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POWERGRID REVENUE SHARING AGREEMENT

POWERGRID REVENUE SHARING AGREEMENT. REVENUE SHARING AGREEMENT. OBJECTIVE THE TRANSMISSION CHARGES COLLECTED PURSUANT TO BILLING AS BCD PROCEDURES SHALL BE DISBURSED TO EACH ISTS LICENSEE BY THE CTU PURSUANT TO AND IN ACCORDANCE WITH THIS AGREEMENT (“REVENUE SHARING AGREEMENT”);

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POWERGRID REVENUE SHARING AGREEMENT

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  1. POWERGRID REVENUE SHARING AGREEMENT

  2. REVENUE SHARING AGREEMENT OBJECTIVE • THE TRANSMISSION CHARGES COLLECTED PURSUANT TO BILLING AS BCD PROCEDURES SHALL BE DISBURSED TO EACH ISTS LICENSEE BY THE CTU PURSUANT TO AND IN ACCORDANCE WITH THIS AGREEMENT (“REVENUE SHARING AGREEMENT”); PARTIES TO THE AGREEMENT • CTU • ISTS LICENCEES • DEEMED ISTS LICENCEES

  3. EFFECTIVENESS AND TERM OF THE AGREEMENT • EFFECTIVE DATE • EFFECTIVE FROM 1.1.2011 (EXISTING ISTS LICENCEES) OR FROM THE DATE AS NOTIFIED BY CERC • FROM THE DATE OF SIGNING OF RSA SUPPLEMENTARY RSA (FOR NEW LICENCEES • FROM THE DATE OF APPROVAL AS DEEMED LICENCEE (FOR DEEMED LICENCEES ) TERM OF THE AGREEMENT • FROM EFFECTIVE DATE UNTIL THE VALIDITY OF TSA

  4. INVOICING AND COLLECTION BY CTU • CTU SHALL DO BILLING AND COLLECTION AS PER INPUT FROM IMPLEMENTING AGENCY • THE CTU SHALL RAISE THE INVOICES AND COLLECT PAYMENTS FROM EACH DESIGNATED ISTS CUSTOMER IN ACCORDANCE WITH THE PROVISIONS OF THE SAID TSA/BCD PROCEDURE. • THE CTU SHALL DISBURSE THE TRANSMISSION CHARGES, AS COLLECTED BY THE CTU, TO RESPECTIVE ISTS LICENSEES INCLUDING POWERGRID IN ACCORDANCE WITH THE PROVISIONS OF THIS AGREEMENT. • PRO-RATA REDUCTION IN PAYOUTS IN CASE OF PARTIAL PAYMENT.

  5. DISBURSEMENT BY CTU TO ALL ISTS LICENSEES FIRST AND SECOND INVOICE • PAYMENT GOES TO COMMONFUNDS(CF-1, CF-2) • REBATE SHALL BE DEBITED TO COMMON FUNDS • COMMON DISBURSEMENT FUND SHALL BE DISBURSED TO THE ISTS LICENCEES IN PROPORTION TO THEIR MONTHLY TRANSMISSION CHARGES THIRD INVOICE • RAISED ON THE 1ST BUSINESS DAY OF SEPTEMBER OR MARCH • PAYMENT POOLED TO SEPARATE COMMON DISBURSEMENT FUND(CF-3) • REBATES SHALL BE DEBITED TO COMMON DISBURSEMENT FUND • FUND FOR THIRD INVOICE DISBURSED AS ADJUSTMENT BILL

  6. DISBURSEMENT BY CTU TO ALL ISTS LICENSEES • FOURTH INVOICE • PAYMENT POOLED TO SEPARATE COMMON DISBURSEMENT FUND • ANY PAYMENTS RECEIVED AGAINST THE FOURTH INVOICE AFTER DUE DATE OF INVOICE AND ANY DELAYED PAYMENT SURCHARGE PAID BY THE DICS PURSUANT TO THE TRANSMISSION SERVICE AGREEMENT SHALL BE CREDITED TO CF4 ON AS AND WHEN BASIS. • ANY REBATES OFFERED AGAINST THE FOURTH INVOICE TO THE DICS PURSUANT TO THE TRANSMISSION SERVICE AGREEMENT SHALL BE DEBITED TO CF4. • THIS COMMON DISBURSEMENT FUND (CF4) WOULD THEN BE DISBURSED TO THE ISTS LICENSEES IN PROPORTION TO THEIR RESPECTIVE MONTHLY TRANSMISSION CHARGES BASED ON THE STATEMENT FURNISHED BY THE IMPLEMENTING AGENCY.

  7. SUPPLEMENTARY INVOICE • THE PAYMENTS MADE BY DICS AGAINST THE SUPPLEMENTARY INVOICE SHALL BE POOLED INTO A COMMON DISBURSEMENT FUND (“CF5“). • ANY PAYMENTS RECEIVED AGAINST THE SUPPLEMENTARY INVOICE AFTER DUE DATE OF INVOICE AND ANY DELAYED PAYMENT SURCHARGE PAID ON THAT SHALL BE CREDITED TO CF5 ON AS AND WHEN BASIS. • ANY REBATES OFFERED AGAINST THE SUPPLEMENTARY INVOICE SHALL BE DEBITED TO CF5. • THIS COMMON DISBURSEMENT FUND (CF5) WOULD THEN BE DISBURSED TO THE ISTS LICENSEES INCLUDING THE POWERGRID AND DEEMED ISTS LICENSEES ON CASE TO CASE BASIS.

  8. TIME LINES & REVENUE SHARE STATEMENTS • DISBURSEMENT SHALL BE MADE WITHIN 5 WORKING DAYS AFTER DUE DATE (CUT OFF DATE) OF INVOICE • PAYMENTS MADE AFTER DUE DATE OF AN INVOICE DISBURSED AT THE NEXT CUT-OFF DATE. REVENUE SHARE STATEMENTS TO BE SUBMITTED BY CTU • CTU SHALL ISSUE REVENUE SHARE STATEMENTS TO ISTS LICENCEES ATLEAST TWO BUSINESS DAYS BEFORE CUT OFF DATE • CTU SHALL ISSUE BY ANNUAL REVENUE SHARE STATEMENT AGAINST THE THIRD INVOICE • CTU SHALL ISSUE SUPPLEMENTARY REVENUE SHARE STATEMENT AGAINST SUPPLEMENTARY INVOICE

  9. MODALITY OF PAYMENT AND ANNUAL RECONCILIATION • CTU SHALL CREDIT DISBURSEMENT AS PER RSA TO THE BANK ACCOUNTS OF ISTS LICENCEES DIRECTLY • ALL DISBURSEMENT THROUGH RTGS • CTU SHALL NOTIFY THE ISTS LICENCEES ON THE PAYMENT ADVICE ANNUAL RECONCILIATION • AT THE END OF EACH FINANCIAL YEAR CTU SHALL COMPARE RSA AMOUNT PAYABLE FOR THE PRECEDING YEAR WITH THE RSA AMOUNT PAID FOR RECONCILIATION • ON OR BEFORE 15 JUNE OF EACH FY CTU SHALL PREPARE THE RSA RECONCILIATION STATEMENT • ANY ADJUSTMENT INCLUDED IN NEXT INVOICE • ISTS LICENCEE SHALL ASSIST CTU IN OBTAINING PAYMENTS SECURITY FROM DICS

  10. DISPUTE RESOLUTION • RSA STATEMENT CONSIDERED CORRECT IF NO COMMENTS RECEIVED WITHIN 30 DAYS • IF AN ISTS LICENSEE DISPUTES ANY ITEM OR PART OF AN ITEM SET OUT IN ANY REVENUE SHARE STATEMENT (RSS) THEN SUCH ISTS LICENSEE SHALL SERVE A NOTICE ("RSS DISPUTE NOTICE") ON THE CTU • IF THE CTU AGREES TO THE CLAIM, SHALL REVISE SUCH REVENUE SHARE STATEMENT WITHIN SEVEN (7) DAYS OF RECEIVING NOTICE

  11. IF CTU DOES NOT AGREE TO THE CLAIM SHALL FURNISH A NOTICE WITHIN 15 DAYS TO THE SAID ISTS LICENSEE PROVIDING REASONS • IF CTU AND THE SAID ISTS LICENSEE DO NOT AMICABLY RESOLVE THE DISPUTE WITHIN FIFTEEN (15) DAYS THE MATTER SHALL BE REFERRED TO CERC

  12. GOVERNING LAW AND DISPUTE RESOLUTION • THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF INDIA. ANY LEGAL PROCEEDINGS SHALL BE UNDER THE JURISDICTION OF APPROPRIATE COURTS IN NEW DELHI. • WHERE ANY DISPUTE ARISES FROM A CLAIM MADE BY A • PARTY SHALL BE SUBMITTED TO ADJUDICATION BY • THE CERC.

  13. GOVERNING LAW AND DISPUTE RESOLUTION • ANY DISPUTE IS REFERRED BY THE CERC TO BE SETTLED THROUGH ARBITRATION PROCESS, SUCH DISPUTE SHALL BE RESOLVED BY ARBITRATION UNDER THE INDIAN ARBITRATION AND CONCILIATION ACT, 1996 • THE ISTS LICENSEES SHALL INDEMNIFY AND HOLD THE CTU HARMLESS FROM AND AGAINST ANY AND ALL DAMAGES, LOSSES, LIABILITIES, OBLIGATIONS, CLAIMS OF ANY KIND INCLUDING ANY TAX LIABILITY, INTEREST, COST, FEE, OR EXPENSES SUFFERED, INCURRED OR PAID, IN CONNECTION WITH OR ARISING OUT OF EXERCISE OF CTU’S ON BEHALF OF ISTS LICENSEES PURSUANT TO AND IN ACCORDANCE WITH THE TRANSMISSION SERVICE AGREEMENT,

  14. THANK YOU

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