content billing gateway collaboration agreement - Tele2

CONTENT BILLING GATEWAYCOLLABORATION AGREEMENTAGREEMENT NO.Supplier:AddressCompany nameBusiness enterprise numberTelephone numberFax numberCompany nameBusiness enterprise numberTele2 Norge AS 974 534 703Visiting addressTelephone numberInnspurten 15 21 31 90 00NO-0663 OSLOFax numberAt the time of signing, the following information shall be given by the Supplier: Supplier information(see above), IP addresses (see Appendix 1), E-mail domain (see Appendix 1), SMPP version (seeAppendix 1), Card number (see Appendix 2) and Contact details (see Appendix 5)Tele2 Norge AS (“Tele2”) and the Supplier today entered into this collaboration agreementand appendices, commonly referred to as the “Agreement”.Tele2 and the Supplier are hereinafter individually referred to as a “Party” or, collectively, as“Parties”/”The Parties”.APPENDICES1. Functionality and Technology 4. Customer Service and Support2. Access and Prices 5. Contacts3. Product SpecificationPlace ................... Date ................... Place ................... Date ...................Tele2 Norge AS....................................................................... .......................................................................Tele2 GBR CBG avtale - 05.10.09

CONTENTS1. INTRODUCTION ................................................................................................................................ 32. THE PARTIES AND THE SCOPE OF THE AGREEMENT ............................................................ 33. ORGANISATION ................................................................................................................................ 34. THE SUPPLIER’S DUTIES ................................................................................................................ 35. TELE2’s DUTIES ................................................................................................................................ 66. AVAILABILITY ................................................................................................................................. 67. STOPPAGES, CHANGES, SHUTDOWN ETC. ................................................................................ 68. SECURITY .......................................................................................................................................... 79. FINANCIAL CONDITIONS ............................................................................................................... 810. INVOICING AND PAYMENT ......................................................................................................... 811. RIGHT OF OWNERSHIP AND OTHER RIGHTS .......................................................................... 912. MARKETING .................................................................................................................................... 913. RELATIONSHIP TO THIRD PARTY............................................................................................ 1014. CUSTOMER INFORMATION AND PRIVACY PROTECTION ................................................. 1015. CHANGES AND ADDITIONS ....................................................................................................... 1117. BREACH OF CONTRACT ............................................................................................................. 1118. COMPENSATION/LIMITATION OF LIABILITY ....................................................................... 1219. DUTY OF CONFIDENTIALITY .................................................................................................... 1220. FORCE MAJEURE.......................................................................................................................... 1321. DUTY OF NOTIFICATION ETC. .................................................................................................. 1322. TRANSFER OF THE AGREEMENT ............................................................................................. 1323. CHOICE OF LAW AND RESOLUTION OF DISPUTES ............................................................. 1324. DURATION ..................................................................................................................................... 13Tele2 GBR CBG avtale - 05.10.09

1. INTRODUCTIONIn the event of any conflict between this Agreement’s various provisions andappendices, the provisions/appendices shall apply in the following order:1. Functionality and Technology, Appendix12. Access and Prices, Appendix 23. Collaboration Agreement (this agreement)4. Product Specification, Appendix 35. CPA Standard Guidelines and Ethical Rules (http://cpa.tele2.no)6. Customer Service and Support, Appendix 47. Contacts, Appendix 5The Supplier undertakes to follow the currently applicable CPA Standard Guidelinesand Ethical Rules which shall apply as part of the Agreement. CPA StandardGuidelines and Ethical Rules are updated continuously at http://cpa.tele2.no/. Whenthe word Agreement is used in this Agreement, this shall also include CPA StandardGuidelines and Ethical Rules.2. THE PARTIES AND THE SCOPE OF THE AGREEMENTTele2 is a telecommunications company which, among other things, offers its End-Users (“End-User”) the opportunity to receive different forms of content servicesthrough Tele2’s network. Tele2’s product Content Billing Gateway (“The Product”)enables external suppliers to distribute services (“Services”) to End-Users via Tele2’snetwork.The Supplier is a company offering Services.The Agreement regulates the Supplier’s general terms governing access to Tele2’sProducts stated in the Agreement, as well as the terms governing the Supplier’s offerof Services via the Product.3. ORGANISATIONEach Party shall have, among others, a main contact who shall be responsibleinternally for collaboration and ongoing contact between the Parties.The main contact and other contacts shall be listed in the list of contacts (seeAppendix 5).4. THE SUPPLIER’S DUTIES3/28

4.1 GeneralThe Supplier is responsible for Services offered through the Product by the Supplier orthe Supplier’s subcontractors/contractual parties (see section 4.3).The Supplier undertakes to comply with the terms of the Agreement and currentlyapplicable rules concerning Products and Services. The Supplier undertakes to act insuch a way that Tele2’s market reputation is not harmed.Each of the Parties is responsible for ensuring that they hold the necessary permissionsfrom public authorities in connection with the collaboration and the services offered.The Product shall not be used in connection with donation or collection campaignsunless written consent has been obtained from Tele2 in advance.The Supplier’s breach of one or more provisions in this section 4 may be deemed torepresent a material breach of the Agreement.4.2 The Supplier’s agreement with third partiesThe Supplier is entitled to enter into agreements with its customers, subcontractors,content providers, service providers etc. regarding the supply of Services via theProduct. The Supplier undertakes in such cases to make the Agreement’s provisionsapplicable in any agreements the Supplier enters into with a third party.The Supplier assumes responsibility in respect of Tele2 for third parties that are givenactual and legal access to the Product.Tele2 may require information about the Services offered by the Supplier or theSupplier’s contractual parties to the End-User.4.3 Staff/customer serviceThe Supplier shall have qualified personnel available in order to answer questions andclarify matters in connection with implementation of the Agreement, including support(see Appendix 4).The Supplier undertakes to have in place a satisfactory customer service for the End-User in connection with the Services (see Appendix 4).4.4 CostsThe Supplier undertakes to cover its own costs relating to the Product and any costsincurred in fulfilling the requirements stated in the Agreement.4.5 Information to the End-User4.5.1 The Supplier undertakes to notify the End-User who is behind the Services.4/28

The Supplier undertakes to ensure that the End-User is informed of every debit madein connection with ordering of Services. If Services are ordered once and are suppliedover a period of time, the End-User shall be informed of each new debit made.4.5.2 The Supplier undertakes not to carry out or permit the sending of advertising or otherunsolicited representations to the End-User via Tele2’s network. Exempted from thisban are End-Users who have actively registered with the Supplier and have herebyactively consented to receiving such representations. Should the Supplier breach thisprovision wilfully or a grossly negligent manner, the Supplier undertakes to pay anunconditional fine to Tele2 of NOK 10 per instance of representation made to eachindividual End-User. Tele2’s rights pursuant to this provision have no effect on theAgreement’s other provisions concerning irregularities.The Supplier shall maintain a register or End-Users who have consented to receivingrepresentations as mentioned above, and shall if requested give Tele2 access to thisregister.4.6 Information to Tele24.6.1 The Supplier undertakes to notify Tele2 immediately in writing if problems occur thataffect the performance of the Supplier’s duties pursuant to the Agreement.4.6.2 The Supplier undertakes without undue delay to notify Tele2 in writing of any faultswith the Product that are discovered, and to check feedback and error reports fromTele2’s network and others, including feedback (”delivery reports”) and updateinternal systems so that the Supplier stops the supply of Services to the End-User viaTele2’s network, if the End-User is not defined as active in Tele2’s network.4.6.3 The Supplier undertakes without undue delay to notify Tele2 in the event of anysignificant changes in the Supplier’s ownership structure.4.6.4 The Supplier undertakes to inform Tele2 of any expected increase in traffic volume(see Appendix 3).4.7 SecurityThe Supplier undertakes to secure its own network and thereby access to the Products.The Supplier undertakes to establish necessary security of the Services. The Supplierundertakes to cooperate fully with Tele2 in connection with any breaches of security.The Supplier shall do its utmost to uncover any unintentional and/or unauthorised useof Services supplied and any abuse directed at the Supplier or Tele2.The Supplier shall ensure that the Services supplied are free of viruses and any otherfunctionality that may affect the Products or the End-User’s mobile phone, and resultsin a negative experience for the End-User.5/28

4.8 Response timeIn the event of any complaint by the End-User to Tele2, the Supplier undertakes torespond to Tele2’s representation relating to the complaint in the space of 24 hours onworking days, after Tele2 sent its representation. Representation shall be made to thecontact listed in the list of contacts (see Appendix 5). If Tele2 does not receive a replyto its representation within 24 hours, Tele2 is entitled to find in favour of the End-User. The expenses incurred in finding in favour of the End-User will be charged tothe Supplier, and will be charged against the next invoice/settlement of accounts.5. TELE2’S DUTIESTele2 shall make the Product available to the Supplier as stated in the Agreement.Tele2 is responsible for operation and maintenance of the mobile access network andthe Product.Tele2 shall make available one or more short numbers (see Appendix 2 “ShortNumbers”). Tele2 reserves the right at no responsibility to recall allocated ShortNumbers as a result of public orders or in the event of a breach of the Agreement.Tele2 shall have qualified staff available to answer questions and provide clarificationin connection with collaboration.6. AVAILABILITYThe objective is that the Services shall be available and in operation twenty-four (24)hours a day, seven (7) days a week. The Parties may within a reasonable amount oftime prior to the planned delivery notify the other Party of any changes to these times.Planned downtime shall preferably occur at times with low traffic volumes.7. STOPPAGES, CHANGES, SHUTDOWN ETC.7.1 Stoppages and changesTele2 is entitled to stop or change the Product if this is necessary due to developments,adaptations, maintenance, repairs, operating safety, upgrades, and service andotherwise if ordered by the authorities, pursuant to relevant laws and regulations etc. Ifpossible, a reasonable period of notice shall be given. Tele2 is not liable for any costsincurred by the Supplier in this context, e.g. in connection with adaptation andreplacement of equipment.7.2 Shutdown7.2.1 Tele2 is entitled to shut down the Product with immediate effect, in, among otherthings, the following cases:6/28

system in connection with the Agreement. Further, the Supplier is responsible forensuring that information sent on to Tele2 and the End-User is not changed.The Parties mutually undertake to notify each other without undue delay if they havediscovered, or suspect, any unlawful access to their own application server in thoseparts that are connected to the Services pursuant to the Agreement. In the event ofsuch access, the Parties are responsible for blocking opportunities to use theappurtenant Services and the Product.9. FINANCIAL CONDITIONSTele2’s compensation for supplying the Product is determined in compliance withAppendix 2.Tele2 may make changes to the prices provided one month’s notice is given.The Supplier decides which prices shall be applied in relation to the End-User.Tele2 cannot be held responsible for any loss of income incurred in connection withtechnical faults.If one Party is in breach of its payment obligations pursuant to this Agreement, theother Party is entitled to interest on overdue payment pursuant to the Act relating toInterest on Overdue Payment etc.10. INVOICING AND PAYMENT10.1 The stated prices are exclusive of value added tax and are given in Norwegian kroner(NOK).Tele2 shall submit to the Supplier a billing statement for the previous calendar monthwithin fifteen – 15 – days of the end of the month.In the event of any significant deviation in the basis for settlement between Tele2 andthe Supplier, Tele2 shall at the request of the Supplier review the data basis. The queryor complaint about the settlement must be presented in writing no later than 14 daysafter the settlement is presented (normally on the 27th of the month following thesettlement period). If this does not happen, the settlement is assumed to have beenaccepted by the Supplier. The Supplier undertakes to present its data basis at therequest of Tele2. Tele2’s data basis represents the actual invoicing of the End-User.Tele2’s data basis takes precedence over the settlement between the Parties.Payment shall take place no later than thirty – 30 – days after receipt of the invoice.The Supplier is not entitled to demand an invoicing fee. In the event of late payment,interest will be charged in compliance with the provisions of the Act relating toInterest Charges on Late Payment.8/28

The Supplier undertakes to ensure that the End-User is correctly verified in connectionwith debiting of the Product.The Supplier undertakes to keep a register of transactions approved by the End-Userand to submit this to Tele2 when requested.Tele2 may request a credit rating of the Supplier prior to the signing of the Agreement.Tele2 may in connection with the credit rating demand advance payment, a deposit,guarantee or other form of security.10.2 Invoicing shall take place each month in arrears.The invoice shall include: Agreement number Contacts at Tele2/the Supplier Specification Registration number and value added taxAll invoicing of the End-User shall be issued by Tele2. All debiting of the End-Usermust occur at the same time as delivery of the Service. The Supplier thus has no rightto invoice the End-User in arrears.If one Party is in breach of its payment obligation pursuant to the Agreement, the otherParty is entitled to claim interest pursuant to the highest statutory rate laid down in theAct relating to Interest Charges on Late Payments.11. RIGHT OF OWNERSHIP AND OTHER RIGHTSBoth the right of ownership of and the right to use the Services offered by the Supplierpursuant to the Agreement belong to the Supplier.The right of ownership and the right to use the Product belong to Tele2.The same applies to intellectual property rights such as copyright and patent tightsconcerning the Services and the Product, respectively.Neither Party acquires through the Agreement any right to the other Party’s trademarkor other intellectual property rights.12. MARKETINGTele2 reserves the right to market individual Services or individual suppliers under theAgreement. Tele2 has no right to invoice the Supplier for any costs relating to suchmarketing activities.9/28

In the event of any joint marketing, a separate agreement shall be entered into betweenthe Parties. Such an agreement shall be in writing and shall be included as an appendixto this Agreement.The Supplier is not entitled to by means of marketing or similar activities to useTele2’s company name, trademark or other characteristics without the written consentof Tele2.13. RELATIONSHIP TO THIRD PARTY13.1 The Supplier is responsible for ensuring that the Services do not violate or infringe onthe any third party rights, including patent rights, trademark rights, pattern rights orcopyrights. Similarly, the Supplier undertakes to keep Tele2 informed of any claimsfrom third parties arising as a result of the Services.13.2 In the event that any claim, arising as a result of the violation or alleged infringementof the aforementioned rights as a result of the Supplier’s activities, is directed at Tele2by a third party, the Supplier shall at its own expense look after the interests of Tele2,and shall compensate Tele2 for any costs Tele2 incurs as a result of this.It is a condition for the Supplier’s liability that Tele2 notifies the Supplier within areasonable amount of time of any such claims, that the Supplier has full control of thecase and that Tele2 cooperates with the Supplier in connection with any negotiationsand court cases. The Supplier will in such defray the costs of any costs andcompensation awarded. Any loss, either direct or indirect, incurred by Tele2 as a resultof a breach of section 14 of this Agreement, shall be covered in full by the Supplierand the Supplier shall have full legal and financial liability for in respect of Tele2and/or any third party without the limitations of liability that follow from theAgreement.Tele2 cannot make any admissions on behalf of the Supplier in respect of any thirdparty.14. CUSTOMER INFORMATION AND PRIVACY PROTECTIONEach Party shall ensure that currently applicable legislation and rules concerning dutyof confidentiality and personal privacy protection in connection with this Agreement.The Parties shall by means of planned and systematic measures ensure satisfactorydata quality, information security as regards confidentiality, integrity and theavailability in connection with the processing of personal data.The Supplier is not entitled to use personal data supplied through the Product for anyother purpose than to deliver Services via Tele2’s network, accept payment from theEnd-User via the Product and for customer services (see Appendix 4). The Suppliershall delete personal data immediately after all necessary use has been completed.10/28

This section shall continue to apply after the Agreement has ceased to applyirrespective of section 19, final paragraph of this Agreement.15. CHANGES AND ADDITIONSAppendix 2 shall be updated for each new Short Number or price change for existingShort Numbers.Tele2 is entitled to change the terms and conditions of this Agreement provided onemonth’s written notice is given. Notice is not required when the change benefits theSupplier.Should this Agreement conflict with any public regulations by which Tele2 is bound,Tele2 is entitled to immediately change the terms of the Agreement to bring them incompliance with the public regulations.16. USER COMPLAINTS COUNCILPursuant to the Ecom Regulations, Tele2 is obliged to be a party in the UserComplaints Council on behalf of its customers. In connection with cases that are dealtwith by the User Complaints Council, Tele2 will be charged a complaints fee. Thecomplaints fee, documented case costs and any returns and compensation payable tothe complainant shall be charged in full to the Supplier. The Supplier shall prepare areply to the User Complaints Council. A draft version of the reply shall be submittedto Tele2 well in advance of the date for submission. Tele2 shall be entitled to amendthe content of the reply. Tele2’s labour costs in connection with cases lost shall becharged to the Supplier in the sum of NOK 3,750,-.17. BREACH OF CONTRACTShould a Party breach the Agreement and this has not been remedied within four – 4 –weeks after written notice was issued by the other Party, the other Party is entitled toterminate the Agreement provided written notice is given.Either Party may terminate the Agreement with immediate effect if one Party is inmaterial breach of the Agreement.In the event of termination, Tele2 may decide that termination shall apply to the entirecontractual relationship or to only the individual service stated in the AgreementForm.If the Supplier breaches the Agreement, Tele2 may without prior warning and if it sochooses decide to close the Supplier’s access to the Product (see section 7.2) ordemand payment of a fine (see section 7.3). In the event of a material breach, Tele2may immediately close the Supplier’s access to the Product without notice.In the event of any breach on the part of the Supplier, Tele2 shall not pay any sum thatcan be traced back to the breach. This shall apply from the time when the breach11/28

occurred. In the event that Tele2 has paid out any sum that can be traced back to thebreach, the Supplier shall immediately transfer that amount back to Tele2. Tele2 isentitled to set off any amount that Tele2 owes to the Supplier.This provision does not limit Tele2’s right to claim compensation (see section 18).18. COMPENSATION/LIMITATION OF LIABILITYTele2 and the Supplier are responsible for documented, direct losses which the otherParty has incurred as a result of a breach of the Agreement. The Parties are onlyresponsible for the other Party’s indirect loss of the loss occurred as the result of abreach of the Agreement due to gross negligence or wilfulness. Indirect losses aredefined as follows:Losses due to reduced or void production or revenuesLosses due to the fact that the Service cannot be used as assumed (consequentialloss)Losses due the fact that a contract with a third party ceases to apply or is notcorrectly fulfilled.The Parties’ liability for damages is limited to NOK 100 000 – one hundred thousandNorwegian kroner – for each individual instance of a breach. This limitation does notapply in the case of a breach that is due to gross negligence or wilfulness.Tele2 disclaims responsibility in connection with delivery of the Service to End-Usersin other operators’ networks.19. DUTY OF CONFIDENTIALITYThe Parties, including their employees and advisers, undertake to observe a duty ofconfidentiality with regard to all confidential information received from the otherParty, including information concerning the other Party’s administrative, financial ortechnical circumstances, other operating or commercial conditions and otherconditions which the Party, after cautious and loyal consideration, should understandare important to keep confidential out of deference for the other Party’s operations.Confidential information shall only be used for the purpose for which it was received,and to the extent in which it is necessary in order to implement the Agreement.Confidential information does not include information that is generally known or inthe public domain unless this follows as a result of a breach of this provision. The dutyof confidentiality shall not prevent a Party from submitting information to theprosecuting authority or to other public authorities if they are ordered to do so orpursuant to a statutory basis in law.The duty of confidentiality shall apply for a period of three (3) years after expiry of theAgreement.12/28

20. FORCE MAJEUREShould fulfilment of either Party’s duties pursuant to this Agreement be prevented dueto reasons outside the control of that Party, and these circumstances are considered torepresent a force majeure situation, and that Party could not reasonably have takensuch circumstances into account at the signing of the Agreement, the Party’s dutiesshall be suspended so long as such circumstances prevail.21. DUTY OF NOTIFICATION ETC.The Supplier shall immediately notify Tele2 in writing if it is probable or appearslikely that a delay will occur. The same applies in the event of a Force Majeure.Correspondence between the Parties by letter shall be deemed to have reached therecipient three working days after it was sent. Correspondence by fax or e-mail sentduring ordinary working hours shall be deemed to have reached the recipient at thesame time as it was sent. Notification by fax sent after ordinary working hours shall bedeemed to have reached the recipient on the next working day.22. TRANSFER OF THE AGREEMENTThis agreement may not be transferred to others without the written consent of Tele2.23. CHOICE OF LAW AND RESOLUTION OF DISPUTESThe Parties’ rights and duties pursuant to this Agreement shall be determined entirelyby Norwegian law.Attempts are to be made by the Parties to resolve amicably any dispute arisingregarding the interpretation and implementation of this Agreement. Should this proveunsuccessful, the dispute shall be resolved in an ordinary court of law if the Parties donot agree to solve the conflict by means of arbitration. Oslo District Court has beenaccepted as the correct legal venue.24. DURATIONThis Agreement shall be valid from the time of its signing until it is terminated by oneof the Parties. Either Party may terminate the Agreement provided one – 1 – month’swritten notice is given.13/28

Appendix 1toContent Billing Gateway Collaboration AgreementFunctionality and Technology14/28

1. INTRODUCTIONThe purpose of this document is to describe the technical solution available forconnection to the Product.2. ACCESS2.1 SMS-CAccess to Tele2’s SMS-C is provided via the internet. The Supplier provides IPaddresses for the machine which is to be given access to SMS-C. Tele2 opens for accessfor this IP address and also allocates a login ID and password for the SMS-C.2.2 MMS-CAccess to Tele2’s MMS-C is provided via the internet. The Supplier provides IPaddresses for the machine which is to be given access to MMS-C. Tele2 opens foraccess for this IP address and also allocates a login ID and password for the MMS-C.The technical specification of the interface between the Supplier and Tele2 is describedin the currently applicable version of the document “Tele2 MMS InteroperabilityDescription – Content Provider”, available from http://cpa.tele2.no/.3. IP ADDRESSES and MAIL DOMAINS3.1 CBGThe Supplier shall at the time of the signing of the Agreement provide IP addresses thatgive access to Tele2’s CBG.MachineMainBackupIP address3.2 SMS-CThe Supplier shall at the time of the signing of the Agreement provide IP addresses thatgive the access to Tele2’s SMS-C.MachineMainBackupSpecify SMPP version3.3 MMS-CSee the separate document entitled “MMS Technical Questionnaire”, available fromhttp://cpa.tele2.no/3.4 Wap ContentIP addressURLIP address15/28

Appendix 2toContent Billing Gateway Collaboration AgreementAccess and Prices16/28

1. START-UP AND MONTHLY FEESProductStart-up feeTele2 CPA Access (including1 short number withNOK 40 000connection to SMS-C and MMS-C)SMS Bulk NOK 10 000WAP Billing NOK 5 000New short number (1 short number with connection toNOK 10 000SMS-C and MMS-C)Change of legal owner/transfer of short number NOK 10 000Monthly fee per short numberMonthly feeConnection to SMS-C NOK 850Connection to MMS-C NOK 850Connection to WAP-Gateway NOK 850Connection to Bulk SMS *NOK 3 000* Including 10 000 Bulk SMS per month.1.1 Change of connected IP address.Amendment fee for connected IP address: NOK 1 000.2. COMPENSATIONThe business model outlined below has been adapted to the type of access overwhich the Services are provided. If monthly turnover exceeds NOK 3 000 000, a6% increment is added to the Supplier’s net income. The Supplier’s net income isthe Supplier’s share of gross sales (excluding value added tax), minus traffic feesand regular fees.The End-User price does not include any traffic fee paid by the End-User whenordering the Service via SMS-MO or MMS-MO.The basis for settlement will be based on successful transactions. “Successfultransactions” means those transactions where Tele2 has actually debited the End-User for use of the CPA service.2.1 Compensation model SMS/WAP-Push (For Bulk SMS, see the prices listed in section 2.4)When debiting the End-User NOK 60 or less, the Supplier’s share comprises 75%of the End-User fee excluding value added tax minus traffic fees. See the tablebelow for an example of SMS/WAP-Push fee categories and the distribution ofrevenues.When debiting the End-User NOK 60 or more, the Supplier’s share comprises 80%of the End-User price excluding value added tax minus traffic fees.Traffic fees SMS/WAP-PushStandard traffic fee: NOK 0.30Traffic fee when using fee category 0: NOK 0.4017/28

Additional fee for termination with Telenor Mobil or NetCom: NOK 0.352.2 Compensation model MMSThe Supplier’s share comprises 75% of the End-User price exclusive of traffic fees.See the table below for an example of MMS fee categories and the distribution ofrevenues.Traffic fees MMSStandard traffic fee: NOK 0.45Traffic fee when using fee category 0: NOK 1.15Additional fee for termination with Telenor Mobil or NetCom: NOK 1.252.3 Compensation model WAP/InternetThe Supplier’s share comprises 75% of the End-User price exclusive of valueadded tax. See the table below for an example of WAP/Internet fee categories andthe distribution of revenues.2.4 Traffic fees Bulk SMSBulk SMS requires that the Supplier has signed a separate Bulk SMS agreement.Bulk SMS is used to communicate with End-Users via a separate SMS accessnumber. All messages received by the customer are charged at NOK 0.No. of messages per monthPrice per message0 – 9 999 Included in monthly fee10 000 – 399 999 NOK 0.23400 000 NOK 0.21Additional fee for termination with Telenor Mobil or NetCom: NOK 0.352.5 Fee categories and the distribution of revenuesExample showing a debit of NOK 60 or less:SMS Content WAP Billing MMS ContentEnd-User price inc. VAT NOK 10.00 NOK 15.00 NOK 20.00End-User price ex. VAT NOK 8.00 NOK 12.00 NOK 16.0075 % revenue share tocustomer NOK 6.00 NOK 9.00 NOK 12.00Traffic fee NOK 0.30 - NOK 0.45Paid to customer NOK 5.70 NOK 9.00 NOK 11.65Example showing a debit of more than NOK 60:SMS Content WAP Billing MMS ContentEnd-User price inc. VAT NOK 70.00 NOK 75.00 NOK 65.00End-User price ex. VAT NOK 56.00 NOK 60.00 NOK 52.0080 % revenue share tocustomer NOK 42.00 NOK 48.00 NOK 41.60Traffic fee NOK 0.30 - NOK 0.45Paid to customer NOK 41.70 NOK 48.00 NOK 41.1518/28

With effect from 01 January 2009, the maximum End-User price for CPA content service isNOK 200.19/28

3. SHORT NUMBERS, SERVICES AND CONTENT PROVIDERSState here all Short Numbers, Services and any content providers which the Supplierrepresents and that are covered by this Agreement, as well as the End-User for Services.The table below specifies all CPA Products relating to the Agreement:Short number Sign. date Signature Tele2 Signature Content Provider20/28

Appendix 3toContent Billing Gateway Collaboration AgreementProduct Specification21/28

1. INTRODUCTIONThe purpose of this document is to describe the Product delivered to the Supplier inconnection with the Agreement.2. SPECIFICATIONThe Product enables the Supplier to sell content services to the End-User. The Productalso allows the Supplier to send bulk messages to the End-User without the End-Userpaying for it. In such instances, the Supplier must have signed a Bulk SMS agreement,in accordance with Appendix 2.In those instances where the End-User cannot be reached, e.g. owing to insufficientcover or in those instances where the End-User has turned off his/her telephone etc., themessage will be resent within a maximum of 24 hours.Using the Product, an End-User may order content from the Supplier via Tele2’sinvoicing relationship with the End-User irrespective of the End-User’s form of access.A short number reserved from Tele2 will also be reserved from Telenor and NetCom. Inorder to ensure that Services function with the other operators, the Supplier must havean agreement with these operators. When subscribers with Telenor and NetCom use theServices, these operators carry out the invoicing.Short numbers can be reserved from Tele2.Using the Product, the Supplier can use the same short number regardless of which endpricethe Services have.3. PRICE FRAMEWORKSThe Supplier determines the End-User price for Services within the price framework setby Tele2. The price framework for End-User prices is NOK 1-100 – one to one hundredNorwegian kroner – including value added tax per transaction.4. CAPACITYIn order to ensure that the Supplier has access to sufficient capacity during the contractperiod, the Supplier shall on the last working day of each month at the latest provideTele2 with prognoses for the Supplier’s transactions and any SMS traffic for the comingthree – 3 – months.The prognoses shall include the expected number of transactions, and the number ofSMS messages, if any, received and sent per month. It is the responsibility of theSupplier to ensure that the prognoses are not substantially exceeded. The Supplieraccepts that Tele2 is not responsible should SMS messages not reach the End-User ifTele2’s capacity has been insufficient as a result of the fact that the Supplier hasexceeded its prognoses significantlyThe reporting of prognoses shall be made by e-mail from the Supplier to Tele2. Theaddressee at Tele2 shall be the main contact.22/28

The Supplier may send a maximum one (3) MT-SMS per second. Any higher volumemust be negotiated separately.The Supplier undertakes to inform Tele2 of any expect increase in traffic volume.5. MISCELLANEOUSTele2 has the right to check the content of SMS messages sent by the Supplier.The Supplier understands and accepts that delays in the delivery of SMS messages mayoccur, particularly in connection with high use of Tele2’s network.The Supplier understands and accepts that Tele2 cannot guarantee that messages toforeign operators’ subscribers will reach the addressee.The Supplier understands and accepts that Tele2 may restrict the maximum number ofSMS messages it is possible to send within a given period of time.23/28

Appendix 4toContent Billing Gateway Collaboration AgreementCustomer Service and Support24/28

1. INTRODUCTIONThe purpose of this document is to describe customer service and support for Services.2. CUSTOMER SUPPORT2.1 TELE2Tele2 is responsible for answering the End-User’s questions concerning Tele2-relatedtechnical matters (access support). This takes place over the telephone during ordinaryopening hours for Tele2’s customer service.For Services, support is limited to questions concerning access to Services.2.2 THE SUPPLIERThe Supplier undertakes to display the End-User price, an e-mail address to support andthe provider of the Service in its marketing in respect of the End-User.Tele2’s company, trademark or other characteristics may not be exposed to the End-User unless a particular agreement concerning this has been entered into. In connectionwith invoicing, Tele2’s name may be included, but this does not apply to Tele2’strademark. It shall appear clearly that Tele2 is not the provider of the Service.The Supplier shall supply at no charge e-mail support for the End-User and free detailedtelephone support for Tele2.The Supplier undertakes to respond to and decide Tele2’s questions within 24 hoursafter the question has been received from RV2.3. DISTRIBUTION OF COSTS AND RESPONSIBILITYOnce Tele2 has implemented a process in order to distribute costs for support for theService on an ongoing basis, the Parties shall enter into discussions concerning thedistribution of costs and responsibilities with the aim of entering into an agreementincluded as part of this Agreement.25/28

Appendix 5toContent Billing Gateway Collaboration AgreementContacts26/28

1. CONTACTS1.1 SUPPLIERMain contact:Name:Tel.:Mobile:E-mail:Technical contact:Name:Tel.:Mobile:E-mail:Customer service:Tel.:E-mail:Contracts contact:Name:Tel.:Mobile:E-mail:Billing address:Invoicing contact:Name:Tel.:Mobile:E-mail:27/28

1.2 TELE2Main contact:Name:Product Manager Content, Espen LarsenMobile: +47 41 31 93 70E-mail:espen.larsen@tele2.comTechnical contactName:TCS, Tele2 NorgeTel.: +47 21 31 92 13E-mail:cpano@tele2.comContracts contact:Name:Product Manager Content, Espen LarsenMobile: +47 41 31 93 70E-mail:espen.larsen@tele2.comBilling address:Tele2 Norge ASC/O FakturamottakP.O. Box 4010NO-8608 Mo i RanaInvoicing contact:Name:Roy-Idar NygårdTel.: +47 21 31 90 25Mobile: +47 41 31 90 25E-mail:roy-idar.nygard@tele2.com28/28