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AGREEMENT
THIS Agreement entered into on this 14thday of August 2020 by and between:
AND
WHEREAS M/s Telecom Infrastructure Provider (TIP) Telecom Infrastructure
Provider (TIP) in the intention that the residents of the “Projects in Annexure” shall utilize
the offer of BSNL GMTD/PGMTD based on the terms and conditions contained herein
under.
1. In consideration of the due observance and performance of all the terms & conditions of
this agreement, the BSNL and Telecom Infrastructure Provider (TIP) agree to sign this
agreement on non exclusive and revenue sharing basis to provide the BSNL telecom
services.
2. TIP agrees that the infrastructure provided by BSNL PGMTD/GMTD will be utilized for
exclusively for BSNL services only.
3. TIP shall ensure the execution of services as per this agreement and continuance of the
same by the future association / any other outside agency who may continue to maintain
the telecom and other services in the residential complex / commercial complex for the
entire agreement period.
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c. To do the wiring of cable inside the building up to inside the flat / shop and
laying of connecting cable network in whole premises / complex connecting
various buildings / towers from the BSNL telecom Network point (BSNL
control room).
d. To do the installation of all telecom equipments
e. To install the ONT
f. To do the wiring of cable inside the building upto inside the flat / shop.
g. To provide the maintenance support to BSNL telecom equipments including
OFC.
a. To provide the space / room on rent for setting up of control room inside the
residential / commercial complex for housing the essential telecom
equipments with provisions of Air-conditioning and electricity availability.
b. To provide the maintenance support of space / room given on rent.
5. Case-II: OFC infrastructure available (laid by builder or RWA) but not in use in the
“Projects in Annexure”
a. To build / extend the OFC network upto residential / commercial complex, at one
point (BSNL control room), within the complex.
b. To build / extend the BSNL telecom network
c. To do the installation of all telecom equipments
d. To install the ONT
e. To provide the maintenance support to BSNL telecom equipments including OFC
laid / build by BSNL.
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6. Case-III: Full Telecom Infrastructure available (laid by builder or RWA or Telecom
Infrastructure Provider) and is in use in the “Projects in Annexure”
a) To build / extend the OFC network upto residential / commercial complex, at one
point (BSNL control room), within the complex.
b) To build / extend the OFC network inside the residential / commercial complex
and interconnection of building through OFC within premises.
c) To build / extend the BSNL telecom network
a) To do the installation of BSNL telecom equipments.
b) To provide the maintenance support to BSNL telecom equipments including OFC
laid / build by BSNL.
a) To build / extend the OFC network inside the residential / commercial complex
and interconnection of building through OFC within premises.
b) To do the wiring of cable inside the building up to inside the flat / shop and laying
of connecting cable network in whole premises / complex connecting various
buildings / towers from the BSNL telecom Network point (BSNL control room).
c) The compatible ONTs shall be supplied by Builder/RWAs/TIP to the Customers.
d) To provide a interconnectivity at the Network operation center (NOC) buildup by
the builder / RWA / Telecom infrastructure provider
e) To provide the maintenance support to OFC laid / build by the builder / RWA /
infrastructure provider.
f) To provide the maintenance support to telecom equipment supplied / installed by
the builder / RWA / infrastructure provider.
g) To provide the space / room to BSNL on rent, for setting up of control room inside
the residential / commercial complex for housing the essential telecom equipment
of BSNL with provisions of Air-conditioning and electricity availability.
h) To provide the maintenance support of space / room given on rent.
a. BSNL shall extend the Bandwidth connectivity from the nearest POP ,subject to
techno commercial viability.
7. 2 Responsibilities of Builder / RWA/TIP
TIP shall be responsible for installation of OLTE’s and also from OLTE to
BSNL POP OFcable is to be laid by TIP for Internet bandwidth connectivity
from BSNL at all the locations.
a. TIP build / extend the OFC network inside the residential / commercial complex and
interconnection of building through OFC within premises.
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b. To do the wiring of cable inside the building up to inside the flat / shop and laying of
connecting cable network in whole premises / complex connecting various buildings /
towers from the BSNL telecom Network point (BSNL control room).
c. To provide a interconnectivity at the Network operation center (NOC) buildup by the
Telecom infrastructure provider.
d. To provide the maintenance support to OFC laid by Infrastructure provider.
e. To provide the maintenance support to telecom equipment supplied / installed by the
Infrastructure provider.
f. TIPs shall be responsible for supply, deploy, own, operate and maintain the OLTs,
ONTs.
g. Builders/RWA/TIPs shall be responsible for supply, deploy, own, operate and
maintain the entire telecom network infrastructure beyond OLTs up to customer
premises.
h. Space, power and air-conditioning shall also be arranged by TIPs for installation of
OLTs.
i. The compatible ONTs shall be supplied by TIPs to the customer directly.
j. Cost towards this shall not be considered for revenue sharing purpose. Any further
post sale obligation in respect of OLTs & ONTs shall rest with TIPs and not with
BSNL.
8. There shall be no other payment other than the revenue share to be paid to the Telecom
infrastructure provider. All cost incurred on account of point no 4, 5, 6 &7 is part of
revenue share agreement/obligation and shall not be charged extra from BSNL by
Telecom Infrastructure Provider.
9.1 BSNL shall be solely responsible for all commercial functions of bill issue and its
collection for the telecom services provided to customers under this agreement. The
services shall be billed as part of telecom services provided by BSNL. The bills will
be raised and collected by BSNL from the subscribers.
9.2 Telecom Infrastructure Provider shall not charge any money from the customers. No
additional services than those contained within the scope of this agreement shall be
provided to the customers of BSNL either free or for a cost without the written
approval of BSNL.
9.3 All deposits levied, including security deposits collected on account of CPE /STB
/ONT provided by BSNL / registration amounts as decided by BSNL, shall be billed
and collected by BSNL and no revenue share shall be payable to Telecom
Infrastructure Provider from such receipts.
9.4 The terms and conditions of payments by customers shall be governed by BSNL’s
rules from time to time. The disconnection and resolution practice from payment
defaulters shall be enforced.
10.2 For Leased lines and Value Added Services (VAS) , which are being offered by
BSNL in partnership with other VAS Providers, TIP shall get a revenue share equal
to 10% of his agreed share of revenue for Voice and BB services (net of all
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statutory Taxes & levies like License Fee, Service Tax etc.) in the respective
agreement.
10.3 Illustration for revenue share for lease line & VAS service to TIP is given below :
Suppose, U%, X%, Y%, & Z% are agreed revenue share for TIP in Case I, Case II,
Case III and Case IV respectively. Then the revenue share that can be paid for lease
line & VAS service for case I is 10% of U%, for case II is 10% of X%, case III is
10% of Y, case IV Z%.
10.4 CGM of the circle shall adhere to above upper limit of revenue share payable to
builders/RWAs/Telecom Infrastructure provider and they shall make effort to
negotiate revenue share further downwards All the customers falling under the
purview of this agreement shall be identified separately and the revenue share may be
paid to the Telecom Infrastructure Provider as per the terms & conditions of this
agreement for such customers.
10.5 The payment of revenue share to the Telecom Infrastructure Provider will be made
by BSNL by 28th of the following month in which the revenue is realized.
10.6 The payment of revenue share shall be made to the Telecom Infrastructure Provider
after the deduction of applicable statutory levies which includes license fees payable
by BSNL and / or taxes applicable from time to time, from the revenues accrued on
account of provision of telecom services under the agreement. All such taxes / levies
shall be a pass-through item and shall be billed to and collected from the customers
and paid to the respective statutory bodies by BSNL, except such cases where
liabilities arise on account of claims raised by concerned authorities in a post-facto
manner, wherein such liability shall be shared in the same ratio as the revenue share
for the respective services.
10.7 Any discrepancy found would be mutually discussed and resolved. Balance of
payments arising due to any reason shall be adjusted in future payments by
BSNL.
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TIPs shall be responsible for supply,
deploy, own, operate and maintain,
Full telecom the OLTs & ONTs and Full telecom
infrastructure available infrastructure available (laid by
and services already Telecom infrastructure provider
offered by different &OLTs and beyond OLTs up to
TSPs customer premises) in
& surrounding areas
Builder /
Builder / RWA/
RWA/
Telecom
BSNL Telecom BSNL
infrastructure
infrastructure
provider
provider
Revenue Share Ratio Not Applicable 50% 50%
11.2All commercial works (CAF etc) shall be undertaken by BSNL and all customers shall
be BSNL customers.
11.3 BSNL shall collect dues payable to it by the individual residents / commercial complex
occupants of “Projects in the Annexure” directly from such subscribers / residents.
“Telecom Infrastructure Provider (TIP) ” shall not in any way be liable or responsible
for the nonpayment or delayed payment of the dues to BSNL PGMTD by the individual
subscribers residing in “Projects in annexure”. Any charges are to be borne by the
individual customers and “Telecom Infrastructure Provider ( TIP) ” is not liable.
12.1 This agreement is applicable for all kinds of telecom services (fixed, wireless,
broadband etc) being offered presently and in future also.
12.2 This agreement is a confidential document. The Telecom Infrastructure Provider (TIP)
shall not divulge any part of the agreement either through oral or written
communication or through any other mode to any third party.
12.3 This agreement shall not be amended or modified or altered or changed in any way
except in writing and duly executed by the authorized representatives of each party.
12.4 Period of agreement: This agreement shall be valid for the period of 10 years from the
date of signing and is renewable thereafter on similar / mutually agreed terms and
conditions.
12.5 Termination of the agreement: This agreement may be terminated only by the
mutually, written consent of the parties giving 30 days notice. Notwithstanding any
terms and conditions herein, this agreement may be terminated only by the mutually,
written consent of the parties giving one month notice. Termination of the agreement
shall be without prejudice to the accrued rights and liabilities of the parties at the date
of termination. On termination of this agreement the telecom services may continue to
be used by the residents of the “Projects in annexure” as per applicable terms &
conditions.
12.6 Severability: TRAI / DoT declare any part of this agreement unenforceable through
direction / order / regulation or if terms of license of BSNL are changed through any
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amendment or order of the Government, the parties will cooperate and take all
appropriate steps to amend, modify or alter this agreement.
12.7 This agreement shall be binding upon all respective successors of the parties.
BSNL and Telecom Infrastructure Provider (TIP) shall perform their duties in strict
compliance with all applicable laws in India along with rules and regulations of the
duty constituted Govt. authorities in India and shall obtain all licenses, restrictions or
other approval, if any, required by laws in India in connection with the services to be
rendered hereunder.
Further, service provided to the customers shall be subject to Indian Telegraph Act
1885, TRAI directions and tariff circulars issued by BSNL Corporate Office.
14. Indemnification:
Telecom Infrastructure Provider (TIP) agrees to protect, defend, indemnify and hold
harmless BSNL and its employees, officers, directors, agents or representatives room
and against any and all liabilities, damages, fines, penalties and costs (including legal
costs and disbursements) arising from or relating to:
(a) Any breach of any statue, regulation, direction, orders or standards from any
governmental body, agency, telecommunications operator or regulator applicable
to such party; “or”
(b)Any breach of the terms and conditions in this agreement by the Telecom
Infrastructure Provider (TIP) ;
15. Relationship:
Each party understands that it is an independently owned business entity and this
agreement does not make it, its employees, associates or agents as employees, agents or
legal representatives of the other party for any purpose whatsoever. Neither party has
express or implied right or authority to assume or to undertake any obligation in respect
of or on behalf of or in the name of the other party or to bind the other party in any
manner. In case, any party , its employees, associates or agents hold out as employees,
agents, or legal representatives of the other party, the former party shall forthwith upon
demand make good any / all loss, cost, damage including consequential loss, suffered by
the other party on this account.
16. ARBITRATION
16.1 In the event of any question, dispute or difference arising under this agreement
or in connection there-with (except as to the matters, the decision to which is
specifically provided under this agreement), the same shall be referred to the sole
arbitration of the CMD, BSNL or in case his designation is changed or his office is
abolished, then in such cases to the sole arbitration of the officer for the time
being entrusted (whether in addition to his own duties or otherwise) with the
functions of the CMD, BSNL or by whatever designation such an officer may be
called (hereinafter referred to as the said officer), and if the CMD or the said officer is
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unable or unwilling to act as such, then to the sole arbitration of some other person
appointed by the CMD or the said officer.
The agreement to appoint an arbitrator will be in accordance with the Arbitration
and Conciliation Act 1996 and subsequent Amendments/modifications. There will be
no objection to any such appointment on the ground that the arbitrator is a
Government Servant or that he has to deal with the matter to which the agreement
relates or that in the course of his duties as a Government Servant he has expressed his
views on all or any of the matters in dispute. The award of the arbitrator shall be
final and binding on both the parties to the agreement. In the event of such an
arbitrator to whom the matter is originally referred, being transferred or vacating his
office or being unable to act for any reason whatsoever, the CMD, BSNL or the said
officer shall appoint another person to act as an arbitrator in accordance with terms of
the agreement and the person so appointed shall be entitled to proceed from the stage
at which it was left out by his predecessors.
16.2 The arbitrator may from time to time with the consent of both the parties enlarge the
time frame for making and publishing the award. Subject to the aforesaid, Arbitration
and Conciliation Act, 1996 and the rules made there under, any modification thereof
for the time being in force shall be deemed to apply to the arbitration proceeding under
this clause.
16.3 The venue of the arbitration proceeding shall be the office of the CMD, BSNL, New
Delhi or such other places as the arbitrator may decide.
IN WITNESS WHEREOF the Parties here so have caused this agreement to be duly
executed on the date above written.
For BSNL:
Witness :
Witness :
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Undertaking
The (company/partnership firm/proprietorship firm name )will adhere to security guidelines issued
time to time. Any Loop holes/security vulnerability detected in the network elements of OLTs should
be addressed and fixed by the company/partnership firm/proprietorship firm on priority.
Any security related Activity which is essential and left out from Agreement shall be done by the the
TIP .It will take care of the requirement of the LICENSOR/LEAs
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Annexure-1:
Sl.No Title
1 Vendor Name
2 Address
3 Town/District
4 Postal/Pin code
5 City
6 State
7 Land Line No./Mobile No.
8 Fax No.(With STD Code)
9 E-mail Address
10 Type of Industry
11 IFSC CODE
12 Bank Account No.
13 Account Holder Name
14 Type Of Account
15 Mode of Payment
16 PAN NO
17 GST NO
18 Customer code(To be
entered by BSNL)
Annexure -2:
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OLT DETAILS & Installation address particulars
Main locality
Sub locality
Exchange code
Date:
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To
IndiaIdeas.com Limited (‘BillDesk’)
801 Supreme Chambers
17/18 Shah Industrial Estate
Off Veera Desai Road
Andheri (W), Mumbai 400 053
Sub.:Digital/Electronic Bill Collections through BSNL In-house E-pay Platform by FTTH Partners/TIP’s
Dear Sir,
We are an authorized FTTH partner /TIP of Bharat Sanchar Nigam Limited (BSNL). Our details are provided vide Annexure
1 to this letter.
We understand that pursuant to the arrangements specified by BSNL, we will have the facility of availing online payment
processing services through the payment platform of your company (‘BillDesk Platform’). We acknowledge and agree that,
that the services will be provided by you for a fee and other terms (including the security deposit) specified as per
Annexure 2 to this letter.
In this context we request that the monies paid by our customers over the BillDesk Platform (as identified and tagged by
BSNL and intimated to you by them), be remitted to our bank account, details of which are provided as per Annexure 3 to
this letter.
We understand and accept that the services availed herein will also be governed by any additional terms and conditions
that BSNL may specify in this regard and by the applicable rules and conditions of the Reserve Bank of India, Scheme
Owners (of cards and other payment methods) and the transaction acquiring banks. In specific we understand that any
refunds, chargebacks linked to customer complaints/disputes will be handled as per applicable guidelines of the relevant
payment method Scheme Owners and will be our responsibility for payment.
We are happy to provide any additional documents you may need from us and request you to initiate the services in our
name.
Yours Truly
For ____________________________
Authorized Signatory
Name:
Title:
Annexure 1
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COMPANY INFORMATION
Entity legal name
Address
Pin code
City
State
Type of legal entity
Date of incorporation (if applicable)
Company Identification Number (CIN) (If applicable)
Permanent Account Number (PAN)
GST Identification Number(s)
BSNL FTTH Circle
BSNL FTTH Partner /TIP Identifier – 1 (as in BSNL records)
BSNL FTTH Partner /TIP Identifier – 2
CONTACT INFORMATION
Contact name
Contact telephone
Contact e-mail address
(Please provide details of the authorized signatories of the entity signing the letter)
Name
Title
PAN
Annexure 2
The fees to be paid in respect of the transactions processed shall be computed and paid as specified hereinbelow:
• Bill Presentment and Payment Services - through BillDesk channels and BBPS (Bharat Bill Payment System )
Other Terms:
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• Payment of all fees shall be set off on a daily basis from the Transaction Amounts being remitted to entity bank
account.
• Payments would be made after deducting taxes (TDS) as per prevalent statutory provisions
• Chargebacks linked to customer disputes on transactions will be handled as per applicable rules/ guidelines of
acquiring banks /Scheme Owners and will be set off from the daily remittance
• In case of any dues to BillDesk from the Franchisee that are not recoverable through daily proceeds, franchisee
agree that BSNL will recover the same from the Deposit / BG provided by Franchisee to BSNL and remit to
BillDesk.
Annexure 3
Date:
IndiaIdeas.com Limited
801 Supreme Chambers
17/18 Shah Industrial Estate
Off Veera Desai Road
Andheri (W), Mumbai 400 053
Remittance of Funds
This is with reference to the Payments Processing Services offered by IndiaIdeas.com Limited (‘IndiaIdeas’) to
______________________.
In this regard, we confirm that the monies dues to us be remitted to our Bank account, as per details mentioned below:
Entity Name
Payment Mode NEFT/RTGS/ACCOUNT TRANSFER
Beneficiary Name
(Account Name as in Bank records)
Bank Name
Branch where account is held
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Bank Address
Yours faithfully
For ____________________
__________________
Name:
Designation:
Bank Certificate
This is to confirm that the above mentioned account details are correct.
Date:
To
801 Supreme
Sub.: Declaration of GST Not-applicable under the provisions of Goods and Service Tax Act
I/We do herebydeclare that I/we am/are not liable to obtain registration as normal tax-payer or
as a casual/non-resident taxable person in accordance with rules as per the Central Goods and
Services Tax Act, 2017.
I/We hereby also confirm that if anytime during any financial year I/we decide or require or
become liable to get registered under GST, I/we would obtain registration and provide all the
requisite documents and information.
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Name of the Authorized Signatory :
NameofBusiness :
PAN NumberofBusiness :
Date :
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