FOR EXCLUSIVE MARKETING OF LIVE SPORTS

This Agreement is being entered into on this 24^th day of March 1998 between Prasar Bharati, Doordarshan, Mandi House, Copernicus Marg, New Delhi 110 001 of the first part (Hereinafter "DD"), Stracon India Pvt Limited, A-1/120 Safdarjung Enclave, New Delhi 110 029 of the second part (Hereinafter "Stracon"), and Creative Eye Limited. 4A/6 Sangeeta Apartment, 1^st Floor, Juhu Tara Road, Santacruz, Mumbai-400 049 of the third part (Hereinafter "Creative") for setting out specific terms for acquiring the rights and exclusive marketing of live sports on DD network by the other parties (collectively "Alliance").

Doordarshan wishes to provide its viewers the telecast of all major international live sports held in India and overseas involving Indian teams and in this endeavor. Doordarshan wishes to operate jointly through a select set of it's accredited marketing agents who are specialized in acquiring Live Sports rights and also in marketing commercial time in live sports)

Now this document lists out the terms and conditions of such an understanding between Doordarshan and the Alliance.

1.TERM: The term of this agreement is 2 years from February 1, 1998.

2.EXCLUSIVITY: All parties to this agreement shall be working with mutual exclusivity. Alliance and its individual members will not engage in acquiring and marketing of live sporting events with any other competing channel and DD will not provide Live Sport carriage and marketing rights to any other party during the period of this agreement.

3.Additional Original Member: Nimbus Communications Limited. 101B Vidyanand, 107, ST Theresa Road, Bandra, Mumbai 400 050 (Hereinafter "Nimbus") has entered into an Agreement of cooperation and working jointly with the members of Alliance dated 11^th February, 1998 and will be entitled to be a founder member of the Alliance upon their becoming a signatory to this Agreement. This option will be available to Nimbus at their sole discretion until April 15, 1998. Upon signing this Agreement, Nimbus will be deemed as an original party to this contract.

4.GUARANTEE BY ALLIANCE: The Alliance guarantees to provide DD with Live Telecast rights of the following minimum number of events each calendar year during the period of this agreement:

5. GUARANTEE BY DOORDARSHAN: Doordarshan will provide the Alliance with the rights of World Cup Soccer 1998 and also will involve the alliance in bidding for the rights of ICC Knock Out tournament 1998 and World Cup Cricket 1999. The Alliance on behalf of Doordarshan will exclusively market these events.

6.INDIVIDUAL MEMBER RESPONSIBILITY: Each member of the Alliance will provide Doordarshan with proper rights documents of at least 3 years from the list of events of clause 3 of this document on or before May 15, 1998. Such document will be either a confirmed rights agreement or a irrevocable offer for rights from the original owner of the rights. First right of refusal for confirmed events in writing will also be considered as rights ownership. In case any member fails to provide such rights in their own capacity, the other members will be free to make good such rights from their own basket of rights holding.

Each member will be responsible for payment of rights fee inclusive of insurance cost, production cost, satellite feed cost and any tax for the events they acquire under this agreement.

7.MARKETING OF EVENTS: The final marketing arrangement will be worked out among the alliance members on a case to case basis and each member will have first right of refusal for marketing their own event.

8.NON COMPETE: Each party to this agreement undertakes not to compete with each other in acquiring rights for Live Sports and to consult each other in case of acquiring any new rights. Also DD will always have the first right to bid for any event and no member of Alliance will bid against DD. DD will be the sole arbitrator in case of any dispute in acquiring rights among the Alliance members.

9.EXISTING RELATIONSHIPS: All parties to this agreement acknowledge the following existing relationship for acquisition of rights and undertake that the rights of events made available through such relationships will be available for acquisition by the respective member of the Alliance against whose name such relationship is narrated:

10.COMMERCIAL TERMS: Specific commercial terms for the Alliance operating on behalf of DD will be decided on a case to case basis jointly by DD and the Alliance on a mutually profitable basis and specific written agreements shall be entered into between DD and the concerned individual member(s) of the alliance for the purpose. Such terms would always be focused on maximizing traffic on Doordarshan.

11.ADDITIONAL MEMBERS: Only upon concurrence by all signatories to this document, additional members could be inducted in the Alliance at such terms and conditions that may deem fit by the signatories.

12.DISQUALIFICATION: Any member who is at default with Doordarshan in fulfilling its commitment under this agreement will be liable for being disqualified from the membership of the Alliance at the sole discretion of Doordarshan in case of any member being in default, reasonable time as may be decided by DD will be given to them to rectify such default.

Doordarshan, at its sole discretion could advise the consortium to suspend any member of the Alliance from its activities if such member is in payment default with Doordarshan, has been involved in law suits against Doordarshan, in violation of non compete provision of this agreement or is unable to meet the financial commitments arising out of this agreement or in breach or violation of any other terms of this Agreement. The membership of suspended members will be reinstated automatically if such differences are resolved within three months from the date of suspension.

13.ARBITRATION: Any dispute that may arise between DD and the Alliance (or any individual member thereof) shall be initially settled in a spirit of conciliation between CEO of Prasar Bharati and respective representatives of the Alliance. In the event the parties are unable to arrive at a mutually acceptable settlement, the dispute shall be referred to arbitration to be held at New Delhi under the auspices of the International Center for Alternative Dispute Resolution, New Delhi. The arbitration proceedings shall be conducted in accordance with the rules of ICADR with the applicable law as the Arbitration and Reconciliation Act 1996. The decision of the Arbitrator shall be final and binding upon the parties thereto.

14.LIABILITY OF MEMBERS: The members of the Alliance shall jointly and severally be liable for any breach, non-performance or violation of any terms of this Agreement.

15.This agreement shall be final, binding and conclusive between the parties to this agreement.