Gazprom-AR2014

Additional information
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6. Trademark License Agreement with “New Technologies in Gas Industry” Association of Equipment Manufacturers.
OAO Gazprom (the “Licenser”) grants to “New Technologies in Gas Industry” Association of Equipment Manufacturers
(the “Licensee”) a non-exclusive license to use Газпром, Gazprom and trademarks registered with the State Register of
Trademarks and Service Marks of the Russian Federation, trademark/service mark certificates No. 228275 dated 19 November
2002, No. 228276 dated 19 November 2002, and No. 220181 dated 3 September 2002 (the “Licenser’s Trademarks”), in
relation to all goods (work, services) to which the Licenser’s Trademarks apply. The Licensee is granted the right to use the
Licenser’s Trademarks:
- on products, product labels and packaging produced, marketed, sold, presented at an exhibition or fair or otherwise
introduced into the civil law-based trade in the Russian Federation, or stored or transported for this purpose, or imported to
the Russian Federation;
- in performing work or delivering services;
- in cover, business or other documents, including those used to introduce goods into the civil law-based trade;
- in sale, work or service offers, advertisement and promotional materials, charity or sponsorship events, print media, formal
letterheads, billboards, including on office buildings;
- on the Internet;
- in the Licensee’s print media.
For every trademark used, the Licensee pays the Licenser a quarterly trademark license fee of 300 minimum monthly wages
as set by applicable Russian laws as at the execution date of acceptance certificates, plus VAT at the rate fixed in applicable
Russian laws. The Agreement becomes effective on its official registration date with the federal intellectual property
agency. The terms and conditions of the Agreement apply to the Parties from 27 June 2014. The interested parties include
OAO Gazprom’s executives A. B. Miller, I. Yu. Fedorov, V. V. Cherepanov, V. A. Markelov, O. E. Aksyutin. Approved by the
Resolution of OAO Gazprom’s Annual General Shareholders Meeting dated 27 June 2014.
7. Contract of Suretyship with OAO Sberbank of Russia and Sberbank (Switzerland) AG,
with OAO Gazprom as the Surety, Sberbank (Switzerland) AG as the Facility Agent, and OAO Sberbank of Russia and Sberbank
(Switzerland) AG as the Original Lenders. The Beneficiary: the Debtor (Borrower) is OOO NOVOURENGOYSKY GCC.
OAO Gazprom irrevocably and unconditionally:
- guarantees to each Lender and Facility Agent (jointly the «Financing Parties») due performance by OOO NOVOURENGOYSKY
GCC of its obligations under the Facility Agreement secured by OAO Gazprom and under the Agreement on Indicative
Commission Fees;
undertakes to each Financing Party that if OOO NOVOURENGOYSKY GCC fails to timely pay any amount under the Facility
Agreement secured by OAO Gazprom and the Agreement on Indicative Commission Fees, OAO Gazprom shall, within 10
business days from the date of receipt of a relevant notice from OAO Sberbank of Russia under the Contract of Suretyship,
pay such overdue amount as if it were the Principal Debtor; and undertakes, within 10 business days from the date of receipt
of the relevant notice, to reimburse each Financing Party for any losses incurred by such Financing Party if any obligation
secured by OAO Gazprom is or becomes unenforceable, invalid or ineffective; the amount of reimbursable loss shall then
equal the amount that the Financing Party would have otherwise received.
OAO Gazprom’s liability shall be limited to USD 185,000,000.00.
OAO Gazprom’s liability:
In addition to the claimed amount, OAO Gazprom shall pay to OAO Sberbank of Russia any interest due from
OOO NOVOURENGOYSKY GCC under the Facility Agreement secured by OAO Gazprom, unless such interest is included in
the claimed amount. The Agreement becomes effective on the execution date and ceases on the date of final, irrevocable and
unconditional payment of all amounts payable by OOO NOVOURENGOYSKY GCC to the Financing Parties under the Facility
Agreement secured by OAO Gazprom and the Agreement on Indicative Commission Fees, and after all payment obligations
of OOO NOVOURENGOYSKY GCC under the Facility Agreement secured by OAO Gazprom and under the Agreement
on Indicative Commission Fees are fully performed (whether by OOO NOVOURENGOYSKY GCC or OAO Gazprom). The
Agreement shall be governed by the English law.
The interested party is V. A. Mau, member of OAO Gazprom’s Board of Directors. Approved by Resolution of OAO Gazprom’s
Board of Directors No. 2298 dated 21 January 2014.
8. Contract of Suretyship with OAO GPB. The Surety is OAO Gazprom; the Lender is OAO GPB; the Beneficiaries: the Debtors
(Borrowers) are: participants in the Employee Equity Sharing Plan for the Management of OAO Gazprom (the “Plan
Participants”). OAO Gazprom undertakes to bear subsidiary liability towards OAO GPB for the performance by each Plan
Participant of their obligations to OAO GPB arising out of the Facility Agreements signed between the Plan Participants and
OAO GPB.
The subsidiary liability of OAO Gazprom towards OAO GPB for the performance by each Plan Participant of their obligations
to OAO GPB arising out of the Facility Agreements signed between the Plan Participants and OAO GPB is limited to the
amount of the loan (principal) and interest. Should OAO Gazprom fail to perform, or improperly perform, its obligations under
the Contract of Suretyship, OAO GPB may charge OAO Gazprom a penalty of 0.03% p.a. of the amount of non-performed
or improperly performed obligation for each day of delay. The Contract becomes effective from the execution date and is
valid until the Plan Participant repays the loan issued under the Facility Agreement signed between the Plan Participant and
OAO GPB. The interested parties include OAO Gazprom’s executives A. B. Miller, M. L. Sereda, E. A. Vasilieva, A. V. Kruglov,
K. G. Seleznev, A. I. Akimov, D. V. Lyugai, V. V. Cherepanov. Approved by Resolution of OAO Gazprom’s Board of Directors
No. 2244 dated 5 September 2013.
9. Agreement No. 1 to amend the property lease agreement signed on 1 November 2013 with OAO Druzhba due to amendments
to the list of leased property and lease rate adjustment. The amount of monthly lease fee in the period from November 2013
to September 2014 is RUB 7,006,996.00 (net of VAT). The agreement becomes effective on the execution date. The terms
and conditions of the agreement apply to the parties from 1 November 2013. The interested party is A. N. Kozlov, member
of OAO Gazprom’s collegial executive body. Approved by the Resolution of OAO Gazprom’s Annual General Shareholders
Meeting dated 28 June 2013.
10. Addendum No. 4 to Contract for Gas Transportation Arrangement Services No. 7NPtr-2010 dated 20 January 2010, signed
with OAO Tomskgazprom, due to adjustments to gas transportation volume in 2014. The volume of gas transported in 2014
is 2,994.1 mmcm. The addendum comes into force on the date of its signing by the parties. The terms and conditions
of the addendum apply to the parties from 1 January 2014. The interested parties include OAO Gazprom’s executives
M. L. Sereda, A. V. Kruglov, K. G. Seleznev. Approved by the Resolution of OAO Gazprom’s Annual General Shareholders
Meeting dated 28 June 2013.
OAO Gazprom Annual Report 2014