Contract on Future Lease Contract

CONTRACT ON FUTURE LEASE CONTRACT

CFC......

between the parties:

Future Lessor:

Business name/Name of company:

Registered office:

Represented by: Reg. No.:

Tax ID:

VAT ID:

Bank:

Account No.:

ABO: IBAN:

SWIFT (BIC):

Entered in the Commercial Register of District Court......

Section:...... , file No.: ......

Legal form:

Or alternatively

Entered in the Trades Register of District Office in......

Trades Register No.:......

Legal form: individual - entrepreneur

and

Future Lessee:

SPP - distribúcia, a.s.

Registered office: Mlynské nivy 44/b

825 11 Bratislava 26

Represented by:......

Reg. No.: 35 910 739

Tax ID: 20 21 931 109

VAT ID: SK 20 21 931 109

Bank: VÚB a.s., Bratislava

Account No.: 1119353 / 0200

IBAN:SK74 0200 0000 0000 0111 9353

SWIFT (BIC): SUBASKBX

Bank: Tatra banka, a.s.

Account No.: 29311700522/ 1100

IBAN:SK78 1100 0000 0029 3170 0522

SWIFT (BIC): TATRSKBX

Bank: Tatra banka, a.s.

Account No. : 2627712668/1100

IBAN: SK64 1100 0000 0026 27712668

SWIFT (BIC): TATRSKBX

Bank: Tatra banka, a.s.

Account No.: 2821712522/1100

IBAN:SK29 1100 0000 0028 2171 2522

SWIFT (BIC): TATRSKBX

Entered in the Commercial Register of District Court Bratislava I., section: Sa, file No.: 3481/B

Legal form: joint-stock company

(hereinafter "Future Lessee" )

I. Subject of the Contract on Future Contract

By this Contractthe parties undertake to conclude in the future the Lease Contract, the subject of which shall be gas industry facility (specify gas industry facility to be implemented, e.g. gas pipeline DN XY in alength of X m)

Example:

Gasification of community......

MP gas pipelines......

Branch pipe C, PE D 63 mmLength 585.23 m

Branch pipe C, PE D 50 mmLength 616.03 m

Branchpipe F, PE D 63 mmLength 3.70 m,

that theFuture Lessorundertakes to implement according to the project documentation ......

(name and number) elaborated by...... (name andregistered office of designer or designing department).

II. Conditions of conclusion of the Lease Contract

The partiesagree to concludethe Lease Contract, the subject of which shall be the leaseof gas industry facilityspecified inArt. I of this Contract, under the followingconditions:

1.Gas industry facilityshall be implemented in accordance with project documentationspecified inArt. I of this Contract.

2.The building authority shall issue for thegas industry facility specified inArt. Iof this Contractthe decision permitting the use of the construction work (certificate of practical completion) and this decision shall enter into force.

3.The Future Lessorshall hand over tothe Future Lesseealldocumentsrelated to gas industry facility–list ofdocumentsforms an integral part of this ContractasAnnexNo. 1. / To be chosen from theLIST OF DOCUMENTS (A,B,D) by type of GIF being the subject of the Contract/.

III. Procedure of conclusion of the Lease Contract

1.After the implementation of gas industry facilityspecified inArt. Iof this Contract,the Future Lessor is obliged to submit to the Future Lesseedocumentsset out in Art. II of this Contract not later than in 5 days from the effective date of the certificate of practical completion.

2.After the delivery of theproject documentation anddocumentsset out inArt. II (3)of this Contract, theFuture Lesseehas the right to request theFuture Lesseeto conclude the Lease Contract. The request for conclusionof the Lease Contractmust be made in writing and be delivered to the FutureLessor. The request shall also comprise the Lease Contractin the wording specified inAnnexNo. 2 to this Contract.

3.The Future Lessoris obligedto conclude the Lease Contractwith the Future Lessee not later than in 15 days from the date of delivery of the request for conclusionof the Lease Contract.

4.The partiesagree that the obligation of theFuture Lesseeto conclude the Lease Contract with the Future Lesseeshall exist during the period of 3 years from the effective date of the decision permitting the use of the construction work (certificate of practical completion) issued by the competent building authority for the gas industry facility.

IV. Content of the Lease Contract

1.The partiesundertake to conclude, within the period and under theconditionsset out inthis Contract, the Lease Contract for the gas industry facilityspecified inArt. Ifor price of EUR

(in word:...... ) per year. The rate of value added tax shall be applied according to the valid legal regulation. The wording of the Lease Contractis exactly determinedinAnnexNo. 2 that forms an integral part of this Contract.

2.If, during the implementationof gas industry facilityspecified inArt. I hereof,itis necessary to alterthe gas industry facilityagainst the specification inArticle I
of this Contract, such alteration shall not influence the existence of the obligation to concluded the Lease Contract, i. e.this obligation shall be maintained, unless thesealterations result in asubstantial change of character and purpose of use of the gas industry facility. In this case the subject of the Lease Contractshall be thegas industry facility, as it was implemented.

V. Enforceability of the contract

The partiesacknowledge that in case of the violation of the obligation to conclude the Lease Contractin accordance withby this Contract, either partyhas the right to request the court to determine the contentof the Lease Contract or replace the approval of the otherpartyto conclusionof the Lease Contract.

VI. Finalprovisions

1. The Future Lessorundertakes totolerate the inspection with the aim to verify the compliance with theproject documentation, generally binding legal regulations and respective standards in the implementationof gas industry facilityspecified inArt. I of this Contract on the part of the organisation authorized for performance of such inspection by the Future Lesseewithin the scopespecified in the written authorization.After the submission of the written authorization for performance of inspection,theFuture Lessoris obliged to provide the organisation performing inspection with support required for its performance, in particular to allow access to the building site and to documentsrelating to used material and implemented works. If the inspection detects weaknesses their removal shall be verified by a new inspection.Costs linked to such new inspection shall be borne by theFuture Lessor.

2. The Future Lessoris obligedto inform in writing the Future Lessee (contact: ) and the organisation authorized by it for performance of inspection (contact: ) at least 14 days before the start of construction works:

-Its postaladdressand contact telephonenumber

-Postal address and contact telephonecontactof resident inspector

-Place of performance of construction works (building site)

-Date of start and date of termination of construction works

-Preliminary date of proceedings for takeover and handover of construction works

4.The partiesdeclare that they have readthe Contractand understood its provisions, that they conclude it voluntarily, their freedom to contract is not limited whatsoever and their will is free and serious, in witness whereof they confirm it by their signatures.

5.This Contractis executed in four counterparts. Each party shall receive two counterparts.

6.The Contractenters into force when signed by both parties.

7.An integral part of this Contractis the list ofdocumentsrelated to the gas industry facility that formsAnnex No.1 to this Contract, anda specimenLease Contractthat formsAnnex No.2 to this Contract.

PlaceDatePlaceDate

Future Lessor

Future Lessee:

LIST OF DOCUMENTS

A/ Technical documentation for high-pressure gas pipeline

B/ Technical documentation forMP and LPgas pipelines (steel + PE)

D/ Technical documentation for regulation stations (RS) to the Contract on Lease of GIF

Annex No.1

A/ Technical documentationforhigh-pressure gas pipeline

a)Conditionaldocuments

-Report on takeover of the pipeline according to paragraph 10.1 of standard STN 38 6410, congaing at least the followingdocuments:

-Building permit

-Confirmed project documentation for implementation(detail design) with marking of

changes

-Report on initial revision ofgas pipeline and connection

-Pressure test report

-Geodetic surveyof actually implemented construction works in digital form,

-Written approval of owners of affected underground facilities and owners or administrators of railways, sidings, roads and watercourses to the method of implementation of parallel construction works and their crossing

-Report on gas filling and commissioning of the pipeline

-Certificate of practical completion

-Official test certificate (Decree of MLSAF SR No. 718/2002),

-Report from the last valid test and overhaul;

b)Otherdocuments

-Documentsof the report on takeover of the pipeline according to 10.1 of standard STN 38 6410, not specified under a),

-Local operating regulationsaccording to Art. II of standard STN 38 6405,

-Operating diary (if the pipeline was commissioned).

B/ Technical documentationforMP and LPgas pipelines (steel + PE)

a) Conditionaldocuments

-Report on takeover of the pipeline with documents for steel gas pipelines and PE connections according to STN 38 6415, Annex C, containing at least the following documents:

-Building permit

-Confirmed project documentation for implementation (detail design) with marking of

changes

-Report on initial revision of gas pipeline and connection

-Pressure test report

-Geodetic survey of actually implemented construction works in digital form,

-Certificate of practical completion

-Official test certificate (Decree of MLSAF SR No. 718/2002),

-Report from the last valid test and overhaul.

c) Otherdocuments

-Documents of the report on takeover of the pipeline according STN 38 6413, Annex D, and for PE gas pipelines and connections according STN 38 6415, Annex C, not specified under a),

-Local operating regulations according to Art. II of standard STN 38 6405.

D/ Technical documentationfor regulation stations (RS) to Contract on Lease ofGIF

a) Conditionaldocuments:

-Geodetic survey of RS in JTSK,including the location of gates in front of and behind RS and related facilities(fence, el. connection, grounding system, access road, etc.)

-Copy ofdesign documentation of technological equipment with documents on previous operation;

-Copy of reports on overhauls and tests of RS of dedicated technical equipment

-Copy of official test certificate for dedicated technical equipment

CONTRACTON LEASE OF GAS INDUSTRY FACILITY NZ xx/2010/RCx

concluded in terms of Section 663 et seq. of Act No. 40/1964 Coll., Civil Code

between the parties:

The Lessor:

Business name/Name of company:

Registered office:

Represented by: :

Reg. No.:

Tax ID:

VAT ID :

Bank:

Account No. :

ABO:

IBAN:

SWIFT (BIC):

Entered in the Commercial Register of District Court......

Section:...... , file No.:: ......

Legal form:

Oralternatively

Entered in the Trades Register of District Office in......

Trades Register No.:......

Legal form: individual - entrepreneur

( hereinafter "The Lessor" )

and

Lessee:

SPP - distribúcia, a.s.

Registered office : Mlynské nivy 44/b 825 11 Bratislava

Represented by:......

Reg. No. : 35 910 739

Tax ID: 20 21 931 109 VAT ID : SK7020000372

Bank /EUR/: VÚB a.s.

Account No.: 1119353 / 0200

IBAN:SK74 0200 0000 0000 0111 9353

SWIFT (BIC): SUBASKBX

Bank /EUR/ : Tatra banka, a.s.

Account No.: 2627712668 / 1100

IBAN:SK64 1100 0000 0026 2771 2668

SWIFT (BIC): TATRSKBX

Entered in the Commercial Register of District CourtBratislava I., section: Sa, file No.: 3481/B

Legal form: joint-stock company

(hereinafter "Lessee" )

I. Subject and purpose of lease

The Lessoris ownerof gas industry facilityspecified inArt.I.2 of this Contract.

The Lessoracquiredthegas industry facilityon the basis of construction and documents this fact by the decision of the building authority permitting the use of the construction work - certificate of practical completion(name of construction work according to the certificate) No...... of......

Or alternatively

The Lessoracquiredthe gas industry facility on the basis of the transfer of the title from the previous owner and documents this fact by the purchase contract (or deed of donation) No.: ...... of ...... concluded between the Lessor and the former owner.

The Lessordeclares that the gas industry facilityset out inArt.I.2 of this Contractwas implementedin accordance with project documentation (name and number) elaborated by: (name and registered office of designer or designing department), approved by theLessee, and under conditionsspecified in the decision of building authority (building permit number) of ...... (date).

1.2.The Lessorlets out to Lesseeon lease the following gas industry facility:
For example:

Object C 108

MP gas pipeline

Gas series Sl PE DN 90 mm Length 104.00 m

-Gas connection PE DN 32 mm Length 9.50 m

-Gas pressure regulator1 pc

The gas industry facilityis buried under land lots in the cadastral area (e.g. Mlynárce, municipality ofNitra, Tokajská street 8,10,12.)

1.3.The Lessee takes the gas industry facilityspecified in Art. 1.2. of this Contracton lease for the purpose of its use for natural gas distribution to offtake points connected to the gas industry facility.

II. Rights and obligationsof the parties

II. 1. Rights and obligations of theLessee

The Lesseehas the right to use thegas industry facilityspecified inArt. I.2 of this Contract.

II.1.2. The Lesseeis obligedto carry out activities required for safe operation of the gas industry facility on gas industry facilities specified inArt. I.2of this Contract at its own expense. The Lesseeis particularly obligedto carry out:

a)Maintenance and monitoring of overall condition of the gas industry facility /tours of inspection, inspections of routes of the gas industry facility, leak tests/,

b)Overhauls and tests of gas industry facility,

c)Removal of faultsof gas industry facilitynot requiring the replacement of pipework of the gas pipeline.

11.1.3.The Lesseehas the right to carry out, as apart of routine maintenance, interventions into the gas industry facility that are required for repair of faults and restoration of natural gas distribution. Interventions into the gas industry facility outside the routine maintenance as well as alterations of the gas industry facilitycan only be carried out with prior approval ofthe Lessoror in case specified in Art. II, par. II.2.2.

11.1.4.The Lesseeis obligedto inform the Lessor without undue delay about required repairs of gas industry facility for which the Lessor is responsible (i.e. beyond activities specified in Art. II.1.2of this Contract).

11.1.5.The Lesseecan onlyimplement technical improvements of the leasedgas industry facilitywith prior approval of the Lessor.

The Lessor andthe Lesseeagree that costs of technical improvements of the leasedgas industry facilitypaid by the Lessee shall be written down by the Lessee. The Lessorundertakes not to increase the input price of leased property by price of technical improvements during the period of lease.

The partiesalso agree that in case of termination ofthe lease before expiration of the period of depreciation of technical improvements the Lessoris obliged to pay to theLesseeasum corresponding to the residual tax value of technical improvements, quantified at the date of termination of the lease.

11.1.6.The Lesseeis obligedto inform the Lessor upon request about the condition of leased gas industry facilities.

11.1.7.The lessee is not entitled to sublease the leased gas industry facilitywithout prior approval ofthe Lessor.

II.2. Rights and obligations ofthe Lessor

11.2.1.The Lessoris obligedto lease out the leased gas industry facility to theLesseein acondition fit for the agreed or common use.

11.2.2.The Lessor is obliged to repair or cause the repair (hereinafter "repair") of gas industry facility, with the exception of cases defined inArticle II.1.2 (c) of the Contract, where the Lesseeis responsible for the repair (i.e. removal of faults of the gas industry facilitynot requiring the replacement of pipework of the gas pipeline).

Unlessthe Lessee and the Lessoragree otherwise, the Lessoris obliged to repair the gas industry facilitynot later than in 3 days from the date of notice of its need.

If the Lessorfails to make a repair within this time-limit, the Lessee has the right to implement such repair and the Lessoris obligedto reimburse to the Lesseecosts incurred by the latter through repair of the gas industry facility.

11.2.3.The Lessoris obligedto ensure undisturbed use of gas industry facilityby the Lessee and provide the Lessee with required support /digging up permit, land access permit, etc./.

11.2.4.The Lessoris obligedto provide to the Lessee and his authorized representativesaccess to land and premises where the gas industry facility is situated, also with required transport means.

11.2.5. On conclusion of the Contract, the Lessorhanded over, according to the list of documents, documentation that forms an integral part of this ContractasAnnexNo. 1.

/ The presenterwill choose the LIST OF DOCUMENTS (A,B,D,) fromAnnexNo.1 by type of GIF being the subject of lease /.

III. Rent

The rent was fixed in accordance with ActNo. 18/1996 Coll. on Prices, as amended, by agreement of the partiesat the amount of EUR(in word: EUR) per year. VAT shall be applied to such fixed rent according to valid legal regulations. The amount of rent cannot be changed during the term of this Contract, unless the Lessorandthe Lessee agree otherwise.

111.2.The rent is paid once per year in arrears, always for the elapsed calendar year. If the lease is established or terminated during the calendar year, the Lessoris entitled to the aliquot part of the rent in the amount of 1/12 for each started calendar month.

111.3.The Lesseeis obligedto pay the agreed rent on the basis of invoice issued by the Lessor. The Lessoris obligedto issue the invoice not later than on the 15th day of calendar year following the previous year of lease.

111.4.Bank fees of the Lessee shall be borne by the Lessee and bank fees of the Lessor shall be borne by the Lessor.

111.5.Amounts due shall be paid in the currency EUR.

111.6.Both parties exclude the assignment of aclaim / debt without previous written agreement.

IV. Billing and paymentconditions

IV.1. Every invoice shall contain, beside of conditions laid down by valid legal regulation, the following data:

-Designation identifying the invoice;

-Registrationnumbers of both parties;

-Number of contract/order of the customer;

-Date of sending of invoice;

-Maturity date;

-Constant symbol;

-Transfer order as form of payment

-Total amount of payment;

-Sum payable;

-Name, signature and telephone number of responsible employee of the issuer;

-Stamp of the issuer of invoice;

-Place of performance of the contract,

-Bank data of both partiesin the form ABO, IBAN and SWIFT

IV.2 Bank data ofthe Lessor in the form ABO and IBAN + SWIFT (BIC) stated in the invoice must be identical with bank data agreed in the Contract. Otherwise the Lessee has the right to pay the charged amount using bank data stated in the invoice. In this case the Lessee is not liable for potential damage caused to the Lessor by payment remitted to incorrect bank.

IV.3. If the invoice does not contain data agreed in the Contract, the Lesseehas the right toreturn the invoice to the Lessor without payment. In this casethe Lessorshall not be entitled to apply sanctions for late payment to the Lessee, but it shall be obligedto issue anew invoice with data corresponding to the provisions of the Contract and with new maturity date.

IV.4. Every invoice shall be issued and delivered to the address of registered office of theLessee.

IV.5. The agreed term for payment of invoices, debit notes and credit notes is 60 days from the date of delivery of invoice to the otherparty. If the last day of the term for payment falls on Saturday, Sunday or public holiday according to the Slovak calendar, the following first working day shall be accepted by the contracting partner as the day of fulfilment of financial obligation under the same agreed price and payment terms and conditions.