DAIMLER AG, : : Defendant
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Case 1:10-cr-00063-RJL Document 3 Filed 03/24/10 Page 1 of 2 UNITED STATES DISTRICT COURT FOR THE DISTRICT OF COLUMBIA UNITED STATES OF AMERICA, : : Plaintiff : : v. : : CRIMINAL NO.: 1:10-CR-063 DAIMLER AG, : : Defendant. : __________________________________________: NOTICE OF FILING OF DEFERRED PROSECUTION AGREEMENT The United States of America, by and through its counsel, the United States Department of Justice, Criminal Division, Fraud Section (the “Department”), hereby gives notice of the filing of the attached deferred prosecution agreement between the Department and Daimler AG in the above-styled matter. Respectfully submitted, DENIS J. MCINERNEY Chief, Fraud Section /s/ John S. Darden Assistant Chief, Fraud Section United States Department of Justice Criminal Division 1400 New York Ave., N.W. Washington, D.C. 20005 (202) 514-7023 Case 1:10-cr-00063-RJL Document 3 Filed 03/24/10 Page 2 of 2 CERTIFICATE OF SERVICE I hereby certify that on March 24, 2010, the undersigned electronically filed the foregoing document with the Clerk of the Court using CM/ECF. /s/ John S. Darden 2 Case 1:10-cr-00063-RJL Document 3-1 Filed 03/24/10 Page 1 of 98 UNITED STATES DISTRICTDISTRICT COURT FOR THE DISTRICT OF COLUMBIA '2 JJ,S, ijiSTRH::'T COtJHT UNITED STATES OFOF AMERICA, Plaintiff, v. NO. _______ DAIMLERAG, DEFERREDDEFERRD PROSECUTION PROSECUTION AGREEMENT Defendant. Defendant Daimler AGAG ("Daimler"), a public corporation organized under the laws of the Federal Republic of Germany,Gennany, by its undersignedundersigned attorneys,attorneys, pursuant to authorityauthority granted by Daimler'sDaiinler's Board Boardof of Management, and the UnitedUnited StatesStates Department Deparment ofJustice, CriminalCriminal Divisiun, Fraud Section (the(the "Department"Department ofJustice"ofJustice" or the "Department")"Department") enter intointo thisthis DeferredProsecution DeferredProsecution Agreement (the "Agreement"). (the "Agreement"). The terms and conditions The of terms and conditions of this Agreement are as follows: Criminal Information andand AcceptanceAcceptance of ResponsibilityResponsibilty I.1. DaimlerDaimler acknowledges acknowledges that that the the United United States States wilwill fie file the the attached attached two-count criminal Information in the United States District CourtCour for for thethe DistrictDistrict ofof Columbia chargingcharging Daimler with conspiracy to commit an offense against the United States in violation of 1818 U.S.C. § 371, that is, to violateviolate thethe booksbooks and recordsrecords provisions of thethe Foreign CorruptCorrpt PracticesPractices ActAct ("FCPA"),("FCPA"), asas amended, 1515 U.S.C. §§ 78m(b)(2)(A), 78m(b 78m(b )(5), and 78ff(a) (Count One); and violatingviolating thethe books and records records provisions provisions of of the FCPA, 1515 U.S.C. §§§§ 78m(b)(2)(A),78m(b)(2)(A), 78m(b)(5),78m(b)(5), andand 78ff(a),78ff(a), andand 1818 U.S.c. § 2 (Count§ 2 (Count Two). In so Two). doing, DaimlerIn so knowingly doing, Daimler knowingly waives: (a) its right to indictment on these charges, asas wellwell as allall rights to a speedy trial pursuant to the Sixth Amendment to the United States Case 1:10-cr-00063-RJL Document 3-1 Filed 03/24/10 Page 2 of 98 Constitution,Constitution, Title 18,Title United IS, States United Code Section States 3161, Code and Federal Section Rile of 3161, and Federal Rule of CriminalCriminal ProcedureProcedure 4S(b);48(b); and and (b) any (b) objection any objection with respect towith venue respectand consents to to venue the filing and of consents to the filing of thethe Information,Information, asas providedprovided underunder thethe termsterms ofthis ofthis Agreement, inin thethe UnitcdUnitcd StatesStatcs District District Court Cour forfor thethe DistrictDistrict ofof Columbia.Columbia. 2.2. DaimlerDaimler admits, admits, accepts, accepts, and and acknowledges acknowledges that that it it is is responsible responsible forfor thethe actsacts of its employees,employees, subsidiaries,subsidiaries, and and agents agents as as set set forthforth inin the Statement of Facts attached hereto as Attachment A, and incorporated by refcrcnccreference into this Agreement, and that the facts described in Attachment A are true and accurate.accurate. ShouldShould thethe Department pursue the prosecution that is deferred by thisthis Agreement,Agreement, DaimlerDaimler agrees thatthat itit willwil neither contest the admissibility of, nor contradict, in any such such proceeding, proceeding, the Statement the of Statement of Facts. Term of the Agreement 3. This ThisAgreement Agreement is effective is effective for fora period a period beginning beginning on on the the date date on on whichwhich the gniltyguilty pleas in inthe thematters matters of of the United States v. DaimierChryslerDaimlerChrsler AutomotiveAutomotive RussiaRussia SAOSAO and United States v. Daimler Export and Trade FinaneeFinance GmbH are enteredentered and ending two (2) years and seven (7) calendar days from thatthat date (the "Term"). Huwever,However, DaimlerDaimler agreesagrees that,that, inin thethe eventevent that the Department determines,determes, in in its its sole sole discretion, discretion, thatthat Daimler has knowinglyknowingly violated any provisionprovision ofof thisthis Agreement,Agreement, anan extensionextension oror extensionsextensions ofof the the termterm ofof thethe AgreementAgreement maymay be imposedimposed byby thethe iI Department, inin its sole discretion, forfor up to aa totaltotal additionaladditional timetime periodperiod ofof one one year,year, without prejudiceprejudice toto thethe Department'sDeparlment's rightright to to proceed proceed as as provided provided in in paragraphs paragraphs 11 11-14 - 1 4 below. AnyAny extension of thethe AgreementAgreement extends allall termsterms of thisthis AgreementAgreement forfor anan equivalent equivalent period.period. Conversely,Conversely, in the eventevent thethe DeparmentDepartment finds, finds, inin its its solesale discretion,discretion, thatthat therethere existsexists aa changechange inin circumstancescircumstances sufficientsufficient toto eliminateeliminate thethe needneed forfor thethe corporatecorporate compliancecompliance monitormonitor describeddescribed inin 22 Case 1:10-cr-00063-RJL Document 3-1 Filed 03/24/10 Page 3 of 98 ParagraphParagraph 10 and 10 Attaclient and Attachment D, and that the other D, and provisions that ofthe other provisions ofthis this AgreementAgreement havehave been satisfied,satisfied, thethe Term Term of of thethe Agreement may be terminatedterminated early. VoluntaryVoluntary Cooperation 4.4. The TheDeparment Department enters enters into into this this Agreement Agreement based based onon thethe individualindividual factsfacts andand circumstances presented by thisthis case andand Daimler.Daimler. Among the facts considered were that Daimler: (a)(a) following the allegationallegation by a former employee of bribery by Daimler, voluntarily and timely disclosed toto the DepartmentDepartment and the U.S.u.s. SecuritiesSecurities andand Exchange CummissiunCommission ("SEC")("SEC") the misconduct described described in the Information in the and Information Statement of and Statement of Facts; (b) conducted a thorough internal investigation ofof thatthat andand other misconduct; (c)(c) regularlyregularly reported all ofof its findingsfindigs to the Department; (d) cooperated (d) cooperated in the Department's in theinvestigation Department's of investigation of this matter, as well as the SEC's investigation; (e) undertuukundertook remedial measures, including retention of an independent compliance advisor and andthe implementation the implementation of an enhanced ofan enhanced compliance program, program, and and agreed toto undertake undertake further fuer remedial measures asas contemplated byby thisthis Agreement; andand (f)(1) agreed to continue to cooperate with the Department Department in any ongoing in any investigation ongoing of investigation of the conduct conduct of of Daimler and its employees, agents, consultants, contractors, subcontractors,snbcontractors, and subsidiaries relatingrelating to violations ofof the the FCP FCP A. 5. DaimlerDaimler shall shall continue continue to tocooperate cooperate with with the the Department. Department. At At the the request request ofof thethe Department, and consistentconsistent with applicableapplicable lawlaw andand regulation, Daimler shall alsoalso cooperatecooperate fullyfully with suchsnch otherother domesticdomestic oror foreignforeign lawlaw enforcementenforcement authorities and agencies, as well asas thethe Multilateral Development BanksBanks ("MDBs"),("MDBs"), inin anyany investigationinvestigation of Daimler, oror any ofof its present and former directors, employees, agents, consultants, contractors, subcontractors, andand subsidiaries,snbsidiaries, or any other party, in any and all matters relating to corrupt payments and related false books and recordsrecords and internal controls, and inin suchsuch mannermarer as as the the parties parties may may agree. agree. DaimlerDaimler agrees agrees thatthat itsits 3 Case 1:10-cr-00063-RJL Document 3-1 Filed 03/24/10 Page 4 of 98 cooperationcooperation shall include, but is not limited to, the following: a.a. DaimlerDaimler shall shall truthfully truthfully disclose disclose all allfactual factual information, information, that that is is not not protected protected byby a validvalid claim of attorney-client privilege or work product doctrine, with respectrespect totu its