{"id":42711,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/purchase-and-license-agreement-nortel-networks-ltd-and-china.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"purchase-and-license-agreement-nortel-networks-ltd-and-china","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/operations\/purchase-and-license-agreement-nortel-networks-ltd-and-china.html","title":{"rendered":"Purchase and License Agreement &#8211; Nortel Networks Ltd. and China Broadband Corp."},"content":{"rendered":"<pre>China Broadband Corporation                                      NORTEL\n                                                                    NETWORKS\nPURCHASE AND LiCENSE AGREEMENT                                        \n\n\n\nThis Purchase and License Agreement (\"Purchase and License Agreement\") is\nbetween Nortel Networks Limited (\"Nortel Networks\") and China Broadband\nCorporation for itself and on behalf of Big Sky Networks Canada Ltd. (\"Big Sky\")\nand Sichuan Huayu Big Sky Networks Ltd. (\"SHBS\") (\"collectively, Customer\")\neffective as of the last date signed. Additional terms related to Customer's\npurchase or license of Products or Services may be added by written agreements\n(\"Supplements\") referencing the Purchase and License Agreement, collectively\nreferred to as the \"Agreement\".\n\n1. DEFINITIONS\na) \"Furnish-only\" means Products that Customer installs.\nb) \"Hardware\" means a Nortel Networks machine or components.\nc) \"Products\" are any Hardware, Software or Third Party Vendor Items provided\nunder this Agreement.\nd) \"Services\" includes associated engineering, maintenance and installation; and\nconsulting, network management, software services and other telecommunication\nsupport services as quoted and set forth in a Supplement.\ne) \"Software\" is owned or licensed by Nortel Networks, its parent or one of its\nsubsidiaries or affiliates, and is copyrighted and licensed, not sold. Software\nconsists of machine-readable instructions, its components, data, audio-visual\ncontent (such as images, text, recordings or pictures) and related licensed\nmaterials including all whole or partial copies.\nf) \"Third Party Vendor Item\" includes \"Third Party Hardware\" and \"Third Party\nSoftware\" and meets any non-Nortel Networks hardware and\/or software supplied to\nCustomer under this Agreement.\n\n2. ORDERS\nCustomer may acquire Products or Services by issuing a written purchase order\nsigned by an authorized representative or, if Customer is enrolled in Nortel\nNetworks' Order Online Progtam, by submitting electronic orders (collectively,\n\"Orders\"). All Orders shall reference this Agreement and specify the quantity,\nprice, Nortel Networks quotation number, shipping and billing instructions,\nrequested delivery dates, requested commencement date for Services and any other\nspecial instructions. All Orders will be governed by and cannot alter the terms\nand conditions of this Agreement. Nortel Networks' written or electronic\ncommunication accepting the Order, shipment of Products or commencement of\nServices will be Nortel Networks' acceptance of Customer's Order.\n\n3. ORDER ONLINE PROGRAM\nNortel Networks has established an Order Online Program to facilitate electronic\ntransactions. By enrolling in the Order Online Program, Customer agrees to\ncomply with the Order Online Program Terms. Customer agrees that all electronic\nOrders issued are equivalent to a written Order, are governed by the terms and\nconditions of this Agreement and that in the event of any conflict between this\nAgreement and the information contained in Customer's Order Online website, this\nAgreement governs. Customer is responsible for the use and protection of all\nOrder Online passcodes provided by Nortel Networks and agrees that all Orders\nsubmitted using such passcodes are valid and binding Orders authorized by\nCustomer. Nortel Networks shall have no liability to Customer due to Customer's\nfailure to access Customer's Order Online website or errors or failures relating\nto its operation.\n\n4. LICENSED USE OF SOFTWARE\nNortel Networks grants Customer a nonexclusive license to use Software to the\nextent of the activation or authorized usage level. To the extent Software is\nfurnishcd for use with designated Hardware, Customer is granted a nonexclusive\nlicense to use Software only on such Hardware. Software contains trade secrets\nand Customer agrees to treat Software as confidential information. Customer will\nensure that anyone who uses the Software does so only in compliance with the\nterms of this Agreement. Customer shall not a) use, copy, modify, transfer or\ndistribute the Software except as expressly authorized; b) reverse assemble,\nreverse compile, reverse engineer or otherwise translate the Software; c) create\nderivative works or modifications unless expressly authorized; or d) sublicense,\nrent or lease the Software. Licensors of intellectual property to Nortel\nNetworks are beneficiaries of this provision. Upon termination of the license\nfor any reason, Customer will promptly return the Software to Nortel Networks or\ncertify its destruction. Nortel Networks may audit by remote polling or other\nreasonable means to determine Customer's Software activation or usage levels.\nWith respect to Third Party Software, Customer agrees to abide by the terms\nprovided by Nortel Networks with respect to any such software. Customer further\nagrees that the terms contained in any Nortel Networks or third party \"shrink\nwrap\" or \"click\" licenses shall govern the use of such software.\n\n5. CHARGES AND PAYMENT\nAmounts are due upon receipt of invoice and shall be paid by Customer within 30\ndays. Customer shall pay interest on any late payments at the rate of 18% per\nannum (1 1\/2 % per month.) Nortel Networks will inform Customer in advance\nwhenever additional charges apply. Additional charges shall apply for shipping,\ninsurance and special handling. Charges for Software may be based on extent of\nuse authorized as specified in a Supplement or invoice. Customer agrees to pay\nthe charges applicable for any activation or usage beyond the authorized level.\nIf any authority imposes a tax, duty, levy or fee, excluding those based on\nNortel Networks' net income, upon a Product or Service supplied by Nortel\nNetworks under this Agreement, Customer agrees to pay that amount as specified\nin the invoice, or supply exemption documentation. Customer is responsible for\npersonal property taxes for each Product from the date of shipment by Nortel\nNetworks. Customer consents without qualification to the sale of receivables by\nNortel Networks without further notice and authorizes the disclosure of this\nAgreement and Supplements as necessary to facilitate such sale.\n\n6. WARRANTY \na) Nortel Networks warrants that Hardware i) is free from defects\nin materials and workmanship and ii) substantially conforms to Nortel Networks'\npublished specifications. If Hardware does not function as warranted during the\nwarranty period, Nortel Networks will determine to either i) make it do so, or\nii) replace it with equivalent Hardware.\nb) Nortel Networks warrants that when Software is used in the specified\noperating environment it will substantially conform to its published\nspecifications. 1f Software does not function as\n\n\nProprietary and Confidential Information                                       1\n                                                                               \n\n\n\n\nChina Broadband Corporation                                      NORTEL\n                                                                    NETWORKS\nPURCHASE AND LiCENSE AGREEMENT                                        \n\n\nwarranted during the warranty period, Nortel Networks will provide a suitable\nfix or workaround or will replace the Software; provided Software is within one\nsoftware release level of the then-current software.\nc) Services will be performed in a professional and workmanlike manner. If\nServices are not performed as warranted, Nortel Networks will correct the\ndefective Services.\nd) The warranty period for Hardware and Software shall be the warranty period\nidentified in the Nortel Networks Warranty Matrix in effect at the time of\nCustomer's Order. In the event Nortel Networks determines that repair or\nreplacement as set forth in this Section 6 cannot be made using commercially\nreasonable efforts, Nortel Networks will refund to Customer the price paid for\nthe Product, less applicable depreciation.\ne) No warranty is provided for i) supply items normally consumed during Product\noperation, ii) failures caused by non- Networks products; iii) failures caused\nby a Product's inability to operate in conjunction with other Customer hardware\nor software; or iv) performance failures resulting from services not performed\nby Nortel Networks or Customer's failure to purchase all necessary Products\nunder this Agreement. Warranty will be voided by misuse, accident, damage or\nmodification, failure to maintain proper physical or operating environment or\nimproper Customer maintenance. Software is not warranted to operate\nuninterrupted or error free. THESE WARRANTIES AND LIMITATIONS ARE CUSTOMER'S\nEXCLUSIVE WARRANTIES AND SOLE REMEDIES AND REPLACE ALL OTHER WARRANTIES OR\nCONDITIONS. EXPRESS OR IMPLIED. INCLUDING, BUT NOT LIMITED TO, THE IMPLIED\nWARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR\nPURPOSE.\nd) Noetel Networks provides Third Party vendor Items on an \"AS IS\" BASIS WITHOUT\nWARRANTIES OF ANY KIND, unless Nortel Networks specifics otherwise. However,\nsuch Third Party Vendor Items may carry their own warranties and Nortel Networks\nshall pass through to Customer any such warranties to the extent authorized.\n\n7. WARRANTY SERVICE\nNortel Networks provides certain types of warranty repair and exchange service,\nwithout charge. Nortel Networks will inform Customer of the types of warranty\nservices available to Customer consistent with Nortel Networks standard\npractices and response times. Nortel Networks Technical Assistance Services\n(\"TAS\") are available for warranty repair during the warranty period at no\ncharge only for specified Products. When Customer is required to return Hardware\nto Nortel Networks for warranty service, Customer agrees to ship it prepaid and\nsuitably packaged to a location Nortel Networks designates. Nortel Networks will\nreturn the Hardware to Customer at Nortel Networks' expense. Nortel Networks is\nresponsible for loss of, or damage to, Customer Hardware while is is a) in\nNortel Networks' possession or b) in transit back to Customer. Any exchanged\nHardware becomes Nortel Networks' property and, subject to Section 8 Title and\nRisk of Loss, its replacement becomes the Customer's property. The replacement\nHardware may not be new but will be in working order and equivalent to the item\nexchanged. The warranty period for the Hardware shall be the greater of ninety\n(90) days from the date of repair or replacement or the remaining Hardware\nwarranty period. Customer agrees to ensure that exchanged Hardware is free of\nany legal obligations or restrictions that prevent its exchange and represents\nthat all returned items are genuine and unaltered. Where applicable, before\nNortel Networks provides warranty services. Customer agrees to a) follow the\nproblem determination, problem analysis, and warranty services request\nprocedures that Nortel Networks provides; b) secure all programs and data\ncontained in Hardware: and c) inform Nortel Networks of changes in the\nHardware's location. Post warranty Services may be available at Nortel Networks'\nthen-current prices.\n\n8. TITLE AND RISK OF LOSS\nNortel Networks transfers title to hardware to Customer upon final payment of\nthe total purchase price. Risk of loss for hardware shah pass from Nortel\nNetworks to Customer upon delivery to the carrier.\n\n9. IMPLEMENTATION TEND INSTALLATION SERVICES\nCustomer agrees to provide sufficient, free and safe access to Customer's\nfacilities and a suitable physical environment meeting Nortel Networks'\nspecified requirements to permit the timely installation of Products and\/or\nperformance of Services. Nortel Networks will perform its responsibilities in\naccordance with the standard Nortel Networks statement of work where applicable.\nNortel Networks will successfully complete its standard installation and\ncommissioning procedures before it considers Products installed. Nortel Networks\nmay make alterations to any Product and Service as necessary to comply with\nspecifications, changed safety standards or governmental regulations, to make a\nProduct non-infringing with respect to any patent, copyright or other\nproprietary interest, or to otherwise improve a product or Service. Customer is\nresponsible for i) the results obtained from the use of Products and Services;\nall integration and interconnection with Customer's hardware and\/or third party\nhardware and\/or systems; and iii) installation of Furnish-only Products.\n\n10. CONFIDENTIAL INFORMATION\na) Confidential information (\"Information\") means i) Software and Third Party\nSoftware; and ii) all business, technical, marketing and financial information\nand data that is clearly marked with a restrictive legend of the disclosing\nparty (\"Discloser').\nb) The party receiving Information (\"Recipient\") will use the same care and\ndiscretion to avoid disclosure, publication or dissemination of Information as\nit users with its own similar information that it does not wish to disclose,\npublish or disseminate. The Recipient may disclose Information only to i) its\nemployees and employers of its parent, subsidiary or affiliated companies who\nhave a need to know for purposes of carrying out this Agreement; and ii) any\nother party with the Discloser's prior written consent. Before disclosure to my\nof the above parties, the Recipient will have a written agreement with such\nparty sufficient to require that party to treat Information in accordance with\nthis Agreement.\nc) The Recipient may disclose information to the extent required by law.\nHowever, the Recipient must give the Discloser prompt notice and make a\nreasonable effort to obtain a protective order.\n\n\nProprietary and Confidential Information                                       2\n\n\n\n\nChina Broadband Corporation                                      NORTEL\n                                                                    NETWORKS\nPURCHASE AND LiCENSE AGREEMENT                                        \n\n\nd) No obligation of confidentiality applies to any Information that the\nRecipient i) already possesses without obligation of confidentiality; ii)\ndevelops independently; or iii) rightfully receives without obligations of\nconfidentiality from a third party. No obligation of confidentiality applies to\nany Information that is, or becomes, publicly available without breach of this\nAgreement.\ne) The release of any advertising or other publicity relating to this Agreement\nrequires the prior approval of both patties.\n\n11. PATENTS AND COPYRIGHTS\nIf a third party claims that Nortel Networks Hardware or Software provided to\nCustomer under this Agreement infringes that party's patent or copyright, Nortel\nNetworks will defend Customer against that claim at Nortel Networks' expense and\npay all costs and damages that a Court finally awards or are agreed in\nsettlement, provided that Customer a) promptly notifies Nortel Networks in\nwriting of the claim and b) allows Nortel Networks to control, and cooperates\nwith Nortel Networks in, the defense and any related settlement negotiations. If\nsuch a claim is made or appears likely to be made, Nortel Networks agrees to\nsecure the right for Customer to continue to use the Hardware or Software, or to\nmodify it, or to replace it with one that is equivalent. If Nortel Networks\ndetermines that none of these alternatives is reasonably available, Customer\nagrees to return the Hardware or Software to Nortel Networks on Nortel Networks'\nwritten request. Nortel Networks will then give Customer a credit equal to\nCustomer's net book value for the Hardware or Software provided Customer has\nfollowed generally-accepted accounting principles. Any such claims against the\nCustomer or liability for infringement arising from use of the Hardware or\nSoftware following a request for return by Nortel Networks are the sole\nresponsibility of Customer. This represents Nortel Networks' entire obligation\nto Customer regarding any claim of infringement. Nortel Networks has no\nobligation regarding any claim based on any of the following: a) anything\nCustomer provides which is incorporated into the Hardware or Software; b)\nfunctionality provided by Nortel Networks at the instruction of Customer; c)\nCustomer's modification of Hardware or Software; d) the combination, operation,\nor use of Hardware of Software with other products not porvided by Nortel\nNetworks as a system, or the combination, operation, or use of Hardware or\nSoftware with any product, data, or apparatus that Nortel Networks did not\nprovide; or e) infringement by a Third Party Vendor item alone, as opposed to\nits combination with Products Nortel\nNetworks provides to Customer as a system.\n\n12. LIMITATION OF LIABILITY\nIn no event shall Nortel Networks or its agents or suppliers be liable to\nCustomer for more than the amount of any actual direct damages up to the\ngreater of U.S. $100,000 (or equivalent in local currency) or the charges for\nthe Product or Services that are the subject of the claim, regardless of the\ncause and whether arising in contract, tort (including negligence) or otherwise.\nThis limitation will not apply to claims for damages for bodily injury\n(including death) and damage to real property and tangible personal property for\nwhich Nortel Networks is legally liable and payments as set forth in Section l1\nPatents and Copyrights. IN NO EVENT SHALL NORTEL NETWORKS OR ITS AGENTS OR\nSUPPLIERS BE LIABLE FOR ANY OF THE FOLLOWING: a) DAMAGES BASED ON ANY THIRD\nPARTY CLAIM EXCEPT AS EXPRESSLY PROVIDED HEREIN AND IN SECTION 11; b) LOSS OF\nOR DAMAGE TO, CUSTOMER'S RECORDS, FILES OR DATA; OR c) INDIRECT, SPECIAL,\nINCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS OR\nSAVINGS), EVEN IF NORTEL NETWORKS IS INFORMED OF THEIR POSSIBILITY.\n\n13. GENERAL\na) Customer agrees not to assign, or otherwise transfer this Agreement or\nCustomer's rights under it, or delegate Customer's obligations, without Nortel\nNetworks' prior written consent, and any attempt to do so is void. Customer\nrepresents and warrants that it is buying Products and\/or Services for its own\ninternal use and not for resale. Customer agrees to comply with all applicable\nlaws including all applicable export and import laws and regulations. Except for\nnon-payment, neither Customer not Nortel Networks will bring a legal action\nunder this Agreement more than two years after the cause of action arose.\nNeither party is responsible for failure to fulfill any obligations due to\ncauses beyond its control. In the event that any provision of this Agreement or\nportions thereof are held to be invalid or unenforceable, the remainder of this\nAgreement will remain in full force and effect.\n\nb) The terms and conditions of this Agreement, including ally Supplement(s)\nsigned by Nortel Networks and Customer referencing this Agreement and attached\nhereto, form the Complete and exclusive agreement between Customer and Nortel\nNetworks and replace any prior oral or written proposals, correspondence or\ncommunications regarding the subject matter hereof. In the event of a conflict\nbetween this Purchase and License Agreement and a Supplement, the terms in any\nSupplement(s) prevail. Any changes to this Agreement must be made by mutual\nagreement in writing. All Customer's rights and all of Nortel Networks'\nobligations are valid only in the country in which the Products and Services\nwere supplied; the laws of the State of Ontario govern this Agreement, exclusive\nof its conflict of laws provisions; and nothing in this Agreement affects any\nstatutory rights of consumers that cannot be waived or limited by contract. c)\nThe Parties have requested that this Agreement be drawn up in the English\nlanguage. Ets Parties ont demande que cette convention oit redigee en langue\nanglaise.\n\nCHINA BROADBAND CORPORATAION\nBy:\/s\/MATT HEYSEL\n   ------------------------------\nName: Matt Heysel\n     ----------------------------\nTitle: Chariman &amp; CEO\n      ---------------------------\nAddress: Calgary, AB.\n        -------------------------\nDate: 26-Sep-00\n     ----------------------------\n\nNORTEL NETWORKS LIMITED\nBy:\/s\/RICHARD DUGAL\n   ------------------------------\nName: Richard Dugal\n     ----------------------------\nTitle: Sales Director\n      ---------------------------\nAddress: Brampton, Ontario\n        -------------------------\nDate: 28-Sep-00\n     ----------------------------\n\n\nProprietary and Confidential Information                                       3\n\n\n\nChina Broadband Corporation                                      NORTEL\n                                                                    NETWORKS\nWARRANTY MATRIX\n\n        \n\nThe following Hardware and Software items shall have the corresponding warranty\nperiods:\n\n<\/pre>\n<table>\n<caption>\n<p>Category       Includes                                 Hardware                    Software<br \/>\n&#8212;&#8212;&#8211;       &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-    &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8211;  &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-<br \/>\n<s>            <c>                                      <c>                         <c><br \/>\nA              DMS 10, DMS 100, DMS 100W DMS 200,       12 months from ship date    12 months from ship date<br \/>\n               DMS 250, DMS 300, DMS 300\/250, DMS<br \/>\n               500. DMS GSP NIS product families.<br \/>\n               Optical Networks, AccessNode, and<br \/>\n               Wireless product families<br \/>\n&#8212;&#8212;&#8211;       &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-    &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8211;  &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-<br \/>\nB              CVX 1800. SS7 Gateway                    12 months from ship date    90 days from ship date<br \/>\n               and Shasta Products<br \/>\n&#8212;&#8212;&#8211;       &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-    &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8211;  &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-<br \/>\nC              Internet Telephony Products              6 months from ship date     6 months from ship date<br \/>\n&#8212;&#8212;&#8211;       &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-    &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8211;  &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-<br \/>\nD              Nortel Networks-Bay Products             See current Nortel          See current Nortel<br \/>\n                                                        Networks price list         Networks price list<br \/>\n&#8212;&#8212;&#8211;       &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-    &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8211;  &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-<br \/>\nE              Passport                                 Varies depending on the     Varies depending on the<br \/>\n                                                        Performance Pack selected   I  Performance Pack selected<br \/>\n                                                        by Customer. See current    , by Customer. See current<br \/>\n                                                        Nortel Networks price list  Nortel Networks price list<br \/>\n                                                        for description of          for description of<br \/>\n                                                        Performanced Pack warranty  Performance Pack<br \/>\n                                                        periods.                    warranty periods.<br \/>\n&#8212;&#8212;&#8211;       &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-    &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8211;  &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-<br \/>\nF              All other product families not listed    90 days from ship date      90 days from ship daft<br \/>\n               above (unless specified otherwise in<br \/>\n               writing)<br \/>\n&#8212;&#8212;&#8211;       &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-    &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8211;  &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-<br \/>\n<\/c><\/c><\/c><\/s><\/caption>\n<\/table>\n<p>This Warranty Matrix may be revised from time to time.<\/p>\n<p>Proprietary and Confidential Information                                       4<\/p>\n<p>China Broadband Corporation                                      NORTEL<br \/>\n                                                                    NETWORKS<br \/>\nWARRANTY MATRIX<\/p>\n<p>The terms and conditions provided in this Supplement (&#8220;Supplement&#8221;) are in<br \/>\naddition to those contained in the Purchase and License Agreement dated &#8211; and<br \/>\nwill apply solely to the provision of the Products specified in this Supplement<br \/>\nduring the term.<\/p>\n<p>1. TERM<\/p>\n<p>This Supplement will commence on date of last signature on Purchase and License<br \/>\nAgreement and terminate after 12 months (&#8220;Term&#8221;).<\/p>\n<p>2. SCOPE\/ COMMITMENT \/ RESPONSIBILITIES OF THE PARTIES<\/p>\n<p>Nortel Networks will ship the equipment listed in Exhibit A to the mutually<br \/>\nagreeable site in Hong Kong. Customer is responsible to ship the goods from Hong<br \/>\nKong into the People&#8217;s Republic of China (&#8220;PRC&#8221;) to the installation site(s).<br \/>\nCustomer shall comply fully with all relevant laws. rules and regulations in<br \/>\nrespect of the importation of the goods into the PRC. China Broadband<br \/>\nCorporation warrants that it has the authority to bind Big Sky and SHBS and<br \/>\nguarantees the performance by Big Sky and SHBS of all of their obligations<br \/>\nSpecified in this Agreement<\/p>\n<p>CHINA BROADBAND CORPORATION<\/p>\n<p>By:\/s\/MATT HEYSEL<br \/>\n   &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;<br \/>\nName: Matt Heysel<br \/>\n     &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-<br \/>\nTitle: Chairman &amp; CEO<br \/>\n      &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;<br \/>\nAddress:<br \/>\n        &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-<br \/>\nDate:<br \/>\n     &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-<\/p>\n<p>NORTEL NETWORKS LIMITED<\/p>\n<p>By:\/s\/RICHARD DUGAL<br \/>\n   &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;<br \/>\nName: Richard Dugal<br \/>\n     &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-<br \/>\nTitle: Sales Director, Canada<br \/>\n      &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;<br \/>\nAddress: Brampton, Ontario<br \/>\n        &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-<br \/>\nDate: 28-Sep-00<br \/>\n     &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-<\/p>\n<p>Proprietary and Confidential Information                                       5<\/p>\n<table>\n<caption>\n<p>China Broadband Corporation                                      NORTEL<br \/>\n                                                                    NETWORKS<br \/>\nPLA SUPPLEMENT<\/p>\n<p>                                  EXHIBIT &#8220;A&#8221;<\/p>\n<p>MODEL                   DESCRIPTION                                       QTY           LIST US$        EXT<br \/>\n&#8212;&#8212;&#8212;&#8212;-           &#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;&#8212;-  &#8212;&#8212;-         &#8212;&#8212;&#8211;      &#8212;&#8212;-<br \/>\n<s>                     <c>                                               <c>             <c>           <c><br \/>\nDE3801E02               CMTS-1000                                         *               *             *<br \/>\nDE3804031               Receiver Card                                     *               *             *<br \/>\nARSVS01031              CPS-2000 V1.1                                     *               *             *<br \/>\nARSVS01020              CPS-2000 Software Kit V1.1                        *               *             *<br \/>\nARSVS01016              CPS-2000 Documentation                            *               *             *<br \/>\nDE3810001               SNMPC 4.2 Software                                *               *             *<br \/>\nDE3810004               On Net Server Software Arris                      *               *             *<br \/>\nDE3313001               LCn Software Arris                                *               *             *<br \/>\nARCD21522               Cable Modem, Ethernet (Revised 9-14)              *               *             *<br \/>\nAL2012F14               BayStack 450-24T Switch                           *               *             *<br \/>\nDS1410005-1.0           Optivity Campus NMS 702 Network Management        *               *             *<br \/>\nNTJT55AH                Australia Power Cord                              *               *             *<br \/>\nNTJT02FA                BSN-5000 System &#8211; 10G                             *               *             *<br \/>\nNTJT16AA                Slot Cover                                        *               *             *<br \/>\nNTJT29CA                Sub Svc Card + 4xSub Svc Module no encryption     *               *             *<br \/>\nNTJT36CA                8xFE(UTPS)                                        *               *             *<br \/>\nNTJT60BA                SW &#8211; ISOS Software Release 2.0                    *               *             *<br \/>\nNTJT63AA                SW &#8211; ISOS &#8211; Aggregation &#8211; 1000 users              *               *             *<br \/>\nNTJT64AA                SW &#8211; ISOS &#8211; Residential Firewalls &#8211; 1000 users    *               *             *<br \/>\nNTJT68AA                SW &#8211; ISOS &#8211; Interdomain Routing (BG P-4)          *               *             *<br \/>\nNTJTB0BA                SW &#8211; SC5- Entry &#8211; 2000 subscribers                *               *             *<br \/>\nNTJT878A                SW &#8211; SC5 Server for ISOS 2.0 &#8211; Domain Tier        *               *             *<br \/>\nNTJT50AA                AC Power Shelf                                    *               *             *<br \/>\nNTJT51AA                AC Power Module                                   *               *             *<br \/>\nNTJT52AA                Status Cable                                      *               *             *<br \/>\nNTJT90BA                Perf Pak                                          *               *             *<br \/>\n                                                                        TOTAL                           *<br \/>\n<fn><br \/>\n* &#8211; Information has been omitted and has been filed separately with the United<br \/>\n    States Securities and Exchange Commission pursuant to an application for<br \/>\n    confidential treatment under Rule 406 of the Securities Exchange Act of<br \/>\n    1933, as amended.<br \/>\n<\/fn><\/p>\n<p><\/c><\/c><\/c><\/c><\/s><\/caption>\n<\/table>\n<p>PROPRIETARY AND CONFIDENTIAL INFORMATION                                       6<\/p>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7079,8368],"corporate_contracts_industries":[9516,9517],"corporate_contracts_types":[9613,9619],"class_list":["post-42711","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-china-broadband-corp","corporate_contracts_companies-nortel-networks-corp","corporate_contracts_industries-telecommunications__equipment","corporate_contracts_industries-telecommunications__other","corporate_contracts_types-operations","corporate_contracts_types-operations__sales"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/42711","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=42711"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=42711"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=42711"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=42711"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}