CONTRACT ON TERMINATION OF THE TRADEMARK LICENSING
BETWEEN
CHINA TELECOMMUNICATIONS CORPORATION
(FORMERLY KNOWN AS
DIRECTORATE GENERAL OF TELECOMMUNICATIONS)
AND
CHINA MOBILE (HONG KONG) LIMITED
(FORMERLY KNOWN AS CHINA TELECOM (HONG KONG) LIMITED)
DATED AS OF SEPTEMBER 15, 2000
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CONTRACT ON TERMINATION OF THE TRADEMARK LICENSING
This Contract on Termination of the Trademark Licensing (the
"Contract") is executed by the following two parties on September 15, 2000 in
Beijing:
1. CHINA TELECOMMUNICATIONS CORPORATION (formerly known as Directorate
General of Telecommunications), an enterprise legal person duly
registered and established and validly existing under the laws of the
People's Republic of China, with its legal address at No. 33 Erlong Lu,
Xicheng District, Beijing, PRC ("Party A"); and
2. CHINA MOBILE (HONG KONG) LIMITED (formerly known as China Telecom (Hong
Kong) Limited), a limited liability company duly registered and
established and validly existing under the laws of Hong Kong, with its
legal address at 60th Floor, The Center, 99 Queen's Road Central, Hong
Kong ("Party B").
WHEREAS:
1. Party A is the legal owner of the Licensed Trademark (as defined herein).
2. Pursuant to the "Trademark License Agreement" ("the Original Agreement")
entered into by Party A and Party B on September 27, 1997, Party A agreed to
grant Party B and Party B's two subsidiaries, namely Guangdong Mobile
Communication Company Limited ("Guangdong Mobile") and Zhejiang Mobile
Communication Company Limited ("Zhejiang Mobile"), the right to use the
Licensed Trademark during the license term agreed upon in the Original
Agreement;
3. Pursuant to the "Supplementary Trademark License Agreement" (the "First
Supplementary Agreement") entered into by Party A and Party B on April 27,
1998, Party A agreed that Party B may grant to its indirect wholly-owned
subsidiary, Jiangsu Mobile Communication Company Limited ("Jiangsu Mobile"),
the right to use the Licensed Trademark during the license term agreed upon
in the First Supplementary Agreement;
4. Pursuant to the "Supplementary Trademark License Agreement" (the "Second
Supplementary Agreement") entered into by Party A and Party B on March 8,
1999, Party A agreed that Party B may use Party A's Licensed Trademark in
accordance with the terms and conditions agreed upon in the Second
Supplementary Agreement.
5. Pursuant to the "Supplementary Trademark License Agreement" (the "Third
Supplementary Agreement") entered into by Party A and Party B on October 8,
1999, Party A agreed that Party B may grant to its indirect wholly-owned
subsidiaries, namely Fujian Mobile Communication Company Limited ("Fujian
Mobile"), Henan Mobile Communication Company Limited ("Henan Mobile") and
Hainan Mobile Communication Company Limited ("Hainan Mobile"), the right to
use the Licensed Trademark during the license term agreed upon in the Third
Supplementary Agreement;
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6. In view of the business development of Party B and of its subsidiaries,
namely Guangdong Mobile, Zhejiang Mobile, Jiangsu Mobile, Fujian Mobile,
Henan Mobile and Hainan Mobile, and in accordance with the relevant
provisions of the Original Agreement, the First Supplementary Agreement, the
Second Supplementary Agreement and the Third Supplementary Agreement, Party B
now wishes, and Party A agrees, to terminate the Original Agreement, the
First Supplementary Agreement, the Second Supplementary Agreement and the
Third Supplementary Agreement.
The Parties, through friendly consultations, have reached the
following agreement with regard to the termination of the Original Agreement,
the First Supplementary Agreement, the Second Supplementary Agreement and the
Third Supplementary Agreement:
ARTICLE ONE DEFINITION OF LICENSED TRADEMARK
Licensed Trademark means the trademark illustrated in Schedule 1 of
the Original Agreement, which trademark Party A has registered with the State
Trademark Bureau under the State Administration of Industry and Commerce (the
"State Trademark Bureau") and in respect of which Party A has obtained the
Trademark Registration Certificate, and all the trademarks registered by Party A
in the Hong Kong Special Administrative Region as set out in Schedule 8 attached
to the prospectus circulated by Party B on October 13, 1997 in the Hong Kong
Special Administrative Region.
ARTICLE TWO TERMINATION OF LICENSE
The Parties, through consultations, have agreed to terminate, on the
date when the Contract comes into effect, the Original Agreement, the First
Supplementary Agreement, the Second Supplementary Agreement and the Third
Supplementary Agreement, as well as all of the Parties' rights and obligations
under each of the Original Agreement, the First Supplementary Agreement, the
Second Supplementary Agreement and the Third Supplementary Agreement.
Accordingly, starting from the date when the Contract comes into effect, Party B
and its subsidiaries, namely Guangdong Mobile, Zhejiang Mobile, Jiangsu Mobile,
Fujian Mobile, Henan Mobile and Hainan Mobile, shall cease the use of the
Licensed Trademark.
ARTICLE THREE EFFECTIVENESS
The Contract shall come into effect upon execution, or affixing with
the official seals, by the authorized representatives of both Parties.
ARTICLE FOUR RESOLUTION OF DISPUTE; GOVERNING LAW
The execution, validity, interpretation and performance of the
Contract shall be governed by the laws of the People's Republic of China. Any
dispute arising from or in connection with the validity, interpretation or
performance of the Contract, the Original Agreement, the First Supplementary
Agreement, the Second Supplementary Agreement and the Third Supplementary
Agreement shall be resolved by the Parties through friendly negotiations. In the
event that negotiations produce no resolution,
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either Party may submit such dispute to China International Economic
and Trade Arbitration Commission for arbitration in accordance with its
then effective arbitration rules in Beijing. The arbitration shall be
conducted in the Chinese language. The award of such arbitration shall
be final and binding on both Parties.
ARTICLE FIVE MISCELLANEOUS
5.1 The Contract is signed in Chinese in six counterparts. Party A will keep
four copies and Party B will keep two. Party A shall file one of its copies
with the Ministry of Information Industry. All original copies shall have
the same force and effect.
5.2 Within 15 days after the Contract comes into effect, Party A shall file
with the State Administration of Industry and Commerce and the State
Trademark Bureau documents relating to the termination of the Original
Agreement, the First Supplementary Agreement, the Second Supplementary
Agreement and the Third Supplementary Agreement. Party B shall render all
necessary assistance.
IN WITNESS WHEREOF, the Parties have caused the Contract to be
signed by their duly authorized representatives on the date first above written.
PARTY A: CHINA TELECOMMUNICATIONS CORPORATION
By: s/Chang Xiaobing
-------------------------
Authorized Representative
Title: Vice President
PARTY B: CHINA MOBILE (HONG KONG) LIMITED
By: s/Wang Xiaochu
-------------------------
Authorized Representative
Title: Chairman & CEO
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Contract on Termination of the Trademark Licensing - China Telecommunications Corp. and China Mobile (Hong Kong) Ltd.
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