Exhibit 4.20.1


 


Additional Agreement No. 1


to
Contract on connection of telecommunication networks as amended by Agreement
No.1097-05 dated December 27, 2005 , between OAO Rostelecom and OJSC
VolgaTelecom


 


	
   

  	
  Moscow

  	
  Dated: July 24, 2006

  



 


Rostelecom,
Open Joint-Stock Company for Long-Distance and International Telecommunications, hereinafter, “Rostelecom”,
represented by OAO Rostelecom General Director Dmitry
Yevgenievich Yerokhin, authorized to act by the Charter, on the one
part, and VolgaTelecom, Open Joint-Stock Company, hereinafter referred to as
the “Operator”, represented by OJSC VolgaTelecom General Director Sergey Valeryevich Omelchenko, authorized to act by the
Charter, on the other part hereinafter collectively referred to as the “Parties”,
and severally, as “Party”, have entered into this Additional Agreement
(hereinafter, “the Agreement”) on the incorporation of the below-listed
amendments to the Contract on Network Connection (hereinafter, “the Contract”),
as follows:


 


1.                   Clause 1.6 of the Contract
shall be amended as follows:


 


“Subscribers” (Users) collectively
mean subscribers with whom the Operator has entered into the agreement on
rendering such services and providing for these purposes   subscriber number or unique identifier, as
well as  subscribers of telecommunication
services under agreement concluded with Associated Operators on provision of
such services and providing for these purposes subscriber number or unique
identifier.


 


2.               Clause 1.7.
of the Contract shall be amended as follows:


 


“1.7. “Associated Operator” shall mean a
telecommunications operator who meets all of the following criteria:


 


a) the telecommunication
network of such an operator is interconnected into the network of the Operator
on the local and/or zonal level;


 


b) such an operator on the
basis of a correspondent contract concluded between this operator and
Rostelecom, or between this operator and The Operator on behalf of Rostelecom
performs billing of its Users for Long-Distance and International
Telecommunication services rendered by Rostelecom or the Operator on behalf of
Rostelecom or Rostelecom performs billing with the Users of such an operator
for Long-Distance and International Telecommunication Services rendered by
Rostelecom.


 


Subparagraph
“b” shall become effective within 90 days following publication of the RF
regulatory legal act that allows the operator to transmit information required
by telecommunication operators in order to perform settlements for
telecommunication services and consider claims on individual subscribers,
without such subscriber’s written consent.


 


3.               In clause 1.13. of the Contract, the words “Operator’s Subscribers”
shall be substituted by the word “Subscribers”.


 


4.               Paragraph 3.3 shall be added
by a paragraph as follows:


 


“3.3.12. “To inform
Rostelecom on the numbering capacity of the Associated Operators and its
changes. The Operator no later than the last day of the Reporting Period
submits to Rostelecom the detailed information on numbering capacity of the
Associated Operators in accordance to Appendix 5”.


 


5.               Clause 6.1.
of the Contract shall be amended as follows:


 

















 


“6.1.
Terms of payment for Traffic Admission Services:


 


6.1.1.
Rostelecom shall pay for Traffic admission services in accordance with tariffs
specified in Appendix No. 1 attached herein.  The cost of Traffic admission Services for
the Reporting period is calculated on the basis of the data on the natural
volumes of the rendered Traffic admission Services during the Reporting period.


 


6.1.2.
Rendering Traffic Admission Services billing is calculated on a minutely basis
commencing from the 1st second of the connection and the rounding up
of the time of the connection up to the whole minute;


 


6.1.3.
Connections with duration less than 6 seconds, except for connections through codes
803 X1X2X3, and DEFX1X2X3 of mobile
telecommunication operators shall not be rated;


 


6.1.4.
Time of the connections performed through codes 803 X1X2X3
is calculated from the 1st second of the connection.


 


6.               Clause 12.1.
of the Contract shall be amended as follows:


 


The
Agreement is valid for the period of one year from the moment of its coming
into effect. If neither Party announces termination of this Agreement thirty
(30) calendar days before its stated expiration, this Agreement shall be
automatically extended for each subsequent year. The number of periods for
which the effect hereof can be prolonged is not limited.


 


7.               The following Paragraph
shall be included in Appendix 1:


 


1.3. The cost of services of update of information on subscribers in the
database, on the basis of update of aggregated valid information of a single
personal account of a Subscriber shall be as follows:


 


	
  No.

  	
   

  	
  Description of the service

  	
   

  	
  Roubles, excluding VAT

  	
   

  
	
  1.

  	
   

  	
  Update of the information on
  Subscribers of the Operator

  	
   

  	
  1.00

  	
   

  
	
  2.

  	
   

  	
  Update of the information on
  Subscribers of the Associated Operators

  	
   

  	
  2.00

  	
   

  



 


8.               –  Appendix
No. 7 of the Agreement shall be amended as
follows:


Appendix No. 7 to Contract

as amended by Agreement No.1097-

05 dated December 27, 2005.


 


SETTLEMENT PROCEDURE FOR TRAFFIC ADMISSION SERVICES


 


Whereas
the Parties acknowledge and recognize that the amount and terms of payments for
Traffic Admission Services rendered by the Operator to Rostelecom are directly
related to the Parties’ performance of their obligations under Contract No. 1096-05
(748-05-23) dated December 27, 2005 (“Assistance Agreement” hereinafter)
concluded between them, the Parties agree to establish the following procedure
of settlements hereunder:


 


1.
Rostelecom shall pay to the Operator for Traffic admission services rendered to
Rostelecom by the Operator remuneration in accordance with terms and amounts
specified hereinafter. Total amount of financial obligations payable by
Rostelecom for services rendered by the Operator to Rostelecom in relevant
billing period shall be determined in accordance with the Services Report for
the Reporting period.


 

















 


2.
No later than the 25th day of the Billing period Rostelecom is
obliged to transfer to the Operator the sum in the amount X,
equal to the summary cost of the traffic admission Services rendered by the
Operator during all periods preceding the Billing period, unpaid for by
Rostelecom, the cost of which has been calculated in accordance with Appendix 1
to the Agreement. At that, the maximum amount of X, due
to payment in every Billing period equals  
Z, the value of which is calculated by
the following formula:


 


Y - is equal to the
value calculated in Clause 2.2. of Appendix 7 of the Assistance agreement for
the corresponding Billing period.


 


The
calculated sum X is reckoned by the Operator on
account of payment for the traffic admission Services rendered to Rostelecom
under this Agreement, during all its validity periods in the part where these
services are not paid for at the moment of payment calculation. The Parties
agree that the payments are in the first place accounted against the payment
for traffic admission Services rendered during earlier periods.


 


3.
Rostelecom transfers to the Operator payments in accordance with par. 2 hereof
until the total amount of payments transferred by Rostelecom hereunder equals
the total cost of the traffic admission Services rendered to Rostelecom by the
Operator hereunder.


 


4.
The Operator shall issue invoices for payments to Rostelecom in accordance with
paragraph 2 of this Appendix for amounts determined in accordance with terms
specified in aforesaid paragraph by 20th day of the month in which relevant
payment is to be effected.


 


5.
In case by the 25th day of the Billing period the total cost of the
traffic admission Services rendered to Rostelecom by the Operator in accordance
with the Act of services rendered during the corresponding Reporting period,
exceeds the amount of the Accrued income for the telecommunications Services
rendered by Rostelecom to the Users during the corresponding Reporting period,
with the deduction of Potential income of the Operator from the  services connected with them, rendered to
Rostelecom by the Operator in accordance with Assistance agreement, the
difference between the indicated amounts must be paid by Rostelecom to the
Operator before the 25th day of the Billing period in addition to
the amount X due to payment in accordance with par. 2 hereof. At that, the
Potential income is calculated as the sum of Accrued income multiplied by the
service payment rate and the remuneration for the performance of the actions
specified in Appendix 2 to the Assistance agreement.


 


6.
Para. 2-4 of this Appendix 7 are not applied by the accounts settlement
between the Parties for the traffic admission Services rendered to Rostelecom
by the Operator, in connection with the rendering by Rostelecom of the
long-distance and international telecommunication services to the Users of
Associated Operators, the accounts settlement with such Users are performed by
the indicated Associated Operator on commission of Rostelecom. Such traffic
admission Services rendered during the Reporting period are paid for by
Rostelecom before the 25th day of the Billing period, in corpore.


 


7. In order to terminate (full or partial) the obligations specified in
this Appendix and mutual obligations of the Parties arising from Assistance
Agreement the Parties shall perform monthly offset counterclaims by execution
of Offset Acts in due dates set for fulfillment of such obligations by the
Parties in accordance with terms specified herein and in Assistance Agreement.


 

















 


	
  OAO Rostelecom:

  	
   

  	
  OJSC VolgaTelecom

  
	
  Legal address:

  	
   

  	
  Legal address:

  
	
  5, Delegatskaya st.,

  	
   

  	
   

  
	
  Moscow, 127091

  	
   

  	
   

  
	
   

  	
   

  	
  General
  Director

  
	
  General Director

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
                    S.V. Omelchenko

  
	
                    D.Ye.
  Yerokhin

  	
   

  	
                    200  

  
	
                    200  

  	
   

  	
  Seal here

  
	
  Seal here

  	
   

  	
   

  



 


».


 


9.               This Agreement is an
integral part of the Contract.


 


10.         All terms used in this
Agreement have a meaning, fixed for them in the Contract.


 


11.         All the rest, not indicated
in this Agreement, is subject to the provisions of the Contract.


 


12.         The agreement is issued in
the Russian language in two original counterparts, one for  each Party.


 


13.         This Agreement comes into
effect on the date of its execution. The Parties recognize that the terms and
conditions of their Agreement shall apply to their relationships arising as
from the date of the Contract on connection of telecommunication networks
No.05-21/0155 dated October 24, 2003 as amended by Agreement No. 1097-05
dt. December 27, 2005.


 


14.         Details and Signatures of
the Parties


 


	
  OAO Rostelecom:

  	
   

  	
  OJSC VolgaTelecom

  
	
  Legal address:

  	
   

  	
  Legal address:

  
	
  5, Delegatskaya st.,

  	
   

  	
   

  
	
  Moscow, 127091

  	
   

  	
   

  
	
   

  	
   

  	
  General
  Director

  
	
  General Director

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
                               S.V. Omelchenko

  
	
                               D.Ye.
  Yerokhin

  	
   

  	
  Dt.                                    2006

  
	
  Dt.                                    2006

  	
   

  	
  Seal here

  
	
  Seal here