The Commission of the European Communities, hereinafter referred to as “the Commission”, acting for and on behalf of the European Community, hereinafter referred to as “the Community”,
of the one part, and
The Government of the Republic of Turkey, hereinafter referred to as “Turkey”,
of the other part,
and together, jointly referred to as “the Contracting Parties”,

Whereas Council Regulation (EC) No 1488/96 of 23 July 1996[1], as amended by Council Regulation (EC) No 2698/2000 of 27 November 2000, hereinafter referred to as “the MEDA Regulation”, defined the rules relating to the implementation of financial and technical co-operation to underpin economic and social reform under the EuroMediterranean partnership;

Whereas Turkey and the Community and the European Investment Bank concluded on 17 September 1999 a Framework Convention on the implementation of financial and technical co-operation under the Meda Programme and under other Financing Agreements of the EIB in Mediterranean countries, hereinafter referred to as “the Framework Convention”;

Whereas Council Regulation (EC) No 390/2001 of 26 February 2001 on assistance to Turkey in the framework of the pre-accession strategy, laid down the legal basis for the establishment of the Accession Partnership between Turkey and the Community and the single framework for co-ordinating all sources of pre-accession financial assistance;

Whereas Council Regulation (EC) No 2500/2001 of 17 December 2001[2], hereinafter referred to as “the Pre-accession Regulation”, set the principles, priorities and rules for the pre-accession financial assistance to Turkey and provided for the gradual decentralization of this assistance to Turkey;

Whereas in the light of both the MEDA Regulation and the Pre-accession Regulation, it is needed for programmatic reasons to establish a single framework for the implementation of those Financing Agreements which Turkey and the Commission concluded under the Meda Regulation and whose projects are currently under implementation by the Commission, and those Financing Memoranda/Agreements which Turkey and the Commission conclude under the Pre-accession Regulation, (hereinafter assistance under both Regulations referred to as “the Financial Assistance”). These Financing Memoranda/Agreements should be implemented on a decentralised basis by Turkey through the Central Finance and Contracts Unit and the National Fund once these bodies have been set up and accredited by the Commission.

Whereas Turkey and the Commission signed on 14 February 2002 a Memorandum of Understanding on the establishment of a Central Finance and Contracts Unit and a Memorandum of Understanding on the establishment of the National Fund in order to implement Financial Assistance to Turkey on a decentralised basis within a single framework as set up by the Accession Partnership.

HAVE AGREED AS FOLLOWS

ARTICLE 1

1. The purpose of this Framework Agreement is to set out and agree on the rules for administrative co-operation concerning Financial Assistance to Turkey between Turkey and the Community and, accordingly, to amend the provisions in the Framework Convention for those Financing Agreements and MEASURES as listed in Annex C binding Turkey and the Community in accordance with Article 12 of the Framework Convention. Consistent with this, the provisions in the Framework Convention binding Turkey and the EIB, and the Commission and the EIB, remain unchanged and are therefore not affected by this Framework Agreement.

2. The scope of this Framework Agreement concerns:

(a) previously concluded MEASURES or set of MEASURES enshrined in Financing Agreements or other instruments under the MEDA Regulation and which are listed in Annex C to this Agreement. The terms of these MEASURES as listed in Annex C shall be automatically amended by this Framework Agreement subject to the Memoranda of Understanding on the establishment of the Central Finance and Contracts Unit and the National Fund as signed by Turkey and the Commission on 14 February 2002 once these decentralised bodies mentioned in Article 4 hereto have been accredited[3] by the Commission.

(b) MEASURES or set of MEASURES being or to be established under Council Regulation (EC) No 2500/2001 of 17 December 2001 and whose specific details shall be set out in an Agreement to be agreed between the Community and Turkey (hereinafter referred to as “the Financing Agreement”). To this effect the projects included in the MEASURES will be implemented by Turkey subject to the Memoranda of Understanding on the establishment of the Central Finance and Contracts Unit and the National Fund as signed by Turkey and the Commission on 14 February 2002 once these decentralised bodies mentioned in Article 4 hereto have been accredited by the Commission.

For the purposes of this Agreement, MEASURES are considered to be Financing Agreements or programmes jointly agreed by Turkey and the EC and/or EC-funded projects to be implemented in Turkey in the context of Meda and/or pre-accession assistance.

(c) MEASURES also include projects, actions and activities to be financed under the Framework Agreement on the General Principles for the participation of the Republic of Turkey in Community programmes which Turkey and the Commission signed on 26 February 2002 and the relevant Memoranda of Understanding for specific programmes, as well as EC-funded projects to be implemented in Turkey under other relevant EC Programmes.

3. Turkey shall take all necessary steps to ensure the proper execution of the MEASURES.

ARTICLE 2

1. Each MEASURE which is financed within the framework of this Agreement shall be implemented in accordance with the General Principles set out in Annex A hereto, which shall be deemed to be incorporated in each Financing Agreement. The Financing Agreement may vary or supplement the General Principles as may be necessary for the implementation of the MEASURE.

2. However, in terms of participation in invitations to tender and contracts, and origin of supplies thereto, MEASURES approved under the MEDA Regulation will have to abide by Regulation (EC) 1488/1996 as amended by Council Regulation (EC) No 2698/2000 of 27 November 2000, MEASURES approved under Regulation (EC) No 257/2001 of 22 January 2001 regarding the implementation of measures to promote economic and social development in Turkey[4] will have to abide by this Regulation, MEASURES approved under Council Regulation (EC) No 764/2000 of 10 April 2000 regarding the implementation of measures to intensify the EC-Turkey customs union[5] will have to abide by this Regulation, whereas MEASURES to be approved under the Pre-accession Regulation will have to abide by Council Regulation (EC) 2500/2001.

ARTICLE 3

For matters relating to the MEASURES financed within the framework of this Agreement, the Commission shall be represented in Turkey by its Representation in Ankara which shall ensure that every MEASURE is executed in accordance with sound financial management practices. Turkey shall ensure that every MEASURE is executed in accordance with sound financial management practices.

ARTICLE 4

Once the decentralised bodies mentioned in this Article have been accredited by the Commission, the Contracting Parties agree that the COMMISSION will delegate responsibilities for implementation of a MEASURE or a set of MEASURES to the National Aid Co-ordinator, the National Authorising Officer, the Central Finance and Contracts Unit and the National Fund in Turkey in accordance with the Memoranda of Understanding on the establishment of the CFCU and the NF as concluded by Turkey and the Commission on 14 February 2002.

ARTICLE 5

1. The National Aid Co-ordinator shall act as the sole representative of Turkey in respect of overall responsibility for programming, monitoring, evaluation and overall co-ordination of pre-accession assistance to Turkey. The National Aid Co-ordinator is also responsible for the signature of the specific Financing Agreements referred to in Article 2.1.

2. The Commission and the National Aid Coordinator shall hold regular exchanges of views on:
- the priority development objectives adopted at national level;
- the specific objectives and sectors of activities on which the Community’s financial co-operation will focus in the light of other donors’ operations at bilateral or multilateral level and of other Community instruments;
- the measures which will best contribute to the attainment of the specific objectives mentioned above or broad outlines of programmes in support of the policies defined by the Government or public authorities in the areas in question.

3. Under the arrangements for monitoring Financial Assistance the Commission, the National Aid Coordinator and the National Authorising Officer shall inform each other as necessary, but in any case not less than twice a year, on its implementation and shall take the necessary measures to ensure its proper execution.

4. The National Authorising Officer (NAO) as Head of the National Fund and overall responsible for the financial management of the MEASURES will be in charge of, and be held responsible for, the integrity of EU funds and the relating financial reporting to the Commission. This is without prejudice to other responsibilities of the NAO under the Memorandum of Understanding on the establishment of the National Fund as concluded by Turkey and the Commission on 14 February 2002.

5. The Commission and the National Aid Coordinator shall ensure that adequate arrangements are made to publicise and promote awareness of cooperation projects or operations financed by the Community in order to raise the profile of the partnership between the Community and Turkey.

6. Turkey shall provide in the annual budget the necessary appropriations for the budget of the National Fund (within the Undersecretariat of Treasury) to meet its co-financing obligations including any amount related to irregularities and foreign exchange losses to be borne by the RECIPIENT.

7. The RECIPIENT shall exempt EC-financed projects from procedures requiring the transfer of the price of goods and/or services to EC contractors abroad through banks or financial institutions operating in Turkey.

ARTICLE 6

1. Taxes, customs and import duties and levies and/or taxes of equivalent effect shall be charged neither to the Grant nor to the co-financing contribution provided by Turkey.

2. Taxes and customs provisions applied by Turkey to contracts and contractors financed by the Community are set out in the General Principles of Cooperation at Annex A to this Framework Agreement. Turkey shall take all necessary measures to ensure prompt and effective implementation of these provisions.

3. Article 6 of this Framework Agreement and Article 8 of the General Principles of Cooperation at Annex A to this Framework Agreement shall have effect as from 10 September 2000.

ARTICLE 7

Any dispute between the Community and Turkey arising from the implementation of this Framework Agreement which is not settled within a reasonable time by negotiations between the Parties shall be settled according to the arbitration procedure referred to in Annex B.

ARTICLE 8

This Framework Agreement is drawn up in duplicate in English and Turkish. The English version shall prevail in case of differences of interpretation.

ARTICLE 9

1. This Agreement shall take effect on the date on which the Republic of Turkey informs the EC through diplomatic channels that its internal ratification process has been completed.

2. Subject to paragraph 1 above this Agreement may be amended in writing by mutual agreement between the Contracting Parties. However, amendment of Annex C can be made by an exchange of letters between the National Aid Co-ordinator of the Republic of Turkey and the responsible Commissioner at the European Commission.

3. The Agreement shall continue to be in force for an indefinite period unless terminated upon written notification by one of the Contracting Parties to the other.

4. On termination of this Agreement in accordance with Article 9.3 any MEASURE still in the course of execution shall be carried out to its completion in accordance with the terms of the Financing Agreement relating thereto, and of the General Conditions set out herein.

ARTICLE 10

The following Annexes shall be deemed an integral part of this Agreement:
· General principles of cooperation
· Arbitration procedure
· Scope of the Framework Agreement
Done at Ankara on the 14th day of May in the year 2004.
For the Commission For the Republic of Turkey

Guenter Verheugen                                                                                        Abdullah Gül

ANNEX A

GENERAL PRINCIPLES OF COOPERATION
Financing Agreements will include the following principles. In these General Principles the term “beneficiary” shall be understood as referring to the Government of Turkey.

TITLE I – FINANCING OF PROJECTS

ARTICLE 1 - DURATION
Each Financing Agreement will specify a maximum period for implementation of contracts and/or disbursement of funds relating to these contracts.

TITLE II – IMPLEMENTATION

ARTICLE 2 - GENERAL

1. Unless otherwise specified in the specific Financing Memorandum governing a project or programme, procurement of works, supplies, services and grants shall follow the rules and procedures set out in the Financial Regulation applicable to the general budget of the European Communities (Council Regulation (EC, Euratom) 1605/2002 of 25 June 2002) and its implementing rules (Commission Regulation (EC, Euratom) 2342/2002 of 23 December 2002), in particular Part 2, Title IV, “External actions”, and the rules and procedures for service, supply and works contracts financed from the general budget of the European Communities in the context of cooperation with third countries, approved by the Commission on 6 March 2003 (C(2003)697).

2. THE BENEFICIARY commits itself, for the purpose of implementing the above rules, to abide by the guidelines and templates provided for in the revised Practical Guide to EC External Aid Contract Procedures (or any update subsequently provided by the Commission) whose English versions are available at the websites http://europa.eu.int/comm/europeaid/ and http://europa.eu.int/comm/europeaid/tender/. A non-official Turkish version of the Practical Guide to EC External Aid Contract Procedures is available at http://www.deltur.cec.eu.int/mali-klavuz.html

3. Payments for those MEASURES which are implemented on a decentralised basis upon the accreditation of the National Fund (NF) and the Central Finance and Contracts Unit will be carried out following the Memorandum of Understanding for the establishment of the NF concluded between the Commission and Turkey on 14 February 2002.

ARTICLE 3

Provisions concerning, inter alia, the European Community’s financial commitment, prevention of fraud and irregularities, follow-up measures and the clearance of accounts, recovery of funds unduly paid, inspection and audit, including the Community’s right to undertake these activities, and suspension, termination or amendment of a Financing Agreement will be set out in each Financing Agreement.

TITLE III – GRANT OF FACILITIES

ARTICLE 4- GENERAL PRIVILEGES

Personnel taking part in Community financed MEASURES and members of their immediate family will be accorded benefits, privileges and exemptions equivalent to those usually accorded to other expatriates employed in the state of THE BENEFICIARY under any other bilateral or multinational agreement or arrangements for economic assistance and technical cooperation programmes.

ARTICLE 5 – ESTABLISHMENT, INSTALLATION, ENTRY AND RESIDENCE FACILITIES

1. In the case of works, supply, service and grant contracts, natural or legal persons eligible to participate in tendering procedures shall be entitled to temporary installation and residence where the needs of the contract so require. This right shall be acquired only after the invitation to tender has been issued and shall be enjoyed by the technical staff needed to carry out studies preparatory to the drawing up of tenders; it shall elapse one month after the contractor is designed.

2. THE BENEFICIARY shall permit personnel taking part in works, supplies, services and/or grant contracts financed by the Community, and members of their immediate family, to enter the state of THE BENEFICIARY, to establish themselves in the State, to work there and to leave the said State, as the nature of the contract so justifies.

ARTICLE 6 – IMPORT AND RE-EXPORT OF EQUIPMENT

1. THE BENEFICIARY shall grant the permits necessary for the importation of professional equipment including motor vehicles required to execute THE MEASURE, subject to existing laws, rules and regulations of THE BENEFICIARY.

2. THE BENEFICIARY shall further grant natural and legal persons who have executed works, supplies, services and/or grant contracts the permits required to re-export the said equipment.

ARTICLE 7 - IMPORTS AND EXCHANGE CONTROL

1. For the execution of MEASURES, THE BENEFICIARY undertakes to grant import authorizations and authorizations for the acquisition of the foreign exchange without discrimination between:
- for MEASURES approved under the Meda Regulation, the countries of the European Union, and the MEDA partner territories and countries eligible under the Meda Regulation.
- for MEASURES approved under the Pre-accession Regulation, the countries of the European Union, the MEDA partner territories and countries eligible under the Meda Regulation, the countries of Central and Eastern Europe eligible under the PHARE Regulation[6] and the countries eligible under the CARDS Regulation[7]

2. THE BENEFICIARY shall grant the permits necessary to repatriate funds received in respect of THE MEASURE in accordance with the foreign exchange control regulations in force in the state of THE BENEFICIARY.

3. The BENEFICIARY shall exempt EC financed projects from procedures requiring the transfer of the price of goods and/or services to EC contractors abroad through banks or financial institutions operating in Turkey.

ARTICLE 8 – TAXATION AND CUSTOMS

1. Taxes, customs and import duties and levies and/or taxes of equivalent effect shall be charged neither to the grant nor to the co-financing contribution provided by Turkey.

2. All imports by EC contractors shall be allowed to enter Turkey without being subject to customs or import duties, charges, VAT and the Special Consumption Tax or to any other similar tax, duties or charges. Such exemption shall only be applied to the imports in connection with the goods supplied and/or services rendered and/or works executed by the EC contractor under the EC contract. Turkey shall ensure that the imports concerned will be released from the point of entry for delivery to the EC contractors as required by the provisions of the contract and for immediate use as required for the normal implementation of the contract, without regard to any delays or disputes over the settlement of the above-mentioned duties, taxes or charges.

3. EC contractors shall be exempted from VAT for any service rendered or goods supplied or works executed under the EC contract. Goods supplied or services rendered or works executed by a contractor to the EC contractor shall also be exempted from VAT. Such exemption shall only be applied to the goods supplied or services rendered or works executed which are connected with the goods supplied or services rendered or works executed by the EC contractor under the EC contract.

Any EC contractor or contractor supplying goods and/or rendering services and/or executing works for an EC contractor who is entitled to the exemption, as provided in this Agreement, shall be entitled to offset or deduct any VAT paid in connection with the goods supplied and/or services rendered and/or works executed which are exempted from VAT, as provided in this Agreement, against any VAT collected by them for any of their other transactions. Should the EC contractor or contractor not be able to make use of this possibility, they shall be able to obtain a VAT refund directly from the tax administration in a maximum period of ten (10) days upon submission of a written request to the tax administration attaching the necessary documentation required under Turkish law for the refund of VAT.

Exemption from VAT shall also apply to any similar tax which may be instituted after the date of signature of this Agreement in addition to, or in replacement of, existing VAT.

The relevant tax authority shall provide EC contractors who are entitled to the exemption within this Agreement with a certificate confirming such exemption upon submission by the relevant EC contractor of a written request; the request should include documentation to confirm the identity and status of the requesting EC contractor. The tax authority shall deliver the certificate or refuse it upon justification within 30 calendar days maximum.

4. EC contracts shall not be subject in Turkey to stamp or registration duties, or to any other charge having an equivalent effect thereto, whether such charges exist or are to be instituted.

5. Expenditures of EC contractors shall be relieved from the Special Consumption Tax. This relief shall only be applied to the expenditure in connection with the goods supplied and/or services rendered and/or works executed by that EC contractor under the EC contract.

6. Natural persons not nationals and not residents of Turkey carrying out service and/or works and/or grant and/or twinning contracts financed by the Community and the eventual co-financing contribution provided by Turkey shall not be subject to income tax in Turkey for the income generated by this type of contract.
Legal persons will be subject to the same above provision provided that they do not have their permanent establishment or fixed base in Turkey.

Profit and/or income arising from EC contracts shall be taxable in Turkey in accordance with its tax system if the natural and/or legal persons making such profit and/or income have their permanent establishment or fixed base in Turkey according to the provisions of the applicable double taxation agreements as ratified by Turkey.

7. Personal and household effects imported for personal use by natural persons (and members of their immediate families) other than those recruited locally, carrying out tasks defined in service and/or works and/or grant contracts and/or twinning contracts or covenants shall be exempted from customs duties, import duties, taxes and other fiscal charges having equivalent effect, the said personal and household effects being either re-exported or disposed of in the state in accordance with the regulations in force in Turkey after termination of the contract.

8. Natural and legal persons importing professional equipment shall, if they so request, benefit from the system of temporary importation as defined by the national legislation of Turkey in respect of the said equipment.

9. Those benefiting from the MEASURES shall be exempted from “Inheritance and Transfer Tax” resulting from goods transferred to them without consideration in any way under the MEASURES.

10. In the implementation of these exemptions, Article 9 about the origin of materials and supplies will be applied.

11. Turkey shall issue the necessary secondary legislation to make the tax provisions established in this Agreement effectively applicable soon after this Agreement comes into force. Tax exemptions to be provided under this Agreement shall be on an ex-ante basis.

12. For the purposes of this Agreement, the term “EC contractors” shall be construed as natural and legal persons, supplying goods and/or rendering service and/or executing works and/or executing a grand contract under EC contract. The term “EC contractor” also covers pre-accession advisors, also known as resident twinning advisers, and experts included in a twinning covenant or contract.

The term “EC contract” means any legally binding instrument financed out of the grant and possible co-financing and signed by the EC or the CFCU or an Implementing Agency or a grant beneficiary.

TITLE IV – EXECUTION OF CONTRACTS

ARTICLE 9 – ORIGIN OF SUPPLIES

THE BENEFICIARY agrees that, save when otherwise authorized by THE COMMISSION, materials and supplies required for execution of contracts must originate in:
- for contracts approved under the Meda Regulation, the countries of the European Union, and the MEDA partner territories and countries eligible under the Meda Regulation;
- for contracts approved under the Pre-accession Regulation, the countries of the European Union, the MEDA partner territories and countries eligible under the Meda Regulation, the Candidate countries of Central and Eastern Europe eligible under the PHARE Regulation and the countries eligible under the CARDS Regulation.

ARTICLE 10 – PAYMENT PROCEDURES

1. For MEASURES, tenders and contracts shall be drawn up either in EURO, or in accordance with the foreign exchange laws and regulations of THE BENEFICIARY in the currency of THE BENEFICIARY.

2. Invoices and payments shall be issued and made in the currency of the contract.

3. For contracts drawn up in local currency, the conversion into EURO obtained using the EURO rate fixed by the European Central Bank for the month in which the Contracting Authority has signed the contract, shall establish the maximum amount to be financed. Any exchange losses shall be borne by the BENEFICIARY.

4. THE BENEFICIARY and THE COMMISSION shall take all measures necessary to ensure execution of payments to contractors under the Financial Assistance within the shortest possible time.

TITLE V – GENERAL AND FINAL PROVISIONS

ARTICLE 11 – CONSULTATION – DISPUTES

1. Any question relating to the execution or interpretation of a specific Financing Agreement and/or these General Principles shall be the subject of consultation between THE BENEFICIARY and THE COMMISSION, leading, where necessary, to an amendment of the Financing Agreement.

2. Where there is a failure to carry out an obligation set out in the Financing Agreement and these General Principles, which has not been the subject of remedial measures taken in due time, THE COMMISSION may suspend the financing of THE MEASURE, after consultation with THE BENEFICIARY.

3. THE BENEFICIARY may renounce in whole or in part the execution of THE MEASURE. The Contracting Parties shall set out the details of the said renunciation in an exchange of letters.

ARTICLE 12 – NOTICE – ADDRESSES

1. Any notice and any agreement between the parties provided for herein must be the subject of a written communication referring explicitly to the number and title of THE MEASURE. Such notices or agreements shall be made by letter sent to the party authorized to receive the same, and sent to the address notified by the said party. In case of urgency, telefax, telegraphic or telex communications shall be permitted and deemed to have been validly served, provided that they are confirmed immediately by letter.

2. The addressees are set out in each Financing Agreement.

ANNEX B – ARBITRATION

Any dispute between the Contracting Parties, arising out the Framework Agreement or a Financing Agreement, which is not settled by applying the procedures laid down in Article 11 of the General Principles of Cooperation, shall be submitted to arbitration by an Arbitral Tribunal as hereinafter provided.

The parties to such arbitration shall be THE BENEFICIARY on the one side and THE COMMISSION on the other side.

The arbitration tribunal shall consist of three arbitrators appointed as follows:
- one arbitrator shall be appointed by THE BENEFICIARY.
- a second arbitrator shall be appointed by THE COMMISSION
- the third arbitrator (hereinafter called “THE UMPIRE”) shall be appointed by agreement of the parties or, if they shall not agree, by the Secretary-General of the United Nations.

Each arbitrator shall be appointed by the Parties within 30 days of the submission by one of the said Parties of the dispute to arbitration. This deadline may be extended by the common consent of the two Parties. If either side fail to appoint its arbitrator, such arbitrator shall be appointed by the Secretary General of the United Nations.

Arbitration procedures shall be agreed by the parties. Failing to have a mutual agreement thereto on arbitration procedures, UNCITRAL procedures will apply.

Should any arbitrator appointed in accordance with this provision resign, die or become unable to act, another arbitrator shall be appointed in the same manner as the arbitrator whose place he takes: such successor shall have all the powers and duties of the original arbitrator.

ANNEX C

SCOPE OF THE FRAMEWORK AGREEMENT (Article 1)

- Financing Agreements or any other instruments concluded between the Republic of Turkey and the EC under the Meda Council Regulation (EC) No 1488/96 of 23 July 1996 defining the rules relating to the implementation of Financial and Technical Co-operation to underpin economic and social reform under the EuroMediterranean partnership.
- National Pre-accession Financial Assistance Programmes for theRepublic of Turkey concluded underCouncil Regulation (EEC) No 2500/2001 of 17 December 2001 concerning pre-accession financial assistance for Turkey or under any other Regulation amending or replacing this Regulation.
- Projects, actions and activities to be financed under the Framework Agreement on the General Principles for the participation of the Republic of Turkey in Community programmes as signed by theRepublic of Turkey and the European Commission on 26 February 2002 and the relevant Memoranda of Understanding for specific programmes.
- EC-funded projects implemented or to be implemented in Turkey under other relevant EC Programmes such as MEDA, including Meda Regional Programmes, Regulation EC N° 764/2000 of 10 April 2000 regarding the implementation of measures to intensify the EC-Turkey customs union, and Regulation EC N° 257/2001 of the European Parliament and of the Council of 22 January 2001 regarding the implementation of measures to promote economic and social development in Turkey.