Exhibit 10.12
Contract Number:
DXHZ-JT-20040004
CHINA TELECOM GROUP SYSTEM
INTEGRATION CO., LTD.
AND
GUANGZHOU WEIDA COMMUNICATION
TECHNOLOGY CO., LTD.
BUSINESS EXPANSION COOPERATION
AGREEMENT
August 27,
2004
BUSINESS EXPANSION COOPERATION
AGREEMENT
Party A: China Telecom Group System Integration
Co., Ltd.
Address: 15 th floor, No. 31, Finance
Avenue, West City Area, Beijing
Post Code: 100032
Legal Representative: Zhang Xinjian
Party B: Guangzhou Weida Communication
Technology Co., Ltd.
Address: the Four of Room 102, Office Building,
Science City Area, Development District, Guangzhou
Post Code: 510665
Legal Representative: Li Shunxin
In accordance with the General Principles of the
Civil Law of the People’s Republic of China and the Contract
Law of the People’s Republic of China, Party A and Party B,
adhering to the principles of friendly cooperation, mutual benefit,
complementary advantages, and mutual development and through
friendly consultation, enter into this “Business Expansion
Cooperation Agreement” (“Agreement”) concerning
establishing a long-term business expansion cooperative
relationship as follows:
Article 1
Scope of Cooperation and
Undertakings by the Parties
1.
The Parties conduct, throughout
China and in various fields of trade, cooperation in the expansion,
promotion, joint development and application of their
businesses.
2.
Party B agrees that all clauses
hereof apply to all branch companies of Party A and any
subsidiaries or companies invested by Party A.
3.
The Parties, adhering to the
principles of friendly and pragmatic attitude and mutual benefit,
jointly settle all issues occurring during the
cooperation.
4.
Party B agrees to provide Party A
and its clients, at the most favored market price for the
corresponding period, with quality satellite communications
products and relevant services.
5.
Party B undertakes that the
satellite communications products provided by it conform to the
corresponding trade standards of China, and have licenses for
product use, licenses for operation, and other necessary documents
issued by the competent authorities of their trades.
1
Article 2
Content of Cooperation
Party B provides Party A and its clients with
such satellite communications products and services as
follows:
1.
Satellite communications
Products:
Party B is in a position to provide
Party A and its clients with following products:
Satellite communications
terminal;
Fixed station satellite
antenna;
Satellite communications
channel;
The catalogue and catalogue price of the above
satellite communications products are attached hereto as Attachment
1: List of Satellite Communications Products & Catalogue Price
(Where there is any adjustment in the catalogue price of products,
the adjusted catalogue price shall prevail. Party B
undertakes to notify Party A promptly of such
adjustment.).
2.
Satellite Communications
Services:
Party B is in a position to provide
Party A and its clients with following services:
Technical support
services;
Equipment renting
services;
Installation and debugging of
equipment;
Maintenance of equipment and
network;
Training services;
The detailed content and catalogue price of the
above services are attached hereto as Attachment 2: List of
Services & Catalogue Price (Where there is any adjustment in
the catalogue price of services, the adjusted catalogue price shall
prevail. Party B undertakes to notify Party A promptly of
such adjustment.).
3.
The flow of collaboration of
providing clients with products and services by the Parties is
attached hereto as Attachment 3.
4.
Party B shall, at the same when
providing Party A with products and services, provide it with
licenses for product use and licenses for operation.
Article 3
Price of Products and
Services
Party B undertakes to provide Party A with
satellite communications products and services (see Attachment 1
and Attachment 2 for such products and services which Party B
provide to Party A and its clients), at following ***:
2
|
Type
|
|
***
|
|
Satellite Communications Terminal
|
|
***
|
|
Fixed Station Antenna
|
|
***
|
|
Fee for Satellite Communications
|
|
***
|
|
Equipment Renting
|
|
***
|
|
Installation of Equipment and Network
Maintenance
|
|
***
|
(Remark: contract price = catalogue price
***)
If Party B conducts unified adjustment in the
market price of products and services, Party A and Party B shall
consult with each other to re-determine the above ***.
*** Portions of this Article 3 have been
omitted pursuant to a request for Confidential Treatment and filed
separately with the Securities and Exchange Commission.
Article 4
Method of Payment
1.
For any satellite communications
equipment to be purchased by Party A from Party B, the Parties
shall enter into a Project Contract (“Project
Contract”) in accordance with this Agreement. All payments
for the equipments shall be made by Party A in accordance with the
terms of payment specified in the Project Contract, and Party B
shall provide complete and corresponding documents, invoices,
certificate of arrival, etc. The method of payment may refer
to the terms as follows:
Advance Payment: After the Parties
enter into the Contract, Party A shall pay in advance to Party B
***;
Payment on Arrival: After the
arrival of goods, if the conclusion of the inspection of such goods
conforms to the requirements of the Contract, and after the Parties
sign on the conclusion, Party A shall pay to Party B
***.
Payment