Common use of Representations & Warranties Clause in Contracts

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 days advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DEN; (viii) DEN shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DEN, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN nor authorize or permit others to make use of the intellectual property of DEN.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN NXTDIGITAL LIMITED that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN NXTDIGITAL LIMITED at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 at least 15 days in advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENNXTDIGITAL LIMITED; (viii) DEN NXTDIGITAL LIMITED shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN NXTDIGITAL LIMITED shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENNXTDIGITAL LIMITED, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN NXTDIGITAL LIMITED nor authorize or permit others to make use of the intellectual property of DENNXTDIGITAL LIMITED.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 days advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels channel will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DEN; (viii) DEN shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DEN, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN nor authorize or permit others to make use of the intellectual property of DEN.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN “SKYPRO” that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN “SKYPRO” at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 days advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between be not more than 2 to / 4 mbps onlyonly for SD/HD respectively. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DEN;“SKYPRO”.It is obligatory to provide digital output, in the event of failure to do so, “SKYPRO” reserves the right to deny carriage. (viii) DEN SKYPRO” shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN “SKYPRO” shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DEN“SKYPRO”, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN “SKYPRO” nor authorize or permit others to make use of the intellectual property of DEN“SKYPRO”.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN ADN that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN ADN at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 days 15 months advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENDEN ADN; (viii) DEN ADN shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN ADN shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENDEN ADN, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN ADN nor authorize or permit others to make use of the intellectual property of DENDEN ADN.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN SANJAY CABLE that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN SANJAY CABLE at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 days advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels channel will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENSANJAY CABLE; (viii) DEN SANJAY CABLE shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN SANJAY CABLE shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENXXXXXX XXXXX, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN XXXXXX XXXXX nor authorize or permit others to make tomake use of the intellectual property of DENXXXXXX XXXXX.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN NEW LIBERTY CABLE NETWORK that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN NEW LIBERTY CABLE NETWORK at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 at least 15 days in advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENNEW LIBERTY CABLE NETWORK; (viii) DEN NEW LIBERTY CABLE NETWORK shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN NEW LIBERTY CABLE NETWORK shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENNEW LIBERTY CABLE NETWORK, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN NEW LIBERTY CABLE NETWORK nor authorize or permit others to make use of the intellectual property of DENNEW LIBERTY CABLE NETWORK.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN MCN that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN MCN at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 at least 15 days in advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENMCN; (viii) DEN MCN shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN MCN shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENMCN, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN MCN nor authorize or permit others to make use of the intellectual property of DENMCN.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN STAR VISION NETWORK, JATH that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN STAR VISION NETWORK, JATH at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme program content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 at least 15 days in advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENSTAR VISION NETWORK, JATH; (viii) DEN STAR VISION NETWORK, JATH shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme program content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN STAR VISION NETWORK, JATH shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENSTAR VISION NETWORK, JATH, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN STAR VISION NETWORK, JATH nor authorize or permit others to make use of the intellectual property of DENSTAR VISION NETWORK, JATH.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to CCN DEN that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to CCN DEN at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue ensure that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 days 15 months advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENCCN DEN ; (viiivii) CCN DEN shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and CCN DEN shall not be held liable for violation of such intellectual property rights in any manner; and (ixviii) The Broadcaster shall not claim adversely to or challenge the intellectual property of CCN DEN, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of CCN DEN nor authorize or permit others to make use of the intellectual property of DENCCN DEN .

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing sodoingso. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN PCMCPL that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN PCMCPL at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 at least 15 days in advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps 4mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENPCMCPL; (viii) DEN PCMCPL shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN PCMCPL shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENPCMCPL, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN PCMCPL nor authorize or permit others to make use of the intellectual property of DENPCMCPL.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that andthat there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN TRIPLE PLAY that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN TRIPLE PLAY at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast at least 30 days advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels channel will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENTRIPLE PLAY; (viii) DEN TRIPLE PLAY shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN TRIPLE PLAY shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENTRIPLE PLAY, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN TRIPLE PLAY nor authorize or permit others to make tomake use of the intellectual property of DENTRIPLE PLAY.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster Broadcaster/Authorized Distributor hereby represent, warrant and undertakes to DEN KCNPL that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN KCNPL at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster/Authorized Distributor, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 days advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster Broadcaster/ Authorized Distributor shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENKCNPL; (viiivi) DEN KCNPL shall not be liable to the Broadcaster Broadcaster/Authorized Distributor or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN KCNPL shall not be held liable for violation of such intellectual property rights in any manner; and (ixvii) The Broadcaster Broadcaster/Authorized Distributor shall not claim adversely to or challenge the intellectual property of DENKCNPL, or its authorized agents. The Broadcaster Broadcaster/Authorized Distributor shall not use any material containing any of the intellectual property of DEN KCNPL nor authorize or permit others to make use of the intellectual property of DENKCNPL.

Representations & Warranties. (a) The Parties hereby here by represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into in to this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable Partisan force able against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby representrepresents, warrant and undertakes to DEN SATELLITE that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN SATELLITE at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 days at least 15 months advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENDEN SATELLITE; (viii) DEN SATELLITE shall not be liable to the Broadcaster or any other party for any infringement of copyrights of to copyright so if any third party or any other illegality in respect of the programme content of the Channel(s). The Channel(s).The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN SATELLITE shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENDEN SATELLITE, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN SATELLITE nor authorize or permit others to make use of the intellectual property of DENDEN SATELLITE.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN I VISION that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN I VISION at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 days advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between be not more than 2 to / 4 mbps onlyonly for SD/HD respectively. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DEN;I VISION. It is obligatory to provide digital output, in the event of failure to do so, I VISION reserves the right to deny carriage. (viii) DEN I VISION shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN I VISION shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENI VISION, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN I VISION nor authorize or permit others to make use of the intellectual property of DENI VISION.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN SHRI SIDDHANATH CABLE NETWORK that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN SHRI SIDDHANATH CABLE NETWORK at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 at least 15 days in advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENSHRI SIDDHANATH CABLE NETWORK ; (viii) DEN SHRI SIDDHANATH CABLE NETWORK shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN SHRI SIDDHANATH CABLE NETWORK shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENSHRI SIDDHANATH CABLE NETWORK , or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN SHRI SIDDHANATH CABLE NETWORK nor authorize or permit others to make use of the intellectual property of DENSHRI SIDDHANATH CABLE NETWORK .

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN KCL that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN KCL at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 days advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between be not more than 2 to / 4 mbps onlyonly for SD/HD respectively. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DEN;KCL. It is obligatory to provide digital output, in the event of failure to do so, KCL reserves the right to deny carriage. (viii) DEN KCL shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN KCL shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENKCL, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN KCL nor authorize or permit others to make use of the intellectual property of DENKCL.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) i. They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is are no legal or other impediment in their doing so. (ii) . This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) . They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN that: (i) The Broadcaster has valid permits that they have obtained the requisite licenses from the Ministry Government of Information and Broadcasting India for downlinking the Channel(s) in Indiachannel(s), a true certified copies copy of which shall be provided by is shown as Annexure IV herein. c) Distributor hereby represent, warrant and undertakes that they have obtained the necessary permits, licenses etc., from the Government of India for distribution of television channels, a true copy of which is shown as Annexure V herein. d) Broadcaster to DEN at the time execution of the Agreement; (ii) There is represents and warrants that there are no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iiie) The Broadcaster shall ensue ensure that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each Government of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s)India. (vf) The Broadcaster shall provide its programming schedule atleast 30 days in advance for the purpose of insertion in Electronic Programming Guide (EPG). (vig) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between be not more than 2 to / 4 mbps onlyonly for SD/HD respectively. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DEN; (viii) DEN shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DEN, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN nor authorize or permit others to make use of the intellectual property of DEN.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN IMCL that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN IMCL at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 at least 15 days in advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENIMCL; (viii) DEN IMCL shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN IMCL shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENIMCL, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN IMCL nor authorize or permit others to make use of the intellectual property of DENIMCL.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN STAR VISION that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN STAR VISION at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 at least 15 days in advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENSTAR VISION; (viii) DEN STAR VISION shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN STAR VISION shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENSTAR VISION, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN STAR VISION nor authorize or permit others to make use of the intellectual property of DENSTAR VISION.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 days 15 months advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DEN; (viii) DEN shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DEN, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN nor authorize or permit others to make use of the intellectual property of DEN.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN MNIPL that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN MNIPL at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 days advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENMNIPL; (viii) DEN MNIPL shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN MNIPL shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENMNIPL, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN MNIPL nor authorize or permit others to make use of the intellectual property of DENMNIPL.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into in to this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby representrepresents, warrant and undertakes to DEN RADIANT that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting B roadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN RADIANT at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereofthere of, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue ensure that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) ; The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (viv) The Broadcaster shall provide its programming schedule atleast 30 days at least 15 months advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (viiv) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENRADIANT; (viiivi) DEN RADIANT shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN RADIANT shall not be held liable for violation of such intellectual property rights in any manner; and (ixvii) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENRADIANT, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN RADIANT nor authorize or permit others to make use of the intellectual property of DENRADIANT.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN NXTDIGITAL that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN NXTDIGITAL at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 at least 15 days in advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENNXTDIGITAL; (viii) DEN NXTDIGITAL shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN NXTDIGITAL shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENNXTDIGITAL, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN NXTDIGITAL nor authorize or permit others to make use of the intellectual theintellectual property of DENNXTDIGITAL.

Representations & Warranties. (a) 2.1 The Parties hereby represent, warrant Supplier represents and undertake to each other warrants that: (i) They are respectively competent 2.1.1 it is validly incorporated, organised and subsisting in law accordance with the Laws of its place of incorporation; 2.1.2 it has full capacity and have full right and absolute authority to enter into this Agreement and to fully perform their rights this Framework Agreement; 2.1.3 this Framework Agreement is executed by its duly authorised representative; 2.1.4 it has all necessary consents and regulatory approvals to enter into this Framework Agreement; 2.1.5 there are no actions, suits or proceedings or regulatory investigations before any court or administrative body or arbitration tribunal pending or, to its knowledge, threatened against it or any of its Affiliates that might affect its ability to perform its obligations under this Framework Agreement; 2.1.6 its execution, delivery and that there performance of its obligations under this Framework Agreement will not constitute a breach of any Law or obligation applicable to it and will not cause or result in a default under any agreement by which it is no legal or other impediment in their doing so.bound; (ii) This 2.1.7 its obligations under this Framework Agreement duly executed and delivered by the Parties constitutes a constitute its legal, valid and binding obligation of the respective Parties obligations, enforceable against each respective Party in accordance with its terms.their respective terms subject to applicable bankruptcy, reorganisation, insolvency, moratorium or similar Laws affecting creditors’ rights generally and subject, as to enforceability, to equitable principles of general application (regardless of whether enforcement is sought in a proceeding in equity or law); (iii) They shall at 2.1.8 all times during the Term, written statements and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) representations in India, true certified copies of which shall be provided any written submissions made by the Broadcaster to DEN at the time execution Supplier as part of the procurement process, including without limitation its response to the standard selection questionnaire and invitation to tender (if applicable), its Tender and any other documents submitted remain true and accurate except to the extent that such statements and representations have been superseded or varied by this Framework Agreement or to the extent that the Supplier has otherwise disclosed to the Authority in writing prior to the date of this Framework Agreement; (ii) There is no present or prospective claim, proceeding or 2.1.9 it has notified the Authority in writing of any Occasions of Tax Non-Compliance and any litigation in respect which it is involved that is in connection with any Occasion of Tax Non-Compliance; 2.1.10 it has all necessary rights in and to the Licensed Software, the Third Party IPRs, the Supplier Background IPRs and any other materials made available by the Supplier (and/or any Sub-Contractor) to the Authority which are necessary for the performance of the programme content Supplier’s obligations under this Framework Agreement and/or the receipt of the Channel(s), or Services by the title thereof, or Authority; 2.1.11 the ownership Charges set out in Section 3 (Schedule of copyright in the programme content Prices) is/will be a true and accurate reflection of the Channel(scosts and the Projected Profit Margin and the Supplier does not have any other internal financial model in relation to the Services inconsistent with the Charges; 2.1.12 it is not subject to any contractual obligation, compliance with which is likely to have a material adverse effect on its ability to perform its obligations under this Framework Agreement; 2.1.13 no proceedings or other steps have been taken and not discharged (nor, to the best of its knowledge, are threatened) which may for the winding up of the Supplier or for its dissolution or for the appointment of a receiver, administrative receiver, liquidator, manager, administrator or similar officer in relation to any manner infringe upon any third partyof the Supplier’s rightsassets or revenue. (iii) 2.2 The Broadcaster representations and warranties set out in Clause 2.1 shall ensue that the Channel(s) shall comply with the Programming Code and the Advertisement Code issued be deemed to be repeated by the Central Government; Supplier on the Commencement Date (ivif later than the date of signature of this Framework Agreement) The programme content for each of by reference to the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s)facts then existing. (v) 2.3 The Broadcaster representations and warranties set out in this Clause 2 shall provide its programming schedule atleast 30 days advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees be construed as a separate representation and undertakes that the bandwidth utilization of its channels will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote warranty and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DEN; (viii) DEN shall not be liable to limited or restricted by reference to, or inference from, the Broadcaster terms of any other representation, warranty or any other party for undertaking in this Framework Agreement. 2.4 If at any infringement of copyrights of any third party time the Supplier becomes aware that a representation or any other illegality in respect warranty given by it under Clause 2.1 has been breached, is untrue or is misleading, it shall immediately notify the Authority of the programme content relevant occurrence in sufficient detail to enable the Authority to make an accurate assessment of the Channel(s). The Broadcaster shall be solely responsible for ensuring that situation. 2.5 the intellectual property rights Supplier System and assets used in the performance of the Channel(s)/Broadcaster remain protected Services will be: 2.5.1 free of all encumbrances, any exceptions must be agreed in writing with the Area and DEN shall not be held liable for violation of such intellectual property rights in any mannerAuthority; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DEN, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN nor authorize or permit others to make use of the intellectual property of DEN.

Representations & Warranties. (a) The Parties hereby represent, warrant and undertake to each other that: (i) They are respectively competent in law and have full right and absolute authority to enter into this Agreement and to fully perform their rights and obligations and that there is no legal or other impediment in their doing so. (ii) This Agreement duly executed and delivered by the Parties constitutes a valid and binding obligation of on the respective Parties enforceable against each respective Party in accordance with its terms. (iii) They shall at all times during the Term, and also otherwise, comply with all the laws applicable to them respectively. (b) Broadcaster hereby represent, warrant and undertakes to DEN Delinet that: (i) The Broadcaster has valid permits from the Ministry of Information and Broadcasting for downlinking the Channel(s) in India, true certified copies of which shall be provided by the Broadcaster to DEN Delinet at the time execution of the Agreement; (ii) There is no present or prospective claim, proceeding or litigation in respect of the programme content of the Channel(s), or the title thereof, or the ownership of copyright in the programme content of the Channel(s) which may in any manner infringe upon any third party’s rights. (iii) The Broadcaster shall ensue ensure that the Channel(s) shall comply with the Programming Code and the Advertisement Advertising Code issued by the Central Government; (iv) The programme content for each of the Channel(s) shall correspond and represent the appropriate genre indicated by the Broadcaster, including the language of the Channel(s). (v) The Broadcaster shall provide its programming schedule atleast 30 days advance for the purpose of insertion in Electronic Programming Guide (EPG). (vi) The Broadcaster agrees and undertakes that the bandwidth utilization of its channels Channel(s) will between 2 to 4 mbps only. (vii) The Broadcaster shall provide including but not limited to Professional IRD boxes of CISCO/Harmonic/Tandberg, Cam Module, Smart Card, Remote and all other equipment which are proprietary in nature and related with reception of digital signals at installation premises indicated by DENDelinet; (viii) DEN Delinet shall not be liable to the Broadcaster or any other party for any infringement of copyrights of any third party or any other illegality in respect of the programme content of the Channel(s). The Broadcaster shall be solely responsible for ensuring that the intellectual property rights of the Channel(s)/Broadcaster remain protected in the Area and DEN Delinet shall not be held liable for violation of such intellectual property rights in any manner; and (ix) The Broadcaster shall not claim adversely to or challenge the intellectual property of DENDelinet, or its authorized agents. The Broadcaster shall not use any material containing any of the intellectual property of DEN Delinet nor authorize or permit others to make use of the intellectual property of DENDelinet.