Статья 16«Соглашение между Правительством Российской Федерации и Правительством Греческой Республики о сотрудничестве при создании и эксплуатации газопровода на территории Греческой Республики» [рус., англ.]

1. Настоящее Соглашение вступает в силу после получения Сторонами последнего письменного уведомления по дипломатическим каналам о выполнении Сторонами внутригосударственных процедур, необходимых для его вступления в силу, и действует в течение 30 лет.

2. По окончании срока, указанного в пункте 1 настоящей статьи, настоящее Соглашение будет автоматически продлеваться на последующие 5-летние периоды, если ни одна из Сторон не уведомит другую Сторону не позднее 9 месяцев до истечения соответствующего срока о своем намерении прекратить его действие. Такое письменное уведомление передается по дипломатическим каналам.

3. Настоящее Соглашение может быть изменено с письменного согласия Сторон. Любые изменения, внесенные в настоящее Соглашение, вступают в силу в соответствии с пунктом 1 настоящей статьи.

4. Прекращение действия настоящего Соглашения не затронет выполнения обязательств, предусмотренных договорами (контрактами), заключенными в рамках настоящего Соглашения в период его действия.

Совершено в Москве 29 апреля 2008 года в двух экземплярах, каждый на русском, греческом и английском языках, причем все тексты имеют одинаковую силу. В случае возникновения разногласий при толковании положений настоящего Соглашения будет использоваться текст на английском языке.

(Подписи)

BETWEEN THE GOVERNMENT OF THE RUSSIAN FEDERATION AND THE GOVERNMENT OF THE HELLENIC REPUBLIC ON COOPERATION IN CONSTRUCTION AND OPERATION OF THE GAS PIPELINE ON THE TERRITORY OF THE HELLENIC REPUBLIC

The Government of the Russian Federation and the Government of the Hellenic Republic, hereinafter referred to as the Parties,

Aiming to facilitate the development of mutually beneficial cooperation in ensuring stable long-term supplies of natural gas from the Russian Federation to the Hellenic Republic, as well as its transit to other countries,

Seeking to enhance energy security of European countries by diversifying the routes of supply of natural gas to European markets, among others, through the territory of the Hellenic Republic,

Supporting the construction of a new gas pipeline system to transit and supply natural gas to European countries including Greece from the Russian Federation via the Black Sea, as well as through the territory of the Hellenic Republic,

Wishing to create conditions for the design, construction, operation and exploitation of the aforementioned gas pipeline system in accordance with the legislation of the States of the Parties and the international agreements to which the Russian Federation and the Hellenic Republic are signatories,

Taking into account the fulfillment by the Parties of obligations contained in previous intergovernmental agreements between the Parties on cooperation in the natural gas sector,

Taking into account the Agreement between the Russian Federation and the Hellenic Republic on the promotion and reciprocal protection of investments dated 30.06.1993, and the Convention between the Government of the Russian Federation and the Government of the Hellenic Republic for the avoidance of double taxation and for the prevention of fiscal evasion with respect to taxes on income and on capital dated 26.06.2000,

Have agreed as follows:

The terms used in this Agreement shall have the following meaning:

«gas pipeline system» means a new pipeline system to transit and supply natural gas from the Russian Federation via the Black Sea and the territories of other countries;

«gas pipeline» means the part of the gas pipeline system on the territory of the Hellenic Republic for the transportation of natural gas for the aforementioned purposes;

«project» means the design, construction and operation of the gas pipeline;

«founders» means the joint stock company Gazprom (Russian Federation) and the joint stock company DESFA S.A. (Hellenic Republic);

«company» means the company established to design, finance, construct and operate the gas pipeline of which it shall be the owner;

«feasibility study» means studies with a view to determine the technical, economic and financial feasibility of the construction of the gas pipeline.

The Parties shall assist in the establishment of the company. The place of registration of the company shall be defined by the founders with preference, all other conditions being equal, given to Greece.

The company shall own the gas pipeline as well as other assets and facilities constructed and/or acquired by the company in the process of its business activities.

The said property of the company may not be expropriated, nationalized or subjected to measures resulting in consequences equal to expropriation or nationalization.

1. The founders shall have the following shares in the company's registered capital:

the Russian founder — 50 per cent;

the Greek founder — 50 per cent.

2. Prior to the establishment of the company, all agreed expenditures associated with its activities shall be borne by the founders in proportion to their shares indicated in Paragraph 1 of this Article and reimbursed by the company after its establishment.

After the establishment of the company, each founder shall ensure independently the funding of the company's activities in accordance with its share in the company's registered capital without obligation to provide state guarantees. The company and its founders shall undertake the necessary measures to carry out construction of the gas pipeline based on the principles of project financing.

3. Without prejudice to Paragraph 1 of this Article new shareholders can be invited into the company. The founders shall jointly decide upon such matters on the basis of the principles of corporate governance.

The Parties proceed from the agreement that the gas pipeline shall have an approximate annual throughput capacity of 10 billion cubic meters of natural gas and shall consist of pipelines, compressor stations as well as other infrastructure necessary for the gas pipeline operation. The exact parameters of the gas pipeline and necessary infrastructure shall be specified on the basis of the results of the feasibility study.

The gas pipeline shall be designed, constructed and operated in accordance with the environmental standards established under the legislation of the Hellenic Republic.

The route of the gas pipeline, including the geographical entry points from the territory of the Republic of Bulgaria and points of exit on the territory of the Hellenic Republic shall be agreed upon by the founders.

The Russian founder shall examine the possibility of additional natural gas supplies from the Russian Federation via the gas pipeline system on market conditions for both transit purposes, as well as taking into account the needs of the Hellenic Republic.

Each of the Parties shall contribute to the construction, functioning and operation of the gas pipeline system on the territory and continental shelf of its State.

The functions of the gas pipeline's operator shall be performed by the company.

Tariffs for transportation of gas through the gas pipeline shall be established by the company. The said competence of the company may not be restricted.

The rights to use the gas pipeline capacity shall belong to the company.

The rights to use the gas pipeline capacity may be transferred fully or partially to a third party.

In order to provide profitability of the gas pipeline, the Russian founder shall ensure full utilization of all the gas pipeline capacity through a long-term contract between the company and the Russian founder or a company designated by the Russian founder for utilization of the full capacity of the gas pipeline.

The Parties shall make every possible effort to ensure the implementation of the project, including the obtaining by the company of all necessary approvals.

The Parties shall make every possible effort to ensure that the gas pipeline system is identified as a Trans-European Energy Networks project in order to utilize all the advantages granted to such gas transportation projects.

The Parties shall support the founders and the company established by them in obtaining under the established procedure, all necessary permits related to the design and construction of the gas pipeline, as well as supplies of required machinery and equipment, construction works and other services.

The company shall select contractors, suppliers of material and technical resources and organizations providing services necessary for the construction and operation of the gas pipeline on the basis of tender procedures.

The Parties shall instruct the relevant state authorities to ensure, in accordance with the legislation of the States of the Parties, simplified procedures to cross the borders of the States of the Parties for experts, materials, construction and assembly equipment necessary for the construction and operation of the gas pipeline.

The Greek Party shall ensure:

necessary conditions for the unrestricted construction and operation of the gas pipeline by providing to the company all the necessary permits, including irrevocable land-use rights;

the reliable and stable energy supply of the project.

The Greek Party guarantees full and unrestricted transit of gas through the gas pipeline in accordance with the signed agreements (contracts).

In order to increase the economic efficiency during the period of construction and operation of the gas pipeline, the Greek Party undertakes the obligation to grant the company the most favored tax regime under the legislation of its State, in particular including:

exemption from the payment of value added tax on imported equipment and components necessary for the construction and operation of the gas pipeline subject to their re-export;

acceleration of the procedures of return of the value added tax paid on materials, services and work necessary for the construction and operation of the gas pipeline.

Taxation of the company's activities, founders and contractors involved in the project under this Agreement shall be implemented in accordance with the legislation of the States of the Parties on the territory of which these activities are taking place.

In the event that the state legislation of the Hellenic Republic is amended in a way that deteriorates the terms and conditions of taxation of the company, the founders and contractors involved in the project under this Agreement, taxation of the company, founders and contractors involved in the project for the period of design, construction and operation of the gas pipeline until the return of investments, shall be in accordance with the legislation of the Hellenic Republic in force at the time of conclusion of this Agreement.

For the purposes of this Agreement the deterioration of the terms and conditions of taxation shall mean the imposition (establishment) of new taxes, charges and duties and/or other similar payments, and/or increase in tax rates and in the amount of charges and duties and/or other similar payments.

The provisions of this Article shall only apply to the taxation of activities related to the design, construction and operation of the gas pipeline.

The Parties proceed from the agreement that the company shall conduct the feasibility study for the gas pipeline construction project within no more than 18 months from the date the company is established, and shall make a decision on the expediency of its construction, depending on the results of the feasibility study, not later than 24 months from the date of its completion.

The designated authorities for the implementation of this Agreement shall be as follows:

for the Russian Party — the Ministry of Industry and Energy of the Russian Federation;

for the Greek Party — the Ministry of Development of the Hellenic Republic.

In the event of alteration of their designated authorities, the Parties shall immediately notify each other thereof through diplomatic channels.

Should any circumstances arise that prevent any of the Parties from fulfillment of its obligations, or differences concerning this Agreement, the designated authorities of the Parties shall conduct consultations for the purposes of reaching mutually acceptable decisions to overcome the said circumstances or differences and to ensure the implementation of this Agreement.

Differences between the Parties with regard to the interpretation and/or application of the provisions of this Agreement that may not be reconciled through consultations between the designated authorities shall be resolved by way of negotiations between the Parties with conclusion of the relevant protocols.

The provisions of this Agreement shall not affect the rights and obligations of each Party under other international treaties, not mentioned in this Agreement, to which its State is a party.

The Parties shall not be held liable for the obligations of the company and its founders arising from the participation in the project. Each Party shall take reasonable and acceptable measures with a view to ensuring fulfillment by the company and founders of their obligations within the framework of the realization of the project.

1. This Agreement shall enter into force upon receipt by the Parties through diplomatic channels of the last written notification of the completion by the Parties of their respective internal procedures required for its entry into force and shall remain in force for 30 years.

2. After expiration of the period indicated in Paragraph 1 of this Article the present Agreement shall be automatically extended for subsequent 5-year periods unless one of the Parties notifies the other Party of its intention to terminate the Agreement no later than 9 months before expiration of the relevant period. Such written notification shall be forwarded through diplomatic channels.

3. This Agreement may be amended by written consent of the Parties. Any amendment to this Agreement shall enter into force in accordance with Paragraph 1 of this Article.

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