PROGRAMA DE INTERVENCIÓN 1 PRESENTACIÓN.

13.1 Verification of Legal Requirements

On the closing date, and as a condition for the signing of the concession contract for each of the blocks of the Band, the Concessionaire Corporation shall submit to the ProInversión Committee, respect of the Concessionaire Corporation and the members of the same (shareholders, holders of participatory interests), as applicable, the Informative Record of not being disqualified from contracting with the government of the Republic of Peru issued by the Supervisory Board for State Procurement (OSCE). If it is determined the existence of false information, the granting of the award will be revoked and can even proceed as provided in Section 14.2.2.

13.2 Obligations of the State

13.2.1 The MTC shall issue the Directorial Resolution of allocation of radioelectric spectrum resulting from this bid in favor of the Concessionaire Corporations and the Ministerial Resolution that grants the concessions for the provision of telecommunications public services, if applicable.

For that purpose, ProInversión shall timely send to the MTC, the supporting documentation (Bid Terms, circulars, minutes, among others). 13.2.2 On the closing date it should be verified the enactment of Supreme

Decrees, if applicable, for each one of the blocks, referred in Article 2 of Decree Law N° 25570, complementary regulation to Legislative Decree N° 674, modified by Article 6 of Law N° 26438, by which it grants the

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guarantee of the State in support of all and each one of the obligations, declarations and guarantees of the Grantor established in the concession contract.

13.3 Closing Date

13.3.1 The closing date of each one of the blocks of the Band, will be carried out in the place and hour indicated by circular and will be held in presence of Notary Public, who will certify the acts referred in Section 13.4.

13.3.2 If any of the Concessionaire Corporations do not meet the requirements set forth herein for this act, the ProInversión Committee will void the award concerned and will provide for the enforcement of the Guarantee of Validity, Effectiveness and the Seriousness of the Proposal of the respective Bidder. In this case, ProInversión Committee, at its sole discretion, may grant the Award to the Shortlisted Bidder who submitted the second best economic offer in each block and take any decision it deems appropriate.

13.4 Closing acts for each one of the blocks of the Band

On the closing date or before, as previous and compulsory requirements for the subscription of the concession contract, the following acts shall take place:

13.4.1 The Concessionaire Corporation will pay: (i) the amount corresponding to the expenses of the process for each block of the Band of these Bid Terms and (ii) the value for the Economic Proposal referred in Section 1.4.45 of these Bid Terms. Such payments shall be made in cash, by cashier's check or bank transfer, according to the information issued by the Committee in due course by Circular.

If the Committee declares void the bid for one of the blocks of the Band, the awardee will only pay the part that corresponds to the block of the awarded band.

13.4.2 The Concessionaire Corporation shall deliver the testimony of the deed of incorporation and proof of registration in the Public Registry of Lima. If it has been awarded without being a legal person legally registered in the country, the Concessionaire Corporation shall have been established in Peru, with the same partners, shareholders or members in the same proportions as they held at the date of granting the award in case of a consortium, with a minimum subscribed share capital as set out in Section 12.2.4. If it has been the awardee being an established company, the Concessionaire Corporation must demonstrate to have the minimum share capital, pursuant to the provisions of Section 1.4.14.

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13.4.3 Delivery of the testimony of power from the person who shall subscribe the concession contract on behalf of the Concessionaire, with the proof of its registration in the respective Registry Office.

13.4.4 Submission by the Concessionaire Corporation of the affidavits, both of it and its main Partners, of not been disabled to hire with the State or be within the limitations established in the applicable laws. Said information will be provided by the Concessionaire Corporation according to the model of Annex N°13, and must be subscribed by the Legal Representatives of the Concessionaire Corporation.

13.4.5 Accreditation by the Concessionaire Corporation of having ratified, according to its bylaws, all the acts and documents signed by the Legal Representatives of the awardee, especially the signing of the concession contract and any other right or obligation that applies under these Bid Terms, the concession contract or the applicable laws. Depending on the type of corporation, the nature of the act subject to ratification and those relating to the management bodies of the corporation society, the ratification shall be demonstrated by the submission of the certified copy of the respective agreement.

13.4.6 Submission of an affidavit of the Concessionaire Corporation and its main Partners, duly subscribed with legalized signatures by it or the Legal Representatives, by which they ratify the effectiveness of the declarations and documentation submitted in envelope Nº 1, envelop Nº 2 and envelope N° 03.

13.4.7 Delivery of the Informative Record of not been disabled issued by the OSCE, referred in Section 13.1.

13.4.8 Delivery of the Performance Bond of the concession contract by the Concessionaire Corporation, according to Annex Nº 9 of the Bid Terms. 13.4.9 Delivery by the MTC, in coordination with ProInversión, of the documents

referred in Section 13.2.1 and 13.2.2 of the Bid Terms, according to the provisions therein.

13.4.10 After compliance of all the acts mentioned above, we shall proceed to the subscription of the concession contract by the Grantor and the Legal Representatives of the Concessionaire Corporation and, then the return by Proinversión of the letter of guarantee of guarantee of validity, validity term and seriousness of the proposal to the Concessionaire Corporation. 13.4.11 Delivery of the letter of guarantee by the Concessionaire Corporation

that guarantees the compliance of the activities that are necessary to make the migration of all the stations that operate in the Band, which authorization is in force on the closing date of the Special Public Bid. The model of the letter of guarantee is contained in Annex N° 17.

The value and the delivery conditions of the letter of guarantee will be communicated by the ProInversión Committee through circular.

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13.5 Performance Bond of the Concession Contract

13.5.1 In order to ensure each and every one of the obligations of the Concessionaire Corporation under the concession contract, it shall deliver to PROINVERSIÓN Committee on the closing date, a Performance Bond of the concession contract for the block that was awarded. The amount of the guarantee is five percent (5%) of the Base Price, the same that will be renewed annually to keep it in force.

13.5.2 Said guarantee extended on behalf of the Ministry of Transportation and Communications shall consist on a letter of guarantee issued by a Local National Bank, an international first class bank or local insurance company, as detailed in Annex No. 2 of these Bid Terms, which should be jointly, unconditional, irrevocable, without benefit of excussio or division and automatically enforceable from the closing date, it will be renewed annually to keep it in force.

The model of said letter of guarantee is in Annex Nº 9.

13.6 Execution of Guarantee of Validity, Validity Term and Seriousness of the Proposal

13.6.1 If the awardee fails to fulfill any of its obligations under to the closing date listed in Section 13.4 for reasons attributable to it, ProInversión may execute the Guarantee of Validity, Validity Term and Seriousness of the Proposal of the Bidder, immediately and without the need for prior notice to the awardee. The execution of this guarantee does not limit or restrict any other rights that may have Proinversión against awardee that failed to comply with its obligations under Section.4.

13.6.2 Proinversión Committee shall have the power, in case of default of the awardee, to award the bid to the Shortlisted Bidder with the second best economic proposal per block. In this case, Proinversión Committee will notify the Bidder who is holder of such proposal, communicating its decision to declare him the new awardee, also informing the shutdown procedure and the date, time and place in which it will be held.

13.6.3 Without prejudice of the provisions of this Section, ProInversión or Proinversión Committee may initiate all the legal actions permitted by the laws and applicable provisions as direct or indirect consequence of the non compliance of the original awardee.

13.7 Entry into force of the Concession Contract

The concession contract shall enter into force and shall take full legal effect on the closing date, after being signed by the Legal Representatives or the Grantor. The closing date shall be identified for all purposes as the date on which the concession contract is signed.

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