FORM-A

Application form for  obtaining license to   set up  DTH platform in Ku Band. 

The Secretary

Ministry of Information & Broadcasting

‘A’ Wing, Shastri Bhawan

New Delhi-110 001

1.          i)    Name of Applicant Company

ii)     Particulars of the Directors  & the Chief Executive.

                        a) Chief Executive

                         b)  Other Directors.

 2.          i)         Address (Office)

(a)                Head Office

(b)               Regional Office

ii)        Telephone Number (s)

iii)        Registration details (enclose certificate of incorporation/registration)

3.         Structure of Equity Capital

i)                    Authorised share capital

ii)                   Paid up share capital

# 4.      Share-Holding  pattern: (Enclose details as per Annexure)

i)                    Direct investment  (as % of total paid up capital)

(a)                Indian_______%

(b)               Foreign______%

Break-up of Foreign Direct Investment

Individual………….%

Company…………..%

NRI………………..%

OCB……………….%

PIO………………..%

ii)                    Portfolio Investments

(a)                Indian…………%

(b)               Foreign………..%

Break-up of Foreign portfolio Investment

FIIs

NRIs

OCBs

PIOs

5.         Particulars of other business/activities.

±6.        Particulars of the other broadcasting  companies  and cable network companies holding share in the applicant company along with the quantum of share holdings

±7.        Particulars of equity holding of the applicant company in other broadcasting   companies and cable network companies

8.         Details of DTH Space Segment , uplink earth station and ground terminal:

A.        Space Segment of DTH Platform

1.      Name of the satellite proposed to be used

2.      GSO Orbital location

3.       Type & number of transponders to be hired

4.      Frequency band of operation :                       10.95 – 11.2 GHz / 11.45 – 11.7 GHz

             (downlink)(circle appropriately):                   12.2 – 12.5 GHz / 12.5 – 12.75 GHz

5.   Transponder Center frequencies:

6.   No. of TV channels in each transponder:

7.   Details of data rate, FEC,   modulation, bandwidth

and    specific frequency  range for each  TV channel

8.   Satellite transmit Max. & Min. EIRP  over India in dBW :

            (enclose satellite transmit antenna/

            eirp gain contours over India)

B.        Details of Uplink Station

·  DTH uplink station location:

·  Uplink frequency band (circle appropriately): 13.75 – 14 GHz / 14.0 –  14.25GHz /

                                                                                    14.25 – 14.5 GHz

·  Uplink antenna size:

·  Uplink antenna gain:

·  Uplink EIRP  (Max.):

                         (Min.):

C.        Size of downlink  (Max.)

            antenna size        (Min.)

            Proposed no. of channels:        

(Enclose Lease Agreement and footprint of the  satellite on which the transponders are proposed to be hired)

I/We, __________________________________the applicant(s)   do hereby declare that the above facts are correct in all respects.

Place    :                                                                      (Signature of Applicant)

Date     :                                                                       Name

                                                                                    Office Address:

  Enclosures:

****** 

ANNEXURE TO FORM - A

  FORMAT FOR SHAREHOLDING PATTERN TO BE FURNISHED ALONG WITH APPLICATION

TABLE-1

SHAREHOLDING PATTERN OF APPLICANT COMPANY  M/s  ______________________  AS ON  __________

FACE VALUE OF THE SHARE    RS.__________________

* For Indian company, information as per proforma in Table-2 also to be supplied.

*******

TABLE-2

DETAILS OF SHAREHOLDING PATTERN OF EACH INDIAN COMPANY HOLDING SHARE IN THE APPLICANT COMPANY AS IN SERIAL NO.2 IN COLUMN (1) OF TABLE-1 

i)                    Name of the company

ii)                   Information as on date

iii)                 No. and %age of shares held by the company in the applicant company

iv)                 Face value of the share Rs.______

v)                  Shareholding pattern of the company

Note:   Repeat same information about each Indian company holding share in the applicant company

*****

FORM-B

LICENSE AGREEMENT

This Agreement is made on this ______ day of______, 2001 between the President of India acting through _____________________________, Ministry of Information and Broadcasting, Government of India, Shastri  Bhawan, New Delhi (hereinafter called the Licensor) of the One Part  and M/s ________________, a company registered under the  Companies Act, 1956 and having its registered office at ___________________________  (hereinafter called the Licensee which expression shall unless repugnant to the context include, its successors in business, administrators, liquidators and assignees or legal representatives) of the Other Part.

WHEREAS  pursuant to the request of the Licensee, the Licensor has agreed to grant license to the Licensee under Section 4 of the Indian Telegraph Act 1885,  and the Indian Wireless Telegraphy Act, 1933 on the terms and conditions appearing hereinafter to establish, maintain and operate DTH  Platform  and the Licensee has agreed to accept the same.  

NOW THIS AGREEMENT WITNESSETH AS UNDER:

1. Unless otherwise mentioned  in the subject or context appearing hereinafter,   the Schedule    annexed hereto including the   terms and conditions prescribed  by the Ministry of Information and Broadcasting and the terms and conditions of the Wireless Operational License to be issued by the Wireless Planning & Coordination Wing in the Ministry of  Communications,  Government of India  shall form part and parcel of this License Agreement.  Provided, however, in case of conflict or variance or an issue relating to the same, the terms set out in the main body of this Agreement read with all the Schedules annexed hereto shall prevail. 

2. The Licensee will be subject to provisions of any legislation, which may be brought in future in regard to broadcasting.

IN WITNESSTH WHEREOF the parties hereto have caused this Agreement to be executed through their respective authorised representatives, the day, month and year as mentioned above.

Signed Executed and Delivered on behalf

of President of India

by   __________________ 

Signed   Executed & Delivered on behalf

of ________________________  by its

holder of General Power of Attorney

dated _______ executed in accordance

with  Board Resolution dated  _______

by   ________________________.

SCHEDULE  TO FORM - B

 TERMS AND CONDITIONS

ARTICLE-1

ELIGIBILITY CONDITIONS

1.1              The Licensee company shall be an Indian company, registered under the Indian Companies Act, 1956.

1.2              The total Foreign Investment, including FDI/NRI/OCB/FII in the paid up equity of the Licensee Company, shall not be more than 49%.

1.3              The FDI component of the foreign equity in the total paid up equity of the Licensee company shall not   exceed 20%. 

Explanation : The quantum represented by that proportion of the paid up equity share capital to the total issued equity capital of the Indian promoter Company, held or controlled by foreign investors through FDI/NRI/OCB investments, shall form part of the above said FDI limit of 20%.

1.4              The Licensee shall not allow Broadcasting Companies and/or Cable Network Companies to collectively hold or own  more than 20% of the total paid up equity in its company at any time during the License period.  The Licensee shall submit the equity distribution of the Company in the prescribed proforma (Table I and II of Form-A) once within one month of start of every financial year. The Government will also be able to call for details of equity holding of Licensee company at such times as considered necessary.

1.5              The Licensee company not to hold or own more than 20% equity share in a broadcasting and/or Cable Network Company. The Licensee shall submit the details of investment  made by the Licensee company every year once within one month of start of that financial year.  The Government. will also be able to call for details of investment made by the Licensee company in the equity of other companies at such times as considered necessary.

1.6              The applicant company shall always have Indian management control with majority representatives on the Board, as well as the Chief Executive of the company being a resident Indian citizen.

ARTICLE-2

TERM OF LICENSE

2.1              The validity period of License shall be ten (10) years, on non-exclusive basis, and shall be reckoned from the date of issue of Wireless Operational License by the WPC,  unless terminated earlier  for default or for insolvency or for convenience or for transfer of the License. 

2.2              The license shall not be transferred without prior approval of the Licensor.

 ARTICLE 3

LICENSE FEE 

3.1              The Licensee shall pay an initial non-refundable entry fee   of Rs.10 crores before the issue of letter of intent to him by Licensor, and, after the issue of the Wireless Operational License by the Wireless Planning and Coordination (WPC) Wing of the Ministry of Communications, an annual fee equivalent to 10% of its gross revenue in that particular financial year within one month of the end of that year.

3.2              The Licensee shall also in addition pay the license fee and royalty for the spectrum used as prescribed by Wireless Planning & Coordination Authority (WPC), under the Department of Telecommunications.

BANK GUARANTEE

4.1  The Licensee shall, within one month of issual of SACFA clearance by W.P.C., submit to the Ministry of I & B, a Bank Guarantee from any Scheduled Bank in Form-C for an amount of Rs.40 crores valid for the duration of the license. 

4.2  The Licensor shall be at liberty to encash the Bank Guarantee in full or part in the event of non-payment of the license fee or violation of any of the license condition.

ARTICLE-5

COMPLIANCE WITH PROGRAMME AND ADVERTISING CODES

5.1       The Licensee shall ensure adherence to the Programme Code (PC) and Advertisement Code (AC), laid down by the Ministry of Information & Broadcasting from time to time.  

ARTICLE-6

PROHIBITION OF CERTAIN ACTIVITIES

6.1  The Licensee shall not carry any channels prohibited by the Ministry of Information & Broadcasting.

6.2  The Licensee shall ensure that its facilities are not used for transmitting any objectionable or obscene content, messages or communication   inconsistent with the laws of India.  The use of the facility or service for anti national activities would be construed as an offence punishable under the Indian Penal Code and applicable laws and will attract immediate termination of License.

6.3  The Licensor reserves the right to prohibit the transmission or reception of programmes in the interest of national security or in the event of emergency/war or similar type of situation.  Notwithstanding any agreement between the Licensee and the content providers, the Licensee shall stop forthwith, transmission of TV channels or any content, as and when directed to do so by the Licensor or any other designated lawful authority.

6.4       Except with prior approval of Licensor, the Licensee shall not either directly or indirectly assign or transfer its right in any manner whatsoever under this Agreement to any other party or enter into any Agreement for sub-license and/ or partnership relating to any subject matter of the License to any third party either in whole or in part.  Any violation of the terms shall be construed as breach of the License Agreement and License of the Licensee shall be terminated immediately.

ARTICLE-7

TECHNICAL STANDARDS AND OTHER OBLIGATIONS

7.1              The Open Architecture (non-proprietary) Set Top Box, which will ensure technical compatibility and effective interoperability among different DTH service providers, shall have such specifications as laid down by the Government from time to time.

7.2              The Licensee shall ensure subscriber’s interests though a Conditional Access System (CAS), which is compatible with an open Architecture (non-proprietary) Set Top Box.

7.3              The Licensee shall ensure subscriber’s interests through a Subscriber Management System (SMS) for an efficient, responsive and accurate billing and collection system.

7.4              The Licensee shall not use any equipment, which is identified as unlawful.

7.5              All content provided by the DTH platform to the subscribers, irrespective of its source, shall pass through the encryption and conditional access system, located within the Earth Station, situated on Indian soil.

7.6              The Licensee shall provide access to various content providers/channels on a non-discriminatory basis.

7.7              The Licensee shall adhere to any guidelines/regulations which may be laid down by the Licensor in the interest of consumer such as pricing of bouquet(s) or tier(s) of channels, etc.

7.8              The Licensee shall carry channels of Prasar Bharati on the most favourable financial terms offered to any other channel.

ARTICLE-8

MONITORING AND INSPECTION

8.1              The Licensee shall provide the necessary facility for continuous monitoring of the DTH broadcasting service at its own cost and maintain the recordings of programmes and advertisements carried on the platform   for a period of 90 days from the date of broadcast and produce the same to the Licensor  or its authorised representative, as and when required.

8.2              The Licensee  shall furnish any  such information at periodic intervals as may be required by the Licensor concerning Channels or content being transmitted or provided under the service,    technical parameters etc.   in the format as may be prescribed by the Licensor from time to time.

8.3              Licensee shall provide access to the Licensing Authority or its duly authorised representative. to all its facilities including equipments, records, systems, etc.  

8.4              The Licensee will, if required by the Licensor or its authorised      representative, provide necessary facilities for continuous monitoring for any particular aspect of the Licensee’s activities and operations. 

8.5       The Licensor will ordinarily carry out the inspection after reasonable notice except in circumstances where giving such a notice will defeat the very purpose of the inspection.

ARTICLE-9

NATIONAL SECURITY AND OTHER CONDITIONS

9.1                 The Licensor reserves the right to take over the entire services and networks of the Licensee or revoke / cancel / suspend the License in the interest of national security or in the event of an emergency / war or low intensity conflict or similar type of situations.  Further, the Licensor  reserves the right to direct the Licensee  to close down the service if implications of security so requires. Any specific order or direction from the Government issued in this regard shall be strictly complied with by the Licensee.

9.2                 The Licensee shall not use any equipment, which are identified as unlawful and/or render network security vulnerable.

9.3                 All foreign personnel likely to be deployed by way of appointment, contract, consultancy, etc. by the Licensee for installation, maintenance and operation of the Licensee’s services shall be required to obtain security clearance from the Government of India prior to their deployment.

ARTICLE-10

VALUE ADDED SERVICES

 10.1    The DTH facility shall not be used for other modes of communication, including voice, fax, data, communication, Internet, etc. unless specific license for these value-added services has been obtained from the competent authority.

ARTICLE -11

PREFERENCE  TO INDIAN SATELLITES AND  INTERSYSTEM CO-ORDINATION

11.1     Though Licensee can use the bandwidth capacity for DTH service on  both Indian as well as foreign satellites,  proposals envisaging use of Indian satellites will be extended preferential treatment.

 11.2    The Licensee shall ensure that its   operation will conform to the provisions of inter-system co-ordination agreement between INSAT and the satellite being used by the Licensee.

 ARTICLE 12

WPC WING’S LICENSE

12.1     A separate specific operational license shall be required from the WPC Wing of Ministry of Communications for establishment, maintenance & operation of the DTH platform/facility under usual terms and conditions of that license. Grant of WPC operational license will be governed by normal rules, procedures and guidelines and will be subject to completion of all formalities.  As may be prescribed by the WPC Wing, the Ministry of Communication   for this purpose, an application shall be made to the “Wireless Advisor to the Government of India, WPC Wing, Ministry of Communications, Dak Bhavan, Parliament Street, New Delhi-110001” in a prescribed application form available from WPC Wing within one month from the date of signing of this agreement.

12.2     The Licensee shall obtain clearances/approvals, as may be    prescribed or required, from the Wireless Planning Coordination Wing or from the Department of Space.

12.3     The Wireless Planning & Coordination (WPC) Wing of the Department of Telecommunication, Ministry of Communication shall issue SACFA clearance  to the Licensee as soon as possible after receiving the application the same and shall grant the final Wireless Operational License, after signing of this agreement,  subject to fulfilment of the necessary terms and conditions including installation of equipment etc. as may be required by WPC.

12.4     The Wireless and Planning Coordination Wing shall have the right to inspect, from time to time, the installation with a view to ensuring conformity with the WPC’s license 

12.5     The Licensee shall not cause harmful interference to other authorised users of radio spectrum.  WPC Wing will have the sole discretion to take practicable and necessary steps for elimination of harmful interference, if any, to other licensed users.

 12.6    The Licensee shall furnish to the   WPC Wing the full technical and operational details of TV channels and other channels proposed to be uplinked through his/her Hub/Teleport in the prescribed format.

ARTICLE-13

COMMISSIONING OF DTH PLATFORM

13.1     The Licensee shall establish and complete the installation of the uplink earth station in India including the monitoring facility  etc. and commission the DTH Platform  within twelve months from the date of  issue of the SACFA clearance   by the WPC after obtaining wireless operational license  and would submit a report to the Licensor in this regard.

ARTICLE-14

REQUIREMENT TO FURNISH INFORMATION TO THE LICENSOR

 14.1    The Licensee  shall furnish to the Licensor,   such information  at periodic intervals or at such times as the Licensor may require, including, but, not limited to, documents, reports, accounts, estimates,

returns or other information  such as change in Chief Executive, Board of Directors, equity holding pattern etc.

ARTICLE-15

TERMINATION OF LICENSE

15.1        Notwithstanding any other recourse under the terms and conditions of the license or any other law, the Licensor shall have the power, after recording the reasons in writing, to revoke/suspend the license in the event of breach of any terms and conditions of the license.  However, before taking such action the licensing authority will give the Licensee an opportunity of being heard.  The decision of the licensing authority shall be final.

1               15.2     The Licensor may, at any time, terminate the License without compensation to the Licensee in case                 Licensee becomes bankrupt or otherwise insolvent or applies for being   adjudicated as insolvent/                  bankrupt, provided such termination shall not prejudice or affect any right of action which has                      accrued or will     accrue thereafter to the Licensor.

ARTICLE-16

FORCE MAJEURE

16.1     If at any time, during the continuance of this License, the performance of any obligation either in whole or in part by any party is prevented or delayed, by reason of war, hostility, acts of enemy, civil commotion, sabotage, fire, flood, act of state or centre,  explosion, epidemic, quarantine  restriction, strikes materially affecting the performance of any obligations of affected party, or act of God  (all or any of these hereinafter referred to as Force Majeure  Event), neither party shall, by reason of such Force Majeure Event   be entitled to terminate this License, nor shall either party have any claim for damages against the other, in respect of such non-performance or delay in performance provided notice of happenings of any such Force Majeure Event is given by either party to the other, within 21 days from the date of occurrence thereof.  

ARTICLE-17

DISPUTES WITH OTHER PARTIES

 17.1    In the event of any dispute of the Licensee with any party other than Licensor due to any reason whatsoever, the dispute will be sorted out among themselves and Licensor will have no liability in any manner.    The Licensee  undertakes to indemnify Licensor in respect of any action against Licensor for acts of commission or omission on the part of the Licensee , its agents and servants.

ARTICLE-18

DISPUTE RESOLUTION AND JURISDICTION

18.1     In the event of any question, dispute or difference arising under  this License, or in connection thereof, except as to the matter, the decision of which is specifically provided under this License, the same shall be referred to the sole arbitration of the Secretary, Department of Legal Affairs, Government of India or his nominee.

18.2    There will be no objection to any such appointment on the ground that the Arbitrator is a Government servant.  The award of the arbitrator shall be final and binding on the parties. In the event of such Arbitrator, to whom the matter is originally referred to, being transferred or vacating his office, or being unable to act for any reason whatsoever, Secretary, Department of Legal Affairs shall appoint another person to act as Arbitrator.

18.3    The Arbitration and Conciliation Act, 1996, the rules made thereunder and any modification thereof, for the time being in force, shall be deemed to apply to the arbitration proceedings as above.  The venue of arbitration shall be New Delhi or such other place as the Arbitrator may decide.  The arbitration proceedings shall be conducted in English language.

18.4    Upon any and every reference as aforesaid, the assessment of costs, interest and incidental expenses in the proceedings for the award shall be at the discretion of the Arbitrator.

18.5    The Courts at New Delhi shall have the jurisdiction over all disputes.

ARTICLE - 19

CONFIDENTIALITY

 19.1  The Licensee shall keep all the secret and security related information exchanged between the Licensor and itself as confidential and shall not disclose such information to any third party or to the media. 

ARTICLE-20

PENALTY

20.1  For violation of license conditions, in addition to any other action which may include revocation of license, a penalty upto Rs.50 crores can be imposed by the Licensor on the Licensee.  However, before taking such action the licensing authority will give the Licensee an opportunity of being heard.  The decision of the licensing authority shall be final.

ARTICLE-21

MISCELLANEOUS

21.1  Notwithstanding any clause anywhere else in the License, the License will be subject to the condition that as and when any regulatory authority to regulate and monitor the Broadcast Services in the country is constituted, the Licensee’s will have to adhere to the norms, rules and regulations prescribed by such authority.

21.2 This license is subject to requirements and provisions of any law which may be enacted in future for regulating and guiding broadcasting in India.

21.3     The Licensee shall obtain the necessary environmental clearances, wherever required.  The Licensee  shall also comply with Copyright Act, the Electricity Act, Factories Act and other  relevant laws of the land.  In case of non-compliance of any of the aforesaid  requirement,   the Licensor shall have  the right to revoke the License of the Licensee. 

*******

PROFORMA FOR BANK GUARANTEE

(FORM –C)

Bank Guarantee for Direct-to-Home (DTH) Broadcasting Service at ________

…………..

To:

The President of India

Acting through ____________

Shastri Bhavan

New Delhi - 110 001

In consideration of the President of India acting through _________ ______________________  (the Licensor) having agreed to grant a License to  _____________________  *[Name and address of Licensee] (hereinafter called “the Licensee ”) to establish, maintain and operate DTH Broadcasting Service at ______________________ on the terms and conditions of the License agreement to be executed between the Licensor and the Licensee. _________________,  (here in after called the “License Agreement”) wherein it has been stipulated that the Licensee shall furnish to the Licensor with a Bank Guarantee from a scheduled Bank for the sum specified therein as security for the due observance and performance of the terms and conditions of the said License. 

WHEREAS we ______________ Bank, (indicate the name, address and other particulars of the Bank) which expression shall, unless repugnant to the context or meaning thereof, include all its successors, administrators and executors, a body corporate constituted under the Banking Companies (Acquisition & Transfer of Undertaking) Act, 1970 (hereinafter referred to as ‘the Bank”) having its Head Office at ____________________ and a branch office amongst other places at _______________________ hereby irrevocably and unconditionally guarantee to the Licensor that the Licensee  which expression shall, unless repugnant to the context or meaning thereof, include all  its successors, administrators, executors and assignees shall render all the necessary services in accordance with the terms and conditions of the License and which may be required for and in connection with the said License and performance thereof to the satisfaction of the Licensor.

NOW THEREFORE we hereby affirm that we are the Guarantor and responsible to you, on behalf of the Licensee up to a total Rs. 40 crore  (Rupees Forty crores only) (Amount of Guarantee) payable, and we undertake to pay you immediately, upon your first written demand and without cavil, demur, argument, reservations, recourse, contest or protest any sum or sums within the limits of Rs. 40 crore  (Rupees Forty crores only) (Amount of Guarantee) as aforesaid without your needing to prove or to show grounds or reasons for your demand for the sum specified therein and /or without any reference to the licensee. Further, any such demand made by the Licensor on the bank shall be conclusive and binding notwithstanding any difference between the Licensor and the licensee or any dispute pending before any court arbitrator or any other matter whatsoever. This guarantee shall not be determined/discharged/affected by the liquidation, winding up, dissolution or insolvency of the licensee and will remain valid, binding and operative against the Bank”.

We, the Bank, do hereby agree that the decision of the of the Licensor as to whether the Licensee has failed to or neglected to perform or discharge his duties and obligations as aforesaid and/or whether the service is free from deficiencies and defects and is in accordance with or not of the terms and conditions of the said License and as to the amount payable to the Licensor by the Bank hereunder, shall be final and binding on the Bank.

We hereby waive the necessity of your demanding the said debt from the Licensee before presenting us with the demand and guarantee that we are the primary oblige and not just the surety of the Licensee and Licensor shall be entitled to enforce this guarantee against the Bank as a principal debtor, in the first instance, without proceeding against the licensee.

We further agree that no change or addition to or other modification of the terms of the License or of the works to be performed thereunder or of any of the License documents shall in any way release us from any liability under this guarantee, and we hereby waive notice of any such change, addition or modification. Etc.

We __________________ Bank, do hereby declare and agree that:

(a)   The Guarantee herein contained shall remain in full force and effect till the expiry of the license period of Ten years. It shall also continue to be enforceable till all the dues of the Licensor under and by virtue of the said License have been fully paid and its claims satisfied or discharge or till Licensor informs that all the terms and conditions of the said License have been fully and properly carried out by the said Licensee and accordingly discharged this guarantee.

(b)    The Licensor shall have the fullest liberty without our consent and without discharging in any manner our obligations hereunder to vary any of the terms and conditions of the said License or to extend time of performance of any obligations by the said Licensee from time to time or to postpone for any time or from time to time any of the powers exercisable by the Licensor against the said Licensee   and to forbear or to enforce any of the terms and conditions relating to the said License and we shall not be relieved from our liability by reason of any variation or extension being granted to the said Licensee  or forbearance act or omission on the part of the Licensor or any indulgence by the Licensor to the said Licensee   or to give such matter or thing whatsoever which under the law relating to sureties would but for this provision, have effect of so relieving us.

(c)      Any claim which we have against the Licensee   shall be subject and subordinate to the prior payment and performance in full of all the obligations of us hereunder and we will not without prior written consent of the Licensor exercise any legal right or remedy of any kind in respect of any such payment or performance so long as the obligations of us hereunder remains owing and outstanding.

(d)   This guarantee shall be irrevocable and the obligations of us herein shall not be conditional of any prior notice by us or by the Licensee. We further agree that this guarantee shall not be affected by any change in our constitution, the constitution of the licensee or that of the Licensor.

(e)    The Bank will not revoke the guarantee during the currency except with the previous consent of the Licensor.

The bank under its constitution power gives this guarantee and Sh. ________, who has signed on behalf of the bank is duly authorised to execute this guarantee.

This guarantee shall not be discharged or affected due to any change in the name, constitution or address of the bank or the Licensee.

This guarantee shall be valid for a period of ten years from this date and until 28 days after the date of issue of the Defect Liability Certificate by the _________________.

SIGNATURE AND SEAL OF THE GUARANTOR _________________________

NAME OF BANK__________________________________________________

ADDRESS____________________________________________________

DATE__________________________________________________

In the presence of:

1.       ______________________________________________________

(Name and Occupation)

2.       ______________________________________________________

(Name and Occupation)