.

3. Where there are any amendments to the provisions ofthe WTO Agreement on which provisions of this Agreement arebased, the Parties shall, through the Supervisory Committee,consider the possibility of incorporating such amendmentsto this Agreement.

4. The Supervisory Committee:

(a) shall be composed of representatives of theParties;

(b) shall be co-chaired by Ministers or seniorofficials of the Parties as may be delegated bythem for this purpose; and

(c) may establish and delegate responsibilities toworking groups.

5. To promote dialogue between the government, academiaand business communities of the Parties, for the purpose ofdeveloping and enhancing the economic partnership betweenthe Parties, the working groups may, where necessary,invite academics and business persons with the relevantexpertise to participate in the discussions of the workinggroups.

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6. The Supervisory Committee shall convene once a year inregular session alternately in each Party. Specialmeetings of the Supervisory Committee shall also convene,within 30 days, at the request of either Party.

Article 9Communications

Each Party shall designate a contact point tofacilitate communications between the Parties on any matterrelating to this Agreement.

Article 10General Review

The Parties shall undertake a general review of theoperation of this Agreement in 2007 and every five yearsthereafter.

CHAPTER 2TRADE IN GOODS

Article 11Definitions under Chapter 2

For the purposes of this Chapter:

(a) the term “originating goods of the other Party”means goods of the other Party which are treatedas originating goods in accordance with Chapter3;

(b) the term “other duties or charges” means thoseprovided for in sub-paragraph (b) of paragraph 1of Article II of GATT 1994;

(c) the term “customs value of goods” means the valueof goods for the purposes of levying ad valoremcustoms duties on imported goods;

(d) the term “transition period” means the period of10 years immediately following the entry intoforce of this Agreement;

(e) the term “serious injury” means a significantoverall impairment in the position of a domesticindustry;

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(f) the term “threat of serious injury” means seriousinjury that, on the basis of facts and not merelyon allegation, conjecture or remote possibility,is clearly imminent; and

(g) the term “domestic industry” means the producersas a whole of the like or directly competitivegood operating in the territory of a Party, orthose whose collective output of the like ordirectly competitive good constitutes a majorproportion of the total domestic production ofthe good.

Article 12Classification of Goods

The classification of goods in trade between theParties shall be in conformity with the HarmonizedCommodity Description and Coding System (hereinafterreferred to in this Agreement as “the Harmonized System”).

Article 13National Treatment under Chapter 2

Each Party shall accord national treatment to thegoods of the other Party in accordance with Article III ofGATT 1994.

Article 14Elimination of Customs Duties

1. Each Party shall eliminate its customs duties on goodsof the other Party in accordance with its Schedule in AnnexI. The preferential tariff treatment shall be accordedonly to originating goods of the other Party whoseimportation meets the consignment criteria provided for inArticle 27.

2. On the request of either Party, the Parties shallconsult to consider:

(a) accelerating the elimination of customs duties ongoods as set out in the Schedules in Annex I; or

(b) scheduling the elimination of customs duties ongoods that are not yet set out in the Schedulesin Annex I.

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3. Any agreement for the further liberalisation of tradein goods reached as a result of consultations pursuant toparagraph 2 above shall be reflected in Annex I.

4. Each Party shall eliminate other duties or charges ofany kind imposed on or in connection with the importationof goods of the other Party, if any. Neither Party shallincrease or introduce other duties or charges of any kindimposed on or in connection with the importation of goodsof the other Party.

5. Nothing in this Article shall prevent a Party fromimposing, at any time, on the importation of any goods ofthe other Party:

(a) a charge equivalent to an internal tax imposedconsistently with the provisions of paragraph 2of Article III of GATT 1994 in respect of thelike domestic product or in respect of an articlefrom which the imported product has beenmanufactured or produced in whole or in part;

(b) any anti-dumping or countervailing duty appliedconsistently with the provisions of Article VI ofGATT 1994, the Agreement on Implementation ofArticle VI of the General Agreement on Tariffsand Trade 1994 and the Agreement on Subsidies andCountervailing Measures in Annex 1A to the WTOAgreement; and

(c) fees or other charges commensurate with the costof services rendered.

Article 15Customs Valuation

The Parties shall apply the provisions of Part I ofthe Agreement on Implementation of Article VII of theGeneral Agreement on Tariffs and Trade 1994 in Annex 1A tothe WTO Agreement (hereinafter referred to in thisAgreement as “the Agreement on Customs Valuation”) for thepurposes of determining the customs value of goods tradedbetween the Parties.

Article 16Export Duties

Neither Party shall adopt or maintain any duties ongoods exported from its territory into the territory of theother Party.

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Article 17Non-tariff Measures

Each Party shall:

(a) not institute or maintain any non-tariff measureson the importation of any good of the other Partyor on the exportation or sale for export of anygood destined for the territory of the otherParty which are inconsistent with its obligationsunder the WTO Agreement; and

(b) ensure the transparency of its non-tariffmeasures permitted under paragraph (a) above andtheir full compliance with its obligations underthe WTO Agreement with a view to minimisingpossible distortion to trade to the maximumextent possible.

Article 18Emergency Measures

1. Subject to the provisions of this Article, each Partymay, only during the transition period and to the minimumextent necessary to prevent or remedy the injury and tofacilitate adjustment:

(a) suspend the further reduction of any rate ofcustoms duty on the good provided for in thisChapter; or

(b) increase the rate of customs duty on the good toa level not to exceed the lesser of:

(i) the most-favoured-nation applied rate ofcustoms duty in effect at the time when themeasure set out in this paragraph is taken;and

(ii) the most-favoured-nation applied rate ofcustoms duty in effect on the dayimmediately preceding the date of entry intoforce of this Agreement;

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if an originating good of the other Party, which isaccorded the preferential tariff treatment provided for inArticle 14, as a result of the reduction or elimination ofa customs duty, is being imported into the territory of theformer Party in such increased quantities, in absoluteterms, and under such conditions that the imports of thatoriginating good alone constitute a substantial cause ofserious injury, or threat thereof, to a domestic industryof the former Party.

2. A Party may take a measure set out in paragraph 1above only after an investigation has been carried out bythe competent authorities of that Party in accordance withthe same procedures as those provided for in Article 3 andparagraph 2 of Article 4 of the Agreement on Safeguards inAnnex 1A to the WTO Agreement (hereinafter referred to inthis Chapter as “the Agreement on Safeguards”). Theinvestigation shall in all cases be completed within oneyear following its date of institution.

3. The following conditions and limitations shall applyto the taking of a measure pursuant to paragraph 1 of thisArticle:

(a) a Party shall immediately deliver a writtennotice to the other Party upon:

(i) initiating an investigatory process relatingto serious injury, or threat thereof, andthe reasons for it;

(ii) making a finding of serious injury, orthreat thereof, caused by increased imports;and

(iii) taking a decision to apply such a measure;

(b) in making the notification referred to in sub-paragraph (a) above, the Party proposing to applya measure shall provide the other Party with allpertinent information, which shall includeevidence of serious injury or threat thereofcaused by the increased imports, a precisedescription of the good involved and the proposedmeasure, the proposed date of introduction of themeasure and its expected duration;

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(c) a Party proposing to apply a measure shallprovide adequate opportunity for priorconsultations with the other Party with a view toreviewing the information arising from theinvestigation, exchanging views on the measureand reaching an agreement on compensation set outin paragraph 4 below. The Parties shall, in suchconsultations, review, inter alia, theinformation provided pursuant to sub-paragraph(b) above, to determine:

(i) whether the provisions of this Article havebeen complied with;

(ii) whether any proposed measure should betaken; and

(iii) whether any proposed measure would operateso as to constitute an unnecessary obstacleto trade between the Parties;

(d) no measure shall be maintained except to theextent and for such time as may be necessary toprevent or remedy serious injury and tofacilitate adjustment provided that such timeshall not exceed a period of one year. In veryexceptional circumstances, after the priorconsultations referred to in sub-paragraph (c)above, a measure may be maintained for up to atotal maximum period of three years. A Partytaking such measure shall present to the otherParty a schedule leading to its progressiveelimination;

(e) no measure shall be applied again to the importof a particular originating good which has beensubject to the measure during the transitionperiod; and

(f) upon the termination of the measure, the rate ofcustoms duty shall be the rate which would havebeen in effect but for the measure.

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4. A Party proposing to apply a measure set out inparagraph 1 of this Article shall provide to the otherParty mutually agreed adequate means of trade compensationin the form of concessions of customs duties whose levelsare substantially equivalent to the value of the additionalduties expected to result from the measure. If the Partiesare unable to agree on the compensation within 30 days ofthe commencement of the consultations pursuant to sub-paragraph (c) of paragraph 3 above, the Party against whoseoriginating good the measure is taken shall be free tosuspend the application of concessions of customs dutiesunder this Agreement, which are substantially equivalent tothe measure applied under paragraph 1 of this Article. TheParty exercising the right of suspension may suspend theapplication of concessions of customs duties only for theminimum period necessary to achieve the substantiallyequivalent effects.

5. Nothing in this Chapter shall prevent a Party fromapplying safeguard measures to a good being imported tothat Party irrespective of its source, including such agood being imported from the other Party, unless suchmeasures are inconsistent with Article XIX of GATT 1994 andthe Agreement on Safeguards.

6. Each Party shall ensure the consistent, impartial andreasonable administration of its laws, regulations anddecisions governing proceedings of the measure.

7. Each Party shall, to the extent provided by its lawsand regulations, maintain judicial tribunals or proceduresfor the purpose of the prompt review of administrativeactions relating to measures set out in paragraph 1 of thisArticle. Such tribunals or procedures shall be independentof the authorities responsible for the determination of themeasure in question.

8. Each Party shall adopt or maintain equitable, timely,transparent and effective procedures relating to themeasure.

Article 19General Exceptions under Chapter 2

1. Subject to the requirement that such measures are notapplied in a manner which would constitute a means ofarbitrary or unjustifiable discrimination against the otherParty, or a disguised restriction on trade in goods betweenthe Parties, nothing in this Chapter shall be construed toprevent the adoption or enforcement by either Party ofmeasures:

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(a) necessary to protect public morals;

(b) necessary to protect human, animal or plant lifeor health;

(c) relating to the importation or exportation ofgold or silver;

(d) necessary to secure compliance with laws orregulations which are not inconsistent with theprovisions of GATT 1994, including those relatingto customs enforcement, the enforcement ofmonopolies operated under paragraph 4 of ArticleII and Article XVII of GATT 1994, the protectionof patents, trade marks and copyrights, and theprevention of deceptive practices;

(e) relating to the products of prison labour;

(f) imposed for the protection of national treasuresof artistic, historic or archaeological value;

(g) relating to the conservation of exhaustiblenatural resources if such measures are madeeffective in conjunction with restrictions ondomestic production or consumption;

(h) undertaken in pursuance of obligations under anyinter-governmental commodity agreement whichconforms to criteria submitted to the members ofthe WTO and not disapproved by them or which isitself so submitted and not so disapproved;

(i) involving restrictions on exports of domesticmaterials necessary to ensure essentialquantities of such materials to a domesticprocessing industry during periods when thedomestic price of such materials is held belowthe world price as part of a governmentalstabilisation plan; provided that suchrestrictions shall not operate to increase theexports of or the protection afforded to suchdomestic industry, and shall not depart from theprovisions of GATT 1994 relating to non-discrimination; and

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(j) essential to the acquisition or distribution ofproducts in general or local short supply;provided that any such measures shall beconsistent with the principle that all members ofthe WTO are entitled to an equitable share of theinternational supply of such products, and thatany such measures, which are inconsistent withthe other provisions of this Agreement shall bediscontinued as soon as the conditions givingrise to them have ceased to exist.


Article 20Restrictions to Safeguard the Balance of Payments

under Chapter 2

Nothing in this Chapter shall be construed to preventa Party from taking any measure for balance-of-paymentspurposes. A Party taking such measure shall do so inaccordance with the conditions established under ArticleXII of GATT 1994 and the Understanding on the Balance-of-Payments Provisions of the General Agreement on Tariffs andTrade 1994 in Annex 1A to the WTO Agreement.

Article 21Miscellaneous Provisions under Chapter 2

1. In fulfilling its obligations under this Chapter, eachParty shall take such reasonable measures as may beavailable to it to ensure the observance of the provisionsof this Chapter by local governments within its territory.

2. If a Party has entered into an international agreementon trade in goods with a non-Party, or enters into such anagreement after this Agreement comes into force, it shallfavourably consider according to goods originating in ordestined for the territory of the other Party, treatment noless favourable than the treatment which it accords to likegoods originating in or destined for the territory of thatnon-Party pursuant to such an agreement.

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CHAPTER 3RULES OF ORIGIN



(a) the term “material” includes ingredients, parts,components, subassemblies and goods that werephysically incorporated into another good or weresubject to a process in the production of anothergood;

(b) the term “non-originating material” means amaterial whose country of origin, as determinedunder this Chapter, is not the same country asthe country in which that material is used inproduction; and

(c) the term “production” means methods of obtaininggoods including manufacturing, producing,assembling, processing, raising, growing,breeding, mining, extracting, harvesting, fishing,trapping, gathering, collecting, hunting andcapturing.

Article 23Originating Goods

1. For the purposes of this Agreement, goods whollyobtained or produced entirely in a Party shall be treatedas originating goods of that Party. The following goodsshall be considered as being wholly obtained or producedentirely in a Party:

(a) live animals born and raised in the territory ofthat Party;

(b) animals obtained by hunting, trapping, fishing,gathering or capturing in the territory of thatParty;

(c) goods obtained from live animals in the territoryof that Party;

(d) plants and plant products harvested, picked orgathered in the territory of that Party;

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(e) minerals and other naturally occurring substances,not included in sub-paragraphs (a) through (d)above, extracted or taken in the territory ofthat Party;

(f) goods of sea-fishing and other goods taken fromthe sea, outside the territorial sea of thatParty, by vessels that are entitled to fly theflag of that Party;

(g) goods obtained or produced on board factory ships,outside the territorial sea of that Party, thatare entitled to fly the flag of that Party,provided that these goods are manufactured fromgoods referred to in sub-paragraph (f) above;

(h) goods taken from the sea bed or subsoil beneaththe sea bed outside the territorial sea of thatParty, in accordance with the provisions of theUnited Nations Convention on the Law of the Sea;

(i) articles collected in the territory of that Partywhich can no longer perform their originalpurpose in its territory nor are capable of beingrestored or repaired and which are fit only fordisposal or for the recovery of parts or rawmaterials;

(j) scrap and waste derived from manufacturing orprocessing operations or from consumption in theterritory of that Party and fit only for disposalor for the recovery of raw materials;

(k) parts or raw materials recovered in the territoryof that Party from articles which can no longerperform their original purpose nor are capable ofbeing restored or repaired; and

(l) goods obtained or produced in the territory ofthat Party solely from goods referred to in sub-paragraphs (a) through (k) above.

2. For the purposes of this Agreement, goods which haveundergone sufficient transformation in a Party shall betreated as originating goods of that Party. Goods whichsatisfy the product-specific rules provided for in Annex IIA shall be considered as goods to which sufficienttransformation has been carried out in a Party.

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3. Product-specific rules requiring that the materialsused undergo a change in tariff classification or aspecific manufacturing or processing operation shall applyonly to non-originating materials.

4. (a) Product-specific rules using the value-addedmethod require that:

(i) the qualifying value content of the good,determined in accordance with sub-paragraph(b) below and Article 24 below, is not lessthan the percentage specified by the rulefor the good in Annex II A; and

(ii) the good has undergone its last productionor operation which satisfies the requirementof sub-paragraph (i) above in the territoryof either Party.

(b) For the purpose of calculating the qualifyingvalue content of a good pursuant to sub-paragraph(a) above, the following formula shall beapplied:

F.O.B. – N.Q.M.Q.V.C. = x 100

F.O.B.Where:

Q.V.C. is the qualifying value content of agood, expressed as a percentage;

F.O.B. is the free-on-board value of a goodpayable by the buyer to the seller,regardless of the mode of shipment, notincluding any internal excise taxes reduced,exempted, or repaid when the good isexported; and

N.Q.M. is the non-qualifying value ofmaterials used by the producer in theproduction of the good, calculated inaccordance with sub-paragraph (c) below.

(c) For the purpose of calculating the non-qualifyingvalue of materials pursuant to sub-paragraph (b)above, the following formula shall be applied:

N.Q.M. = T.V.M. - Q.V.M.

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Where:

T.V.M. is the total value of materials; and

Q.V.M. is the qualifying value of materials.

5. For the purpose of sub-paragraph (c) of paragraph 4above:

(a) the qualifying value of materials shall be:

(i) the total value of the material if thematerial satisfies the requirements of sub-paragraph (b) below; or

(ii) the value of the material that can beattributed to one or both of the Parties ifthe material does not satisfy therequirements of sub-paragraph (b) below; and

(b) for the purpose of sub-paragraph (a) above, amaterial shall be considered to have satisfiedthe requirements of this sub-paragraph if:

(i) the content of the value of the materialthat can be attributed to one or both of theParties is not less than 60 per cent of thetotal value of the material; and

(ii) the material has undergone its lastproduction or operation in the territory ofeither Party.

6. The value of a material used in the production of agood in a Party shall be the CIF value and shall bedetermined in accordance with the Agreement on CustomsValuation, or, if this is not known and cannot beascertained, the first ascertainable price paid for thematerial in the Party.

7. A material used in the production of a good, for whichno product-specific rule is provided for in Annex II A:

(a) shall not be deemed a non-originating material ifthe material satisfies the same product-specificrule, specified for the good in Annex II A,requiring a change in tariff classification or aspecific manufacturing or processing operation;or

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(b) shall be deemed a qualifying material if thematerial satisfies the same product-specific rule,specified for the good in Annex II A, using thevalue-added method.

Article 24Accumulation

1. For the purpose of determining whether a good is anoriginating good of the other Party, either Party shallconsider the production in its territory as that in theterritory of the other Party, where such good is producedin the territory or territories of one or both Parties.

2. The production of a Party includes the production atdifferent stages undertaken by one or more producerslocated in its territory.

Article 25De Minimis

For the application of the product-specific rulesprovided for in Annex II A, non-originating materials whichdo not satisfy the rules shall be disregarded, providedthat the totality of such materials does not exceedspecific percentages in value, weight or volume of the good,as provided for in each chapter of Annex II A.

Article 26Insufficient Operations

1. The following operations or processes shall not beconsidered as the sufficient transformation provided for inparagraph 2 of Article 23:

(a) operations to ensure the preservation of productsin good condition during transport and storage(such as drying, freezing, keeping in brine) andother similar operations;

(b) changes of packaging and breaking up and assemblyof packages;

(c) affixing marks, labels and other likedistinguishing signs on products or theirpackaging;

(d) disassembly;

(e) placing in bottles, cases, boxes and other simplepackaging operations;

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(f) simple cutting;

(g) simple mixing;

(h) simple assembly of parts to constitute a completeproduct;

(i) simple making-up of sets of articles; and

(j) a combination of two or more operations referredto in sub-paragraphs (a) through (i) above.

2. A Party shall not exclude the value added through anyof the operations or processes provided for in paragraph 1above in calculating the qualifying value content of a good.

3. An originating good shall not lose its originatingcondition merely because it undergoes, outside theterritory of either of the Parties, any of the operationsprovided for in paragraph 1 of this Article.

Article 27Consignment Criteria

The originating goods of the other Party shall bedeemed to meet the consignment criteria when they are:

(a) transported directly from the territory of theother Party; or

(b) transported through the territory or territoriesof one or more non-Parties for the purpose oftransit or temporary storing in warehouses insuch territory or territories, provided that theydo not undergo operations other than unloading,reloading or operations to preserve them in goodcondition.

Article 28Unassembled or Disassembled Goods

A good that is imported into the territory of eitherParty in an unassembled or disassembled form but isclassified as an assembled good pursuant to the provisionsof sub-paragraph (a) of paragraph 2 of the General Rule forthe Interpretation of the Harmonized System shall beconsidered as an originating good, if the good meets therequirements of the relevant provisions of Articles 23through 26.

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Article 29Claim for Preferential Tariff Treatment

1. The importing Party may require a certificate oforigin for an originating good of the other Party fromimporters who claim the preferential tariff treatmentprovided for in paragraph 1 of Article 14 for the good.

2. Notwithstanding paragraph 1 above, the importing Partyshall not require a certificate of origin from importersfor:

(a) an importation of a consignment of a good whoseaggregate customs value does not exceedJPY200,000 or its equivalent amount; or

(b) an importation of a good into its territory, forwhich the importing Party has waived therequirement for a certification of origin.

3. Where originating goods are imported through theterritory or territories of one or more non-Parties, theimporting Party may request importers, who claim thepreferential tariff treatment provided for in paragraph 1of Article 14 for the goods, to submit a copy of throughbill of lading, or a certificate or any other informationgiven by the customs administration of such non-Parties orother relevant entities, which evidences that they do notundergo operation other than unloading, reloading oroperations to preserve them in good condition in suchterritory or territories.

Article 30Denial of Preferential Tariff Treatment

The importing Party may deny preferential tarifftreatment to a good for which an importer in its territoryclaims preferential tariff treatment where the good doesnot meet the requirements of this Chapter or where theimporter fails to comply with any of the relevantrequirements of this Chapter.

Article 31Certificate of Origin

1. The certificate of origin referred to in paragraph 1of Article 29 shall be that issued by the certificationbodies designated by the exporting Party.

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2. Such certificate of origin shall include minimum dataspecified in Annex II B.

3. The issued certificate of origin shall be valid for 12months from the date of issue.

Article 32Advance Rulings

1. The importing Party shall, prior to the importation ofa good into its territory, issue a written advance rulingin accordance with its laws and regulations as to whetherthe good qualifies as an originating good to importers ofthe good or their agents and exporters of the good or theiragents, where a written application is made with all thenecessary information and the Party has no reasonablegrounds to deny the issuance. The importing Party shallendeavour to issue such advance ruling regarding the originof the good within 30 days of receipt of all the necessarydocuments for the advance ruling.

2. The importing Party shall respect the issued rulingwith regard to importation into its territory of the goodfor which the ruling was issued for a period of three yearsfrom the date of issuance of the advance ruling.

3. The importing Party may modify or revoke the issuedruling:

(a) if the ruling was based on an error of fact;

(b) if there is a change in the material facts orcircumstances on which the ruling was based; or

(c) to conform with an amendment to this Agreement.

Article 33Assistance for Checking of Certificate of Origin

The importing Party may, within three years after theimportation of the good, request the exporting Party toassist to check the authenticity or accuracy of thecertificate of origin. Where such request has been made,the exporting Party shall endeavour to take necessarymeasures to provide the assistance requested.

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Article 34Joint Committee on Rules of Origin

For the purposes of effective implementation of thisChapter, a Joint Committee on Rules of Origin (hereinafterreferred to in this Article as “the Committee”) shall beestablished. The functions of the Committee shall be:

(a) to consult regularly to ensure the effectiveimplementation of the provisions in this Chapter;

(b) to discuss necessary amendments of the provisionsof this Chapter, including Annex II A, takinginto account developments in production processesor other matters (including the recommendedamendments to the Harmonized System);

(c) to submit the recommendation on the amendments tothe Supervisory Committee; and

(d) to discuss any issues concerning rules of origin.

CHAPTER 4CUSTOMS PROCEDURES

Article 35Scope of Chapter 4

This Chapter shall apply to customs proceduresrequired for the clearance of goods traded between theParties.

Article 36Customs Clearance

For prompt customs clearance of goods traded betweenthe Parties, each Party shall:

(a) make use of information and communicationstechnology;

(b) simplify its customs procedures; and

(c) make its customs procedures conform, as far aspossible, to relevant international standards andrecommended practices such as those made underthe auspices of the Customs Co-operation Council.

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Article 37Temporary Admission and Goods in Transit

1. Each Party shall continue to facilitate the proceduresfor the temporary admission of goods traded between theParties in accordance with the Customs Convention on theA.T.A. Carnet for the Temporary Admission of Goods(hereinafter referred to in this Article as “the A.T.A.Convention”).

2. Each Party shall continue to facilitate customsclearance of goods in transit from or to the territory ofthe other Party.

3. The Parties shall endeavour to promote, throughseminars and courses, the use of A.T.A. carnets pursuant tothe A.T.A. Convention for the temporary admission of goodsand the facilitation of customs clearance of goods intransit in non-Parties.

4. For the purposes of this Article, the term “temporaryadmission” means customs procedures under which certaingoods may be brought into a customs territory conditionally,relieved totally or partially from the payment of customsduties. Such goods shall be imported for a specificpurpose, and shall be intended for re-exportation within aspecified period and without having undergone any changeexcept normal depreciation due to the use made of them.

Article 38Exchange of Information under Chapter 4

The Parties shall exchange information as provided forin the Implementing Agreement with respect to theimplementation of this Chapter. Article 3 shall not applyto such exchange of information.

Article 39Joint Committee on Customs Procedures

1. For the purposes of effective implementation of thisChapter, a Joint Committee on Customs Procedures(hereinafter referred to in this Article as “theCommittee”) shall be established. The functions of theCommittee shall be:

(a) reviewing and discussing the implementation andoperation of this Chapter; and

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(b) identifying and recommending to the SupervisoryCommittee areas to be improved for facilitatingtrade between the Parties.

2. The composition of the Committee shall be specified inthe Implementing Agreement.

CHAPTER 5PAPERLESS TRADING

Article 40Co-operation

on Paperless Trading between the Parties

The Parties, recognising that trading using electronicfiling and transfer of trade-related information andelectronic versions of documents such as bills of lading,invoices, letters of credit and insurance certificates, asan alternative to paper-based methods (hereinafter referredto in this Chapter as “paperless trading”), willsignificantly enhance the efficiency of trade throughreduction of cost and time, shall co-operate with a view torealising and promoting paperless trading between them.

Article 41Exchange of Views and Information

The Parties shall exchange views and information onrealising, promoting and developments in paperless trading.


on Paperless Trading between Private Entities

The Parties shall encourage co-operation between theirrelevant private entities engaging in activities related topaperless trading. Such co-operation may include thesetting up and operation by such private entities offacilities (hereinafter referred to in this Chapter as “theFacilities”) to provide efficient and secured flow ofelectronic trade-related information and electronicversions of relevant documents between enterprises of theParties.

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Article 43Review of Realisation of Paperless Trading

The Parties shall review as soon as possible, and inany case, not later than 2004, how to realise paperlesstrading in which electronic trade-related information andelectronic versions of relevant documents exchanged betweenenterprises of the Parties through the Facilities may beused as supporting documents by the trade regulatory bodiesof the respective Parties.

Article 44Joint Committee on Paperless Trading

1. For the purposes of effective implementation of thisChapter, a Joint Committee on Paperless Trading(hereinafter referred to in this Article as “theCommittee”) shall be established. The functions of theCommittee shall be:

(a) reviewing and discussing issues concerning theeffective implementation of this Chapter;

(b) exchanging views and information on paperlesstrading; and

(c) discussing other issues relating to paperlesstrading.


CHAPTER 6MUTUAL RECOGNITION


1. For the purposes of this Chapter:

(a) the term “conformity assessment procedure” meansany procedure to determine, directly orindirectly, whether products or processes fulfilrelevant technical requirements set out in theapplicable laws, regulations and administrativeprovisions of a Party;

(b) the term “conformity assessment body” means abody which conducts conformity assessmentprocedure, and the term “registered conformityassessment body” means the conformity assessmentbody registered pursuant to Article 53;

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(c) the term “designation” means the designation ofconformity assessment bodies by a DesignatingAuthority of a Party pursuant to the applicablelaws, regulations and administrative provisionsof that Party;

(d) the term “Designating Authority” means anauthority of a Party with the power to designate,monitor, withdraw the designation of, suspend thedesignation of, and withdraw the suspension ofthe designation of the conformity assessmentbodies in its territory that conduct conformityassessment procedures based upon requirements setout in the applicable laws, regulations andadministrative provisions of the other Party;

(e) the term “criteria for designation” means thecriteria which conformity assessment bodies of aParty are required to fulfil in order to bedesignated by the Designating Authority of thatParty, and other relevant conditions whichdesignated conformity assessment bodies arerequired to continuously fulfil after thedesignation, as set out in the applicable laws,regulations and administrative provisions of theother Party specified in the relevant SectoralAnnex; and

(f) the term “verification” means an action to verifyin the territories of the Parties, by such meansas audits or inspections, compliance with thecriteria for designation by a conformityassessment body.

2. Any term used in this Chapter, unless otherwisedefined herein, has the meaning assigned to it in theISO/IEC Guide 2: 1996 Edition, “Standardisation andrelated activities – General vocabulary”.

Article 46General Obligations

Each Party shall accept, in accordance with theprovisions of this Chapter, the results of conformityassessment procedures required by the applicable laws,regulations and administrative provisions of that Partyspecified in the relevant Sectoral Annex, includingcertificates and marks of conformity, that are conducted bythe registered conformity assessment bodies of the otherParty.

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1. This Chapter applies to designation of conformityassessment bodies and conformity assessment procedures forproducts or processes covered by its Sectoral Annexes.Sectoral Annexes may consist of Part A and Part B.Sectoral Annexes are attached to this Agreement as AnnexIII.

2. Part A of Sectoral Annexes shall include, inter alia,provisions on scope and coverage.

3. Part B of Sectoral Annexes shall set out the followingmatters:

(a) the applicable laws, regulations andadministrative provisions of each Partyconcerning the scope and coverage;

(b) the applicable laws, regulations andadministrative provisions of each Partystipulating the requirements covered by thisChapter, all the conformity assessment procedurescovered by this Chapter to satisfy suchrequirements and the criteria for designation ofconformity assessment bodies; and

(c) the list of Designating Authorities.

Article 48Designating Authorities

Each Party shall ensure that Designating Authoritieshave the necessary power to designate, monitor (includingverification), withdraw the designation of, suspend thedesignation of and withdraw the suspension of thedesignation of the conformity assessment bodies thatconduct conformity assessment procedures based upon therequirements set out in the applicable laws, regulationsand administrative provisions of the other Party specifiedin the relevant Sectoral Annex.

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Article 49Verification and Monitoring

of Conformity Assessment Bodies

1. Each Party shall ensure, through appropriate meanssuch as audits, inspections or monitoring, that theregistered conformity assessment bodies fulfil the criteriafor designation set out in the applicable laws, regulationsand administrative provisions of the other Party specifiedin the relevant Sectoral Annex. When applying the criteriafor designation of the conformity assessment bodies,Designating Authorities of a Party should take into accountthe bodies’ understanding of and experience relevant to therequirements set out in the applicable laws, regulationsand administrative provisions of the other Party.

2. Each Party may request the other Party, by indicatingin writing a reasoned doubt on whether a registeredconformity assessment body complies with the criteria fordesignation set out in the applicable laws, regulations andadministrative provisions specified in the relevantSectoral Annex, to conduct verification of the conformityassessment body in accordance with the laws, regulationsand administrative provisions of that other Party.

3. Each Party may, upon request, participate as anobserver in the verification of conformity assessmentbodies conducted by the Designating Authorities of theother Party, with the prior consent of such conformityassessment bodies, in order to maintain a continuingunderstanding of that other Party’s procedures forverification.

4. The Parties shall, in accordance with the proceduresto be determined by the Joint Committee on MutualRecognition (hereinafter referred to in this Chapter as“the Committee”) to be established pursuant to Article 52,exchange information on methods, including accreditationsystems, used to designate the conformity assessment bodiesand to ensure that the registered conformity assessmentbodies fulfil the criteria for designation.

5. Each Party should encourage its registered conformityassessment bodies to co-operate with the conformityassessment bodies of the other Party.

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Article 50Suspension of Designation

1. In case of suspension of the designation of aregistered conformity assessment body, the Party whoseDesignating Authority has suspended the designation shallimmediately notify the other Party and the Committee tothat effect. The registration of that conformityassessment body shall be suspended from the time of receiptof the notification by the co-chairman of that other Partyon the Committee. The other Party shall accept the resultsof the conformity assessment procedures conducted by thatconformity assessment body prior to the suspension of thedesignation.

2. In case of lifting of the suspension of thedesignation of a registered conformity assessment body, theParty whose Designating Authority has lifted the suspensionof the designation shall immediately notify the other Partyand the Committee to that effect. The suspension of theregistration of that conformity assessment body shall belifted from the time of receipt of the notification by theco-chairman of that other Party on the Committee. Theother Party shall accept the results of the conformityassessment procedures conducted by that conformityassessment body from the time of lifting of the suspensionof the registration.

Article 51Contestation

1. Each Party may contest the compliance with thecriteria for designation set out in the applicable laws,regulations and administrative provisions specified in therelevant Sectoral Annex by a registered conformityassessment body of the other Party. Such contestationshall be notified to the Committee and to that other Partyin writing with an objective explanation of the reason forthe contestation. The Committee shall discuss suchcontestation within 20 days following the date on whichsuch notification is made.

2. Where the Committee decides to conduct a jointverification, it will be conducted in a timely manner bythe Parties with the participation of the DesignatingAuthority that designated the contested conformityassessment body and with the prior consent of theconformity assessment body. The result of such jointverification shall be discussed in the Committee with aview to resolving the issue as soon as possible.

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3. The registration of the contested conformityassessment body shall be suspended 15 days after the dateon which the notification is made or on the date on whichthe Committee decides to suspend the registration,whichever is the sooner. The registration of the contestedconformity assessment body shall remain suspended until theCommittee decides to lift the suspension of theregistration of the conformity assessment body. In theevent of such suspension, the contesting Party shall acceptthe results of conformity assessment procedures conductedby that conformity assessment body prior to the date ofsuspension.

Article 52Joint Committee on Mutual Recognition

1. A Joint Committee on Mutual Recognition (referred toin this Chapter as “the Committee”), made up ofrepresentatives of both Parties, shall be established onthe date of entry into force of this Agreement, as a bodyresponsible for the effective implementation of thisChapter.

2. The Committee shall take decisions and adoptrecommendations by consensus. It shall meet at the requestof either Party under the co-chairmanship of both Parties.The Committee may establish sub-committees and delegatespecific tasks to such sub-committees. It shall adopt itsrules of procedure.

3. The Committee may consider any matter related to theoperation of this Chapter. In particular, it shall beresponsible for and/or decide on:

(a) registration of a conformity assessment body,suspension of registration of a conformityassessment body, lifting of suspension ofregistration of a conformity assessment body, andtermination of registration of a conformityassessment body;

(b) establishment and, unless otherwise decided,publication on a sector-by-sector basis of listsof the registered conformity assessment bodies;

(c) establishment of appropriate modalities ofinformation exchange referred to in this Chapter;and

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(d) appointment of experts from each Party for thejoint verification referred to in paragraph 2 ofArticle 51 above and sub-paragraph (c) ofparagraph 1 of Article 53 below.

4. Without prejudice to Chapter 21, if any problem arisesas to the interpretation or application of this Chapter,the Parties shall, first of all, seek an amicable solutionthrough the Committee.

5. The Committee is responsible for co-ordinating andfacilitating the negotiation of additional Sectoral Annexes.

6. Any decision made by the Committee will be notifiedpromptly in writing to each Party.

7. The Parties shall, through the Committee:

(a) specify and communicate to each other theapplicable articles or annexes contained in thelaws, regulations and administrative provisionsset out in the Sectoral Annexes;

(b) exchange information concerning theimplementation of the applicable laws,regulations and administrative provisionsspecified in the Sectoral Annexes;

(c) notify each other of any scheduled changes in thelaws, regulations and administrative provisionsrelated to this Chapter prior to their entry intoforce; and

(d) notify each other of any scheduled changesconcerning their Designating Authorities and theregistered conformity assessment bodies.

Article 53Registration of Conformity Assessment Bodies

1. The following procedure shall apply to theregistration of a conformity assessment body:

(a) each Party shall make a proposal that aconformity assessment body of that Partydesignated by its Designating Authority beregistered under this Chapter, by presenting itsproposal in writing, supported by necessarydocuments, to the other Party and the Committee;

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(b) the other Party shall consider whether theproposed conformity assessment body complies withthe criteria for designation set out in theapplicable laws, regulations and administrativeprovisions of that other Party specified in therelevant Sectoral Annex and indicate its positionregarding the registration of that conformityassessment body within 90 days from the receiptof the proposal referred to in sub-paragraph (a)above. In such consideration, such other Partyshould assume that the proposed conformityassessment body complies with the aforementionedcriteria. The Committee shall take a decisionwhether to register the proposed conformityassessment body within 90 days from the receiptof the proposal; and

(c) in the event that the Committee cannot decide toregister the proposed conformity assessment body,the Committee may decide to conduct a jointverification or to request the proposing Party toconduct a verification of the proposed body withthe prior consent of such body. After thecompletion of such verification, the Committeemay reconsider the proposal.

2. The proposing Party shall provide the followinginformation in its proposal for registration of aconformity assessment body and keep such information up todate:

(a) the name and address of the conformity assessmentbody;

(b) the products or processes the conformityassessment body is authorised to assess;

(c) the conformity assessment procedures theconformity assessment body is authorised toconduct; and

(d) the designation procedure and necessaryinformation used to determine the compliance ofthe conformity assessment body with the criteriafor designation.

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3. Each Party shall ensure that its Designating Authoritywithdraws the designation of a registered conformityassessment body when the Designating Authority considersthat the conformity assessment body no longer complies withthe criteria for designation set out in the applicable laws,regulations and administrative provisions of the otherParty specified in the relevant Sectoral Annex.

4. Each Party shall propose the termination of theregistration of its conformity assessment body when thatParty considers that the conformity assessment body nolonger complies with the criteria for designation set outin the applicable laws, regulations and administrativeprovisions of the other Party specified in the relevantSectoral Annex, or the Designating Authority of that Partywithdraws the designation of a conformity assessment body.Proposals for terminating the registration of thatconformity assessment body shall be made to the Committeeand the other Party. The registration of that conformityassessment body shall be terminated upon receipt of theproposal by the co-chairman of that other Party on theCommittee, unless otherwise determined by the Committee.

5. In the case of a registration of a new conformityassessment body, the other Party shall accept the resultsof conformity assessment procedures conducted by thatconformity assessment body from the date of theregistration. In the event that the registration of aconformity assessment body is terminated, the other Partyshall accept the results of the conformity assessmentprocedures conducted by that conformity assessment bodyprior to the termination, without prejudice to paragraph 1of Article 50 and paragraph 3 of Article 51.


Nothing in this Chapter shall be construed to limitthe authority of a Party to take measures it considersappropriate, for protecting health, safety or theenvironment or prevention of deceptive practices.

Article 55Miscellaneous Provisions under Chapter 6

1. Nothing in this Chapter shall be construed so as tooblige a Party to accept the standards or technicalregulations of the other Party.

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2. Nothing in this Chapter shall be construed to entailan obligation upon a Party to accept the result of theconformity assessment procedures of any third country.

3. Nothing in this Chapter shall be construed so as toaffect the rights and obligations that either Party has asa party to the Agreement on Technical Barriers to Trade inAnnex 1A to the WTO Agreement.

4. Nothing in this Chapter shall be construed so as toprevent a Party from requiring a filing formality ofproducts assessed by a registered conformity assessmentbody of the other Party under this Chapter, provided thatsuch formality does not constitute conformity assessmentprocedures.

Article 56Territorial Application

This Chapter shall apply to the territory of Japan andto the territory of the Republic of Singapore (hereinafterreferred to in this Agreement as “Singapore”).

Article 57Sectoral Annexes

1. In case of conflict between the provisions of Part Aof a Sectoral Annex and Articles 45 to 57, the provisionsof Part A of the Sectoral Annex shall prevail.

2. If a Party introduces new or additional conformityassessment procedures within the same product coverage tosatisfy the requirements set out in the applicable laws,regulations and administrative provisions specified in therelevant Sectoral Annex, Part B of the Sectoral Annex shallbe amended to set out the applicable laws, regulations andadministrative provisions stipulating such new oradditional conformity assessment procedures, in accordancewith the procedures set out in Article 151.

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CHAPTER 7TRADE IN SERVICES

Article 58Scope of and Definitions under Chapter 7

1. This Chapter shall apply to measures by the Partiesaffecting trade in services.

2. In respect of air transport services, this Agreementshall not apply to measures affecting traffic rights,however granted; or to measures affecting services directlyrelated to the exercise of traffic rights, other thanmeasures affecting:

(a) aircraft repair and maintenance services;

(b) the selling and marketing of air transportservices; and

(c) computer reservation system services.

3. This Chapter shall not apply to cabotage in maritimetransport services.

4. Annexes IV A and IV B provide supplementary provisionsto this Chapter with respect to measures affecting thesupply of financial services and of telecommunicationsservices respectively.

5. Government procurement of services shall be governedby Chapter 11.

6. For the purposes of this Chapter:

(a) the term “measure” means any measure by a Party,including those of taxation, whether in the formof a law, regulation, rule, procedure, decision,administrative action or any other form;

(b) the term “supply of a service” includes theproduction, distribution, marketing, sale anddelivery of a service;

(c) the term “measures by a Party affecting trade inservices” includes measures in respect of:

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(i) the purchase, payment or use of a service;

(ii) the access to and use of, in connection withthe supply of a service, services which arerequired by a Party to be offered to thepublic generally;

(iii) the presence, including commercial presence,of persons of a Party for the supply of aservice in the territory of the other Party;

(d) the term “commercial presence” means any type ofbusiness or professional establishment, includingthrough:

(i) the constitution, acquisition or maintenanceof a juridical person; or

(ii) the creation or maintenance of a branch or arepresentative office;

within the territory of a Party for the purposeof supplying a service;

(e) the term “sector” of a service means:

(i) with reference to a specific commitment, oneor more, or all, subsectors of that service,as specified in a Party’s Schedule ofspecific commitments in Annex IV C; or

(ii) otherwise, the whole of that service sector,including all of its subsectors;

(f) the term “service supplier” means any person thatsupplies a service;(Note)

Note: Where the service is not supplied directly by ajuridical person but through other forms ofcommercial presence such as a branch or arepresentative office, the service supplier (i.e.the juridical person) shall, nonetheless, throughsuch presence be accorded the treatment provided forservice suppliers. Such treatment shall be extendedto the presence through which the service issupplied and need not be extended to any other partsof the supplier located outside the territory wherethe service is supplied.

(g) the term “service consumer” means any person thatreceives or uses a service;

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(h) the term “service of the other Party” means aservice which is supplied:

(i) from or in the territory of the other Party,or in the case of maritime transport, by avessel registered under the laws of theother Party, or by a person of the otherParty which supplies the service through theoperation of a vessel or its use in whole orin part; or

(ii) in the case of the supply of a servicethrough commercial presence or through thepresence of natural persons, by a servicesupplier of the other Party;

(i) the term “person” means either a natural personor a juridical person;

(j) the term “service supplier of the other Party”means any natural person of the other Party orjuridical person of the other Party, thatsupplies a service;

(k) the term “natural person of the other Party”means a natural person who resides in theterritory of the other Party or elsewhere and whounder the law of the other Party:

(i) in respect of Japan, is a national of Japan;and

(ii) in respect of Singapore, is a national ofSingapore or has the right of permanentresidence in Singapore;

(l) the term “juridical person” means any legalentity duly constituted or otherwise organisedunder applicable law, whether for profit orotherwise, and whether privately-owned orgovernmentally-owned, including any corporation,trust, partnership, joint venture, soleproprietorship or association;

(m) the term “juridical person of the other Party”means a juridical person which is either:

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(i) constituted or otherwise organised under thelaw of the other Party and, if it is ownedor controlled by natural persons of non-Parties or juridical persons constituted orotherwise organised under the law of non-Parties, is engaged in substantive businessoperations in the territory of either Party;or

(ii) in the case of the supply of a servicethrough commercial presence, owned orcontrolled by:

(A) natural persons of the other Party; or

(B) juridical persons of the other Partyidentified under sub-paragraph (i)above;

(n) a juridical person is:

(i) “owned” by persons of a Party if more than50 percent of the equity interest in it isbeneficially owned by persons of that Party;

(ii) “controlled” by persons of a Party if suchpersons have the power to name a majority ofits directors or otherwise to legally directits actions;

(iii) “owned by natural persons of non-Parties” ifmore than 50 percent of the equity interestin it is beneficially owned by naturalpersons of non-Parties;

(iv) “controlled by natural persons of non-Parties” if such natural persons have thepower to name a majority of its directors orotherwise to legally direct its actions;

(v) “affiliated” with another person when itcontrols, or is controlled by, that otherperson; or when it and the other person areboth controlled by the same person;

(o) the term “trade in services” means the supply ofa service:

(i) from the territory of one Party into theterritory of the other Party (“cross-bordermode”);

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(ii) in the territory of one Party to the serviceconsumer of the other Party (“consumptionabroad mode”);

(iii) by a service supplier of one Party, throughcommercial presence in the territory of theother Party (“commercial presence mode”);

(iv) by a service supplier of one Party, throughpresence of natural persons of that Party inthe territory of the other Party (“presenceof natural persons mode”);

(p) the term “measures by a Party” means measurestaken by:

(i) central or local governments; and

(ii) non-governmental bodies in the exercise ofpowers delegated by central or localgovernments;

in fulfilling its obligations and commitmentsunder this Chapter, each Party shall take suchreasonable measures as may be available to it toensure observance of the provisions of thisChapter by its local governments and non-governmental bodies in the exercise of powersdelegated by its central or local governmentswithin its territory;

(q) the term “services” includes any service in anysector except services supplied in the exerciseof governmental authority;

(r) the term “a service supplied in the exercise ofgovernmental authority” means any service whichis supplied neither on a commercial basis nor incompetition with one or more service suppliers;

(s) the term “aircraft repair and maintenanceservices” means such activities when undertakenon an aircraft or a part thereof while it iswithdrawn from service and does not include so-called line maintenance;

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(t) the term “selling and marketing of air transportservices” means opportunities for the air carrierconcerned to sell and market freely its airtransport services including all aspects ofmarketing such as market research, advertisingand distribution. These activities do notinclude the pricing of air transport services northe applicable conditions;

(u) the term “computer reservation system services”means services provided by computerised systemsthat contain information about air carriers’schedules, availability, fares and fare rules,through which reservations can be made or ticketsmay be issued;

(v) the term “traffic rights” means the rights forscheduled and non-scheduled services to operateor to carry passengers, cargo and mail forremuneration or hire from, to, within, or overthe territory of a Party, including points to beserved, routes to be operated, types of trafficto be carried, capacity to be provided, tariffsto be charged and their conditions, and criteriafor designation of airlines, including suchcriteria as number, ownership and control;

(w) the term “monopoly supplier of a service” meansany person, public or private, which in therelevant market of the territory of a Party isauthorised or established formally or in effectby that Party as the sole supplier of thatservice; and

(x) the term “direct taxes” comprises all taxes ontotal income, on total capital or on elements ofincome or of capital, including taxes on gainsfrom the alienation of property, taxes on estates,inheritances and gifts, and taxes on the totalamounts of wages or salaries paid by enterprises,as well as taxes on capital appreciation.

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Article 59Market Access

1. With respect to market access through the modes ofsupply defined in sub-paragraph (o) of paragraph 6 ofArticle 58 above, each Party shall accord services andservice suppliers of the other Party treatment no lessfavourable than that provided for under the terms,limitations and conditions agreed and specified in itsSchedule of specific commitments in Annex IV C.(Note)

Note: If a Party undertakes a market-access commitment in relation tothe supply of a service through the mode of supply referred toin (i) of sub-paragraph (o) of paragraph 6 of Article 58 aboveand if the cross-border movement of capital is an essential partof the service itself, that Party is thereby committed to allowsuch movement of capital. If a Party undertakes a market-accesscommitment in relation to the supply of a service through themode of supply referred to in (iii) of sub-paragraph (o) ofparagraph 6 of Article 58 above, it is thereby committed toallow related transfers of capital into its territory.

2. In sectors where market-access commitments areundertaken, the measures which a Party shall not maintainor adopt either on the basis of a regional subdivision oron the basis of its entire territory, unless otherwisespecified in its Schedule of specific commitments in AnnexIV C, are defined as:

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

(b) limitations on the total value of servicetransactions or assets in the form of numericalquotas or the requirement of an economic needstest;

(c) limitations on the total number of serviceoperations or on the total quantity of serviceoutput expressed in terms of designated numericalunits in the form of quotas or the requirement ofan economic needs test;(Note)

Note: Sub-paragraph (c) of paragraph 2 of Article 59 doesnot cover measures of a Party which limit inputs forthe supply of services.

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(d) limitations on the total number of naturalpersons that may be employed in a particularservice sector or that a service supplier mayemploy and who are necessary for, and directlyrelated to, the supply of a specific service inthe form of numerical quotas or the requirementof an economic needs test;

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

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


1. In the sectors inscribed in its Schedule of specificcommitments in Annex IV C, and subject to any conditionsand qualifications set out therein, each Party shall accordto services and service suppliers of the other Party, inrespect of all measures affecting the supply of services,treatment no less favourable than that it accords to itsown like services and service suppliers.(Note)

Note: Specific commitments assumed under Article 60 shall not beconstrued to require either Party to compensate for any inherentcompetitive disadvantages which result from the foreigncharacter of the relevant services or service suppliers.

2. A Party may meet the requirement of paragraph 1 aboveby according to services and service suppliers of the otherParty, either formally identical treatment or formallydifferent treatment to that it accords to its own likeservices and service suppliers.

3. Formally identical or formally different treatmentshall be considered to be less favourable if it modifiesthe conditions of competition in favour of services orservice suppliers of a Party compared to like services orservice suppliers of the other Party.

4. A Party may not invoke paragraphs 1, 2 and 3 aboveunder Chapter 21 with respect to a measure of the otherParty that falls within the scope of an internationalagreement between them relating to the avoidance of doubletaxation.

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Article 61Additional Commitments

The Parties may negotiate commitments with respect tomeasures affecting trade in services not subject toscheduling under Articles 59 and 60 above, including thoseregarding qualifications, standards or licensing matters.Such commitments shall be inscribed in a Party’s Scheduleof specific commitments in Annex IV C.

Article 62Service Suppliers of Any Non-Party

Each Party shall also accord treatment granted underthis Chapter to a service supplier other than those of theParties, that is a juridical person constituted under thelaws of either Party, and who supplies a service throughcommercial presence, provided that it engages insubstantive business operations in the territory of eitherParty.

Article 63Schedule of Specific Commitments

under Chapter 7

1. Each Party shall set out in a schedule the specificcommitments it undertakes under Articles 59, 60 and 61.With respect to sectors where such commitments areundertaken, each Schedule of specific commitments in AnnexIV C shall specify:

(a) terms, limitations and conditions on marketaccess;

(b) conditions and qualifications on nationaltreatment;

(c) undertakings relating to additional commitments;and

(d) where appropriate, the time-frame forimplementation of such commitments.

2. Measures inconsistent with both Articles 59 and 60shall be inscribed in the column relating to Article 59.This inscription will be considered to provide a conditionor qualification to Article 60 as well.

3. Schedules of specific commitments shall be annexed tothis Agreement as Annex IV C.

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4. (a) If a Party has entered into an internationalagreement on trade in services with a non-Party,or enters into such an agreement after thisAgreement comes into force, it shall favourablyconsider according to services and servicesuppliers of the other Party, treatment no lessfavourable than the treatment that it accords tolike services and service suppliers of that non-Party pursuant to such an agreement.

(b) An international agreement referred to in sub-paragraph (a) above shall not include anagreement on the avoidance of double taxation orprovisions on the avoidance of double taxation inany other international agreement or arrangementby which the Party is bound.

Article 64Domestic Regulation

1. In sectors where specific commitments are undertaken,each Party shall ensure that all measures of generalapplication affecting trade in services are administered ina reasonable, objective and impartial manner.

2. Each Party shall maintain or institute as soon aspracticable judicial, arbitral or administrative tribunalsor procedures which provide, at the request of an affectedservice supplier of the other Party, for the prompt reviewof, and where justified, appropriate remedies for,administrative decisions affecting trade in services.Where such procedures are not independent of the agencyentrusted with the administrative decision concerned, theParty shall ensure that the procedures in fact provide foran objective and impartial review.

3. The provisions of paragraph 2 above shall not beconstrued to require a Party to institute such tribunals orprocedures where this would be inconsistent with itsconstitutional structure or the nature of its legal system.

4. Where authorisation is required for the supply of aservice on which a specific commitment has been made, thecompetent authorities of a Party shall, within a reasonableperiod of time after the submission of an applicationconsidered complete under that Party’s domestic laws andregulations, inform the applicant of the decisionconcerning the application. At the request of theapplicant, the competent authorities of the Party shallprovide, without undue delay, information concerning thestatus of the application.

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5. In sectors where a Party has undertaken specificcommitments subject to any terms, limitations, conditionsor qualifications set out therein, the Party shall notapply licensing and qualification requirements andtechnical standards that nullify or impair such specificcommitments in a manner which:

(a) does not comply with the following criteria:

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

(ii) not more burdensome than necessary to ensurethe quality of the service; or

(iii) in the case of licensing procedures, not inthemselves a restriction on the supply ofthe service; and

(b) could not reasonably have been expected of thatParty at the time the specific commitments inthose sectors were made.

6. In determining whether a Party is in conformity withits obligations under paragraph 5 above, account shall betaken of international standards of relevant internationalorganisations(Note) applicable to that Party.

Note: The term “relevant international organisations” refers tointernational bodies whose membership is open to the relevantbodies of both Parties.

Article 65Monopolies and Exclusive Service Suppliers

1. Each Party shall ensure that any monopoly supplier ofa service in its territory does not, in the supply of themonopoly service in the relevant market, act in a mannerinconsistent with the Party’s specific commitments.

2. Where a Party’s monopoly supplier competes, eitherdirectly or through an affiliated company, in the supply ofa service outside the scope of its monopoly rights andwhich is subject to that Party’s specific commitments, theParty shall ensure that such a supplier does not abuse itsmonopoly position to act in its territory in a mannerinconsistent with such commitments.

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3. If a Party has reason to believe that a monopolysupplier of a service of the other Party is acting in amanner inconsistent with paragraph 1 or 2 above, it mayrequest the other Party to provide specific informationconcerning the relevant operations.

4. The provisions of this Article shall also apply tocases of exclusive service suppliers, where a Party,formally or in effect:

(a) authorises or establishes a small number ofservice suppliers; and

(b) substantially prevents competition among thosesuppliers in its territory.

Article 66Business Practices

1. The Parties recognise that certain business practicesof service suppliers, other than those falling underArticle 65 above, may restrain competition and therebyrestrict trade in services.

2. A Party shall, at the request of the other Party,enter into consultations with a view to eliminatingpractices referred to in paragraph 1 above. The Partyaddressed shall accord full and sympathetic considerationto such a request and shall co-operate through the supplyof publicly available non-confidential information ofrelevance to the matter in question. The Party addressedshall also provide other information available to therequesting Party, subject to its domestic law and to theconclusion of a satisfactory agreement concerning thesafeguarding of its confidentiality by the requesting Party.

Article 67Payments and Transfers

1. Except under the circumstances envisaged in Article 68below, a Party shall not apply restrictions oninternational transfers and payments for currenttransactions relating to its specific commitments.

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2. Nothing in this Chapter shall affect the rights andobligations of the Parties as members of the InternationalMonetary Fund (hereinafter referred to in this Chapter as“the Fund”) under the Articles of Agreement of the Fund,including the use of exchange actions which are inconformity with the Articles of Agreement of the Fund,provided that a Party shall not impose restrictions on anycapital transactions inconsistently with its specificcommitments regarding such transactions, except underArticle 68 below, or at the request of the Fund.

Article 68Restrictions to Safeguard the Balance of Payments

under Chapter 7

1. In the event of serious balance-of-payments andexternal financial difficulties or threat thereof, a Partymay adopt or maintain restrictions on trade in services onwhich it has undertaken specific commitments, including onpayments or transfers for transactions related to suchcommitments.

2. The restrictions referred to in paragraph 1 above:

(a) shall not discriminate between the Parties;

(b) shall ensure that the other Party is treated asfavourably as any non-Party;

(c) shall be consistent with the Articles ofAgreement of the Fund;

(d) shall avoid unnecessary damage to the commercial,economic and financial interests of the otherParty;

(e) shall not exceed those necessary to deal with thecircumstances described in paragraph 1 above; and

(f) shall be temporary and be phased outprogressively as the situation specified inparagraph 1 above improves.

3. In determining the incidence of such restrictions, aParty may give priority to the supply of services which aremore essential to their economic or development programmes.However, such restrictions shall not be adopted ormaintained for the purpose of protecting a particularservice sector.

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4. Any restrictions adopted or maintained under paragraph1 of this Article, or any changes therein, shall bepromptly notified to the other Party.

5. Where a Party has adopted restrictions pursuant toparagraph 1 of this Article:

(a) that Party shall commence consultations with theother Party promptly in order to review therestrictions adopted by the former Party;

(b) the restrictions shall be subjected to annualreview through further consultations, beginningone year after the date that the consultationsreferred to in sub-paragraph (a) above commenced.At these consultations, all restrictions appliedfor balance-of-payments purposes shall bereviewed. The Parties may also agree to adifferent frequency of such consultations;

(c) such consultations shall assess the balance-of-payments situation of the Party concerned and therestrictions adopted or maintained under thisArticle, taking into account, inter alia, suchfactors as:

(i) the nature and extent of the balance-of-payments and the external financialdifficulties;

(ii) the external economic and tradingenvironment of the consulting Party; and

(iii) alternative corrective measures which may beavailable;

(d) the consultations shall address the compliance ofthe restrictions with paragraph 2 of this Article,in particular the progressive phaseout ofrestrictions in accordance with sub-paragraph (f)of paragraph 2 of this Article; and

(e) in such consultations, all findings ofstatistical and other facts presented by the Fundrelating to foreign exchange, monetary reservesand balance-of-payments, shall be accepted andconclusions shall be based on the assessment bythe Fund of the balance-of-payments and theexternal financial situation of the consultingParty.

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1. Subject to the requirement that such measures are notapplied in a manner which would constitute a means ofarbitrary or unjustifiable discrimination against the otherParty, or a disguised restriction on trade in servicesbetween the Parties, nothing in this Chapter shall beconstrued to prevent the adoption or enforcement by eitherParty of measures:

(a) necessary to protect public morals or to maintainpublic order;(Note)

Note: The public order exception may be invoked only wherea genuine and sufficiently serious threat is posedto one of the fundamental interests of society.


(c) necessary to secure compliance with laws orregulations which are not inconsistent with theprovisions of this Chapter including thoserelating to:

(i) the prevention of deceptive and fraudulentpractices or to deal with the effects of adefault on services contracts;

(ii) the protection of the privacy of individualsin relation to the processing anddissemination of personal data and theprotection of confidentiality of individualrecords and accounts;

(iii) safety;

(d) inconsistent with Article 60, provided that thedifference in treatment is aimed at ensuring theequitable or effective(Note) imposition orcollection of direct taxes in respect of servicesor service suppliers of the other Party.

Note: Measures that are aimed at ensuring the equitable oreffective imposition or collection of direct taxesinclude measures taken by a Party under its taxationsystem which:

(i) apply to non-resident service suppliers inrecognition of the fact that the tax obligationof non-residents is determined with respect totaxable items sourced or located in the Party’sterritory;

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(ii) apply to non-residents in order to ensure theimposition or collection of taxes in theParty’s territory;

(iii) apply to non-residents or residents in order toprevent the avoidance or evasion of taxes,including compliance measures;

(iv) apply to consumers of services supplied in orfrom the territory of the other Party in orderto ensure the imposition or collection of taxeson such consumers derived from sources in theParty’s territory;

(v) distinguish service suppliers subject to tax onworldwide taxable items from other servicesuppliers, in recognition of the difference inthe nature of the tax base between them; or

(vi) determine, allocate or apportion income, profit,gain, loss, deduction or credit of residentpersons or branches, or between related personsor branches of the same person, in order tosafeguard the Party’s tax base.

Tax terms or concepts in sub-paragraph (d) ofparagraph 1 of Article 69 and in this note aredetermined according to tax definitions and concepts,or equivalent or similar definitions and concepts,under the domestic law of the Party taking themeasure.


Article 70Denial of Benefits

A Party may deny the benefits of this Chapter:

(a) to the supply of any service, if it establishesthat the service is supplied from or in theterritory of a non-Party;

(b) in the case of the supply of a maritime transportservice, if it establishes that the service issupplied:

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

(ii) by a person which operates or uses thevessel in whole or in part but which is of anon-Party;

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(c) to any service supplier that is a juridicalperson, if it establishes that the servicesupplier is neither a “service supplier of theother Party” as defined in sub-paragraph (j) ofparagraph 6 of Article 58 nor a “service supplierother than those of the Parties” granted benefitsunder Article 62.

CHAPTER 8INVESTMENT


1. This Chapter shall apply to measures adopted ormaintained by a Party relating to:

(a) investors of the other Party in the territory ofthe former Party; and

(b) investments of investors of the other Party inthe territory of the former Party.

2. This Chapter shall not apply to government procurement.

3. Movement of natural persons who are investors shall begoverned by Chapter 9.



(a) the term “investments” means every kind of assetowned or controlled, directly or indirectly, byan investor, including:

(i) an enterprise;

(ii) shares, stocks or other forms of equityparticipation in an enterprise, includingrights derived therefrom;

(iii) bonds, debentures, and loans and other formsof debt,(Note) including rights derivedtherefrom;

(iv) rights under contracts, including turnkey,construction, management, production orrevenue-sharing contracts;

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(v) claims to money and claims to anyperformance under contract(Note) having afinancial value;

Note: For the purposes of this Chapter, “loans andother forms of debt” described in (iii) ofsub-paragraph (a) of Article 72 and “claims tomoney and claims to any performance undercontract” described in (v) of sub-paragraph(a) of Article 72 refer to assets which relateto a business activity and do not refer toassets which are of a personal nature,unrelated to any business activity.

(vi) intellectual property rights, includingtrademarks, industrial designs, layout-designs of integrated circuits, copyrights,patents, trade names, indications of sourceor geographical indications and undisclosedinformation;

(vii) rights conferred pursuant to laws andregulations or contracts such as concessions,licences, authorisations, and permits; and

(viii) any other tangible and intangible, movableand immovable property, and any relatedproperty rights, such as leases, mortgages,liens and pledges;

(b) the term “investments” also includes amountsyielded by investments, in particular, profit,interest, capital gains, dividends, royalties andfees. A change in the form in which assets areinvested does not affect their character asinvestments;

(c) the term “investor” means any person that seeksto make, is making, or has made, investments;

(d) the term “person” means either a natural personor an enterprise;

(e) the term “investor of the other Party” means anynatural person of the other Party or anyenterprise of the other Party;

(f) the term “natural person of the other Party”means a natural person who resides in theterritory of the other Party or elsewhere and whounder the law of the other Party:

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(i) in respect of Japan, is a national of Japan;and

(ii) in respect of Singapore, is a national ofSingapore or has the right of permanentresidence in Singapore;

(g) the term “enterprise” means any legal person orany other entity duly constituted or otherwiseorganised under applicable law, whether forprofit or otherwise, and whether privately-ownedor controlled or governmentally-owned orcontrolled, including any corporation, trust,partnership, joint venture, sole proprietorship,association, organisation, company or branch;

(h) the term “enterprise of the other Party” meansany enterprise duly constituted or otherwiseorganised under applicable law of the other Party,except an enterprise owned or controlled bypersons of non-Parties and not engaging insubstantive business operations in the territoryof the other Party; and

(i) an enterprise is:

(i) “owned” by persons of non-Parties if morethan 50 percent of the equity interest in itis beneficially owned by persons of non-Parties; and

(ii) “controlled” by persons of non-Parties ifsuch persons have the power to name amajority of its directors or otherwise tolegally direct its actions.


Each Party shall within its territory accord toinvestors of the other Party and to their investments inrelation to the establishment, acquisition, expansion,management, operation, maintenance, use, possession,liquidation, sale, or other disposition of investments,treatment no less favourable than the treatment which itaccords in like circumstances to its own investors andinvestments (hereinafter referred to in this Chapter as“national treatment”).

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Article 74Access to the Courts of Justice

Each Party shall within its territory accord toinvestors of the other Party treatment no less favourablethan the treatment which it accords in like circumstancesto its own investors, with respect to access to its courtsof justice and administrative tribunals and agencies in alldegrees of jurisdiction both in pursuit and in defence ofsuch investors’ rights.

Article 75Prohibition of Performance Requirements

1. Neither Party shall impose or enforce any of thefollowing requirements as a condition for the establishment,acquisition, expansion, management, operation, maintenance,use or possession of investments in its territory of aninvestor of the other Party:

(a) to export a given level or percentage of goods orservices;

(b) to achieve a given level or percentage ofdomestic content;

(c) to purchase or use goods produced or servicesprovided in the territory of the former Party, orto purchase goods or services from natural orlegal persons in the territory of the formerParty;

(d) to relate the volume or value of imports to thevolume or value of exports or to the amount offoreign exchange inflows associated with suchinvestments;

(e) to restrict sales of goods or services in theterritory of the former Party that suchinvestments produce or provide by relating suchsales to the volume or value of its exports orforeign exchange earnings;

(f) to transfer technology, a production process orother proprietary knowledge to a natural or legalperson of the former Party, except when therequirement:

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(i) is imposed or enforced by a court,administrative tribunal or competitionauthority to remedy an alleged violation ofcompetition laws; or

(ii) concerns the transfer of intellectualproperty which is undertaken in a manner notinconsistent with the Agreement on Trade-Related Aspects of Intellectual PropertyRights in Annex 1C to the WTO Agreement;

(g) to locate its headquarters for a specific regionor the world market in the territory of theformer Party;

(h) to achieve a given level or value of research anddevelopment in the territory of the former Party;or

(i) to supply one or more of the goods that itproduces or the services that it provides to aspecific region outside the territory of theformer Party exclusively from the territory ofthe former Party.

2. Each Party is not precluded by paragraph 1 above fromconditioning the receipt or continued receipt of anadvantage, in connection with investments in its territoryof an investor of the other Party, on compliance with anyof the requirements set forth in sub-paragraphs (f) through(i) of paragraph 1 above.

3. Nothing in this Article shall be construed so as toderogate from the obligations of the Parties under theAgreement on Trade Related Investment Measures in Annex 1Ato the WTO Agreement.

Article 76Specific Exceptions

1. Articles 73 and 75 shall not apply to investors andinvestments, in respect of:

(a) any exception specified by the Parties in AnnexesV A and V B; and

(b) an amendment or modification to any exceptionreferred to in sub-paragraph (a) above, providedthat the amendment or modification does notdecrease the level of conformity of the exceptionwith Articles 73 and 75.

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2. The exceptions referred to in sub-paragraph (a) ofparagraph 1 above shall include the following elements, tothe extent that these elements are applicable:

(a) sector or matter;

(b) obligation or article in respect of which theexception is taken;

(c) legal source or authority of the exception; and

(d) succinct description of the exception.

3. If a Party makes an amendment or modification referredto in sub-paragraph (b) of paragraph 1 of this Article,that Party shall, prior to the implementation of theamendment or modification, or in exceptional circumstances,as soon as possible thereafter:

(a) notify the other Party of the elements set out inparagraph 2 above; and

(b) provide to the other Party, upon request,particulars of the amended or modified exception.

4. Each Party shall endeavour, where appropriate, toreduce or eliminate the exceptions specified in Annexes V Aand V B respectively.

Article 77Expropriation and Compensation

1. Each Party shall accord to investments in itsterritory of investors of the other Party fair andequitable treatment and full protection and security.

2. Neither Party shall expropriate or nationaliseinvestments in its territory of an investor of the otherParty or take any measure equivalent to expropriation ornationalisation (hereinafter referred to in this Chapter as“expropriation”) except for a public purpose, on a non-discriminatory basis, in accordance with due process of law,and upon payment of compensation in accordance with thisArticle.

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3. Compensation shall be equivalent to the fair marketvalue of the expropriated investments. The fair marketvalue shall not reflect any change in market valueoccurring because the expropriation had become publiclyknown earlier, but may, insofar as such expropriationrelates to land, reflect the market value before theexpropriation occurred, the trend in the market value, andadjustments to the market value in accordance with the lawsof the expropriating Party concerning expropriation.

4. The compensation shall be paid without delay and shallcarry an appropriate interest taking into account thelength of time from the time of expropriation until thetime of payment. It shall be effectively realisable andfreely transferable and shall be freely convertible, at themarket exchange rate prevailing on the date of theexpropriation, into the currency of the Party of theinvestors concerned and freely usable currencies defined inthe Articles of Agreement of the International MonetaryFund.

5. The investors affected by expropriation shall have aright of access to the courts of justice or theadministrative tribunals or agencies of the Party makingthe expropriation to seek a prompt review of the investor’scase or the amount of compensation that has been assessedin accordance with the principles set out in this Article.

Article 78Repurchase of Leases

If an agency of the government of a Party responsiblefor leasing industrial land repurchases a leaseholdinterest in land owned by an investor of the other Party,that agency shall take into consideration the followingmatters:

(a) the value attributable to the remaining period ofsuch leasehold interest;

(b) priority allocation by the agency of a suitable,alternative property for the investor; and

(c) reasonable relocation costs that would beincurred by the investor in relocating to thealternative property within the territory of theParty.

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Article 79Protection from Strife

1. Each Party shall accord to investors of the otherParty that have suffered loss or damage relating to theirinvestments in the territory of the former Party due toarmed conflict, or state of emergency such as revolution,insurrection and civil disturbance, treatment, as regardsrestitution, indemnification, compensation or any othersettlement, that is no less favourable than that which itaccords to its own investors.

2. Any payments made pursuant to paragraph 1 above shallbe effectively realisable, freely convertible and freelytransferable.

Article 80Transfers

1. Each Party shall allow all payments relating toinvestments in its territory of an investor of the otherParty to be freely transferred into and out of itsterritory without delay. Such transfers shall include:

(a) the initial capital and additional amounts tomaintain or increase investments;

(b) profits, capital gains, dividends, royalties,interests and other current incomes accruing frominvestments;

(c) proceeds from the total or partial sale orliquidation of investments;

(d) payments made under a contract including loanpayments in connection with investments;

(e) earnings of investors of a Party who work inconnection with investments in the territory ofthe other Party;

(f) payments made in accordance with Articles 77 and79; and

(g) payments arising out of the settlement of adispute under Article 82.

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2. Each Party shall allow transfers to be made withoutdelay in a freely usable currency at the market rate ofexchange prevailing on the date of transfer.

3. Notwithstanding paragraphs 1 and 2 above, a Party maydelay or prevent a transfer through the equitable, non-discriminatory and good-faith application of its lawsrelating to:

(a) bankruptcy, insolvency or the protection of therights of creditors;

(b) the issuing, trading or dealing in securities;

(c) criminal matters;

(d) ensuring compliance with orders or judgements inadjudicatory proceedings; or

(e) obligations of investors arising from socialsecurity and public retirement plans.

Article 81Subrogation

1. If a Party or its designated agency makes a payment toany of its investors pursuant to an indemnity, guarantee orcontract of insurance, arising from or pertaining to aninvestment of that investor within the territory of theother Party, the other Party shall:

(a) recognise the assignment, to the former Party orits designated agency, of any right or claim ofsuch investor that formed the basis of suchpayment; and

(b) recognise the right of the former Party or itsdesignated agency to exercise by virtue ofsubrogation any such right or claim to the sameextent as the original right or claim of theinvestor.

2. Paragraphs 2 to 5 of Article 77, and Articles 79 and80, shall apply mutatis mutandis as regards payment to bemade to the Party or its designated agency first mentionedin paragraph 1 above by virtue of such assignment of rightor claim, and the transfer of such payment.

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Article 82Settlement of Investment Disputesbetween a Party and an investor

of the other Party

1. For the purposes of this Chapter, an investmentdispute is a dispute between a Party and an investor of theother Party that has incurred loss or damage by reason of,or arising out of, an alleged breach of any right conferredby this Chapter with respect to the investments of theinvestor of that other Party.

2. In the event of an investment dispute, such investmentdispute shall, as far as possible, be settled amicablythrough consultations between the parties to the investmentdispute.

3. If an investment dispute cannot be settled throughsuch consultations within five months from the date onwhich the investor requested for the consultations inwriting, and if the investor concerned has not submittedthe investment dispute for resolution (i) underadministrative or judicial settlement, or (ii) inaccordance with any applicable, previously agreed disputesettlement procedures, that investor may either:

(a) request the establishment of an arbitral tribunalin accordance with the procedures set out inAnnex V C and submit the investment dispute tothat tribunal;

(b) submit the investment dispute to conciliation orarbitration in accordance with the provisions ofthe Convention on the Settlement of InvestmentDisputes between States and Nationals of OtherStates done at Washington, March 18, 1965(hereinafter referred to in this Chapter as “theICSID Convention”), so long as the ICSIDConvention is in force between the Parties, orconciliation or arbitration under the AdditionalFacility Rules of the International Centre forSettlement of Investment Disputes (hereinafterreferred to in this Chapter as “ICSID”) so longas the ICSID Convention is not in force betweenthe Parties; or

(c) submit the investment dispute to arbitrationunder the Arbitration Rules of the United NationsCommission on International Trade Law, adopted bythe United Nations Commission on InternationalTrade Law on April 28, 1976.

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4. Each Party hereby consents to the submission ofinvestment disputes to international conciliation orarbitration as provided for in paragraph 3 above, inaccordance with the provisions of this Article, providedthat:

(a) less than three years have elapsed since the datethe investor knew or ought to have known,whichever is the earlier, of the loss or damagewhich, it is alleged, has been incurred by theinvestor; and

(b) in the case of arbitration in accordance with theprovisions of the ICSID Convention referred to insub-paragraph (b) of paragraph 3 above, if theChairman of ICSID is asked to appoint anarbitrator or arbitrators pursuant to Article 38or 56(3) of the ICSID Convention, the Chairman:

(i) allows both the Party and the investor toeach indicate up to three nationalities, theappointment of arbitrators of which pursuantto Article 38 or 56(3) of the ICSIDConvention is unacceptable to it; and

(ii) does not appoint as arbitrator any personwho is, by virtue of sub-paragraph (i) above,excluded by either the Party or the investoror both the Party and the investor.

5. When the condition set out in sub-paragraph (a) ofparagraph 4 above is not met, the consent given inparagraph 4 above shall be invalidated.

6. When the conditions set out in sub-paragraph (b) ofparagraph 4 of this Article are not met, the consent toarbitration by ICSID given in paragraph 4 of this Articleshall be invalidated. In such circumstances, a differentmethod of dispute settlement can be chosen from among thosemethods provided for in paragraph 3 of this Article otherthan ICSID arbitration.

7. Paragraphs 3 and 4 of this Article shall not apply ifan investor which is an enterprise of a Party owned orcontrolled by persons of non-Parties submits an investmentdispute with respect to its investments in the territory ofthe other Party, unless the investments concerned have beenestablished, acquired or expanded in the territory of thatother Party.

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8. An investor to an investment dispute who intends tosubmit an investment dispute pursuant to paragraph 3 ofthis Article shall give to the Party that is a party to theinvestment dispute written notice of intent to do so atleast 90 days before the claim is submitted. The notice ofintent shall specify:

(a) the name and address of the investor concerned;

(b) the specific measures of that Party at issue anda brief summary of the factual and legal basis ofthe dispute sufficient to present the problemclearly, including the provisions of this Chapteralleged to have been breached; and

(c) the dispute settlement procedures set forth insub-paragraph (a), (b) or (c) of paragraph 3 ofthis Article which the investor will seek.

9. When an investor of a Party submits an investmentdispute pursuant to paragraph 3 of this Article and thedisputing Party invokes Article 84 or 85, the arbitratorsto be selected shall, on the request of the disputing Partyor investor, have the necessary expertise relevant to thespecific financial matters under dispute.

10. (a) The award shall include:

(i) a judgement whether or not there has been abreach by a Party of any rights conferred bythis Chapter in respect of the investor ofthe other Party and its investments; and

(ii) a remedy if there has been such breach.

(b) The award rendered in accordance with sub-paragraph (a) above shall be final and bindingupon the Party and the investor, except to theextent provided for in sub-paragraphs (c) and (d)below.

(c) Where an award provides that there has been abreach by a Party of any rights conferred by thisChapter in respect of the investor of the otherParty and its investments, the Party to thedispute is entitled to implement the awardthrough one of the following remedies, in lieu ofthe remedy indicated pursuant to (ii) of sub-paragraph (a) of this paragraph:

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(i) pecuniary compensation, including interestfrom the time the loss or damage wasincurred until time of payment;

(ii) restitution in kind; or

(iii) pecuniary compensation and restitution incombination,

provided that:

(A) the Party notifies the investor, within30 days after the date of the award,that it will implement the awardthrough one of the remedies indicatedin (i), (ii) or (iii) of this sub-paragraph; and

(B) where the Party chooses to implementthe award in accordance with (i) or(iii) of this sub-paragraph, the Partyand the investor agree as to the amountof pecuniary compensation, or in lieuof such agreement, a decision pursuantto sub-paragraph (d) below is made.

(d) If the Party and the investor are unable to agree,within 60 days after the date of the award, as tothe amount of pecuniary compensation as providedfor in (B) of sub-paragraph (c) above, the mattermay be referred, by either the Party or theinvestor, to the arbitral tribunal that renderedthe award. The award on the amount of pecuniarycompensation in accordance with this paragraph isfinal and binding on both the Party and theinvestor.

(e) The award shall be executed by the applicablelaws and regulations concerning the execution ofsuch awards in force in the Party in whoseterritory such execution is sought.

11. Nothing in this Article shall be construed so as toprevent an investor to an investment dispute from seekingadministrative or judicial settlement within the territoryof the Party that is a party to the investment dispute.

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12. Neither Party shall give diplomatic protection, orbring an international claim, in respect of an investmentdispute which one of its investors and the other Partyshall have consented to submit or shall have submitted toarbitration under this Article, unless such other Partyshall have failed to abide by and comply with the awardrendered in such dispute. Diplomatic protection, for thepurposes of this paragraph, shall not include informaldiplomatic exchanges for the sole purpose of facilitating asettlement of the dispute.


1. Subject to the requirement that such measures are notapplied in a manner which would constitute a means ofarbitrary or unjustifiable discrimination against the otherParty, or a disguised restriction on investments ofinvestors of a Party in the territory of the other Party,nothing in this Chapter shall be construed to prevent theadoption or enforcement by either Party of measures:




(c) necessary to secure compliance with the laws orregulations which are not inconsistent with theprovisions of this Agreement including thoserelating to:

(i) the prevention of deceptive and fraudulentpractices or to deal with the effects of adefault on contract;

(ii) the protection of the privacy of theindividual in relation to the processing anddissemination of personal data and theprotection of confidentiality of personalrecords and accounts;

(iii) safety;

(d) relating to prison labour;

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(e) imposed for the protection of national treasuresof artistic, historic, or archaeological value;

(f) to conserve exhaustible natural resources if suchmeasures are made effective in conjunction withrestrictions on domestic production orconsumption.

2. In cases where a Party takes any measure pursuant toparagraph 1 above or Article 4, which it implements afterthis Agreement comes into force, such Party shall makereasonable effort to notify the other Party of thedescription of the measure either before such measure istaken or as soon as possible thereafter, if such measurecould affect investments or investors of the other Party inrespect of obligations made under this Chapter.

Article 84Temporary Safeguard

1. A Party may adopt or maintain measures inconsistentwith its obligations provided for in Article 73 relating tocross-border capital transactions or Article 80:

(a) in the event of serious balance-of-payments orexternal financial difficulties or threatthereof; or

(b) where, in exceptional circumstances, movements ofcapital result in serious economic and financialdisturbance in the Party concerned.

2. The measures referred to in paragraph 1 above:

(a) shall be consistent with the Articles ofAgreement of the International Monetary Fund;

(b) shall not exceed those necessary to deal with thecircumstances described in paragraph 1 above;

(c) shall be temporary and shall be eliminated assoon as conditions permit;

(d) shall promptly be notified to the other Party;

(e) shall not discriminate between the Parties;

(f) shall ensure that the other Party is treated asfavourably as any non-Party; and

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(g) shall avoid unnecessary damage to the commercial,economic and financial interests of the otherParty.

3. Nothing in this Chapter shall be regarded as affectingthe rights enjoyed and obligations undertaken by a Party asa party to the Articles of Agreement of the InternationalMonetary Fund.

Article 85Prudential Measures

1. Notwithstanding any other provisions of this Chapter,a Party shall not be prevented from taking measures forprudential reasons, including measures for the protectionof investors, depositors, policy holders or persons to whoma fiduciary duty is owed by an enterprise supplyingfinancial services, or to ensure the integrity andstability of the financial system.

2. Where such measures do not conform with the provisionsof this Chapter, they shall not be used as a means ofavoiding the Party’s commitments or obligations under thisChapter.

Article 86Intellectual Property Rights

Notwithstanding the provisions of Article 73, theParties agree in respect of intellectual property rightsthat national treatment as provided for in that Articleshall apply only to the extent as provided for in theAgreement on Trade-Related Aspects of Intellectual PropertyRights in Annex 1C to the WTO Agreement.

Article 87Taxation Measures as Expropriation

1. Article 77 shall apply to taxation measures, to theextent that such taxation measures constitute expropriationas provided for in paragraph 2 of Article 77.

2. Where paragraph 1 above applies, Articles 74, 82, 88and paragraph 1 of Article 89 shall also apply in respectof taxation measures.

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Article 88Joint Committee on Investment

1. For the purposes of effective implementation of thisChapter, a Joint Committee on Investment (hereinafterreferred to in this Article as “the Committee”) shall beestablished. The functions of the Committee shall be:

(a) reviewing and discussing the implementation andoperation of this Chapter;

(b) reviewing the specific exceptions under paragraph1 of Article 76 for the purpose of contributingto the reduction or elimination, whereappropriate, of such exceptions, and encouragingfavourable conditions for investors of bothParties; and

(c) discussing other investment related issuesconcerning this Chapter.

2. The Committee may decide to hold a joint meeting withthe private sector.

Article 89Application of Chapter 8

1. In fulfilling the obligations under this Chapter, eachParty shall take such reasonable measures as are availableto it to ensure observance by its local governments andnon-governmental bodies in the exercise of power delegatedby central or local governments within its territory.

2. If a Party has entered into an international agreementon investment with a non-Party, or enters into such anagreement after this Agreement comes into force, it shallfavourably consider according to investors of the otherParty and to their investments, treatment, in relation tothe establishment, acquisition, expansion, management,operation, maintenance, use, possession, liquidation, sale,or other disposition of investments, no less favourablethan the treatment that it accords in like circumstances toinvestors of that non-Party and their investments pursuantto such an agreement.

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CHAPTER 9MOVEMENT OF NATURAL PERSONS


1. This Chapter applies to measures affecting themovement of natural persons of a Party who enter theterritory of the other Party for business purposes.

2. This Agreement shall not apply to measures regardingnationality or citizenship, residence on a permanent basisor employment on a permanent basis.


The term “natural person of the other Party” means anatural person who resides in the territory of the otherParty or elsewhere and who under the law of the otherParty:

(a) in respect of Japan, is a national of Japan; and

(b) in respect of Singapore, is a national ofSingapore or has the right of permanent residencein Singapore.

Article 92Specific Commitments under Chapter 9

1. Each Party shall set out in Part A of Annex VI thespecific commitments it undertakes for:

(a) short-term business visitors of the other Party;and

(b) intra-corporate transferees of the other Party.

2. Each Party shall set out in Part B of Annex VI thespecific commitments it undertakes, to be implemented inaccordance with its laws and regulations, for:

(a) investors of the other Party; and

(b) natural persons of the other Party who engage inwork on the basis of a personal contract withpublic or private organisations in its territory.

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3. Natural persons covered by a specific commitmentreferred to in paragraphs 1 and 2 above shall be grantedentry and stay in accordance with the terms and conditionsof the specific commitment.

4. The specific commitments referred to in paragraphs 1and 2 of this Article shall apply only to sectors wherespecific commitments referred to in Article 63 areundertaken under Chapter 7 and no specific exceptions aremade under Chapter 8.

Article 93Mutual Recognition

of Professional Qualifications

1. A Party may recognise the education or experienceobtained, requirements met, or licences or certificationsgranted in the territory of the other Party for thepurposes of the fulfilment, in whole or in part, of itsstandards or criteria for the authorisation, licensing orcertification of natural persons with professionalqualifications.

2. Recognition referred to in paragraph 1 above, whichmay be achieved through harmonisation or otherwise, may bebased upon an agreement or arrangement between the Partiesor may be accorded unilaterally.

3. Where a Party recognises, by agreement or arrangementor unilaterally, the education or experience obtained,requirements met or licences or certifications granted inthe territory of a non-Party, the Party shall accord theother Party an adequate opportunity to demonstrate that theeducation or experience obtained, requirements met orlicences or certifications granted in the territory of theother Party should also be recognised.

Article 94Joint Committee on Mutual Recognition

of Professional Qualifications

1. For the purposes of effective implementation ofArticle 93 above, a Joint Committee on Mutual Recognitionof Professional Qualifications (hereinafter referred to inthis Article as “the Committee”) shall be established. Thefunctions of the Committee shall be:

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(a) reviewing and discussing the issues concerningthe effective implementation of Article 93 above;

(b) identifying and recommending areas for and waysof furthering co-operation between the Parties;and

(c) discussing other issues relating to theimplementation of Article 93 above.


Article 95General Provisions for Chapter 9

1. Subject to the requirement that such measures are notapplied in a manner which would constitute a means ofarbitrary or unjustifiable discrimination against the otherParty, or a disguised restriction on trade in servicesbetween the Parties or on investments of investors of aParty in the territory of the other Party, nothing in thisChapter shall be construed to prevent the adoption orenforcement by either Party of measures:




(c) necessary to secure compliance with laws orregulations which are not inconsistent with theprovisions of this Chapter including thoserelating to:

(i) the prevention of deceptive and fraudulentpractices or to deal with the effects of adefault on services contracts;

(ii) the protection of the privacy of individualsin relation to the processing anddissemination of personal data and theprotection of confidentiality of individualrecords and accounts;

(iii) safety.

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2. This Chapter shall not prevent a Party from applyingmeasures to regulate the entry of natural persons of theother Party into, or their temporary stay in, its territory,including those measures necessary to protect the integrityof, and to ensure the orderly movement of natural personsacross, its borders, provided that such measures are notapplied in such a manner as to nullify or impair thebenefits accruing to the other Party under the terms of aspecific commitment.(Note)

Note: The sole fact of requiring a visa for natural persons of acertain nationality or citizenship and not for those of othersshall not be regarded as nullifying or impairing benefits undera specific commitment.

CHAPTER 10INTELLECTUAL PROPERTY

Article 96Areas and Forms of Co-operation

under Chapter 10

1. The Parties, recognising the growing importance ofintellectual property (hereinafter referred to in thisChapter as “IP”) as a factor of economic competitiveness inthe knowledge-based economy, and of IP protection in thisnew environment, shall develop their co-operation in thefield of IP.

2. The areas of the co-operation pursuant to paragraph 1above may include:

(a) patents, trade secrets and related rights;

(b) trade marks and related rights;

(c) repression of unfair competition;

(d) copyright, designs and related rights;

(e) IP brokerage or licensing, IP management,registration and exploitation, and patentmapping;

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(f) IP protection in the digital environment and thegrowth and development of e-commerce;

(g) technology and market intelligence; and

(h) IP education and awareness programmes.

3. The forms of the co-operation under paragraph 1 ofthis Article may include:

(a) exchanging information and sharing experiences onIP and on relevant IP events, activities andinitiatives organised in their respectiveterritories;

(b) jointly undertaking training and exchanging ofexperts in the field of IP for the purposes ofcontributing to a better understanding of eachParty’s IP policies and experiences; and

(c) disseminating information, sharing experiencesand conducting training on IP enforcement.

Article 97Joint Committee on Intellectual Property

1. For the purposes of effective implementation of thisChapter, a Joint Committee on IP (hereinafter referred toin this Article as “the Committee”) shall be established.The functions of the Committee shall be:

(a) overseeing and reviewing the co-operation andimplementation of this Chapter;

(b) providing advice to the Parties with regard tothe implementation of this Chapter;

(c) considering and recommending new areas of co-operation under this Chapter; and

(d) discussing other issues relating to IP.


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Article 98Facilitation of Patenting Process

1. Singapore shall, in accordance with its laws andregulations, take appropriate measures to facilitate thepatenting process of an application filed in Singapore thatcorresponds to an application filed in Japan.

2. The details of such measures taken by Singaporepursuant to paragraph 1 above shall be specified in theImplementing Agreement.

Article 99Facilitation of the Use of IP Databases

The Parties shall take appropriate measures, as setout in the Implementing Agreement, to facilitate the use ofthe Parties’ IP databases open to the public.

Article 100Costs of Co-operative Activities

under Chapter 10

Costs of co-operative activities shall be borne insuch manner as may be mutually agreed.

CHAPTER 11GOVERNMENT PROCUREMENT


1. Paragraph 2 of Article I, and Article II to ArticleXXIII of the Agreement on Government Procurement in Annex 4to the WTO Agreement (hereinafter referred to in thisAgreement as “the GPA”) (except for sub-paragraph (b) ofparagraph 1 of Article III, Article V, paragraph 2 ofArticle XVI, paragraph 5 of Article XIX, Article XXI,Article XXII and paragraph 1 of Article XXIII) shall applymutatis mutandis to procurement of goods and servicesspecified in Annex VII A, by entities specified in AnnexVII B. The threshold　for a procurement covered by theprovisions of this Chapter is SDR 100,000.

2. Where entities specified in Annex VII B, in thecontext of procurement covered under this Agreement,require enterprises not included in Annex VII B to awardcontracts in accordance with particular requirements,Article III of the GPA (except for sub-paragraph (b) ofparagraph 1) shall apply mutatis mutandis to suchrequirements.

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3. When an entity listed in Annex VII B is privatised,this Chapter shall no longer apply to that entity. A Partyshall notify the other Party of the name of such entitybefore it is privatised or as soon as possible thereafter.

4. For the purposes of paragraph 3 above, a governmententity is construed as privatised if it has been re-constituted to be a legal person operating commercially andis no longer entitled to exercise governmental authority,even though the government possesses holdings thereof orappoints members of the board of directors thereto.

5. Nothing in this Chapter shall be construed so as toderogate from the obligations of the Parties as parties tothe GPA.

Article 102Exchange of Informationon Government Procurement

The government officials of the Parties responsiblefor procurement policy shall meet upon the request ofeither Party and, subject to the laws and regulations ofeach Party, exchange information in respect of governmentprocurement.

CHAPTER 12COMPETITION

Article 103Anti-competitive Activities

1. Each Party shall, in accordance with its applicablelaws and regulations, take measures which it considersappropriate against anti-competitive activities, in orderto facilitate trade and investment flows between theParties and the efficient functioning of its markets.

2. Each Party shall, when necessary, endeavour to reviewand improve or to adopt laws and regulations to effectivelycontrol anti-competitive activities.


on Controlling Anti-competitive Activities

1. The Parties shall, in accordance with their respectivelaws and regulations, co-operate in the field ofcontrolling anti-competitive activities subject to theiravailable resources.

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2. The sectors, details and procedures of co-operationunder this Chapter shall be specified in the ImplementingAgreement.

3. Pursuant to paragraph 1 of this Article, the Partiesshall exchange information as provided for in theImplementing Agreement with respect to the implementationof this Chapter. Article 3 shall not apply to suchexchange of information.

Article 105Dispute Settlement

The dispute settlement procedures provided for inChapter 21 shall not apply to this Chapter.

CHAPTER 13FINANCIAL SERVICES CO-OPERATION


in the Field of Financial Services

The Parties shall co-operate in the field of financialservices with a view to:

(a) promoting regulatory co-operation in the field offinancial services;

(b) facilitating development of financial markets,including capital markets, in the Parties and inAsia; and

(c) improving financial market infrastructure of theParties.

Article 107Regulatory Co-operation

1. The Parties shall promote regulatory co-operation inthe field of financial services, with a view to:

(a) implementing sound prudential policies, andenhancing effective supervision of financialinstitutions of either Party operating in theterritory of the other Party;

(b) responding properly to issues relating toglobalisation in financial services, includingthose provided by electronic means;

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(c) maintaining an environment that does not stiflelegitimate financial market innovations; and

(d) conducting oversight of global financialinstitutions to minimise systemic risks and tolimit contagion effects in the event of crises.

2. As a part of regulatory co-operation as set out inparagraph 1 above, the Parties shall, in accordance withtheir respective laws and regulations, co-operate insharing information on securities markets and securitiesderivatives markets of the respective Parties as providedfor in the Implementing Agreement, for the purposes ofcontributing to the effective enforcement of the securitieslaws of each Party.

3. Articles 2 and 3 and Chapter 21 shall not apply to theco-operation between the Parties in sharing information onsecurities markets and securities derivatives markets asset out in paragraph 2 above.

Article 108Capital Market Development

The Parties, recognising a growing need to enhance thecompetitiveness of their capital markets and to preserveand strengthen their stability in rapidly evolving globalfinancial transactions, shall co-operate in facilitatingthe development of the capital markets in the Parties witha view to fostering sound and progressive capital marketsand improving their depth and liquidity.

Article 109Improvement of Financial Market Infrastructure

The Parties, recognising that efficient and reliablefinancial market infrastructure will facilitate trade andinvestment, shall co-operate in strengthening theirfinancial market infrastructure.

Article 110Development of Regional Financial Markets

including Capital Markets

The Parties, recognising the importance of stable andwell-functioning financial markets, including capitalmarkets, shall co-operate with a view to contributing tofurther development of cross-border financial activities inAsia and to regional financial stability.

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Article 111Joint Committee

on Financial Services Co-operation

1. For the purposes of effective implementation of thisChapter, a Joint Committee on Financial Services Co-operation (hereinafter referred to in this Article as “theCommittee”) shall be established. The functions of theCommittee shall include:


(b) identifying and recommending to the Parties areasfor further co-operation; and

(c) discussing other issues relating to financialservices co-operation between the Parties.

2. The Committee may establish expert working groups toexamine specific issues and initiatives in detail.


CHAPTER 14INFORMATION AND COMMUNICATIONS TECHNOLOGY

Article 112Co-operation in the Field of ICT

The Parties, recognising the rapid development, led bythe private sector, of ICT and of business practicesconcerning ICT-related services both in the domestic andthe international contexts, shall co-operate to promote thedevelopment of ICT and ICT-related services with a view toobtaining the maximum benefit of the use of ICT for theParties.

Article 113Areas and Forms of Co-operation

under Chapter 14

1. The areas of co-operation pursuant to Article 112above may include the following:

(a) promotion of electronic commerce;

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(b) promotion of the use by consumers, the publicsector and the private sector, of ICT-relatedservices, including newly emerging services; and

(c) human resource development relating to ICT.

2. The Parties may set out, in the Implementing Agreement,specific areas of co-operation which they deem important.

3. The forms of co-operation pursuant to Article 112above may include the following:

(a) promoting dialogue on policy issues;

(b) promoting co-operation between the privatesectors of the Parties;

(c) enhancing co-operation in international forarelating to ICT; and

(d) undertaking other appropriate co-operativeactivities.

Article 114Joint Committee on ICT

1. For the purposes of effective implementation of thisChapter, a Joint Committee on ICT (hereinafter referred toin this Article as “the Committee”) shall be established.The functions of the Committee shall be:


(b) identifying ways of further co-operation betweenthe Parties in the field of ICT; and

(c) discussing other issues relating to ICT.


CHAPTER 15SCIENCE AND TECHNOLOGY


in the Field of Science and Technology

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1. The Parties, recognising that science and technology,particularly in advanced areas, will contribute to thecontinued expansion of their respective economies in themedium and long term, shall develop and promote co-operative activities between the governments of the Parties(hereinafter referred to in this Chapter as “Co-operativeActivities”) for peaceful purposes in the field of scienceand technology on the basis of equality and mutual benefit.

2. The Parties shall also encourage, where appropriate,other co-operative activities between parties, one or bothof whom are entities in their respective territories otherthan the governments of the Parties (hereinafter referredto in this Chapter as “Other Co-operative Activities”).

Article 116Areas and Forms of Co-operative Activities

under Chapter 15

The Parties may agree on the areas and forms of Co-operative Activities, which are to be specified in theImplementing Agreement.

Article 117Joint Committee on Science and Technology

1. For the purposes of effective implementation of thisChapter, a Joint Committee on Science and Technology(hereinafter referred to in this Article as “theCommittee”) shall be established. The functions of theCommittee shall be:

(a) reviewing and discussing the co-operativerelationship in the field of scientific andtechnological development of the Parties and theprogress of Co-operative Activities and Other Co-operative Activities;

(b) exchanging views and information on scientificand technological policy issues;

(c) providing advice to the Parties with regard tothe implementation of this Chapter, which mayinclude identification and recommendation of Co-operative Activities and encouragement of theirimplementation;

(d) discussing ways of encouraging Other Co-operativeActivities, especially in the areas that theParties consider important; and

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(e) discussing other issues relating to science andtechnology.

2. The composition of the Committee shall be specifiedin the Implementing Agreement.

Article 118Protection and Distribution

of Intellectual Property Rights and other Rightsof a Proprietary Nature

1. Scientific and technological information of a non-proprietary nature arising from Co-operative Activities maybe made available to the public by the government of eitherParty.

2. In accordance with the applicable laws and regulationsof the Parties and with relevant international agreementsto which the Parties are, or may become parties, theParties shall ensure the adequate and effective protection,and give due consideration to the distribution, ofintellectual property rights or other rights of aproprietary nature resulting from the Co-operativeActivities undertaken pursuant to this Chapter. TheParties shall consult for this purpose as necessary.

Article 119Costs of Co-operative Activities

under Chapter 15

1. The implementation of this Chapter shall be subject tothe availability of appropriated funds and the applicablelaws and regulations of each Party.

2. Costs of Co-operative Activities shall be borne insuch manner as may be mutually agreed.

Article 120Implementing Arrangements

Implementing arrangements setting forth the detailsand procedures of Co-operative Activities under thisChapter may be made between the government agencies of theParties.

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CHAPTER 16HUMAN RESOURCE DEVELOPMENT

Article 121Co-operation in the Field ofHuman Resource Development

The Parties, recognising that sustainable economicgrowth and prosperity largely depend on people’s knowledgeand skills, shall develop co-operation between thegovernments of the Parties and encourage mutuallybeneficial co-operation between parties, one or both ofwhom are entities in their respective territories otherthan the governments of the Parties, in the field of humanresource development.

Article 122Exchanges of Persons

1. The Parties shall encourage exchanges of theirscholars, teachers, students, members of educationalinstitutions and other persons engaging in scientific oreducational activities.

2. The Parties shall also encourage co-operation andexchanges between their youth and youth organisations witha view to promoting friendship between them.

Article 123Co-operation between Educational

and Research Institutions

The Parties shall encourage close co-operation betweentheir educational and research institutions.

Article 124Exchanges of Government Officials

The Parties shall promote exchanges of theirgovernment officials with a view to enhancing mutualunderstanding of the policies of their respectivegovernments. The details of the exchanges of suchgovernment officials shall be specified in the ImplementingAgreement.

Article 125Ageing Population

The Parties shall exchange views and experiences onpolicy issues concerning an ageing population.

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CHAPTER 17TRADE AND INVESTMENT PROMOTION

Article 126Co-operation in the Field ofTrade and Investment Promotion

The Parties shall co-operate in promoting trade andinvestment activities by private enterprises of the Parties,recognising that efforts of the Parties to facilitateexchange and collaboration between private enterprises ofthe Parties will act as a catalyst to promote trade andinvestment in Japan, Singapore and Asia.

Article 127Review and Recommendation

under Chapter 17

1. The Parties recognise that certain co-operationbetween parties, one or both of whom are entities in theirrespective territories other than the governments of theParties, could contribute to trade and investment promotionbetween the Parties. Such co-operation shall be specifiedin the Implementing Agreement.

2. The Parties shall review the co-operation set forth inparagraph 1 above and, where appropriate, recommend ways orareas of further co-operation between the parties to suchco-operation.

Article 128Joint Committee

on Trade and Investment Promotion

1. For the purposes of effective implementation of thisChapter, a Joint Committee on Trade and InvestmentPromotion (hereinafter referred to in this Article as “theCommittee”) shall be established. The functions of theCommittee shall be:

(a) exchanging views and information on trade andinvestment promotion;

(b) reviewing and discussing issues concerning theeffective implementation of this Chapter;

(c) identifying and recommending ways of further co-operation between the Parties; and

(d) discussing other issues relating to co-operationin trade and investment promotion.

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CHAPTER 18SMALL AND MEDIUM ENTERPRISES


in the Field of Small and Medium Enterprises

The Parties, recognising the fundamental role of smalland medium enterprises (hereinafter referred to in thisChapter as “SMEs”) in maintaining the dynamism of theirrespective national economies, shall co-operate inpromoting close co-operation between SMEs of the Parties.

Article 130Review and Recommendation under Chapter 18

1. The Parties recognise that certain co-operationbetween parties, one or both of whom are entities in theirrespective territories other than the governments of theParties, could contribute to close co-operation betweenSMEs of the Parties. Such co-operation shall be specifiedin the Implementing Agreement.

2. The Parties shall review the co-operation set forth inparagraph 1 above and, where appropriate, recommend ways orareas of further co-operation between the parties to suchco-operation.

Article 131Facilitation of SMEs Investment

The Parties, recognising the geographical position ofSingapore in Southeast Asia, shall co-operate infacilitating investments of Japanese SMEs in Singapore,with a view to enabling SMEs of both Parties to co-operatein their businesses, especially in Southeast Asia. TheParties shall likewise co-operate to facilitate investmentsof Singapore SMEs in Japan.

Article 132Joint Committee on SMEs

1. For the purposes of effective implementation of thisChapter, a Joint Committee on SMEs (hereinafter referred toin this Article as “the Committee”) shall be established.The functions of the Committee shall be:

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(b) exchanging views and information on the promotionof SMEs co-operation;


(d) discussing other issues relating to SMEs co-operation.


CHAPTER 19BROADCASTING

Article 133Co-operation in the Field of Broadcasting

The Parties, recognising both the potential ofbroadcasting as a means for promoting understanding betweenthe Parties and the rapid development of innovativebroadcasting services, shall encourage co-operation in thefield of broadcasting between the Parties.

Article 134Exchange of Views

between Regulatory Authorities

The Parties, recognising that mutual understanding ofthe broadcasting services in the respective Parties willenhance the ability of competent authorities of the Partiesto work together, and that strengthening the relationshipbetween regulatory authorities of the Parties will enablethe Parties to better cope with the emergence of newbroadcasting services, shall exchange views and informationon issues relating to the field of broadcasting, which mayinclude:

(a) broadcasting policy issues; and

(b) newly emerging broadcasting services.

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Article 135Joint Committee on Broadcasting

1. For the purposes of effective implementation of thisChapter, a Joint Committee on Broadcasting (hereinafterreferred to in this Article as “the Committee”) shall beestablished. The functions of the Committee shall be:

(a) reviewing and discussing the co-operativerelationship between the Parties in the field ofbroadcasting;

(b) identifying and recommending further co-operationareas between the Parties; and

(c) discussing other issues concerning the effectiveimplementation of this Chapter.


CHAPTER 20TOURISM

Article 136Co-operation in the Field of Tourism

The Parties, recognising that tourism will contributeto the enhancement of mutual understanding between theParties and that tourism is an important industry for theireconomies, shall co-operate to promote and develop tourismin the Parties.

Article 137Tourism Promotion and Development

The Parties shall encourage co-operation betweenparties, one or both of whom are entities in theirrespective territories other than the governments of theParties, concerning the promotion and development oftourism in the Parties.

Article 138Joint Committee on Tourism

1. For the purposes of effective implementation of thisChapter, a Joint Committee on Tourism (hereinafter referredto in this Article as “the Committee”) shall be established.The functions of the Committee shall be:

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(b) exchanging views and information on promotion anddevelopment of tourism;


(d) discussing other issues relating to tourism.


CHAPTER 21DISPUTE AVOIDANCE AND SETTLEMENT


1. This Chapter shall apply with respect to the avoidanceand settlement of disputes between the Parties concerningthe interpretation or application of this Agreement or theImplementing Agreement.

2. Nothing in this Chapter shall prejudice any rights ofthe Parties to have recourse to dispute settlementprocedures available under any other internationalagreement to which they are parties.

3. Notwithstanding paragraph 2 above, once a disputesettlement procedure has been initiated under this Chapteror under any other international agreement to which theParties are parties with respect to a particular dispute,that procedure shall be used to the exclusion of any otherprocedure for that particular dispute. However, this doesnot apply if substantially separate and distinct rights orobligations under different international agreements are indispute.

4. Paragraph 3 above shall not apply where the Partiesexpressly agree to the use of more than one disputesettlement procedure in respect of a particular dispute.

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Article 140General Consultations

for the Avoidance and Settlement of Disputes

1. For the purpose of avoiding disputes, a Party mayrequest consultations with the other Party with regard toany matter on the interpretation or application of thisAgreement or the Implementing Agreement.

2. When a Party requests consultations pursuant toparagraph 1 above, the other Party shall afford adequateopportunity for consultations and shall reply promptly tothe request and enter into consultations in good faith.

3. If the Parties fail to resolve any matter throughconsultations, either Party may request a meeting of theConsultative Committee established pursuant to paragraph 4below. The Consultative Committee shall convene within 30days after the date of receipt of the request, with a viewto a prompt and satisfactory resolution of the matter.

4. To facilitate the implementation of this Chapter, theParties establish the Consultative Committee, which shallconsist of representatives of each Party, including onelegal expert designated by each Party.

5. The procedure provided for in this Article shall notbe applicable if, in respect of the same dispute, theprocedure provided for in Article 142 has already beeninitiated.

Article 141Good Offices, Conciliation or Mediation

1. Good offices, conciliation or mediation may berequested at any time by either Party. They may begin atany time if the Parties agree. The use of good offices,conciliation or mediation may be terminated at any time atthe request of either Party.

2. If the Parties agree, good offices, conciliation ormediation may continue while procedures of the arbitraltribunal provided for in this Chapter are in progress.

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Article 142Special Consultationsfor Dispute Settlement

1. For the purpose of settling disputes, either Party maymake a request in writing for consultations to the otherParty if the requesting Party considers that any benefitaccruing to it directly or indirectly under this Agreementor the Implementing Agreement is being nullified orimpaired, as a result of failure of the requested Party tocarry out its obligations, or as a result of theapplication by the requested Party of measures whichconflict with its obligations, under this Agreement or theImplementing Agreement.

2. Unless the Parties agree otherwise, the requestedParty shall:

(a) enter into consultations within 30 days after thedate of receipt of the request for consultationsmade pursuant to paragraph 1 above; or

(b) enter into consultations within 10 days after thedate of receipt of the request for consultationsmade pursuant to paragraph 1 above if theprocedure provided for in Article 140 wasutilised in respect of the same dispute and 60days or more have elapsed from the date of theinitiation of consultations under that Article.

3. The Parties shall make every effort to reach amutually satisfactory resolution through consultations.

4. Where there is an infringement of the obligationsassumed under this Agreement or the Implementing Agreement,such infringement is considered prima facie to constitute acase of nullification or impairment.

Article 143Establishment of Arbitral Tribunals

1. Unless otherwise agreed by the Parties, if the Partiesfail to resolve a dispute through consultations providedfor in Article 142 above, either Party may request theestablishment of an arbitral tribunal in respect of thatdispute:

(a) after 60 days from the date on which therequested Party receives the request forconsultations made pursuant to sub-paragraph (a)of paragraph 2 of Article 142 above; or

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(b) after 30 days from the date on which therequested Party receives the request forconsultations made pursuant to sub-paragraph (b)of paragraph 2 of Article 142 above.

2. Any request to establish an arbitral tribunal pursuantto this Article shall identify:

(a) the legal basis of the complaint including theprovisions of this Agreement or the ImplementingAgreement alleged to have been breached and anyother relevant provisions; and

(b) the factual basis for the complaint.

3. The Parties shall, within 30 days after the date ofreceipt of the request for the establishment of an arbitraltribunal, appoint one arbitrator each. If one Party failsto so appoint an arbitrator, the legal expert designated bythat Party pursuant to paragraph 4 of Article 140 shall beappointed as an arbitrator.

4. The Parties shall agree on and designate a thirdarbitrator, who shall chair the arbitral tribunal. If theParties fail to agree on the third arbitrator, each Partyshall prepare and exchange with the other Party, a list offive persons whom that Party can accept as the thirdarbitrator. The third arbitrator shall be chosen in thefollowing manner:

(a) if only one name is common to both lists, thatperson, if available, will be chosen as the thirdarbitrator;

(b) if more than one name appears on both lists, theParties shall consult for the purpose of agreeingon the third arbitrator from such names;

(c) if the Parties are not able to reach agreement inaccordance with sub-paragraph (b) above or ifthere is no name common to both lists, or thearbitrator agreed upon or chosen is not availableand the Parties cannot decide on a replacementfor the arbitrator that is not available, thenthe two arbitrators appointed pursuant toparagraph 3 above shall agree on the thirdarbitrator; and

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(d) if the arbitrators are not able to reachagreement on the third arbitrator, the thirdarbitrator shall be chosen by random drawing inaccordance with the procedure agreed to by theParties for this purpose in the ImplementingAgreement.

5. The third arbitrator shall be appointed within 40 daysafter the date of appointment of the second arbitrator.

6. The third arbitrator shall not, unless the Partiesagree otherwise, be a national of either of the Parties,nor have his or her usual place of residence in theterritory of either of the Parties, nor be employed byeither Party, nor have dealt with the dispute in anycapacity.

7. The arbitral tribunal should be composed ofarbitrators with relevant technical or legal expertise.

Article 144Functions of Arbitral Tribunals

1. The arbitral tribunal established pursuant to Article143 above:

(a) should consult with the Parties as appropriateand provide adequate opportunities for thedevelopment of a mutually satisfactoryresolution;

(b) shall make its award in accordance with thisAgreement, the Implementing Agreement, andapplicable rules of international law;

(c) shall set out, in its award, its findings of lawand fact, together with the reasons therefor; and

(d) may, apart from giving its findings, include inits award suggested implementation options forthe Parties to consider in conjunction withArticle 147.

2. The Parties agree that the award of the arbitraltribunal shall be final and binding on the Parties.

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3. The arbitral tribunal may seek, from the Parties, suchrelevant information as it considers necessary andappropriate. The Parties shall respond promptly and fullyto any request by an arbitral tribunal for such informationas the arbitral tribunal considers necessary andappropriate.

4. The arbitral tribunal may seek information from anyrelevant source and may consult experts to obtain theiropinion on certain aspects of the matter. With respect tofactual issues concerning a scientific or other technicalmatter raised by a Party, the arbitral tribunal may requestadvisory reports in writing from an expert or experts. Thearbitral tribunal may, at the request of a Party or propriomotu, select, in consultation with the Parties, no fewerthan two scientific or technical experts who shall assistthe arbitral tribunal throughout its proceedings, but whoshall not have the right to vote in respect of any decisionto be made by the arbitral tribunal, including its award.

5. The deliberations of the arbitral tribunal shall beconfidential. The award of the arbitral tribunal shall bedrafted without the presence of the Parties, and in thelight of the information provided and the statements made.

6. The arbitral tribunal shall issue its award within 120days of its establishment, unless the dispute is settledotherwise or the proceeding of the arbitral tribunal isterminated in accordance with Article 146. When thearbitral tribunal is unable to issue its award within 120days, the arbitral tribunal may, in consultation with theParties, agree to delay the issuance of its award by nomore than 30 days.

7. The arbitral tribunal shall accord equal opportunityto the Parties to review the award in draft form.

8. The arbitral tribunal shall attempt to make itsdecisions, including its award, by consensus but may alsomake such decisions, including its award, by majority vote.

Article 145Proceedings of Arbitral Tribunals

1. The arbitral tribunal shall meet in closed session.

2. The deliberations of the arbitral tribunal and thedocuments submitted to it shall be kept confidential.

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3. Notwithstanding paragraph 2 above, either Party maymake public statements as to its views regarding thedispute, but shall treat as confidential, information andwritten submissions submitted by the other Party to thearbitral tribunal which that other Party has designated asconfidential. Where a Party has provided information orwritten submissions designated to be confidential, theother Party may request a non-confidential summary of theinformation or written submissions which may be disclosedpublicly. The Party to whom such a request is made mayagree to such a request and submit such a summary, orrefuse the request without needing to ascribe any reasonsor justification.

4. The Parties shall be given the opportunity to attendany of the presentations, statements or rebuttals in theproceeding. Any information or written submissionssubmitted by a Party to the arbitral tribunal, includingany comments on the descriptive part of the draft award andresponses to questions put by the arbitral tribunal, shallbe made available to the other Party.

Article 146Termination of Proceedings

Even if the arbitral tribunal has been established andis proceeding with the procedure provided for in Article145 above, the Parties may agree to terminate theproceedings at any time by jointly so notifying the chairof the arbitral tribunal.

Article 147Implementation of Chapter 21

1. The award of the arbitral tribunal made pursuant toArticle 144 (hereinafter referred to in this Chapter as“the original award”) shall be complied with promptly. AParty which is required by the arbitral tribunal to complywith its award (hereinafter referred to in this Chapter as“the implementing Party”) shall, within 20 days after thedate of issuance of the original award, notify the otherParty (hereinafter referred to in this Chapter as “theother Party”) as to the period which it assesses to bereasonable and necessary in order to implement the originalaward. Such period may:

(a) extend to 12 months only if administrative orlegislative measures have to be undertaken;

(b) be extended or shortened if the Parties agreethat special circumstances so justify; or

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(c) give rise to a request for consultations if theother Party considers the period notified to beunacceptable, in which case the Parties shallenter into consultations within 10 days after thedate of receipt of the request.

2. If the implementing Party considers that compliancewith the original award is impracticable, it shall, insteadof notifying the period for implementing the award inaccordance with paragraph 1 above, promptly enter intoconsultations with the other Party, with a view todeveloping a mutually acceptable resolution, throughcompensation or any alternative arrangement, and agreeingon a reasonable period to implement such resolution.

3. If the other Party considers that the measures takenby the implementing Party to comply with the original awarddo not comply with the original award, it may requestconsultations.

4. Either Party may refer matters arising from theimplementation of the original award to an arbitraltribunal if:

(a) consultations were initiated under sub-paragraph(c) of paragraph 1 of this Article, and theParties fail to reach agreement on the period forimplementation within 20 days after the date ofreceipt of the request;

(b) consultations were initiated under paragraph 2of this Article, and the Parties fail to reachagreement on a mutually acceptable resolution orthe period for its implementation within 30 daysafter the date of the initiation ofconsultations;

(c) consultations were initiated under paragraph 3above, and the Parties fail to resolve the matter,and at least 30 days have elapsed since the dateof the expiration of the period forimplementation provided for in paragraph 1 ofthis Article; or

(d) the Party that is requested to enter intoconsultations refuses to do so where requiredpursuant to paragraph 1, 2 or 3 above.

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5. If the arbitral tribunal convened pursuant to sub-paragraph (c) of paragraph 4 above confirms that theimplementing Party has failed to comply with the originalaward within the implementation period as determinedpursuant to paragraph 1 or sub-paragraph (a) of paragraph 4above, the other Party may, within 30 days from the date ofsuch confirmation by the arbitral tribunal, notify theimplementing Party that it intends to suspend theapplication to the implementing Party of the obligations ofthe other Party under this Agreement or the ImplementingAgreement.

6. If the implementing Party has failed to implement thecompensation or other alternative arrangement within theimplementation period as determined pursuant to paragraph 2or sub-paragraph (b) of paragraph 4 of this Article, theother Party may, within 30 days from the date of theexpiration of such implementation period, notify theimplementing Party that it intends to suspend theapplication to the implementing Party of the obligations ofthe other Party under this Agreement or the ImplementingAgreement.

7. Suspension pursuant to paragraphs 5 and 6 above mayonly be implemented at least 30 days after the date of thenotification in accordance with that paragraph. Suchsuspension:

(a) shall not be effected if, in respect of thedispute to which the suspension relates,consultations, or proceedings before an arbitraltribunal are in progress;

(b) shall be temporary, and shall be discontinuedwhen the Parties reach a mutually satisfactoryresolution or where compliance with the originalaward is effected;

(c) shall be restricted to the level of nullificationor impairment that is attributable to the failureto comply with the original award; and

(d) shall be restricted to the same sector or sectorsto which the nullification or impairment relates,unless it is not practicable or effective tosuspend obligations in such sector or sectors.

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8. If the implementing Party considers that therequirements in paragraph 5, 6 or 7 above have not been met,it may request consultations with the other Party. Theother Party shall enter into consultations within 10 daysafter the date of receipt of the request. If the Partiesfail to resolve matters within 30 days after the date ofreceipt of the request for consultations pursuant to thisparagraph, either Party may refer the matter to an arbitraltribunal.

9. The arbitral tribunal that is convened for the purposeof this Article shall, wherever possible, have as itsmembers, the members of the original arbitral tribunal. Ifthis is not possible, then the members to the arbitraltribunal shall be appointed pursuant to paragraphs 3 to 7of Article 143. Unless the Parties agree to a differentperiod, such arbitral tribunal shall issue its award within60 days after the date when the matter is referred to it.

Article 148Expenses

Unless the Parties agree otherwise, the expenses ofthe arbitral tribunal, including the remuneration of itsmembers, shall be borne by the Parties in equal shares.

CHAPTER 22FINAL PROVISIONS

Article 149Headings

The headings of the Chapters and the Articles andparagraphs of this Agreement are inserted for convenienceof reference only and shall not affect the interpretationof this Agreement.

Article 150Status of Annexes

The Annexes to this Agreement shall form an integralpart of this Agreement.

Article 151Amendment

This Agreement may be amended by agreement between theParties. If the amendments relate only to the followingareas, the amendments may be made by diplomatic notesexchanged between the Government of Japan and theGovernment of Singapore:

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(a) Annexes II A and II B; and

(b) changes of laws, regulations and administrativeprovisions or Designating Authorities specifiedin Part B of the Sectoral Annexes in Annex III.

Article 152Entry into Force

This Agreement shall enter into force on the 30th dayafter the date on which the Government of Japan and theGovernment of Singapore exchange diplomatic notes informingeach other that their respective legal procedures necessaryfor entry into force of this Agreement have been completed.It shall remain in force unless terminated as provided forin Article 153 below.

Article 153Termination

Either Party may terminate this Agreement by givingone year’s advance notice in writing to the other Party.

IN WITNESS WHEREOF, the undersigned, being dulyauthorised by their respective Governments, have signedthis Agreement.

DONE at Singapore on this 13th day of January, 2002,in duplicate in the Japanese and English languages, bothtexts being equally authentic. In case of any divergenceof interpretation, the English text shall prevail.

For Japan: For Singapore:

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