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Supplemental Disclosure Material - Ono

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will allow us to update our voice network and increase the quality of our services while reducing operating expenses. Our<br />

business operations and revenues could be adversely affected if Huawei does not fulfill its obligations to us or if we<br />

experience difficulties implementing our agreement with Huawei.<br />

We currently depend on Motorola’s technology for the operation of our conditional access system, which we use to<br />

transmit encrypted digital programs. In connection therewith, we entered into an agreement with Motorola under which<br />

Motorola agreed to sell and install parts of the conditional access system (including hardware equipment such as set-top<br />

boxes), to grant licenses for the respective intellectual property rights for the conditional access system, and to provide<br />

maintenance, support and security services.<br />

In 2010, we entered into an exclusive agreement with U.S. digital video company TiVo in order to offer next<br />

generation TV services in Spain, providing a seamless convergence between internet and traditional television content. As<br />

part of this strategy, we have committed to using Cisco set-top boxes. Our television operations going forward are therefore<br />

dependent on TiVo’s know-how and software and Cisco’s hardware. We are in a transition period where we are phasing out<br />

the use of Motorola’s software and hardware and commencing the introduction of Cisco’s hardware and TiVo’s software.<br />

Our business operations and revenues could be adversely affected if (i) Motorola no longer maintains our<br />

conditional access system during the transition period and if we are not able to replace the existing conditional access system<br />

with the system required for next generation TV at a reasonable cost; (ii) the Motorola or Cisco conditional access system is<br />

compromised by illegal piracy and access of non-subscribers to the system; and/or (iii) the Motorola or Cisco conditional<br />

access system is incompatible with future broadband fiber technologies or products we intend to use. Furthermore, our<br />

business operations and revenues could be adversely affected if TiVo and Cisco (either directly or through their<br />

subcontractors) do not fulfill their obligations to us or if we experience difficulties implementing our agreements with them<br />

into our product portfolio. In addition, we received our last shipment of Motorola set top boxes in 2010 and Motorola has<br />

ceased production of these boxes. Going forward, we will have to rely on existing stock and refurbished units until we have<br />

migrated our entire TV customer base to Cisco set-top boxes. If we experience delays in this migration, we may be unable to<br />

meet client demand for set-top boxes which could adversely affect our operations and revenues.<br />

We rely on Telefónica’s network to carry the traffic relating to our mobile telephony and broadband internet services.<br />

We rely on our agreement with Telefónica for voice, data and other telecommunications services we provide to our<br />

mobile customers. Our current agreement expires in 2013 and will have to be renegotiated. If the agreement with Telefónica is<br />

not renewed or terminated, if Telefónica fails to deploy and maintain its network, or if Telefónica fails to provide the services<br />

as required under the terms of our agreement and we are unable to find a replacement network operator on a timely and<br />

commercial basis (or at all) we could be prevented from carrying on our mobile business altogether, or on less favorable terms<br />

or with less desirable services. Additionally, any migration of all or some of our customer base to a new operator would be in<br />

part dependent on Telefónica and could entail technical and commercial risks. Telefónica is also a commercial counterparty in<br />

interconnection with us. Any disagreements with Telefónica may affect our commercial relationship with it.<br />

Unanticipated network interruptions and events beyond our control may adversely affect our ability to deliver our products<br />

and services.<br />

Our business is dependent on the continued and uninterrupted performance of our network. System, network,<br />

hardware and software failures have occurred before and could occur in the future and affect the quality of, or cause an<br />

unexpected interruption in our service. These failures could result in costly repairs and affect customer satisfaction, thereby<br />

reducing our customer base and revenues and damaging our brand image.<br />

Moreover, if any part of our network or system infrastructure is affected by flood, fire or other natural disaster,<br />

computer virus, terrorism, power loss or other unforeseen events, our operations and customer relations could be materially<br />

adversely affected. Our disaster recovery, security and service continuity and protection measures may not be sufficient to<br />

prevent loss of data or prolonged network downtime.<br />

In addition, our business is dependent on certain sophisticated critical systems, including our switches and customer<br />

service systems. The hardware supporting those systems is housed in a relatively small number of locations and if damage<br />

were to occur to any of these locations or if those systems develop other problems, there could be a material adverse effect on<br />

our business. For example, we depend on our customer billing system, to enable us to conduct our business and interact with<br />

our customers. Any significant delays or interruptions in providing services could negatively impact our reputation as an<br />

efficient and reliable telecommunications provider and consequently impair our ability to obtain and retain customers.<br />

We depend on the ability to attract and retain key personnel without whom we may not be able to manage our business<br />

effectively.<br />

Our operations are currently managed by a number of key executives and employees. The loss of any key employee<br />

could significantly impede our financial plans, product development, network completion, marketing and other plans, which<br />

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