Exhibit 4.31
AMENDMENT NO. 2
TO PARTNERSHIP AGREEMENT FOR
DEVELOPMENT CONTRACT PSTN EXCELLENCE REGIONAL
JUNCTION DIVRE-V
NO.K.TEL.249/HK.810/UTA-00/01
DATED 5 DECEMBER 2001
NO.K.TEL.255/HK.920/UTA-50/2002
DATED DECEMBER 30, 2002
AMENDMENT NO-2
TO PARTNERSHIP AGREEMENT FOR
DEVELOPMENT CONTRACT PSTN EXCELLENCE REGIONAL
JUNCTION DIVRE-V
NO.K.TEL.249/HK.810/UTA-00/01
DATED: 5 DECEMBER 2001
NO.: X.XXX. 255 /HK.920/UTA-50/2002
This AMENDMENT NO.2 is made on this day, Monday dated thirty December, 2002 at
the Corporate Office of PT. (Persero) Telekomunikasi Indonesia, Tbk., Xxxxx
Xxxxxx Xx. 0, Xxxxxxx, by and between the parties:
I. PERUSAHAAN PERSEROAN (PERSERO) PT. TELEKOMUNIKASI INDONESIA, TBK, NPWP:
1.000.013.1201., which has status been notified in the State Gazette of
the Republic of Indonesia, number 5 date January 17 1992, supplement
number 210, as has been changed for several time and the latest in the
State Gazette of the Republic of Indonesia number 45, date May 4, 2002,
supplement number 5495. Having its corporate office at Xx. Xxxxxx Xx. 0
Xxxxxxx 00000, Xxxxxxxxx, in this Amendment duly represented by
KRISTIONO, PRESIDENT DIRECTOR, hereinafter referred to as TELKOM.
And
II. CONSORTIUM SUMITOMO CORP. - NEC CORP. - PT. NASIO KARYA PRATAMA - PT.
COMMUNICATION CABLE SYSTEMS INDONESIA, a consortium organized and
established under the Notary Public Deed No.36 dated October 19, 2001,
drawn up in front of Notary Xxxxx X.X. Xxxxxx, XX,:as amended by
Notary Public Deed No. 12 dated February 18, 2002 with the same Notary
Public, having its office at PT. SUMITOMO INDONESIA, Gedung SUMMITMAS
I, 12th Floor, Xx. Xxxx. Xxxxxxxx Xxx 00-00, Xxxxxxx 00000, in this
Amendment duly represented by:
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XXXXX XXXXXXXX, Assistant to General Manager, Information &
Telecommunication Project Division, Sumitomo Corporation, having its
principal office at 0-0-00, Xxxxxx, Xxxx-xx, Xxxxx, 000-0000, Xxxxx, as
the Leader of Consortium;
XXXXXXX XXXXXXX, Department Manager, 2nd Sales Department, 1st
International System Division, NEC Networks, NEC Corporation, having
its principal office at 0-0, Xxxxx 0- xxxxx, Xxxxxx-xx, Xxxxx 000-0000,
Xxxxx, as a Member of Consortium;
ITA YULIATI DJOEMHANA, President Director of PT. Nasio Karya Pratama,
having its registered office at Xx. Xxxxxxxxxx Xx. 00, Xxxxxxx 00000,
Xxxxxxxxx, as a Member of Consortium;
XXXXX DJATMIKO, President Director of PT. Communication Cable Systems
Indonesia, having its registered office at Wisma Millenia, 4th Floor,
jl., XX-Xxxxxxx Xxx. 00, Xxxxxxx 00000, Xxxxxxxxx, as a Member of
Consortium.
Hereinafter collectively the Parties belonging to this Consortium in this
Amendment referred to as PARTNER.
(severally SUMITOMO CORPORATION referred to as SUMITOMO, NEC CORPORATION
referred to as NEC, PT. NASIO KARYA PRATAMA referred to as NASIO and PT.
COMMUNICATION CABLE SYSTEMS INDONESIA referred to as CCSI).
By first taking into consideration the following matters:
a. WHEREAS, TELKOM and SUMITOMO-NEC- NASIO Consortium have signed the
Partnership Agreement No. K.TEL.249/HK.810/UTA-00/2001 dated December
5, 2001 hereinafter referred to as Main Agreement, and Amendment
No.1 No.K.TEL.177/HK.820/UTA-00/2002 on September 27,2002, hereinafter
referred to
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as Amendment No.1;
b. WHEREAS, based on letter number TEL.2161/HK.000/RE5-20/2002 dated July
31, 2002, regarding confirmed decision of EDC Date, TELKOM has decided
the valid effective time of Contract or EDC.
c. WHEREAS, PARTNER had submitted his letter No. L.SNN.0012 dated August
14, 2002 regarding Design Review Meeting;
d. WHEREAS, TELKOM and PARTNER had agreed to change the configuration and
Scope of Work during Design Review Meeting on August 19- 23,2002;
e. Based on point d. above, TELKOM and PARTNER had recalculated the volume
of Work and both parties agreed to amend Scope of Work, Contract Amount
and Project Implementation Schedule during the Coordination. Meeting at
DIVPEM AREA-V Meeting Room, Xx. Xxxxxxxxx Xx. 000, Xxxxxxxx, on
September 3-6, 2002;
f. WHEREAS, based on the DRM result, TELKOM had issued Price Approval of
Amendment No.2 through his letter No. TEL....../........./...../2002
dated .................., 2002.
After having into consideration of all matters above, both parties, TELKOM and
PARTNER have agreed to make an amendment of the provisions stipulated in the
Main Agreement and Amendment No.1 with the terms and conditions as follows:
ARTICLE 1
SCOPE OF WORK
TELKOM and PARTNER herewith agreed to amend the Volume and Scope of Work as
stipulated in the Appendix 9 of Main Agreement, Breakdown Price per Ring as
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stipulated in the Appendix 10 of Main Agreement and Article 2 of Amendment No.1
with the Appendices 1, 2, 3 and 4 of this Amendment No.2.
ARTICLE 2
CONTRACT AMOUNT
2.1. Contract Amount as specified in Article 3 of Main Agreement is
amounting to JPY.3,670,938,358 (Three billion six hundred seventy
million nine hundred thirty eight thousand three hundred and fifty
eight Japanese Yen) and Rp.125.463.907.070,-(One hundred twenty five
billion four hundred sixty three million nine hundred seven thousand
and seventy Indonesian Rupiah) including 10% VAT.
2.2. By the result of the Design Review Meeting, which has conducted between
TELKOM and PARTNER, the Parties agreed to amend the Contract Amount and
after amendment the Contract Amount will be as described below.
PORTION
-------
ITEMS JPY IDR
----- --- ---
Agreement Price under this Amendment 1,258,833,916 188.964.251.510
10% VAT 125,883,391 18.896.425.151
Total Agreement Price under this
Amendment (including 10% VAT) 1,384,717,307 207.860.676.661
Said: One billion three hundred eighty four million seven hundred seventeen
thousand three hundred and seven Japanese Yen plus Two hundred seven billion
eight hundred sixty million six hundred seventy six thousand six hundred and
sixty one Indonesian Rupiah.
2.3. The breakdown of Agreement Price as specified in paragraph 2.2. of this
Article is stated in Appendix-2 of this Amendment.
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ARTICLE 3
PROJECT COMPLETION TIME
Detailed Project Completion Time as stipulated in Annex 11 of Main Agreement
becomes as Annex 2 of this Amendment No.2. The following is schedule of XXX and
PAC:
COMPLETION OF XXX / ISSUANCE OF PAC
DESCRIPTION WORK /COMPLETION CERTIFICATE
----------- ------------------- -----------------------
Main Ring 1 Mea Sby 28th February 2003 14th March 2003
Outer Ring 28th February 2003 14th March 2003
Regional Junction 1-2 30th January 2004 13th February 2004
Regional Junction 1-1 26th December 2003 9th January 2004
Regional Junction 2-1 30th September 2003 14th October 2003
Regional Junction 2-2 30th January 2004 13th February 2004
Kediri Ring 1 30th June 2003 14th July 2003
SB Ring Loop 1 26th December 2003 9th January 2004
Maintenance & Operation Support 14th June 2004 28th June 2004
ARTICLE 4
PERFORMANCE SECURITY
PARTNER shall amend the amount and validity of the respective Performance
Security in accordance with this Amendment No.2, and shall submit it to TELKOM,
c.q. Finance Department of DIVRE-V, Jl.Ketintang No. 156, Surabaya, after this
Amendment No.2. is signed by both parties.
ARTICLE 5
ATTACHMENTS
5.1. Both Parties, TELKOM and PARTNER agree to changes the Appendices of
Main Contract as stated in the Article 1 of this Amendment and to add
with the new Appendices as described in Article 5.2. of this Amendment.
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Amendment constitute an inseparable part of the Main Agreement and this
Amendment consists of:
Appendix 1: Scope of Work
Appendix 2: Breakdown Price per Ring
Appendix 3: The Project Implementation Schedule
Appendix 4: Minutes of Meeting
- Minute of DRM Meeting dated 23 August 2002.
- Minute of Coordination Meeting dated 3-6 September
2002
- Approval of Amendment-2 Price
- Minute of Coordination dated 18 October 2002 and 1
November 2002.
Appendix 5: Correspondences:
- Consortium Letter number L.SNN.0012 dated 14 August
2002, regarding DRM
If there is a conflict between the terms specified in the main body of this
Amendment and the Appendices, the terms specified in the main body of this
Amendment shall govern.
ARTICLE 6
OTHER PROVISIONS
6.1. All terms and conditions as stipulated in the Main Agreement and
Amendment No.1 except as expressly amended in accordance with the
provisions of this Amendment, shall remain valid in full force.
6.2. This Amendment is made in 2 (two) Originals, in the Bahasa Indonesian
and English Language, provided that if in the event any inconsistency
or conflict between both language, the Bahasa Indonesia text shall
prevail, each of them having the same meaning, and having the same
legal power after being signed and chopped with the company's stamp by
both parties.
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6.3. Copies of this Original Amendment shall be made in 25 (twenty five)
fold by PARTNER on his account to be submitted to TELKOM for the
purpose of supervision implementation and other purposes.
In witness whereof the parties hereto set their hands this day and year above
written.
Signed by, for and on behalf of
PT. TELEKOMUNIKASI INDONESIA, CONSORTIUM
TBK. SUMITOMO-NEC-NASIO-CCSI
SUMITOMO CORPORATION (LEADER)
/s/ Kristiono
---------------------- [STAMPED]
KRISTIONO
DIREKTUR UTAMA /s/ Xxxxx Xxxxxxxx
------------------
XXXXX XXXXXXXX
ASSISTANT TO GENERAL MANAGER, INFORMATION
& TELECOMMUNICATION PROJECT DIVISION
NEC CORPORATION (MEMBER)
/s/ Xxxxxxx Xxxxxxx
---------------------
XXXXXXX XXXXXXX
DEPT. MANAGER, 2nd SALES DEPT, 1st
INTERNATIONAL SYSTEM DIVISION, NEC
NETWORKS
PT. NASIO KARYA PRATAMA (MEMBER)
/s/ Ita Yuliati Djoemhana
-------------------------
ITA YULIATI DJOEMHANA
PRESIDENT DIRECTOR
PT. COMMUNICATION CABLE
SYSTEMS INDONESIA (MEMBER)
/s/ Xxxxx Djatmiko
--------------------
XXXXX DJATMIKO
PRESIDENT DIRECTOR
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