CONVENTION BETWEEN THE

UNITED STATES OF AMERICA AND THE

REPUBLIC OF ESTONIA FOR THE AVOIDANCE OF

DOUBLE TAXATION AND THE PREVENTION OF FISCAL EVASION

WITH RESPECT TO TAXES ON INCOME

The United States of America and the Republic of

Estonia, desiring to conclude a Convention for the avoidance

of double taxation and the prevention of fiscal evasion with

respect to taxes on income, have agreed as follows:
- 2 -

ARTICLE 1

General Scope

1. This Convention shall apply to persons who are

residents of one or both of the Contracting States, except

as otherwise provided in the Convention.

2. The Convention shall not restrict in any manner

any exclusion, exemption, deduction, credit, or other

allowance now or hereafter accorded:

a) by the laws of either Contracting State; or

b) by any other agreement between the Contracting

States.

3. Notwithstanding the provisions of subparagraph 2 b):

a) the provisions of Article 26 (Mutual Agreement

Procedure) of this Convention exclusively shall apply

to any dispute concerning whether a measure is within

the scope of this Convention, and the procedures under

this Convention exclusively shall apply to that

dispute; and

b) unless the competent authorities determine that

a taxation measure is not within the scope of this

Convention, the nondiscrimination obligations of this

Convention exclusively shall apply with respect to that

measure, except for such national treatment or mostfavored-nation obligations as may apply to trade in

goods under the General Agreement on Tariffs and Trade.
- 3 -

No national treatment or most-favored-nation obligation

under any other agreement shall apply with respect to

that measure.

c) For the purpose of this paragraph, a "measure"

is a law, regulation, rule, procedure, decision,

administrative action, or any similar provision or

action.

4. Notwithstanding any provision of the Convention

except paragraph 5 of this Article, a Contracting State may

tax its residents (as determined under Article 4

(Resident)), and by reason of citizenship may tax its

citizens, as if the Convention had not come into effect. For

this purpose, the term "citizen" shall include a former

citizen or long-term resident whose loss of such status had

as one of its principal purposes the avoidance of tax, but

only for a period of 10 years following such loss.

5. The provisions of paragraph 4 shall not affect:

a) the benefits conferred by a Contracting State

under paragraph 2 of Article 9 (Associated

Enterprises), under paragraphs 2 and 5 of Article 18

(Pensions, Social Security, Annuities, Alimony, and

Child Support), and under Articles 23 (Relief from

Double Taxation), 24 (Nondiscrimination), and 25

(Mutual Agreement Procedure); and

b) the benefits conferred by a Contracting State
- 4 -

under Articles 19 (Government Service), 20 (Students,

Trainees and Researchers), and 27 (Members of

Diplomatic Missions and Consular Posts), upon

individuals who are neither citizens of, nor have been

admitted for permanent residence in, that State.

ARTICLE 2

Taxes Covered

1. The existing taxes to which the Convention shall

apply are:

a) in the United States: the Federal income taxes

imposed by the Internal Revenue Code (but excluding the

accumulated earnings tax, the personal holding company

tax, and social security taxes), and the excise taxes

imposed with respect to the investment income of

private foundations (hereafter referred to as "United

States tax");

b) in Estonia: the income tax (tulumaks) (but

excluding the tax on insurance companies provided in

paragraph 35 of the Estonian income tax law), and the

local income tax (kohalik tulumaks), (hereafter

referred to as "Estonian tax").

2. The Convention shall apply also to any identical

or substantially similar taxes which are imposed after the

date of signature of the Convention in addition to, or in
- 5 -

place of, the existing taxes. The competent authorities of

the Contracting States shall notify each other of any

significant changes which have been made in their respective

taxation laws or other laws affecting their obligations

under the Convention, and of any official published material

concerning the application of the Convention, including

explanations, regulations, rulings, or judicial decisions.

ARTICLE 3

General Definitions

1. For the purposes of this Convention, unless the

context otherwise requires:

a) the term "Contracting State" means the United

States or Estonia as the context requires;

b) the term "United States" means the United

States of America, but does not include Puerto Rico,

the Virgin Islands, Guam, or any other United States

possession or territory. When used in a geographical

sense, the term "United States" includes any area

adjacent to the territorial waters of the United States

within which under the laws of the United States and in

accordance with international law, the rights of the

United States may be exercised with respect to the sea

bed and its sub-soil and their natural resources;

c) the term "Estonia" means the Republic of
- 6 -

Estonia and, when used in a geographical sense means

the territory of Estonia and any other area adjacent to

the territorial waters of Estonia within which under

the laws of Estonia and in accordance with

international law, the rights of Estonia may be

exercised with respect to the sea bed and its sub-soil

and their natural resources;

d) the term "person" includes an individual, an

estate, a trust, a partnership, a company, and any

other body of persons;

e) the term "company" means any body corporate or

any entity which is treated as a body corporate for tax

purposes;

f) the terms "enterprise of a Contracting State"

and "enterprise of the other Contracting State" mean,

respectively, an enterprise carried on by a resident of

a Contracting State and an enterprise carried on by a

resident of the other Contracting State;
- 7 -

g) the term "international traffic" means any

transport by a ship or aircraft operated by an

enterprise of a Contracting State, except when such

transport is solely between places in the other

Contracting State;

h) the term "competent authority" means:

(i) in the United States, the Secretary of

the Treasury or his delegate; and

 (ii) in Estonia, the Minister of Finance or

his authorized representative;

i) the term "national" means:

(i) any individual possessing the nationality

of a Contracting State; and

 (ii) any legal person, partnership or

association deriving its status as such from the

laws in force in a Contracting State.

2. As regards the application of the Convention at

any time by a Contracting State, any term not defined herein

shall, unless the context otherwise requires or the

competent authorities agree to a common meaning pursuant to

the provisions of Article 25 (Mutual Agreement Procedure),

have the meaning which it has at that time under the laws of

that State for the purposes of the taxes to which the

Convention applies, any meaning under the applicable tax

laws of that State prevailing over a meaning given to the
- 8 -

term under other laws of that State.

ARTICLE 4

Resident

1. For the purposes of this Convention, the term

"resident of a Contracting State" means any person who,

under the laws of that State, is liable to tax therein by

reason of his residence, domicile, citizenship, place of

management, place of incorporation, or any other criterion

of a similar nature.

2. a) However, the term "resident of a Contracting

State" does not include any person who is liable to tax

in that State in respect only of income from sources in

that State;

b) in the case of income derived or paid by a

partnership, estate, or trust, this term applies only

to the extent that the income derived by such

partnership, estate, or trust is subject to tax in that

State as the income of a resident, either in its hands

or in the hands of its partners or beneficiaries; and

c) if an individual is liable to tax as a resident

because the individual is a citizen or permanent

resident of a Contracting State and such resident is

not also a resident of the other Contracting State,

then the other State shall consider that individual to
- 9 -

be a resident of the first-mentioned State only if the

individual has a substantial presence, permanent home

or habitual abode in the first-mentioned State. If the

individual is a resident of both Contracting States,

his State of residence shall be determined under

paragraph 4.

3. The term "resident of a Contracting State"

includes:

a) that State, a political subdivision, or a local

authority thereof, and any agency or instrumentality of

any such State, subdivision or authority; and

b) a legal person organized under the laws of a

Contracting State and that is generally exempt from tax

in that State because it is established and maintained

in that State either:

(i) exclusively for a religious, charitable,

educational, scientific, or other similar purpose;

or

 (ii) to provide pensions or other similar

benefits to employees pursuant to a plan.
- 10 -

4. Where by reason of the provisions of paragraph 1

an individual is a resident of both Contracting States, then

his status shall be determined as follows:

a) he shall be deemed to be a resident of the

State in which he has a permanent home available to

him; if he has a permanent home available to him in

both States, he shall be deemed to be a resident of the

State with which his personal and economic relations

are closer (center of vital interests);

b) if the State in which he has his center of

vital interests cannot be determined, or if he does not

have a permanent home available to him in either State,

he shall be deemed to be a resident of the State in

which he has an habitual abode;

c) if he has an habitual abode in both States or

in neither of them, he shall be deemed to be a resident

of the State of which he is a national;

d) if he is a national of both States or of

neither of them, the competent authorities of the

Contracting States shall settle the question by mutual

agreement.

5. Where by reason of the provisions of paragraph 1 a

company is a resident of both Contracting States, the

competent authorities of the Contracting States shall

endeavor to settle the question by mutual agreement. In the
- 11 -

absence of such agreement, such company shall not be

considered to be a resident of either Contracting State for

the purposes of enjoying benefits under this Convention.

6. Where by reason of the provisions of paragraph 1 a

person other than an individual or a company is a resident

of both Contracting States, the competent authorities of the

Contracting States shall settle the question by mutual

agreement and determine the mode of application of the

Convention to such person.

ARTICLE 5

Permanent Establishment

1. For the purposes of this Convention, the term

"permanent establishment" means a fixed place of business

through which the business of an enterprise is wholly or

partly carried on.

2. The term "permanent establishment" includes

especially

a) a place of management;

b) a branch;

c) an office;

d) a factory;

e) a workshop; and

f) a mine, an oil or gas well, a quarry, or any

other place of extraction of natural resources.
- 12 -

3. The term "permanent establishment" also includes a

building site or construction or installation project, or an

installation or drilling rig or ship used for the

exploration or exploitation of natural resources, but only

if it lasts more than 6 months.

4. Notwithstanding the preceding provisions of this

Article, the term "permanent establishment" shall be deemed

not to include:

a) the use of facilities solely for the purpose of

storage, display, or delivery of goods or merchandise

belonging to the enterprise;

b) the maintenance of a stock of goods or

merchandise belonging to the enterprise solely for the

purpose of storage, display, or delivery;

c) the maintenance of a stock of goods or

merchandise belonging to the enterprise solely for the

purpose of processing by another enterprise;

d) the maintenance of a fixed place of business

solely for the purpose of purchasing goods or

merchandise, or of collecting information, for the

enterprise;
- 13 -

e) the maintenance of a fixed place of business

solely for the purpose of carrying on, for the

enterprise, any other activity of a preparatory or

auxiliary character;

f) the maintenance of a fixed place of business

solely for any combination of the activities mentioned

in subparagraphs a) to e), provided that the overall

activity of the fixed place of business resulting from

this combination is of a preparatory or auxiliary

character.

5. Notwithstanding the provisions of paragraphs 1 and

2, where a person (other than an agent of an independent

status to whom paragraph 6 applies) is acting on behalf of

an enterprise and has, and habitually exercises, in a

Contracting State an authority to conclude contracts in the

name of the enterprise, that enterprise shall be deemed to

have a permanent establishment in that State in respect of

any activities which that person undertakes for the

enterprise, unless the activities of such person are limited

to those mentioned in paragraph 4 which, if exercised

through a fixed place of business, would not make this fixed

place of business a permanent establishment under the

provisions of that paragraph.
- 14 -

6. An enterprise shall not be deemed to have a

permanent establishment in a Contracting State merely

because it carries on business in that State through a

broker, general commission agent, or any other agent of an

independent status, provided that such persons are acting in

the ordinary course of their business. However, where the

activities of such an agent are devoted wholly or almost

wholly on behalf of that enterprise, and where the

conditions between the agent and the enterprise differ from

those which would be made between independent persons, such

agent shall not be considered an agent of independent status

within the meaning of this paragraph. In such case the

provisions of paragraph 5 shall apply.

7. The fact that a company which is a resident of a

Contracting State controls or is controlled by a company

which is a resident of the other Contracting State, or which

carries on business in that other State (whether through a

permanent establishment or otherwise), shall not of itself

constitute either company a permanent establishment of the

other.
- 15 -

ARTICLE 6

Income From Immovable (Real) Property

1. Income derived by a resident of a Contracting

State from immovable (real) property (including income from

agriculture or forestry) situated in the other Contracting

State may be taxed in that other State.

2. The term "immovable (real) property" shall have

the meaning which it has under the law of the Contracting

State in which the property in question is situated. The

term shall in any case include property accessory to

immovable (real) property, livestock and equipment used in

agriculture and forestry, rights to which the provisions of

general law respecting landed property apply, any option or

similar right to acquire immovable (real) property, usufruct

of immovable (real) property and rights to variable or fixed

payments relating to the production from, or the right to

work, mineral deposits, sources and other natural resources;

ships, boats and aircraft shall not be regarded as immovable

(real) property.

3. The provisions of paragraph 1 shall apply to

income derived from the direct use, letting, or use in any

other form of immovable (real) property.

4. Where the ownership of shares or other corporate

rights in a company entitles the owner of such shares or

corporate rights to the enjoyment of immovable (real)
- 16 -

property held by the company, the income from the direct

use, letting, or use in any other form of such right to

enjoyment may be taxed in the Contracting State in which the

immovable (real) property is situated.

5. The provisions of paragraphs 1, 3 and 4 shall also

apply to the income from immovable (real) property of an

enterprise and to income from immovable (real) property used

for the performance of independent personal services.

6. A resident of a Contracting State who is liable to

tax in the other Contracting State on income from immovable

(real) property situated in the other Contracting State may

elect to compute the tax on such income on a net basis. In

the case of the United States tax, an election to apply the

preceding sentence shall be binding for the taxable year of

the election and all subsequent taxable years unless the

competent authority of the United States agrees to terminate

the election.

ARTICLE 7

Business Profits

1. The business profits of an enterprise of a

Contracting State shall be taxable only in that State unless

the enterprise carries on business in the other Contracting

State through a permanent establishment situated therein. If

the enterprise carries on business as aforesaid, the
- 17 -

business profits of the enterprise may be taxed in the other

State but only so much of them as is attributable to that

permanent establishment. However, profits derived from the

sale of goods or merchandise of the same or similar kind as

those sold, or from other business activities of the same or

similar kind as those effected, through that permanent

establishment may be considered attributable to that

permanent establishment if it is established that such sales

or activities were structured in a manner intended to avoid

taxation in the State where the permanent establishment is

situated.

2. Subject to the provisions of paragraph 3, where an

enterprise of a Contracting State carries on business in the

other Contracting State through a permanent establishment

situated therein, there shall in each Contracting State be

attributed to that permanent establishment the business

profits which it might be expected to make if it were a

distinct and independent enterprise engaged in the same or

similar activities under the same or similar conditions.

3. In determining the business profits of a permanent

establishment, there shall be allowed as deductions expenses

that are incurred for the purposes of the permanent

establishment, including a reasonable allocation of research

and development expenses, interest, and other similar

expenses and executive and general administrative expenses,
- 18 -

whether incurred in the State in which the permanent

establishment is situated or elsewhere. A Contracting State

may, consistent with its law, impose limitations on

deductions, so long as these limitations are consistent with

the concept of net income.

4. Nothing in this Article shall affect the

application of any law of a Contracting State relating to

the determination of the tax liability of a person in cases

where the information available to the competent authority

of that State is inadequate to determine the profits to be

attributable to a permanent establishment, provided that, on

the basis of the available information, the determination of

the profits of the permanent establishment is consistent

with the principles stated in this Article.

5. No business profits shall be attributed to a

permanent establishment by reason of the mere purchase by

that permanent establishment of goods or merchandise for the

enterprise.

6. For the purposes of the Convention, the business

profits to be attributed to the permanent establishment 
- 19 -

shall be determined by the same method year by year unless

there is good and sufficient reason to the contrary.

7. For the purposes of the Convention, the term

"business profits" means profits derived from any trade or

business. It includes, for example, profits from

manufacturing, mercantile, fishing, transportation,

communications or extractive activities, and from the

furnishing of personal services of another person, including

the furnishing by a company of the personal services of its

employees. It does not include income received by an

individual for his performance of personal services either

as an employee or in an independent capacity.

8. Where business profits include items of income

which are dealt with separately in other Articles of the

Convention, then the provisions of those Articles shall not

be affected by the provisions of this Article.

9. In applying paragraphs 1 and 2 of this Article,

paragraph 5 of Article 10 (Dividends), paragraph 5 of

Article 11 (Interest), paragraph 4 of Article 12

(Royalties), paragraph 3 of Article 13 (Capital Gains),

Article 14 (Independent Personal Services) and paragraph 2

of Article 21 (Other Income), income or gain may be

attributable to a permanent establishment or fixed base even 
- 20 -

if the income or gain is deferred until after such permanent

establishment or fixed base has ceased to exist.

ARTICLE 8

Shipping and Air Transport

1. Profits of an enterprise of a Contracting State

from the operation of ships or aircraft in international

traffic shall be taxable only in that State.

2. For the purposes of this Article, the term

"profits from the operation of ships or aircraft in

international traffic" includes profits derived from the

rental of ships or aircraft on a full (time or voyage)

basis. It also includes profits from the rental of ships or

aircraft on a bareboat basis by an enterprise engaged in the

operation of ships or aircraft in international traffic, if

such rental activities are incidental to the activities

described in paragraph 1. Profits derived by an enterprise

from the inland transport of property or passengers within

either Contracting State are treated as profits from the

operation of ships or aircraft in international traffic if 
- 21 -

such transport is undertaken as part of international

traffic by the enterprise.

3. Profits of an enterprise of a Contracting State

engaged in the operation of ships or aircraft in

international traffic from the use, maintenance, or rental

of containers (including trailers, barges, and related

equipment for the transport of containers) used in

international traffic shall be taxable only in that State.

4. The provisions of paragraphs 1 and 3 shall also

apply to profits from the participation in a pool, a joint

business, or an international operating agency.

ARTICLE 9

Associated Enterprises

1. Where:

a) an enterprise of a Contracting State

participates directly or indirectly in the management,

control or capital of an enterprise of the other

Contracting State, or

b) the same persons participate directly or

indirectly in the management, control, or capital of an

enterprise of a Contracting State and an enterprise of

the other Contracting State,

and in either case conditions are made or imposed between
- 22 -

the two enterprises in their commercial or financial

relations which differ from those which would be made

between independent enterprises, then any profits which

would, but for those conditions, have accrued to one of the

enterprises, but, by reason of those conditions, have not so

accrued, may be included in the profits of that enterprise

and taxed accordingly.

2. Where a Contracting State includes in the profits

of an enterprise of that State, and taxes accordingly,

profits on which an enterprise of the other Contracting

State has been charged to tax in that other State, and the

profits so included are profits which would have accrued to

the enterprise of the first-mentioned State if the

conditions made between the two enterprises had been those

which would have been made between independent enterprises,

then that other State shall make an appropriate adjustment

to the amount of the tax charged therein on those profits.

In determining such adjustment, due regard shall be had to

the other provisions of this Convention and the competent

authorities of the Contracting States shall if necessary

consult each other.
- 23 -

3. The provisions of paragraph 1 shall not limit any

provisions of the law of either Contracting State which

permit the distribution, apportionment, or allocation of

income, deductions, credits, or allowances between persons,

whether or not residents of a Contracting State, owned or

controlled directly or indirectly by the same interests when

necessary in order to prevent evasion of taxes or clearly to

reflect the income of any such persons.

ARTICLE 10

Dividends

1. Dividends paid by a resident of a Contracting

State and beneficially owned by a resident of the other

Contracting State may be taxed in that other State.

2. However, such dividends may also be taxed in the

Contracting State of which the payor is a resident and

according to the laws of that State, but if the beneficial

owner of the dividends is a resident of the other

Contracting State, the tax so charged shall not exceed:

a) 5 percent of the gross amount of the dividends

if the beneficial owner is a company which holds

directly at least 10 percent of the voting shares of

the company paying the dividends;
- 24 -

b) 15 percent of the gross amount of the dividends

in all other cases.

Subparagraph a) shall not apply in the case of dividends

paid by a United States person that is a Regulated

Investment Company or a Real Estate Investment Trust.

Subparagraph b) shall apply in the case of dividends paid by

a Regulated Investment Company. In the case of dividends

paid by a United States person that is a Real Estate

Investment Trust, subparagraph b) shall apply only if the

dividend is beneficially owned by an individual holding a

less than 10 percent interest in the Real Estate Investment

Trust; otherwise, the rate of withholding applicable under

domestic law shall apply.

This paragraph shall not affect the taxation of the company

in respect of the profits out of which the dividends are

paid.

3. The term "dividends" as used in this Article means

income from shares or other rights, not being debt-claims,

participating in profits, as well as income from other

corporate rights which is subjected to the same taxation

treatment as income from shares by the laws of the State of

which the company making the distribution is a resident. The

term "dividends" also includes income from arrangements,

including debt obligations, carrying the right to

participate in profits, to the extent so characterized under
- 25 -

the law of the Contracting State in which the income arises.

4. The provisions of paragraph 2 shall not apply if

the beneficial owner of the dividends, being a resident of a

Contracting State, carries on business in the other

Contracting State of which the payor is a resident, through

a permanent establishment situated therein, or performs in

that other State independent personal services from a fixed

base situated therein, and the dividends are attributable to

such permanent establishment or fixed base. In such case the

provisions of Article 7 (Business Profits) or Article 14

(Independent Personal Services), as the case may be, shall

apply.

5. A company that is a resident of one of the

Contracting States and that has a permanent establishment

that is subject to tax on its business profits in the other

Contracting State or that is subject to tax in the other

State on a net basis on its income that may be taxed in the

other State under Article 6 (Income from Immovable (Real)

Property) or under paragraph 1 of Article 13 (Capital Gains)

may be subject in that other State to a tax in addition to

the tax on profits. Such tax, however, may not exceed 5

percent of the portion of the profits of the company subject 
- 26 -

to tax in the other State that represents the dividend

equivalent amount of such profits.

6. Where a resident of a Contracting State derives

profits or income from the other Contracting State, that

other State may not impose any tax on the dividends paid by

that resident, except insofar as such dividends are paid to

a resident of that other State or insofar as the holding in

respect of which the dividends are paid forms part of the

business property of a permanent establishment or a fixed

base situated in that other State, even if the dividends

paid consist wholly or partly of profits or income arising

in such other State.

ARTICLE 11

Interest

1. Interest arising in a Contracting State and

beneficially owned by a resident of the other Contracting

State may be taxed in that other State.

2. However, such interest may also be taxed in the

Contracting State in which it arises and according to the

laws of that State, but if the beneficial owner of the

interest is a resident of the other Contracting State, the

tax so charged shall not exceed 10 percent of the gross

amount of the interest.

3. Notwithstanding the provisions of paragraph 2:
- 27 -

a) Interest arising in a Contracting State,

derived and beneficially owned by the Government of the

other Contracting State, including political

subdivisions and local authorities thereof, the Central

Bank or any financial institution wholly owned by that

Government, or interest derived on loans guaranteed or

insured by that Government, subdivision, authority or

institution shall be exempt from tax in the firstmentioned State;

b) interest arising in a Contracting State shall

be exempt from tax in that State if the beneficial

owner of the interest is an enterprise of the other

Contracting State, and the interest is paid with

respect to an indebtedness arising as a consequence of

the sale on credit by an enterprise of that other

State, of any merchandise, or industrial, commercial or

scientific equipment to an enterprise of the firstmentioned State, except where the sale or indebtedness

is between related persons;

c) the United States may tax an excess inclusion

with respect to a residual interest in a Real Estate

Mortgage Investment Conduit in accordance with its

domestic law; and

d) interest paid by a resident of a Contracting

State and that is determined with reference to
- 28 -

receipts, sales, income, profits or other cash flow of

the debtor or a related person, to any change in the

value of any property of the debtor or a related person

or to any dividend, partnership distribution or similar

payment made by the debtor to a related person also may

be taxed in that State, and according to its laws, but

if the beneficial owner is a resident of the other

Contracting State, the gross amount of the interest may

be taxed at a rate not exceeding the rate prescribed in

subparagraph b) of paragraph 2 of Article 10

(Dividends).

4. The term "interest" as used in this Convention

means income from debt-claims of every kind, whether or not

secured by mortgage and, subject to paragraph 4 of Article

10 (Dividends), whether or not carrying a right to

participate in the debtor's profits, and in particular,

income from government securities and income from bonds or

debentures, including premiums or prizes attaching to such

securities, bonds or debentures, as well as all other income

that is treated as interest by the taxation law of the

Contracting State in which the income arises. Penalty 
- 29 -

charges for late payment shall not be regarded as interest

for the purpose of this Article.

5. The provisions of paragraphs 2 and 3 shall not

apply if the beneficial owner of the interest, being a

resident of a Contracting State, carries on business in the

other Contracting State in which the interest arises,

through a permanent establishment situated therein, or

performs in that other State independent personal services

from a fixed base situated therein, and the interest is

attributable to such permanent establishment or fixed base.

In such case the provisions of Article 7 (Business Profits)

or Article 14 (Independent Personal Services), as the case

may be, shall apply.

6. Interest shall be deemed to arise in a Contracting

State when the payor is a resident of that State. Where,

however, the person paying the interest, whether he is a

resident of a Contracting State or not, has in a Contracting

State a permanent establishment or a fixed base in

connection with which the indebtedness on which the interest

is paid was incurred, and such interest is borne by such

permanent establishment or fixed base, then such interest

shall be deemed to arise in the State in which the permanent

establishment or fixed base is situated.

7. Where, by reason of a special relationship between
- 30 -

the payor and the beneficial owner or between both of them

and some other person, the amount of the interest, having

regard to the debt-claim for which it is paid, exceeds the

amount which would have been agreed upon by the payor and

the beneficial owner in the absence of such relationship,

the provisions of this Article shall apply only to the lastmentioned amount. In such case, the excess part of the

payments shall remain taxable according to the laws of each

Contracting State, due regard being had to the other

provisions of the Convention.

8. A resident of a Contracting State may be subject

to tax in the other Contracting State in respect of interest

expenses allocable to its profits attributable to a

permanent establishment in the other Contracting State or

subject to tax in the other Contracting State under Article

6 (Income from Immovable (Real) Property) or paragraph 1 of

Article 13 (Capital Gains) over the interest paid by or from

that permanent establishment or trade or business. In this

case, the allocable interest expense in excess of interest

paid shall be deemed to be interest arising in the other

Contracting State and be beneficially owned by a resident of

the first-mentioned Contracting State.

ARTICLE 12

Royalties
- 31 -

1. Royalties arising in a Contracting State and

beneficially owned by a resident of the other Contracting

State may be taxed in that other State.

2. However, such royalties may also be taxed in the

Contracting State in which they arise and according to the

laws of that State, but if the beneficial owner of the

royalties is a resident of the other Contracting State, the

tax so charged shall not exceed:

a) 5 percent of the gross amount of the royalties

paid for the use of industrial, commercial or

scientific equipment;

b) 10 percent of the gross amount of the royalties

in all other cases.

3. The term "royalties" as used in this Convention

means payments of any kind received as a consideration for

the use of, or the right to use, any copyright of literary,

artistic or scientific work, including computer software,

cinematographic films and films or tapes and other means of

image or sound reproduction for radio or television

broadcasting, any patent, trademark, design or model, plan,

secret formula or process, or other like right or property,

or for the use of, or the right to use, industrial,

commercial or scientific equipment, or for information

concerning industrial, commercial or scientific experience.

The term “royalties” also includes payments derived from the
- 32 -

disposition of any such right or property which are

contingent on the productivity, use or further disposition

thereof.

4. The provisions of paragraphs 1 and 2 shall not

apply if the beneficial owner of the royalties, being a

resident of a Contracting State, carries on business in the

other Contracting State in which the royalties arise,

through a permanent establishment situated therein, or

performs in that other State independent personal services

from a fixed base situated therein, and the royalties are

attributable to such permanent establishment or fixed base.

In such case the provisions of Article 7 (Business Profits)

or Article 14 (Independent Personal Services), as the case

may be, shall apply.

5. Where, by reason of a special relationship between

the payor and the beneficial owner or between both of them

and some other person, the amount of the royalties, having

regard to the use, right, or information for which they are

paid, exceeds the amount which would have been agreed upon

by the payor and the beneficial owner in the absence of such

relationship, the provisions of this Article shall apply

only to the last-mentioned amount. In such case, the excess

part of the payments shall remain taxable according to the

laws of each Contracting State, due regard being had to the

other provisions of the Convention.
- 33 -

6. For purposes of this Article:

a) Royalties shall be treated as arising in a

Contracting State when the payer is a resident of that

State. Where, however, the person paying the royalties,

whether he is a resident of a Contracting States or

not, has in a Contracting State a permanent

establishment or a fixed base in connection with which

the liability to pay the royalties was incurred, and

such royalties are borne by such permanent

establishment or fixed base, then such royalties shall

be deemed to arise in the State in which the permanent

establishment or fixed base is situated.

b) Where subparagraph a) does not operate to treat

royalties as arising in a Contracting State, and the

royalties are for the use of, or the right to use, in a

Contracting State any property or right described in

paragraph 3, then such royalties shall be deemed to

arise in that State and not in the State of which the

payor is resident.
- 34 -

c) Notwithstanding the preceding provisions of

this paragraph, payments received as consideration for

the use of containers, (including trailers, barges, and

related equipment for the transport of containers) used

in transportation of passengers or property (other than

transportation solely between places in a Contracting

State), not dealt with in Article 8 (Shipping and Air

Transport) shall be deemed to arise in neither

Contracting State.

ARTICLE 13

Capital Gains

1. Gains or income derived by a resident of a

Contracting State from the alienation of immovable (real)

property situated in the other Contracting State may be

taxed in that other State.

2. For the purposes of this Article, the term

"immovable (real) property situated in the other Contracting

State" includes immovable (real) property referred to in

Article 6 (Income From Immovable (Real) Property) which is

situated in that other State. It also includes shares of

stock of a company the property of which consists at least

50 percent of immovable (real) property situated in that

other State, and an interest in a partnership, trust or

estate to the extent that its assets consist of immovable
- 35 -

(real) property situated in that other State. In the United

States the term includes a "United States real property

interest."

3. Gains from the alienation of movable property

forming part of the business property of a permanent

establishment which an enterprise of a Contracting State has

in the other Contracting State, or of movable property

pertaining to a fixed base which is available to a resident

of a Contracting State in the other Contracting State for

the purpose of performing independent personal services,

including such gains from the alienation of such a permanent

establishment (alone or with the whole enterprise) or fixed

base, may be taxed in that other State.

4. Gains derived by an enterprise of a Contracting

State operating ships or aircraft in international traffic

from the alienation of ships, aircraft or containers

operated or used in international traffic or movable

property pertaining to the operation or use of such ships,

aircraft or containers shall be taxable only in that State.

5. Payments described in paragraph 3 of Article 12

(Royalties) shall be taxable only in accordance with the

provisions of Article 12.
- 36 -

6. Gains from the alienation of any property other

than property referred to in paragraphs 1 through 5 shall be

taxable only in the Contracting State of which the alienator

is a resident.

ARTICLE 14

Independent Personal Services

1. Income derived by an individual who is a resident

of a Contracting State in respect of professional services

or other activities of an independent character shall be

taxable only in that State unless such services are

performed in the other Contracting State and he has a fixed

base regularly available to him in the other Contracting

State for the purpose of performing his activities. In such

case, the income may be taxed in the other State, but only

so much of it as is attributable to that fixed base. For

this purpose, where an individual who is a resident of a

Contracting State stays in the other Contracting State for a

period or periods exceeding in the aggregate 183 days in any

twelve-month period commencing or ending in the taxable year

concerned, he shall be deemed to have a fixed base regularly

available to him in that other State and the income that is

derived from his activities referred to in the first 
- 37 -

sentence of this paragraph shall be attributable to that

fixed base.

2. For the purposes of paragraph 1, the income that

is taxable in the other Contracting State shall be

determined in the same way as income of a resident of that

other State derived in respect of professional services or

other activities of an independent character. However,

nothing in this paragraph shall be construed as obliging a

Contracting State to grant to residents of the other

Contracting State any personal allowances, reliefs and

reductions for taxation purposes on account of civil status

or family responsibilities that it grants to its own

residents.

3. The term "professional services" includes

especially independent scientific, literary, artistic,

educational or teaching activities as well as the

independent activities of physicians, lawyers, engineers,

architects, dentists and accountants.

ARTICLE 15

Dependent Personal Services

1. Subject to the provisions of Articles 16

(Directors' Fees), 18 (Pensions, Social Security, Annuities,

Alimony, and Child Support), 19 (Government Service) and 20

(Students, Trainees and Researchers), salaries, wages and
- 38 -

other remuneration derived by a resident of a Contracting

State in respect of an employment shall be taxable only in

that State unless the employment is exercised in the other

Contracting State. If the employment is so exercised, such

remuneration as is derived therefrom may be taxed in that

other State.

2. Notwithstanding the provisions of paragraph 1,

remuneration derived by a resident of a Contracting State in

respect of an employment exercised in the other Contracting

State shall be taxable only in the first-mentioned State if:

a) the recipient is present in the other State for

a period or periods not exceeding in the aggregate 183

days in any twelve-month period commencing or ending in

the taxable year concerned, and

b) the remuneration is paid by, or on behalf of,

an employer who is not a resident of the other State,

and

c) the remuneration is not borne by a permanent

establishment or a fixed base which the employer has in

the other State.

3. Notwithstanding the preceding provisions of this

Article, remuneration in respect of an employment as a

member of the regular complement of a ship or aircraft

operated by an enterprise of a Contracting State in

international traffic may be taxed in that Contracting
- 39 -

State.

ARTICLE 16

Directors' Fees

Directors' fees and other compensation derived by a

resident of a Contracting State in his capacity as a member

of the board of directors or any similar organ of a company

that is a resident of the other Contracting State may be

taxed in that other State.

ARTICLE 17

Artistes and Sportsmen

1. Notwithstanding the provisions of Articles 14

(Independent Personal Services) and 15 (Dependent Personal

Services), income derived by a resident of a Contracting

State as an entertainer, such as a theater, motion picture,

radio or television artiste, or a musician, or as a

sportsman, from his personal activities as such exercised in

the other Contracting State, may be taxed in that other

State, except where the amount of the gross receipts derived

by such entertainer or sportsman, including expenses

reimbursed to him or borne on his behalf, from such

activities does not exceed twenty thousand United States

dollars ($20,000) or its equivalent in Estonian kroons for

the taxable year concerned.
- 40 -

2. Where income in respect of activities exercised by

an entertainer or a sportsman in his capacity as such

accrues not to the entertainer or sportsman but to another

person, that income of that other person may,

notwithstanding the provisions of Articles 7 (Business

Profits), 14 (Independent Personal Services) and 15

(Dependent Personal Services), be taxed in the Contracting

State in which the activities of the entertainer or

sportsman are exercised, unless it is established that

neither the entertainer or sportsman nor persons related

thereto participate directly or indirectly in the profits of

that other person in any manner, including the receipt of

deferred remuneration, bonuses, fees, dividends, partnership

distributions, or other distributions.

3. The provisions of paragraphs 1 and 2 shall not

apply to income derived from activities exercised in a

Contracting State by a resident of the other Contracting

State as an entertainer or sportsman if the visit to the

first-mentioned State is wholly or mainly supported by

public funds of the other State or a political subdivision

or local authority thereof. In such a case, the income shall

be taxable only in the Contracting State of which the

entertainer or sportsman is a resident.

ARTICLE 18
- 41 -

Pensions, Social Security, Annuities,

Alimony, and Child Support

1. Subject to the provisions of Article 19

(Government Service), pensions and other similar

remuneration derived and beneficially owned by a resident of

a Contracting State in consideration of past employment,

whether paid periodically or as a single sum, shall be

taxable only in that State, but the amount of any such

pension or remuneration that would be excluded from taxable

income in the other Contracting State if the recipient were

a resident thereof shall be exempt from taxation in the

first-mentioned State.

2. Notwithstanding the provisions of paragraph 1,

payments made by a Contracting State under the provisions of

the social security or similar legislation of that State to

a resident of the other Contracting State or to a citizen of

the United States shall be taxable only in the firstmentioned State.

3. Annuities derived and beneficially owned by a

resident of a Contracting State shall be taxable only in

that State. The term "annuities" as used in this paragraph

means a stated sum (other than a pension) paid periodically

at stated times during a specified number of years, under an

obligation to make the payments in return for adequate and

full consideration (other than services rendered).
- 42 -

4. Alimony paid by a resident of a Contracting State,

and deductible therein, to a resident of the other

Contracting State shall be taxable only in that other State.

The term "alimony" as used in this paragraph means periodic

payments made pursuant to a written separation agreement or

a decree of divorce, separate maintenance, or compulsory

support, which payments are taxable to the recipient under

the laws of the State of which he is a resident.

5. Periodic payments, not dealt with in paragraph 4,

for the support of a minor child made pursuant to a written

separation agreement or a decree of divorce, separate

maintenance, or compulsory support, paid by a resident of a

Contracting State to a resident of the other Contracting

State, shall not be taxable in that other State.
- 43 -

ARTICLE 19

Government Service

1. Notwithstanding the provisions of Articles 15

(Dependent Personal Services) and 17 (Artistes and

Sportsmen):

a) remuneration, other than a pension, paid by, or

out of the public funds of a Contracting State or a

political subdivision or a local authority thereof to

an individual in respect of dependent personal services

rendered to that State or subdivision or authority in

the discharge of functions of a governmental nature

shall, subject to the provisions of subparagraph b), be

taxable only in that State;

b) such remuneration, however, shall be taxable

only in the other Contracting State if the services are

rendered in that State and the individual is a resident

of that State who:

(i) is a national of that State; or

 (ii) did not become a resident of that State

solely for the purpose of rendering the services.

2. Subject to the provisions of paragraph 2 of

Article 18 (Pensions, Social Security, Annuities, Alimony,

and Child Support):
- 44 -

a) any pension paid by, or out of the public funds

of a Contracting State or a political subdivision or a

local authority thereof to an individual in respect of

services rendered to that State or subdivision or

authority in the discharge of functions of a

governmental nature, shall, subject to the provisions

of subparagraph b), be taxable only in that State;

b) such pension, however, shall be taxable only in

the other Contracting State if the individual is a

resident of, and a national of, that State.

ARTICLE 20

Students, Trainees and Researchers

1. a) An individual who is a resident of a Contracting

State at the beginning of his visit to the other

Contracting State and who is temporarily present in

that other Contracting State for the primary purpose

of:

(i) studying at a university or other

accredited educational institution in that other

Contracting State; or

 (ii) securing training required to qualify him

to practice a profession or professional

speciality; or

 (iii) studying or doing research as a
- 45 -

recipient of a grant, allowance, or award from a

governmental, religious, charitable, scientific,

literary, or educational organization;

shall be exempt from tax by that other Contracting State

with respect to the amounts described in subparagraph b) of

this paragraph for a period not exceeding five years from

the date of his arrival in that other Contracting State.

b) The amounts referred to in subparagraph a) of

this paragraph are:

(i) payments from abroad, other than

compensation for personal services, for the

purpose of his maintenance, education, study,

research, or training;

 (ii) the grant, allowance, or award; and

 (iii) income from personal services performed

in that other Contracting State in an aggregate

amount not in excess of five thousand United

States dollars ($5,000) or its equivalent in

Estonian kroons for any taxable year.

2. An individual who is a resident of a Contracting

State at the beginning of his visit to the other Contracting

State and who is temporarily present in that other

Contracting State as an employee of, or under contract with,

a resident of the first-mentioned Contracting State, for the

primary purpose of:
- 46 -

a) acquiring technical, professional, or business

experience from a person other than that resident of

the first-mentioned Contracting State, or

b) studying at a university or other accredited

educational institution in that other Contracting

State,

shall be exempt from tax by that other Contracting State for

a period of 12 consecutive months with respect to his income

from personal services in an aggregate amount not in excess

of eight thousand United States dollars ($8,000) or its

equivalent in Estonian kroons.

3. An individual who is a resident of one of the

Contracting States at the time he becomes temporarily

present in the other Contracting State and who is

temporarily present in the other Contracting State for a

period not exceeding one year, as a participant in a program

sponsored by the Government of that other Contracting State,

for the primary purpose of training, research, or study,

shall be exempt from tax by that other Contracting State

with respect to his income from personal services in respect

of such training, research, or study performed in that other

Contracting State in an aggregate amount not in excess of

ten thousand United States dollars ($10,000) or its

equivalent in Estonian kroons.

4. This Article shall not apply to income from
- 47 -

research if such research is undertaken not in the public

interest but primarily for the private benefit of a specific

person or persons.

ARTICLE 21

Other Income

1. Items of income beneficially owned by a resident

of a Contracting State, wherever arising, not dealt with in

the foregoing Articles of this Convention shall be taxable

only in that State.

2. The provisions of paragraph 1 shall not apply to

income, other than income from immovable (real) property as

defined in paragraph 2 of Article 6 (Income from Immovable

(Real) Property), if the beneficial owner of the income,

being a resident of a Contracting State, carries on business

in the other Contracting State through a permanent

establishment situated therein, or performs in that other

State independent personal services from a fixed base

situated therein, and the income is attributable to such

permanent establishment or fixed base. In such case the

provisions of Article 7 (Business Profits) or Article 14

(Independent Personal Services), as the case may be, shall

apply.

3. Notwithstanding the provisions of paragraphs 1 and

2, items of income of a resident of a Contracting State not
- 48 -

dealt with in the foregoing Articles of this Convention and

arising in the other Contracting State may also be taxed in

that other State.

ARTICLE 22

Limitation on Benefits

1. A resident of a Contracting State shall be

entitled to all the benefits of this Convention only if it

is a "qualified resident" as defined in this Article.

2. A resident of a Contracting State is a qualified

resident for a taxable year only if it is either:

a) an individual;

b) a Contracting State, a political subdivision or

a local authority thereof, or an agency or

instrumentality of such State, subdivision or

authority;

c) a company, if:

(i) on at least half the days of the taxable

year the beneficial owners of at least 50 percent

of each class of the company's shares are

qualified residents by reason of subparagraphs a),

b), e), or f) of this paragraph, or U.S. citizens,

provided that in the case of indirect ownership,

each intermediate owner is a person entitled to

benefits of the Convention under this paragraph;
- 49 -

and

 (ii) amounts paid or accrued by the company

during its taxable year:

A) to persons that are neither

qualified residents nor U.S. citizens,

and

B) that are deductible for income

tax purposes in the company's State of

residence (but not including arm's

length payments in the ordinary course

of business for services or tangible

property),

do not exceed 50 percent of the gross income of

the company for that year;

d) a trust or estate, if the ownership of its

beneficial interests satisfies the requirement of

subparagraph c)i) and its payments to persons who are

not qualified residents or U.S. citizens satisfy the

requirement of subparagraph c)ii);

e) a person, if:

i) beneficial interests representing at least

50 percent of the value of each class of interests

in that person are substantially and regularly

traded on a recognized stock exchange; or

 ii) the direct or indirect owners of at least
- 50 -

50 percent of each class of interests in that

person are persons entitled to benefits under

clause i), provided that in the case of indirect

ownership, each intermediate owner is a person

entitled to benefits of the Convention under this

paragraph;

f) a person described in subparagraph 3 b) of

Article 4 (Resident) provided that more than half of

the beneficiaries, members or participants, if any, in

such persons are qualified residents; or

g) a United States Regulated Investment Company,

or a similar entity in Estonia as may be agreed by the

competent authorities of the Contracting States.

3. a) A resident of a Contracting State that is not a

qualified resident shall be entitled to the benefits of

this Convention with respect to an item of income

derived from the other State, if:
- 51 -

(i) the resident is engaged in the active

conduct of a trade or business in the firstmentioned State,

 (ii) the income is connected with or

incidental to the trade or business, and

 (iii) the trade or business is substantial in

relation to the activity in the other State

generating the income.

b) For purposes of this paragraph, the business of

making or managing investments will not be considered

an active trade or business unless the activity is

banking, insurance or securities activity conducted by

a bank, insurance company or registered securities

dealer.

c) Whether a trade or business is substantial for

purposes of this paragraph will be determined based on

all facts and circumstances. In any case, however, a

trade or business will be deemed substantial if, for

the preceding taxable year, or for the average of the

three preceding taxable years, the asset value, the

gross income, and the payroll expense that are related

to the trade or business in the first-mentioned State

equal at least 7.5 percent of the resident`s (and any

related parties`) proportionate share of the asset

value, gross income and payroll expense, respectively,
- 52 -

that are related to the activity that generated the

income in the other State, and the average of the three

ratios exceeds 10 percent.

d) Income is derived in connection with a trade or

business if the activity in the other State generating

the income is a line of business that forms a part of

or is complementary to the trade or business. Income is

incidental to a trade or business if it facilitates the

conduct of the trade or business in the other State.

4. A resident of a Contracting State that is not a

qualified resident pursuant to the provisions of paragraph 2

may, nevertheless, be granted benefits of the Convention

with respect to income arising in the other Contracting

State if the competent authority of that other Contracting

State so determines.

5. For the purposes of this Article, the term

"recognized stock exchange" means:

a) the NASDAQ System owned by the National

Association of Securities Dealers, Inc. and any stock

exchange registered with the U.S. Securities and

Exchange Commission as a national securities exchange

under the U.S. Securities Exchange Act of 1934;

b) the Tallinn Stock Exchange (Tallinna

Väärtpaberibörs); and
- 53 -

c) any other stock exchange agreed upon by the

competent authorities of the Contracting States.

6. The competent authorities of the Contracting

States shall consult together with a view to developing a

commonly agreed application of the provisions of this

Article, including the publication of public guidance. The

competent authorities shall, in accordance with the

provisions of Article 26 (Exchange of Information and

Administrative Assistance), exchange such information as is

necessary for carrying out the provisions of this Article.

ARTICLE 23

Relief From Double Taxation

1. In accordance with the provisions and subject to

the limitations of the law of the United States (as it may

be amended from time to time without changing the general

principle hereof), the United States shall allow to a

resident or citizen of the United States as a credit against

the United States tax on income:

a) the Estonian tax paid by or on behalf of such

resident or citizen; and
- 54 -

b) in the case of a United States company owning

at least 10 percent of the voting stock of a company

which is a resident of Estonia and from which the

United States company receives dividends, the Estonian

tax paid by or on behalf of the distributing company

with respect to the profits out of which the dividends

are paid.

2. In Estonia, double taxation shall be avoided as

follows:

a) where a resident of Estonia derives income

which, in accordance with this Convention, may be taxed

in the United States, unless a more favorable treatment

is provided in its domestic law, Estonia shall allow as

a deduction from the tax on the income of that

resident, an amount equal to the income tax paid

thereon in the United States (other than any such tax

imposed by reason of citizenship of the United States);

such deduction shall not, however, exceed that part of

the income tax in Estonia, as computed before the

deduction is given, which is attributable to the income

which may be taxed in the United States;

b) For the purposes of subparagraph a), where a

company that is a resident of Estonia receives a

dividend from a company that is a resident of the

United States in which it owns at least 10 percent of
- 55 -

its shares having full voting rights, the tax paid in

the United States shall include not only the tax paid

on the dividend, but also the appropriate portion of

the tax paid on the underlying profits of the company

out of which the dividend was paid.

3. For the purposes of allowing relief from double

taxation pursuant to this Article, and subject to such

source rules in the domestic laws of the Contracting States

as apply for purposes of limiting the foreign tax credit,

income derived by a resident of a Contracting State which

may be taxed in the other Contracting State in accordance

with this Convention (other than solely by reason of

citizenship in accordance with paragraph 4 of Article 1

(General Scope)) shall be deemed to arise in that other

State.

ARTICLE 24

Nondiscrimination

1. Nationals of a Contracting State shall not be

subjected in the other Contracting State to any taxation or

any requirement connected therewith, which is other or more

burdensome than the taxation and connected requirements to

which nationals of that other State in the same

circumstances, in particular with respect to residence, are

or may be subjected. This provision shall apply to persons
- 56 -

who are not residents of one or both of the Contracting

States. However, for the purposes of United States taxation,

United States nationals who are subject to tax on a

worldwide basis are not in the same circumstances as

nationals of Estonia who are not residents of the United

States.

2. The taxation on a permanent establishment which an

enterprise of a Contracting State, or a fixed base which an

individual who is a resident of a Contracting State, has in

the other Contracting State shall not be less favorably

levied in that other State than the taxation levied on

enterprises or individuals who are residents of that other

State carrying on the same activities. The provisions of

this paragraph shall not be construed as obliging a

Contracting State to grant to residents of the other

Contracting State any personal allowances, reliefs and

reductions for taxation purposes on account of civil status

or family responsibilities that it grants to its own

residents.

3. Except where the provisions of paragraph 1 of

Article 9 (Associated Enterprises), paragraph 7 of Article

11 (Interest), or paragraph 5 of Article 12 (Royalties)

apply, interest, royalties and other disbursements paid by a

resident of a Contracting State to a resident of the other

Contracting State shall, for the purpose of determining the
- 57 -

taxable profits of the first-mentioned resident, be

deductible under the same conditions as if they had been

paid to a resident of the first-mentioned State. Similarly,

any debts of a resident of a Contracting State to a resident

of the other Contracting State shall, for the purpose of

determining the taxable capital of the first-mentioned

resident, be deductible under the same conditions as if they

had been contracted to a resident of the first-mentioned

State.

4. Enterprises of a Contracting State, the capital of

which is wholly or partly owned or controlled, directly or

indirectly, by one or more residents of the other

Contracting State, shall not be subjected in the firstmentioned State to any taxation or any requirement connected

therewith which is other or more burdensome than the

taxation and connected requirements to which other similar

enterprises of the first-mentioned State are or may be

subjected.

5. Nothing in this Article shall be construed as

preventing either Contracting State from imposing a tax as

described in paragraph 5 of Article 10 (Dividends).

6. The provisions of this Article shall,

notwithstanding the provisions of Article 2 (Taxes Covered),

apply to taxes of every kind and description imposed by a

Contracting State or a political subdivision or local
- 58 -

authority thereof.

ARTICLE 25

Mutual Agreement Procedure

1. Where a person considers that the actions of one

or both of the Contracting States result or will result for

him in taxation not in accordance with the provisions of

this Convention, he may, irrespective of the remedies

provided by the domestic law of those States, present his

case to the competent authority of either Contracting State.

The case must be presented within three years from the first

notification of the action resulting in taxation not in

accordance with the provisions of the Convention.

2. The competent authority shall endeavor, if the

objection appears to it to be justified and if it is not

itself able to arrive at a satisfactory solution, to resolve

the case by mutual agreement with the competent authority of

the other Contracting State, with a view to the avoidance of

taxation which is not in accordance with the Convention. Any

agreement reached shall be implemented notwithstanding any

time limits or other procedural limitations in the domestic

law of the Contracting States.

3. The competent authorities of the Contracting

States shall endeavor to resolve by mutual agreement any

difficulties or doubts arising as to the interpretation or
- 59 -

application of the Convention. In particular the competent

authorities of the Contracting States may agree:

a) to the same attribution of income, deductions,

credits, or allowances of an enterprise of a

Contracting State to its permanent establishment

situated in the other Contracting State;

b) to the same allocation of income, deductions,

credits, or allowances between persons;

c) to the same characterization of particular

items of income;

d) to the same characterization of persons;

e) to the same application of source rules with

respect to particular items of income;

f) to a common meaning of a term;

g) to increases in any specific dollar amounts

referred to in the Convention to reflect economic or

monetary developments;

h) to advance pricing arrangements; and
- 60 -

i) to the application of the provisions of

domestic law regarding penalties, fines, and interest

in a manner consistent with the purposes of the

Convention.

They may also consult together for the elimination of double

taxation in cases not provided for in the Convention.

4. The competent authorities of the Contracting

States may communicate with each other directly for the

purpose of reaching an agreement in the sense of the

preceding paragraphs.

ARTICLE 26

Exchange of Information and Administrative Assistance

1. The competent authorities of the Contracting

States shall exchange such information as is relevant for

carrying out the provisions of this Convention or of the

domestic laws of the Contracting States concerning taxes

covered by the Convention insofar as the taxation thereunder

is not contrary to the Convention, including the assessment

of, collection of, the enforcement or prosecution in respect

of or the determination of appeals in relation to the taxes

covered by the Convention. The exchange of information is

not restricted by Article 1 (General Scope). Any information

received by a Contracting State shall be treated as secret

in the same manner as information obtained under the
- 61 -

domestic laws of that State and shall be disclosed only to

persons or authorities (including courts and administrative

bodies) involved in the assessment, collection or

administration of, the enforcement or prosecution in respect

of, or the determination of appeals in relation to, the

taxes covered by the Convention or the oversight of the

above. Such persons or authorities shall use the information

only for such purposes. They may disclose the information in

public court proceedings or in judicial decisions.

2. In no case shall the provisions of paragraph 1 be

construed so as to impose on a Contracting State the

obligation:

a) to carry out administrative measures at

variance with the laws and administrative practice of

that or of the other Contracting State;

b) to supply information which is not obtainable

under the laws or in the normal course of the

administration of that or of the other Contracting

State;

c) to supply information which would disclose any

trade, business, industrial, commercial or professional

secret or trade process or information, the disclosure 
- 62 -

of which would be contrary to public policy (ordre

public).

3. Notwithstanding paragraph 2, laws or practices of

the requested State pertaining to the disclosure of

information by financial institutions, nominees or persons

acting in an agency or fiduciary capacity, or respecting

ownership of debt instruments or interests in a person shall

not affect the authority of the requested State. The

competent authorities shall have the authority to obtain and

provide information notwithstanding such disclosure laws and

practices. If information is requested by a Contracting

State in accordance with this Article, the other Contracting

State shall obtain the information to which the request

relates in the same manner and to the same extent as if the

tax of the first-mentioned State were the tax of that other

State and were being imposed by that other State. If

specifically requested by the competent authority of a

Contracting State, the competent authority of the other

Contracting State shall provide information under this

Article in the form of depositions of witnesses and

authenticated copies of unedited original documents

(including books, papers, statements, records, accounts, and

writings), to the same extent such depositions and documents 
- 63 -

can be obtained under the laws and administrative practices

of that other State with respect to its own taxes.

4. Each of the Contracting States shall endeavor to

collect on behalf of the other Contracting State such

amounts as may be necessary to ensure that relief granted by

the Convention from taxation imposed by that other State

does not inure to the benefit of persons not entitled

thereto.

5. Paragraph 4 shall not impose upon either of the

Contracting States the obligation to carry out

administrative measures which are of a different nature from

those used in the collection of its own taxes, or which

would be contrary to its sovereignty, security, or public

policy.

6. For the purposes of this Article, the Convention

shall apply, notwithstanding the provisions of Article 2

(Taxes Covered), to taxes of every kind imposed by a

Contracting State.

7. The competent authority of the requested State

shall allow representatives of the applicant State to enter

the requested State to interview individuals and examine

books and records with the consent of the persons contacted

and the competent authority of the requested State.

ARTICLE 27
- 64 -

Members of Diplomatic Missions and Consular Posts

Nothing in this Convention shall affect the fiscal

privileges of members of diplomatic missions or consular

posts under the general rules of international law or under

the provisions of special agreements.

ARTICLE 28

Entry Into Force

1. The Governments of the Contracting States shall

notify each other through diplomatic channels when the

constitutional requirements for the entry into force of the

Convention have been complied with.

2. The Convention shall enter into force on the date

of the later of the notifications referred to in paragraph

1, and its provisions shall have effect in both Contracting

States:

a) in respect of taxes withheld at source, for

amounts paid or credited on or after the first day of

January of the calendar year next following the year in

which the Convention enters into force;

b) in respect of other taxes on income, for

taxable years beginning on or after the first day of 
- 65 -

January of the calendar year next following the year in

which the Convention enters into force.

3. The appropriate authorities of the Contracting

States shall consult within a five-year period from the date

on which this Convention enters into force with respect to

the application of the Convention, including the

negotiations of an amendment to the Convention by mean of a

protocol (if appropriate), to income derived from new

technologies (such as payments received for transmission by

satellite, cable, optic fibre or similar technology).

ARTICLE 29

Termination

This Convention shall remain in force until terminated

by a Contracting State. Either Contracting State may

terminate the Convention by giving written notice of

termination, through diplomatic channels, at least 6 months

before the end of any calendar year. In such event, the

Convention shall cease to have effect in both Contracting

States:

a) in respect of taxes withheld at source, for

amounts paid or credited on or after the first day of

January of the calendar year next following the year in

which the notice has been given;

b) in respect of other taxes on income, for
- 66 -

taxable years beginning on or after the first day of

January of the calendar year next following the year in

which the notice has been given.

IN WITNESS WHEREOF, the undersigned, being duly

authorized thereto, have signed this Convention.

DONE at Washington in duplicate, in the English and

Estonian languages, both texts being equally authentic, this

15th day of January, 1998.

FOR THE UNITED STATES FOR THE REPUBLIC

OF AMERICA: OF ESTONIA: