5-

Upon receipt of a note from Your Excellency indicating that the
foregoing provisions are acceptable to the Government of the State
of Qatar, the Government of the United States of America will
consider that its note, in English, and the Ministry's reply
thereto, in Arabic, constitute an Agreement between the two
Governments of Qatar and of the United States of America on this
subject, to enter into force on the date of the note by which the
Government of the State of Qatar notifies the Government of the
United States of America that it has ratified the Agreement pursuant
to its constitutional procedures.

Accept, Excellency, the renewed assurances of my highest

consideration. [ise

Joseph Chougessian /
Ambassador of
the United States of America in Doha



(i) Each Government shall appoint one arbitrator; these
two arbitrators shall designate a President by common agreement
who shall be a citizen of a third State and be appointed by
the two Governments. The arbitrators shall be appointed
within two months and the President within three months of
the date of receipt of either Government's request for
arbitration. If the appointments are not made within the
foregoing time limits, either Government may, in the absence
of any other agreement, request the President of the Inter-
national Court of Justice to make the necessary appointment
or appointments, and both Governments agree to accept such
appointment or appointments.

(ii) The arbitral tribunal shall base its decision on
the applicable principles and rules of public international
law. The arbitral tribunal shall decide by majority vote.
Its decision shall be final and binding. Only the two
Governments may request the arbitral procedure and participate
in it.

(iii) Each of the Governments shall pay the expense
of its arbitrator and of its representation in the
proceedings before the arbitral tribunal; the expenses
of the President and the other costs shall be paid in
equal parts by the two Governments. The arbitral
tribunal may adopt regulations concerning the costs,
consistent with the foregoing.

(iv) In all other matters, the arbitral tribunal shall
regulate its own procedures.

ARTICLE 7

This Agreement shall continue in force until six months
from the date of receipt of a note by which one Govern-
ment informs the other of an intent no longer to be a
party to the Agreement. In such event, the provisions
of the Agreement with respect to Coverage issued while
the Agreement was in force shall remain in force for the
duration of such Coverage, but in no case longer than
twenty years after the denunciation of the Agreement.

ARTICLE 8

The English and Arabic texts of this Agreement shall be
equally authoritative.


Embassy of the United States of America

Doha, Qatar.

March 28, 1987

Note No.: 71

INVESTMENT INCENTIVE AGREEMENT BETWEEN
THE GOVERNMENT OF THE UNITED STATES OF AMERICA
AND THE GOVERNMENT OF THE STATE OF QATAR

Excellency:

I have the honor to refer to conversations which have recently
taken place between representatives of our two Governments relating
to economic activities in Qatar which promote the development of the
economic resources and productive capacities of Qatar and to
investment insurance (including reinsurance) and guaranties which
are backed in whole or in part by the credit or public monies of the

_ United States of America and are administered either directly by the
Overse2e Private Investment Corporation ("OPIC"), an independent
government corporation organized under the laws of the United States
of America, or pursuant to arrangements between OPIC and commercial
insurance, reinsurance and other companies. I also have the honor
to confirm the following Agreement reached as a result of those
conversations:

ARTICLE 1

As used herein, the term “Coverage” shall refer to any
investment insurance, reinsurance or guaranty

which is issued in accordance with this Agreement by
OPIC, by any successor agency of the United States of
America or by any other entity or group of entities,
pursuant to arrangements with OPIC or any successor
agency, ali of whom are hereinafter deemed included in the
term “issuer” to the extent of their interest as insurer,
reinsurer, or guarantor in any Coverage, whether as a
party or successor to a contract providing Coverage or an
agent for the administration of Coverage.

His Excellency .
Shaykh Abdul Aziz bin Khalifa Al Thani

Minister of Finance and Petroleum
Doha, State of Qatar



ARTICLE 2

The procedure: set forth in this Agreement shall apply only
with respect to coverage relating to a contract or investment
entered into with the Government of the State of Qatar or an
agency thereof or otherwise approved in accordance with the
applicable laws and regulations of the State of Qatar.

ARTICLE 3

(a) If the Issuer makes payment to any party under

Coverage, the Government of the State of Qatar shall,

subject to the provisions of Article 4 hereof, recognize

the transfer to the Issuer of any currency, credits, assets,
or investment on account of which payment under such Coverage
is made as well as the succession of the Issuer to any right,
title, claim, privilege, or cause of action existing, or which
may arise, in connection therewith.

(b) The Issuer shall assert no greater rights than those of
the transferring party under Coverage with respect to any
interests transferred or succeeded to under this Article.
Wothing in this Agreement shall limit the right of the
Government of the United States of America to assert a claim
under international law in its sovereign capacity, as distinct
from any rights it may have as Issuer.

(c) The issuance of Coverage outside of Qatar with respect
to a project or activity in Qatar shall not subject the Issuer
to regulation under the laws of Qatar applicable to insurance
or financial organizations.

ARTICLE 4

To the extent that the laws of Qatar partially or wholly
invalidate or prohibit the acquisition from a party under
Coverage of any interest in any property within the territory
of Qatar by the Issuer, the Government of the State of Qatar
shall permit such party and the Issuer to make appropriate
arrangements pursuant to which such interests are transferred
to an entity permitted to own such interests under the laws
of Qatar.


ARTICLE 5

Amount; in the lawful currency of Qatar, including credits
thereof, acquired by the Issuer by virtue of such Coverage
shall be accorded treatment by the Government of Qatar no less
favorable as to use and conversion than the treatment to which
such funds would be entitled in the hands of the party under
Coverage.

Such amounts and credits may be transferred by the Issuer to
any person or entity and upon such transfer shall be freely
available for use by such person or entity in the territory
of Qatar.

ARTICLE 6

(a) Differences between the two Governments concerning the
interpretation of the provisions of this Agreement shall be
resolved, insofar as possible, through negotiations between
the two Governments. If such a difference cannot be resolved
within a period of three months following the request for such
negotiations, it shall be submitted, at the request of either
Government, to an arbitral tribunal for resolution in accor-
dance with paragraph 6(c).

(b) Any claim, arising out of any investment for which
coverage has been issued in accordance with this Agreement,
against either of the two Governments, which, in the opinion
of the other, presents a question of public international law
shall, at the request of the Government presenting the claim,
be submitted to negotiations. If at the end of three months
following the request for negotiations the two Governments have
not resolved the claim by mutual agreement, the claim,
including the question of whether it presents a question of
public international law, shall be submitted, at the request
of either Government, to an arbitral tribunal for resolution
in accordance with paragraph 6(c).

(c) The arbitral tribunal for resolution of disputes pursuant
to paragraphs 6(a) and 6(b) shall be established and function
as follows: