II. MEASURES TO ENCOURAGE IMPORTS AND
TO FACILITATE MARKET ACCESS
FOR FOREIGN VEHICLES IN JAPAN

A. Foreign Vehicle Dealership Market Access Plan

1. The objectives of this Foreign Vehicle Dealership Market Access Plan (the "Plan") are as follows:
   1. to demonstrate the commitment of the Japanese vehicle manufacturers to support open and competitive distribution systems for motor vehicles in Japan;
   2. to eliminate concerns that Japanese vehicle dealers may have about the consequences associated with carrying competing foreign motor vehicles;
   3. to facilitate contacts between foreign vehicle manufacturers and Japanese vehicle dealers; and
   4. to encourage foreign companies to continue to pursue market opportunities in Japan.
2. The Government of Japan welcomes and supports the Japan Automobile Manufacturers Association's (JAMA) announcement of June 28, 1995 stating the intention of its members to work to promote an open and competitive distribution system for motor vehicles in Japan.
3. The Government of Japan welcomes and supports the announcement of June 28, 1995 issued by the Japanese vehicle manufacturers that confirms that:
   1. all dealers are free to sell competing motor vehicles and that a dealer's decision to sell one or more competing motor vehicles should not be a matter of concern to the dealer regarding such dealer's ongoing relationship with a Japanese vehicle manufacturer;
   2. all prior consultation requirement clauses with respect to handling competing motor vehicles that previously existed in dealership agreements have been eliminated; and
   3. they support open and competitive distribution systems for motor vehicles in Japan.
4. The Government of Japan welcomes and supports the announcement of June 28, 1995 issued by the largest motor vehicle dealers through the Japan Automobile Dealers Association (JADA) publicly announcing the intention of these dealers to enter into independent franchise agreements with foreign vehicle manufacturers who offer competitive terms, conditions, and products.
5. The Government of Japan specifically in writing will inform dealers which are members of JADA that they are free to sell competing motor vehicles. The Government of Japan will attach to the notice the following sections of "The Antimonopoly Act Guidelines Concerning Distribution Systems and Business Practices" (Guidelines) issued by the Japan Fair Trade Commission (the "JFTC") on July 11, 1991, which describe types of conduct, including direct or indirect restrictions on distributors' handling of competing products, which may impede free and fair competition and violate the Antimonpoly Act (the "AMA"):
   • In chapter 4 of Part I: paragraph 2, chapeau, point 4 of paragraph 2 (i.e., circle 4), and notes 7, 8 and 9 (Restrictions on Trading Partners of Dealing with Competitors); and
   • In chapter 2 of Part II: subparagraphs 1 and 2 of paragraph 2 (i.e., parentheses 1 and 2) and notes 4 and 5 (Restrictions on Distributors' Handling of Competing Products).

   The Government of Japan's notice to JADA members will indicate that the attached Guidelines are applicable to relationships between motor vehicle manufacturers and dealers. It also will point out that any person, including a Japanese vehicle dealer, may report to the JFTC suspected violations of the AMA. The notice will inform dealers that the confidentiality of such report will be strictly protected and the report may be provided anonymously.

6. The Government of Japan and the Government of the United States will each designate an appropriate government contact person to take the steps set out in paragraph 7. In addition, the Government of Japan is pleased to note that each Japanese vehicle manufacturer has selected an appropriate senior company official who will be responsible for managing the aspects of the dealer-manufacturer relationship as set out in paragraph 7. The governments will provide the names and phone numbers of the company and government contact persons upon request by any interested party. In addition, the Government of the United States is pleased to note that each U.S. vehicle manufacturer has selected an appropriate senior company official who will be responsible for managing the aspects of the dealer-manufacturer relationship in Japan and for taking steps as set out in paragraph 7.
7. The Government of Japan is pleased to note that foreign vehicle manufacturers may contact the Japanese company contact person and/or the government contact persons when seeking franchise agreements or other distribution arrangements in Japan.
   1. The Government of Japan is pleased to note that upon request by a foreign vehicle manufacturer, the Japanese company contact person will:
      1. meet and explain to each dealer identified by the foreign manufacturer the Japanese manufacturer's company policy, including that the dealer is free to enter into distribution arrangements with foreign vehicle manufacturers, and that a dealer's decision to sell competing vehicles should not be a matter of concern to the dealer regarding its on-going relationship with the Japanese vehicle manufacturer;
      2. respond to any questions or concerns the dealer may have about its continuing relationship with the Japanese manufacturer;
      3. review the factual basis of any complaint and take appropriate steps in accordance with the company's internal AMA compliance program.
   2. The contact person of the Government of Japan will:
      1. upon request by a foreign vehicle manufacturer or Japanese vehicle dealer, affirm that Japanese dealers are free to sell competing motor vehicles;
      2. upon request by a foreign vehicle manufacturer or Japanese vehicle dealer, redistribute to the dealer the letter and attachments referenced in paragraph 5 above and point out that they may report to the JFTC any suspected violations of the AMA;
      3. provide information to the JFTC where such information indicates the existence of practices that may violate the AMA, so that the JFTC can take such steps as deemed appropriate; and/or
      4. upon request by a foreign vehicle manufacturer or Japanese vehicle dealer, take other appropriate actions in support of the objectives of this Plan.
   3. The Government of the United States is pleased to note that upon request by a Japanese vehicle dealer, the U.S. vehicle manufacturer contact person intends to:
      1. confirm the terms under which the dealer will begin distributing the U.S. vehicle manufacturer's products; and
      2. respond to any questions or concerns the dealer may have about the U.S. vehicle manufacturer's policies for entering into dealership arrangements, including competitive terms, conditions and products.
   4. Upon request by a Japanese vehicle dealer, the contact person of the Government of the United States will:
      1. provide the names and telephone numbers of U.S. company contact persons;
      2. facilitate meetings between Japanese vehicle dealers and U.S. vehicle manufacturers; and
      3. provide appropriate information about U.S. vehicle manufacturers and products.
8. The two Governments confirm that Japanese vehicle dealers and foreign vehicle manufacturers are not bound to use this Plan, and are free to establish franchise agreements or other distribution arrangements through whatever means they choose in a manner consistent with the laws and regulations of Japan and international rules.

B. Measures to be Taken by the Government of Japan

1. The Government of Japan will provide vehicle owner registration information to foreign vehicle manufacturers under the same conditions, including access to volume, detail and quality, as it provides such information to Japanese vehicle manufacturers, when they apply for such information to the Ministry of Transport ("MOT"). The Government of Japan confirms that the procedures it uses to provide the registration information will continue to be transparent. MOT will promptly respond to questions concerning the procedures from foreign vehicle manufacturers so that they can utilize the procedures.
2. To support the development, distribution and marketing of foreign motor vehicles into Japan, the Government of Japan is to:
   1. provide financial support to the Japan External Trade Organization (JETRO) for the following activities:
      1. exhibitions of foreign motor vehicles in Tokyo, Osaka, Nagoya, Sapporo, Fukuoka and other cities in Japan;
      2. long term exhibitions for foreign motor vehicles in public areas such as airports and railway stations;
      3. test driving sessions for potential customers in Tokyo, Osaka, Nagoya, Sapporo and Fukuoka; and
      4. seminars to provide domestic dealers with basic information onhandling foreign vehicles.

      JETRO is expected to implement the activities set out in this subparagraph a. and as necessary.

   2. provide wide-ranging financial incentives to promote the importation of foreign motor vehicles and to facilitate the establishment of manufacturing, sales and research and development facilities in Japan, including:
      1. import promotion financing from the Japan Development Bank that is designed to provide low interest loans for activities such as constructing and equipping facilities for inspections and improving product features when a foreign company sets up a sales base in Japan that will facilitate importation and sale of foreign manufactured products, including motor vehicles, in Japan;
      2. product import financing from the Export-Import Bank of Japan that provides funds to increase imports of manufactured products; and
      3. loans to facilitate import sales from the Small Business Finance Corporation and People's Finance Corporation that provide the financing needed to increase sales of imported products.

C. Measures to be Taken by the Government of the United States

1. The Government of the United States will provide support to the U.S. vehicle manufacturers to expand exports of U.S. motor vehicles to Japan. Among other measures, the Government of the United States will:
   1. support the participation of U.S. motor vehicle manufacturers in Japanese motor vehicle shows;
   2. encourage U.S. motor vehicle manufacturers to continue to make efforts to increase exports to Japan; and
   3. provide other appropriate government support for increased exports of motor vehicles to Japan.
2. The Government of the United States will support on-going efforts of U.S. manufacturers to continue to increase their provision of competitive products under competitive terms and conditions.