2. If the information in the possession of the competent authority of the
requested Party is not sufficient to enable it to comply with the request for
information, the requested Party shall use all relevant information gathering
measures to provide the applicant Party with the information requested,
notwithstanding that the requested Party may not need such information for its
own tax purposes. Privileges under the laws and practices of the applicant Party
shall not apply in the execution of a request by the requested Party and the
resolution of such matters shall be solely the responsibility of the applicant Party.

3. If specifically requested by the competent authority of the applicant Party, the
competent authority of the requested Party shall, to the extent allowable under its
domestic laws:

(a) specify the time and place for the taking of testimony or the production
of books, papers, records and other data;

(b) place the individual giving testimony or producing books, papers,
records or other data under oath;

(c) permit the presence of individuals designated by the competent
authority of the applicant Party as being involved in or affected by
execution of the request, including an accused, counsel for the accused,
individuals charged with the administration or enforcement of the domestic
laws of the applicant Party covered by this Agreement or a commissioner
or magistrate for the purpose of rendering evidentiary rulings or
determining issues of privilege under the laws of the applicant Party;

(d) provide individuals permitted to be present with an opportunity to
question, directly or through the executing authority, the individual giving
testimony or producing books, papers, records and other data;

(e) secure original and unedited books, papers, records and other data;

(f) secure or produce true and correct copies of original and unedited
books, papers, records and other data;

(g) determine the authenticity of books, papers, records and other data
produced, and provide authenticated copies of original books, papers,
records and other data;

(h) examine the individual producing books, papers, records and other
data regarding the purpose for which and the manner in which the item
produced is or was maintained;

(i) permit the competent authority of the applicant Party to provide written
questions to which the individual producing books, papers, records and
other data is to respond regarding the items produced;


(a) where the competent authority of the Party that provided the
information provides prior written consent, the information may be
disclosed for:

(i) counter-terrorism purposes, but only if the information may
be disclosed for such purposes under the domestic laws of the Party
that received the information;

(ii) for purposes permitted under the provisions of an
international agreement governing legal assistance in criminal
matters that is in force between the Parties that allows for the
exchange of tax information; or

(iii) | other purposes, but only when the information may be used
for the same or similar such purposes under the domestic laws of
both Parties; and

(b) the competent authority of a Party may disclose information not
relating to a particular person received under this Agreement if it has
determined, after consultation with the competent authority of the other
Party, that such disclosure would not impair tax administration (including
the administration of this Agreement).

ARTICLE 14
Costs

Unless the competent authorities of the Parties otherwise agree, ordinary costs
incurred in providing assistance shall be borne by the requested Party and
extraordinary costs incurred in providing assistance shall be borne by the
applicant Party.

ARTICLE 12
Mutual Agreement Procedure

1. Where difficulties or doubts arise between the Parties regarding the
implementation or interpretation of this Agreement, the competent authorities
shall endeavor to resolve the matter by mutual agreement.

2. The competent authorities may adopt and implement procedures to facilitate
the implementation of this Agreement.

3. The competent authorities of the Parties may communicate with each other
directly for purposes of reaching a mutual agreement under this Article.

10


(e) grounds for believing that the information requested is foreseeably
relevant to tax administration or enforcement of the applicant Party with
respect to the person or group or category of persons identified in
subparagraph 5(a);

(f) grounds for believing that the information requested is held in the
requested Party or is in the possession or control of a person within the
jurisdiction of the requested Party;

(g) to the extent known, the name and address of any person believed to
be in possession or control of the requested information;

(h) a statement that the request is in conformity with the law and
administrative practices of the applicant Party, that if the requested
information was within the jurisdiction of the applicant Party then the
competent authority of the applicant Party would be able to obtain the
information under the laws of the applicant Party or in the normal course
of administrative practice and that it is in conformity with this Agreement;
and

(i) a statement that the applicant Party has pursued all means available in
its own territory to obtain the information, except those that would give rise
to disproportionate difficulties.

ARTICLE 6
Automatic Exchange of Information

The competent authorities may automatically transmit information to each other
for the purposes referred to in Article 1 (Object and Scope of this Agreement).
The competent authorities shall determine the items of information to be
exchanged pursuant to this Article and the procedures to be used to exchange
such items of information.

ARTICLE 7
Spontaneous Exchange of Information

The competent authority of a Party may spontaneously transmit to the competent
authority of the other Party information that has come to the attention of the first-
mentioned competent authority and that the first-mentioned competent authority
supposes to be foreseeably relevant to the accomplishment of the purposes
referred to in Article 1 (Object and Scope of this Agreement). The competent
authorities shall determine the procedures to be used to exchange such
information.


(j) perform any other act not in violation of the laws or at variance with the
administrative practice of the requested Party; and

(k) certify either that procedures requested by the competent authority of
the applicant Party were followed or that the procedures requested could
not be followed, with an explanation of the deviation and the reason
therefor.

4. Each Party shall ensure that its competent authority, for the purposes
specified in Article 1 (Object and Scope of this Agreement) of this Agreement,
has the authority to obtain and provide upon request:

(a) information held by banks, other financial institutions, and any person
acting in an agency or fiduciary capacity including nominees and trustees;
and

(b) information regarding the ownership of companies, partnerships,
trusts, foundations, “Anstalten” and other persons, including, within the
constraints of Article 2 (Jurisdiction), ownership information on all such
persons in an ownership chain; in the case of trusts, information on
settlors, trustees and beneficiaries; and in the case of foundations,
information on founders, members of the foundation council and
beneficiaries.

Notwithstanding subparagraph 4(b), this Agreement does not create an
obligation on the Parties to obtain or provide ownership information with respect
to publicly traded companies or public collective investment funds or schemes
unless such information can be obtained without giving rise to disproportionate
difficulties to the requested Party.

5. The competent authority of the applicant Party shall provide the following
information to the competent authority of the requested Party when making a
request for information under this Agreement, with the greatest degree of
specificity possible:

(a) the identity of the person or ascertainable group or category of persons
under examination or investigation;

(b) a statement of the information sought, including its nature and the form
in which the applicant Party wishes to receive the information from the
requested Party;

(c) the period of time with respect to which the information is requested;

(d) the matter under the applicant Party’s tax law with respect to which the
information is sought;


(a) produced for the purposes of seeking or providing legal advice; or

(b) produced for the purposes of use in existing or contemplated legal
proceedings.

4. The requested Party may decline a request for information if the disclosure of
the information would be contrary to public policy (ordre public).

5. A request for information shall not be refused on the ground that the tax claim
giving rise to the request is disputed.

6. A request for information shall not be refused on the ground that the period of
limitations in the requested party has expired. Instead, the statute of limitations
of the applicant Party pertaining to the taxes to which the Agreement applies
shall govern a request for information.

7. The provisions of the preceding paragraphs of this Article shall not be
construed so as to impose on a Party the obligation to obtain or provide
information requested by the applicant Party to administer or enforce a provision
of the tax law of the applicant Party, or any requirement connected therewith,
which discriminates against a national of the requested Party. A provision of tax
law or connected requirement shall be considered to be discriminatory against a
national of the requested Party if it is more burdensome with respect to a national
of the requested Party than with respect to a national of the applicant Party in the
same circumstances. For purposes of the preceding sentence, a national of the
applicant Party who is subject to tax on worldwide income is not in the same
circumstances as a national of the requested Party who is not subject to tax on
worldwide income. The provisions of this paragraph shall not be construed so as
to prevent the exchange of information with respect to the taxes imposed by the
Parties on branch profits, branch-level interest, or on the premium income of
nonresident insurers or foreign insurance companies.

ARTICLE 10
Confidentiality

Any information received by a Party under this Agreement shall be treated as
confidential and may be disclosed only to persons or authorities (including courts
and administrative bodies) in the jurisdiction of the Party concerned with 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
this Agreement, or the oversight of such functions. Such persons or authorities
shall use such information only for such purposes. They may disclose the
information in public court proceedings or in judicial decisions. The information
may not be disclosed to any other person, entity, authority or jurisdiction.
Notwithstanding the foregoing:


AGREEMENT BETWEEN THE UNITED STATES OF AMERICA AND THE
ORIENTAL REPUBLIC OF URUGUAY FOR THE EXCHANGE OF
INFORMATION RELATING TO TAXES

The United States of America (the “United States”) and the Oriental Republic of
Uruguay (“Uruguay”), desiring to facilitate the exchange of information with
respect to taxes, have agreed as follows:

ARTICLE 1

Object and Scope of this Agreement

The competent authorities of the Parties shall provide assistance to each other
through exchange of information that is foreseeably relevant to the administration
and enforcement of the domestic laws of the Parties concerning taxes covered
by this Agreement. Such information shall include information that is foreseeably
relevant to the determination, assessment and collection of such taxes, the
recovery and enforcement of tax claims, or the investigation or prosecution of tax
matters. Information shall be exchanged in accordance with the provisions of
this Agreement and shall be treated as confidential in the manner provided in
Article 10 (Confidentiality).

ARTICLE 2
Jurisdiction

A requested Party shall not be obligated to provide information that is neither
held by its authorities nor in the possession or control of persons who are within
its territorial jurisdiction. With respect to information held by its authorities or in
the possession or control of persons who are within its territorial jurisdiction,
however, the requested Party shall provide information in accordance with this
Agreement regardless of whether the person to whom the information relates is,
or whether the information is held by, a resident or national of a Party.

ARTICLE 3
Taxes Covered

1. This Agreement shall apply to the following taxes imposed by the Parties:

(a) in the case of the United States:
(i) federal taxes on income;

(ii) federal taxes related to employment and self-employment;


In witness whereof, the undersigned, being duly authorized thereto by their
respective Governments, have signed this Agreement.

Done at Montevideo in duplicate, in the English and Spanish languages, both
texts being equally authentic, this 24'" day of October, 2023.

FOR THE UNITED STATES OF FOR THE ORIENTAL REPUBLIC OF
AMERICA: URUGUAY:

SM-— :
bb B. Fulton Francisco Bustillo
Ambassador Foreign Minister

12


ARTICLE 13
Mutual Assistance Procedure

The competent authorities of the Parties may agree to exchange technical know-
how, develop new audit techniques, identify new areas of non-compliance and
jointly study non-compliance areas.

ARTICLE 14

Entry Into Force

This Agreement shall enter into force one month from the date of receipt of
Uruguay’s written notification to the United States that Uruguay has completed its
necessary internal procedures for entry into force of this Agreement. The
provisions of this Agreement shall have effect for requests made on or after the
date of entry into force:

(a) for criminal tax matters, without regard to the taxable period to which
the requests relate; and

(b) for all other requests, with regard to taxable periods that begin on or
after the date of entry into force, or where there is no taxable period, to
charges to tax that arise on or after the date of entry into force.

ARTICLE 15
Termination
1. The Agreement shall remain in force until terminated by a Party.

2. Either Party may terminate the Agreement by giving notice of termination in
writing to the other Party. Such termination shall become effective on the first
day of the month following the expiration of a period of six months after the date
of the notice of termination.

3. If the Agreement is terminated, both Parties shall remain bound by the
provisions of Article 10 (Confidentiality) with respect to any information obtained
under the Agreement.

11


ARTICLE 8
Tax Examinations Abroad

1. A Party may allow representatives of the other Party to interview individuals
and examine records in the territory of the first-mentioned Party with the written
consent of the persons concerned. The competent authority of the second-
mentioned Party shall notify the competent authority of the first-mentioned Party
of the time and place of the meeting with the individuals concerned.

2. At the request of the competent authority of one Party, the competent
authority of the other Party may allow representatives of the competent authority
of the first-mentioned Party to be present at the appropriate part of a tax
examination in the second-mentioned Party.

3. If the request referred to in paragraph 2 of this Article is acceded to, the
competent authority of the Party conducting the examination shall, as soon as
possible, notify the competent authority of the other Party about the time and
place of the examination, the authority or official designated to carry out the
examination and the procedures and conditions required by the first-mentioned
Party for the conduct of the examination. All decisions with respect to the
conduct of the tax examination shall be made by the Party conducting the
examination.

ARTICLE 9
Possibility of Declining a Request

4. The requested Party shall not be required to obtain or provide information that
the applicant Party would not be able to obtain under its own laws for purposes of
the administration or enforcement of its own tax laws. The competent authority
of the requested Party may decline to assist where the request is not made in
conformity with this Agreement. The competent authority of the requested Party
may decline to assist where the applicant Party has not pursued all means
available in its own territory to obtain the information, except those that would
give rise to disproportionate difficulties.

2. The provisions of this Agreement shall not impose on a Party the obligation to
obtain or provide information that would disclose any trade, business, industrial,
commercial or professional secret or trade process. Notwithstanding the
foregoing, information of the type referred to in Article 5 (Exchange of Information
Upon Request), paragraph 4 shall not be treated as such a secret or trade
process merely because it meets the criteria in that paragraph.

3. The provisions of this Agreement shall not impose on a Party the obligation to
obtain or provide information that would reveal confidential communications
between a client and an attorney, solicitor or other admitted legal representative
where such communications are:


(n) the term “information” means any fact, statement or record in any form
whatever;

(0) the term “criminal tax matters” means tax matters involving conduct
which is liable to prosecution under the criminal laws of the applicant
Party; and

(p) the term “criminal laws” means all criminal laws designated as such
under domestic law irrespective of whether contained in the tax law, the
criminal code or other statutes.

2. For purposes of determining the geographic area within which jurisdiction to
compel production of information may be exercised:

(a) the term “United States” means the territory of the United States of
America, including American Samoa, Guam, the Northern Mariana
Islands, Puerto Rico, the U.S. Virgin Islands and any other U.S.
possession or territory; and

(b) the term “Uruguay” means the Oriental Republic of Uruguay, and when
used in a geographical sense means the territory of Uruguay, including
associated air space, as well as maritime areas over which the State
exercises sovereign rights and jurisdiction in accordance with national and
international law.

3. As regards the application of this Agreement at any time by a Contracting
Party, any term not defined therein shall, unless the context otherwise requires or
the competent authorities agree to a common meaning pursuant to the provisions
of Article 12 (Mutual Agreement Procedure), have the meaning that it has at that
time under the law of that Party, any meaning under the applicable tax laws of
that Party prevailing over a meaning given to the term under other laws of that .

Party.
ARTICLE 5

Exchange of Information Upon Request

1. The competent authority of the requested Party shall provide information for
the purposes referred to in Article 1 (Object and Scope of this Agreement) upon
request by the competent authority of the applicant Party. Such information shall
be exchanged without regard to whether the requested Party needs such
information for its own tax purposes or whether the conduct being investigated
would constitute a crime under the laws of the requested Party if such conduct
occurred in the requested Party.


(c) the term “person” includes an individual, a company and any other
body of persons;

(d) the term “company” means any body corporate or any entity that is
treated as a body corporate for tax purposes;

(e) the term “national” of a Party means:

(i) in the case of the United States, any individual possessing the
nationality or citizenship of the United States, and any legal person,
partnership or association deriving its status as such from the laws
in force in the United States; and

(ii) in the case of Uruguay, any individual possessing the
nationality or citizenship of Uruguay, and any legal person,
association or other entity deriving its status as such from the laws
in force in Uruguay;

(f) the term “publicly traded company” means any company whose
principal class of shares is listed on a recognized stock exchange if the
purchase or sale of its listed shares is not implicitly or explicitly restricted
to a limited group of investors;

(g) the term “principal class of shares” means the class or classes of
shares representing a majority of the voting power and value of the
company;

(h) the term “recognized stock exchange” means any stock exchange
agreed upon by the competent authorities of the Parties;

(i) the term “public collective investment fund or scheme” means any
pooled investment vehicle, irrespective of legal form, if the purchase, sale
or redemption of the units, shares or other interests in the investment
vehicle is not implicitly or explicitly restricted to a limited group of
investors;

(j) the term “tax” means any tax to which this Agreement applies and does
not include customs duties;

(k) the term “applicant Party” means the Party requesting information;

(I) the term “requested Party” means the Party requested to provide
information;

(m) the term “information gathering measures” means laws and
administrative or judicial procedures that enable a Party to obtain and
provide the requested information; and


(ili) federal estate and gift taxes;
(iv) federal excise taxes; and

(v) any other federal tax imposed after the date of signature of this
Agreement in addition to, or in place of, the taxes listed in the prior
clauses of this subparagraph; and

(b) in the case of Uruguay;
(i) the tax on business income;
(ii) the personal income tax;
(iii) the non-resident income tax;
(iv) the tax for social security assistance;
(v) the capital tax;
(vi) the value added tax — VAT;
(vii) the excise tax; and

(viii) any other national tax imposed by Uruguay after the date of
signature of this Agreement in addition to, or in place of, the taxes
listed in the prior clauses of this subparagraph.

2. The competent authorities of the Parties shall notify each other of any
significant changes that have been made in their taxation laws or other laws that
relate to the application of this Agreement.

ARTICLE 4
Definitions
1. For the purposes of this Agreement, unless otherwise defined:

(a) the term “Party” means the United States or Uruguay as the context
requires;

(b) the term “competent authority” means:

(i) in the case of the United States, the Secretary of the Treasury or
his delegate, and

(ii) in the case of Uruguay, the Ministry of Economy and Finance or
the Ministry's authorized representative;