AGREEMENT entered into this 11th day of December, 1995, by and
between the Directorate General of Posts, ROC on Taiwan (DGP) a-
nd SwedPost Consulting AB, Sweden (SPC).
WITNESSETH:
WHEREAS SPC has been established by Posten AB, the Swedish Post-
al Corporation, as its consultancy body entrusted with the char-
ge to make its extensive experience and expertise in postal ser-
vices available to other postal systems in the world on a comme-
rcial basis;
WHEREAS DGP is the Postal Authority of Taiwan and responsible f-
or all postal services, which are in the precess of being exten-
ded, advanced and modernized;
WHEREAS Posten AB has in recent years effected significant deve-
lopment in all areas of postal services including organizing the
Corporation into Profit Centers; introduction of advanced IT sy-
stems;
instituting methods for measuring Customer and Employee Satisfa-
ction and generally upgrading the quality of and efficiency in
its operations; and
WHEREAS DGP is desirous to enter into a long-term arrangement w-
ith SPC by employing Swedish experience and competence in the a-
dvancement of its own postal services and for that purpose wish-
es to commission SPC as its consultant.
NOW, THEREFORE, the parties agree as follows:
1.Program
The orientation and scope of the work by SPC shall be as agre-
ed between the parties, it being envisaged that,
A) it shall be sequenced thus,
a) perform an analysis of the present situation with regard to
postal services in Taiwan
b) make a review of ongoing and planned advancement measures p-
erformed by DGP
c) continuously provide presentations to DGP of specific propo-
sals for actions designed to achieve higher efficiency and
lower costs in postal services
d) provide continuous assistance by SCP in implementing the me-
asures decided upon
B) it shall include, but not be limited to,
a) the methodology, logistical and managerial systems of Profit
Centers
b) the peculiar postal requirements on IT systems
c) the Swedish experience and competence on e-Mail, Postal Giro
, Business Parcels and other appropriate activities.
d) specific other measures derived from Swedish experience to
achieve efficient services.
2.Implementation and Coordination
a) The parties shall from time to time draw up sub-programs for
each specific area of SPC's work setting out scope of work,
personnel requirements on each side, timing, costs and spec-
ial conditions.
b) Each party shall designate a Programme Director to be respo-
nsible for the overall coordination of the Program and Sub-
programs hereunder and generally act as Liaison Officer with
the other party.
c) Neither party shall be required to supply information which
it has no unfettered right to disclose, nor perform work for
which it at the time lacks appropriate capacity.
d) The parties agree to effect to commencement of the first Su-
b-program on Profit Centers as per Enclosure 1 hereof concu-
rrently with the execution of this Agreement.
3.Financial Arrangements
All work carried out by SPC as provided hereunder shall be re-
munerated by DGP on the basis of SPC's normal rates for consu-
ltancy fees and other costs as being valid from time to time,
such rates to be communicated to DGP on request.
4.Confidential Information
Any information designated by either party as confidential sh-
all be treated by the receiving party as such.
5.Limitation of Liabililtv
Neither party shall be held responsible for use which the oth-
er party makes of information received from it hereunder.
6.Tenure
The Agreement shall remain in force for a period of three yea-
rs from the date of execution hereof but will be extended for
a period of one year at a time unless there is a written noti-
ce from either party not less than three months prior to any
expiry date.
The Agreement can be terminated by either party at any time u-
pon three months written notice in which case the parties sha-
ll in good faith resolve how any sub-programs then under way
shall be dealt with.
7.Disputes
Any disputes hereunder shall be settled in friendly negotiati-
ons between the parties. Failing that, the dispute shall be s-
ettled by arbitration under the rules of the International Ch-
amber of Commerce, in English, the Agreement to be governed by
Swiss substantive law.
IN WITNESS HEREOF, the parties hereto have caused this Agreem-
ent to be executed this day in duplicate.

For the Directorate General of Posts For SwedPost Consulting
[Signed] [Signed]
Chiung-Ling, Chen Kjell-Ake Lantz
Deputy Director General President

ENCLOSURE 1 to Consultancy Agreement dated II December. 1995. b-
etween the Directorate General of Posts, ROC on Taiwan and Swed-
Post Consulting AB, Sweden

Sub-program 1: Profit Centers
Pursuant to the provisions in the aforementioned Agreement the
parties agree to adopt this Sub-program 1 with the aim to convey
to DGP the Swedish experience and expertise acquired within Pos-
ten AB in the establishment of Profit Centers for its postal se-
rvices.
THEREFORE, the parties agree that SPC shall perform as follows
under this Sub-program I:
a) Produce an analysis of the current DGP Responsibility Center
System.
b) Draw up a proposal to modify and enhance the current DGP Res-
ponsibility Center system.
c) Draw up a proposal to establish respectively the postal acti-
vities centers systems concerning mail processing and mail d-
elivery.
d) The parties concur that the essential basis for this sub-pro-
gram is a detailed analysis of the present situation with re-
gard to postal services in Taiwan as well as a review of ong-
oing and planned advancement measure as provided in item 1. A
) a) and b) of the Agreement, and agree to cooperate fully in
establishing such a basis. This analysis and review, as prov-
ided in the Agreement, will, hence, form a part of this Sub-
program 1 and need not be repeated in full for subsequent su-
b-programs.
e) The work by SPC under this Sub-program 1 will be carried out
by a team of two experts, one of whom to act as Sub-program
Manager; all being highly experienced in the work hereunder
having been actively involved in the transformation of the S-
wedish Postal System into a Profit Center Organization. The
team will have full support from a Swedish reference group on
top management level.
f) The estimated time required for the performance outlined her-
ein is six (6) months, commencing at a time to be agreed.
g) It is expected that DGP shall set up a team of experts to be
agreed, to assist the SPC team in its work and be responsible
for the coordination within DGP.
The fee payable by DGP to SPC for the work stipulated herein
shall be USD 170,000, payable with 20 percent on signing of
this Sub-program 1; 30 percent on submission of a report cov-
ering the work performed under a) and b) hereof; 30 percent
upon completion of the work and submission of the final Repo-
rt to DGP and 20 percent upon the acceptance of same report.
The above fee is based on the considered assumption that the
work will be performed in six months; should this period be
prolonged due to the extent of work be increased as may be a-
greed, the additional fee shall be negotiated.
i) Expenses, such as travelling, accomodation and subsistence a-
llowances, in accordance with pertaining rules within Posten
AB, will be to DGP's account, such expenses not to exceed 20
percent of the fee, unless otherwise agreed.
This SUB-PROGRAM 1 is herewith accepted for execution.

For the Directorate General of Posts For SwedPost Consulting
[Signed] [Signed]
Chiung-Ling, Chen Kjell-Ake Lantz
Deputy Director General President