MEMORANDUM OF UNDERSTANDINGBETWEEN

THE GOVERNMENT OF THE STATE OF QATARAND

THE GOVERNMENT OF THE REPUBLIC OF CYPRUS

Representatives of the Government of the State of Qatar and the Government ofthe Republic of Cyprus, the members of which appear in the list attached as(Appendix I), have met in Nicosia, on 10th December, 2015, to discuss mattersrelated to air services between the Government of the State of Qatar and theGovernment of the Republic of Cyprus.

The negotiations were held in a cordial and friendly atmosphere, and bothdelegations expressed their desire to further promote their aeronautical relations ina spirit of cooperation and complete understanding for their mutual benefits.

Both Parties agreed on the following:

1. Designation

The two Delegations agreed to amend paragraph 1 of Article 4 of the AirServices Agreement (ASA) between the Government of the State of Qatar andthe Government of the Republic of Cyprus signed on 21/04/2010 to read asfollows:

Each Contracting Party shall have the right to designate in writing to the otherContracting Party one or more airlines for the purpose of operating the agreedservices on the specified routes.

Pursuant to Article 4 of the ASA, the Qatari Delegation confirmed thedesignation of Qatar Airways. The Cyprus Delegation accepted the saiddesignation.

Pursuant to Article 4 of the ASA, the Cyprus Delegation confirmed thedesignation of Aegean Airlines and informed that additional airline(s) may bedesignated in due course by the Aeronautical Authorities of the Republic ofCyprus. The Qatari Delegation has accepted such designations.

2. Fair Competition

The Delegation of Cyprus informed the Delegation of Qatar that as the Republic ofCyprus is a Member State of the European Union, it has been advised by theEuropean Commission, 'when negotiating with third countries, to put forward theTemplate Fair Competition Clause developed by the European Commission andMember States. This is attached herewith as Appendix II.

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The Delegation of Qatar noted the proposal and they stated that they are not in aposition to accept the incorporation of the above mentioned clause in the ASA forthe moment due to the ongoing Aviation Dialogue between the Gulf Countries andthe European Commission and the forthcoming negotiations on comprehensive airtransport agreements between the European Union and a number of key partners,including Qatar.

The Delegation also stated that they do not have the mandate to negotiate a FairCompetition Clause. However, the two parties agreed to revise their bilateral ASAonce an agreement on the fair competition clause is reached at EU - Gulf level.

3. Fifth Freedom

Both delegations have agreed for the designated carrier or carriers of both countriesto exercise full fifth freedom traffic rights for passengers' flights as per the routeschedule annexed to the ASA.

4. Effect of the MOU:The two Delegations have agreed that the contents of this MemorandumUnderstanding shall come into effect as from the date of signature of this MOU.

Done in Nicosia on the 10th of December 2015.

of

For the Government ofthe State of Qatar

For the Government ofthe Republic of Cyprus

Mr. Abdulla Nasser Turki Al-SubaeyChairman Civil Aviation Authority

Mr. Alecos MichaelidesPermanent Secretary of Ministry ofTransport, Communications and

Works

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APPENDIX I

List of Qatar Delegation:

Mr. Abdulla Nasser Turki Al-Subaey

Mr. Saleh Abdulla Haroon AI-Haroon

Mr. Shafi Newaimi AI-Hajri

ChairmanCivil Aviation AuthorityHead of Delegation

DirectorAir Transport andAirports Affairs Department

First SecretaryEmbassy of the Stateof Qatar,Nicosia

Mr. Fathi Atti Vice PresidentAeropolitical AffairsQatar Airways

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List of Cyprus Delegation:

Mr. Alecos Michaelides

Mrs Eleni Gereoudakis

Mrs Elisavet Antoniadou

Permanent SecretaryMinistry of Transport, Communications andWorksHead of Delegation

Chief Administrative OfficerMinistry of Transport, Communications andWorks

Senior Administrative OfficerMinistry of Transport, Communications andWorks

Mr. Antonis Lemesianos

Mrs Vaso Sdrali

Mrs Eva Nicolaou

Mr. Christos M. Moustras

Ag. Chief Air Transport OfficerCivil Aviation Department

Air Transport and Airports Officer A'Civil Aviation Department

Air Transport SectionCivil Aviation DepartmentMarketing Officer A'Marketing & Communications DepartmentCyprus Tourism Organisation

Industry Observer

Mrs Maria Kouroupi Senior Manager, Marketing & CommunicationsHermes Airports

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APPENDIX il

Fair Competition

i. The Contracting Parties acknowledge that it is their joint objective to have afair and competitive environment and fair and equal opportunity for theairlines of both Contracting Parties to compete in operating the agreedservices on the specified routes. Therefore, the Contracting Parties shalltake all appropriate measures to ensure the full enforcement of thisobjective.

2. The Contracting Parties assert that free, fair and undistorted competition isimportant to promote the objectives of this Agreement and note that theexistence of comprehensive competition laws and of an independentcompetition authority as well as the sound and effective enforcement of theirrespective competition laws are important for the efficient provision of airtransport services. The competition laws of each Contracting Partyaddressing the issues covered by this Article, as amended from time to time,shall apply to the operation of the air carriers within the jurisdiction of therespective Contracting Party. The Contracting Parties share the objectives ofcompatibility and convergence of Competition law and of its effectiveapplication. They will cooperate as appropriate and where relevant on theeffective application of competition law, including by allowing the disclosure,in accordance with their respective rules and jurisprudence, by theirrespective airline(s) or other nationals of information pertinent to acompetition law action by the competition authorities of each other.

3. Nothing in this Agreement shall affect, limit or jeopardize in any way theauthority and powers of the relevant competition authorities and courts ofeither Contracting Party (and of the European Commission), and all mattersrelating to the enforcement of competition law shall continue to fall under theexclusive competence of those authorities and courts. Therefore, any actiontaken pursuant to this Article by a Contracting Party shall be withoutprejudice to any possible actions taken by those authorities and courts.

4. Any action taken pursuant to this Article shall fall under the exclusiveresponsibility of the Contracting Parties and shall be exclusively directedtowards the other Contracting Party and/or to airline(s) providing air transportservices to/from the Contracting Parties. Such action shall not be subject tothe dispute settlement procedure foreseen in Article 21 (Settlement ofDisputes) of the present Agreement.

Unfair competition

5. Each Contracting Party shall eliminate all forms of discrimination or unfairpractices which would adversely affect the fair and equal opportunity of theairlines of the other Contracting Party to compete in providing air transportservices.

Public subsidies and support

6. Neither Contracting Party shall provide or permit public subsidies or supportto their respective airlines if these subsidies or support would significantlyand adversely affect, in an unjustified way, the fair and equal opportunity of

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the airlines of the other Contracting Party to compete in providing airtransport services. Such public subsidies or support may include, but are notlimited to: cross-subsidization; the setting-off of operational losses; theprovision of capital; grants; guarantees; loans or insurance on privilegedterms; protection from bankruptcy; foregoing the recovery of amounts due;foregoing a normal return on public funds invested; tax relief or taxexemptions; compensation for financial burdens imposed by publicauthorities; and access on a discriminatory or non-commercial basis to airnavigation or airport facilities and services, fuel, ground handling, security,computer reservation systems, slot allocation or other related facilities andservices necessary for the operation of air services.

7. When a Contracting Party provides public subsidies or support in the senseof paragraph 6 above to an airline, it shall ensure the transparency of suchmeasure through any appropriate means, which may include requiring thatthe airline identifies the subsidy or support clearly and separately in itsaccounts.

8. Each Contracting Party shall, at the request of the other Contracting Party,provide to the other Contracting Party within a reasonable time financialreports relating to the entities under the jurisdiction of the first ContractingParty, and any other such information that may be reasonably requested bythe other Contracting Party to ensure that the provisions of this Article arebeing complied with. This may include detailed information relating tosubsidies or support in the sense of paragraph 6 above. The submission ofsuch information may be subject to its confidential treatment by theContracting Party requesting access to the information.

9. Without prejudice to any action undertaken by the relevant competitionauthority and/or court for the enforcement of the rules referred to inparagraphs 5 and 6,

a) if one Contracting Party finds that an airline is being subject to discriminationor unfair practices in the sense of paragraphs 5 or 6 above and that this canbe substantiated, it may submit observations in writing to the otherContracting Party. After informing the other Contracting Party, a ContractingParty may also approach responsible government entities in the territory ofthe other Contracting Party, including entities at the central, regional,provincial or local level to discuss matters relating to this Article. Moreover, aContracting Party may request consultations on this matter with the otherContracting Party with a view to solving the problem. Such consultationsshall start within a period of thirty (30) days of the receipt of the request. Inthe meantime, the Contracting Parties shall exchange sufficient informationto enable a full examination of the concern expressed by one of theContracting Parties.

b) if the Contracting Parties fail to reach a resolution of the matter throughconsultations within thirty (30) days from the start of consultations or•consultations do not start within a period of thirty (30) days of the' receipt ofthe request concerning an alleged violation of paragraphs 5 or 6 above, theContracting Party which requested the consultation shall have the right tosuspend the exercise of the rights specified in this Agreement by theairline(s) of the other Contracting Party by refusing, withholding, revoking orsuspending the operating authorization/permit, or to impose such conditionsas it may deem necessary on the exercise of such rights, or impose duties ortake other actions. Any action taken- pursuant to this paragraph shall be

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appropriate, proportionate and restricted with regard to scope and duration towhat is strictly necessary.

Antitrust

10. Each Contracting Party shall effectively apply antitrust laws in accordancewith paragraph 2, and shall prohibit airline(s):

a) in conjunction with any other airline(s) to enter into agreements, takedecisions or engage in concerted practices which may affect air transportservices to/from that Contracting Party and which have as their object oreffect the prevention, restriction or distortion of competition. This prohibitionmay be declared inapplicable where such agreements, decisions or practicescontribute to improving the production or distribution of services or topromoting technical or economic progress, while allowing consumers a fairshare of the resulting benefit, and do not: (a) impose on the airlinesconcerned restrictions which are not indispensable to the attainment of theseobjectives; (b) afford such airlines the possibility of eliminating competition inrespect of a substantial part of the services in question, and

b) to abuse a dominant position in a way which may affect air transport servicesto/from that Contracting Party.

11 Each Contracting Party shall entrust the enforcement of the antitrust rulesreferred to in paragraph 10 above exclusively to its relevant and independentcompetition authority and/or court.

12 Without prejudice to any action undertaken by the relevant competitionauthority and/or court for the enforcement of the rules referred to inparagraph 10, if one Contracting Party finds that an airline suffers from analleged violation of paragraph 10 above and that this can be substantiated, itmay submit observations in writing to the other Contracting Party. Afterinforming the other Contracting Party, a Contracting Party may alsoapproach responsible government entities in the territory of the otherContracting Party, including entities at the central, regional, provincial orlocal level to discuss matters relating to this Article. Moreover, a ContractingParty may request consultations on this matter with the other ContractingParty with a view to solving the problem. Such consultations shall start withina period of thirty (30) days of the receipt of the request. In the meantime, theContracting Parties shall exchange sufficient information to enable a fullexamination of the concern expressed by one of the Contracting Parties.

13. If the Contracting Parties fail to reach a resolution of the matter throughconsultations within thirty (30) days from the start of consultations orconsultations do not start within a period of thirty (30) days of the receipt ofthe request concerning an alleged violation of paragraph 10, and providedthe relevant competent competition authority or court has found an antitrustviolation, the Contracting Party which requested the consultation shall havethe right to suspend the exercise of the rights specified in this Agreement bythe airline(s) of the other Contracting Party by refusing, withholding, revokingor suspending the operating authorization/permit, or to impose suchconditions as it may deem necessary on the exercise of such rights orimpose duties or take other actions. Any action taken pursuant to thisparagraph shall be appropriate, proportionate and restricted with regard toscope and duration to what is strictly necessary

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