Amended Unified License (VNO) Agreement including M2M service

GOVERNMENT OF INDIA MINISTRY OF COMMUNICATIONS DEPARTMENT OF TELECOMMUNICATIONS SANCHAR BHAWAN, 20, ASHOKA ROAD, NEW DELHI-110 001, INDIA.

LICENSE AGREEMENT

FOR

UNIFIED LICENSE FOR VNO

NO. ____________________________ DATED ________

TOTAL PAGES ___________

UL(VNO) agreement updated up to 31.03.2024 1

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LICENSE AGREEMENT

FOR

UNIFIED LICENSE (VNO)

This Agreement is made on the _______ day of ____________ (month), ___________ (year) between the President of India acting through __________________ (Name & Designation of the Officer), Department of Telecommunications (DoT), Sanchar Bhawan, 20, Ashoka Road, New Delhi – 110 001 (hereinafter called the Licensor) of the FIRST PARTY.

AND

M/s __________________, a company registered under the Companies Act 1956/2013, having its registered office at __________________________________ acting through Shri. _______________________, the authorized signatory (hereinafter called the Licensee which expression shall, unless repugnant to the context, include its successor in business, administrators, liquidators and assigns or legal representatives) of the SECOND PARTY.

WHEREAS by virtue of the provisions of Section 4 of the Indian Telegraph Act, 1885, the Licensor enjoys exclusive privilege to grant License for telecom services and the Licensee has requested the Licensor for grant of Unified License (VNO) {UL (VNO)} with authorization for providing services under the Schedule of the UL (VNO) in the service areas as mentioned in the Table below. Whereupon and in pursuance to the said request, the Licensor has agreed to grant Unified License (VNO) with authorization for provision of services as per terms and conditions described in the Schedule to the Unified License (VNO) Agreement, Part-I and Chapters of Part-II for services and service areas as detailed below:

Whereas, Table shown here in above is subject to amendment for addition/deletion of services and service areas in the event of grant of any further service authorization or revocation/ surrender/ termination of any of the service authorized under the license, in accordance with the terms and conditions contained in the schedule to the License.

NOW THIS AGREEMENT WITNESSETH AS FOLLOWS:

1. In consideration of the payment of Entry Fee, License Fee and due performance of all the terms and conditions mentioned in the above stated Parts and Chapters of this Unified License (VNO) on the part of the Licensee, the Licensor does, hereby grant under Section 4 of the Indian Telegraph Act, 1885 on a non-exclusive basis, this License to set up and operate the Service(s) in the service areas detailed and described above.

2. This License shall be valid for a period of 10 years from the effective date of this License unless revoked earlier for reasons as specified elsewhere in the document. Validity period for service(s) authorized under any Chapter of Part-II of this Unified License (VNO), at a later date, shall be co-terminus with the validity period of this UL (VNO).

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3. The Licensee hereby agrees and unequivocally undertakes to fully comply with all terms and conditions stipulated in this License Agreement and without any deviation or reservations of any kind.

4. Effective Date of this License shall be ……………….

5. This Unified License (VNO) has been granted on non-exclusive basis and additional Licenses may be issued in any Service Area from time to time in future without any restriction on number of Licensees with same or different entry conditions.

6. The License shall be governed by the provision of Indian Telegraph Act, 1885, Indian Wireless Telegraphy Act, 1933 and Telecom Regulatory Authority of India Act, 1997 and Information Technology Act, 2000, as modified or replaced from time to time or any other relevant Act.

IN WITNESS WHEREOF the parties hereto have caused this Agreement to be executed through their respective authorized representatives on the _________(day) __________(month), ______(year).

Signed for and on behalf of President of India

By

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(Name and Designation), DOT, New Delhi

Signed on Behalf of M/s.______________________

By

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(Name and Designation), authorized signatory and holder of General Power of Attorney dated _______________, executed in accordance with the Resolution No. ________________,dated __________ passed by the Board of Directors. (Company Seal)if applicable

In the presence of: Witnesses:

1. Signature Name Occupation Address Place.

2. Signature Name Occupation Address Place.

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TABLE OF CONTENTS

Page No. Schedule : TERMS AND CONDITIONS 8

PART – I Chapter I General Conditions 9 Condition 1: Ownership of the Licensee Company 9 Condition 2: Scope of the License 11 Condition 3: Duration of License 11 Condition 4: Renewal of License 12 Condition 5: Modifications in the Terms and Conditions of License 12 Condition 6: Restrictions on ‘Transfer of License’ 12 Condition 7: Provision of Service 13 Condition 8: Delivery of Service 13 Condition 9: Requirement to furnish information 13 Condition 10: Penalty, Suspension, Surrender, Termination/Revocation of License 13 Condition 11: Actions pursuant to Termination of License 15 Condition 12: Force-Majeure 15 Condition 13: Set Off 16 Condition 14: Way Leave 16 Condition 15: Dispute Settlement 16 Condition 16: Other Conditions 16 Chapter II Commercial Conditions 17 Condition 17: Tariffs 17 Chapter III Financial Conditions 18 Condition 18: Fees payable 18 Condition 19: Definition of ‘Adjusted Gross Revenue’ 18 Condition 20: Schedule of payment of Annual License Fee and other dues 18 Condition 21: Bank Guarantees 20 Condition 22: Preparation of Accounts 20 Chapter IV Technical Conditions 23 Condition 23: Technical Condition 23 Condition 24: Compliance to Directions/Instructions 23 Condition 25: The Applicable system 24 Condition 26: Engineering Details 24 Condition 27: Interface 25 Condition 28: Quality of Service 25 Chapter V Operating Conditions 26 Condition 29: Subscriber Registration & Provision of Service 26 Condition 30: The Subscriber Terminals 28 Condition 31: Obligations imposed on the Licensee 28 Condition 32: Sharing of infrastructure 28 Condition 33: Inspection and Testing of Installations 29 Condition 34: Right to inspect 29 Condition 35: Location of Network Elements 29 Condition 36: Confidentiality of information 30 Condition 37: Prohibition of certain Activities by the Licensee 30 Chapter VI Security Conditions 32 Condition 38: Security Conditions 32 Condition 39: Application of Indian Telegraph Act 39 Chapter VII Spectrum Allotment and use 40

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PART- II Chapter VIII Access Service 42 Condition 1: Service Area 42 Condition 2: Scope of Access Service 42 Condition 3: Financial Conditions 44 Condition 4: Technical & Operating Conditions 45 Condition 5: Network Interconnection 45 Condition 6: Emergency & Public Utility Service 45 Condition 7: Security Conditions 45 Annexure-A: Proforma for Affidavit regarding Calculation of ‘Revenue’ and ‘License Fee’ 48 Appendix-I to Annexure-A: Format of Auditor’s Report on ‘Statement of Revenue’ & ‘License Fee’ 49 Appendix-II to Annexure-A: Format of ‘Statement of Revenue’ & ‘License Fee’ 50 Annexure-B: Norms for Preparation of Annual Financial Statement 56 Chapter IX Internet Service 57 Condition 1: Service Area 57 Condition 2: Scope of Internet Service 57 Condition 3: Financial Conditions 59 Condition 4: Network Interconnection 60 Condition 5: Provision of Service 60 Condition 6: Requirement to furnish information 60 Condition 7: Security Conditions 61 Annexure-A: Proforma for Affidavit regarding Calculation of ‘Revenue’ and ‘License Fee’ 63 Appendix-I to Annexure-A: Format of Auditor’s Report on ‘Statement of Revenue’ & ‘License Fee’ 64 Appendix-II to Annexure-A: Format of ‘Statement of Revenue’ &‘License Fee’ 65 Annexure-B: Norms for Preparation of Annual Financial Statement 69 Chapter X NLD Service 70 Condition 1: Service Area 70 Condition 2: Scope of NLD Service 70 Condition 3: Financial Conditions 71 Condition 4: Network Interconnection 72 Condition 5: Technical Conditions 72 Annexure-A: Proforma for Affidavit regarding Calculation of ‘Revenue’ and ‘License Fee’ 73 Appendix-I to Annexure-A: Format of Auditor’s Report on ‘Statement of Revenue’ & ‘License Fee’ 74 Appendix-II to Annexure-A: Format of ‘Statement of Revenue’ & ‘License Fee’ 75 Annexure-B: Norms for Preparation of Annual Financial Statement 77 Chapter XI ILD Service 78 Condition 1: Service Area 78 Condition 2: Scope of ILD Service 78 Condition 3: Financial Conditions 78 Condition 4: Network Interconnection 79 Annexure-A: Proforma for Affidavit regarding Calculation of ‘Revenue’ and ‘License Fee’ 80 Appendix-I to Annexure-A: Format of Auditor’s Report on ‘Statement of Revenue’ & ‘License Fee’ 81 Appendix-II to Annexure-A: Format of ‘Statement of Revenue’ & ‘License Fee’ 82 Annexure-B: Norms for Preparation of Annual Financial Statement 84 Chapter XII GMPCS Service 85 Condition 1: Service Area 85