Exhibit 4.28
SIXTH AMENDMENT FOR
DEVELOPMENT CONTRACT
PSTN EXCELLENCE REGIONAL
JUNCTION DIVRE II
- --------------------------------------------------------------------------------
NUMBER: PKS.87/HK.820/TCC-00/2003
DATE: 09 OCTOBER 2003
BETWEEN
PERUSAHAAN PERSEROAN (PERSERO)
PT TELEKOMUNIKASI INDONESIA, TBK
AND
CONSORTIUM OLEX-LUCENT-BRIMBUN
SIXTH AMENDMENT
FOR
DEVELOPMENT CONTRACT
PSTN EXCELLENCE REGIONAL
JUNCTION DIVRE-II
BETWEEN
PERUSAHAAN PERSEROAN (PERSERO)
PT. TELEKOMUNIKASI INDONESIA, TBK.
AND
CONSORTIUM OLEX-LUCENT-BRIMBUN
- --------------------------------------------------------------------------------
NUMBER: PKS.87/HK.820/TCC-00/2003
On this day NINTH of OCTOBER, year TWO THOUSAND THREE, placed at Jakarta,
between the concerned parties:
I. PERUSAHAAN PERSEROAN (PERSERO) PT. TELEKOMUNIKASI INDONESIA, TBK.,
telecommunications services and network provider established and
incorporated under the law of Republic of Indonesia, having its address at
Jalan Japati No. 1 Bandung 40133, in this legal act represent by, TRI
DJATMIKO, HEAD OF CONSTRUCTION CENTER, based on the Power of Attorney of
President Director Number: K.TEl. 107/HK510/UTA-00/02 dated 15 August 2002,
hereinafter referred to as TELKOM.
II. CONSORTIUM OLEX - LUCENT - BRIMBUN, a consortium formed under Notarial Deed
No. 9 dated 14th December 2001, by Notary Benny Djaja, SH, SE, MM., and as
amended under Notarial Deed No. 20 dated 8th September 2003 by Notary
Imelda Nur Pane, SH, having its address at Wisma Bisnis Indonesia 15th
Floor, Jl. Letjen S. Parman Kav. 12, Jakarta-11480; whereas in this legal
act to be represented by FADJAR TJOANDA, hereinafter referred to as
PARTNER.
CONSORTIUM OLEX - LUCENT - BRIMBUN consist of:
1
PT. OLEX CABLES INDONESIA, having its address at Wisma Bisnis Indonesia
15th Floor, Jakarta, as CONSORTIUM LEADER hereinafter referred to as OLEX.
LUCENT TECHNOLOGIES SINGAPORE PTE LTD, having its address at
Technopark@Chai Chee, 750 D Chai Chee Road, Singapore 469004, as CONSORTIUM
MEMBER, hereinafter referred to as LUCENT.
PT. BRIMBUN RAYA INDAH, having its address at Jakarta Barat, as CONSORTIUM
MEMBER, hereinafter referred to as BRIMBUN.
PT. LINTAS TEKNOLOGI INDONESIA, having it's address at Tifa Building 3rd
Floor, Jakarta, as CONSORTIUM MEMBER, hereinafter referred to as LINTAS.
hereinafter all together in this Amendment referred to as PARTNER.
By first taking into Consideration of the following matters:
a. whereas, TELKOM and PARTNER has been bound each other in Development
Contract PSTN Excellence Regional Junction DIVRE II Number:
PKS.14/HK810/UTA-00/2002 dated 8 February 2002, hereinafter referred to as
"MAIN CONTRACT".
b. whereas, TELKOM and PARTNER has changed some articles in the Main Contract
with the first Amendment Nomor PKS. 155/HK-820/UTA-00/2002 dated August
22, 2002, hereinafter referred to as "FIRST AMENDMENT";
c. whereas, TELKOM and PARTNER has changed some articles in the Main Contract
and first Amendment with the "Second Amendment" Nomor PKS.
192/HK-820/UTA-00/2002 dated October 25, 2002, hereinafter referred to as
"SECOND AMENDMENT";
2
d. whereas, TELKOM and PARTNER has changed some articles in the Main Contract,
the first Amendment, and the Second Amendment with the "the Third
Amendment" Nomor PKS. 121/HK-820/PEM-00/2002 dated December 20, 2002,
hereinafter referred to as "THIRD AMENDMENT";
e. whereas, TELKOM and PARTNER has changed some articles in the Main Contract,
the first Amendment, the Second Amendment and the Third Amendment, with the
Fourth Amendment Nomor PKS. 21/HK-820/PEM-00/2003 dated 20 March 2003,
hereinafter referred to as "FOURTH AMENDMENT";
f. whereas, TELKOM and PARTNER has changed some articles in the Main Contract,
the first Amendment, the Second Amendment, the Third Amendment, and Fourth
Amendment with the Fifth Amendment Nomor PKS. 50/HK-820/TCC-00/2003 dated
26 June 2003 hereinafter referred to as "FIFTH AMENDMENT";
g. Whereas, MITRA has proposed to change the members of Consortium, and
TELKOM has approved it with TELKOM's letter no. Tel.667/HK-00/TCC-00/2003
dated August 11, 2003.
h. whereas, TELKOM and PARTNER have agreed to amend the Scope of Work of for
several Rings;
i. whereas TELKOM with it's Letter number: TEL. 831/LG.270/TCC-00/2003 dated
OCTOBER 9, 2003 has agreed with Amendment VI;
After having taken into consideration the above matters, TELKOM and PARTNER
have agreed to amend the provisions stipulated in the Main Contract, First
Amendment, Second Amendment, Third Amendment, Fourth Amendment and Fifth
Amendment in accordance with the following terms and conditions:
3
ARTICLE 1
SCOPE OF WORK
(1) TELKOM and PARTNER have agreed to amend the Bill of Quantity (BoQ) of the
scope of work
(2) Scope of Work based on this Amendment as specified in detail as stated in
Attachment II of this Amendment.
ARTICLE 2
CONTRACT AMOUNT
(1) The contract price based on this Amendment including VAT, insurance and
other taxes based on the law of Indonesia as follows:
- US$28,791,892.10 (Twenty eight million seven hundred ninety one
thousand eight hundred ninety two US Dollar and ten cents) and
- Rp.122,861,518,120 (One hundred twenty two billion eight hundred sixty
one million five hundred eighteen thousand one hundred twenty Rupiah)
(2) The contract price per-ring system an it's breakdown as stated in
Attachment II of this Amendment.
ARTICLE 3
AMENDMENT OF CONSORTIUM MEMBER
(1) The members of Consortium based on this Amendment consist of:
a. PT. Olex Cables Indonesia (Leader)
b. Lucent Technologies Singapore Pte Ltd
c. PT. Brimbun Raya Indah
d. PT. Lintas Teknologi Indonesia
4
(2) TELKOM and MITRA agreed that all right, interests, title and obligations of
PT. LUCENT TECHNOLOGIES INDONESIA under Consortium Agreement had been
novated to PT. Lintas Teknologi Indonesia and Lucent Technologies Singapore
Pte Ltd.
ARTICLE 4
ACCOUNT CHANGING
TELKOM agreed with MITRA's Bank Account based on this Amendment as follows:
a. Account No: (USD) 070 0002156268
Bank Name: Bank Mandiri - Plaza Mandiri Branch, Jakarta
Account No : (IDR) 102 0102001309
Bank Name : Bank Mandiri - Sub Jakarta Sudirman, Jakarta
Under the name of : PT Olex Cables Indonesia
b. Account No. : (IDR) 060 000001420.001
Bank Name : PT Bank Negara Indonesia, Tbk
Dukuh Bawah Branch, Jakarta
Under the name of : PT Brimbun Raya Indah
c. Account No. : (USD) 102 0002135801
(IDR) 102 0002116249
Bank name : Bank Mandiri
Plaza Bapindo Branch, Jakarta
Under the name of : PT Lintas Teknologi Indonesia
ARTICLE 5
ATTACHMENT
All attachment as follows shall be an unity that could not be separated of this
Amendment, consist of :
Attachment-I:
Approval letter from TELKOM
Attachment-II :
Price summary Schedule
5
Attachment-III:
Documents of Change of Consortium members
Attachment IV:
Disburment Plan
Attachment-V:
Statement of Bank Accounts of Consortium members
Attachment-VI:
Minutes of Meeting and Clarification
ARTICLE 6
OTHERS
(1) This Amendment shall be effective as of the date after signing by both
parties.
(2) Articles and/or Attachments of the Main Contract and its Amendments which
are not amended by this Amendment, shall remain prevail and legally binding
by both parties.
(3) Copy from this Original Amendment was made in 25 (twenty five) copies by
PARTNER on PARTNER's own cost for the purpose of supervision of
implementation and others.
PT. TELEKOMUNIKASI INDONESIA, TBK, KONSORSIUM
OLEX-LUCENT-BRIMBUN,
[signature] [signature + stamp duty]
TRI DJATMIKO FADJAR TJOANDA
- ---------------------------------- -----------------------------
KEPALA PUSAT CONSTRUCTION CENTER PIMPINAN KONSORSIUM
6