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The Bureau of
Shanghai
April 6
2006 In
order to successfully host the World Expo 2010 Shanghai China (hereinafter
referred to as the“Expo 2010”), the Bureau of Shanghai World Expo Coordination
(hereinafter referred to as the“Expo Bureau”) now starts the solicitation
process for the Automobile Partner of the Expo 2010 Partner in the category of
automobiles. Any automobile enterprise legitimately registered in the territory
of the People’s Republic of China, who is interested and willing to become Expo
2010 Partner, is invited to submit the documents required for application
according to the procedures and conditions set out in this“Request for Intention
for Automobile Partner of Expo 2010 Shanghai China”(hereinafter referred to as
the“RFI”) to the Expo Bureau. I
Project Background World
Expo is the gallery of human inspirations and thoughts. Since May 1, 1851, when
the first World Expo, inter alia, The
Great Exhibit of the Industry of All Nations, was held in London, the World Expo
has had a history of about 155 years and turned itself successfully into a
pageant of global economy, science and culture. The World Expo has also been an
important platform for people from all over the world to display historical
experience, exchange innovative ideas, demonstrate spirits of cooperation and
explore the world’s future together. The
Convention of International Exposition
enacted in 1928 defines the doctrine of the World Expo as follows:“it may exhibit the means at man’s disposal
for meeting the needs of civilization, or demonstrate the progress achieved in
one or more branches of human endeavor, or show prospects for the future”.
The International Bureau of Expositions (hereinafter referred to as
the“BIE”) as an international organization of
sovereign states was officially founded in 1931 and currently has 98 member
states. On
December 3, 2002, the hosting right of Expo 2010 was awarded to The
theme of Expo 2010 is“ On
December 1, 2005, the Expo 2010 Registration Documents (hereinafter referred to
as“Registration Report”) was approved at the 138th Council of the
BIE, which indicates the preparation work of Expo 2010 has entered into a new
phase. Pursuant
to the Registration Report, As
a part of the China’s Eleventh Five-Year Plan, the Expo 2010 will simultaneously
impulse the overall realization of the goals stated in the Eleventh Five-Year
Layout, present the urbanization development, the rise of living and
civilization standard of Chinese people to the international community.
We
have reasons to believe that the Expo 2010 with the theme of“ As
a World Exposition in a global IT-era, the Expo 2010 will attempt to build
online pavilions and halls. With the“no boundary and no time
difference”advantage of the internet, the Expo 2010 IT Program is to ensure that
more visitors have chance to enjoy the Expo 2010 and participate in its
magnificent events. As
a pageant focusing on the area of City·Life, Expo 2010 has also developed an
unique platform for all enterprises both from China and overseas, namely
Marketing Development Plan of Expo 2010, to ensure enterprises with different
scales and fortes to have the chance sharing the Expo 2010 commercial
opportunities in the fairness and transparent environment. Meanwhile, as the
first World Exposition held in China, the influence and contribution of Expo
2010 in the next five years and a longer period afterwards will facilitate all
Expo 2010 Partners a historic chance to build up and strengthen their brands,
win market shares and enhance their international reputation and credibility.
According
to the Expo 2010 Marketing Development Plan, Expo 2010 will implement a series
of marketing operations. The Expo 2010 Sponsorship Program is the key part of
the Expo 2010 Marketing Development Plan, which includes two levels of
Sponsorship, namely Expo 2010 Partners and Expo 2010 Senior Sponsors. Expo 2010
Partner, as the highest tier Sponsor, will enjoy a series of rights and benefits
granted by Expo 2010 Organizer. The
Expo Bureau is the Organizer of the Expo 2010. Under the authority of the
National Organizing Committee and the Executive Committee of Expo 2010, the Expo
Bureau is responsible for the preparation, organization, operation and
management of the Expo 2010. The Expo Bureau is the legal owner and beneficiary
of the brand of Expo 2010, including its extensive Expo 2010
symbols. II
Scope of Invitation 1 Eligible Entities Any
automobile enterprise, legitimately established, registered and duly operating
in accordance with laws of the People’s Republic of 2 Product Category： The
categories of the products including: -Automobile -Minibuses -Sports
utility vehicles (SUV) -Vans,
minivans and campervans -Light
commercial vehicles -Limousines -Special
security vehicles -Four
wheel drive vehicles -Alternative
fuel vehicles (it being understood that no marketing or communication rights are
to be granted relating to the alternative fuel/ propulsion mechanism but rather
only to the vehicles that use alternative fuel e.g., no marketing or
communication rights regarding energy, electricity, battery, solar power,
etc.) -Vehicles
parts (excludes tyres) -Repair
and maintenance services -Rental
service The
above definition of Products specifically excludes buses, trucks, motorcycles
and motorbikes and their related services (including repair and maintenance,
parts and rental) 3 Rights Descriptions Partners,
as the highest tier Sponsor in the Expo 2010 Marketing Development Plan, enjoy a
series of relevant rights and benefits granted by the Expo
Bureau. 3.1
Timing:
The Expo 2010 Partner is to exercise granted rights within the time frame
starting from the date of the Partner Sponsoring Agreement coming into force to
December 31, 2010； 3.2
Territory:
Subject to the relevant law and regulation in various jurisdiction, Expo 2010
Partner is to exercise rights granted by the Expo Bureau globally； 3.3
Designation:
The Expo 2010 Partner will hold designations of Partners in the areas delineated
herein below： l
Automobile
Partner of The World Expo 2010 l
Automobile
Partner of the Bureau of l
Other
Designations otherwise agreed and stipulated in the Partner Sponsoring
Agreement. 3.4
Exhibition:
The Expo 2010 Partner, acting as the non-official participant, is provided with
the exclusive priority right of participating in the Expo 2010 with its
independent enterprise pavilion in the authorized business
area. III Conditions of
Participation 1 Requirements of
Participation 1.1
Intended
Candidates should be able to contribute sufficient fund, automobile and related
services to meet the demands of Expo Bureau; 1.2
Intended
Candidates should possess outstanding economic strength, technical and service
capabilities; 1.3
The
management goal and culture of Intended Candidates should keep in line with the
theme and culture of Expo 2010. Intended Candidates should enjoy positive social
image and good reputation in business； 1.4
Each
Intended Candidate shall designate the main and single brand for which it
intends to acquire marketing rights. 2 Intended Documents Intended
Candidates must submit the required Intended Documents, composed of the
following five parts: 2.1
Letter
of Intention（Annex
1）; 2.2
Power
of Attorney（Annex
2）; 2.3
Intended
Candidate Undertaking（Annex
3）; 2.4
Brief
self-introduction of Intended Candidates，including: a.
General
information of Intended Candidates, comprising the name, registration domicile
and date, contact address, telephone, fax, Email, the authorized personnel
etc.; b.
Background
information of Intended Candidates, including the organization structure,
business scope etc.; c.
Brief
description of the primary business; d.
Brief
description of the experience and achievement in similar projects in recent
years（if
any）; 2.5
Qualification
Documents:
a.
Business
license（copy
with official seal）; b.
Enterprise
Code Certificate（copy
with official seal）; c.
Tax
registration certificate or other similar tax payment
certificates; d.
ID
information of the legal representative and the authorized
representative（copy
with personal signature）;
and e.
other
documents as deemed necessary in favor of qualification
description. IV Procedures 1 The Expo Bureau is to announce the Solicitation
Announcement for Automobile Partner of the World Expo 2010 2 All the Documents required in Article 3.2 of
the RFI must be submitted in person by an authorized representative of the
Intended Candidate by no later than 12 a.m. (Beijing Time) May 31, 2006 to the
contact address and the department set out in Article 6 of the RFI. Upon
expiration of the deadline, no submission will be accepted.
3 After appraisal and evaluation, the Expo Bureau
will, within 15 work days after the Submission Deadline, inform the Intended
Candidates, who have met the requirements in writing and sell the“Request for
Proposal for the Automobile Partner of the World Expo 2010 4 Intended Candidates must submit the Sponsorship
Proposal to the Expo Bureau before the deadline specified in the RFP; upon
expiration of the deadline, no submission will be accepted.
5 Based on the requirements of RFP, the Expo
Bureau will review and evaluate the Sponsorship Proposals and other related
documents, determine three Finalist Candidates and enter into negotiations with
the Finalist Candidates with regard to the Partner Sponsoring Agreement of the
Expo 2010. 6 The Expo Bureau will finally appoint one
company as the Expo 2010 Automobile Partner and conclude official Partner
Sponsoring Agreement. V Miscellaneous 1 The Expo Bureau undertakes to hold a duty of
confidentiality of all commercial secrets and information relating to the
Intended Candidates comprised in the Intended Documents, the Sponsorship
Proposal or otherwise received during this solicitation process, unless the
information has become part of the public domain that is not due to a breach of
this undertaking. 2 All expenses arising from this solicitation
process are to be born by the Intended Candidates
themselves. 3 Intended Candidates may prepare all correspondence and/or
application documents in connection with this solicitation in Chinese or in both
Chinese and English. In case of any discrepancy where the document is in both
Chinese and English, the Chinese version shall prevail. 4 This RFI and the whole solicitation process
shall apply Chinese Law and be interpreted accordingly. 5 The Expo Bureau holds all rights for final
explanation and decision with regard to this RFI and all matters occurred during
the solicitation process. VI Contact Information In accordance with
the requirements set forth in Article 4.2 of the RFI, Intended Candidates must
submit the Intended Documents to following department of the Expo
Bureau： Marketing
Department Bureau
of Address: Post Code: 200040 Contact Person: Ms. Gu Chunhua, Mr. Jin
Tiancheng Telephone: 0086-21-2206 2367 0086-21-2206 2403 Fax: 0086-21-2206 0669
E-mail: partnership@expo2010.gov.cn For all related
information or for the purpose of seeking clarification regarding this RFI and
this solicitation process, please contact the above personnel in the Marketing
Department of the Expo Bureau. This document is
officially announced in public on the day of April 6,
2006. Bureau of Annex 1 Letter of
Intention Letter of
Intention To: The Bureau of
Shanghai World Expo Coordination According to the
Solicitation Announcement for the Automobile Partner of the World Expo 2010
Shanghai China announced on April 6, 2006 by your Bureau, we, [name of the
company] (hereinafter referred to as the“Company”), are intended and willing to
participate in the procedure of the solicitation of the Automobile Partner of
the World Expo 2010 Shanghai China organized by the Bureau of Shanghai World
Expo Coordination, and undertake to comply with the terms and conditions of
participation. This Company hereby
submits this Letter of Intention and all other Intended Documents stipulated in
Article 3.2 of the Request for Intention for Automobile Partner of Expo 2010
Please
address all correspondence relating to this event to the
following: Contact
Person: Telephone: Fax: E-mail:
Mailing
Address: Post Code: Name of
Company (with Official Seal):
Signature
of Authorized Representative:
Name (in
block letters): Position
(in block letters): Date: Annex
2 Power of Attorney Power of Attorney
To: The Bureau of Shanghai World Expo
Coordination I, ___ (name and position in block letters), the legal
representative of _______ (name of the Company, hereinafter referred to as
the“Company”), hereby appoint ___
(name in block letters ) in
___ (name of the authorized department and name of
the Company ) as the authorized representative of our Company, to represent our
Company and, in the name of our Company, to participate in the procedure of the
solicitation of the Automobile Partner of the World Expo 2010 Shanghai China
organized by the Bureau of Shanghai World Expo
Coordination. All related
documents signed and actions taken by the authorized representative during the
whole solicitation process, including but not limited to Request for Intention,
Request for Proposal (if any), and negotiation with regard to the Automobile
Partner Sponsorship Agreement (if any), are the acts on behalf of our Company
and have the same legal effect as the acts conducted by me. Our Company shall
undertake full legal liabilities and consequence arising from any acts of the
authorized representative. This authorization
of this Company has received all necessary warrant from Board of Directors (if
any). The authorized representative shall not assign this Power of Attorney to
any third party. This authorization
is irrevocable and shall takes effect immediately upon the signature by duly
authorized representatives. Name of the
authorized representative (in block letters): Address: Valid ID No. of the
authorized representative: Position: Signature of the
authorized representative: Name of the Company
(in block letters): Signature of the
legal representative: Official
seal: Date:
Annex 3 Intended Candidate
Undertaking Undertaking According to the
Solicitation Announcement for the Automobile Partner for the World Expo 2010
Shanghai China announced on April 6, 2006 by the Bureau of Shanghai World Expo
Coordination(hereinafter referred to as“Expo Bureau”), we, [name of the company]
(hereinafter referred to as the“Company”), are intended and willing to
participate in the procedure of the solicitation of the Automobile Partner of
the World Expo 2010 Shanghai China (hereinafter referred to as“Expo 2010”) and
obtained Request for Intention for Automobile Partner of Expo 2010 Shanghai
China (hereinafter referred to as the“RFI”), and may access to relevant
Confidential Information during this selection process and afterwards. This
Company will undertake to strictly comply with the terms and conditions of
participation and provide the Expo Bureau with this undertaking according to the
relevant provision set out in the RFI. Article
1 “Confidential Information”means all information
and materials concerning Expo 2010 and the Expo Bureau, in whatever form
embodied and however obtained, including but not limited: all information in
connection with this solicitation process; all articles and regulations
including the annexes in the Expo 2010 Partnership Agreement, which are to be
signed between the Expo Bureau and the Automobile Partner; all information in
connection with the business, operation, activities, plans and decisions of the
Expo Bureau, including but not limited to the financial, technical and
commercial information relating to the Expo 2010; all information concerning the
officials, members, employees, consultants, agents and representatives of the
Expo 2010 or the Expo Bureau; or, all information concerning the partners,
sponsors, licensed suppliers, sellers, and other commercial participants of Expo
2010. Confidential
Information does not include, however, the following types of information and
materials: (i) information that is or becomes generally available to the public
other than as a result of a disclosure by the Company in violation of this
Letter, (ii) information that becomes available to the Company from a party
other than the Expo 2010, the Expo Bureau, the partners, sponsors, licensed
suppliers, sellers, and other commercial participants of Expo 2010, and the
Company did not know or might not know that the other party shall not disclose
such information legally, and (iii) information or work that is independently
developed by the Company without the use of or reference to any Confidential
Information or in violation of any obligations for confidentiality
Article 2 The Company agrees
that all Confidential Information is of confidential nature. When the Company
accesses and knows of the Confidential Information, it may use the Confidential
Information only for the following purposes and within the limited scope and
shall not make use of, nor authorize to any third party the use of, any
Confidential Information, in whole or in part, for any other
purposes: 1 to prepare and compile the parts of the
documents pursuant to the RFI, during the solicitation
process. 2 to negotiate the Partner Sponsoring Agreement
with the Expo Bureau; and 3 to fulfill the obligations under the Partner
Sponsoring Agreement. Article 3
The Company agrees
to undertake the following obligations for confidentiality with regard to the
Confidential Information: 1 The Company shall hold all Confidential
Information in strict confidence and shall protect such Confidential Information
with the same degree of care (but not less than a reasonable degree of care)
undertaken by the Company in protecting its own information of a similar
confidential nature. 2 Whether or not retreating from this
solicitation process or being awarded the Partner Agreement, and without the
prior written consent of the Expo Bureau, the Company shall not disclose or
reveal any Confidential Information, through any kinds of media for any purpose,
to any third party. 3 For the purpose of reaching the objectives
under Article 2 of this Letter, the Company may disclose the Confidential
Information to its shareholder, supervisory, director, management personnel,
employee, temporary staff, consultant, agent or authorized representative
(collectively referred to as the“Company Members”) who need to know such
information, provided that． 3.1 The Company shall reach a written agreement
with each of the Company Members in the same time when the Company notifies the
Company Members of the confidential nature of the Confidential Information. Such
an agreement shall include the relevant contents of this Letter (including
without limitation to all the terms of Article 2 and Article 3 of this Letter)
and any terms in conflict with this Letter shall be invalid.
Pursuant to the
specific requirements and relevant instructions of the Expo Bureau, the Company
shall ensure that an agreement or a commitment letter containing the relevant
terms of this Letter shall be signed by and between the Company Members and the
Expo Bureau. 3.2 The Company shall bear joint liability for the
disclosure or reveal of the Confidential Information, or any other violation of
this Letter, due to the conducts by any of the Company
Members. 4 In the event that the Company or any of the
Company Members is requested pursuant to, or required by, the operation of law,
or in connection with a judicial or governmental proceeding, to disclose any
Confidential Information, the Company or its relevant member shall promptly
notify the Expo Bureau of such request(s) or requirement(s), before any
reasonable time period, such disclosure is made so that the Expo Bureau will
have a reasonable opportunity to seek an appropriate remedy or to decide to
waive the compliance by the Company with the relevant terms of this
Letter Article 4
The
Company acknowledges and agrees that although relevant Confidential Information
contains information which the Expo Bureau believes to be accurate in all
material respects and relevant to the purpose under Article 2 of this Letter,
the Expo Bureau makes no representation or warranty, explicitly or implicitly,
as to the accuracy or completeness of such Confidential Information. The Company is not authorized to make any such
representation or warranty on behalf of the Expo Bureau, and the Company
represents and warrants that it will not rely upon any such representation or
warranty. Article 5
All rights in and
title to all materials (including without limitation materials containing
Confidential Information) remain in the Expo Bureau. The authorized use of any
such materials shall not be construed to grant or confer the relevant rights to
the Company. Unless expressly consented
by the Expo Bureau in writing or for the needs of realizing the purpose under
Article 2 of this Letter, all the above materials shall be promptly returned to
the Expo Bureau after the purpose under Article 2 of this Letter is not
feasible, or the matters for such propose has been completed or suspended and
shall not be copied, retained or used in any form. Article 6
The
Company undertakes that the Expo Bureau has the modification right to all the
contents of the RFI before the Submission Deadline, and this modification should
be informed by the Expo Bureau to each Company in writing; the Company should
then prepare the intent documents in compliance with the modified requirements,
and the Expo Bureau can postpone the Submission Deadline within a reasonable
term based on the specific circumstance; If the intent documents have already
been delivered to Expo Bureau, the Company should make a supplement within 7
days after receiving the modification notice from the Expo Bureau.
Article 7
The Company
acknowledges and agrees that this Letter does not render either Party an agent
of the other (or vise versa), or create a partnership, joint venture or similar
relationship between the Parties. This
Letter shall not constitute a precedence or reference for any other transactions
that may occur in the future between the Parties hereto, and shall not grant
either party any right or privilege other than those provided by this Letter or
impose any obligations on either Party to enter into any other
agreements. In
particular, the signature and execution of this Letter shall not constitute any
entrustment, authorization, license or employment relationship between the Expo
Bureau and the Company, and the Company shall not enjoy any preferential
treatment over other Company in the solicitation process to become the Expo 2010
Partners, Senior Sponsors, licensed suppliers, sellers etc.
Article 8
Whether or not
retreating from the selection or being awarded the contract, the Company
undertake not to promote this solicitation process through any kind of media,
not to explicitly or implicitly indicate to the public that this company has any
commercial relation or cooperation with Expo 2010, Expo Bureau and/or the Expo
2010 Shanghai China Marketing Development Plan at any time and at any
place Article 9
The submission of
all Intended Documents and subsequent Sponsoring Proposals is intended solely
for review and evaluation of the qualification of Company. The Expo Bureau has
the ultimate right to decide whether or not to sell RFP or to select Partner.
Shanghai Expo Bureau is neither responsible for any execution of above mentioned
right, nor liable to make explanation for any decision made to the Company.
Article 10
If due to the
inaccuracy, falsehood or mislead of the information in the documents supplied by
the Company or the Company’s false representation or warranty or the violation
of any obligations of this Letter by the Company, whether or not the Company is
at fault, the Expo Bureau faces any claim, litigation or arbitration request
from any third party, or the Expo suffers any direct or indirect loss of
reputation or economy therefrom, the Company shall take all adequate and
appropriate measures (including without limitation negotiating with such third
party, participating in the claim, litigation or arbitration proceedings as a
primary party, third party or witness, or compensate the Expo Bureau for direct
or indirect loss of reputation or economy therefrom) to guarantee that the Expo
Bureau is exempted from influence from the aforesaid claim, litigation or
arbitration and is free from any direct or indirect loss. In addition, the Expo
Bureau reserves the right to claim for compensation for any direct or indirect
loss of reputation or economy from the Company. Article 11
Unless expressly
consented by the Expo Bureau in writing, in the event that there is any conflict
between the terms of this Letter and the Partner Agreement (especially where
some such specific explanations or provisions regarding a particular issue may
not be in strict consistency with the terms of this Letter), the terms of the
Partner Agreement shall prevail. For issues that are not specified in the
Partner Agreement, the related terms of this Letter shall apply.
Article 12
This Letter shall be
governed by and explained in accordance with the laws of the People’s Republic
of Article 13
This undertaking
shall come into effect upon signature. Name of
the Company： Seal： Signature
of the legal representative： Name（in
block letters）： Position（in
block letters）： Date： |
