DHL Corporation and Subsidiaries - Page 96

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               A memorandum of oral agreement, dated March 15, 1974 (1974             
          MOA), reflected the agency agreement between DHL and DHLI.  Under           
          the 1974 MOA, DHLI acted as the foreign pickup and delivery agent           
          for DHL, and DHL licensed the use of the name DHL to DHLI for the           
          5-year term of the 1974 MOA.  The 5-year term of the 1974 MOA               
          could be terminated by DHL on 90 days’ notice.  Upon termination            
          of DHL and DHLI’s relationship, under the 1974 MOA, DHLI could              
          not use the name DHL or any similar name for a period of 5 years.           
               Between 1974 and 1990, the 1974 MOA was amended on six                 
          occasions.  The first amendment provided (retroactively to 1974)            
          that DHL and DHLI were each entitled to the revenues and were               
          responsible for the expenses related to shipments originating in            
          their respective service areas.  The first amendment provided a             
          procedure for selecting an arbitrator to arbitrate any                      
          disagreement concerning the allocation of revenues and expenses.            
          Both parties consented to the jurisdiction of the U.S. District             
          Court in Guam to enforce the arbitrator’s decision.                         
               On October 12, 1975, DHL and DHLI entered into the second              
          amendment to the 1974 MOA which, in part, provided that costs and           
          revenues of the parties’ electronic data transmission business              
          were to be shared as agreed or, if no agreement, based upon                 
          reasonable value of services, reasonable value of resources                 
          contributed, with the understanding that the customers DHLI                 
          served presently were the result of DHL’s goodwill.  DHLI again             
          agreed that it would not use the name DHL or compete with DHL for           

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Last modified: May 25, 2011