TELIASONERA RFP FOR VALUE ADDED SERVICE PLATFORM FOR NCELL PRIVATE LIMITED

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Ncell Private Ltd. Kathmandu, Confidential

TABLE OF CONTENT 1 2 3 4 5 7 8 9 INTRODUCTION AND PURPOSE .................................................................................. 3 SCOPE ........................................................................................................................... 6 STATEMENT OF COMPLIANCE DEFINITIONS ............................................................. 7 CONFIDENTIALITY ........................................................................................................ 8 FORMAL REQUIREMENTS ............................................................................................ 9 OTHER REQUIREMENTS ............................................................................................ 16 INFORMATION REGARDING THE SOURCING PROCESS......................................... 17 DISCLAIM LIABILITIES. ................................................................................................ 18

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Ncell Private Ltd. Kathmandu, Confidential

INTRODUCTION AND PURPOSE 1.1 General Ncell Private Limited (formerly known as Spice Nepal Private Limited) here-in-after referred to as Operator, a company with its principal office in Kathmandu, is the true owner of the license for operating GSM/EGPRS 900/1800, ISP, international long distance call license and frequency permission for WCDMA mobile services in Nepal. Ncell requests a Value Added Service Platform offer through this Request for Proposal (hereinafter referred as RFP), to determine the business partner(s) to expand the Value Added Services for Ncell Private Limited in Nepal. The purpose of this Request for Proposal is to compare price, implementation, project rollout, support and technical capabilities of the Bidders offerings, in order to assist selecting the successful business partner(s). All Bidders should explain their appropriate solution by considering Ncell Private Limited environment. By this RFP the purpose is to expand, extend some of the current systems and introduce new upcoming Value Added Services. Ncell has proven track record in building strong and profitable operations in Nepal market. For further information about Ncell Private Ltd., please refer to web site www.ncell.com.np 1.2 Contact Information Any queries concerning this RFP shall be addressed to all of the following addresses by email: Commercial response: Primary contact: Okan Cimen Information Systems Coordinator TeliaSonera Eurasia Buyukdere Caddesi No: 171 Metrocity A Blok Kat: 16, 1.Levent 34330, Istanbul/Turkey Phone: +90 212 371 5133 Email: okan.cimen@finturholdings.com Web: www.teliasonera.com

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Ncell Private Ltd. Kathmandu, Confidential

Jagat Narayan Mandal Procurement Manager Ncell Private Ltd Krishna Towers, New Baneshwor Kathmandu-10, Nepal P.O.Box: 9900 Mobile: + 977-980-2100345 Fax: + 977-980-5554488 E-mail: jagat.mandal@ncell.com.np Technical response:

Aigars Benders Krishna Towers, New Baneswor Kathmandu-10, Nepal P.O.Box 9900 Mobile: +977-980-5554701 aigars.benders@ncell.com.np E-mail: Jurijus Kravcenka Krishna Towers, New Baneswor Kathmandu-10, Nepal P.O.Box 9900 Phone: +977-980-5554740 E-mail: jurijus.kravcenka@ncell.com.np Kabin Mool Krishna Towers, New Baneswor Kathmandu-10, Nepal P.O. Box 9900 Phone: +977-980-5554744 Mobile: +977-980-2100044 E-mail: kabin.mool@ncell.com.np

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Ncell Private Ltd. Kathmandu, Confidential

1.3 Project Milestone Dates This section provides a schedule of the critical project dates. The Bidder should carefully examine and make certain to have a clear understanding of the requirements of the specified project milestones and the associated dates: Release the RFQ Cut-off date for Q&A Due date for RFQ response Sessions with shortlisted bidders Estimated selection date Project start date Commercial launch The hard copy and CD of the proposal should be sent to: Ncell Private Limited Krishna Towers, Katmand-10, Nepal Attention: Jagat Narayan Mandal Dec 12, 2010 Dec 23, 2010 Dec 30, 2010 Jan 17, 2010 Jan 31, 2010 Feb 1, 2010 June 30, 2010

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Ncell Private Ltd. Kathmandu, Confidential

SCOPE This Technical and Functionality Requirements aims at selecting the supplier for the Value Added Services (VAS) operated in GSM and WCDMA network (here-in-after referred to as Supplier or Bidder). The solution will cover the new, expansion and extension of existing VAS Platforms. The platform includes 1. 2. 3. 4. 5. 6. 7. 8. Short Message Service Centre (SMS) Unstructured Supplementary Service Data Centre (USSDC) Voice Mail and Voice SMS Missed Call Alert and Notify me Multimedia Messaging Service Centre (MMSC) WAP-GW Messaging Gateway Optional Interactive Voice Response (IVR)

The scope of the RFP consists of the following: 1. 2. 3. 4. 5. Operation and Maintenance module; Provisioning interface; Charging modules; Customer care and subscriber interface; Reporting and Statistics;

The solution should cover: 1. 2. 3. 4. Turnkey solution implementation services; Integration with existing network elements; Swap of the current systems; Smooth handover of all data and existing functionality from current system to new system and babysitting period; Professional services, including implementation, commissioning, training and warranty support. Bidder should provide the turnkey solution for the Operator, including necessary HW and SW, 3rd party HW and SW, network equipment.

5.

6.

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Ncell Private Ltd. Kathmandu, Confidential

STATEMENT OF COMPLIANCE DEFINITIONS For each requirement the Bidder shall answer in the following way: Compliant states that the functionality provided by the Bidders products has been implemented according to the 3GPP definition or other relevant standardization forum or according to the requirements in this document and its Annexes. Limitations in the functionality shall be explained. All costs related to the fulfilment of requirement, including but not limited to, Hardware, Software, Implementation and Acceptance is covered by the prices quoted in the Price Book, Annex 6, unless it is specifically marked as not included in the Price Book. Partly Compliant states that some part of the functionality offered by the Bidder has been implemented in a way that differs from the 3GPP definition or other relevant standardization forum or according to the requirements in this document. Limitations in the functionality shall be explained. Not Compliant states that the functionality that is offered by the Bidder has been implemented in a way that differs from the 3GPP definition or other relevant standardization forum or according to the requirements in this document, or is not offered at all. Future Complaint states that the functionality will be supported in near future and Bidder should define availability date in this case. In case of absence or unclear statement of compliance for any specified requirement, Ncell shall interpret that particular response as NON COMPLIANT.

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Ncell Private Ltd. Kathmandu, Confidential

CONFIDENTIALITY This RFP is confidential and the property of Operator. Supplier can disclose relevant parts of the RFP to partners and/or subcontractors provided that the partners and/or subcontractors first execute non-disclosure agreements identical to the non-disclosure agreement signed by Supplier. Distribution or sharing of this RFP by the Supplier with any other parties must be approved in writing by Operator. Operator will, in turn, respect the confidentiality of proposals submitted by the respective Suppliers. All Suppliers continue to be bound by the non-disclosure agreements previously signed with Operator.

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Ncell Private Ltd. Kathmandu, Confidential

FORMAL REQUIREMENTS This RFP consists of the following documents: a. b. This RFP document The Annexes: Annex 1. Technical Requirements Annex 2. Functionality Requirements Table 2.1 SMSC Requirements Table 2.2 USSDC Requirements Table 2.3 Multimedia Messaging Service Centre Requirements Table 2.4 Wireless Application Protocol Gateway Requirements Table 2.5 Voice Mail & Voice SMS Requirements Table 2.6 Missed Called & Notify Me Requirements Table 2.7 Messaging Gateway Requirements Table 2.8 Interactive Voice Response Requirements Annex 3. Network Topology Annex 4. Responsibility Matrix Annex 5. Project Execution Requirements Annex 6. Price Book Requirements

5.1 Participation in the proceeding described in this request for proposal is limited to the selected Bidders. The same conditions of the proceeding are valid for all Bidders. 5.2 The Bidders are asked to adhere strictly to the guidelines as stated below. This will facilitate the evaluation of the offers. 5.3 All offers and supporting materials must be submitted in the English language. 5.4 The prices in the Price Book shall be expressed in USD, exclusive VAT. All prices shall be fixed. 5.5 The reference payment terms to be used for submitting the proposal are: 15% value of the System shall be paid on delivery to the warehouse in Nepal against Goods Receive Note issued by Ncell Private Limited; 50% value shall be paid upon completion of the Preliminary Acceptance test. 35% value shall be paid upon completion of Final Acceptance within 6 month grace period. The payment will be made 90 days after receiving the valid invoice.

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Ncell Private Ltd. Kathmandu, Confidential

The Bidder is urged to propose alternative payment terms that may be more attractive to the Ncell Private Limited. Bidder agrees to provide all invoicing and other documentation in formats as instructed and required by Ncell Private Limited, to fulfil the requirements of several Nepalese authorities. 5.6 Prices given shall be all-inclusive with all relevant taxes, exclusive VAT, and with no hidden costs. The list prices shall include freight and insurance costs. The final contract price agreed with selected Bidder shall be a fixed price based on the proposal to this RFP. Any extra costs (additional infrastructure, equipment and/or services etc.) for fulfilling the scope shall be borne by the Bidder. 5.7 The effective prices (list price minus discount) given in the scope for 2010/2011 shall be valid as maximum prices for possible additional order at least 3 subsequent years from date of delivery. 5.8 Delivery terms are DDU Kathmandu, INCOTERMS 2000. 5.9 The responses should be compact and to the point. If the question is unclear or irrelevant, ask for clarification or specify that you consider it to be outside of the scope of your services. 5.10 When making (separate) Statements of Compliance to this main RFP document, and its Annexes the Bidder shall clearly state to regard of each requirement/clause/article in the respective document whether or not the Bidder is compliant. 5.11 The use of graphs and tables are recommended. Please also feel free to include appendices with comments and further descriptions, if this helps convey a better understanding of you offering. 5.12 The submitted offer must contain a clause providing that the offer is binding for the Bidder for a minimum of six months from the date of the deadline for offer submission. 5.13 Ncell Private Limited has the right to make changes or retract this RFP at Ncells discretion. All changes will be distributed to all Bidders and the date of closure will be moved accordingly if needed. 5.14 All written communication shall be in the English language. 5.15 Bidder shall not approach any other persons with questions regarding the RFP unless they have obtained prior permission to do so from the contacts identified above from Ncell Private Limited. All questions have to be in written form. 5.16 Bidder shall designate a contact person for correspondence. 5.17 The Bidder must guarantee and include in the proposal any applicable local customizations.

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5.18 The Bidder shall bear all the cost incurred by the incorrect design, system dimensioning or the structural deficiency of the systems. 5.19 The Bidder shall propose both their own and any relevant 3rd party latest available versions and/or releases. If any new SW release is planned to be or is commercially available during 2010/2011 such SW shall be included in the price. 5.20 Bidder must establish a project team in Kathmandu city, within 4 weeks from the mutually agreed upon date, providing engineering and project management resources dedicated to Ncells project and operations, which will cover full volume of the local support for Ncell Private Limited.

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PROPOSAL CONTENT
Operator is inviting recognized and highly experienced solution Bidders to participate in this RFP. The Bidder shall provide complete information on their approach and experience with similar projects, as well as details presenting the Bidders capabilities and proven record. a) Intellectual property b) Render response requirement c) Compliance statements This section provides the required compliance statements. The Compliance statements are listed below a) CC Complete Comply b) PC Partially Comply c) FC Future Comply d) NC Not Comply The response shall be in MSWord .doc format, and follow the guidelines below a) Portrait mode b) Fonts Arial 10 points c) File name format: I. RFP_RESP_<VENDOR >_YYYYMMDD_MAIN II. RFP_RESP_<VENDOR >_YYYYMMDD_APPENDIX_XX The Bidder shall organize the offer according to structure outlined below, including the following parts and sections:
No. Compliance statements Explanation

2.1 2.1.1 2.1.1.a

Part A Section 1: Executive Summary Section 2: Presentation of the Company Section 3: Pricing and other Commercial Terms: 3.1 Price Book (Annex 6) 3.2 Delivery and Lead Times Part B Section 4: SoC to Scope of Work and Technical Requirements:

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4.1. SoC to Annex 1 4.2. SoC to Annex 2 Section 5: Technical and Product Description Section 6: Project Description Section 7: Support Services Description. Section 8: Reference documents Section 9: Bill of quantity without prices (same as Section 3, but without any prices)

6.1 Part A, Section 1- Executive Summary In order to facilitate the evaluation of the offer, Bidder is requested to include an Executive Summary in his offer. The Executive Summary shall state the reasons why Ncell should choose the Bidders solution, by highlighting essential parts of the offer such as, but not limited to, essential technical issues, time schedules and a summary of the prices, commercial terms and incentives. 6.2 Part A, Section 2 - Presentation of the Company The Bidder shall describe briefly Bidders organization, location and facilities, number of employees in different categories, technology patents and research and development activity related to the scope of this RFP, support organization, information regarding partners co-operation with partners and/or other suppliers in respect to the solution, if any. A special attention should be made to describe the business activities and the scope and format of presence in the geographic region, especially in Nepal. The Bidder is further requested to include in the Presentation a contact list of the persons in the bid team appointed for this particular procurement process, Power of Attorney(s) for relevant listed person(s). 6.3 Part A, Section 3 Pricing and other commercial terms 6.3.1 Part A, Section 3.1 Price Book

If the price for any hardware, software, documentation, services (incl. training) or spare part, as relevant, in any part of the offer differs from the price for the same hardware, software, documentation, services (incl. training) or spare part, as relevant, in any other part of the offer, the lower price will be regarded as the price quoted by the Bidder for the Unit Price List. The unit prices of the network nodes shall be provided. The offered unit price of the network nodes shall be detailed at least on a functional unit level.

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The HW and SW price development as a function of volume or other parameters shall be explained clearly. The HW lifecycle and evolution must be clearly explained. After HW production shutdown, spare parts prices and availability period must be provided. The SW upgrade scheme and terms must be provided. Additionally, the offered effective prices shall be valid for TeliaSonera Eurasia Group and all legal entities. 6.3.2 Part A, Section 3.2 - Delivery and Lead Times.

The Bidder shall submit standard delivery lead times for all the units including spare parts. 6.4 Part B, Section 4 - SoC to Scope of Work and Technical Requirements Statement of Compliance to Annex 1, and Annex 2 shall, for each separate requirement, state whether the Bidder is compliant or not. Statements shall be given according to the instructions in this RFP. 6.5 Part B, Section 5 - Bidders Technical and Product Description The Bidder shall submit descriptions of its offered products that best comply to the functionality specified in Annex 1 and Annex 2, in order to understand the systems functions in a more detailed way. The Bidder Product descriptions shall include 3rd party equipment. At least the following documents must be covered in this section. Roadmaps of Hardware and Software releases System Descriptions Feature Descriptions (both basic and optional) Product Package Descriptions Network Impact Descriptions Interface Descriptions Training Catalogue with content descriptions If there are more documents needed they shall be added. Bidders are free to submit additional documents. Roadmaps should contain end of support dates of the offered hardware and software. Compatibility with future technologies should be indicated where applicable. This shall be considered as a criterion in evaluation.

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6.6 Part B, Section 6 - Project Description Bidder shall provide a project description including but not limited to resources/project organization, project time schedule and responsibilities. Solution descriptions for integration services should be provided. 6.7 Part B, Section 7 - Support services Description The Bidder shall describe the underlying organization, solution and location for First Line, Second Line, Third Line Maintenance, etc. The offer shall include a description of the offered sales warranty and after warranty support services structure and content for both SW and HW based on the requirements in Annex 1 and Annex 2. The SLA shall be the same during warranty and post warranty periods. The support and maintenance services, SW support upgrade releases, repair and replacement during warranty period (12 months) shall be free of charge. The warranty period shall start upon completion of the Final Acceptance. The fee for Support and Maintenance shall have a declining cost per unit, capacity and/or subscriber over the support maintains period indicating the efficiency development and synergies of the services. 6.8 Part B, Section 8, Reference documents The bidder shall provide VAS references for 5 Operators having over 5 million subscribers. Reference shall include: a) b) c) List of installed base Date of commercial launch Contact person from the referenced Operator

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OTHER REQUIREMENTS 7.1 The Bidder must guarantee provisioning of Type Approval and permanent Certificates issued by Nepal authorities for all of the offered equipment for supply to Ncell Private Limited. The Bidder must guarantee highest possible performance and reliability of all the offered equipment and solutions. The Bidder should propose one common Project Manager, who will manage the project and be the responsible person for the implementation of the whole volume of the equipment and services proposed. The Bidder shall comply and ensure its personnel replacement to be effected no later than 7 days following written notice of Ncell Private Limited in the case Ncell Private Limited arrives at the conclusion that any personnel of the Bidder or the Bidders subcontractor is unqualified, incapable or negligent in performing his/her duties during installation, commissioning and integration. The Bidder shall guarantee provisioning of import and/or export approvals from relevant authorities for the proposed HW and SW. The Bidder must guarantee local support with qualified and experienced technical staff for the offered systems and faulty units handling, including handling of the Repair and Replacement procedure The Bidder shall provide twelve (12) months warranty period starting from the date of the Final Acceptance of the System/Solution, for all the supplied equipment and the software, including third-party products without any limitation. The Bidder shall guarantee that the offered equipment and systems are free from defects of design, programming, workmanship and materials during the warranty period. During the warranty period, the supplier shall resolve any hardware and software problems/defects at no cost to Ncell Private Limited in the speediest manner. The Bidder shall be responsible for all its costs related to the preparation of the offer according to this RFP.

7.2

7.3

7.4

7.5

7.6

7.7

7.8

7.9

Ncell Private Limited reserves the right to accept all or any part of any offer.

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INFORMATION REGARDING THE SOURCING PROCESS 8.1 Questions , presentation and clarification meetings Any questions or request for further information should be in written format and in the English language and sent by e-mail to the contact persons in section 1.2 within the dates mentioned in 1.3. Absolutely no verbal questions will be accepted. The Bidders are advised to send all questions in batches and summarized in a Microsoft Word document marked with reference number and date. All questions or requests for further information that Ncell Private Limited response to will be sent to all Bidders. All updates of the bid shall, if sent by e-mail, be password protected. 8.2 Evaluation and selection criteria The offers will be evaluated on the following criteria: a) b) c) d) e) Feature and Functionality. Total Cost of Ownership (CAPEX and OPEX) over 5 years of operations. SoC to RFP and Annexes Ability to deliver Equipment and Services according to the Scope of Supply Integration and implementation experience

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DISCLAIM LIABILITIES. This document is published for information purposes only and nothing in its contents may be deemed to constitute any binding commitment or contract or impose any legal liability or constraint on the Ncell Private Limited.

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