TNAG-1059-FCO40-1309-Guangdong-nuclear-power-station-project-1981 — Page 200

Notwithstanding the ahove provisions, this Agreement shall immediately

expire upon occurrence of any of the following events:

a)

Notification by the Client of his refusal to accept a Proposal(s) for

the Project from both parties or either of them,

b)

Total or partial rejection of the Proposal (s) hereunder,

Award of a Contract(s) for the Project to a third party,

c)

d) Execution by the parties of a new Agreement such as that referred to in

Article 4 herein.

Upon termination or expiration of this Agreement, the parties will have no

further obligation to each other, except as regards Article 7 herein.

ARTICLE 12

This Agreement shall not create a partnership between the parties.

ARTICLE 13

a)

All disputes arising in connection with this Agreement shall be finally

settled in accordance with the Rules of Conciliation and Arbitration of

the

International Chamber of Commerce by one or more arbitrators

appointed in accordance with said Rules. Arbitration shall be held in

Paris, FRANCE.

b)

In construing and interpreting the terms

and conditions

of

this

Agreement, the arbitrators shall reach their decision in accordance

with the following:

i) the literal meaning of the wording of the Agreement or, if

ambiguous;

ii)

The laws of England.

Made in Paris on