NON-DISCLOSURE AGREEMENT

AND RISK NOTICE

This Non-Disclosure Agreement ("Agreement") and risk notice is made and entered into as of the later
of the two signature dates below

 VNPT HANOI, a state-own company organized and operating in compliance with the Laws of
Vietnam with its head office registered at 75 Dinh Tien Hoang Str. – Hanoi, Vietnam. (hereinafter
referred to as “HNT”)
Representative by: Dang Anh Son
Position: Director of Network and Service Department of VNPT Hanoi
Tel: +84-4-6686868
Fax: +84-4-6686868
E-mail: Sonda@hnt-vnpt.vn
Web: www.hnt.com.vn

 HUAWEI TECH. INVESTMENT CO., LTD, a Chinese company organized and operating in
compliance with the Laws of Hong Kong (hereinafter referred to as "HUAWEI"), having registered
address at Unit 3610-12, 36/F, The Center, 99 Queen's Road Central, Hong Kong and having official
Representative Office at Floor 12-13, VIT Building, No 519 Kim Ma Str., Ba Dinh Dist., Hanoi, S.R
Vietnam.
Representative by: Wang Peng
position: Product manager
Tel: +84-4-22208818
Fax: +84-4-22208828
E-mail: Peng.wang@huawei.com
Web: www.huawei.com

Hereinafter both VNPT Hanoi and HUAWEI shall be called the “Parties”.

Purpose
The Parties have agreement “Huawei can open the MIB file of MA5600 if HNPT want to deploy NMS
system in future, but HNPT must sign a Mutual Non-Disclosure Agreement with Huawei.” to cooperate
with and assist HNT to carry out the ICT program, HUAWEI following its promise according to the
HSMT IP-DSLAM contract ,to open the MIB file of MA5600, and HNT also agree to sign this Non-
disclosure Agreement to keep promise not distribute related information to third party.
HUAWEI will provide the MIB document and and parameter description for the programming purpose
only. The IP and right of the MIB shall remain as HUAWEI’s property.

Huawei and Recipient both agree that its obligations set forth in this Agreement are necessary and
reasonable in order to protect the disclosing party and its business IN CONSIDERATION OF THE MUTUAL
PROMISES AND COVENANTS CONTAINED IN THIS AGREEMENT AND THE DISCLOSURE OF CONFIDENTIAL
INFORMATION, THE PARTIES HERETO AGREE AS FOLLOWS:
1. Limitation to use

Recipient agrees to accept Huawei's Confidential Information solely for use in connection with Recipient's
business discussions with Huawei. Recipient should refrain from reverse engineering, decompiling or
disassembling Confidential Information and not disclose, publish, distribute or disseminate Confidential
Information to anyone other than those of its employees with a need to know in pursuance of Recipient's
business relationship with Huawei.

Recipient agrees to use reasonable care, but in no event less than the same degree of care that it uses to
protect its own confidential and proprietary information of similar importance, to prevent the unauthorized
use, disclosure, publication and dissemination of Confidential Information. Recipient agrees not to use
Confidential Information otherwise for its own or any third party's benefit without the prior written
approval of an authorized representative of Huawei.

2. Obligation to Maintain Confidentiality

Recipient agrees to refrain from disclosing any Confidential Information to third parties after the date
that Huawei first discloses such Confidential Information to Recipient. When VNPT Hanoi doesn’t use
this MIB documents anymore, VNPT Hanoi should destroy all originals, copies, reproductions and
summaries of all Confidential Information which is, at any time, in the possession of Recipient and all
materials (in any medium) which contain or embody Confidential Information. The MIB parameter
include that related to the function as below :

a. Change status of a ADSL port, reset ports.

b. Mornitor the specified status:

  port status (Idle , active, deactive) .

 ports rate.

 Attenuation.

 bit error rate.

c. Change line-profile (based on the exsiting line-profile in the database of DSLAM).

d. Gathering statistic the number of ADSL port of the DSLAM , number of active/deactive/ idle
ports.

e. Creating subscriber -> to assign and active port, to assign the profile simultaneously.

3. Mandatory Disclosure Exemption

Recipient may disclose Confidential Information in accordance with a judicial or other governmental
order, provided that Recipient either (i) gives Huawei representative reasonable notice prior to such
disclosure to allow Huawei having a reasonable opportunity to seek a protective order or equivalent, or (ii)
obtains written assurance from the applicable judicial or governmental entity that it will afford the
Confidential Information the highest level of protection under applicable law or regulation.

4. Remedies

Huawei and Recipient both agree that its obligations set forth in this Agreement are necessary and
reasonable in order to protect the disclosing party and its business. Both parties expressly agree that due to
the unique nature of Huawei's Confidential Information, monetary damages would be inadequate to
compensate Huawei for any breach by the Recipient of its covenants and agreements set forth in this
Agreement. Accordingly, Huawei and Recipient both agree and acknowledge that any such violation or
threatened violation shall cause irreparable injury to Huawei and that, in addition to any other remedies
that may be available, in law, in equity or otherwise, Huawei shall be entitled (a) to obtain injunctive relief
against the threatened breach of this Agreement or the continuation of any such breach by the Recipient,
without the necessity of proving actual damages, and (b) to be indemnified by the Recipient from any loss
or harm, including, without limitation, attorney's fees, arising out of or in connection with any breach or
enforcement of the Recipient's obligations under this Agreement or the unauthorized use or disclosure of
Huawei's Confidential Information.

5. No Rights Granted

All Confidential Information is and shall remain the property of Huawei. Nothing in this Agreement
shall be construed as granting any expressed or implied rights under any patent, copyright or other
intellectual property right of either party, nor shall this Agreement grant Recipient any express or implied
rights in or to Huawei's Confidential Information other than the limited right to review such Confidential
Information solely for the purpose of determining whether to enter into the relationship described as
above.

6. Risk announcement

For the MIB is the lower layer interface between the NMS and DSLAM ,some protocol just follow
Huawei Internal protocol ,any issue such as : synchronization between DSLAM and NMS ,ICT operate
confliction with HUAWEI N2000; Database lost from NMS ; NMS connection failed etc, which some
issues unexpected when the ICT (which program will be developed by VNPT Hanoi ) operate the DSLAM
will consider as abnormal ,Which don’t be included in the warranty . Huawei doesn’t have the obligation
to solve the related issues .That means any issues in DSLAM and BMS caused by the ICT system .Huawei
will not give the support to do the trouble shooting.

7. No Warranty
 All such Confidential Information is provided MIB document without warranty of any kind, and
VNPT Hanoi agrees that neither Huawei nor its suppliers shall be liable for any damages whatsoever
arising from or relating to VNPT Hanoi use or inability to operate related to such MIB. Huawei supply the
parameter/command-set, structure of these items a - e in the “Obligation to Maintain Confidentiality”
item above, Huawei support to explain each parameter of these opened MIB to VNPT hanoi : what is the
function and how to use it. Huawei corporate with VNPT hanoi to test these command-set to make sure
that it work well.

IN WITNESS WHEREOF, The parties hereto have executed this Agreement.

VNPT HANOI HUAWEI TECH. INVESTMENT CO.,
Limited

Signature_________________ Signature________________

Date_____________________ Date___________________