This contract is effective from 5 October 2005 until the contract terminates and all materials, equipment and personal property used in connection with the joint operations have been removed and
disposed of.
Each party shall be responsible for reporting and discharging its own tax measured by the profit or income of the party and the satisfaction of such party’s share of all contract obligations under the contract and under this agreement.
Any dispute, controversy or claim arising out of or in relation to or in connection with this agreement or the operations carried out under this Agreement, including without limitation any dispute as to the construction validity, interpretation, enforceability or breach of this agreement, shall be exclusively and finally settled by arbitration The arbitration shall be heard and determined by 3 arbitrators. The arbitration proceedings shall be held in London, England. The arbitration proceedings shall be conducted in the English language and the arbitrators shall be fluent in the English language. The arbitration proceedings shall be conducted under the Convention of the Settlement of Investment Disputes between States and Nationals for other States (ICSID Convention).
Subject to the provisions of the contract, the parties agree that all information and data acquired or obtained by any party in respect of joint operations shall be considered confidential and shall be kept confidential and not be disclosed during the term of the contract to any person or entity not a party to this agreement, except:
(i) to an affiliate, provided such affiliate maintains confidentiality as provided in this clause;
(ii) to a governmental agency or other entity when required by the contract;
(iii) to the extent such data and information is required to be furnished in compliance with any applicable laws or regulations, or pursuant to any legal proceedings or because of any order of any court binding upon a party;
(iv) to prospective or actual contractors, consultants and attorneys employed by any party where disclosure
of such data or information is essential to such contractor’s, consultant’s or attorney’s work;
(v) to a bona fide prospective transferee of a party’s participating interest (including an entity with whom a party or its affiliates are conducting bona fide negotiations directed toward a merger, consolidation or the sale of a majority of its or an affiliate’s shares);
(vi) to a bank or other financial institution to the extent appropriate to a party arranging for funding;
(vii) to the extent such data and information must be disclosed pursuant to any rules or requirements of any government or stock exchange having jurisdiction over such party, or its affiliates.