EXHIBIT 4.3
Memorandum of Agreement on Settlement Rate
Of
International Telecommunications Services between
Videsh ▇▇▇▇▇▇▇ ▇▇▇▇▇ Limited
And
AT&T
This termination Rate Agreement made by and between Videsh ▇▇▇▇▇▇▇ ▇▇▇▇▇ Limited
(VSNL) and AT&T sets forth the understandings of AT&T and VSNL with respect to
termination rates and other terms and conditions to apply to the exchange of
Switched voice services between AT&T in United States) which includes the
Continental US, District of Columbia, Alaska, Hawaii, Puerto Rico & the US
Virgin Islands) and VSNL in India.
1. This agreement shall be in effect from May 1, 2003 through May 31, 2003.
2. Switched Voice Services referred to in this agreement shall include IDD,
ISDN, GSDN-IVPN, person to person, station to station, Home Country Direct
- including third country calling, International 800 ("1800") exchanged
between AT&T in United states and VSNL in India.
3. The following terms and rates shall apply to traffic exchanged between the
parties
4. AT&T shall pay VSNL a per minute termination rate as follows:
A. IDDD, ISDN, Person-to-Person, Station-to-Station
Destination Code Termination Rate / Per Minute
----------- ---- -----------------------------
New Delhi 9111 [Text Redacted]
Mumbai (Bombay) 9122 [Text Redacted]
Kolkatta (Calcutta) 9133 [Text Redacted]
Chennai (Madras) 9144 [Text Redacted]
Ahmedabad 9179 [Text Redacted]
▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ [Text Redacted]
Ernakulum 91484 [Text Redacted]
Hyderabad 9140 [Text Redacted]
Bangalore 9180 [Text Redacted]
Mobile 9198 [Text Redacted]
Mobile 9194 [Text Redacted]
B. [Text Redacted] [Text Redacted]
C. [Text Redacted] [Text Redacted]
[Text Redacted]
4. Country Direct/1800 [Text Redacted]
Collect calls made from India would be treated as calls destined to
India and the settlement rates of [Text Redacted] would be applied.
5. VSNL shall pay AT&T a per minute termination rate of [Text Redacted]
for all minutes.
6. There will be no commitment from VSNL for traffic terminating in AT&T
7. Best efforts will be made for traffic realization of 99%.
8. There would be a mixed blend of traffic to destinations indicated above
and Rest of India traffic as in the Past based upon commercial issues.
9. During the Agreement period, both parties will use commercially
reasonable efforts to maintain and grow the traffic exchanged with each
other on their mutual networks.
10. The Parties agree to make best efforts to renegotiate the settlement
rates prior to the end of the Term of this Agreement.
11. The settlement rate will be applied to each conversation minute of use.
Minutes of traffic upon which settlements are paid, will be measured
using accumulated seconds.
12. Best efforts will be made for the payment of the net balance due to
either party to be affected within 30 days after net balance for the
traffic period is agreed.
13. VSNL is responsible for supplying AT&T with a complete and accurate
dialing plans. If there are changes to the dialing plan (i.e. addition
or deletion of numbers) these changes must be supplied to AT&T at least
30 days (30) before the dialing plan takes effect so that AT&T has time
to incorporate the changes into its systems. The dial codes related to
section 3B and 3C already supplied to AT&T.
14. The concurrence below evidences the intent to present this agreement
for approval by AT&T's duly authorized representative.
15. This agreement shall be binding only upon execution by the duly
authorized representative of AT&T and VSNL
Concurred on behalf of AT&T Corp. Approved on behalf of Videsh ▇▇▇▇▇▇▇ ▇▇▇▇▇
Limited
Sd/- Sd/-
_________________________________ __________________________________________
Name: Name: ▇.▇. ▇▇▇▇▇▇
Route Manager ED (Ops)
_________________________________ __________________________________________
Title: Title:
May 2003 30.05.2003
_________________________________ __________________________________________
Date Date
Approved on behalf of AT&T Corp
Sd/-
_________________________________
Name:
VP - Int'l Settlements & Cost management
_________________________________
Title:
June 10, 2003
_________________________________
Date
