Re: Letter of Variation to “Import and Distribution Agreement” dated January 1, 1992.
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Re:
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Letter
of Variation to “Import and Distribution Agreement” dated January 1, 1992.
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By
and
between the parties:
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-
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FERRARI
SpA of 41053 Maranello (Modena), ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇, ▇▇▇▇▇
(“Ferrari”);
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-
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ITALIAN
MOTORS (SALES & SERVICE) LTD, of ▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇,
▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇ (“Italian
Motors”);
and
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-
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AUTO
ITALIA LTD of ▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇
(“Auto
Italia”)
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WHEREAS
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a continuous Agreement, the “Import and Distribution Agreement” dated January 1,
1992, exists between FERRARI and ITALIAN MOTORS, for the territory of Hong
Kong
and Macau;
IT
IS NOW
HEREBY UNDERSTOOD AND AGREED by all undersigned parties that the “Import and
Distribution Agreement” dated January 1, 1992, shall continue in operation with
full force and effect of all clauses and provisions therein, except to the
extent that it is agreed between the parties that the business of FERRARI motor
vehicle distribution was sold by ITALIAN MOTORS to its associated company AUTO
ITALIA (both companies being subsidiaries within the same Group, with the same
ultimate parent company) effective from January 1, 2003. It was agreed that
the
sale of the business to AUTO ITALIA by ITALIAN MOTORS was with the agreement
and
understanding of FERRARI, who hereby confirm that the said “Import and
Distribution Agreement” dated January 1, 1992 shall continue in full force and
effect, but shall now be effective between FERRARI and AUTO ITALIA. It is
however understood that - should AUTO ITALIA fail to comply with the obligations
assumed with, or anyhow deriving from, the said “Import and Distribution
Agreement” dated January 1, 1992 and/or be in breach of the relevant terms and
conditions - ITALIAN MOTORS shall indemnify Ferrari and keep Ferrari indemnified
against all demands, claims, liabilities, losses, costs and expenses whatsoever
including all legal and other costs, charges and expenses that Ferrari may
incur
in connection with the breach of, or failure to comply with, said “Import and
Distribution Agreement” dated January 1, 1992.
Signed
and agreed and approved:
For
and
on behalf of FERRARI SpA
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Name:
Title:
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Date: 27th November 2003 |
1
For
and
on behalf of ITALIAN MOTORS (SALES & SERVICE) LTD
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Name:
Title:
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Date: 27th November 2003 |
For
and
on behalf of AUTO-ITALIA LTD
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Name:
Title:
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Date: 27th November 2003 |
2