PREAMBLE

The Taipei Economic and Cultural Office in the Philippines
(TECO) and the Manila Economic and Cultural Office in Taiwan
(MECO) (hereinafter referred to individually as a “ Party ”
and collectively as the “ Parties ” ),

DESIRING to intensify the economic cooperation of both Parties,
consistent with the framework of the Parties ’ respective
domestic laws, rules, and regulations, on the basis of equality
and mutual benefits,

INTENDING to create favorable conditions for investments in the
territories represented by each Party,

RECOGNIZING that the reciprocal encouragement, protection, and
promotion of such investments will be conducive to stimulating
business initiatives of the investors and will increase
prosperity for both Parties,

HAVE AGREED AS FOLLOWS:

Article 1
SCOPE
1. Each Party shall protect and promote, in accordance with the
laws, rules, and regulations of the territory that such Party
represents, investors of the territory represented by the
other Party and their covered investments, through its
relevant authorities. Each Party shall seek the necessary
consensus and coordinate with its respective relevant
authorities to fulfill the obligations under this Agreement.
2. This Agreement shall apply to measures adopted or maintained
in the territory represented by a Party relating to:
(a) covered investments; and
(b) investors of the other Party.
3. This Agreement shall not apply to:
(a) any taxation measure, except for Article 7 (Expropriation
and Compensation) and Article 9 (Transfers);
(b) government procurement;
(c) services supplied in the exercise of governmental function
by the relevant authorities in the territory of a Party. For
the purpose of this Agreement, a service supplied in the
exercise of governmental function means any service, which
is supplied neither on a commercial basis nor in competition
with one or more service suppliers;
(d) measures adopted or maintained in the territory represented
by a Party affecting trade in services as defined under the
General Agreement on Trade in Services (GATS) of the World
Trade Organization (WTO).

Notwithstanding, Article 4 (Treatment of Investments),
Article 7 (Expropriation and Compensation), Article 8
(Compensation for Losses), Article 9 (Transfers), Article 13
(Subrogation), and Article 14 (Settlement of Investment
Disputes) shall apply to any measure affecting the supply of
service by a service supplier of a Party through commercial
presence in the territory represented by the other Party,
but only to the extent that any such measure relates to a
covered investment and an obligation under GATS, regardless
of whether such a service sector is scheduled in a Party ’
s schedule of specific commitments made under GATS of the
WTO.

For greater certainty, this subparagraph shall not preclude
a Party from applying Article 10 (Denial of Benefits),
Article 11 (Measures to Safeguard the Balance of Payments),
Article 12 (Prudential Measures), Article 16 (General
Exceptions), Article 17 (Security Exceptions), Article 20
(Coordination Mechanism), Article 24 (Review), or other
relevant provisions of this Agreement to any measure
affecting the supply of service by a service supplier of a
Party through commercial presence in the territory
represented by the other Party covered by GATS, but only to
the extent that any such measure relates to a covered
investment and an obligation under this Agreement; and
(e) claims arising out of events which occurred prior to the
date of entry into force of this Agreement.
4. Article 3 (Non-Discriminatory Treatment) and Article 6
(Performance Requirements) do not apply to any measure
adopted or maintained in the territory represented by a Party
with respect to subsidies or grants.

For greater certainty, a decision by the relevant authorities
in the territory represented by a Party not to issue, renew,
or maintain a subsidy or grant shall not constitute a breach
of Article 4 (Treatment of Investment) or Article 7
(Expropriation and Compensation),
(a) in the absence of any specific commitment under a contract
to issue, renew, or maintain that subsidy or grant, pursuant
to a domestic law; or
(b) if the decision is made in accordance with the terms or
conditions attached to the issuance, renewal, or maintenance
of the subsidy or grant, if any.
5. Nothing in this Agreement shall affect the rights and
obligations of the relevant authorities of each Party under
any tax agreement. In the event of any inconsistency between
this Agreement and any such agreement, that agreement shall
prevail to the extent of the inconsistency.

Article 2
DEFINITIONS
For the purpose of this Agreement, the term:
1. “ Covered investment ” means with respect to a Party, an
investment, in its territory, of an investor of the other
Party, in existence as of the date of entry into force of
this Agreement or established, acquired, or expanded
thereafter, and which has been admitted by the Party, subject
to its laws, rules, and regulations.
2. “ Juridical person ” means any legal entity duly
constituted or otherwise organized under the applicable law
in the territory represented by a Party, whether for profit
or otherwise, and whether privately-owned or
governmentally-owned, including any corporation, partnership,
joint venture, sole proprietorship, association, or similar
organization.
3. “ Investment ” means every kind of asset owned or
controlled, directly or indirectly, by an investor of a Party
in the territory of the other Party and that has the
characteristics of an investment, such as the commitment of
capital or other resources, the expectation of gains or
profits, or the assumption of risk, and in particular, shall
include but is not limited to:
(a) shares, stocks, and other forms of equity participation in a
juridical person;
(b) bonds, debentures, other debt instruments, and loans (note 1
,2) ;
(c) futures, options, and other derivatives;
(d) movable and immovable property and other property rights,
such as mortgages, liens, and pledges, acquired in the
expectation or used for the purpose of economic benefit or
other business purposes;

For greater certainty, market share, market access, expected
gains, and opportunities for profit-making are not, by
themselves, investments.

(e) intellectual property rights which are recognized pursuant
to the laws, rules, and regulations of each Party;
(f) turnkey, construction, management, production,
revenue-sharing, and other similar contracts conferred by
law or under a contract and having financial value,
including any concession to search for, cultivate, extract,
or exploit natural resources; and
(g) claims to money or to any contractual performance related to
a business and having financial value.

For greater certainty, “ claims to money ” does not
include claims to money that arise solely from:

(i) where the juridical person is an affiliate of the
investor, or
(ii) where the original maturity of the loan is at least one
year, but does not include a loan to a Party regardless
of original maturity.

For the purpose of the definition of investment in this
Article, returns that are invested shall be treated as
investment and any alteration of the form in which assets are
invested or reinvested shall not affect their character as
investment.

The term “ investment ” does not include an order or
judgment entered in a judicial or administrative action.
4. “ Investor of a Party ” means a natural or juridical person
of a Party that has made an investment in the territory of
the other Party.
5. “ Freely usable currency ” means any currency designated as
such by the International Monetary Fund (IMF) under its
Articles of Agreement and any amendments thereto.
6. “ Measure ” means any measure in the territory represented
by a Party, whether in the form of a law, rule, regulation,
procedure, administrative action, or other similar forms.
7. “ Natural person of a Party ” means any natural person
possessing the nationality or citizenship of a Party in
accordance with the laws, rules, and regulations in the
territory represented by that Party.
8. “ Returns ” means amounts yielded by or derived from an
investment, including profits, dividends, interest, capital
gains, royalties, and all other lawful income.

Note:
1 Some forms of debt, such as bonds, debentures, and long-term
notes, are more likely to have the characteristics of an
investment, while other forms of debt, such as claims to
payment that are immediately due and result from the sale of
goods or services, are less likely to have such
characteristics.
2 Loan to juridical person:
(i) commercial contracts for sale of goods or services; or
(ii) the extension of credit in connection with such commercial
contracts.

Article 3
NON-DISCRIMINATORY TREATMENT
1. Investors of a Party and their covered investments shall be
accorded treatment no less favorable than that accorded, in
like circumstances, to the other Party ’ s own investors and
their investments within its territory, with respect to the
management, conduct, operation, maintenance, use, and sale or
disposition of investments.
2. Investors of a Party and their covered investments shall be
accorded treatment no less favorable than that accorded, in
like circumstances, to investors of a non-Party and their
investments with respect to the management, conduct,
operation, maintenance, use, and sale or disposition of
investments in its territory.
(a) The treatment, as set forth in paragraph 2, shall not
include any preferential treatment accorded to investors or
their investments under any existing or future bilateral,
regional, or international investment agreements (note 3).
(b) Notwithstanding paragraph 2, if a Party accords more
favorable treatment to investors of a non-Party or their
investments by virtue of any future international investment
agreement or arrangements or regional cooperation to which
such Party is a party, it shall not be obliged to accord
such treatment to investors of the other Party or their
investments. However, upon request from the other Party, it
shall accord adequate opportunity to negotiate the benefits
granted therein.
(c) For greater certainty, the treatment under paragraph 2 does
not encompass a requirement for a Party to extend to
investors of the other Party dispute resolution procedures
or mechanisms.

Note:
3 International investment agreements shall include investment
chapters in free trade agreements or economic partnership
agreements.

Article 4
TREATMENT OF INVESTMENTS
1. Each Party shall accord to the covered investments of
investors of the other Party fair and equitable treatment and
full protection and security.
2. For greater certainty:
(a) Fair and equitable treatment refers to the obligation of
each Party not to:
(i) deny justice in any legal or administrative proceedings;
(ii) exercise un-remedied and egregious violations of due
process;
(iii) exercise manifestly abusive or arbitrary treatment
involving continuous, unjustified, and outrageous coercion
or harassment; or
(iv) engage in targeted discrimination on manifestly unjustified
grounds.
(b) Full protection and security requires each Party to provide
the level of police protection reasonably necessary to
ensure the physical security of covered investments required
under customary international law.
(c) The concepts of fair and equitable treatment and full
protection and security do not require treatment in addition
to or beyond that which is required under customary
international law and do not create additional substantive
rights.
3. A determination that there has been a breach of another
provision of this Agreement, or of a separate international
agreement, does not establish that there has been a breach of
this Article.

Article 5
NON-CONFORMING MEASURES
Paragraph 1 of Article 3 (Non-Discriminatory Treatment) shall
not apply to any non-conforming measures adopted or maintained
in the territory represented by a Party. The Parties will
endeavor to progressively remove the non-conforming measures.

For greater certainty, investments existing at or made after
entry into force of this Agreement shall not be affected by an
amendment to any existing non-conforming measure or any new
non-conforming measure that a Party may adopt or maintain if
such investments are provided under a specific written
commitment of a Party.

Article 6
PERFORMANCE REQUIREMENTS
The provisions of the Agreement on Trade-Related Investment
Measures (TRIMs) in Annex 1A of the WTO Agreement shall apply,
mutatis mutandis, to this Agreement.

Article 7
EXPROPRIATION AND COMPENSATION (note 4)
1. Each Party shall not expropriate or nationalize a covered
investment either directly or through measures equivalent to
expropriation or nationalization (hereinafter referred to as
“ expropriation ” ), except:
(a) for a public purpose;
(b) on a non-discriminatory basis;
(c) in accordance with due process of law; and
(d) on payment of compensation.
2. The compensation referred to in paragraph 1, subparagraph (d)
shall:
(a) be paid without delay (note 5);
(b) be equivalent to the fair market value of the expropriated
investment at the time when or immediately before the
expropriation was publicly announced, the date of filing of
the petition for expropriation, or when the expropriation
occurred, whichever is applicable;
(c) not reflect any change in value because the intended
expropriation had become known earlier; and
(d) be effectively realizable and freely transferable between
the territories of the Parties.
3. In the event of delay, the compensation referred to in
paragraph 1, subparagraph (d) shall include an appropriate
interest in accordance with the laws, rules, and regulations
in the territory represented by the Party making the
expropriation.
4. Non-discriminatory regulatory actions by a Party that are
designed and applied to achieve legitimate public welfare
objectives, such as the protection of public health, safety,
and the environment do not constitute expropriation.
5. This Article does not apply to the issuance of compulsory
licenses granted in relation to intellectual property rights,
or to the revocation, limitation, or creation of intellectual
property rights, to the extent that such issuance,
revocation, limitation, or creation is consistent with the
Trade-Related Aspects of Intellectual Property Rights
Agreement.(note 6)

Note:
4 This Article (Expropriation and Compensation) shall be
interpreted in accordance with Annex I (Expropriation and
Compensation).
5 The Parties understand that there may be legal and
administrative processes that need to be observed before
payment can be made.
6 For greater certainty, the Parties recognize that, for the
purpose of this Article, the term “ revocation ” of
intellectual property rights includes the cancellation or
nullification of such rights, and the term “ limitation ” of
intellectual property rights includes exceptions to such
rights.

Article 8
COMPENSATION FOR LOSSES
Each Party shall accord to investors of the other Party whose
covered investments suffered losses due to war or other armed
conflict, state of national emergency, civil strife, or other
similar events in its territory, treatment no less favorable
than that accorded, in like circumstances, to its own investors
or investors of a non-Party, relating to restitution,
indemnification, compensation, or other forms of settlement.

Article 9
TRANSFERS
1. Each Party shall allow all transfers relating to a covered
investment to be made freely and without delay into and out
of its territory. Such transfers include:
(a) contributions to capital, including the initial
contribution;
(b) profits, capital gains, dividends, royalties, license fees,
technical assistance and technical and management fees,
interest, and other current income accruing from any covered
investment;
(c) proceeds from the total or partial sale or liquidation of
any covered investment;
(d) payments made under a contract, including a loan agreement;
(e) payments made pursuant to Article 7 (Expropriation and
Compensation) and Article 8 (Compensation for Losses);
(f) payments arising out of the settlement of a dispute by any
means, including adjudication, arbitration, or the agreement
of the parties to the dispute; and
(g) earnings and other remuneration of personnel engaged from
abroad in connection with that covered investment in its
territory.
2. Each Party shall allow such transfers relating to a covered
investment to be made in a freely usable currency at the
market rate of exchange prevailing at the time of transfer.
3. Notwithstanding paragraphs 1 and 2, each Party may prevent or
delay a transfer through the equitable, non-discriminatory,
and good faith application of its laws, rules, and
regulations relating to:
(a) bankruptcy, insolvency, or the protection of the rights of
creditors;
(b) issuing, trading, or dealing in securities, futures,
options, or derivatives;
(c) criminal or penal offences and the recovery of the proceeds
of crime;
(d) financial reporting or record keeping of transfers when
necessary to assist law enforcement or financial regulatory
authorities;
(e) ensuring compliance with orders or judgments in judicial or
administrative proceedings;
(f) taxation;
(g) social security, public retirement, or compulsory savings
schemes;
(h) severance entitlements of employees; and
(i) requirement to register and satisfy other formalities
imposed by the central bank and financial regulatory
authorities of a Party.
4. Nothing in this Agreement shall affect the rights and
obligations of the territory represented by the Parties as
members of the IMF under the Articles of Agreement of the
IMF, including the use of exchange actions which are in
conformity with the Articles of Agreement, provided that a
Party shall not impose restrictions on any capital
transactions inconsistently with its specific commitments
regarding such transactions, except under Article 11
(Measures to Safeguard the Balance of Payments) or at the
request of the IMF.

Article 10
DENIAL OF BENEFITS
1. Each Party may deny the benefits of this Agreement to:
(a) investors of the other Party where the investment is being
made by a juridical person that is owned or controlled by
persons of a non-Party and that juridical person has no
substantive business operations in the territory of the
other Party; or
(b) investors of the other Party where the investment is being
made by a juridical person that is owned or controlled by
persons of the denying Party and that juridical person has
no substantive business operations in the territory of the
other Party.
2. A juridical person is:
(a) “ owned ” by an investor in accordance with the laws,
rules, and regulations in the territory represented by each
Party; or
(b) “ controlled ” by an investor if the investor has the
power to name a majority of its directors or otherwise to
legally direct its actions.
3. In the case of the relevant authorities in the territory
represented by MECO, it may deny the benefits of this
Agreement to an investor of the other Party and to its
investments, where it establishes that such investor has made
an investment in breach of the provisions of Commonwealth Act
No. 108 entitled “ An Act to Punish Acts of Evasion of Laws
on the Nationalization of Certain Rights, Franchises or
Privileges ”, as amended by Presidential Decree No. 715,
otherwise known as “ The Anti-Dummy Law ”, as may be
amended.

Article 11
MEASURES TO SAFEGUARD THE BALANCE OF PAYMENTS
1. Each Party may adopt or maintain measures not conforming with
its obligations under paragraph 1 of Article 3
(Non-Discriminatory Treatment) relating to cross-border
capital transactions, and Article 9 (Transfers):
(a) in the event of serious balance-of-payments and external
financial difficulties or threat thereof; or
(b) in cases where, in exceptional circumstances, movements of
capital cause or threaten to cause serious difficulties for
macroeconomic management, in particular, monetary and
exchange rate policies.
2. Measures referred to in paragraph 1 shall:
(a) be consistent with the Articles of Agreement of the IMF;
(b) avoid unnecessary damage to the commercial, economic, and
financial interests of the other Party;
(c) not exceed those necessary to deal with the circumstances
described in paragraph 1;
(d) be temporary and phased out progressively as the situation
specified in paragraph 1 improves; and
(e) be applied such that a Party is treated no less favorably
than any non-Party.

Article 12
PRUDENTIAL MEASURES
1. Notwithstanding any other provisions in this Agreement, each
Party shall not be prevented from taking measures relating to
financial services for prudential reasons, including measures
for the protection of investors, depositors, policy holders,
or natural or juridical persons to whom a fiduciary duty is
owed by an entity supplying financial services, or to ensure
the integrity and stability of its financial and monetary
system. Where such measures do not conform with the
provisions of this Agreement, they shall not be used as a
means of avoiding the Party ’ s commitments or obligations
under this Agreement.
2. Nothing in this Agreement shall be construed to require a
Party to disclose information relating to the affairs and
accounts of individual customers or any confidential or
proprietary information in the possession of public entities.

Article 13
SUBROGATION
1. If a Party or its designated agency makes a payment to an
investor of that Party under a guarantee, contract of
insurance, or other forms of indemnity it has granted on
non-commercial risk in respect of a covered investment, the
other Party shall recognize the subrogation or transfer of
any right or claim in respect of such investment. The
subrogated or transferred right or claim shall not be greater
than the original right or claim of the investor.
2. Where a Party or any agency, institution, statutory body, or
corporation designated by such Party has made a payment to an
investor of that Party and has taken over rights and claims
of the investor, that investor shall not, unless authorized
to act on behalf of the Party making the payment, pursue
those rights and claims against the other Party.

Article 14
SETTLEMENT OF INVESTMENT DISPUTES
Definitions and Scope
1. For the purpose of this Article, the term:
(a) “ Disputing investor ” means an investor of a Party that
makes a claim against the other Party under this Article.
(b) “ Disputing Party ” means the relevant authorities of the
territory represented by a Party against which a claim is
made under this Article.
(c) “ Disputing parties ” means the disputing investor and the
disputing Party.
(d) “ ICC Arbitration Rules ” means the Rules of Arbitration
of the International Chamber of Commerce, in force as of 1
January 2012.
(e) “ New York Convention ” means the United Nations
Convention on the Recognition and Enforcement of Foreign
Arbitral Awards, done at New York, on 10 June 1958.
(f) “ UNCITRAL Arbitration Rules ” means the arbitration rules
of the United Nations Commission on International Trade Law
approved by the United Nations General Assembly on 15
December 1976.
2. This Article shall apply to investment disputes between the
disputing parties arising from an alleged breach of an
obligation under Article 3 (Non-Discriminatory Treatment),
Article 4 (Treatment of Investment), Article 7 (Expropriation
and Compensation), Article 8 (Compensation for Losses), and
Article 9 (Transfers), which causes loss or damage to the
disputing investor in relation to its covered investment with
respect to the management, conduct, operation, maintenance,
use, and sale or disposition of such investment.
3. This Article shall not apply where the disputing investor
holds the nationality or citizenship of the disputing Party.

Consultations
4. In the event of an investment dispute referred to in
paragraph 2, the disputing parties shall, as far as possible,
resolve the dispute through consultations, with a view
towards reaching an amicable settlement. Such consultations,
which may include the use of non-binding, third party
procedures, shall be initiated by a written request for
consultations delivered by the disputing investor to the
disputing Party.
5. With the objective of resolving an investment dispute through
consultations, a disputing investor shall provide the
disputing Party, prior to the commencement of the
consultations, with information regarding the legal and
factual basis for the dispute.

Choice of Forum
6. Where the investment dispute has not been resolved through
consultations within 180 days from receipt by the disputing
Party of the written request for consultations, unless the
disputing parties agree otherwise, it may be submitted at the
choice of the disputing investor to:
(a) the courts or administrative tribunals of the disputing
Party;
(b) arbitration under the UNCITRAL Arbitration Rules;
(c) arbitration under the ICC Arbitration Rules; or
(d) any arbitral institution or in accordance with other
arbitral rules, that the disputing parties may agree,

provided that resort to any of the fora under subparagraph
(a), (b), (c), or (d) shall exclude resort to the other.

Conditions and Limitations on Submission of Claim
7. The submission of a dispute to arbitration under paragraph 6,
subparagraph (b), (c), or (d) shall be conditional upon:
(a) the submission of the dispute to such arbitration taking
place within three years from the time the disputing
investor became aware, or should reasonably have become
aware of an alleged breach of an obligation under this
Agreement causing loss or damage to the disputing investor
in relation to its covered investment;
(b) the execution of a separate written agreement (note 7),
apart from this Agreement, between the disputing parties;
(c) the disputing investor providing to the disputing Party a
written notice of intent at least 90 days before the claim
is submitted. The notice of intent shall specify:
(i) the forum for dispute settlement being sought, under
paragraph 6, subparagraph (b), (c), or (d);
(ii) the name and address of the disputing investor and its
legal representative;
(iii) the factual and legal basis of the investment dispute
sufficient to present the problem clearly, including the
provisions of this Agreement alleged to have been breached
and the relevant measure at issue, as may be applicable;
and
(iv) the relief sought, and where appropriate, the approximate
amount of damages claimed; and
(d) the notice of arbitration being accompanied by the disputing
investor ’ s written waiver of any right to initiate or
continue before any administrative tribunal or court under
the law of either the disputing Party or the Party of the
disputing investor, or other dispute settlement mechanisms
including investment dispute settlement mechanisms under any
other bilateral or multilateral agreement to which either or
both the disputing Party and the Party of the disputing
investor are parties, and any proceedings with respect to
any measure of the disputing Party alleged to constitute a
breach referred to in paragraph 2. Accordingly, once the
disputing investor has submitted the claim to arbitration
under paragraph 6, subparagraph (b), (c), or (d), the choice
of forum shall be final.
8. The applicable arbitration rules shall govern the arbitration
referred to in this Article except to the extent modified by
the disputing parties in this Article.

Selection of Arbitrators
9. Unless the disputing parties agree otherwise, an arbitral
tribunal established under paragraph 6, subparagraph (b),
(c), or (d) shall comprise three arbitrators:
(a) one arbitrator appointed by each of the disputing parties;
and
(b) the third arbitrator, who shall be the presiding arbitrator,
appointed by agreement of the disputing parties.
10. Unless the disputing parties agree otherwise, the third
arbitrator shall:
(a) not be of the same nationality as the disputing investor, or
be a national of the disputing Party;
(b) not have his or her usual place of residence in the
territory of either the disputing Party or the Party of the
disputing investor;
(c) not be employed by or affiliated with the disputing Party,
the Party of the disputing investor, or the disputing
investor;
(d) not have dealt with the said investment dispute in any
capacity; and
(e) have expertise or experience in public international law,
international trade, or international investment rules.

Conduct of Arbitration
11. Where issues relating to jurisdiction or admissibility are
raised as preliminary objections, the arbitral tribunal
shall decide the matter before proceeding to the merits.
12. A disputing Party may file, no later than 90 days after the
constitution of the arbitral tribunal, an objection that a
claim is manifestly without merit or not admissible. A
disputing Party may also file an objection that a claim is
outside the jurisdiction or competence of the arbitral
tribunal. The disputing Party shall specify as precisely as
possible the basis for the objection.
13. Notwithstanding paragraph 11, at any stage of the
proceedings, the arbitral tribunal may consider, motu
proprio, whether the claim is admissible, or within the
jurisdiction or competence of the arbitral tribunal.
14. The arbitral tribunal shall address any such objection as a
preliminary question apart from the merits of the claim. The
disputing parties shall be given a reasonable opportunity to
present their views and observations to the arbitral
tribunal. If the arbitral tribunal decides that the claim is
manifestly without merit, or is otherwise not within its
jurisdiction or competence, it shall render an award to that
effect.
15. Unless the disputing parties agree otherwise, the arbitral
tribunal shall determine the place of arbitration in
accordance with the applicable arbitration rules, provided
that the place shall be in the territory of either Party or
a State that is a party to the New York Convention.

Awards
16. Where an arbitral tribunal makes a final award against
either of the disputing parties, the arbitral tribunal may
award, separately or in combination, only:
(a) monetary damages and any applicable interest; and
(b) restitution of property, in which case the award shall
provide that the disputing Party may pay monetary damages
and any applicable interest in lieu of restitution.
17. An arbitral tribunal may not award moral and punitive
damages.
18. Each Party shall provide for the enforcement of an award in
its territory. (note 8)
19. An award made by an arbitral tribunal shall be final and
binding upon the disputing parties. An award shall have no
binding force except between the disputing parties and in
respect of the particular case.

Governing Law
20. The arbitral tribunal shall decide the issues in dispute in
accordance with this Agreement, the applicable rules of
international law, and any relevant domestic law in the
territory represented by the disputing Party.

Note:
7 This shall be read in conjunction with Annex II (Separate
Written Agreement).
8 The Parties understand that there may be domestic legal and
administrative processes that need to be observed before an
award can be complied with.

Article 15
DISPUTE SETTLEMENT BETWEEN THE PARTIES
Any dispute between the Parties concerning the interpretation or
application of this Agreement shall, if possible, be settled
amicably through consultations and negotiations between the
Parties.

Article 16
GENERAL EXCEPTIONS
Subject to the requirement that such measures are not applied in
a manner which would constitute a means of arbitrary or
unjustifiable discrimination between the Parties or their
investors, where like conditions prevail, or a disguised
restriction on investors or investments made by investors of the
other Party, nothing in this Agreement shall be construed to
prevent the adoption or enforcement by a Party of measures:
(a) necessary to protect public morals or to maintain public
order, provided that the public order exception may only be
invoked where a genuine and sufficiently serious threat is
posed to one of the fundamental interests of society;
(b) necessary to protect human, animal, or plant life or health;
(c) necessary to secure compliance with laws, rules, and
regulations which are not inconsistent with the provisions
of this Agreement, including those relating to:
(i) the prevention of deceptive and fraudulent practices or to
deal with the effects of a default on contracts;
(ii) the protection of the privacy of individuals in relation to
the processing and dissemination of personal data, and the
protection of confidentiality of individual records and
accounts; or
(iii) safety;
(d) imposed for the protection of national treasures of
artistic, historic, or archaeological value; or
(e) relating to the conservation of exhaustible natural
resources, if such measures are made effective in
conjunction with restrictions on domestic production or
consumption.

Article 17
SECURITY EXCEPTIONS
For the purpose of this Agreement, nothing in this Agreement
shall be construed:
(a) to require a Party to furnish any information, the
disclosure of which it considers contrary to the essential
security interests of the territory it represents;
(b) to prevent a Party from taking any actions which the
relevant authorities of the territory it represents
considers necessary for the protection of its essential
security interests:
(i) relating to the traffic in arms, ammunition, and implements
of war and to such traffic in other goods and materials or
relating to the supply of services as carried on, directly
or indirectly, for the purpose of supplying or provisioning
a military establishment;
(ii) taken in time of war or other emergency in domestic or
international relations;
(iii) relating to fissionable and fusionable materials or the
materials from which they are derived; or
(iv) taken to protect critical public infrastructures, including
communication, power, and water infrastructures, from
deliberate attempts intended to disable or degrade such
infrastructures; or
(c) to prevent a Party from taking any action in pursuance of
its obligations under the United Nations Charter for the
maintenance of international peace and security.

Article 18
DISCLOSURE OF INFORMATION
1. The laws, rules, regulations, administrative procedures and
rulings, and judicial decisions of general application in the
territory of each Party shall be promptly published, or
otherwise made publicly available.
2. Each Party shall, upon request by the other Party, promptly
respond to specific questions and provide information on
matters set forth in paragraph 1.
3. Nothing in this Agreement shall be construed to require the
relevant authorities of each Party to furnish or allow access
to information, the disclosure of which they consider would:
(a) be contrary to the public interest as determined by its law;
(b) be contrary to any of its legislation, including those
protecting personal privacy or the financial affairs and
accounts of individual customers of financial institutions;
(c) impede law enforcement; or
(d) prejudice legitimate commercial interests of particular
enterprises, public or private.

Article 19
JOINT IMPLEMENTING BODY
1. Both Parties shall establish a Joint Implementing Body with a
view to accomplishing the objectives of this Agreement. The
functions of the Joint Implementing Body include facilitating
the implementation and operation of this Agreement and
addressing issues of potential concerns by investors under
this Agreement.
2. The Joint Implementing Body shall be composed of
representatives of each Party, and shall meet within one year
of the entry into force of this Agreement and at least
annually thereafter or as mutually determined by the Parties.

Article 20
COORDINATION MECHANISM
1. Upon the entry into force of this Agreement, the Joint
Implementing Body referred to in Article 19 (Joint
Implementing Body) shall set up the Coordination Mechanism by
designating representatives from the relevant authorities of
each Party to provide assistance in the resolution of any
incidents or activities relating to investors and their
investments.
2. In the event of any such incidents or activities referred to
in paragraph 1, upon request from the investor to either
Party, the Joint Implementing Body shall task the
Coordination Mechanism to meet, in an appropriate manner,
within 30 days of such request for the purpose of addressing
such incidents or activities.

Article 21
PROMOTION OF INVESTMENT
1. Each Party shall further cooperate in promoting and
increasing investment activities by building upon existing
agreements or arrangements already in place for economic
cooperation in order to strengthen the economic relationship
between the Parties.
2. For the mutual benefit of the Parties, each Party shall
encourage and create favorable conditions for investors and
their investments.
3. The Parties shall cooperate in promoting and increasing
awareness of the Parties as an investment territory, through,
among others:
(a) increasing investments between the Parties;
(b) organizing investment promotion activities, including
business matching events;
(c) enhancing industrial complementation and production
networks;
(d) organizing and supporting the organization of various
briefings and seminars on investment opportunities and on
investment laws, rules, regulations, and policies; and
(e) conducting information exchanges on other issues of mutual
concern relating to investment promotion and facilitation.

Article 22
FACILITATION OF INVESTMENT
1. Each Party should endeavor to further create stable,
favorable, and transparent conditions in order to encourage
greater investment by investors of the other Party in its
territory.
2. Subject to the laws, rules, and regulations in the respective
territories represented by the Parties, the Parties shall
cooperate to facilitate investments between the Parties
through, among others:
(a) creating the necessary environment for all forms of
investment;
(b) simplifying procedures for investment applications and
approvals;
(c) promoting dissemination of investment information, including
investment laws, rules, regulations, policies, and
procedures; and
(d) utilizing existing investment promotion agencies or, where
necessary, establishing one-stop investment centers or
similar mechanisms in the respective host Parties, to
provide assistance and advisory services to the business
sectors including facilitation of operating licenses and
permits.

Article 23
ENTRY INTO FORCE
1. This Agreement shall enter into force on the thirtieth day
after the date on which the Parties have received the
notification, in writing, that their respective legal
procedures necessary for entry into force of this Agreement
have been completed. This Agreement shall remain in force
unless terminated as provided for in Article 25
(Termination).
2. Upon the entry into force, this Agreement shall replace the
Agreement between the Taipei Economic and Cultural Office and
the Manila Economic and Cultural Office for the Promotion and
Protection of Investments signed on 28 February 1992, and
apply to measures adopted or maintained by the relevant
authorities of the Parties relating to the existing
investment.

Article 24
REVIEW
1. The Parties shall undertake general review of this Agreement
with a view of furthering its objectives, including fair and
equitable treatment elements, after three years from entry
into force of this Agreement, upon request from a Party.
2. The outcome of the general review shall be incorporated in
accordance with the domestic processes of the relevant
authorities of the Parties.

Article 25
TERMINATION
1. Each Party may terminate this Agreement by giving written
notification to the other Party, and such termination shall
become effective one year after it has been received by the
other Party.
2. In respect of investments made prior to the date of
termination of this Agreement, the provisions of this
Agreement shall remain in force for a further period of 10
years from that date.

IN WITNESS WHEREOF, the undersigned, being duly authorized
thereto, have signed this Agreement.

Done in duplicate in Manila, Philippines on 7 December 2017 in
the English language.


For the Taipei For the Manila
Economic and Economic and
Cultural Office in the Cultural Office in
Philippines Taiwan

_________________ _________________
DR. SONG-HUANN LIN MR. ANGELITO TAN BANAYO
Representative Chairman and Resident
Representative

Witnessed by: Witnessed by:
_________________ _________________
Ms. Mei-Hua Wang Dr. Ceferino S. Rodolfo
Vice Minister Undersecretary