INTERNATIONAL
TELECOMMUNICATIONS
SERVICE
BETWEEN
MATAV Rt - HUNGARY
AND
NORDISKA TELE8 AB - SWEDEN
DRAFT 2.0
CONTAINS
INTERNATIONAL TELECOMMUNICATIONS SERVICE AGREEMENT
ANNEX A INTERNATIONAL PUBLIC SWITCHED TELEPHONE SERVICE
ANNEX B PROPORTIONATE RETURNS (PR) PRINCIPLES
INTERNATIONAL TELECOMMUNICATIONS SERVICE AGREEMENT
An Agreement etered into by and between the NORDISKA TELE8 AB and the MATV Rt.
(Hungarian Telecommunications Company Limited) in the field of
telecommunications (hereinafter, contracting Parties)
The contracting Parties acknowledging the outstanding role of modern
telecommunications in the promotion of comprehension among people and economic
development;
taking into consideration that the Parties are directly interested in the
application and development of new technologies in telecommunications, in
improving the quality of services, as well as in getting mutually acquainted
with the experiences obtained in this field,
guided by wish to improve the relationship between the two countries by
improving the cooperation between two Parties in the field of
telecommunications make the following Service Agreement in the common interest
The aim of this Service Agreement is to establish the basic for a cooperation
in the field of telecommunications between the contracting Parties in order to
ensure the improvement and development of new technologies, services and
facilities.
The activity of cooperation is based on the principle of equality and it must
be favorable for both contracting Parties.
1. The telecommunications services to be established and provided
hereunder shall be agreed between the parties from time to time and the
details thereof shall be set out in annexes which shall be attached to the
Agreement.
2. This Agreement shall come into force on the date of signature hereunder
and shall continue thereafter unless and until terminated by not less than 12
months prior notice.
3. The telecommunications services covered by this Agreement shall be
provided by direct circuits between Sweden and Hungary and/or switched
circuits via other countries, or a combination of direct and switched circuits
via other countries as the contracting Parties may from time to time agree.
Each party shall be responsible for the provision, payment and
maintenance of the telecommunications facilities located within its operating
area necessary to provide service between Sweden and Hungary.
Each party shall be responsible for the establishment and payment of one
half of the international telecommunications facilities necessary to provide
said services between Sweden and Hungary.
Each party shall notify the other party as soon as possible of any
facility failure which will arise, or will be likely to arise, from a cause
within its area of operation and which is expected to result in a protracted
interruption of any or all of the telecommunications services hereunder
described.
4. The technical standards and methods of operation to be applied and used
by the parties in the provision of telecommunications services hereunder shall
be agreed by the parties from time to time. However, unless the parties agree
otherwise, the parties shall apply technical standards which conform to the
relevant Recommendations of the ITU-T.
For operational purposes, technical and operating personnel will use
English as the working language.
5. Neither party shall be liable to the other for any loss or damage
whether direct or indirect, sustained by reasons of any failure in the
services provided under this Agreement, whatsoever shall be the cause of such
failure, and however long such failure shall last.
6. All undertakings and obligations assumed hereunder by either party are
subject to the issuance and continuance of all necessary governmental
licenses, consents, permits, registrations and approvals.
7. All notices under this Agreement shall be made in writing and all
notices shall be directed as follows:
▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ MATAV Rt
Box 88 Partner Providers Business ▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇▇▇▇ P.O.B. 110
Fax: ▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇-▇▇▇▇
▇▇▇▇▇▇▇
Fax: ▇▇▇ ▇ ▇▇▇ ▇▇▇▇
8. This Agreement represents the entire understanding between the parties
in relation to the subject matter hereof and supersedes all other agreements
and representations made by either party, whether oral or written and this
Agreement may only be modified if such modification is in writing and signed
by a duly authorized representative of each party hereto.
9. No waiver by either party of any provision of this Agreement shall be
binding unless expressly confirmed in writing. Further any such waiver shall
relate only to such particular matter, non-compliance or breach as it
expressly relates to and shall not apply to any subsequent or other matter,
non-compliance or breach.
10. Notwithstanding any other provision of this Agreement, if a party
fails to pay a net balance due in accordance with the terms of this Agreement,
or is otherwise in material breach of this Agreement, and such default
continues for a period of at least sixty (60) days, the non-breaching party
may, at its option and after providing thirty (30) days written notice to the
defaulting party,
(a) restrict, suspend or terminate its own participation in the
services covered hereby, and the non-breaching party shall be released from
its obligations under this agreement until any balance due is paid or until
such other material breach is remedied,
(b) handle only calls that are billed to its own customers, retain all
the revenues, and continue such practice until payment of any outstanding
balance due has been made or other material breach has been remedied, or
(c) terminate this Agreement without surrendering any right to
compensation.
11. Neither party shall transfer or assign its rights or obligations under
this Agreement without the prior written consent of the other party, provided
however that either party may assign its rights and obligations under this
Agreement to its subsidiaries, to its parent Company or subsidiaries of the
parent with prior notification to the other party. No such assignment shall
relieve the assigning party of its obligations hereunder.
12. Any dispute, controversy or claim which may arise out of or in
connection with this Agreement shall be settled amicably by the Parties, but
failing any results after a 3-month period, shall be finally settled under the
Rules of Conciliation and Arbitration of the International Chamber of Commerce
by one or more arbitrators appointed in accordance with the said rules. The
place of proceedings shall be in Brussels and the proceeding shall be
conducted in the English language. The award shall be final and binding upon
the Parties.
13. No failure or omission by either party to carry out or observe any of
the terms and conditions of this Agreement shall give rise to any claim
against the party in question of be deemed a break of this Agreement if such
failure or omission arises from any cause reasonably beyond the control of the
party seeking to rely upon such failure or omission.
14. Any of the information contained in this Agreement and the Annexes or
arising hereunder, and which is not in the public domain, shall be treated as
strictly confidential and shall not be disclosed to third parties unless
otherwise agreed, save that such information shall be disclosed if required by
law or any competent regulatory authority.
The provisions of this paragraph shall remain in effect for a period of five
(5) years following the termination of this Agreement unless otherwise agreed
in writing by the parties hereto.
Signature
Signed for and on behalf of Signed for and on behalf of
▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ MATAV Rt
---------------------- -------------------- ----------------------
▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Miesinai
Executive Director Deputy Director
Partner Providers Business Unit
Date: Date: Date:
ANNEX A
INTERNATIONAL PUBLIC SWITCHED TELEPHONE SERVICE operated by MATAV
Rt and NORDISKA TELE8 AB between Hungary and Sweden
This Annex is attached to and incorporated into the International
Telecommunications Services Agreement of even date made between MATAV Rt and
NORDISKA TELE8 AB
1. The Type of telephone service between Sweden and Hungary are as follows:
International Direct Dialing
These types of services may be amended from time to time subject to mutual
agreement of the Parties.
2. The Collection Charges applicable to this service shall be a national
matter to be determined by each party. Each party shall, subject to
applicable national law, establish the charges to be collected from its
customers.
3. The Accounting Rates shall by mutual agreement establish and revise to
be applied between the contracting Parties taking into account relevant ITU-T.
Recommendations and could be agreed from time to time.
The Monetary Unit of Account will be the Special Drawing Right (SDR) between
the contracting Parties.
4. The Currency of Settlement by the creditor is USDLRS.
5. The Establishment of Account and Settlement of Balance of Account are
as follows:
Each party will provided to the other party a monthly statement of traffic
accounts as promptly as possible after the calendar month to which the account
relates but in not event later than the end of the third calendar month
following the month to which the account relate.
A quarterly settlement statement showing the balances of the monthly accounts
for the period to which it relates shall be prepared as quickly as soon as
possible by the creditor party and sent in duplicate to the debtor party
which, after verification, shall return one of the copies endorsed with its
acceptance.
Payment shall be effected as soon as possible but in no case later than two
calendar months after the day on which the settlement is despatched by the
creditor party. Beyond this period, the creditor party may, subject to prior
notification in the form of a final demand for payment, and unless otherwise
agreed, charge interest at a rate up to 6% per annum, calculated from the day
following the date of expire of the said period.
6. The conversion of the SDR balance into currencies of payment shall be
in line with the International Telecommunications Regulations, Geneva 1989.
7. No credit allowance shall be made in the monthly traffic accounts for
uncollected amounts. Each party shall be responsible for its own uncollected
amounts. The accounting procedures for adjustments and refunds shall be in
line with ITU-T. Recommendation D.171.
Settlement procedures shall be in accordance with the International
Telecommunications Regulations (WATTC-88) and appropriate ITU-T
Recommendations. In no event will either party be obligated to settle with
the other party for minutes a party did not actually terminate.
8. This Annex shall come into force on the date of signature hereof and
shall continue until terminated by not less than 12 months prior notice given
by either party to the other.
ANNEX B
PROPORTIONATE RETURNS (PR) PRINCIPLES
BETWEEN
MATAV Rt - HUNGARY
AND
NORDISKA TELE8 AB - SWEDEN
1. Principles
1.1 The fundamental principles governing PR arrangements are that
they should be easy to administer, equitable and applied without bias to
either of the Swedish carriers.
1.2 The Parties accept to restrain from launching into each other's
operational area call-back or other services based on international accounting
rate arbitration, like refile, virtual transit or similar services with
different names whatsoever, unless otherwise agreed by the contracting
Parties.
Any intentional misuse by one Party of the advantage of cooperation provided
by the present Service Agreement can entail a deliberate retort by the other
Party.
2. Traffic Streams
2.1 Swedish carrier market share should be based upon declared paid
minutes sent from Sweden to Hungary by each carrier by direction of account.
2.2. Included in the calculation should by only those traffic streams
which are offered by both Swedish carriers (Appendix 1).
2.3 Transit traffic, that is traffic originating in a third country
and carried via Sweden or via Hungary is excluded from the calculation.
3. Calculation of Market Shares
3.1 Proportionate return traffic should be based on shares of call
attempts. The calculation for the allocation of Sweden destined traffic is
given in Appendix 2.
3.2 The proportion of return traffic to be allocated to each Swedish
carrier for a given return period should reflect actual market shares achieved
during the relevant receive period. This should be calculated on the three
monthly declared paid minute accounts for the previous received period made
available to MATAV Rt by both Swedish carriers by a specified date. In the
event of a delay, MATAV Rt may be advised of the provisional traffic account
by telex or facsimile in order to calculate Swedish carriers' market share.
3.3 The allocated market share for each Swedish carrier should be
reviewed three monthly and adjusted accordingly. Both Swedish carriers should
be notified of the proposed change to the proportion as soon as it has been
calculated, including:
- Respective carrier shares for the previous receive period calculated
from declarations.
- What each carrier actually received over the proceeding return
period.
- The percentage shares and bid facility setting for the next period,
in steps of 1%.
- The percentage of traffic adjustment, if any, which was being made
to either carrier over the period to provide for imbalances.
- Achievement against any targeted payback of an agreed imbalance.
4. Retrospective Adjustments
4.1 MATAV Rt should arrange to compensate for any difference in excess
of 1% between proposed percentage shares and actual returned shares if
necessary, by retrospective adjustment of the proportion of return traffic in
terms of the requirements of this agreement.
4.2 Retrospective adjustments will be made where there is a network
failure within the MATAV Rt network which effects one of Swedish carriers.
4.3 Where MATAV Rt is prevented from sending traffic to a Swedish
carrier due to a failure or congestion in the network of that carrier, the
traffic should be sent to the other Swedish carrier, provided that sufficient
capacity exists. In such circumstances the traffic diverted should be
accounted for with the carrier that handled it. No retrospective adjustments
will be made for this type of traffic.
5. Network Arrangements
5.1 The traffic streams to each Swedish carrier should normally be
dimensioned to the ITU-T recommended 1% grade of service. In exceptional
circumstances a Swedish carrier may need to relieve congestion by use of an
agreed temporary alternative routing (TAR). In this eventuality, the traffic
sent via an agreed TAR should be included in the calculation of market share.
5.2 Allocation of traffic to a carrier will be achieved by the use of
a proportionate bid facility (PBF). The PBF will be set quarterly according
to Section 3.
6. Commencement Date/Start-Up Minutes
6.1 Proportionate returns became operational from January 1998.
7. Amendments to Document
7.1 The principles herein refereed to together with Appendixes 1 to 3
thereto and any other provisions thereof may be altered or added to by
agreement in writing signed by the duly authorized representatives of the
parties and such supplementary agreement supersedes any and all previous
agreements, either written or verbal, concerning the same subject matters.
8. Annual Review of Operation
8.1 Atfer each twelve month period of operation. MATAV Rt will
produce a report of traffic flows for agreement with both Swedish carriers.
If acceptable, these reports will be signed to signify acceptance that the
operation of proportionate returns has achieved a fair and equitable return to
both Swedish carriers in the manner described in this document.
9. Review of Principles
9.1 These principles should be reviewed as necessary, at least
annually or as agreed between the parties.
10. Term and Termination
10.1 These principles shall become effective on the 1 January 1998
and shall continue in effect for an initial term of one (1) year from that
date and shall automatically be renewed for successive further terms of one
(1) year unless terminated by either party in accordance with the succeeding
paragraphs.
10.2 These principles may be terminated by either party at the end of
the initial term or of any renewal term by giving at least six (6) months
prior written notice to the other party.
10.3 These principles shall terminate on the effective date of such
termination notice. Any amounts due to either party hereunder, but not then
determinable shall be paid by the debtor party to the creditor party within
sixty (60) days of the effective date of the termination.
11. Notices
11.1 For all purposes of this document the addresses of the parties
shall be as follows, unless otherwise designated in writing by the parties:
▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ MATAV Rt
Box 88 Partner Providers Business ▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇▇▇▇ P.O.B. 110
Fax: ▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇-▇▇▇▇
▇▇▇▇▇▇▇
Fax: ▇▇▇ ▇ ▇▇▇ ▇▇▇▇
The parties hereto have caused this document to be executed by their
respective authorized officials.
Appendix 1
TRAFFIC STREAMS
Traffic streams to be included in this set of proportionate returns principles
are:
1. IDD
Appendix 2
MARKET SHARE CALCULATION
The proposed calculation for the allocation of Swedish designated traffic is:
Rn = Xp 100 Yp
Where "Rn" is the proportion of Hungary originated traffic to be offered to a
specific Swedish carrier in the next return period (ie. the setting for the
PBF).
Where "Xp" is the volume of Hungary destined traffic (paid minutes) originated
by a specific Swedish carrier in the previous receive period.
Where "Yp" is the volume of Hungary destined traffic (paid minutes) originated
in Sweden during the previous receive period.
Appendix 3
GLOSSARY
1. Receive period
A three (3) month period used by MATAV Rt to assess Swedish carrier market
share as specified in the Proportionate Return principles.
2. Return period
A three month period during which the MATAV Rt network is arranged to return
traffic in accordance with the proportions of market share.
A return period will start three months after the end of the relevant receive
period, e.g.
MONTH
Month 1 2 3 4 5 6 7 8 9 10 11 12
Receive A A A B B B C C C D D D
Return A A A B B B
Month 13 14 15 16 17 18 19 20 21 22 23 24
Receive E E E F F F G G G H H H
Return C C C D D D E E E F F F
This will allow adequate time for the receipt of account declaration from the
Swedish carriers and for any required modification to the network.