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Title:

Credit Agreement

Entities:

Mobile TeleSystems OJSC; Siemens AG; Bank of New York

Date:

2006

Size:

Preview shows 36KB of 107KB total

Price:

$51

ID:

#2253985

Start of Preview

1.

Definitions and Interpretations

4

2.

Amount and Purpose of the Credits

7

3.

Disbursements / Reimbursements

10

4.

Conditions Precedent to Disbursements / Reimbursements

12

5.

Interest Periods, Interest, Increased Costs

13

6.

Fees

15

7.

Calculation of Periods

16

8.

Repayment and Prepayment

16

9.

Payments

17

10.

Taxes, Levies, Duties and Other Costs

18

11.

Guarantee of the Federal Republic of Germany for tied Buyers Credits

21

12.

Suspension of Disbursement, Payments Immediately Due (Events of Default)

22

13.

Representations and Warranties

23

14.

Financial Statements, Information and Undertakings

24

15.

Assignability

27

16.

Statements and Notices

27

17.

Miscellaneous

28

18.

Currency Indemnity

28

19.

Applicable Law, Place of Performance and Jurisdiction

28

20.

General Provisions

29

1a - 1e

Certificates for Disbursement and Reimbursement

2

Confirmation of Coming into Force of the Export Contract / Additional Export Contract

3a - 3b

Confirmation of Mean-weighted Acceptance of Equipment and Software in relation to the Export Contract / in relation to the Additional Export Contract

4

Specimen Signature List of the Borrower

5

Form for Appointment of Agent for Service of Process to the Credit Agreement

A.

On 8 June 2004 the Borrower concluded contract number 1909/04-MTC (the Export Contract) with Siemens Aktiengesellschaft, Berlin-Munich, Federal Republic of Germany (the Exporter) for the delivery of equipment and provision of software licenses for a GSM 900/1800 cellular network.

B.

The total contract value of the deliveries to be made and services to be rendered under the Export Contract amounts to USD 83,000,000 (the Total Contract Value).

C.

According to the Export Contract the deliveries/services shall be made/rendered through the placement of individual purchase orders issued between June 2004 to 31 December 2004. Installation and commissioning work will be carried out by OOO Siemens, Moscow, and is not subject of financing hereunder.

D.

The Total Contract Value is to be paid, according to the terms of the Export Contract, as follows:

(1)

15% down payments

(2)

85% (the Partial Contract Value) provided that a tied buyers credit is available for financing thereof, pro rata to deliveries made/services rendered within 15 days of such deliveries/services.

E.

The Borrower and the Exporter may also agree to enter into a further contract for the supply of additional telecommunications equipment (the Additional Export Contract), the financing terms of which may provide for additional payments partially being made under the terms of this Credit Agreement.

F.

The total additional contract value of further deliveries to be made and services to be rendered under the Additional Export Contract (if such Additional Export Contract is agreed) is expected to amount up to USD 40,000,000 (the Total Additional Contract Value).

G.

The terms of the Additional Export Contract (if agreed) are expected to enable deliveries/services to be made/rendered through a further series of purchase orders to be issued between October 2004 to July 2005.

End of Preview