125 Contract No. O1/HTC/Coriant2014 theateteon Coriant> CONTRACT BETWEEN CORIANT GMBH HTC INTERNATIONAL TELECOMMUNICATION JOINT STOCK COMPANY (HTC-ITC) SON. Proprietary and Confidential 1 Nokia Siemers Networks2125 Contract No. OVHTC/Coriant2014 anol telecom Coriant> CONDITIONS OF CONTRACT Article 1: Definition Article 2: Purpose of Contract Article 3: Scope of Supply Article 4: Contract Price and Term of payments Article 5: Term of Delivery Article 6: Installation and Commissioning Article 7: Limitation of Liability Article 8: Liquidated Damages Article 9: Intellectual Property Rights Article 10: Effective Date of the Contract Article 11: Related Documents Article 12: Warranty Article 13: Performance Bond and Warranty Bond Article 14: Force Majeure Article 15: Governing Law and Arbitration Article 16: Assignments Article 17: Anti-Corruption Clause Article 18: Termination of Contract Proprietary and Confidential 2 Nokia Siemens Networks KZ a ON We E,3/25 Contract No. OVHTC/Corianv2014 fanol felecom Coriant> CONTRACT No. O1M/HTC/Coriant/2014 THIS CONTRACT is made and entered into in Hanoi, Vietnam on the date of . August, 2014. BY AND BETWEEN qa) CORIANT GMBH, a company established under the laws of Germany, having its office located at ST-Martin-Strasse 76, 81541 Munich, Germany; hereinafter referred to as “The Seller” (2) HTC INTERNATIONAL TELECOMMUNICAITON JOINT STOCK COMPANY (HTC-ITC) , a company established under the laws of Vietnam, having its office located at no. 2 Chua Boc Str., Dong Da Dist., Hanoi Vietnam; hereinafter referred to as “The Buyer”. Proprietary and Confidentiat 3 Nokia Siemens Networks EE425 ‘Contract No. 01/HTC/Corianv2014 anol telecom Coriants ARTICLE 1: DEFINITION In this Contract, the word herein below set forth shall have the following meanings, unless otherwise stated: “Seller” “Buyer” “Parties” “The Manufacturer” “Relevant Documentation” “Equipment” “Day” “Business Day” "Contract" Proprietary and Confidential CORIANT GMBH, a company established under the laws of Germany, having its office located at ST-Martin-Strasse 76, 81541 Munich, Germany. HTC INTERNATIONAL TELECOMMUNICATION JOINT STOCK COMPANY (HTC-ITC), a company established under the laws of Vietnam, having its office located at no. 2 Chua Boc Str., Dong Da Dist, Hanoi Vietnam Seller and Buyer collectively The organization who manufactures the Equipment & accessories but not any other agent or trading company operating manuals and other printed materials specified in the Specification including user’s manuals, installation manuals, modification manuals, flow charts, and drawings Means the Hardware, Software, Spare parts of the Coriant WOM equipments Means a calendar day, including weekend and statutory holiday in Vietnam Means Monday through Friday, in which the Commercial Banks in Vietnam open its business, local bank and statutory holidays excluded. Means this Contract concluded between the Buyer and the Seller including all Appendixes, which are incorporated in the said Contract in accordance with Article 2, Scope of Supply, as well as any Contract Amendment (if any) 4 Nokia Siemens Networks <&5/25 Contract No. O/HTC/Corianv2014 haar tscon "Date of Acceptance" “Date of Completion" “Acceptance Activities” “ Provisional or Final ‘Acceptance Memorandum” “Provisional Acceptance Certificate” “Final Acceptance Certificate" Proprietary and Confidential Coriant> ‘Means the date(s) when the Equipment are accepted by both Parties in accordance with equipment specification and Acceptance Test Procedure, Means the date(s) specified in the Project schedule in Contracts (i) for Equipment the date on which the Hardware or Software shall be delivered to Buyer’s/End-user’s warehouse, and (ji) for Services the date the related Services shall be performed, and be notified as ready for the applicable Acceptance Activities, taking into account all appropriate extensions or postponements Means the validations and demonstrations performed for the purpose of confirming the compliance of Hardware, Software and Services with the Equipment Specifications, to be carried out in accordance with Acceptance Test Procedures in the Appendix 4 of the contract. Means a document of acceptance of the Equipment signed by technical chief(s) or authorized representatives of the Seller and the Buyer at sites when successfully performing the acceptance activities Means a written confirmation of acceptance, signed by authorized representatives of the Seller and the Buyer, certifying that the Seller has successfully delivered, installed, _ integrated, commissioned, implemented and tested the Equipment in accordance with the Bill of Quantity of the Contract, Appendix 4 — ‘Acceptance Test Procedures and related Appendixes in the Contract; that the Equipment is ready to be put into operation/trial run. Hereinafter also called “PAC”. ‘Means a written confirmation of acceptance, signed by authorized representatives of the Seller and the Buyer, certifying that the Equipment have successfully pass the trial run period, and that the Seller has resolved and implemented all items in outstanding item 5 Nokia Siemens Networks EZ a6/25 Contract No. OHTC/Corian/2014 chs “Software” “Software Capacity” "Software Update" "Spare Parts" “Services” “Defective equipment” “Time/Delivery Schedule” “Site(s)” “Delivery Date” Proprietary and Confidential Coriantd> list in accordance with the contract and related Appendixes of this contract. Hereinafter also called “FAC”. Means any such computer program, software module or package or any part thereof in binary code form, supplied to End-user under this Contract. Means the volume, capacity, duration, location and other parameters of use for each specified Software product, as licensed under this Contract. Means error corrections and bug fixes of the Software issued as Software Updates by Seller. The Software Update shall contain the appropriate load file, implementation instructions and user documentation in accordance with the Contract Means such replacement items of the Hardware as are specified in this Contract Means the installation, commissioning and integration of the Equipment as specified in the Contract. Means equipment which does not perform in accordance with the Specifications Means the relevant agreed time schedule, as specified in Article 5 and in the Project Schedule in the Contract, according to which Seller shall deliver the Complete equipment and Spare Parts, and Documentztion to the destination ports and the Supplier undertake Services of the Equipment. The time schedule is based on normal working hours, which means the time from 8.00 to 17.00 local time Monday to Friday, local bank and statutory holidays excluded Means the actual location(s) where the Equipment is to be installed Means the date on which the Equipment arrives at the requested 6 Nokia Siemens Networks gw =25 ‘Contract No, OVHTC/Coriant’2014 he felecom Coriant> place of destination Means the geographical area(s) where HTC-ITC (and its affiliates) “Territory” is running its mobile network business within Vietnam. Proprietary and Confidential 7 Nokia Siemens Networks EC ee8/25 Contract No, O1/HTC/Corianv2014 fanoi felecom Coriant> ARTICLE2: PURPOSE OF THE CONTRACT ‘The purpose of this Contract is to specify the specific conditions under which the Seller sell the equipment to the Buyer in relation to WDM equipments. This Contract together with the attached Appendixes hereinafter referred to as the "Contract". ARTICLE3: SCOPE OF SUPPLY Coriant shall supply the Buyer with the equipment as defined in Appendix 1 Bill of Quantity, Price list attached hereto. The contract of services supply between HTC International Telecommunication Joint Stock Company (Buyer) and IC (Herein referred as Supplier) shall be used as reference for stipulations of supporting for the equipment supplied by CORIANT GMBH to Hanoi Telecom ARTICLE 4: | CONTRACT PRICE AND TERMS OF PAYMENT 4.1 Price: The total contract value is USD 229,081.27 (in word: Two hundred twenty nine thousands, eighty one United States Dollars and twenty seven cents only) ‘The above mentioned price is understood as CIP Noi Bai airport, Hanoi Vietnam The prices of the Scope of Supply, Price List is as set out in Appendix 1 4.2 Payment terms: Payment of the total Contract value USD 229,081.27 (in word: Two hundred twenty nine thousands, eighty one United States Dollars and twenty seven cents only) shall be made by the Buyer to the Seller in United State Dollars exclusively ona net basis without any deduction of whatever nature. Payment shall be made in USD. ‘The Buyer shall pay the Seller the total contract value via TTR and Letter of Credit. Proptietary and Confidential 8 Nokia Siemens Networks =9/25 Contract No. OVHTC/Coriant2014 anol telecom Coriantd> ‘The Letter of Credit shall be payable at sight and valid until all payments have been effected. Partial shipments shall be permitted in the Letter of Credit. In case of Letter of Credit extension/amendment, costs or charges of such extension/amendment shall be borne by the Party causing the extension/amendment. ‘All banking charges outside Vietnam including reimbursing and confirming bank charges are for the Seller's account and all banking charges inside Vietnam are for the Buyer's account, Payment shall be at the below designated bank account based on the following payment schedule: © First payment: Twenty percent (20%) of the Total Contract Price (USD 45,816.25) as down payment shall be paid via TTR within 15 days from the signing date of this Contract . Eighty percent (80%) of the Total Contract value (USD 183,265.02) shall be covered by and paid under an irrevocable Letter of Credit (L/C), which allows for open confirmation, to be opened by the Buyer, with a mutually agreed bank and in the format approved by the Seller, not later than thirty (30) Days from the signing date of this Contract but before the Seller's first shipment date. All costs/fees related to the opening and maintaining the Letter of Credit shall be borne by the Buyer. Payment shall be made upon the following schedule: ‘* Second Payment: Eighty percent (80%) of the total contract value (equal to USD 183,268.02) shall be paid upon delivery against presentation following documents: Proprietary and Confidential 8 Noki Siemens Networks -- es10/25 ‘Contract No. O1/HTC/Corianv/2014 not (elecom Coriant> 1. One (01) original and one (01) copy of Airway Bill(s) consigned “to the Buyer” (with the full name and address) and notify the Buyer 2, Two (02) originals and one (01) copy of Consolidated Packing List 3. Two (02) originals and one (01) copy of Commercial Invoice(s) showing total amount of goods shipped and/or delivered. 4, One (01) original of Certificate of Origin issued by Chamber of Commerce or Competent authorities of the Countries of Goods departure of Manufacturer/ Seller; 5. One (01) original and two (02) copies of Certificate of Quality. 6. One (01) original Insurance Certificate in negotiable form and blank endorsed for full CIP value plus 10% covering. 7. One (01) original of the Provisional Acceptance Certificate signed by parties Payment bank and Beneficiary information: Account Name: Coriant GmbH Bank of America N.A. ‘Neue Mainzer Strasse 52, 60311 Frankfurt am Main Germany Branch Code: 6019 Account No. 19951019 Swift Code: BOFADEFX BLZ: 5001 09 00 IBAN: DE 05 5001 0900 0019 9510 19 ARTICLE 5: TERM OF DELIVERY Proprietary and Confidential 10 Nokia Siemens Networks 7411/25 Contract No. OVHTC/Coriant2014 fanoi telecom Coriant> 5.1 Delivery terms: CIP Noibai Airport, Hanoi, Vietnam — Incoterms 2010 §.2 Time of delivery: The delivery of the equipment to Noi Bai airport, Hanoi, Vietnam shall be made within eight (08) weeks from the date of signing the Contract. Partial shipment is allowed but not exceeding 03 shipments. If the Seller deliver more than 03 shipments, the Seller shall have to bear the storage fee for these exceeding shipments from the date of arrival to the date of finishing custom clearance of these shipments. 5.3 Marking: The shipping marks shall indicate name and address of Seller, Buyer and Consignee (in case the Buyer authorizes the other entity to deal with the customs clearances) and Contract Number 5.4 Seller will provide the scanned copy of the following documents via email within 01 (one) working day after the departure of the airplane/shipment: Written Notification to the Buyer which announces the delivery of the equipment as specified in the attached documents with estimated time of arrival and shipping information of the delivery. Commercial invoice which shows the content and value of the delivery. ‘© Packing list or dispatch note which describes the weight, dimensions, packing unit of the content of the delivery. © Air way bill consigned to “the Buyer” (with the full name and address), notify the Buyer and marked “Freight prepaid”. 5.5 The following documents shall be provided to the Buyer by the Seller within 05 (five) days after departure of the airplane/shipment: © 03 original of signed Commercial Invoice © 03 originals of Packing List or Dispatch Note Proprietary and Confidential " Nowa Stamens Nenworks GP12/25 Contract No. OVHTC/Coriant2014 fanoy telecom Coriant> * 02 copies of Certificate of origin issued by Chamber of Commerce or competent authorities of the Countries of Goods departure or manufacturer/Seller; © 03 originals of Certificate of Quality © 1 copy of Airway bill consigned “to the Buyer” (with the full name and address), notify the Buyer and marked “Freight prepaid” 5.6 One original Airway Bill consigned “to the Buyer” (with the full name and address), notify the Buyer and marked “Freight Prepaid” shall be provided to Buyer by Airline office/Forwarder when the goods arrive at Vietnam. In case the Buyer has to pay storage fees due to the delayed shipping documents, the Seller shall reimburse the Buyer for these costs. However, in case of getting lost of shipping documents for reasons attributable to the Seller, the Seller will provide the Buyer a copy of the courier voucher providing that the shipping documents were sent and the storage costs will be borne by the Seller. ARTICLE 6: INSTALLATION AND COMMISSIONING Within three (3) business days from receiving the Buyer’s notice that the Equipment is ready at Site for installation, the Seller and the Supplier will assign experts/qualified technicians to go there in order to install the Equipment as specified in the Contract. 6.1 Provisional Acceptance Certificate No later than fifteen (15) days from the Supplier's completion of equipment installation and commissioning in accordance with Appendix 2 — Project Description and Appendix 4- Acceptance Test Procedure and related Appendixes of the Contract (hereinafter called Installation Completion Date”), both Parties will perform acceptance act of the functionalities/features of the system shall be carried out by the Buyer and Seller based on the equipment installed by the Seller in accordance with the Appendix 4 ~ Acceptance Test Procedures and related Appendixes of the Contract. If the results 9 Proprietary and Confidential ry Nokia Siemens Networks13/25 Contract No. OVHTC/Coriant2014 fanol telecom Coriant> indicate the Equipment’s compliance with Equipment Technical Specifications and the Equipment can be integrated with, and operate smoothly with, the Buyer's existing system, an Acceptance Memorandum for the equipment installed by the Seller will be signed by both Parties. The Parties shall not unreasonably delay the signing of this ‘Acceptance Memorandum. Provided that the commissioning is successful and the Equipment running smoothly in accordance with the Equipment Technical Specifications and Acceptance Procedures and the Seller has fulfilled all its responsibilities as specified in the Contract, a Provisional Acceptance Certificate shall be signed and stamped by the authorized representatives of both Parties within fifteen (15) days from the date of above Acceptance Memorandum signing, failing which, the Seller will be entitled to issue a legal substitute for the Provisional Acceptance Certificate provided that the (i) Seller gives written notice of the legal substitute and (ji) the Buyer has not notified the Seller in writing of any outstanding major defects which would prevent the commercial use of the Equipment within the next 15 business days from the date of receipt of notice at the Buyer’s registered office. A list of minor defects, if any, shall be attached to the Provisional Acceptance Certificate on the understanding that these will be rectified prior to Final Acceptance. It is understood that Provisional Acceptance will not be withheld for any minor defects which do not affect the operation of the Equipment, and for any pending acceptance test which cannot be done due to incompleteness of the testing environment of the Buyer’s existing system. In case the Equipment is put into use, using its features and functions, the Provisional Acceptance of the Equipment is deemed to have taken place and the Buyer must issue the Provisional Acceptance Certificate accordingly. In the event that the Buyer does not issue the Provisional Acceptance Certificate after 30 business days from the aforesaid deemed Provisional Acceptance, the Seller will be entitled to issue a legal substitute for the Provisional Acceptance Certificate provided that (i) the Seller gives written notice of Provisional Acceptance Certificate to the Buyer; and (ii) the Buyer does Ez Proprietary and Confidential 8 Nokia Siemens Networks14/25 Contract No. OMMHTC/Corianv2014 anol telecom Coriant> not have any notification to the Seller in writing giving details on any outstanding major defects which would prevent the commercial use of the Equipment within the next 15 business days from the date of receipt of notice at the Buyer’s registered office. In such situations as those above, any payment which is due to the Seller under the agreed payment terms in Article 4.2 will be paid upon the Seller’s presentation of the requisite documents, attached to the aforementioned legal substitute for the Provisional Acceptunce Certificate, to the negotiating bank/the Buyer. This procedure of signing Provisional Acceptance Certificate shall be applied the same with the contract of service supplying between the supplier and the Buyer under the contract number 03/HTC/NSN/2011, notwithstanding that it is fully stipulated or not in the contract number 03/HTC/NSN/2011. 6.2 Final Acceptance Certificate ‘After one (01) months of trial run, both Parties shall double check the Equipment implemented by the Supplier, pursuant to the Contract in accordance with Appendix 4 and Equipment Technical Specifications and related Appendixes of the contract and issuc fa trial report on the Equipment. If the Trial Report shows that the Equipment still operates continuously in a good condition, and the list of any minor faults might be raised at Provisional Acceptance have been resolved and the Seller has fulfilled all its ies as specified in the Contract, the Final Acceptance Certificate will be responsi issued within 30 business days from the date of completion of double checking and issuance of the trial report. Final Acceptance by the Buyer shall not be unreasonably withheld. In the event that the Buyer does not issue the Final Acceptance Certificate within next thirty (30) business days from the aforesaid completion of the double checking and issuance of the trial report, the Seller shall be entitled to issue a legal substitute for the Final Acceptance Certificate Provided that (i) the Seller gives written notice to the Buyer; and (ji) the Buyer does not notify the Seller in writing giving details Pop nd Conk 4 eta timentinens15/25 Contract No. OV/HTCICoriant2014 etcam Coriant> ‘on any outstanding major defects which affect the commercial operation of the Equipment within the next thirty (30) business days from the date of notice receipt at the Buyer’s premise. ARTICLE 7: LIMITATION LIABILITY ‘Notwithstanding enything to the contrary, the Seller maximum aggregate liability under or in connection with this Contract in contract, tort including negligence and any other form of liability is limited to 50% of the total contract value paid by the Buyer. Notwithstanding any other provisions of this Contract, neither Party (nor its affiliates) will be liable under any circumstances for any special, indirect, consequential or incidental damages or lost profits, lost opportunities, lost data, loss of privacy, lost revenues or damages arising from loss of use howsoever arising under or in connection with this Contract, unless otherwise ruled by mandatory laws. ARTICLE 8: LIQUIDATED DAMAGE In case of delay in the delivery of material or equipment later than time schedule as specified in Article 5 of this contract by reasons for which Seller can be held solely responsible, and the Buyer has suffered damages as result, the Buyer may claim the compensation of liquidated damages of 1% per week up to maximum of 10% calculated on the value of the delayed deliveries. The payment of liquidated damages for delays by the Seller under this Contract must be the sole and exclusive remedy for such delays. In case The Seller - CORIANT GMBH and The Supplier ~ Nokia Siemens Networks Vietnam cannot finish delivery and installation of the material or equipment within the agreed period of 12 weeks from the Contract’s signing date by reasons for which Seller can be held solely responsible, and the Buyer has suffered damages as result, Buyer may Proprietary and Confidential 15 Nokia Siemens Networks16/25 Contract No. OVHTCICoriant2014 Gecrtseon Coriant> claim a maximum compensation of liquidated damages of 10% calculated on the value of the total contract value. ARTICLE 9: INTELLECTUAL PROPERTY RIGHTS 9.1 With respect to the intellectual property rights subsisting on the Equipment delivered under this Contract, the Buyer is hereby granted a perpetual, non- exclusive, non-sub licensable and non-transferable license for using the intellectual property rights within the Territory. If the Buyer wishes to transfer the title of the Equipment, delivered under this Contract, to any successor, the Seller, upon a written request from the Buyer, will grant directly to the successor a perpetual, non-exclusive, non-sub licensable and non-transferable license for using the intellectual property rights subsisting on the transferred Equipment. The ownership of the intellectual property rights shall remain with the Seller at all times. The documen:s may only be copied for recording or operation al purposes or for purposes permitted by the Seller in writing. 9.2 The use of any Software is subject to the Coriant Software License Terms as set out in Appendix 6. In the event of any inconsistency between this Article 9 and the Coriant Software License Terms, this Article 9 will prevail to the extent of the inconsistency. 9.3 Ifa third party rightfully raises claims due to patent infingement because of the Equipment delivered under the Contract, the Seller will at its option and costs, either: - Geta license from the third party, - Modify the infringing parts, or = Substitute these parts for other non- infringing parts, Proprietary and Confidential 16 Nokia Siemens Network Ww ele dee17/25 Contract No. ovHTCiCerianw2014 janot felecom Coriant> 94 9.5 ‘Any claim shall be deemed rightful only if they are acknowledged by the Seller or finally so adjudicated by a court or competent jurisdiction. ‘The Buyer will inform the Seller promptly, if a third party raises a claim, whether directly or indirectly against the Seller, alleging apparent infringement of the Equipment. The Buyer will not, on its own account, accept third party claims. In accordance with any reasonable request from the Seller, and to extend so requested, the Buyer will support the Seller to defend any third party claim, and the Seller will fully reimburse Buyer for expenses arising therefore. The Seller will at its own cost, settle or defend the Buyer against any claims for infringement of third party patents, copyrights, registered designs or any other intellectual property rights by reason of the proper use of the Equipment in the Territory ‘The Seller will fully indemnify the Buyer and keep the Buyer fully indemnified against: (® any costs, expenses, damages and/or losses related to any claims for infringement(s) and (ii) any final judgment(s) or settlement(s) made by the Seller in relation to any infringement(s) or alleged infringement(s) and will bear any and all other costs which arise out of the Buyer’s proper use of the Equipment or documentation in the Territory. 9.6 If, according to any final judgment(s) or settlement(s) made by the Seller, the proper use of the Hardware, Firmware, Software, Documentation and/or the system is held to coastitute an infringement and the use thereof by the Buyer consequently is enjoined or restricted, the Seller shall promptly, at his option and own expense, either; (procure the rights for continued use of the Equipment without interruptions or restrictions; or Proprietary and Confidential qT ‘Nokia Siemens Networks: B ee18/25 ‘Contract No. OM/HTC/Coriant2014 anol telecom Coriant> (ii) replace or modify the Equipment so that it no longer infringes any such rights; or (iii) if such remedies are not reasonably or economically feasible, the Seller may request the Buyer to return the Equipment and refund to the Buyer the purchase price less a reasonable amount for depreciation as reflected on the books of the Buyer, provided always; (@) that the Buyer without delay informs the Seller in writing of any claim of alleged infringement and the Buyer refrains from acting on account of such claim without previous approval of the Seller; and (b) that the Buyer without delay informs the Seller in writing if legal action is taken by any third party on account of such claim which the Seller will have full authority to defend or settle the same; and (©) that the Seller is informed of all circumstances which may be of relevance to the legal action taken and the Buyer refrains from all steps, in relation to the legal action taken, which may prejudice the Seller; and (@) that the Buyer gives the Seller every reasonable assistance which may be required to settle or defend the legal action taken. ARTICLE 10: EFFECTIVE DATE OF THE CONTRACT This Contract shall come into force when this Contract is signed by the Authorized Signatories of the Parties and shall remain in effect until the Contract is terminated in accordance with the terms and conditions of the Contract. ARTICLE 11: RELATED DOCUMENTS ‘The following Appendices form an integral part of this Contract. Proprietary and Confidential 8 Nokia Siemens Networks Za MES.19/25 Contract No, O1/1TC/Caviaw2014 asi telecom Coriant> Appendix 1 Bill of Quantity, Price List Appendix 2: Project Description Appendix 3: Project Schedule Appendix 4: Acceptance Test Procedure ARTICLE 11: WARRANTY The warranty period of the equipment shall be twelve (12) months from the date of Delivery date. During the Warranty Period, the Buyer shall notify the Seller of any defects and failures in writing. The Seller shall be responsible for repairing or replacing the defective or damaged items . The repairing period shall not exceed forty five (45) days, calculated from the date the Seller receives the defective equipment from the Buyer to the date the repaired equipment is returned to the Buyer/End-user. All the costs and fees related to the repairing and replacement (including but not limited to overseas and local transportation fees, insurance, re-export duties, import duties, custom clearance and taxes, ete.) shall be at the Seller’s account The Seller together with the Supplier shall provide care service to the Buyer during warranty time, Details as specified in The Appendix 2: Scope and Description of Service of the service contract no, 03/HTC/NSN/2011 between the Buyer and The Supplier The Seller shall, within 10 years after warranty time, continue supplying the Buyer equipments and spare parts with the same function at the same level of price specified in this contract. ARTICLE 12: PERFORMANCE BOND AND WARRANTY BOND 12.1 Performance Bond Within fifteen (15) days from the signing date of the Contract, the Seller shall send the Buyer a Performance Bond equivalent to 5% of the total contract value. Proprietary and Confidential 19 Nokia Siemens Networks Ee20/25 Contract No. 01/HTC/Coriant’2014 anol telecom Coriant> ‘The validity of the Performance Bond shall be from the signing date of the contract until Delivery date for the Contract shall be signed by both parties Performance bond shall be in the form of unconditional bank guarantee, issued and sent via SWIFT by a reputable Vietnamese bank or international bank having a branch office ‘in Vietnam. 12.2. Warranty Bond Within fifteen (15) days after the date of signing Provisional Acceptance Certificate of the Contract, the Seller shall send to the Buyer a Warranty bond equivalent to five percent (5%) of the total contract value. The validity of the Warranty Bond shall be for a period of twelve (12) months from the date of signing Provisional Acceptance Certificate of the relevant Contract . ARTICLE 13: FORCE MAJEURE 13.1 All events or circumstances which are beyond the reasonable control of Buyer and/or Seller, such as war, revolution, insurrection, hostilities, rebellion, riot, civil commotion, earthquake, flood or other natural disaster, fire, explosion, epidemic, strike, lockout or other industrial disturbance, blockade shall be considered as cases of Force Majeure. 13.2. In case of Force Majeure, the parties shall, within 20 days from the date of oceurrence/ending of the cause, advise each other of the nature thereof. In this case, the time stipulated for the performance of the obligations should be extended as agreed in writing by both Parties. 13.3 Notwithstanding the foregoing, neither Party shall be excused by reason of Force Majeure fiom any obligation to pay money/deliver equipment when due hereunder. Proprietary and Confidential 20 Nokia Siemens Networks gz =21/25 ‘Contract No, 01/HTC/Cariant!2014 anor telecom Coriant> 13.4 Should Force Majeure lasts for more than forty-five (45) days, the terms and conditions of the Contract shall be reasonably reviewed and amicably agreed by both parties. ARTICLE 14: GOVERNING LAW AND ARBITRATION This Contract shall be construed and interpreted in accordance with the laws of Singapore. Any disputes relating to or arising in connection with this Contract shall be finally settled in arbitration in Singapore in the English language in accordance with the Rules of the Singapore International Arbitration Centre (“SLAC”) being in force or such rules as may be agreed between the parties. The award shall be final and binding on the parties hereto and enforceable in any court of competent jurisdiction, ARTICLE 15: ASSIGNMENT 14.1 This Contract shall not be novated or assigned to any third parties. Nevertheless, Seller shall reserve the right to novate or assign to its affiliated companies with written consent from the Buyer 14.2. Notwithstanding any other provision to the contrary in this Contract, the Buyer hereby consents to any assignment of any rights of the Seller in relation to any receivables arising under this Contract to any financial institution or other third party. For the avoidance of doubt, any such assignment shall in no way affect the obligations of the Seller to Buyer under this Contract and shall not lead to any additional obligations on the part of the Buyer. ARTICLE 16: ANTI-CORRUPTION CLAUSE Proprietary and Confidential a Nokia Siemens Networks. zz(22/25 ‘Contract No. o1TC/Corient’2014 anol felecom Coriant> 16.1 The Buyer agrees to ensure that it and its owners, officers, directors, employees, and agents (hereinafter “Representatives”) are knowledgeable regarding all Legislative Requirements (as defined herein below) including those dealing with anti-corruption and the written anti-corruption compliance policies of Coriant, it will take appropriate steps to ensure compliance therewith, and it will not cause or request any actions which would cause Coriant or any other party to be in violation thereof. If local laws in the country, in which the works are being performed conflict with other laws, the Buyer will comply with the laws that prescribe the stricter standard or the greater penalty. 16.2 The Buyer represents that neither it nor any of its Representatives is related in any manner to any Customer or Government Entity, or that it has fully described any such relationship in writing to Nokia Siemens Networks. The Buyer agrees to notify Coriant of any change in this representation. 16.3 The Buyer agrees that it and its Representatives will not offer, pay, promise, authorize, or give anything of value to any Customer or Government Entity for purposes of obtaining or retaining business or any improper advantage in connection with this ‘Contract. 16.4 The Buyer agrees to keep accurate books, accounts, records, and invoices. Nokia Siemens Networks shall be entitled, with the help of outside auditors if it deems necessary, to audit all books, accounts, records and invoices and accompanying documentation of the Buyer for compliance with those Legislative Requirements dealing with anti-corruption. The Buyer agrees that it and its Representatives will cooperate fully in any such audit. 16.5 Failure by the Buyer to comply with the Legislative Requirements or the provisions of this Contract dealing with anti-corruption shall be deemed to be a material breach of this Contract by the Buyer entitling Nokia Siemens Networks to terminate this Contract. Nokia Siemens Networks (or its representatives) shall not be liable for any claims, losses, Proprietary and Confidential 2 Nokia Stemens Networks 5p ZZ z23/25 Contract No. O1/HTC/Corianv2014 fanoy telecom Coriant> or damages arising from or related to failure by the Buyer to comply with the Legislative Requirements or the provisions of this Agreement dealing with anti-corruption and the Buyer shall indemnify and hold Nokia Siemens Networks and its representatives harmless against any such claims, losses, or damages. In this Article: D “Customer” refers to any customers or end users of the Buyer. + “Government Entity” refers to any official, officer, employee, representative or other related party of any government (including wholly and partly owned or controlled companies), public international organization, or political party, or any political candidate; + “Legislative Requirements” means i) all laws, regulations, acts, orders, by-laws, decrees, or other such ordinances of the jurisdiction where the Works are being carried out, and ii) all requirements, permits, approvals, licenses, certificates and other directives made by any other authorities, public bodies, or other organizations having jurisdiction in connection with the carrying out of the works.” ARTICLE 17: TERMINATION OF CONTRACT ‘The Contract may be terminated in the following cases: (i) Where both Parties mutually agree to do so; or Gi) a material breach of this Contract by either Party that has not been remedied within thirty (30) days of receipt of a formal written notice specifying the breach and remedial action required;; or Proprietary and Confidential 2B oki Samens Networks

CORIANT GMBH By: YHoott By: pa. [hbo 2 tbe Kane Name: Stata Se. 78 Name: Siareer neh Title: Olaf Horsthemke Title: Michael Kalweit ‘Managing Drector SVP Global Procurement, Date: Date: me MGIE| con's weir Ider HTC INTERNATION TELECOMMUNICATION JOINT STOCK COMPANY ee Title: Chairwoman Date: August, 2014 AON Proprietary and Confgentiat 5 Nokia Siemens Networks & teCoriants Appendix 1: Bill of Quantity, P! Price schedule : Equipment to be importted. rice List Unit Price (CIF-UsD) 229.081,27/ EQUIPMENT] z (Option 2- HTC upgrade 02 channels Init 7300P |W __|TNX:A4B0000013978 | SRS-2 SHELF FOR ETSI RACK 1006 READY pes 1.61864 lhit7300P [HW __|TNx:a4Boo0013142 | SRS-2/5RS19 interwork kit 1006 ready pcs 152,04 lnit7300 HW _|TWxca4B0000008953 | SHELF-CONTROLLER CCSP-1 (40M) i pes 532,67 hit7300P —|HW___|TWxcaaBoo00011192 [alk FLOW GUIDE pes 30,86 0,00 init7300° |W |Twx:aa60000009751 ___|&-CHANNEL VOA Hipes 617,10 hit 7300 P iw |Tivx:A4B000001135 [OPTICAL CHANNEL PROTECTION 1 pes. 617,10 0,00 jhit 7300 P Hw |TNX:A480000011721___/10G QUAD TRANSPONDER LH TUNABLE W/PORTL |i pes 4.157,28 lnit7300 _|HW _|TNX:Aapoo0d012571 |KFP DWDM 10G, LONG HAUL, C-BAND TUNABLE |i pes 1.645,60 Inr7300P |Hw | TINx:A4B0000008970___|XFP MODULE I64.1/P111-2D1/10GBASE-L pes: 143,99 Ine 7300P |W __|TNX:A4B0000011607 __|SFPs, 106 TOM 164.1/P1I1-202, 2KM SMF ( pes: 273,22 lnm 7300 |Sw__|TNX:a4B0000010722 | CAPACITY LICENSE 106 pes 1.223,18 0.00 Infrastructure |W |C39195-2203-C5 JLWLLEITUNG 3M it pes 3,23, Infrastructure |HW _ |c39195-2203-c6 LWL-LEITUNG 6M | 455 0,00 infrastructure |HW _ |€39195-2202-0202 [LW/L-DAEMPFUNGSSTECKER pes 30,42 Infrastructure _|HW__ |C39195-2202-D203___| LWL-DAEMPFUNGSSTECKER 2 pes 30,41 infrastructure [HW |€39195-2202-D20a LWL-DAEMPFUNGSSTECKER Ht pes. 10,41 infrastructure _|HW _|€39195-7202-D205 LWL-DAEMPFUNGSSTECKER a pes. 10,41 infrastructure _|HW __ |€39195-7202-D206 LWL-DAEMPFUNGSSTECKER pcs: 30,41 485592) 486,12) 1598.01) 1141.82] 5553.9] 6171] 415728] 641784! 2735,81) 5464.4) 68498,08| 747,06) ai 249,84) 41,64] 83,28] 52,05) 364,35)infrastructure _|HW_ C39195-2202-0207 |LWL-DAEMPFUNGSSTECKER. J. pcs 10,41 20,62) 2| infrastructure |HW_ |€39195-2202-0210 |LWL-DAEMPFUNGSSTECKER, |. pes 10,41 124,82) 12} 0,00 frinas 0,00 [TNMs [TwMsooLT-c022 [TNMs CL - hit 7300 Ext. Shelf “TU 2 pes: 500,21 1500,83} 3 JTNMS: [TNMSOOLK-E107_ |TNMS CL hiT7500/7300/7100 10G UI T/R RLK 1 pcs: 357,29 3572.9) 10) 0,00 |SW Upgrade. = ~_0,00 init 7300° [SW __[TNx:A4B0000011570___|SW UPGRADE LICENSE REL. 5.00-> REL 5.1 pes 104,21 3022.09] 2s) nt 7300 |Sw _|tnx:aasoo0013160 [SW Upgrade License Rel. §.10-> Rel 5.30 pes 104,25 3023,25| 23] ITN. sw |TWmsiaxux-£008 HTNMS Core Upgrade License Vid - CRLK pcs 70.285,00 10285} 1 FrMs lsw___FrNMsaaxsw-£003 [TNMS Core Via - Software Media Pack ‘pes 358 3,58] 1 [Additional spares. 0,00 [hit 7300 P HW [TNX:A480000011135_ JOPTICAL CHANNEL PROTECTION 1 pcs: 617,10 3702,6| § ISERVICE (locallimple| tii i [ CWT (USD) (not included) ae: ee TOTAL : E (eal ec D z