BETWEEN THE GOVERNMENT OF THE REPUBLIC OF TURKEY AND THE ECO TRADE AND DEVELOPMENT BANK
The Government of the Republic of Turkey and Economic Cooperation Organization (ECO) Trade and Development Bank;
With regard to the Agreement, Establishing the ECO Trade and Development Bank;
Noting The Article 23 of the Agreement provides that the Headquarters of the ECO Trade and Development Bank shall be located in the Republic of Turkey;
Desiring to define the status, privileges and immunities of the Bank and persons connected therewith in the Republic of Turkey;
Have agreed as follows:
For the purpose of this Agreement:
1. “Agreement Establishing the Bank” means the agreement establishing the ECO Trade and Development Bank, signed in Islamabad on March 15, 1995;
2. “Bank” means the ECO Trade and Development Bank;
3. “Government” means the Government of the Republic of Turkey;
4. The terms “Member State”, “President”, “Vice-President”, “Governor”,
“Temporary Governor”, “Alternate Governor”, “Temporary Alternate Governor”, “Director”, “Temporary Director”, “Alternate Director”, and “Temporary Alternate Director”, have the same meaning as in the Agreement Establishing the Bank, its By-Laws or Rules of Procedure;
5. “Premises of the Bank” means, the land, the buildings and parts of buildings including access facilities, used for the Official Activities of the Bank;
6. “Officers” means the President, the Vice-President and other persons appointed by the President to be Officers of the Bank;
7. “Employees of the Bank” means the staff of the Bank excluding those staff both recruited locally and assigned to hourly rates of pay, regardless of their nationality;
8. “Archives of the Bank” includes all records, correspondence, documents, manuscripts, still and moving pictures and films, sound recordings, computer programs, and written materials, video tapes or discs, and discs or tapes containing data belonging to, or held by, the Bank;
9. “Official Activities of the Bank” includes all activities undertaken pursuant to the Agreement Establishing the Bank, and all activities appropriate to fulfill its purpose and functions under Articles 1, 2 and 7 of that Agreement including its Administrative activities;
10. “Persons Connected with the Bank” means Governors, Temporary Governors, Alternate Governors, Temporary Alternate Governors, Members of Delegations, Directors, Temporary Directors, Alternate Directors, Temporary Alternate Directors, the President, the Vice-Presidents, Officers, and Employees of the Bank, and experts performing missions for the Bank;
11. “Host Country” means the Republic of Turkey; and
12. “Laws of the Republic of Turkey” include legislative acts and decrees, regulations or orders, issued by or under authority of the Government.
1. This Agreement shall be interpreted in the light of the primary objective of enabling the Bank fully and efficiently to discharge its responsibilities in the Republic of Turkey and to fulfill its purpose and functions.
2. This Agreement shall be regarded as implementing and supplementing provisions of the Agreement Establishing the Bank and shall not be regarded as modifying or derogating from the provisions of that Agreement, particularly Chapter VII thereof.
The Bank is recognized as an independent international organization possessing full juridical personality whose financial activities and operations shall not be subject to Turkish Banking Law and shall possess full legal personality and in particular, the full legal capacity,
(a) to contract;(b) to acquire, and dispose of, immovable and movable property; and(c) to institute legal proceedings,ARTICLE 4
Immunity from judicial proceedings
1. Within the scope of its official activities, the Bank shall enjoy immunity from jurisdiction, except that the immunity of the Bank shall not apply; (a) to the extent that the Bank shall have expressly waived any such immunity in any particular case or in any written document; (b) in respect of civil action arising out of the exercise of the powers of the Bank to borrow money, to guarantee obligations and to buy or sell or underwrite the sale of any securities; (c) in respect of civil action by a third party for damage arising from a road traffic accident caused by a Person Connected with the Bank acting on behalf of the Bank; (d) in respect of civil action relating to death or personal injury caused by an act or omission of the Bank or by a Person Connected with the Bank, in the Republic of Turkey; (e) in respect of the enforcement of an arbitration award made against the Bank as a result of an express submission to arbitration; (f) in respect of any counter-claim directly connected with court proceedings initiated by the Bank;2. The property and assets of the Bank shall, wheresoever located and by whomsoever held be immune from all forms of restraint, seizure, attachment or execution except upon the delivery of final judgment against the Bank.ARTICLE 5
Premises of the Bank
1. The Government, within the framework of its national legislation, shall do its utmost to assist the Bank in the acquisition by gift, lease, hire or purchase, of such Premises as may be selected by the Bank.2. The Government shall not dispose of or seek to dispose of all or any part of the Premises of the Bank, without the consent of the Bank. ARTICLE 6
Inviolability of the Premises of the Bank
1. The Premises of the bank shall be inviolable and shall be under the control and authority of the Bank which may establish any regulations necessary for the exercise of its functions therein.2. No official of the Government or person exercising any public authority, whether administrative, judicial, military or police, shall enter the Premises of the Bank except with the consent of and under the conditions approved by the President. Such consent may be assumed in the case of fire or other disasters requiring prompt protective action. The Bank and the Government shall agree under what circumstances and in what manner any such official may enter the Premises of the Bank without the prior consent of the Bank, in connection with fire prevention, sanitary regulations or emergencies. The Bank shall have the power to make rules and regulations operative within the premises of the Bank for the full independent exercise of its operations, administration and performance of its functions. 3. Without prejudice to the terms of this Agreement, the Bank shall prevent the Premises of the Bank from becoming a refuge from justice for foreigners subject to extradition or deportation, or persons who are avoiding of arrest or service of legal process under the law of the Republic of Turkey or in any other manner incompatible with the purposes of the Bank as laid down in the Agreement Establishing the ECO Trade and Development Bank.ARTICLE 7
Protection of the Premises of the Bank
1. The Premises of the Bank shall be used for the sole purpose of attaining the objectives of the Bank as stipulated in the Agreement Establishing the ECO Trade and Development Bank.2. The Government is under a special duty to take all appropriate measures as is deemed necessary to protect the Premises of the Bank against any intrusion or damage and to prevent any disturbance of the peace of the Bank or impairment of its dignity.3. The Bank shall take all reasonable steps to ensure that the amenities of the land in the vicinity of the Premises of the Bank are not prejudiced by any use made by the Bank of those Premises.ARTICLE 8
Public Utilities and Services in the Premises of the Bank
1. The Government shall do its utmost to ensure, that the Bank shall be provided with the necessary public utilities and the services and the utility charges shall be borne by the Bank. 2. In case of any interruption or threatened interruption of any such utilities and services, the Government shall consider the needs of the Bank of equal importance with those of similar international organizations and shall take steps to ensure that the operations of the Bank are not prejudiced.3. The Bank shall, upon request, make suitable arrangements to enable duly authorized representatives of the appropriate public service bodies to inspect, repair, maintain, reconstruct and relocate utilities, conduits, mains and sewers within the Premises of the Bank. ARTICLE 9
Flags and Emblem
The Bank shall be entitled to display ECO flag and emblem with its own logo on the Premises of the Bank and on the means of transport of the Bank and of its President and it shall be entitled to display the flags of the Member States on the Premises of the Bank.ARTICLE 10
Immunity of Property and Inviolability of Archives of the Bank
1. The property and assets of the Bank, wheresoever located and by whomsoever held, shall be immune from search, requisition, confiscation, expropriation and any other form of interference or taking or foreclosure by administrative or legislative action except for the circumstances under Article 4(1) and in so far in any particular case the President shall have expressly waived its immunity.2. The Archives of the Bank shall be inviolable.ARTICLE 11
Communications and Publications
1. The Bank shall enjoy in Republic of Turkey for its official communications and the transfer of all its documents treatment not less advantageous to the Bank than the most favorable treatment which may be accorded by the Government to other international organization based in Republic of Turkey.
2. All official communications directed to the Bank or to Persons Connected with the Bank at the Premises of the Bank and all outward official communications of the Bank, by whatever means or in whatever form transmitted, shall be immune from censorship and from any other form of interception or interference with their privacy. Such immunity shall extend to publications, still and moving pictures, films and sound recordings. In case of emergencies requiring the enforcement of censorship, the appropriate authorities of the Republic of Turkey shall consult the Bank on measures to regulate, consistent with the laws of Republic of Turkey, the enjoyment of immunity from censorship of communications to and from the Bank. Nothing in this section shall preclude the adoption, in consultation with the Bank, of such measures where there is reason to believe that the security of the state and public order are threatened.
3. The Bank shall have the right to use codes and to dispatch and receive official correspondence and other official communications by courier or in sealed bags which shall have immunities and privileges not less favorable than those accorded to diplomatic couriers and bags.
Exemption from Customs and Taxation
1. Within the scope of its Official Activities the Bank, its property, movable and immovable, assets income, of whatever nature such as interests, capital gains, currency gains, profits as well as its operations and transactions, purchase of goods and services shall be exempt from all present and future, direct and indirect taxation and duties, including but not limited to Value Added Tax (VAT), income tax, withholding tax, stamp duties, be it of a local or governmental nature. Referring to the aforesaid provisions the Bank shall also be exempt from any obligation for the payment, withholding or collection of any tax. However, the Bank shall not claim exemption from taxes which are, in fact, no more than charges for public utility services.
2. Goods imported or exported by the Bank, within the scope of and are necessary for its Official Activities and in case of any official publications of the Bank imported or exported by it shall be exempt from custom duties and other levies including VAT and Special Consumption Tax and from prohibitions and restrictions on imports and exports to the extent possible.
Goods which had been acquired or imported may only be sold or transferred to persons who are exempted from customs or may be re-exported or left to the customs.
Privileges and Immunities for Persons Connected with the Bank
1. The Government undertakes to authorize the entry into the Republic of Turkey as soon as possible, and without charge for visas, of Foreign Officers and Staff of the Bank and members of their families forming part of their households provided that the visa procedures are fulfilled in accordance with the Laws of the Republic of Turkey.
2. Persons Connected with the Bank shall:
(a) be immune from legal process even after termination of their mission or service, in respect of acts performed by them in their official capacity, except when the Bank waives the immunity. This immunity shall not apply, however, to civil liability in the case of damage arising from a road traffic accident caused by any such person;
(b) be exempt, together with members of their family forming part of their household, from the same facilities as regards immigration restrictions and exchange regulations, as accorded by the Republic of Turkey to the representatives, officials and employees of comparable rank of similar international organizations;
(c) be exempt, together with members of their families forming part of their households, from national service obligations;
(d) be granted, together with members of their family forming part of their household, the same treatment in respect of traveling facilities, as is accorded by the Republic of Turkey to the representatives, officials and employees of comparable rank of similar international organizations;
(e) be exempt from taxation in respect of salaries and emoluments paid to them by the Bank;
(f) shall be exempt from any work permit requirements for aliens (or foreigners) in the Republic of Turkey,
3. Foreign officers and staff of the Bank shall have the right in accordance with the laws of the Republic of Turkey to import temporarily their household effects including one automobile per family, provided that the goods are used by these persons during the period of stay in Turkey for the sole purpose of fulfilling their assignment and re-exported after termination of their assignment. However, except, in accordance with such Laws, goods mentioned under this sub-paragraph shall not be transferred, hired out or rent, permanently or temporarily or sold.4. In addition to the privileges and immunities set out in paragraphs 1 and 2, the President and two Vice Presidents of the Bank in accordance with the current practice shall enjoy, and each according to his rank, such other the privileges and immunities accorded in conformity with the International Custom to Diplomatic Envoys.
5. The spouses and other members of the family of the Persons Connected with the Bank forming part of their household shall be accorded opportunity to take up employment in the Republic of Turkey in accordance with the applicable legislation of the Republic of Turkey.
6. The privileges and immunities set out in paragraph 2(b), 2(c), 2(d), 2(f), 3, 4 and Article 18(2) shall not be applied to Persons Connected with the Bank who are nationals of the Republic of Turkey.
From the date on which the Bank establishes or joins a social security scheme, Officers and Employees of the Bank shall with respect to services rendered for the Bank be exempt from the provisions of any social security scheme established by the Republic of Turkey. However, Officers and Employees of the Bank, who are permanently based in Republic of Turkey, if they so wish, would be subject to optional social security provisions of the Turkish Law No.5510, Social Securities and General Health Security. Officers and Employees of the Bank who are nationals of the Republic of Turkey but are not subject to optional social security provisions of the Turkish Law No.5510, following the termination of their job at the Bank, may owe the duration they worked for the Bank in accordance with the Law No. 3201, dated 08 May, 1985 of the Turkish Social Security Institution, Evaluating the Abroad Working Period of Nationals of the Republic of Turkey for Social Security. ARTICLE 16
Opportunity to Take Employment
1. The Bank shall not employ, as an Officer or Employee of the Bank or as Expert performing missions for the Bank, any person who is present in the Republic of Turkey at the time of such employment without taking all reasonable steps to ascertain that such person is not present in the Republic of Turkey in violation of the relevant immigration laws of the Republic of Turkey or is not subject to a prohibition there under from taking up employment in Turkey.ARTICLE 17
Waiver of Immunities, Exemptions and Privileges
The immunities, exemptions and privileges conferred under this Agreement are granted in the interests of the Bank and not for the personal benefit of the individual themselves. The Board of Directors may waive to such extent and upon such conditions as it may determine any of the immunities, exemptions and privileges conferred under this Agreement in cases where such action would, in its opinion, be appropriate in the best interests of the Bank. The President shall have the right and duty to waive any immunity, exemption or privilege in respect of any Officer or Employee of the Bank or Expert performing services for the Bank, other than the President or a Vice-president, where, in his or her opinion, the immunity, exemption or privilege would impede the course of justice and can be waived without prejudice to the interests of the Bank. In similar circumstances and under the same conditions, the Board of Directors shall have the right and the duty to waive any immunity, exemption or privilege in respect of the President and each Vice-President.ARTICLE 18
Notification of Appointments: Cards
1. The Bank shall inform the Ministry of Foreign Affairs of the Republic of Turkey when an Officer or Employee of the Bank or an expert performing missions for the Bank takes up or relinquishes his or her duties. Furthermore, the Bank shall provide the Ministry of Foreign Affairs of the Republic of Turkey with an updated list of all such Officers, Employees of the Bank and Experts. It shall in each case indicate whether or not the individual concerned is a national of the Republic of Turkey or permanently resident in the Republic of Turkey.2. The Ministry of Foreign Affairs of the Republic of Turkey shall issue to Employees of the Bank, on notification of their appointment, a card bearing the photograph of the holder, identifying him or her as an Officer or Employee of the Bank.ARTICLE 19
1. The Bank shall take every measure to ensure and co-operate at all times with the appropriate authorities of the Republic of Turkey in order to prevent any abuse of the immunities, privileges, exemptions and facilities provided for in this Agreement.2. Nothing in this Agreement shall affect the right of the Government to take the precautions necessary for the security of the Republic of Turkey. If the Government considers it necessary to apply the preceding sentence, it shall approach the Bank as rapidly as circumstances allow in order determining by mutual agreement, the measures necessary to protect the interest of the Bank. The Bank shall collaborate to avoid any prejudice to the security of the Republic of Turkey. ARTICLE 20
At the request either of the Government or of the Bank, consultation shall take place respecting the implementation, modification or extension of this Agreement. Any modification/amendment to this agreement agreed upon between the Government and the Bank shall enter into force in accordance with the procedures referred to in Article 23.ARTICLE 21
Without prejudice to the privileges and immunities accorded by this Agreement, it is the duty of all persons enjoying such privileges and immunities to respect the laws and regulations of the Republic of Turkey. They also have a duty not to interfere in the internal affairs of the Republic of Turkey.ARTICLE 22
Settlement of Disputes
1. The President shall make provisions for appropriate methods of settlement of: a) disputes arising out of contracts and disputes of a private law character to which the Bank is a party and, in consultation with the Government; b) disputes involving a Person Connected with the Bank who, by reason of his or her official position, enjoys immunity, if such immunity has not been waived.2. Any dispute between the Government and the Bank concerning the interpretation or application of this Agreement, which is not settled by negotiation or other agreed mode of settlement, shall be referred for final decision to an arbitral tribunal of three arbitrators to be constitute for each individual case in the following way. Within two months after the receipt of the request for arbitration, the Government and the Bank each shall appoint one member of tribunal. The two members so appointed shall then select a third arbitrator who is not a national of any of the Member States, as chairman.3. Should the first two arbitrator fail to agree upon the third if within three months from the date of notification of the request for arbitration, the necessary appointment have not been made, either the Government or the Bank may, in the absence of any other agreement, invite the President of the International Court of Justice to make the necessary appointment. If the President of the International Court of Justice is a national any of the Member States or if he is otherwise prevented from discharging the said function, the Vice-President of the International Court of Justice shall be invited to make the necessary appointment. If the Vice-President is a national of any of the Member States or if he too is prevented from discharging the said function, the member of the International Court of Justice next in seniority who is not a national of any of the Member States shall be invited to make the necessary appointments.4. The decisions of the tribunal shall be final and binding. The tribunal shall adopt its own rules of procedure, and in this respect shall be guided by the Rules of Procedure for Arbitration Proceedings of the International Center for Settlement of Investment Disputes established by the Convention on the Settlement of Investment Disputes between States and Nationals of Other States, opened for signature at Washington D.C. on 18th March 1965.5. The costs of the tribunal shall be shared equally between the Government and the Bank. ARTICLE 23
Final Provisions, Entry into Force and Termination
1. This Agreement shall enter into force on the date the Republic of Turkey duly notifies the Bank about the completion of its legal procedures after the Agreement is signed by both parties.
2. This Agreement shall remain in force as long as the Agreement Establishing the ECO Trade and Development Bank is valid and the Bank remains in the Republic of Turkey.
3. This Agreement may be terminated by agreement between the Government and the Bank. In the event of the Headquarters of the Bank being moved from the territory of the Republic of Turkey, this Agreement shall cease to be in force after the period reasonably required for such transfer and the disposal of the property of the Bank in the Republic of Turkey.
In witness whereof, the respective representatives, duly authorized thereto, have signed this Agreement.
Done in duplicate in Ankara, on the 27th of December 2006, in English and Turkish with English version to prevail in the event of a conflict between the two.