TELECOMMUNICATIONS SERVICES THROUGH THE PROVISION OF VOICE & DATA EPABX S TO BSNL S CUSTOMERS

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1 VOICE & DATA EPABX - REVENUE SHARE SCHEME OPPORTUNITY FOR VARIOUS EPABX MANUFACTURERS /AUTHORIZED DISTRIBUTORS TO PROVIDE VOICE & DATA EPABX S TO BSNL s CUSTOMERS ON REVENUE SHARE BASIS (Authrized distributrs may als participate) BSNL seeks t prvide Telecmmunicatin Services t Public Sectr Undertakings, Gvernment Organizatins, MNCs, Crprates, Htels, Husing Scieties and all ther Cmmercially Imprtant Custmers (CIC s) thrugh the prvisin f Vice & Data EPABX s at their premises n a rental cum usage charge basis and accrdingly seeks t empanel eligible parties fr prviding such Vice & Data EPABX s n a Revenue Share Basis t BSNL. Prpsals are accrdingly invited frm interested cmpanies fr prviding these EPABX s n nn-exclusive, revenue sharing basis. The services can be ffered by the cncerned parties/cmpanies after signing f the agreement with BSNL. Salient pints f the agreement and eligibility criteria are given belw. TELECOMMUNICATIONS SERVICES THROUGH THE PROVISION OF VOICE & DATA EPABX S TO BSNL S CUSTOMERS BSNL cntemplates t prvide the fllwing services t its custmers under this scheme Intra & Inter Office Vice Cnnectivity Data Cnnectivity & Internet Access thrugh dialup & xdsl Value Added Services (VAS) Vice mail and ptinally services such as Predictive Dialers, Autmatic Call Distributin, Infrmatin Pp-Up Screens, VIP, Vice Mail, Inter Office Vide-Cnferencing etc U.P.(East) circle BSNL seeks t prpagate the scheme in it s service area. The salient features f the scheme are as under:- The prpsed agreement with the prspective parties/cmpanies shall be entered fr an initial perid f five year with a prvisin f servicing each custmer enrlled under the scheme fr an initial perid f five years. Empanelled parties/cmpanies shall supply, install, perate and maintain the Vice & Data EPABX s n BSNL s advice. BSNL shall prvide all back haul vice and data cnnectivity s t the said Vice & Data EPABX s. The custmer shall prvide all infrastructure fr the installatin and peratin f the said equipment, as als prvide internal wiring, telephne instruments and cmputers etc. fr the smth peratins f the Vice & Data EPABX. The custmers under the scheme shall nt be charged the rentals fr the junctin cnnectivity and shall nly be charged a rental n the extensins prvided. Call usage shall be charged n applicable rates f BSNL and data cnnectivity wuld be charged n the applicable rates f the bandwidth. BSNL shall share bth the rentals and the call usage revenue at the rates prescribed in the Agreement. All revenue shares shall be paid nly n the cllected prtin f the revenue.

2 Parties shall be empanelled n the basis f the eligibility criteria prvided in the Agreement and subject t their equipment meeting the technical specificatins as set ut in the agreement. The agreement shall be subject t the empanelled party/cmpany prviding t BSNL a Perfrmance Guarantee f Rs. 1,00,000/- in the frm f a Bank Guarantee fr circle level vendrs. The empanelled vendrs shall cllect the bill payments frm subscribers n behalf f BSNL in the frm f banking instrument drawn in favur f BSNL and n cash cllectin frm subscribers shuld be allwed. The services shall be prvided under the brand names f BSNL nly. Bth BSNL and the empanelled parties/cmpanies shall jintly market the scheme. The empanelled party/cmpanies shall be allwed t perate in U.P. (East) circle/ Circles subject t the terms and cnditins set ut in the agreement. The empanelled parties/cmpanies can be subsidiary cmpanies f the eligible party/cmpany. The empanelled parties/cmpanies can be authrized distributrs f the ISO certified manufacturer f EPABX. The cmpany shuld be authrized by the manufacturer t this effect. The authrized distributrs shuld give a certificate f supprt frm OEM/EPABX Manufacturer. The prspective parties shall fulfill the fllwing eligibility criteria fr the purpses f signing the agreement. The eligible cmpany shall be registered & incrprated in India under the Cmpanies Act, 1956 as amended. The ttal freign equity in the cmpany shall nt, at any time during the tenure f this Revenue Share Agreement exceed 49% f the ttal paid up equity share capital r as per the Freign Direct Investment (FDI) limit fr Telecm Cmpanies prescribed by the Gvernment f India frm time t time. The signing cmpany shall make n change in the Indian and Freign prmter(s) r their equity participatin withut prir intimatin t BSNL. The signing cmpany shall ensure that its management cntrl shall remain in Indian hands at all times The minimum annual turnver f the signing cmpany shall be Rs. 50 Lac in Telecm during each f the three mst recent financial years. The signing cmpany shall be an ISO Certified Manufacturer f such Vice & Data EPABX. Or The empanelled parties/cmpanies shall be authrized distributrs f the ISO certified manufacturer f EPABX. The cmpany shuld be authrized by the manufacturer t this effect. The authrized distributrs shuld give a certificate f 10 years supprt frm OEM/EPABX Manufacturer. The signing cmpany shall pssess supprt facilities in the Areas f Operatin. The signing cmpany r its grup cmpanies shall nt be a Licensed Telecm Operatr fr any f the Telecm Services in India (except Delhi & Mumbai) nr acquire such license in the duratin f this Agreement.

3 The equipment prpsed t be installed under the scheme by the eligible parties/cmpanies shall necessarily meet the fllwing technical specificatins. The equipment prvided shuld be TEC apprved in terms f the latest TEC GR's fr ISDN and DID cnnectivity valid fr at least 2000 prts as per the TEC GR I/IPX-01/02.MAR 2000 and IR/PBX-02/04.OCT 2003 respectively (as amended and superseded frm time t time). The said TEC Interface Apprval must clearly mentin the status f the Applicant Cmpany as a Manufacturer f the equipment sught t be prvided. The PBX's s ffered shall amng ther features als necessarily cntain the fllwing Phne Plus Features prvided by BSNL: Call Waiting Abbreviated Dialing Ht Line Call Transfer (Call Frward) Caller Line Identificatin Presentatin (CLIP) n all Extensins Phne Bell Check Electrnic Lcking fr STD/ISD The ffered system shall als be ready fr sending and receiving SMS (Shrt Messaging Service) thrugh the use f SMS Phnes. The PBX s s ffered fr the services shuld be able t supprt DID facilities. The PBX s s ffered be scalable n the same platfrm frm 50 prts t 1000 prts withut any hardware shift. The PBX s s ffered fr installatin shuld be able t supprt Analg, Digital, xdsl and Other Value Added Service Prts with cmplete interchangeability within and acrss the installatin. The ffered exchange shall be an ISDN & VIP ready switch. ARE YOU INTERESTED Please get in tuch with us with the details f the Telecmmunicatin Services yu can prvide n ur netwrk in U.P. (East) circle where yu want t prvide these services, at the fllwing address :- O/ General Manager (Enterprise Business) BHARAT SANCHAR NIGAM LIMITED Enterprise Business Cell First Flr Bhpal Huse, Lalbagh, Lucknw Tel: / Mb Fax The agreement can be availed by interested manufacturer after submitting the necessary dcuments as mentined belw. It is further intimated that interested manufacturers shuld submit the dcuments at the abvementined address. The cpy f the Agreement cntaining the Cmmercial, Financial Cnditins & Technical cnditins shall be supplied n receipt f the fllwing dcuments:

4 Self Attested Cpy f the Memrandum & Articles f Assciatin and a Certificate f Incrpratin issued by the Cmpetent Authrities as required by Cmpanies Act. Cpies f the last audited annual accunts f last three financial years alng with a Certificate frm the Statutry Auditrs' certifying that the Sales turnver f the Cmpany in each f the last three financial years in Telecm Manufacturing Business is Rs. 50,00,000/-r mre fr circle level EPABX vendrs. Please enclse a Self Certified Undertaking certifying that the ttal share capital held by Freign Cmpanies/Individuals des nt exceed 49% f the ttal paid up share capital f the Cmpany r as per the Freign Direct Investment (FDI) limit fr Telecm Cmpanies prescribed by the Gvernment f India frm time t time Nn-disclsure Undertaking (n nn-judicial stamp paper f Rs. 50/-) (frmat enclsed) Pwer f attrney in favr f authrized signatry (n Nn-judicial stamp paper f Rs.50/-) accmpanied with the cpy f the reslutin f the Bard/Management f the Cmpany t that effect List f all Directrs f the Cmpany including their name(s), address (s) and cntact telephne numbers (ffice & residence) duly signed by the authrized signatry Self Attested Cpy f the latest Incme Tax Return/Assessment Order Self Attested Cpy f the ISO Certificate Attested True Cpies f TEC Interface Apprval Certificate Incrpratin and Share Hlding details In case f Authrized distributrs f EPABX manufacturers, a certificate shuld be submitted frm manufacturer, indicating that said cmpany is authrized distributr f EPABX manufacturer In case f Authrized distributrs f EPABX manufacturers, a certificate shuld be submitted by authrized distributr frm manufacturer, indicating that manufacturer will supprt fr a minimum perid f 10 year fr said prduct/epabx in terms f supplying hardware, sftware r anything required fr smth functining f EPABX Incrpratin and Sharehlding details f Subsidiary Cmpany (In case the eligible cmpany wishes t sign the agreement in its subsidiary Cmpany) Please nte that requests made n FAX/ fr supply f the Agreement shall nt be entertained.

5 FORMAT OF THE NON-DISCLOSURE UNDERTAKING (T be submitted duly ntarized n nn-judicial stamp paper f Rs. 50/-) M/s, a cmpany registered under the Cmpanies Act 1956, having its registered ffice at acting thrugh Shri, the Authrized signatry (which expressin shall, unless repugnant t the cntext, include its successrs in business, administratrs, liquidatrs and assigns r legal representatives) hereby declare and undertake that we will nt divulge any part f this agreement either thrugh ral r written cmmunicatin r thrugh any mde t any ne. We further undertake and declare that we shall be respnsible fr safe custdy f the Papers/ dcuments including the Agreement prpsed t be entered int between M/s BHARAT SANCHAR NIGAM LIMITED and urselves. We shall take all necessary steps t safeguard the privacy and cnfidentiality f the Agreement and shall use ur best endeavrs t secure that n persn acting n ur behalf r urselves divulge r disclse r use any part f the Agreement withut the written cnsent f M/s BHARAT SANCHAR NIGAM LIMITED. We further declare and undertake that if we d nt agree t sign the abve Agreement, we shall return back the cpy f the Agreement (in riginal) back t GM (Business Develpment) U.P. (East) Circle acting n behalf f M/s BHARAT SANCHAR NIGAM LIMITED within 15 days withut preserving any cpy f the same. We further declare and undertake t indemnify M/s BHARAT SANCHAR NIGAM LIMITED fr any lss r damage(s) caused t it by virtue f inadvertent r willful default in cmpliance t the afresaid cnditins. Signed n behalf f M/s by Mr. (Name and Designatin) authrized signatry

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