Contract Review Checklist-FNA

Contract Review Checklist -Finance
Date of Review: 18-Aug-21

Reviewer: Mohammed Irfan
Function Area-Revenue Stream Concessions - PowerBank Rental
Contract Number (FNA Ref) LAR/GCOS/1006
Clau
se
Clause Title Clause Ref: Notes and Descrptions
Pres
ent?
Contracting Party ü Page 1 ICHARGE AUTOMATIC VENDING MACHINES SERVICES LLC
Contract Term ü Page 19 the Commencement Date and continue until 30th June 2022 unless terminated earlier in accordance with the terms of this A
Recitals ü Page 1
On-Site Concessionaire to provide the Services in accordance with the terms of the Agreement
Minimum Guarantee - AED 13,500 Per Month
Daily Rate - 5/hr. & 20/day
Schedule 3 Concession fees- thirty percent (30%) to the monthly Gross Revenue
Commercial Terms ü
Pg 74 Service Charges - N/A
Utility Fees - N/A
Missed Milestone Fees - daily rate AED 1,000; capped amount AED 10,000
Security Deposit AED 40,500/-
Reporting ü Schedule 3 Daily, Weekly & Monthly
Schedule 3
Invoicing ü Monthly
Pg 77
Schedule 3
Payment Terms ü 10 calendar days
Pg 58
Schedule 3 All sums payable under this Agreement are expressed exclusive of VAT and, where properly chargeable at law,
VAT ü
Pg 58 VAT shall be payable by the Concessionaire in addition to the sum in question.
Penalty Clause Paragraph 4.9 is missing from Schedule 3.
Schedule 3
Right to Audit Clause ü shall remain in effect for a period of five (5) years after the termination of this Agreement
Pg 24
Expo 2020 reserves the right to appoint a different third party other than Emirates NBD to provide the POS
Sales System (Data Captu ü Pg 39
Equipment
Final Reconciliation Pg 57 Within the Security Deposit clause


Reviewer: Mohamed Wasim
Function Area-Revenue Stream Concessions - Pharmacy
Clau
se
Pres
ent?
Contracting Party ü Page 1 Aster Pharmacy LLC
Contract Term ü Page 16 the Commencement Date and continue until 30th June 2022 unless terminated earlier in accordance with the terms of this A
Recitals ü Page 1
On-Site Retailer to provide the Retail Services in accordance with the terms of the Agreement
Minimum Guarantee - AED 115,000 Per Month
Schedule 3 Commission- (8%) of Net Receipts generated from the sale of the Permitted Products from the On-Site Retail
Pg 42 Unit(s)
Commercial Terms ü
Pg 35 (Service Service Charges - AED 22,602.00 (AED 156.96 per SQM of space)
Charges) Utility Fees - based on actual consumption
Missed Milestone Fees -
Security Deposit Not Mentioned
Schedule 3
Invoicing ü Monthly
Pg 42
Schedule 3
Payment Terms ü 2 Days from invoice date
Pg 42
Schedule 3 All sums payable under this Agreement are expressed exclusive of VAT and, where properly chargeable at law,
VAT ü
Pg 43 VAT shall be payable by the On-Site Retailer in addition to the sum in question.
Penalty Clause Not Mentioned
Schedule 3
Right to Audit Clause ü shall remain in effect for a period of five (5) years after the termination of this Agreement
Pg 42
Sales System (Data Captu ü Pg 35 & 36 On-Site Retailer responsible for integration of the POS System to Expo 2020’s back-office systems
Final Reconciliation Not Mentioned

Date of Review: 28-Jun-21

Function Area-Revenue Stream Concessions - Photography
Clau
se
Pres
ent?
Contracting Party ü Page 1 Canon Emirates (LLC)
Contract Term ü Page 16 Effective Date and (subject to earlier termination) expiring on 30 April 2022
Recitals ü Page 1
The Concessionaire to provide photography services in the Permitted Premises at the Expo
Concession Fees - 15% of the Net Revenue
Performance Guarantee: Check - Amount TBC (valid until 15 October 2021)
Schedule 3 Service Charges - Charged at AED40 per square meter
Commercial Terms ü
Pg 32 Utility Fees - based on actual consumption(is this a chargeback or revenue, how do we track?)
Missed Milestone Fees - Missed Milestone Fees - charged at a daily rate of AED1,000 (to
maximum of AED10,000) for each missed milestone.
Security Deposit ü Schedule 3 AED 100,000
Invoicing ü Schedule 3 Weekly
Payment Terms ü Schedule 3 30 Days from invoice date
VAT ü Schedule 3 as applicable
Penalty Clause ü Schedule 3 Not applicable - interest claused removed for delayed payments.
Right to Audit Clause ü Page 5 shall remain in effect for a period of three yearss after the termination or expirty of Agreement
Expo 2020 reserves the right to appoint a different third party other than Emirates NBD to provide
Sales System (Data Captu ü Schedule 5
the POS Equipment
Final Reconciliation ü Page 3 Within the Security Deposit clause


Function Area-Revenue Stream Concessions - Helipad & Helicopter Service
Clau
se
Pres
ent?
Contracting Party ü Page 1 Falcon Aviation Services LLC
Contract Term ü Page 17 Effective Date and (subject to earlier termination) expiring on 30 April 2022
Recitals ü Page 1 The Operator to provide various services which includes the management and operation of the
heliport concession at the Expo, as further described in this Agreement
License Fee - One Time AED 5,000
Landing Fees payable AED 600 i.e. 20% of AED 3000 per landing- two times a month as well as
weekly(need clarification)
Commercial Terms ü Pg 24 Display Fees - 20% of Net Revenue
Utility Fees - based on actual consumption(is this a chargeback or revenue, how do we track?)
Revenue &
Security Deposit ü AED 100,000
Payments
Revenue &
Reporting ü Weekly
Payments
Revenue &
Invoicing ü Weekly
Payments
Revenue &
Payment Terms ü
Payments
within thirty (30) calendar days from the date of receipt of the invoice issued to the Operator by Expo 2020.
Revenue &
VAT ü as applicable
Payments
Revenue &
Penalty Clause ü Not applicable - interest claused removed for delayed payments.
Payments
Right to Audit Clause ü Page 6 shall remain in effect for a period of three years after the termination or expirty of Agreement
the POS Equipment (Business confirmation that RIAB is enforced)

Date of Review: 3-Feb-20

Reviewer: Abigail Antonio
Function Area-Revenue Stream Concessions - F&B
Contract Number (FNA Ref) Bompas & Parr Studio Ltd.
Clau
se
Pres
ent?
Contracting Party ü Page 1 Bompas & Parr Studio Ltd - Dining Experiences Agreement
Contract Term ü Page 11 Effective date (signing) through 31st July 2021
to engage the Caterer to provide various Services which includes the delivery of regular dining
Recitals ü Page 1
experience events and the supply and provision of food and beverages for such events
Performance Bond - 10% of total Fit Out budget

Advance Payment Guarantee
Commercial Terms ü Pg 24 Profit Sharing - 50:50 on Net Profits
Missed Milestone Fees
Revenue &
Security Deposit ü AED 200,000
Payments
Revenue &
Reporting ü Daily and Weekly
Payments
Revenue &
Invoicing ü Weekly
Payments
Revenue &
Payment Terms ü Weekly
Payments
Revenue &
Payments
Revenue &
Penalty Clause ü 2.5% per annum above the ENBD base rate
Payments
Sales System (Data Captu ü Page 10 Retail In A Box and Ticket Reservation System

Contract Number (FNA Ref) Contractor Meal Service Agreement
Clau
se
Pres
ent?
Contracting Party ü Page 1 Armed Force Officers Club Hotel (Caterer)
Contract Term ü Page 1 10th February 2020 to 31 May 2021
Concessions wish to appoint an experienced caterer to provide a meal solution to Expo 2020
Recitals ü Page 1 appointed Third Parties. The Caterer will engage with each Third Party and Dubai Police through
separate agreements
Commercial Terms ü Page 3
Security Deposit ü Page 3 AED 150,000
Reporting ü Page 15 Daily and Weekly
Invoicing ü Page 15 Weekly
Payment Terms ü Page 15 30 days
VAT ü Page 10 as applicable
Penalty Clause ü Page 15 2.5% per annum above the ENBD base rate
Right to Audit Clause ü Page 16 shall remain in effect for a period of three years after the termination or expirty of Agreement
Sales System (Data Captu ü Page 26 Retail In A Box

Date of Review: 19-Dec-19

Contract Number (FNA Ref) CSA-Coffee Kiosks
Clau
se
Pres
ent?
Contracting Party ü Page 1 Catering Services Agreement - Caterer Provided Coffee Kiosks
Contract Term ü Page 17 Effectivite date (signing) through 30th June 2021
Caterer is obliged to provide various Services which includes the supply and provision of food and
beverages withing the Coffee Kiosk at the Expo
Recitals ü Page 1
Expo grants on a revocable and non-exclusive right to occupy the Licensed area in common with
Expo 2020 and all others parties authorized by Expo 2020
Concession Fees - % based rates TBD
Security Deposit - Charged at per square meter( rate TBD)
Service Charges - Charged at AED12 per square meter; applicable from 20-Oct-2020 until 10-
Commercial Terms ü Pg 24
Apr-2021
MG - Post Dated Check dated 15th January 2021 & 10th April 2021
Revenue &
Security Deposit ü Security Deposit - Post Dated Check is without due date; can be encashed to cover the cost of
Payments
repairing and damages caused at expo site by caterer and also for recovery of missed milestones
Revenue &
Payments
Revenue &
Invoicing ü Weekly
Payments
Revenue &
Payment Terms ü 30 Days from invoice date
Payments
Revenue &
Payments
Revenue &
Payments
the POS Equipment (Business confirmation that RIAB is enforced)

Date of Review: 95-Sep-19

Function Area-Revenue Stream: Concessions - F&B
Contract Number (FNA Ref) CSA-Local Gems
Claus
e
Clause Title Prese
Clause Ref: Notes and Descrptions
nt?
Contracting Party ü Page 1 Catering Services Agreement - Local Gems (Standard Template)
Caterer is obliged to deliver the specific and approved concepts and brands within the catering area
and must not provide any alternative concepts or brands (Catering Services)
Recitals ü Page 1
Expo grants a non-exclusive right to occupy the Catering area to deliver the required Catering
services (license)
Concession Fees - rates TBD (Concession fees applies in whole to the Catering area covered and
not by Category)
Security Deposit - Charged at AED250 per square meter
Commercial Terms ü Schedule 3 Service Charges - Charged at AED12 per square meter
Missed Milestone Fees - charged at a daily rate of AED1,000 (charged as reported by
Concessions Team)
NO Minimum Guarantee and Performance Guarantee
Reporting ü Schedule 3 Daily and Weekly
Payment Terms ü Schedule 3 30 Days net
VAT ü Schedule 3 All values in the contract are VAT exclusive
Sch 5 Clause
Penalty Clause ü 7.10 2.5% per annum above the ENBD base rate
Right to Audit Clause ü Page 3 no period indicated
Sales System (Data Capture) ü Schedule 5
the POS Equipment (Does this clause refer to Retail in A Box?)

Date of Review: 19-Dec-19

Contract Number (FNA Ref) CSA-Coffee Kiosks
Clau
se
Pres
ent?
Contracting Party ü Page 1 Catering Services Agreement - Coffee Kiosks
Caterer is obliged to provide various Services which includes the supply and provision of food and
beverages withing the catering area at the Expo
Recitals ü Page 1
Expo grants on a revocable and non-exclusive right to occupy the Catering area to deliver the
required Catering services (license)
Concession Fees - % based rates TBD

Security Deposit - Charged at per square meter( rate TBD)
Schedule 3
Commercial Terms ü Service Charges - Charged at AED12 per square meter
Pg 32
MG - Post Dated Check dated 15th January 2021 & 10th April 2021
Security Deposit ü Schedule 3 Security Deposit - Post Dated Check is without due date; can be encashed to cover the cost of
repairing and damages caused at expo site by caterer and also for recovery of missed milestones
Payment Terms ü Schedule 3 30 Days from invoice date
VAT ü Schedule 3 as applicable
Penalty Clause ü Schedule 3 2.5% per annum above the ENBD base rate


Contract Number (FNA Ref) CSA Template - Final
Claus
e Clause
Clause Title Notes and Descrptions
Prese Ref:
nt?
Contracting Party ü Page 4 Catering Services Agreement - Template Final
Caterer to provide various services which includes the supply and

Recitals ü Page 4
provision of food and beverages at the Catering Areas at the Expo
Concession Fees - rates TBD (Concession fees applies to the

Catering area)
Security Deposit - Charged at per square meter
Commercial Terms ü Schedule 5
Service Charges - Charged at per square meter
Missed Milestone Fees - charged at a daily rate of AED1,000 (to
Minimum Guarantee ü Page 70 2 installments; PDC's as security for Minimum Guarantee
Schedule 5
Performance Guarantee ü Based on the Calculation TBD
Pg 72
Schedule 5
Pg 73
Schedule 5
Invoicing ü Weekly
Pg 71
Payment Terms ü Page 15 30 Days net
Schedule 5
VAT ü All values in the contract are VAT exclusive
Pg 75
Sch 5
Pg 74
shall remain in effect for a period of three yearss after the

Right to Audit Clause ü Page 26
termination or expirty of Agreement
Schedule 5
Right to Review Concession % ü From Effective until 30th November 2019
Pg 75
Schedule 5
Final Reconciliation ü Within the Security Deposit clause
Pg 72
Expo 2020 reserves the right to appoint a different third party other
Sales System (Data Capture) ü Page 24 than Emirates NBD to provide the POS Equipment (Does this clause refer
to Retail in A Box?)
Date of Review: March 1 2020
Reviewer: Jerome Salundaguit, Benie Manzanares and Abigail Antonio
Function Area-Revenue Stream PARTNERSHIP
Contract Number (FNA Ref) Official Partnership Agreement
Clause
Clause
Clause Title Present Ref: Notes and Descrptions
?
Contracting Party ü DEWA
Contract Term ü Effective Date until 30th April 2021
Recitals ü
Consideration ü None
Rights and
Benefits 8.1 6.1
Healthcheck
Reporting
As per Part 1 of the contact:
Condition
“It is a condition precedent of this Agreement that the VIK Agreement has been signed"
Precedent Clause
Payment Terms None

VAT ü Exclusive
Penalty Clause N/A
Right to Audit Clause N/A
Effective Date and continue thereafter until [10 October 2021] for VIK agreement.
Dewa will be providing electric power and water supplies to Expo 2020 Site from Dewa’s main
transmission grid, and contribute to the development of infastructure:
2.1 Construct three main 132/11 kV substations at the Expo 2020 Site - not budget relieving, this
should be removed in VIK and shall be considered as a commitment of DEWA to Expo
2.2 Construct all water transmission mains to supply the Expo 2020 Site - not budget relieving, this
should be removed in VIK and shall be considered as a commitment of DEWA to Expo
2.3 Provide/Establish a dedicated permanent branch/office at the Site for DEWA that will handle
customer service, and operations and maintenance - not budget relieving, this should be removed in
VIK and shall be considered as a commitment of DEWA to Expo
2.4 Arrange for the commission of 11kv network onto DEWA switchgear located in the 132/11 kV
substation and connection onto DEWA switchgear - not budget relieving, this should be removed
in VIK and shall be considered as a commitment of DEWA to Expo
2.5 Design and provide free of charge all electrical equipment and material required for the 11kV
distribution network - not budget relieving, this should be removed in VIK and shall be considered
as a commitment of DEWA to Expo
VIK Agreement All Connection and Consumption Charges will be applied to the customers and not to EX20.
Pursuant to this, DEWA will waive the utilities (water and power) Connection and Consumption
Charges for the Expo Offices for the duration of the Term. For all other properties and premises on
the Site, excluding the Expo Offices, DEWA shall liaise directly with all participants, and shall
charge such participants for utilities (water and power) directly on the basis of DEWA’s published
standard charging tariff from time to time. Expo 2020 shall have no responsibility related to
charging and payment for utilities as between participants and DEWA .[Clause 5 to 7 Schedule 1].
DEWA and EX20 agree that DEWA will provide flexibility on the VIK categories as per EX20
request in order that EX20 is able to make the best use of its VIK [Clause 5.1]
DEWA agrees that any unused VIK shall be subject to DEWA approval/conditions at the end of the
Term may be used by EX20 for a period of up to one year after the expiration of this Agreement for
an event or events relating to the Expo, e.g., its partners, staff, participants [Clause 5.2]
Also, VIK amount is not indicated. Without VIK amount, it would difficult to determine the value
of sponsorship revenue to be recognized in the books.
It is not mentioned whether DEWA will invoice for the fees waived for the connection and
consumption charges of Expo Offices.
VIK Agreement mentioned that DEWA is an "Official Provider" while the Partnership Agreement
Others
mentionde that DEWA is an 'Official Partner"
Page 11 of 109
Reviewer: Mohammed Irfan & Jerome Salundaguit
Function Area-Revenue Strea PARTNERSHIP
Contract Number (FNA Ref) Official Provider Partnership Agreement
Clause
Clause Title Present Clause Ref: Notes and Descrptions
?
Contracting Party ü Page 1 Alamar Foods LLC
Contract Term ü Page 1 Signing date until 30 April 2021
In consideration for the Sponsorship Rights granted, the company will pay Expo 2020 the
Sponsorship Fee and Provide the VIK to Expo 2020
Recitals ü Page 2
Condition Precedent:
The catering agreement shall have been executed. - Finance needs to review this as well
Cash Sponsorship Fee: USD 500,000

30% cash due on signing
35% cash due on January 01,2020
Consideration ü Page 1 35% cash due on October 20,2020
VIK Amount :
Meal Vouchers for Expo Staff ("Staff Volunteers) - AED 119,000
Media Marketing at minimum value of AED 16,500,000
Fixed Consideration
AED 625,000 - Irrevocable Minimum concession gurantee under the Partnership Agreement which
is in addition to the minimum guaranteed concession fees of of AED 625,000 payable under the
Catering Service Agreement (CSA).
Variable Consideration
Cash Rebate ü Concession fees payable under Official Provider Agreement is as follow:
Revenue up to AED 10M - 7.5%
Revenue up to AED 12M - 10%
Above AED 15M - 15%
Rights and
7.1 On-site Activation -12 months prior compared to all other Official Provider who are given 6
Benefits ü Page 9
months prior only.
Healthcheck
Reporting N/A
Cash: As above
Invoicing ü
VIK: No VIK Invoicing mechanism mentioned
Payment Terms ü Page 12 30 days for Cash Sponsorship Fee
VAT ü Clause 2.5 All values in the contract are VAT exclusive
Penalty Clause N/A
Clause 1.2
of Appendix Flexibility
Others (VIK) 2 Partner agreed to provide flexibility on the VIK as per Expo 2020 request
Page 39
Clause 1.3 Unused VIK
of Appendix
2 Parties agree that any unused VIK after the end of the Term may no longer be used under any
Page 39
circumstances.
VIK Description
1. Meal Vouchers for Expo Staff ("Staff Volunteers) valued at AED119,000 valid from 20 October
2020 until expiry of the Term. Each staff voucher shall entitle the holder to a meal inclusive of 1
(one) medium pizza, regular potota wedges and 500 ml Pepsi. - End user needs to be determined
2. Media Marketing at a minimum value of AED 16,500,000 in relation to media campaigns in the
markets of Domino's Pizza. - Budget relieving needs to be confirmed.
Details of the marketing benefits at minimum includes:

Presense acros Media channels
Clause 2.2 - Social media reaching 2M+ followers
of Appendix
Others (VIK) 2 - Emails to 800k database
Page 39 - Confirmation order page 4 million orders annually
- Dedicated paid digital media
- visibility across 52 weeks on ATL chanlles (outdoor and radio)
- On-going co-branded promotion opportunities with Expo 2020 Dubai
- 15 million Pizza Boxes annually
- 30 million menus printed annually
- 700 branded cars and bikes across the region
The Parties will agree on marketing strategy within 45 days after the effective date which provide
timelines and details regarding the marketing VIK. Domino's International will also look to expand
an additional marketing focus in agreed international markets.
Page 12 of 109
Reviewer: Abigail Antonio and Benie Manzanares
Contract Number (FNA Ref) Official Provider Partnership Agreement
Clause
Clause
?
Cash Sponsorship Fee: AED5,000,000

33% cash due on October 20,2020
Consideration ü 33% cash due on April 10, 2021 - too late compared to other Partners whose last installment are due
before the event
VIK Amount :
Rights and
7.1 On-site Activation -12 months prior compared to all other Official Provider who are given 6
Benefits
months prior only.
Healthcheck
Reporting N/A
Cash: As above
Invoicing
VIK:
Payment Terms 30 days for Cash Sponsorship Fee
VAT ü Clause 2.5 All values in the contract are VAT exclusive
Penalty Clause N/A
Clause 1.2
of Flexibility
Others (VIK) Appendix
2 Partner agreed to provide flexibility on the VIK as per Expo 2020 request
Page 37
Clause 1.3 Unused VIK
of
Appendix
2 Any unused VIK at the end of the Term may be used by Expo 2020 for a period up to one year after
Page 37 the expiration for an event or events relating to Expo
Fixed Consideration
AED 500,000 - value of products included in the list. (Cost of each product includes all delivery
and handling cost but excludes VAT)
AED 750,000 - Irrevocable Minimum concession gurantee under the Partnership Agreement which
is in addition to the minimum guaranteed concession fees of of AED 750,000 payable under the
Catering Service Agreement (CSA). We need confirmation that Partner will still pay AED 750,000
even if Partner decides to cancel of terminate the CSA.
Variable Consideration
Concession fees payable under Partnership Agreement is as follow:
Revenue up to AED 12M - 10%
Above AED 15M - 15%
Payment terms of the above concession fees will be set out in the Catering Service Agreement. -
Why is this included in Partnership Agreement?
Clause 2 Agreement includes provision wherein the Partner undertakes to carry out Media Marketing
of Activities with no additional cost to Expo 2020. The contract does not mention a value for these
Others (VIK) Appendix
2 activities. Also, Corporate Finance needs to confirm if these items are budget relieving and who are
Page 38 the end users
Below is the list of media marketing activities to be performed by the partner.

(i) incorporate the Expo Logo and its designation on all its products (mentioned in the
agreement) ranges within three months of the announcement of the partnership and continuing
throughout the Expo, all as and when approved by Expo 2020;
(ii) incorporate the Expo logo and its designation on all fleet trucks and trailers in the GCC,
within three months of the announcement of the partnership and continuing throughout the Expo, all
as and when approved by Expo 2020;
(iii) promote the Expo 2020 partnership accross all marketing campaigns and touchpoints;
(iV) purchase Expo one-day tickets at a face value equivalent to Twenty Five Thousand AED
(AED 25,000) - We need explanation why is this included in the VIK Buckets.
(v) put in place atleast one theme, co-branded, in-store promotion per quarter with its key retail
partners.
Value of Media Marketing Activities not mentioned in the Agreement.

Risk that Media Marketing Activities are not budget relieving. This needs to be confirmed by
Others Corporate Finance.
No invoicing mechanism and VIK Reporting mentioned in the agreement.
Identify end eusers for the products and Media Marketing Activities.
Page 13 of 109
Date of Review: March 1 2020
Reviewer: Jerome Salundaguit, Benie Manzanares and Abigail Antonio
Contract Number (FNA Ref) Permier Partnership Agreement
Clause
Clause
?
Contracting Party ü Terminus
Cash: USD 15,000,000
Payable as follows:
Consideration ü Part 1 Pg 1
50% cash: Due upon thirty (30) calendar days of signing of this Agreement
50% cash: Due June 30th 2020
Identified the following changes in the rights and benefits as compared to other premier partner. All
changes and deviations needs to have a proper written justification.
Rights and
Clause 6.1 General Admission Ticket 10,440 compared to 50 and VIP tickets 10 compared to 8
Benefits 8.1 6.1
Clause 6.8 Number of parking passes
Healthcheck
Clause 8. Pavilion was replaced with a hospitality space
Clause 9 Onsite activation clause removed
Clause 12 Official Ambassador and Expo Live removed
As per Part 1 of the contact:

“It is a condition precedent of this Agreement coming into force that the District 2020 Agreement
has been signed by all Parties”
We need confirmation that there is no risk to Expo should the D2020 agreement does not
Condition
materialize and Expo will be able to invoice and collect the USD 15M as per the mentioned
Precedent Clause
payment dates regardless if the D2020 is signed or not.
To cover the above, we recommend to add a clause that the sponsorship fee of USD15M is not
conditional to the signing of D2020 agreement.
Payment Terms 30 days

VAT ü Exclusive
Penalty Clause N/A
In consideration for the grant of the Sponsorship Rights herein, the Company shall pay Expo 2020
the Sponsorship Fee and, if requested by Expo 2020, provide the Additional Contribution pursuant
to Appendix 2 to Expo 2020
[Clause 2.1 of Part 3]
Note: Additional contribution is not mentioned in this agreement, however as per proposal received
Others (Additional additional contribution is as follows:
Contributions) • Robotics – USD 20M
• Marketing Cloud – USD 30M
• Exclusive channel – USD 5M
• Innovation Strategy for D2020 – USD 1M
Upon Initial discussion, the above items are not budget relieving.
Page 14 of 109
Finance Contract Review Checklist
Date of Review:
Reviewer:
Function Area-Revenue Stream:
Contract Number (FNA Ref)
Clause
Include
Clause Title d Notes and Descrptions
Yes
No
Contracting Party
Contract Term
Commercial Terms
Reporting
Invoicing
Payment Terms
VAT
Penalty Clause
Right to Audit Clause
System
Others
Date of Review: 29-Jul-19

Claus
e
Clause Title Prese
nt?
Contracting Party ü Page 1 EP World Catering Facility Management DMCC
Contract Term
Expo engage the Caterer to provide various Services which includes the supply and provision of
Recitals ü Page 1
F&B at the Expo Catering Areas
Non-exclusive (Expo Granted License)

Royalty on Gross Revenue (Concession fees % by F&B Category) with uplift concession %
adjustment based on Threshold table
Minimum Guarantee AED1,818,656
Commercial Terms ü Sch 5
Security Deposit AED363,731 (AED606 x 600sqm)
Performance Guarantee - AED3,367,500 (LG)
Service Charges
Missed Milestone Fees
Reporting ü Sch 5 Clause 7 Daily and Weekly
Sch 5 Clause
Invoicing ü 7.2 Weekly
Payment Terms ü 4.1.2 30 Days net
VAT ü Sch 5 Clause 8 All values in the contract are VAT exclusive
Sch 5 Clause
Penalty Clause ü 7.10 4% above ENBD base rate
Right to Audit Clause ü Sch 5 Clause 8 3 years after termination date
As mandated by Expo (RIAB)

Sales System (Data Capture) ü 4.8
If caterer wishes to use own POS- subject to Expo's approval
Final Reconciliation ü Sch 5 Clause 3 Within the Security Deposit clause

Date of Review: 30-Jul-19

Function Area-Revenue Stre Dubai Exhibition Centre
Clause
Clause
Clause Title Presen
Ref: Notes and Descrptions
t?
Page
Contracting Party ü 2 Lease Organisation "Organiser"
Contract Term
EXPO 2020 owns and manages the Dubai

Exhibition Centre (hereinafter referred to as
“DEC”) located adjacent to the Expo 2020 site
Page within the Emirate of Dubai for holding
Recitals ü 2 exhibitions, conventions, weddings, graduations,
product launches, conferences, awards
ceremonies, entertainment shows, gala dinners
and other events;
Venue Fees (Fixed rate per sqm)
DDR (Daily Delegate Rate)
Commercial Terms ü Sch A Expo Access (Texpo access tickets)
Other F&B
Other Products and Services
Reporting not applicable
Not covered in the contract (dates and payment

Invoicing terms should be defined)
1st Installment -On signing
2nd Installment - 120 days out from event day
Sch A
3rd Installment - 30 days out from event day
Payment Terms ü Page
What are the invoicing and payment terms
7
provision for additional orders which are not part
of the “Event Plan”?
Sch B
VAT ü Claus All values in the contract are VAT exclusive
e 31
Sch B 3% above EIBOR or 10% ENBD whichever is
Penalty Clause ü Claus higher
e 3.5 Has to be identical to the other Expo contracts
Right to Audit Clause ü not applicable

Any damage caused to the Venue including
Sch B furnishing's or fixtures shall be repaired by Expo
3.10 2020 at the Organiser's cost - What are the
Others invoicing and payment terms?
What if there are requested changes (removals) to
the Event Plan? Do we allow refund? Otherwise-
should be specified in the agreement
Agreement Type (Revenue Stream)
Contracting Party
Contract Term
Commercial Terms
Reporting
Invoicing
Payment Terms
VAT
Penalty Clause
System
IFRS 15
Identify the contract
Identify the performance obligations
Determine the transaction price
Allocate the transaction price
Recognize revenue

Reviewer: Ira Delos Reyes
Function Area-Revenue Stream: Ticketing
Claus
e
Clause Title Prese
nt?
Contracting Party ü Page 3 Authorised Ticket Reseller (Local DMC's only)
Contract Term ü Page 34 Signing date until 30th day of April 2021
Expo 2020 has agreed to appoint the Authorised Reseller and grant the Authorised Reseller the
Recitals ü Page 3 right to promote, sell and distribute the Tickets during the Term in accordance with the terms and
subject to the conditions of this Agreement
Commercial Model ü Sch 1
i) On achievement of Milestone Ticket Target 1,Rebate shall be payable a month after receipt of
invoice
ii) On achievement of Milestone Ticket Target 2 the Rebate shall be payable at the end of the
Expo
Reporting ü N/A captured in Ticketing and Revenue Management Systems
Invoicing ü Page 26 Bi-Weekly
Payment Terms ü Schedule 2 Advance Payment
Clause 14 Page
VAT ü 28
All values in the contract are VAT exclusive
Penalty Clause N/A Doesn’t apply for advance payments
Sales System (Data Capture) BOS and RMS and B2B portal
Subject to the Reseller complying with all of its obligations under this Agreement and Expo
2020’s full and final post-Expo reconciliation, Expo 2020 shall refund to the Authorised Reseller
Final Reconciliation ü Schedule 2
the Floating Deposit (or balance thereof) within thirty (30) Business Days of the effective date of
termination or expiry of this Agreement
Date of Review: 30-Oct-19

Claus
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Clause Title Prese
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Contracting Party ü Page 3 Authorised Ticket Reseller (Local DMC's only)
i) On achievement of Milestone Ticket Target 1, Rebate shall be payable a month after receipt of
invoice
ii) On achievement of Milestone Ticket Target 2 and 3, Rebate shall be payable at the end of the
Expo
Any Gold model achieving more than 150,000 tickets will be moved to Platinum level, the Rebate
shall be payable at the end of Expo.
**Rebates are payable cumulatively on Net Revenue.

Rebate calculation example has been added in the agreement.
Reporting ü N/A Captured in Ticketing and Revenue Management Systems
Clause 14 Page
VAT ü 28

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Clause Title Prese
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Contracting Party ü Page 4 Authorised Ticket Reseller (International Schools)
COMPLIMENTARY TICKETS
*A Faculty Member 1 Day Complimentary Ticket or a Faculty Member 3 Day Complimentary
Ticket may be requested by the Authorised Reseller in the same Ticket Category free of charge for
every fifteen (15) Tickets purchased by the Authorised Reseller for the International Students
participating in the same tour.
*Additional tickets for Faculty Members must be purchased by the Authorised Reseller at least
two (2) weeks prior to the date of entry to the Expo Site.
*The Person of Determination and the carer must enter the Expo Site at the same time, and must
remain together at all times for the Person of Determination Carer Complimentary Ticket to be
valid.
Clause 14 Page
VAT ü 30
Sales System (Data Capture) BOS and RMS and B2U portal (Educational Tour Platform)

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Clause Title Prese
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Contracting Party ü Page 3 Authorised Ticket Reseller (Local Hotels only)
Clause 20
Contract Term ü Page 33
Signing date until 30th day of April 2021
(D) Expo 2020 has agreed to appoint the Authorised Reseller and grant the Authorised
Recitals ü Page 3 Reseller the right to promote, sell and distribute the Tickets during the Term in
accordance with the terms and subject to the conditions of this Agreement
Should the number of Ticket purchased by the Authorised Reseller exceed a Ticket Entry
Day tier listed above, the Discount which will be applied to the respective Tickets
purchased exceeding the Ticket Entry Day tier will be the percentage indicated for the
corresponding percentage rate above.
For example, should the number of Tickets purchased by the Authorised Reseller
correspond to 32,000 Ticket Entry Days, the Discount will be applied as follows:
(i) [INSERT]% Discount will apply to the number of Tickets purchased in the Bronze Tier
that corresponds to 1 – 25,000 Ticket Entry Days; and
(ii) [INSERT]% Discount will then be applied to the Tickets purchased in the Silver Tier
that correspond to 25,001 – 32,000 Ticket Entry Days;
Payment Terms ü Schedule 2 Security cheque to be issued by Hotel.
Clause 14
VAT ü Page 28
Clause 13
Penalty Clause Page 27
Interest % is not mentioned in Clause 13 however stated in Clause 1.1 under definitions
Subject to the Authorised Reseller complying with all of its obligations under this
Agreement and Expo 2020’s full and final post-Expo reconciliation, Expo 2020 shall
refund to the Authorised Reseller the Security Deposit (or balance thereof) within sixty
(60) Business Days of effective date of termination or expiry of this Agreement.
Date of Review: 17-Oct-19

Claus
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Clause Title Prese
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Contracting Party ü Page 3 Authorised Ticket Reseller (Local Hotels only)
Clause 20 Page
Contract Term ü 33
Signing date until 30th day of April 2021
(D) Expo 2020 has agreed to appoint the Authorised Reseller and grant the Authorised Reseller the
Should the number of Ticket purchased by the Hotel Properties exceed a Ticket Entry Day tier
listed above, the Discount which will be applied to the respective Tickets purchased exceeding the
Ticket Entry Day tier will be the percentage indicated for the corresponding percentage rate above.
For example, should the number of Tickets purchased by the Hotel Properties correspond to
32,000 Ticket Entry Days, the Discount will be applied as follows:
(i) [INSERT]% Discount will apply to the number of Tickets purchased in the Bronze Tier that
corresponds to 1 – 25,000 Ticket Entry Days; and
(ii) [INSERT]% Discount will then be applied to the Tickets purchased in the Silver Tier that
correspond to 25,001 – 32,000 Ticket Entry Days;
Note:
Clause 6.6 v+vi | Discount for each ATR is calculated on the Ticket Entry Days earned by the
Hotel Properties collectively.
Hotel Group name has been added and Hotel Group Properties added a definition.
List of Hotel Properties added in Sch.8
Payment Terms ü Schedule 2 Security cheque to be issued by Hotel.
Clause 14 Page
VAT ü 28
Clause 13 Page
Penalty Clause 27
Interest % is not mentioned in Clause 13 however stated in Clause 1.1 under definitions
Subject to the Authorised Reseller complying with all of its obligations under this Agreement and
Expo 2020’s full and final post-Expo reconciliation, Expo 2020 shall refund to the Authorised
Reseller the Security Deposit (or balance thereof) within sixty (60) Business Days of effective date
of termination or expiry of this Agreement.

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Clause Title Prese
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Contracting Party ü Page 1 Dubai Opera LLC
Contract Term
The Venue (DO) is agreeing, on the terms and conditions set out in this Agreement, to
allow the Promoter (Expo) access to the Authorized Areas of the Premises located in the
Recitals ü Page 2
Building during the Access Period in order to perform the Event on the Performance
Dates.
1. Page 29
1.) Ticketing commission has been "deleted in the contract" Clause 6.15 -
Schedule 2
Mentioned in the definitions but no details provided within the contract.
Clause 6.15
2. Page 29
2.) Credit card commission fee of Two percent (2%) for all ticket purchases made
Schedule 2
via credit card payment.
Clause 6.14
Commercial Model (Ticketing) ü
3.) Expo shall be issued with a complimentary Tickets equating to 10% of the Venues
3. Page 9
total capacity as per DTCM regulation for each Performance, such tickets shall not
Schedule 1
be subject to Ticket Sales Commission.
Clause I iii
Any complimentary Tickets taken or distributed by the Expo or other persons over and
above this allocation will be subject to Ticket Sales Commission and DTCM fee.
These charges will be calculated based on the gross retail value of the ticket issued.
Page 29
All refund request must be approved by Expo first and not to be processed by Dubai
Ticket Refunds ü Schedule 2
Opera or 3rd Party Agents without Expo's approval.
Clause 6.7
Page 29
Dubai Opera is not able to provide online access to Expo, though they will provide
Reporting ü Schedule 2
Ticket Sales Report on a daily basis.
Clause 6.10
Page 32
Invoicing ü Schedule 2 Post Event
Clause 7.4 a
Page 32
Twenty five (25) working days of the last Performance or at such intervals during the
Payment Terms ü Schedule 2
Access Period.
Clause 7.4 a
Page 33
VAT ü Schedule 2 All values in the contract are VAT exclusive.
Clause 7.6
Page 31
Penalty Clause ü Schedule 2 Annual rate of 4% (four percent)
Clause 7.1 d
Page 33
Right to Audit Clause ü Schedule 2 Not mentioned in the contract
Clause 7.4
Dubai Opera Ticketing System
1.) 50% of total capacity to be sold by Dubai Opera; and
2.) 50% balance to be sold by a UAE registered third party ticket agent.
Note: (MANDATORY - not included in the contract)

Page 29
a.) In case 3rd party agents has more sales demand, Dubai Opera should have the
Sales System ü Schedule 2
option to increase ticket capacity allocated for 3rd party agents.
Clause 6.4
b.) Will there be a separate contract for 3rd party agents?
c.) Is Expo exempted from 10% DTCM Ticket Tax? If yes, Expo needs to provide
Dubai Opera and 3rd Party Agent a "Ticket Tax Exemption Letter" before
applying DTCM Event Permit and to advise Dubai Opera and 3rd Party Agent as
well. As Dubai Opera and 3rd Party Agent will not be able to build an event
without DTCM Event Permit.
Reviewer: Benie Manzanares and Abigail Antonio
Function Area-Revenue Strea PARTNERSHIP
Contract Number (FNA Ref) Official Provider Partnership Agreement| Official Timing Provider
Clause
Clause
?
Contracting Party ü Swatch LTD (Nicolas G. Hayek Strasse 1, 2502 Biel/Bienne Switzerland)
Recitals ü
Cash Sponsorship Fee : USD1,013,000

25% cash due 1st Oct 2019
35% cash due 30th Jun 2020
30% cash due 30th Mar 2021 - too late compared to other Partners who se last installment are due
Consideration ü Part 1 Pg 1 before the event
VIK
Large Public Countdown Clocks USD 450,000
Miniature Countdown Clocks USD 30,000
Maxi Swatch (wall clocks) USD 52,000
Wrist Watches USD 102,000
Rights and
On-site Activation -anytime after the effective date (?) compared to all other Official Provider who
Benefits 8.1 Page 8
are given 6 months prior the start of the event only.
Healthcheck
Cash Sponsorship Fee: as above
Invoicing
VIK -
Payment Terms 30 days
VAT ü Exclusive
Penalty Clause N/A
Unused VIK
Clause 1.2
of
Others (VIK) Appendix Any unused VIK at the end of the Term may be used by Expo 2020 for a period of up to one year
2 page 40 after the expiration of this agreement for an event or events relating to the Expo, e.g., its partners,
staff, participants.
Verification of VIK Valuation
It will provide to Expo 2020, upon Expo 2020's request when necessary to measure the provision of
VIK, any financial or other information or evidence regarding the cost of the VIK (or in the case of
Clause 1.3 the Maxi Swatch and wrist watches, their value); if the amounts are not in accordinance with the
(e) of amount show in the VIK description in Section 2 of this Appendix 2, then the shortfall shall be paid
Appendix in cash to Expo 2020, within 30 days unless Expo 2020 and Company agree otherwise (regarding
2 page 40
the Maxi Swatch and wrist watches, the amounts below are based on the recommended retail prices
of products; regarding the countdown clocks, the amount mentioned in the VIK Description in
Section 1 of this Appendex 2 corresponds to the total costs incurred by the Company for the
countdown clocks, including design, manufacture, shipping, installation etc)
VIK Description
1. Three(3) Large Public Countdown Cocks, valued at USD450,000
2. 100 Miniature Desk version of Countdown Clocks, valued at USD30,000
3. 300 Maxi Swatch watches (Wall Clocks), valued at USD52,000
Clause 2 4. 1,500 Wrist Watches, valued at USD102,000
of
Appendix
2 pages Expo 2020 shall provide reasonable notice of no less than 90 calendar days to the company
40-42 specifying the date by which Expo 2020 requires the miniature countdown clocks, wall clocks and
wristwatches. Countdown clocks shall fully installed and operational by a date to be mutually
agreed between Parties. - Who is the end-user/project owner of this VIK/Budget relieving
VIK Invoicing not mentioned
End users of the VIK needs to be determined
Others
Page 25 of 109

Contract Number (FNA Ref) CSA Template ver 2
Claus
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Clause Title Prese
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Contracting Party ü Page 1 Catering Services Agreement - Template ver 2
Caterer is obliged to deliver the specific and approved concepts and brands within the catering area
and must not provide any alternative concepts or brands (Catering Services)
Recitals ü Page 1
services (license)
Concession Fees - rates TBD (Concession fees applies in whole to the Catering area covered and
not by Category)
Security Deposit - Charged at AED250 per square meter
Commercial Terms ü Schedule 3 Service Charges - Charged at AED12 per square meter
Missed Milestone Fees - charged at a daily rate of AED1,000 (charged as reported by
Concessions Team)
NO Minimum Guarantee and Performance Guarantee
Sch 5 Clause
Penalty Clause ü 7.10 2.5% per annum above the ENBD base rate
Right to Audit Clause ü Page 3 no period indicated
Sales System (Data Capture) ü Schedule 5

Date of Review: 3-Nov-19

Function Area-Revenue Stream: Retail
Contract Number (FNA Ref) LAR/RET/48
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Contracting Party ü Page 4 TVG DWC-LLC
Contract Term ü Page 23 Commencement date (signing date) through 30th April 2021
Expo 2020 wishes to engage the On-Site Retailer to provide the Retail Services in accordance with
the terms of this Agreement and the On-Site Retailer accepts such engagement.
Retail Services site: (minimum of:)
Recitals ü Page 4 On Site - 13 stores
Kiosks - 8
Mobile Carts - 4
Online
Minimum Guarantee - AED7,500,000 (not -refundable)
Performance Bond - AED1,500,000 (payable in 3 installments of AED500,000 each 11/19 , 2/20
and 5/20
Commissions- 12% of Net receipts
Service Charges -AED 600,000 - to be invoiced monthly and not in advance
Discounts and Giveaways - 20% for Commercial Partners | 10% for Jubilee and Premium Season
Passes holders
Financials ü Schedule 3
*No commission to be charged for sales to Jubliee and Premium Season passes holders
• 10% is the discount while the EXPO 2020 royalty is 12% , system controls are important as
the discount can be used to avoid paying the 2% royalty difference
• 2% is the difference which should be payable by the retailer , is this waived and what is the
justification for this ?
Reporting ü Schedule 3 Monthly
Invoicing ü Schedule 3 Monthly
Revenue Bank Account legally owned by TVG but irrevocably set up to require
Payment Mechanism ü Schedule 3 dual signatory.
Expo is mandated to form part of the dual authority

Penalty Clause ü Page 63 2% per annum above the ENBD base rate
Right to Audit Clause ü Page 62 5 years
RIAB is mandated. Hardwares to be provided up to 4 units (Only for Opportunity Pavilion). All
Sales System (Data Capture) ü Page 45
other requirements are to be charged to TVG
14.2.7 where this Agreement has been terminated by the On-Site Retailer in accordance with its
terms (but not in any other instance of termination), to the extent the aggregate of any and all
amounts paid by the On-Site Retailer to Expo 2020 pursuant to Clause 2.5.2 at the date of
termination (by way of Minimum Guarantee and Commissions) is greater than the aggregate
Commissions calculated in accordance with Schedule 3 at the date of termination, Expo 2020 will
reimburse the difference to the On-Site Retailer within thirty (30) days of the date of termination;
Termination Clause ü Page 27
As per the Legal team, Clause 14.2.7 will only be triggered if the On-Site Retailer terminates the
agreement, pursuant to Clause 12.3, due to Expo 2020’s breach 12.3 – clause 14.2.7 will not be
triggered in the event Expo 2020 terminates the agreement due to the breach on the part of the On-
Site Retailer.
In case Expo is in material breach, the minimum guarantee will have to be refunded as well.
(calculated in proportion to the date of termination)

Contract Number (FNA Ref) CSA Contractor Meal Service Template
Claus
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Clause Title Prese Notes and Descrptions
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Contracting Party ü CSA Contractor (Caterer)
Contract Term ü 01- Feb-2020 to 31 May 2021
Concessions FA wish to appoint an experienced caterer to provide a meal solution to Expo 2020
Recitals ü appointed Third Parties.
Commission - Expo 2020 shall be entitled to receive Commission from the Caterer on the basis of
the Royalty Table set out below:
Slab 1 | 0-19,999,999 -0%
Slab 2| 20,000,000 to 29,999,999 - 1.0%
Commercial Terms ü Slab 3| 30,000,000 to 39,999,999 - 1.3%
Slab 4 | 40,000,000 - 1.5%
Expected Royalties AED332,250
Security Deposit - AED150,000 - What is the basis for the set amount?
Invoicing ü Monthly - Why not weekly to conform with the other CSA agreement templates
Payment Terms ü 30 Days net
VAT ü All values in the contract are VAT exclusive
Right to Audit Clause ü 3 years post termination

Caterer can operate their own POS provided approved by Expo. Expo 2020 reserves the right to
require that the Caterer only use those service providers approved by Expo 2020 for the processing
Sales System (Data Capture) ü and settlements of POS transactions - Why are we not mandating the use of Retail In A Box
(RIAB)?
Final Reconciliation ü Within the Security Deposit clause

Date of Review: 16-Mar-20

Reviewer: Rachel Javier
Function Area-Revenue Stream: Retail
Contract Number (FNA Ref) LAR/WET/75
Claus
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Clause Title Prese
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WET, holding license No. 0000875994-001-8, address at 100847 Sherman Way, Sun Valley,
Contracting Party ü Page 1
California 91352
Contract Term ü Page 1 Commencement date (signing date) through 9th July 2021.
WET has the right to develop and sell merchandise and engage in other commercial activities
subject ot Expo's prior written approval. Expo shall provide WET with the kiosks for the purpose
of selling products to be agreed between Expo and WET.
Recitals ü Page 1
Retail Services site:
Kiosks - 5 (page 1)
Online (page 10)
Minimum Guarantee (MG) - AED 500,000 (not refundable)

Breakdown of MG: AED 200,000 - due upon 60 days from signing of agreement
AED 200,000 - due 1st September 2020
Appendix 2 AED 100,000 - due 30th December 2020
Financials ü Payment Security Deposit - AED 100,000 (in a form of LG by a reputable bank in UAE valid until 90 days
Schedule following the termination date, due on 1st October 2020)
Commissions - 10% of Net receipts
Service Charges -AED 15,770, AED 190 per SQM for 5 Kiosks (total of 83 SQM), due 1st
October 2020
Appendix 2
Payment
Reporting ü Schedule
Monthly (Within 1 business day following the EOM, WET will provide a "commission statement")
Paragraph 4.3
Appendix 2
Payment
Invoicing ü Schedule
Monthly (Within 2 business day following receipt of "commission statement" from WET)
Paragraph 4.4
Page 5
Under Sales and Payment will be made by Direct Debit facilitated by Emirates NBD on Expo’s behalf. Invoices
Payment Mechanism ü Contribution will be raised monthly with commissions payable 7 (seven) days from the date of invoice.
Fee
Appendix 2
Payment All sums payable under this Agreement are expressed exclusive of VAT and, where properly
VAT ü Schedule chargeable at law, VAT shall be payable by WET in addition to the sum in question.
Paragraph 5.2
Appendix 2
Penalty clause for late payment - 2% per annum above the ENBD base rate. (Appendix 2.
(5.4)
Penalty Clause ü &
Paragraph 5.4)
Failure to vacate the premises on time - AED 1,000 per day of delay (Page 7, clause 6)
Page 7 Clause 6
Appendix 2 5 years
Payment
Right to Audit Clause ü Schedule Such right of inspection of Expo 2020 shall remain in effect for a period of five (5) years after the
Paragraph 5.1 termination of this Agreement.
Page 5
Under Sales and WET is required to use RIAB system. RIAB will be available to WET via Expo Rate Card will all
Sales System (Data Capture) ü Contribution costs incurred by WET.
Fee (3.2)
7. Non-fulfillment of the Engagement and Termination:

7.1 In the event WET fails substantially from fulfilling its contractual obligations, Expo shall
have the right to terminate this Agreement and to operate the Kiosks on its behalf during the Event
or replace WET immediately by any other third party/organization as it deems appropriate.
7.2 Expo also reserves the right to terminate this Agreement in the following cases:
- WET does not comply within a reasonable time with the notice given by Expo whereby WET
is requested to remedy every negligence or failure to perform its contractual obligations which
seriously affects the proper execution of this Agreement;
- Failure to comply with Expo policies and failure to remedy such non-compliance in a
Termination Clause ü Page 8 reasonable time after notice from Expo which does not exceed 5 (five) days during Event;
- WET assigns this Agreement or a part thereof to a third party without the authorization of
Expo.;
- WET performs grave professional misconduct and failure to remedy such misconduct in
immediately after notice from Expo; and
- it is found that WET is in violation of UAE Laws; and/or undergoing any other legal
disability hindering execution of the Agreement and failure to remedy such violation immediately
after notice from Expo.
7.3 In case of early termination, Expo shall have the right to claim further damages it might incur
in relation to the non-fulfillment or breach of WET to the obligations stipulated herewith.
Date of Review: 26-Mar-20

Function Area-Revenue Stream: Retail (Onsite)
Contract Number (FNA Ref) LAR/ZOM/67
Claus
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Clause Title Prese
Clause Ref: Notes and Descriptions
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Contracting Party ü Page 4 Emirates National Oil Company Limited LLC (Convenience Stores Retailer)
Contract Term ü Page 4 Commencement date (signing date) through 30 April 2021.
On the 16 April 2018, the Parties entered into the Partnership Agreement by virtue of which the
Convenience Stores Retailer has a right to set-up and run Convenience Stores at the Expo Site and
provide other Retail Services. Expo 2020 wishes to engage the Convenience Store Retailer to
Recitals ü Page 4 provide the Retail Services in accordance with the terms of this Agreement, and the Convenience
Stores Retailer accepts such agreement.
10 Convenience Stores (page 36, Schedule 2, paragraph 3 & page 50, part 1)
Security Deposit (SD) - None, SD in the form of LG was waived. Since ENOC is a government
entity it was approved by Mukhtar (through email on March 2020).
Page 48,
Minimum Guarantee (MG) - None
Financials ü Schedule 3,
Commissions - 0%
Paragraph 1
Service Charges -AED 60,915, to be invoiced in 6 monthly installments from Sep to Feb (AED
10,152.5 per month)
Reporting ü Daily, no monthly reporting indicated since it is not required as there is no royalty/commission.
Page 48,
Invoicing ü Schedule 3
Monthly, for Service Charge only (every 7th of each month).
Page 48,
Payment Mechanism ü Schedule 3
Service charge shall be paid within 30 calendar days from the date of invoice.
Page 48,
All sums payable under this Agreement are expressed exclusive of VAT and, where properly
Schedule 3,
VAT ü 2 General,
chargeable at law, VAT shall be payable by the Convenience Stores Retailer in addition to the sum
in question.
2.2.
Page 48,
Schedule 3
Penalty Clause ü 2 General,
2% per annum above the interbank overnight lending rate for all overdue payments
2.5.
Page 48, 5 years
Schedule 3
Right to Audit Clause ü 2 General, Such right of inspection of Expo 2020 shall remain in effect for a period of five (5) years after the
2.1. termination of this Agreement.
Not mentioned specifically, however, we do not need it as there is no royalty/commission.
The below is what mentioned in the contract:

11 Sales Process
11.1.The Convenience Stores Retailer shall provide and maintain (at its own expense) in each
Page 40, Convenience Store:
Schedule 2 11.1.1. hardware and software required to deliver the Retail Services;
Sales System ü Paragraph 11.1.2. integration of the POS Equipment to its own back-office systems; and
11 & 12 11.1.3. cash desks, cash management systems, and other similar items and materials;
12 POS Equipment
12.1.Prior to installing the POS Equipment in the Convenience Stores and using it in the provision
of the Retail Services, the Convenience Stores Retailer shall seek prior written approval of the
POS Equipment from Expo 2020 (and Expo 2020 reserves the right to require the Convenience
Stores Retailer to sign any additional documents it deems necessary in relation to the foregoing).
Termination Clause ü Page 25 Paragraph 19, Term and Termination

Date of Review: 19-May-20

Function Area-Revenue Stream: F&B - Cost Plus
Contract Number (FNA Ref) Draft - Not indicated yet (Approved CSA Cost Plus Template)
Claus
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Clause Title Prese
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Contracting Party ü Page 1 Absolute Taste LLC

Period commencing on 1st September 2020 and expiring on the 11th day of April 2021
(Need to update - still the old operational date)
Page 1 & Expo 2020 wishes to engage the Caterer to provide various Services which includes the supply and
Recitals ü Page 68 provision of food and beverages at the Catering Areas at the Expo.
Schedule 3 9 Locations
Expo 2020 will be entitled to receive 100% of Total Revenues from the Caterer relating to the
operation of the Catering Area.
Caterer - to transfer all revenues to Expo 2020

Expo 2020 - to pay the Caterer's costs & caterer's fees and cost saving incentive (if any)
A. Caterer Costs
-Fixed Project Planning Costs
-Capped Operational Costs
-Capped Labour Costs
-Variable Costs
B. Caterer Fees (agreed mark-up% based on caterer's costs)

Schedule 5 Mark-up%
Financials ü Revenue and -Fixed Project Planning Mark-up - 10%
Payments -Capped Operational Mark-up - 10%
The following revenue threshold bands shall apply when calculating the baseline
-Capped Labour Mark-up
-Variable Mark-up
0%-33% of revenue forecast in the Final Budget - 8%
33.1%-66% of revenue forecast in the Final Budget - 10%
66.1%-100% of revenue forecast in the Final Budget - 12%
Cost Saving Incentive (if any) - 30% of amount saved in Capped Operational costs.
Security Deposit - Mentioned in the contract but no amount indicated yet in the draft contract
On Demand Guarantee - Mentioned in the contract but no amount indicated yet in the draft
contract, this is for the 'Working Capital Advance' to be paid by Expo intended to support the
Caterer throughout the Term in managing cash flow (There is no amount indicated yet also for
'Working Capital Advance')
Page 79
Daily and Weekly
Invoicing from Caterer to Expo

Monthly, payable within thirty (30) days of receipt of a correctly rendered invoice
Invoicing from Expo to Caterer
Page 77 & 79, Weekly.
Invoicing ü Schedule 5 At the end of each working Week during the Operating Period the Caterer shall pay to Expo 2020
the Total Revenues it has received without any set off or deductions. Upon agreement of the
Weekly Reconciliation Report, Expo 2020 shall issue an invoice to the Caterer setting out the
Total Revenues payable to it.
Payment Process From Caterer To Expo 2020
The Caterer will set up and manage a bank account ("Bank Account") exclusively dedicated to
depositing and reconciling of Total Revenues under this Agreement, and grant Expo 2020 shared
access rights and include Expo 2020 as a joint signatory for that account. Caterer will transfer from
Page 13 & 78 the Bank Account into an Expo 2020 designated bank account the amount due equal to 100% of
Payment Mechanism ü Schedule 5 the Gross Revenues that occurred in the Week immediately preceding the transfer due date.
Payment Process From Expo 2020 To Caterer
Payable within thirty (30) calendar days of the date of receipt by Expo 2020 of an original and
valid invoice (and any other supporting documents) by direct credit to the Caterer’s UAE bank
account .
Page 80, If the Caterer is VAT registered all invoices submitted by the Caterer to Expo 2020 must be valid
VAT ü Schedule 5 VAT invoices.
2.5% per annum, above the Emirates NBD base rate, compounded monthly for the time being in
Page 80,
Penalty Clause ü Schedule 5
force from the due date of payment to the date when payment in full is actually received by Expo
2020
Page 33,
Right to Audit Clause ü Clause 12
3 years after the termination or expiry of this Agreement
The Caterer agrees that it shall use the POS Equipment and acquirer services as provided by Expo
Page 28 & 65
Sales System ü Schedule 1
2020
"Retail in a Box" POS Equipment
Termination Clause ü Page 52 Clause 31, Termination

Reviewer: Sajal Tomar
Contract Number (FNA Ref) CSA Template Draft
Claus
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Clause Title Prese
nt?
Contracting Party ü Page 1 Catering Services Agreement - Template
Contract Term ü Page 1 Effective date
Caterer is obliged to deliver the specific and approved concepts and brands within
the catering area and must not provide any alternative concepts or brands
Recitals ü Page 1 (Catering Services)
Expo grants a non-exclusive right to occupy the Catering area to deliver the
required Catering services (license)
Commission - Expo 2020 shall be entitled to receive Commission from the
Caterer on the basis of the Royalty Table set out below:
Slab 1 | TBD -%
Slab 2| TBD - %
Slab 3| TBD -%
Slab 4 | TBD -%
Minimum Guarantee ü Schedule 3 2 installments; PDC's as security for Minimum Guarantee

Performance Guarantee ü Schedule 3 Based on the Calculation TBD
Missed Milestone ü Schedule 4 Charge at a daily rate of AED1,000 (to maximum of AED10,000) for each missed milestone
Not Available
Penalty Clause
Right to Audit Clause ü Page 3 Up to 3 Years after termination of contract
Not clear whether Caterer is going to use the POS Equipment and acquirer
Sales System (Data Capture) ü Schedule 3 services as provided by Expo 2020 (which is "Retail in a Box" POS Equipment)
Final Reconciliation ü Schedule 3 Within the Security Deposit clause

Contract Review Checklist - Finance

Function Area-Revenue Str Concessions - F&B
Contract Number (FNA Ref New CSA Template Draft
Current
Claus
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Clause Title Prese
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Contracting Party ü Page 4 Catering Services Agreement - Template
Contract Term ü Page 4 From effective date to expiry date
Expo 2020 wishes to engage the Caterer to provide

various Services which includes the supply and
provision of food and beverages at the Catering
Area at the Expo;
The Caterer is experienced in the provision of the
Recitals ü Page 4 Services and is ready, able and willing to supply
the Services on the terms and conditions of this
Agreement;
Expo grants a non-exclusive right to occupy the
Catering area to deliver the required Catering
services (license)
Commission - Expo 2020 shall be entitled to

receive Commission from the Caterer on the basis
of the Royalty Table set out below after adjusting
the KPI % to total:
Slab 1 | TBD -%
Commercial / From Page 63 Slab 2 | TBD - %
Financial Terms ü Schedule 5 Slab 3 | TBD -%
Slab 4 | TBD -%
Minimum Guarantee - 2 installments by way of
PDCs
Performance Based on the Estimated Fit-Out Costs - Calculation

Guarantee ü Schedule 5
TBD
Charge at a daily rate of AED1,000 (to maximum

Missed Milestone ü Schedule 4
of AED10,000) for each missed milestone
2.5% per annum, above the Emirates NBD base

rate, compounded monthly for the time being in
Schedule 5
Penalty Clause ü (7.10) force from the due date of payment to the date
when payment in full is actually received by Expo
2020
Right to Audit 3 years after the termination or expiry of this

Clause
ü Page 25
Agreement
The Caterer agrees that it shall use the POS

Equipment and acquirer services as provided by
Sales System (Data Page 22 Expo 2020
Capture)
ü Clause 4 "Retail in a Box" POS Equipment
But there is a clause for caterer who opt out of
RIAB

Date of Review: 26th Nov, 29th Nov 2020

Reviewer: Sajal Tomar, Rachel Javier
Function Area-Revenue Stream: Retail (Onsite)
Contract Number (FNA Ref) LAR/ZOM/67
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Contracting Party ü Page 4 Emirates National Oil Company Limited LLC (Convenience Stores Retailer)
Contract Term ü Page 26 Commencement date (signing date) through 20 April 2022.
On the 16 April 2018, the Parties entered into the Partnership Agreement by virtue of which the
Convenience Stores Retailer has a right to set-up and run Convenience Stores at the Expo Site and
provide other Retail Services. Expo 2020 wishes to engage the Convenience Store Retailer to
Recitals ü Page 4 provide the Retail Services in accordance with the terms of this Agreement, and the Convenience
Stores Retailer accepts such agreement.
10 Convenience Stores (page 37, Schedule 2, paragraph 3 & page 51, part 1)
Security Deposit (SD) - None, SD in the form of LG was waived. Since ENOC is a government
entity it was approved by Mukhtar (through email on March 2020).
Page 49,
Minimum Guarantee (MG) - None
Financials ü Schedule 3,
Commissions - 0%
Paragraph 1
Service Charges -AED 60,915, to be invoiced in 6 monthly installments from Sep to Feb (AED
10,152.5 per month)
Reporting ü Schedule 5 Daily, Weekly and Monthly
Page 49,
Monthly, for Service Charge only (every 6th/7th of each month).
Page 49,
Payment Terms ü Schedule 3
Service charge shall be paid within 30 calendar days from the date of invoice.
All sums payable under this Agreement are expressed exclusive of VAT and, where properly
Page 49,
VAT ü Schedule 3
chargeable at law, VAT shall be payable by the Convenience Stores Retailer in addition to the sum
in question.
Page 49,
Penalty Clause Schedule 3 2% per annum above the interbank overnight lending rate for all overdue payments
2 General, 2.5.
Page 49, 5 years

Right to Audit Clause ü Schedule 3 Such right of inspection of Expo 2020 shall remain in effect for a period of five (5) years after the
2 General, 2.1. termination of this Agreement.
Not mentioned specifically, however, we do not need it as there is no royalty/commission.
The below is what mentioned in the contract:

11 Sales Process
11.1.The Convenience Stores Retailer shall provide and maintain (at its own expense) in each
Page 41, Convenience Store:
Schedule 2 11.1.1. hardware and software required to deliver the Retail Services;
Sales System (Data Capture) ü Paragraph 11 & 11.1.2. integration of the POS Equipment to its own back-office systems; and
12 11.1.3. cash desks, cash management systems, and other similar items and materials;
12 POS Equipment
12.1.Prior to installing the POS Equipment in the Convenience Stores and using it in the provision
of the Retail Services, the Convenience Stores Retailer shall seek prior written approval of the
POS Equipment from Expo 2020 (and Expo 2020 reserves the right to require the Convenience
Stores Retailer to sign any additional documents it deems necessary in relation to the foregoing).
Termination Clause ü Page 26 Paragraph 19, Term and Termination

Date of Review: 24-Jan-21

Contract Number (FNA Ref) COS/F&B/1029
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Contracting Party ü Page 1 Serv Quest Restaurants Management LLC
Contract Term ü Page 14 Commencing on the Effective Date and (subject to earlier termination) expiring on 30 June 2022
Expo 2020 wishes to engage the Caterer to provide various Services which includes the supply and
provision of food and beverages at the Catering Area at the Expo;
The Caterer is experienced in the provision of the Services and is ready, able and willing to supply
the Services on the terms and conditions of this Agreement; and
Recitals ü Page 1 Expo 2020 hereby appoints the Caterer and the Caterer accepts the appointment at the Expo and
will perform the Services and every obligation contained in this Agreement to the Standard of
Care.
services (license)
Concession Fees - 2% of Gross Revenue

Minimum Guarantee - AED 186,836 - 2 installments in PDC
15th January 2022- AED 93,418.00
10th April 2022- AED 93,418.00
Security Deposit - AED 37,367 - Charged at AED 60 per square meter
Service Charges - AED 6,240 weekly - Charged at AED 10 per square meter
Performance Guarantee - AED 2,000,000 (Based on estimated Fit out cost of AED 4.1M)
Missed Milestone Fees - charged at a daily rate of AED1,000 (capped AED 10k)
The interest rate was not mentioned.
It was only mentioned that "Expo 2020 will be entitled to charge interest for all
Penalty Clause Page 20
overdue amounts."
Rate should be mentioned (refer to other CSAs)
Right to Audit Clause ü Page 3 Up to 3 years after the termination of Agreement
The below is only mentioned:

"The Caterer agrees that it shall use the POS Equipment and acquirer services as
Sales System (Data Capture) Page 5 provided by Expo 2020 or Emirates NBD or as directed by Expo 2020 or a
newly-appointed third party as notified to the Caterer by Expo 2020."
Does this mean RIAB is mandated?


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Contracting Party ü Page 1 Saddle Café LLC
Care.
services (license)
Concession Fees - 8% of Gross Revenue (Need to confirm if there will be Bands or flat rate
of 8% only)
15th January 2022- AED 50,000
10th April 2022- AED 50,000
(MG Amount differs in clause vs Table - we believe the clause stating AED 25,000 should be
updated to AED 50,000)
Service Charges - AED 384 weekly - Charged at AED 12 per square meter
2.5% per annum, above the Emirates NBD base rate, compounded monthly for the
Penalty Clause Page 20 time being in force from the due date of payment to the date when payment in full
is actually received by Expo 2020
The below is only mentioned under Clause 10 Equipment and Technology

Systems:
provided by Expo 2020 or Emirates NBD or as directed by Expo 2020 or a
Sales System (Data Capture) Page 5 However, the below is also indicated in Schedule 1 (page 16) for Resources.
3.3 The Caterer's responsibilities for providing and maintaining the Catering Area
includes:
• Till system, if not using the Expo 2020 “Retail in a Box” POS Equipment;
The two statements are a bit contradicting.
If the Caterer has an option to use their own system, we need to add a clause in
case a caterer opt out of RIAB (Retail-in-a-Box) System.


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Contracting Party ü Page 1 Arbel Iraqi Kabab & Restaurant
Care.
services (license)

15th January 2022- AED 44,835.00
10th April 2022- AED 44,835.00
Security Deposit - AED 17,934 - Charged at AED 57.481 per square meter
Penalty Clause ü Schedule 3 time being in force from the due date of payment to the date when payment in full
is actually received by Expo 2020
The below is only mentioned under Clause 10 Equipment and Technology

Systems:
provided by Expo 2020 or Emirates NBD or as directed by Expo 2020 or a
Sales System (Data Capture) Page 5 However, the below is also indicated in Schedule 1 (page 15) for Resources.
includes:
If the Caterer has an option to use their own system, we need to add a clause in
case a caterer opt out of RIAB (Retail-in-a-Box) System.


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Contracting Party ü Page 1 Good Stuff Powerhouse LLC
Contract Term ü Page 14 Commencing on the Effective Date and (subject to earlier termination) expiring on 10th April 2022
Recitals ü Page 1
Expo 2020 hereby appoints the Caterer and the Caterer accepts the appointment at the Expo and will
perform the Services and every obligation contained in this Agreement to the Standard of Care.
services (license)
Concession Fees - Expo 2020 shall be entitled to receive Commission from the Caterer on the
basis of the Royalty Table set out below:
Band 1| 0-4,933,600 - 4%
Band 2| 4,933,601 to 8,017,100 - 6.0%
Band 3| 8,017,101 to 11,100,600 - 7%%
Band 4| 11,100,601 and up - 11.5%
Commercial Terms ü Schedule 3 Minimum Guarantee - AED 370,020 - 2 installments in PDC
15th January 2022- AED 185,010.00
10th April 2022- AED 185,010.00
Penalty Clause ü Schedule 3 time being in force from the due date of payment to the date when payment in full is
actually received by Expo 2020
The below is only mentioned under Clause 10 Equipment and Technology Systems:
provided by Expo 2020 or Emirates NBD or as directed by Expo 2020 or a newly-
appointed third party as notified to the Caterer by Expo 2020."
Does this mean RIAB (Retail in a Box) is mandated?
However, the below is also indicated in Schedule 1 (page 15) for Resources.
Sales System (Data Capture) Page 5
includes:
If the Caterer has an option to use their own system, we need to add a clause in case
a caterer opt out of RIAB (Retail-in-a-Box) System.


Reviewer: Sajal Tomer, Rachel Javier
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Calcium Adverting and Publicity - Dubai Branch

Please confirm what’s the correct name of the company. “Adverting” or “Advertising”?
The Term of this agreement commencing on the effective date and (Subject to earlier
termination) expiring 30th April 2021.
Please confirm if this agreement is for Pavilions Premier only or applies to event time
also? 30th April 2021 - is confusing.
Expo 2020 wishes to engage the Caterer to provide various Services which includes the
supply and
The Caterer is experienced in the provision of the Services and is ready, able and willing
to supply the Services on the terms and conditions of this Agreement; and
Recitals ü Page 1
Expo 2020 hereby appoints the Caterer and the Caterer accepts the appointment at the
Expo and will perform the Services and every obligation contained in this Agreement to
the Standard of Care.
Expo grants a non-exclusive right to occupy the Catering area to deliver the required
The Company
Catering shall
services charge the client based on the actualisation of the Bill of Quantity
(license)
values.
The cap of contract shall be AED 3,310,115.00 excluding VAT.
It was not clearly mentioned who is the "Company" and who is the "Client".
Will Expo be charged by cap of AED 3.3M (based on the quotation received by
Ammar)?
As soon as practicable after the completion, the Company shall compute the
remuneration to which the above it is entitled and shall submit to the Client an invoice
and approved realease PO copy, Delivery note, work completion report etc for the same
payment by the client.
Payments of the rates shall be subject to prior sign off and approval from Expo 2020.
Invoicing and Payment Terms ü Schedule 3 10% due by end of January 2021
10% due by end of February 2021
10% due by end of March 2021
10% due by end of April 2021
10% after handover of assets to Expo 2020 against confirmation of receipt of assets
There is no mention on how the remaining balance will be paid. The schedule above is
for 50% of the contract value only
Reporting ü Schedule 3 By 12 Noon of each Sunday during the term

The use of RIAB is not mentioned in the contract.
Please apply the clauses a per the approved template
Please confirm as well if they will not use RIAB.


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Contracting Party ü Page 1 Sarouja Restaurant and Café
Commencing on the Effective Date and (subject to earlier termination) expiring on

30th June 2022.
Recitals ü Page 1
services (license)
Band 1| 0-1,000,000 - 12%
Band 2| 1,000,001- 2,000,000 - 13.0%
Band 3| 2,000,001-3,000,000 - 14%
Band 4| 3,000,001 and up - 15%
In addition to the Caterer's obligations in relation to Commercial Partners rights, the

Caterer acknowledges that Expo 2020 may require the Caterer to use the POS
Equipment and acquirer services as provided by Expo 2020 or as directed by Expo
2020 or a newly appointed third party as notified to the Caterer by Expo 2020. The
Sales System (Data Capture) ü Page 5 Caterer agrees to use the POS Equipment in accordance with the terms and
conditions of Expo 2020 and the supplier of the POS Equipment. In the event that
the Caterer does not use the POS Equipment, the Caterer is obliged to integrate with
Expo 2020 revenue management application at the Caterer's cost for royalty
calculation purposes.

Date of Review: 15-Apr-21

Contract Number (FNA Ref) No contract reference yet
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TGP International DMCC

Contracting Party ü Page 1 for
AFRICAN FOOD HALL OPERATION
Contract Term x Not indicated yet
Whereas, the Client desires that certain Services be performed by the Company, namely those
set out in Appendix A [Scope of Services], and has requested a proposal from the Company for
the performance of such Services.
Whereas, the Company has submitted a proposal to deliver such Services,
Recitals ü Page 3 Whereas, the Client now wishes to engage the Company to carry out the Services on the terms
and conditions set out in the present services agreement (hereinafter referred to as “the
Agreement”)
There is no Appendix for Scope of services attached/indicated yet.
Based on the previous discussion with Aaron (12th April 2021), we have an understanding that
the F&B Model for Food Halls is through Management Fees (and not cost plus/royalty based),
wherein Expo will be receiving 100% Revenue to be received by the Bank account to be opened
by Expo and shared the bank account with the Caterer (TBC). While the Caterer will be
receiving 5% Management Fees based on Gross Revenue and 15% based on EBITDA.
However, the below is indicated in the definition of terms:
“Concession Fees” means the amounts that the Client is entitled to receive based on the
Concession Percentage as applied to the Gross Revenue in respect of the Catering Area(s) as
calculated under Appendix C [ Remuneration and Payment]; "
Commercial Terms x We believe the definition of Management Fees and EBITDA (as basis of computation of
Management Fee) should be included in the "Definition of Terms" instead of Concession fees
since Expo is entitled to 100% revenue and not for a specific concession percentage only.
It is mentioned that the Company (TGP) should provide Security Deposit but there is no amount
indicated yet.
In addition, it is mentioned that a Minimum Guarantee and Performance Guarantee shall be

provided. Are these two required if it is 100% Revenue to Expo?
All Appendices/Schedules are blank.

Missed milestone?
The below is only indicated:

“The Reports shall be submitted to the Client’s Representative via email with a copy to
Reporting x concessions@expo2020.ae; and legal@expo2020.ae
It was not mentioned what report it is and what is the frequency of the reports.
Not indicated, but we think this is not applicable since it is 100% revenue of Expo and the
Invoicing x caterer will be using RIAB. If RIAB will be used, the data will be integrated to ERP SAP.
Everytime, there will be a sale in the store, an accounting entry will be posted in the system.
Payment Terms x Not indicated yet, appendices/schedules do not have any data yet.
VAT x Not indicated yet, appendices/schedules do not have any data yet.
Not indicated, schedules/appendices do not have any data yet. Discussion is on going as well for
Penalty Clause x removing the late payment clause in all the contracts.
Right to Audit Clause x Not indicated yet
In addition to the Company’s obligations in relation to Commercial Partners rights, the

Company acknowledges that the Client may require the Company to use the POS Equipment
and acquirer services as provided by the Client or Emirates NBD or as directed by the Client or
a newly-appointed third party as notified to the Company by the Client. The Company agrees to
use the POS Equipment in accordance with the terms and conditions of the Client and the
supplier of the POS Equipment. In the event that the Company does not use the POS
Equipment, the Company shall integrate any such alternative point-of-sale system at its own
cost into the Client’s POS Equipment.
Final Reconciliation x Not indicated yet, appendices/schedules do not have any data yet.
Date of Review: 28-Apr-21

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Contracting Party ü Page 1 B D P RESTAURANT & CAFÉ LLC

31 May 2022.
Recitals ü Page 1
services (license)
Band 1| 0-2,000,000 - 8%
Band 2| 2,000,001- 6,000,000 - 15.0%
Band 3| 6,000,001-12,000,000 - 20%
Band 4| 12,000,001 and up - 25%
Performance Guarantee - AED 7,500,000 (Based on estimated Fit out cost of AED 11M)
---------------------------------------------------------------------------------------------------------------------
Expo Capex Contribution - AED 7.5M (to be paid in installments )
All values in the contract are VAT exclusive.

VAT ü Schedule 3
Comment from M.Shqeir - VAT Definition should be updated
time being in force from the due date of payment to the date when payment in full is
Comment from M.Shqeir - Clause need to be deleted based on agreement with Legal
team


Date of Review: 2-May-21

Reviewer: Sajal Tomar
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Contracting Party ü Page 1 MBT RESTAURANT MANAGEMENT LLC

30th June 2022.
Recitals ü Page 1
services (license)

Minimum Guarantee - AED 200,000 in 2 PDC's
Performance Guarantee - AED 200,000 (Based on estimated Fit out cost of AED 1.56M)



Contract Number (FNA Ref) COS/F&B/1007 (Amendment)
Clause
Clause Title Present?
Contracting Party ü Page 1 Dubai Duty Free Leisure

30th June 2022.
Recitals ü Page 1
services (license)
Band 1| 0-8,787,438 - 4%
Band 2| 8,787,438 and up - 8%
Expo Capex Contribution - AED 500,000



Clause
Contracting Party ü Page 1 Delivery Hero Talabat DB LLC

30th June 2022.
Recitals ü Page 1
services (license)
Band 1| 0-8,787,438 - 4%
Band 2| 8,787,438 and up - 8%



Clause
Contracting Party ü Page 1 Delivery Hero Talabat DB LLC

30th June 2022.
Recitals ü Page 1
services (license)
Band 1| 0-8,787,438 - 4%
Band 2| 8,787,438 and up - 8%



Function Area-Revenue Stream: F&B - Cost Plus Management Fee
Contract Number (FNA Ref) SA 1265 June 2021
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Contracting Party ü Page 1 TGP International DMCC (First Party)
Contract Term ü Page 5 The term of this Agreement commencing on the Effective Date and (subject to earlier termination) expiring on June 30 2022, unless mutually agreed to extend
-The Second Party (Expo) hereby grants to the First Party (TGP), and the First Party accepts, the right during the Term to provide the operations and the management of
the Catering Area in accordance with this Agreement.
Total pods - 11 (including 2 pods selling Alcohol at first floor) - Schedule 2
In Schedule 2 - below is the list of services:

• Project planning;
• Budgeting and financial reporting;
Page 6
Recitals ü • Procurement of all resources required to perform the Services;
• Operations; and
• Financial reconciliation.
Need to ensure that below Operator's responsibilities for financial operations should be included:
- Day-end closing procedures such as sales reconciliation and cash counts
- Daily deposit of cash
- Daily reports to be sent to Expo Finance Team digitally. (Reporting pack consists of the following but not limited to: Cashier's closing report, RIAB Sales Report, Card
Settlement Reports and Cash Deposit Slips)
Expo 2020 will be entitled to receive 100% of Total Revenues from the Operator relating to the operation of the Catering Area.
Operator - to transfer all revenues to Expo 2020

Expo 2020 - to pay all the operational cost (invoices will be submitted by the Operator to Expo) and Management fees and Incentive fees (as per below).
A Management Fee equal to 5 % (five per cent) for African Food Hall and 2.5% for MS07 of the Net Sales.
Incentive Fees of:
African Food Hall:

-15% of EBITDA up to 35% of Net Sales.
-20% of incremental EBITDA above 35% of Net Sales - For each month of operations, which the EBIDTA is greater than 35% the First Party is entitled to 20%
Schedule 3 Management Incentives on the part of EBITDA greater than 35%
Financials ü Revenue and
Payments MS07:
(i) EBITDA up to 25% = 10% of EBITDA
(ii) EBITDA up to 25-35% = 12.5% of EBITDA
(iii) EBITDA above 35% = 15% of EBITDA
It is indicated in the contract that Management fee will be paid on a monthly basis from September 1, 2021.
For confirmation - payment of Management fee will be from September 1 or October 1?
Security Deposit - Immediately upon the day of funds transfer, the First Party shall provide the Second Party with a cheque to cover the initial 2 (two) months cash
draw-down for the working capital.
Performance Guarantee - take the form of:

(a)Management Fees for the period of January 2022 to March 2022 will be held by the Second Party until handover of the Catering Area.
(b)The maximum Management Fee to be held will be 10% of the Capex.
"Reports" definition is flexible - any reports required by Expo 2020
However, below is mentioned only in Schedule 2:

Weekly basis - financial revenue reports showing the performance of the Catering Area; and
Monthly basis - financial reports for actual operating results of the Catering Area
The reports should be sent to Expo daily digitally. The reporting pack consists of the following but not limited to: Cashier's closing report, RIAB Sales Report, Card
Settlement Reports and Cash Deposit Slips. It is recommended that the physical documents be kept and maintained by the Operator and should be available to Expo at any
given time in cases of discrepancies and/or random audits.
Invoicing
NA, since RIAB will have direct interface with SAP the sales entries will be automatically posted to ERP system. No invoice will be issued to the Operator since it is
Expo owned outlet.
Payment Process From Caterer To Expo 2020

All revenues generated from operating the Catering Area are owned by Expo and all proceeds should be deposited by TGP in a bank account owned and operated solely
Invoicing and Payment Page 7 by Expo.
Mechanism ü Schedule 3 The frequency of deposit (i.e daily) should be mentioned.
Payment Process From Expo 2020 To Caterer

The Operational Cost will be funded by the Expo and deposited in a designated bank account operated by the TGP (“the Operating Account”).
The funding of the Operating Account will be every two months in advance (at the beginning of the calendar month) based on the monthly forecasted cash flow submitted
by the TGP and approved by Expo.
TGP will submit the actual invoices of the Operational Cost to Expo at the end of each calendar month. Expo will reconcile the actual Operational Cost to the funding
done in advance and will deduct from the following period funding any excess funding for the previous two months.
VAT ü Schedule 3 If the Caterer is VAT registered all invoices submitted by the Caterer to Expo 2020 must be valid VAT invoices.
Right to Audit Clause ü Page 9 3 years after the termination or expiry of this Agreement
RIAB POS System

The First Party agrees that it shall use the POS Equipment and acquirer services as provided by the Second Party for payments purposes during the Operational Period.
Sales System ü Page 7
For the avoidance of doubt, the POS Equipment provided to the First Party shall not belong to the First Party and the First Party and its Personnel shall not damage or
destroy the POS Equipment and shall use the POS Equipment strictly in accordance with the Second Party’s guidelines.


Function Area-Revenue Stream: F&B - Food Truck Parks and F&B Carts
Contract Number (FNA Ref) SA 1223
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Contracting Party ü Page 1 Not indicated yet
The term of this Agreement commencing on the Effective Date and (subject to earlier termination)
Contract Term ü expiring on 31 March 2022;
Expo 2020 wishes to engage the Service Provider to provide various Services which includes the
supply and
provision of food and beverages at the Service Area at the Expo;
The Service Provider is experienced in the provision of the Services and is ready, able and willing
Recitals ü Page 2 to supply the Services on the terms and conditions of this Agreement; and
Expo 2020 hereby appoints the Service Provider and the Service Provider accepts the appointment
at the Expo and will perform the Services and every obligation contained in this Agreement to the
Standard of Care.
Scope of Services are not indicated in Schedule 1.
Revenue Share - 10% of Gross Revenue
It is indicated in the contract that Service Provider shall charge Expo 2020 based on Clause 1.3.3.
The fixed price for the contract shall be AED (Management fees amount not indicated) excluding
VAT. The Management Fee will be paid in arrears, in equal instalments; on a monthly basis for the
duration of the Agreement.
In addition, Clause 6.3.1. states "The Cost of Operations will be funded by Expo 2020 and
deposited in a designated bank account operated by the Service Provider (“the Operating
Account”). Title to the Operating Account shall be in the Service Provider’s name. Expo 2020 will
have view authority of the Operating Account at all times." - The cost of operations definition
should be updated if Expo will only shoulder the cost of operations for the 'common' areas only.
Clause 6 and
Security Deposit (SD) - 2 clauses were put which are not consistent.
Schedule 3
Financials ü Revenue &
SD - Clause 6.4.1. Upon execution of this Agreement, the First Party agrees to immediately:
Payments
a. Pay the Security Deposit as set out in schedule 3 by telegraphic transfer to Expo 2020’s
designated bank account.
SD - As per Schedule 3 - Immediately upon the day of funds transfer, the First Party shall provide
the Second Party with a cheque to cover the initial 2 (two) months cash draw-down for the
working capital.
Capex contribution of Expo is not indicated.
Performance Guarantee - take the form of:

(a)Management Fees for the period of January 2022 to March 2022 will be held by the Second
Party until handover of the Catering Area.
(b)The maximum Management Fee to be held will be 10% of the Capex. - (The Capex should be
properly defined to know the basis of the computation of 10% rate).
Reporting ü Page 7 Weekly (Reporting needs to be Weekly and Daily)

Invoicing ü Schedule 3 Invoicing of Revenue Share is on a Weekly basis.
Payment terms for Expo's Revenue Share Invoice - not indicated
Payment Process From Expo 2020 To Service Provider

The Operational Cost will be funded by the Expo and deposited in a designated bank account
operated by the Service Provider (“the Operating Account”).
The funding of the Operating Account will be every two months in advance (at the beginning of
the calendar month) based on the monthly forecasted cash flow submitted by the service provider
Payment Page 6
and approved by Expo.
Service Provider will submit the actual invoices of the Operational Cost to Expo at the end of each
calendar month. Expo will reconcile the actual Operational Cost to the funding done in advance
and will deduct from the following period funding any excess funding for the previous two
months. - Based on the current information that we have obtained, the cost of operations that
should be funded by Expo are the cost of operations for the COMMON area only. Please update
the definition of cost of operations.
If the Caterer is VAT registered all invoices submitted by the Caterer to Expo 2020 must be valid
VAT ü Schedule 3
VAT invoices.
Right to Audit Clause Not indicated in Reporting and Audit Clause
RIAB POS System

The Service Provider and Associated Parties agree that it shall use the POS (RIAB) Equipment and
acquirer services as provided by Expo 2020 for payment purposes during the Operational Period.
Sales System ü Page 6 For the avoidance of doubt, the POS (RIAB) Equipment provided to the Service Provider and
Associated Parties shall not belong to the Service Provider and the Service Provider and
Associated Parties shall not damage or destroy the POS (RIAB) Equipment and shall use the POS
(RIAB) Equipment strictly in accordance with Expo 2020’s guidelines


Reviewer: Sajal and Rachel
Clause
Contracting Party ü Page 1 HUNTER AND BARREL THE HILLS RESTAURANT L.L.C
Page 2 and Page The term of this Agreement commencing on the Effective Date and (subject to earlier termination)
Contract Term ü 20 expiring on [30 June 2022];
Recitals ü Page 1
services (license)
Profit Share - Profit would be split 0% Caterer and 100% Expo until the total CAPEX and PRE-
OPEX are recuperated after that the split is 50%/50% (based on EBITDA).
Minimum Guarantee - AED 2,200,000 in 2 PDC's
Schedule 3 Missed Milestone Fees - charged at a daily rate of AED1,000 (capped AED 10k)
Commercial Terms ü Clause 12
Performance Guarantee - The total amount of CAPEX and Pre-OPEX (5,425,214,00) would be the
performance guarantee which is divided into five parts to cover the guarantee are to be issued and
these are returned to the caterer based on their accomplishment of Milestones.
Expo Capex Contribution - AED 4,475,474 which would be reimburse by way of monthly
payments commencing on October 2021
Expo Pre-Opex Contribution - AED 949,740 which would be reimburse by way of monthly
payments commencing on October 2021. All OPEX (during event time) are to be shouldered by the
Caterer.
Daily and Weekly

Monthly P&L is proposed to be added for EBITDA (as basis of invoicing)
Missing but added already by Charu in the draft (as per below 4.4 and 4.5 Clause)
4.4 By the 7th of every month, the Caterer shall submit to Expo 2020 the profit & loss statement for
the previous month providing details of Gross Revenue, cost of sales, other operating expenses,
EBITDA amount and such other details as called by Expo
4.5 Subsequent to the submission of the profit & loss account statement and approval from Expo
2020, Expo 2020 shall raised an invoice as per the Profit Share agreed in Paragraph 1 above
Invoicing
Invoicing will be monthly, however, no specified date of the month was put since the P&L will be
subjected for review to verify the EBITDA before issuance of invoice.
Profil & Loss Reporting - Caterer will submit the P&L on every 7th of subsequent month. should be
Audited to ensure the accuracy of the data. Expo will only have visibility with Revenue (since RIAB
will be used) but not with the operating costs/expenses.
The Caterer shall pay Expo 2020 pursuant to this Agreement, any undisputed amounts due to Expo
Payment Terms ü Schedule 3 2020 within thirty (30) consecutive calendar days from the date of the invoice issued to the Caterer
by Expo 2020.
2.5% per annum, above the Emirates NBD base rate, compounded monthly for the time being in
force from the due date of payment to the date when payment in full is actually received by Expo
Penalty Clause ü Schedule 3 2020
For deletion based on comment from Charu
RIAB
10.2.In addition to the Caterer’s obligations in relation to Commercial Partners rights, the Caterer is
obligated to use the POS Equipment and acquirer services as provided by Expo 2020 or Emirates
NBD or as directed by Expo 2020 or a newly-appointed third party as notified to the Caterer by Expo
2020. The Caterer agrees to use the POS Equipment in accordance with the terms and conditions of
Expo 2020 and the supplier of the POS Equipment.

Date of Review: 03.08.2021

Reviewer: Sajal , Rachel and Hassan
Function Area-Revenue Stream: Concessions - F&B & Retail
Contract Number (FNA Ref) N/A
Clause
Contracting Party ü Page 1 L’Oréal Middle East FZE
Effective Date: 15 Aug, 2021
Page 4 , Page This Agreement shall become effective as of the
Contract Term 20 , Page 26 , Effective Date and shall remain valid until the expiry
ü Page 29 and date of each Activation as set out in the relevant
Page 32 appendices or at the latest by June 30th 2022 ( three (3)
months after the expiry of Expo 2020 Dubai).
Expo has been given the overall responsibility by the
Government of Dubai to develop, plan, organize and
manage Expo Dubai 2020®. Such responsibility also
includes (without limitation) the right to manage and
allocate various plots set out within the Expo 2020 Site
for activation purposes.
Pursuant to the
Recitals ü Page 1 Official Partnership Agreement executed between Expo
and the Partner on February 6th 2020 . Expo has
allocated to the Partner Five (5) spaces as further
indicated in Appendix 1 of this Agreement (“Spaces”) in
order for the Partner to provide the activations set out
in Appendix X of this Agreement (“Activation”) subject
to the terms and conditions specified in this Agreement
and the associated appendices;
L'Oreal Paris Beauty flagship Cafe BEAUTY SALONS AT THE MEDIA CENTER NEXT BEAUTY PODS (Partner Activation) KIEHL’S BARBER SHOP
Service Charge :The partner will be charged 10/- aed per square Service Charges : The 2 Spaces are Fees:The Space is provided free of charge to the Service Fees: AED500 Weekly
meter AED 5863 provided to the Partner free of Partner. Security Deposit : 5% of the fit-out cost
Page 21 SD , Security Deposit : Security Deposit : AED8300
Page 22 Comm , 279000 charge. equivalent to AED 27500
Commercial Terms ü F&B commision : Hense the space will be used
Page 33 , Page F&B Commision : Security Deposit :5% of the fit-out for product selling, No F&B commision as per the Retail Commision : 10% on all sales of Beauty
35 , Page 36 8% of the Total Gross Revenue cost equivalent to AED 1,800 contract Products
Retail Commision : Retail Commision : Not mentioned in the Gromming Services : 10% on all sales of
5% Commisions : No Comm as Free of contract. Grooming Services
Gromming Services : The Partner agrees and acknowledges that Charge Gromming Services : Not mentioned in the
the Grooming Services shall be free of charge Gromming Services : Free of Charge contract.
Reporting Apendix 2 , Daily,Weekly and Monthly Not Mentioned in the contract
ü page 23,
Daily,Weekly and Monthly Monthly
Invoicing ü With in 5 days of receiving of report Not Mentioned in the contract Not Mentioned in the contract With in 5 days of receiving of report
Payment Terms ü Page 23 30days NA NA 30days
VAT ü Schedule 3 Not mentioned in the contract Not mentioned in the contract Not mentioned in the contract Not mentioned in the contract
Apendix 2 , Penalty (per each missed milestone fee) of AED 1,000 Penalty (per each missed milestone Penalty (per each missed milestone fee) Penalty (per each missed milestone fee) of
Penalty Clause ü page 21, 22 , per day. fee) of AED 1,000 per day. of AED 1,000 per day. AED 1,000 per day.
32 & 37 The Partner shall keep distinct and
proper records and books of account in The Partner shall keep distinct and proper
accordance with generally accepted records and books of account in accordance
The Partner shall keep distinct and proper records and accounting principles with respect to all with generally accepted accounting
books of account in accordance with generally accepted
accounting principles with respect to all transactions transactions relating to all this principles with respect to all transactions
relating to all this Agreement. Expo shall be entitled to Agreement. Expo shall be entitled to relating to all this Agreement. Expo shall be
inspect such books at any time during the Term. Such inspect such books at any time during entitled to inspect such books at any time
right of inspection of Expo shall remain in effect for a the Term. Such right of inspection of during the Term. Such right of inspection
Right to Audit Clause ü Page 12 period of Five (5) years after termination of this NA Expo shall remain in effect for a period of Expo shall remain in effect for a period
Agreement. The Partner acknowledges that in the of Five (5) years after termination of this of Five (5) years after termination of this
event of there being any discrepancy between the Agreement. The Partner acknowledges Agreement. The Partner acknowledges that
that in the event of there being any in the event of there being any discrepancy
amounts actually paid by the Partner to Expo and those between the amounts actually paid by the
payable under this Agreement, the Partner shall discrepancy between the amounts
actually paid by the Partner to Expo and Partner to Expo and those payable under
immediately make up the short-fall. those payable under this Agreement, the this Agreement, the Partner shall
Partner shall immediately make up the immediately make up the short-fall.
(Partners obligation Cluase 4.3) short-fall.
The Partner acknowledges that Expo may require the Partner to
use the POS Equipment and acquirer services as provided by Expo
or as directed by Expo. The Partner agrees to use the POS
Sales System (Data Capture) ü Page 23 machines in accordance with the terms and conditions of Expo and Not Mentioned in the contract Not Mentioned in the contract Not Mentioned in the contract
the supplier of the POS machines. In the event that the Partner
does not use the POS Equipment, the Partner is obliged to
integrate with Expo 2020 revenue management application at the
Partner’s cost for royalty calculation purposes.
The Security Deposit shall act as security The Security Deposit shall act as security for the
The Security Deposit shall act as security for the Partner’s due for the Partner’s due fulfilment of its Partner’s due fulfilment of its obligations under The Security Deposit shall act as security for the
fulfilment of its obligations under this Agreement and/or to cover obligations under this Agreement and/or this Agreement and/or to cover the costs of Partner’s due fulfilment of its obligations under this
Final Reconciliation ü the costs of repairing any damages caused by the Partner to the to cover the costs of repairing any repairing any damages caused by the Partner to Agreement and/or to cover the costs of repairing
Space damages caused by the Partner to the the Space any damages caused by the Partner to the Space
Space
Termination Clause ü Page 12 Clause 12, Termination Clause 12, Termination Clause 12, Termination Clause 12, Termination
Page 22 and
Week Definition for Royalty Calculati ü page 25 Clause 2 F&B commision Not Mentioned in the contract Not Mentioned in the contract Not Mentioned in the contract
Date of Review: 05.08.2021

Reviewer: Hassan, Sajal
Function Area-Revenue Stream: UPS MIDDLE EAST FZE
Contract Number (FNA Ref) N/A
Clause
Clause Ref:
Contract Term ü Page3
Recitals ü Page 4
Page 22 , Page
25 , Page 33 ,
Commercial Terms ü Page 35 , Page
36
Page 51 and
Reporting ü page 52
Invoicing
Page 50 and
clause 1.4 and
Payment Terms ü Page 51 ,
Clause 3.4
Page 51 ,
VAT ü Clause 3.2
Penalty Clause ü
Right to Audit Clause ü Page 12

Page 51 and
Final Reconciliation ü page 52
Week Definition for Royalty Calculation

08.2021
ssan, Sajal
S MIDDLE EAST FZE
A
Notes and Descrptions
UPS MIDDLE EAST FZE
Since this is a draft , Effective date is not mentioned yet.
1)The Parties have entered into the Official Partnership

Agreement by virtue of which the Company has a right to set-
up and run shipping counters at the Expo Site and provide
other Services.
2)The Parties have also
entered into the Logistics Services Agreement by virtue of
which the Company has been granted exclusivity in respect of
the provision of certain customs, freight, and logistics services
to Expo 2020. D.
3)The Company has represented to Expo 2020 that it has
considerable experience in providing services similar to the
Services and is ready, able and willing to supply the Services
on the terms and conditions of this Agreement.
4)Expo 2020 wishes to engage the Company to

provide the Services in accordance with the terms and
conditions of this Agreement, and the Company accepts such
engagement.
Service Charges : The Service Charges shall be calculated
based on the percentage of total square meters that the
Licensed Areas occupy within the OSR Footprint which is
currently estimated as a percentage to be:
Licensed Areas – 43.88 m2 in total = approximately1% of the
OSR Footprint, The Company acknowledges that the
service charges for the OSR Footprint is AED530,000.
Accordingly, the Company agrees to pay AED 5,300 as Service
Charges for the Licensed Areas.
Security Deposit : Not mentioned in the contract.

Minimun Guarantee : Not
mentioned in the contract.
Performance Grantte : Not mentioned in the contract.
During the Operational Period, performance reports shall be collated

daily and sent electronically to Expo 2020 in the format agreed
between the Parties.
1)These reports shall include a sales report detailing the following
information and data in respect of each day of the Operational Period:
2)The total daily revenue generated in each Licensed Area.
3)The total quantity of the End-User Services provided in each
Licensed Area.
4)The total number of transactions in each Licensed Area.
5)the total number of transactions that have occurred in each
Licensed Area per each hour of operation
6)The average
transaction value in each Licensed Area.
7)An overview of any customer communications received, including
any feedback (including complaints) received from customers in
relation to the Business (including the End-User Services)
8)Any other information or data which Expo 2020 reasonably
requests. 9)The Company shall produce and provide
to Expo 2020 each week a report which collates the information set
out in the daily performance reports over the past seven (7) calendar
days, to build a weekly summary.
10)The reporting week for the weekly summary runs from Sunday to
Saturday.
11)The Company shall submit an electronic copy of each completed
report on the first day of the reporting week (Sunday).
12)From time to time, Expo 2020 may
need additional reports, or may require for reports to be run for
specific dates, and the Company shall provide the information
required and use its best endeavours to provide any other reasonable
assistance or data that Expo 2020 may require throughout the Term
for
Notperformance
mentioned inmonitoring,
the contractcompliance, reporting or other purposes.
All payments under this Agreement shall be made in United
Arab Emirates dirhams and by way of electronic bank transfer
of funds into Expo 2020's bank account, as applicable, details
of which shall be notified to the Company hereinafter.
The invoicing structure and the payment

date(s) for the Service Charges, as well as all other necessary
information, shall be as set out in the Operational Plan.
However, the Company agrees that the Company shall pay
for the Service Charges by a single payment within thirty (30)
calendar days from the date of the invoice issued to the
Company.
All sums payable under this Agreement are expressed

exclusive of VAT and, where properly chargeable at law, VAT
shall be payable by the Company in addition to the sum in
question.
Not mentioned in the contract
The Company shall maintain complete, accurate and up-to-

date books of account in accordance with generally accepted
accounting principles with respect to all transactions relating
to this Agreement and shall retain the same together with all
invoices, correspondence, records, accounts and computer
data relating to the same during the Term and for a period of
five (5) years from the expiry or termination of this
Agreement. Such records and books shall be kept separate
from any records and books not relating solely to this
Agreement and be open during normal business hours to
inspection and audit by Expo 2020 (or its nominee), who shall
be entitled to take copies of, or extracts from, the same. Such
right of inspection of Expo 2020 shall remain in effect for a
period of five (5) years after the termination of this
Agreement.
Mentioned in POS equipment

Mentioned in the Reporting and governance clause.
Mentioned in Terms and termination


Reviewer: Sajal Tomar, Rachel Javier and Hassan
Function Area-Revenue Stream: Ultra Brasserie Restaurant LLC
Claus
e
Clause Title Prese
Clause Ref:
nt?
Contract Term ü
Recitals ü Page 2
Page 7 and Page

30 ,Schedule 3
Financials ü Revenue &
Payments ,
clause 2
Reporting ü Page 23
Payment Page 7
VAT ü Schedule 3
Right to Audit Clause Page 8
Week Definition for Royalty Calculat ü Page 22

Aug-21
al Tomar, Rachel Javier and Hassan
ra Brasserie Restaurant LLC
OS/F&B/6001
Notes and Description's
Ultra Brasserie Restaurant LLC
The term of this Agreement commencing on the Effective Date 04/08/21 and (subject to earlier
termination) expiring on 30 June 2022;
-The Second Party (Expo) hereby grants to the First Party (Ultra Brasserie), and the First Party
accepts, the right during the Term to provide the operations and the management of the Catering
Area in accordance with this Agreement.
Total restaurants - 7 - As per Schedule 2
In Schedule 2 - below is the list of services:
• Project planning;
• Budgeting and financial reporting;
• Procurement of all resources required to perform the Services;
• Operations; and
• Financial reconciliation.
Revenue Share - All revenues generated from operating the Catering area are owned by the
second party (Expo 2020) and all proceeds should be deposited by the first party (the service
provider) on daily basis in a bank account owned and operated soley by the second party.
Management fees of 3% on net sales

Upto 25% of EBITDA = 10% of EBITDA
25%-35% of EBITDA = 12.5% of EBITDA
>35% of EBITDA = 15% of EBITDA
Security Deposit (SD) - Cheque equivalent to 2 months working capital draw down
Performance Guarantee - shall take the form of:

(a)Management Fees for the period of January 2022 to March 2022 will be held by the
Second Party until handover of the Catering Area.
(b)The maximum Management Fee to be held will be 10% of the Capex. (CAPEX not
defined)
The service provider shall issue daily reports to Expo 2020 DAILY digitally. The report pack
should consist of but will not be limited to:
A)Cashier closing
reports
B)RIAB's sales report.
C)Credit card settlement Reports.
D)Cash Deposit slips.
The service provider shall issue financial revenue reports to Expo 2020 Team on Monthly basis ,
showing performance of the Catering area.(detailed P&L,Vendor Invoices,Delivery Notes,Payroll
Slips)
The Management Fee will be paid on a monthly basis from September 1st 2021 until 31st
December 2021 , the management fee from 1st January 2022 until March 31st 2022 will be paid on
the handover of the catering area by the service provider to Expo 2020. Expo 2020 has the right to
deduct an amount from the management Fee if there is any damage caused by the service provider
on any assets that belong to Expo 2020
All revenues generated through the catering area owned by expo and it will be dposited to Expo
bank account on daily basis by the operator.
Payment Process From Expo 2020 To Service Provider

The Operational Cost will be funded by the Expo and deposited in a designated bank account
operated by the Service Provider (“the Operating Account”). The funding of the Operating
Account will be every two months in advance (at the beginning of the calendar month) based on
the monthly forecasted cash flow submitted by the service provider and approved by Expo.
months.
VAT invoices.
Reporting and audit is mentioned in the contacts. See page 8 for details.
RIAB POS System

The Service Provider and Associated Parties agree that it shall use the POS (RIAB) Equipment and
acquirer services as provided by Expo 2020 for payment purposes during the Operational Period.
For the avoidance of doubt, the POS (RIAB) Equipment provided to the Service Provider and
Associated Parties shall not belong to the Service Provider and the Service Provider and
Associated Parties shall not damage or destroy the POS (RIAB) Equipment and shall use the POS
(RIAB) Equipment strictly in accordance with Expo 2020’s guidelines
Clause 11, Termination
All revenue belongs to Expo.


Reviewer: Sajal Tomar, Rachel Javier and Hassan Iftikhar
Function Area-Revenue Stream: Media One Hotel FZ-LLC
Claus
e
Clause Title Prese
Clause Ref:
nt?
Contract Term ü
Recitals ü Page 2
page 7 and Page

Financials ü 30 Security
Deposit.
Payment Page 6
VAT ü Schedule 3

Week Definition for Royalty Calculat ü
Aug-21
al Tomar, Rachel Javier and Hassan Iftikhar
dia One Hotel FZ-LLC
OS/F&B/6002
Media One Hotel FZ-LLC

Expo 2020 will grant access to the service provider in order for this latter to occupy the catering
area from the catering area access date to the catering area Expirey date (Term) and desire to
utilize the service provider services to facilitate the management and the operations of 3 Concepts
at 7 locations. Scope of Services and
specification are indicated in Schedule 1.
Total catering area-3-schedule 1
In schedule 3 below
list of services are included.
This includes but is not limited to:
x Project planning;
x Budgeting and financial reporting;
x Procurement of all resources required to perform the Services;
x Operations; and
x Financial reconciliation.
Management Fees - 2.5% of Net sales

Incentive:-
- EBITDA up to 25% of total Gross Operating Revenue = 10% of entire EBITDA
- EBITDA 25-35% of total Gross Operating Revenue = 12.5% of entire EBITDA
- EBITDA above 35% of total Gross Operating Revenue = 15% of entire EBITDA
Security Deposit (SD) - Equivalent to 2 months working Capital draw down
Performance Guarantee - shall take the form of:

(b)The maximum Management Fee to be held will be 10% of the Capex.(CAPEX Not Defined)
Weekly and Monthly. (Reports needs to daily also)

Revenue - All revenues generated through the catering area owned by expo and it will be dposited
to Expo bank account on daily basis by the operator.
Payment Process - The Operational Cost will be funded by the Expo and deposited in a
designated bank account operated by the Service Provider (“the Operating Account”). The funding
of the Operating Account will be every two months in advance (at the beginning of the calendar
month) based on the monthly forecasted cash flow submitted by the service provider and approved
by Expo.
calendar month.
VAT invoices.
Clause 5.2

Function Area-Revenue Stream: The Westin Hotel Dubai mina seyahi Beach resort & Marina
Claus
e
Clause Title Prese
Clause Ref:
nt?
Contract Term ü
Recitals ü Page 2
page 7 and Page

Financials ü 30 Security
Deposit.
Payment Page 6
VAT ü Schedule 3
Week Definition for Royalty Calculat ü
Aug-21
e Westin Hotel Dubai mina seyahi Beach resort & Marina
OS/F&B/6003

The Westin Hotel Dubai mina seyahi Beach resort & Marina

The service provider wishes to engage with Expo 2020 to operate and manage the GCC Food Hall
at Expo 2020 site. The service provider has all the required knowledge and expertise in operating
and managing Food and Beverage spaces.
Number of catering area - GCC Food Hall with 2 locations
The Scope of Services includes but not limited to:

Project Planning
Budgeting and Financial reporting
Procurement of all resources required to perform the services
Financial Reconciliation
Management Fees;- 5% on net sales

Incentive Fees of:
(i) EBITDA up to 25% = 10% of EBITDA
(ii) EBITDA 25.1-35% = 15% of EBITDA
(iii) EBITDA above 35.1% = 20% of EBITDA
Planning Service Fee;- AED 70,000 Fixed monthly for planning , strategy ,
estabilishing,contracting, recruitment, visa and other services. (other services needs to be
defined).
Back of the house Fee : AED 120,000 Fixed monthly fee
Security Deposit (SD) - Equivalent to 2 months Cash draw down for the working capital
DAMAGE GUARANTEE : 10% of the Capex amount – AED 1,567,391.55 4.2
Capex contribution of Expo ;- 100%
OPEX contribution;- The funding of the Operating Account will be every two months in advance
(at the beginning of the calendar month) based on the monthly forecasted cash flow submitted by
the service provider and approved by Expo.
months.
A)Cashier closing
reports
B)RAIB's sales report.
C)Credit card
settlement Reports.
The service provider shall issue financial revenue reports to Expo

2020 Team on monthly basis , showing performance of the Catering area.
by Expo.
calendar month.
VAT invoices.
Clause 5.2

Function Area-Revenue Stream: Ruya Restaurant LLC
Claus
e
Clause Title Prese
Clause Ref:
nt?
Contract Term ü
Recitals ü Page 2
page 28
schedule 3and
Financials ü Page 28
Security
Deposit.
Invoicing ü Page 8
Payment Page 9
VAT ü Schedule 3
Week Definition for Royalty Calculat ü Page 22

Aug-21
ya Restaurant LLC
OS/F&B/6004

Ruya Restaurant LLC

Expo 2020 will grant access to the service provider (Ruya Restaurant LLC) in order for this latter
to occupy the catering area from the catering area access date to the catering area Expiry date
(Term) and desire to utilize the service provider services to facilitate the management and the
operations of OS07 site in catering area.
Scope of Services and specification are indicated in Schedule 1 & 2
Total restaurant -1
The roles are following but is not limited to:

x Project planning;
x Budgeting and financial reporting;
x Procurement of all resources required to perform the Services;
x Operations; and
x Financial reconciliation.
Revenue Share:- 100% revenue to Expo 2020.
Management fees:- 5% on net sales
Management incentive:-
EBITDA up to 25% = 10% of EBITDA
EBITDA 25-35% = 12.5% of EBITDA
EBITDA above 35%= 15% of EBITDA
Security Deposit (SD) - equivalent to is missing
Capex contribution of Expo is : 100%
Performance Guarantee -
(b)The maximum Management Fee to be held will be 10% of the Capex.
A)Cashier closing
reports
B)RAIB's sales report.
C)Credit card
settlement Reports.
The service provider shall issue financial revenue reports to Expo

2020 Team on monthly basis , showing performance of the Catering area.
by Expo.
calendar month.
VAT invoices.
Reporting and audit is mentioned in the contacts. See page 10 for details
The First Party (Ruya Rest LLC) shall notify the Second
Party’s (eXPO 2020) Representative immediately upon becoming aware of any matter which: (i)
might materially impact on the provision of the Services in the
manner contemplated by this Agreement or the ability of the First Party to provide the
Services; or (ii) which may properly be considered as material to the interests of the Second
Party, and such notification shall contain full details of such matter. .
Not mentioned in the contract , Only defenation of "POS EQUIPMENT" is on page 6 but
the details are not mentioned in the contract.
The Second Party (Expo
2020) may terminate this Agreement in whole or in part for convenience by giving
at least 60 (sixty) days’ prior notice to the First Party(Ruya Restaurant). Upon receipt of such
notice, the First
Party shall immediately terminate its performance of the Services, minimize expenditures and
any other impacts in respect of the termination. In such case, the Second Party shall pay all
outstanding Fees incurred until the termination date. In addition, the Second Party agrees to
compensate all damages and Fees for the remaining Term of the Agreement. Such Fee amount
shall be calculated, on the basis of the average monthly Fees paid by the Second Party until
the termination date.
All revenue belongs to Expo.

Claus
e
Clause Title Prese
nt?
Contracting Party ü Page 1 The Burrow Flowers and Gifts Trading LLC
Page 1 & Page Commencing on the Effective Date and (subject to earlier termination) expiring on
Contract Term ü 18 June 30, 2022.
Recitals ü Page 1
services (license)
Concession Fees - Expo 2020 shall be entitled to receive 20% Commission from the Caterer
based on Gross Revenue.
Minimum Guarantee - AED 113,568 (2 equal Installments of AED 56,784 dated 15th Jan 2022 &
10th Apr 2022)
(The date of payment 2 should be 31 March 2022 since it is the last day of Expo)
Performance Guarantee - AED 653,000
(The presentation in the contract of Service Charges should be
AED 10 weekly charge per m2 and AED 600 total weekly charge)
---------------------------------------------------------------------------------------------------------------------
Expo Capex Contribution - AED 653,000 (to be paid in installments )
Comment from M.Shqeir before- Clause needs to be deleted based on

agreement with Legal team
RIAB
In addition to the Caterer’s obligations in relation to Commercial Partners rights, the
Caterer is obligated to use the POS Equipment and acquirer services as provided by
Sales System (Data Capture) ü Page 5 Expo 2020 or Emirates NBD or as directed by Expo 2020 or a newly-appointed
third party as notified to the Caterer by Expo 2020. The Caterer agrees to use the
POS Equipment in accordance with the terms and conditions of Expo 2020 and the
supplier of the POS Equipment.


Reviewer: Sahaya Lerins, Saniya Khan
Function Area-Revenue Stream: Retail - Expo Owned Stores
Contract Number (FNA Ref) SA1224
Claus
e
Clause Title Prese
nt?
Contracting Party ü Page 1, 3 Event Lab FZ LLC
Page 3 ,4 & Commencement Date 07 Sep 2021(or signing date) and (subject to earlier
Contract Term ü Page 18 termination) expiring on 06 Apr 2022.
Service Provider understand that positive retail engagement will be a key component of the
visitor experience at EX20.The opportunity to offer an innovative and unique engaging
experience with Emirati design and crafts through the stories of local artisans and the
creativity of local designers will be a source of revenue to assist in offsetting the significant
costs of staging the event.
Service Provider will follow a “service-fee” approach. A potential retail operator will
operate the store with key deliverables that will assist the revenue streams as mentioned
Recitals ü Page 8 below. All activities ranging from activations, installations and decommissioning will be
included in the retail operator’s scope of work.
Service Provider will ensure that the Store Fit-outs/Layouts and basic infrastructure are
installed prior to the onboarding of the potential retail operators.
Service Provider will operate a store footprint of 197 sqm strategically located at the
(parcel E). This key location will be Service Provider
The store operating hours will be from 09 A.M to 12 A.M on weekdays and from 09:00
A.M to 2 A.M on weekends.
Total Contract Value: AED 637.414.00

Payment: 20% (AED 127,482) upon confirmation and signing of SFSA
Remining 80% in 7 qual intsllments (AED 72,487) are due end of each
month from Sep 2021, last (March 2022) installment is due on 25th Apr 2022
The Service Provider acknowledges and agrees that Expo2020 shall issue a Purchase Order
in the event of a variation of Low Value Transaction = Less than AED 100,000
Invoicing & Payments

Page 1 All the Invoices shall be accompanied by original time sheets duly signed by the
Appendix 1:
Expo2020’s authorized personnel. All staff-related rates shall be deemed all-inclusive and
Commercial Terms ü Page 11
the Company will not be eligible to claim for any overheads (admin, F&B, office, personal,
Appendix 2:
Page 16, 17 and transportation expenses, etc.).
REPLENISHMENT REQUIREMENTS
The inventory plan will be based on each store having a full day’s stock available in-
store at the start of each day, supplemented by the basement storage.
Fee and Payment

The Service Provider shall issue an invoice(s) for the Services provided in accordance with
the Payment Terms set out in the Particulars. Invoices should be sent electronically to Ex20
Accounts payable department (AP@expo2020.ae)
Appendix 1:
Reporting ü Page 10 Reporting is through RIAB, reporting period is not mentioned in the agreement
Appendix 2:
Invoicing ü Page 16 Monthly as per Invoice sumbission date by the Service provider for Service Fee
Appendix 2:
Payment Terms ü Page 16 30 Days net, as per due dates mantioned in agreement
VAT Tax applicability of Service Charges are not mentioned in the agreement
Penalty Clause No Penaulty Clause mentioned in this agreement
Right to Audit Clause No Right to Audit clause mentioned in this agreement
Appendix 1: RIAB, there is no specific sentence in the agreement mentioning the Service
Sales System (Data Capture) ü Page 10 Provider will record all the sale transactions in/ through RIAB POS
Appendix 2: No Final reconiliation clause mentioned in the agreement, service fees are settled as
Final Reconciliation ü Page 16 per payment plan

Reviewer: Sajal
Contract Number (FNA Ref) Draft
Clause Title Clause Ref:
Contracting Party Page 1
Contract Term Page1
Recitals Page 1
Commercial Terms Schedule 3
Reporting Schedule 3
Invoicing Schedule 3
Payment Terms Schedule 3

VAT Schedule 3
Penalty Clause Schedule 3
Sales System (Data Capture)
Final Reconciliation Schedule 3
Termination Clause Page 8

14-Sep-21
Sajal
Concessions - F&B
Draft
COFINA
This Agreement shall commence on the Effective Date and shall continue, unless earlier terminated pursuant
to this Agreement or otherwise agreed by the Parties in writing, until the Service Area Expiry Date
(30/06/2022). The Parties may, by virtue of a written amend, extend the Term of this Agreement.
Expo 2020 hereby appoints the Caterer and the Caterer accepts the appointment at the Expo and will perform
the Services and every obligation contained in this Agreement to the Standard of Care.
Expo grants a non-exclusive right to occupy the Catering area to deliver the required Catering services
(license)
There will be 1 Location opportunity districts.

Concession Fees - Percentage of 15%
Minimum Guarantee - 0
Performance Guarantee -0
Security Deposit - A undated cheque will be provided to EXPO 2020 AED7,500
Service Charges - AED 75 Weekly
Daily and Weekly
Weekly
30 Days net, as per due dates mentioned in agreement

All invoices submitted by the Service Provider to Expo 2020 must be valid VAT invoices.
If the service provider fails to pay any outstanding due within 30 days Expo 2020 is
entilted to charge intrest 2.5% for all overdue amounts.
Up to 3 years after the termination of Agreement
Missing
Within the Security Deposit clause

Date of Review:
Reviewer:
Function Area-Revenue Stream:
Clause Title
Contracting Party
Contract Term
Recitals
Commercial Terms
Reporting
Invoicing
Payment Terms
VAT
Penalty Clause
Sales System (Data Capture)
Final Reconciliation
Termination Clause
30-Aug-21
Hassan iftikhar , Sajal Tomar
Concessions - F&B
COS/F&B/1052
Independent Restaurant Management LLC

June 30, 2022.
services (license)
Concession Fees - Expo 2020 shall be entitled to receive 7% Commission from the Caterer based on
Gross Revenue.
Minimum Guarantee - AED 50,000 (2 equal Installments of AED 25,000 dated 15th Jan 2022 &
10th Apr 2022)
Performance Guarantee - AED 200,000 /-
Security Deposit - AED 15,000/- Charged at AED 300 per square meter
Missed Milestone Fees - AED 200,000/- (Charged at AED 4000/- per 50 m2)
--------------------------------------------------------------------------------------------------------
Expo Capex Contribution - AED 653,000 (to be paid in installments )
Daily and Weekly
Weekly
All values in the contract are VAT exclusive.
Comment from M.Shqeir before- Clause needs to be deleted based on

agreement with Legal team
3 years is mentioned in the draft contract (based on standard and approved

CSA template) but they are proposing to change it to 1 year only - for
approval.
RIAB
In addition to the Caterer’s obligations in relation to Commercial Partners rights, the
Caterer is obligated to use the POS Equipment and acquirer services as provided by
Expo 2020 or Emirates NBD or as directed by Expo 2020 or a newly-appointed
third party as notified to the Caterer by Expo 2020. The Caterer agrees to use the
POS Equipment in accordance with the terms and conditions of Expo 2020 and the
supplier of the POS Equipment.


Reviewer: Hassan iftikhar , Sajal Tomar
Contract Number (FNA Ref) SA1223
Contract Term Page1
Recitals Page 1
Schedule 3
Commercial Terms & Schedule
5
VAT Schedule 3

Sales System (Data Capture) Schedule 1

31-Aug-21
Hassan iftikhar , Sajal Tomar
Concessions - F&B
SA1223
Orora DMCC
(license)
There will be 3 Food Truck Parks, one in relation to each of the 3 themed districts along with a Carousel Plot
and 16 Carts distributed across the Expo Site.
Opportunity Food Truck Plot – C46

Sustainability Food Truck Plot – SUSB02
Mobility Food Truck Plot – MSB02
Various Carts – 16 Carts
Concession Fees - Percentage of 15% except for the Partners which will be as follows:
1)Al Amar Foods LLC (Dominos) will be at 10% of the total revenue that will be paid directly to the
Service Provider and subsequently transferred to Expo.
Capped Contract Amount : The Capped Contract Amount shall be AED 15,589,381.35 (UAE Dirhams
Fifteen Million Five Hundred Eighty Nine Thousand Three Hundred Eighty One and Thirty Five fils only)
excluding VAT. The BOQ is provided as a breakdown of costs, wherein if any items are removed or
unutilised by the Service Provider appropriate deductions shall be made by Expo 2020.
Minimum Guarantee - Not mentioned in the contract.
Performance Guarantee -of AED 730,029.30 within 28 days after receiving the Letter of Acceptance.
Security Deposit - A cheque will be provided to EXPO 2020 to cover the advance payment.(Specfic amount
not mentioned)
Service Charges - Not mentioned in the contract.
Missed Milestone Fees -The Service Provider will be responsible for the development and implementation
of a number of plans and deliverables in accordance with the timeframes outlined in Contractor Deliverables
Schedule. All Plans are subject to Expo 2020’s review and approval (Amount Not mentioned in the
contract.)
--------------------------------------------------------------------------------------------------------
Expo Capex Contribution - Expo 2020 agrees to provide full funding of the capex requirements to the
Service Provider] in relation to the PDI Works and/or purchasing Service Provider Equipment for use
exclusively in the Service Area (“Capex Funding Amount”). Amount not mentioned in the contract(Page
10 clause 14)
Daily and Weekly
Weekly
entilted to charge intrest (% of intrest not mentioned) for all overdue amounts.

RAIB
Expo 2020 will provide one POS
System at no cost to the Food Truck, F&B Operators in Containers, Kiosks and Carts
providers which will include, a receipt printer, payment terminal and cash drawer. Any
applicable transaction and acquirer fees will be charged to the Operator(s).
There will be many occasions where Expo 2020 will provide alphanumerical vouchers do
a variety of client groups such as school groups and tour Operator(s) packages, these will
be redeemable only through the RIAB system.
All Food Trucks and F&B Carts must use the Expo 2020 RIAB system, no exceptions will
be permitted.
A catalogue of additional hardware been included as an appendix to this Scope of
Services, these charges will apply if the user requires additional equipment. The IT and
Communications plan due in May 2021 sure include the number of POS required. Expo
2020 will ensure RIAB operations and scoping is included in the integrated operational
planning meetings.
Note: 3 power points will be required to operate the system.
Refer to:
- RIAB Summary
- RIAB Catalogue


Reviewer: Hassan
Contract Term Page1
Recitals Page 1

VAT Schedule 3
Page 6 ,
Sales System (Data Capture) clause 6

15-Sep-21
Hassan
Concessions - F&B
Draft
Horizon Hospitality
(license)

Concession Fees - Percentage of 15% (On gross revenue)
Minimum Guarantee - Not mentioned in the contract
Performance Guarantee -Not mentioned in the contract
Security Deposit - 150,000 /- aed charged on 443 m2 catering area.
Service Charges - AED 2215 /- total weekly invoice (Catering area 43 m2 , 5/- aed per square meter)
Daily and Weekly
Weekly

entilted to charge intrest 2.5% per annum for all overdue amounts.
Caterer acknowledges that Expo 2020 may require the Caterer to use the POS Equipment
and acquirer services as provided by Expo 2020 or as directed by Expo 2020 or a newly
appointed third party as notified to the Caterer by Expo 2020. The Caterer agrees to use
the POS Equipment in accordance with the terms and conditions of Expo 2020 and the
supplier of the POS Equipment. In the event that the Caterer does not use the POS
Equipment, the Caterer is obliged to integrate with Expo 2020 revenue management
application at the Caterer’s cost for royalty calculation purposes


Reviewer: Hassan
Contract Term Page1
Recitals Page 1

VAT Schedule 3
Page 6 ,
clause 10 &
clause 3

16-Sep-21
Hassan
Concessions - F&B
Draft
WOFL
(license)

Concession Fees - Percentage of 20% (On gross revenue)
Security Deposit - 50,000 /- aed charged on 60 m2 catering area.
Service Charges - AED 300 /- total weekly invoice (Catering area 60 m2 , 5/- aed per square meter)
Daily and Weekly
Weekly

entilted to charge intrest 2.5% per annum for all overdue amounts.
RAIB (Retail in a box)

Contract Review Checklist -Financ

Reviewer: Hassan , Sajal
Contract Number (FNA Ref) COS/RCC/2001
Contract Term Page1
Recitals Page 1
Commercial Terms Page 1 , 2
Reporting Page 9
Invoicing Page 9
Payment Terms Page 9
VAT Page 5
Page 10,
Penalty Clause clause 9
Page 10,
Right to Audit Clause clause 9
Sales System (Data Capture) N/A
Final Reconciliation Page 6

21-Sep-21
Hassan , Sajal
Concessions - F&B
COS/RCC/2001
Maritime and mercantile internatinal (MMI)
Expo 2020 hereby appoints the Vendor and the Vendor accepts the appointment at the Expo and will be
exclusive provider of alcoholic beverage supply and services to Expo 2020.
Concession Fees - Percentage of 3.5% (On gross revenue) on purchases upto 20m
- Percentage of 4.5% (On gross revenue) on purchases above 20m
Security Deposit -25000/- aed
Service Charges -Not mentioned in the contract
Clause 9 ,Weekly
Clause 9 , Monthly invoice taking in account weekly reports
Clause 9 ,45 Days net of the date of the any invoice.
Only the defination of VAT is mentioned, No clause mentioned related VAT mentioned in the contract
If an inspection or an audit should revel a discrepancy between an amounts actually being
paid by the vendor to Expo 2020 and those payable under this agreement an intrest of
2.5% will be charged above the base lending rate of EIBOR. In the event that the
discrepancy is greater than 2% will be reimbursed to Expo 2020 in respect to any
professional charges incurred for such audit
Within the Term and security cheque clause

ntioned in the contract
Contract Review Checklist -Financ

Reviewer: Saniya Khan
Function Area-Revenue Stream: Retail - On site Store
Contract Number (FNA Ref) LAR/SWT/68
Page 4 - On-site Agreement

Contracting Party Page 1 - Tripartite
Assignment Agreement
Page 4 - On-site Agreement

Contract Term Page 22 - Clause 15.1
Recitals Page 2, Clause 2.1
Clause 2.2 (b) - Tripartite

Commercial Terms Assignment Agreement
Reporting Page 34 - Clause 6.5
Invoicing Page 50 - Clause 1.4
Payment Terms Page 50, Schedule 4
VAT Page 51, Clause 5.2
Penalty Clause
Page 48, Clause 22
Right to Audit Clause Page 51, Clause 5.1
Sales System (Data Capture) Page 34, Clause 6.4
Final Reconciliation
Termination Clause Page 22 - Clause 15
Week Definition for Royalty Calculat
e Store

Rivoli Group LLC - Trade License num 203260, with its headquarters located at 1 Sheikh
Zayed Road, 23rd Floor, H hotel Office towers, Dubai, UAE , (the "Retailer")
Commencement Date - 21st Sep, 2021

Rights to set-up and run the on-site Retail units at the site and provide the retail services
Rental Fee of Aed 260,000

Responsible to pay for all the operating charges (Water, electricity etc)
Access to Live dashboard
Weekly performamnce report to Expo team in agreed format
Monthly performance report - format still to be decided and subject to revision based on
requirements
Invoicing structure to be as per Operational plan
Monthly invoices and payment within 30 days of invoicing
Service charge of 3.93% of Aed 530,000 during the operational period
Fee of Aed 260,000 in three installments - (First: Aed 78,000 - 7 Sep, 2021), (Second: Aed
91,000 - 7 Nov, 2021), (Third: Aed 91,000 - 7 Jan, 2022)
Security Deposit Cheque of an amount Aed 115,650 - within 30 days of Commencement
date
Utilities - Store wise i.e. Sustainability, Mobility and Opportunity Stores - 4.29% each and
Metro Plaza - 20.94%
All sums payable under this agreement are exclusive of VAT, and, where properly
chargeable at law, VAT shall be payable by the Retailer in addition to the sum in question
No Clause
Keeping records in accordance with GAAP for sudit and inspection by Expo 2020 yteam
for 5 years from Termination of Agreement
"Live" dashboard integrated with any system used by Expo 2020, including Expo 2020's
CRM system)
No Clause
Terms and Termination
NA
22-Sep-21
Saniya Khan
Retail - On site Store
LAR/RET/126-AMD2
Amendment-1
Swatch Ltd , a company incorporated and registered in Switzerland, with its headquarters
located at Nicholas G Hayek Strasse 1, 2502 Biel/Bienne, Switzerland (the "Assignor")
Rivoli Group LLC, with its headquarters located at 1 Sheikh Zayed Road, 23rd floor, H
Hotel Office, towers, Dubai, UAE, (the "Assignee")
Effective Date - 21st Sep, 2021
End Date - 20 April, 2022
4 Retail shop-in-shops with a combines approximate size of 170 sqm and bearing the co- Saniya Khan:
brand, at least one of which shall have an approximate size of 80 sqm (the "On-site Retail 60% Licensed
Footprint") Products
The right to sell the licensed products bearing the Co-brand and Swatch-branded 40% Swatch
products

Reviewer: Saniya Khan
Function Area-Revenue Stream: Online
Contract Number (FNA Ref) LAR/RET/74
Contract Term Page 1
Recitals Page 1
Commercial Terms Page 7
Reporting
Invoicing Page 7
Payment Terms Page 7

VAT Page 7, Clause 11.4
Penalty Clause No Clause
Right to Audit Clause No Clause
Sales System (Data Capture) No Clause
Final Reconciliation No Clause
Termination Clause Page 5, 6- clause 8.2. 8.3
Week Definition for Royalty Calculat No Clause

Souq.com FZ LLC a limited liability company
Agreement Date- 11th March, 2020 (Commencement date isnt mentioned)
Expiry Date - 31 July 2021
Amazon is the owner and the operator of the Site
The Brand owner wishes to appoint Amazon on an exclusive basis to host its official e- Saniya
commerce site in the territory for the sale of the products Khan:
Exclusivity
The Brand owner wishes Amazon to create a branded store on the site that uses the
Clause - 2
branding of the Brand owner in accordance with the applicable terms and conditions made
available on advertising. amazon.com.ae/terms
A fee of an amount of 25,000 payable by Amazon to Brand owner

An amount payable by the Brand owner to the Amazon is Aed 25,000
Upon the commencement date, each part will raise an invoice equivalent to the amount
mentioned above to the other party, which will be paid within 30 days from the receipt of
the invoice.
30 days from the receipt of invoice
Each party responsible to pay all taxes and governmental fees and charges
Saniya Khan:
Nothing mentioned as penalty
Aggregate liability of
Nothing mentioned for audit the parties to each
other arising in tort, for
Nothing mentioned for Sales report breach of contract or
Nothing mentioned for final recon otherwise shall be no
more than USD
Term 100,000
Nothing Mentioned as roylaty

Contract Review Checklist-FNA

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Contract Review Checklist -Finance

Date of Review: 18-Aug-21

Contracting Party ü Page 1 ICHARGE AUTOMATIC VENDING MACHINES SERVICES LLC

Reporting ü Schedule 3 Daily, Weekly & Monthly

Penalty Clause Paragraph 4.9 is missing from Schedule 3.

Final Reconciliation Pg 57 Within the Security Deposit clause

Date of Review: 8-Aug-21

Contracting Party ü Page 1 Aster Pharmacy LLC

Reporting ü Schedule 3 Daily, Weekly & Monthly

Penalty Clause Not Mentioned

Final Reconciliation Not Mentioned

Date of Review: 28-Jun-21

Contracting Party ü Page 1 Canon Emirates (LLC)

Reporting ü Schedule 3 Daily, Weekly & Monthly

Invoicing ü Schedule 3 Weekly

Payment Terms ü Schedule 3 30 Days from invoice date

VAT ü Schedule 3 as applicable

Final Reconciliation ü Page 3 Within the Security Deposit clause

Date of Review: 28-Jun-21

Contracting Party ü Page 1 Falcon Aviation Services LLC

Final Reconciliation ü Page 25 Within the Security Deposit clause

Date of Review: 3-Feb-20

Performance Bond - 10% of total Fit Out budget

Date of Review: 20-Feb-20

Contracting Party ü Page 1 Armed Force Officers Club Hotel (Caterer)

Contract Term ü Page 1 10th February 2020 to 31 May 2021

Commercial Terms ü Page 3

Security Deposit ü Page 3 AED 150,000

Reporting ü Page 15 Daily and Weekly

Invoicing ü Page 15 Weekly

Payment Terms ü Page 15 30 days

VAT ü Page 10 as applicable

Sales System (Data Captu ü Page 26 Retail In A Box

Date of Review: 19-Dec-19

Final Reconciliation ü Page 25 Within the Security Deposit clause

Date of Review: 95-Sep-19

Reporting ü Schedule 3 Daily and Weekly

Invoicing ü Schedule 3 Weekly

Payment Terms ü Schedule 3 30 Days net

VAT ü Schedule 3 All values in the contract are VAT exclusive

Right to Audit Clause ü Page 3 no period indicated

Final Reconciliation ü Page 3 Within the Security Deposit clause

Date of Review: 19-Dec-19

Contracting Party ü Page 1 Catering Services Agreement - Coffee Kiosks

Concession Fees - % based rates TBD

Reporting ü Schedule 3 Daily and Weekly

Invoicing ü Schedule 3 Weekly

Payment Terms ü Schedule 3 30 Days from invoice date

VAT ü Schedule 3 as applicable

Final Reconciliation ü Page 3 Within the Security Deposit clause

Date of Review: 26-Sep-19

Contracting Party ü Page 4 Catering Services Agreement - Template Final

Caterer to provide various services which includes the supply and

Concession Fees - rates TBD (Concession fees applies to the

Minimum Guarantee ü Page 70 2 installments; PDC's as security for Minimum Guarantee

Payment Terms ü Page 15 30 Days net

shall remain in effect for a period of three yearss after the

Date of Review: March 1 2020

Reviewer: Jerome Salundaguit, Benie Manzanares and Abigail Antonio

Function Area-Revenue Stream PARTNERSHIP

Contract Number (FNA Ref) Official Partnership Agreement

Payment Terms None

Date of Review: 29-Sep-19