Dodsal Resources FZCO - TPDC

Dodsal Resources FZCO Office No. 15512, 5th Floor, Building No. 15, P. O. Box: 261638, Jebel Ali Free Zone, United Arab Emirates

INVITATION TO TENDER Page 1 of 2

REF: RUVU BLOCK/05/19 DATE: 01.05.2019 To,

M/s Marriott Drilling Group Springwater House, Pilsley Road, Chesterfield S45 9BQ, United Kingdom Kind Attn: - Paul Jenner T +44 (0) 1246 861900 | M +44 (0) 7384 518205 Email [email protected]

Dear Sirs,

SUBJECT : DRILLING RIG SERVICES

ENQUIRY NO. RUVU BLOCK/05/19 INVITATION TO TENDER

1.0 This inquiry is being issued on behalf of our subsidiary Dodsal Hydrocarbons and Power (Tanzania) Pvt Ltd, a limited liability company registered in Tanzania hereinafter referred to as COMPANY, that intends to execute the Work of onshore drilling for exploration and development of the Ruvu Block in Tanzania. COMPANY accordingly wishes to appoint a highly experienced CONTRACTOR to provide DRILLING RIG SERVICES (“WORK”) in accordance with the terms and conditions of this Tender.

2.0 The Enquiry Package comprises the following:

Invitation to Tender

Instructions to Tenderers

Form of Agreement comprising:

Articles of AGREEMENT

EXHIBIT A – WORK Description

EXHIBIT B – WORK Execution Manual

EXHIBIT C – WORK Packages

Any Tender Bulletin or Tender Clarification issued prior to the submission of Priced Bid.

3.0 Capitalised terms used herein shall have the meaning as ascribed to them in Article 1 of the Form of AGREEMENT.

4.0 The Enquiry Package is being issued through email from the office of :

Dr. Jogendra Sahu, Exploration Director Dodsal Resources FZCO C/o Dodsal Engineering and Construciton Pte. Ltd. 25th Floor, UBORA Tower, Business Bay, Po. Box. 8034 Dubai, UAE

http://marriottdrilling.com/

DRILLING RIG SERVICES ENQUIRY NO. RUVU BLOCK/05/19

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Dodsal Hydrocarbons and Power (Tanzania)

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INSTRUCTIONS TO TENDERERS Page 1 of 17

INSTRUCTIONS TO TENDERERS

REVISION DESCRIPTION

0 Issued for Enquiry Package


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CONTENTS

1. INTRODUCTION .......................................................................................................... 4 1.1 General ............................................................................................................. 4 1.2 Schedule for Execution ...................................... Error! Bookmark not defined. 1.3 Definitions used in Instructions to Tenderers ..................................................... 4 1.4 Enquiry Package Content ................................................................................. 4 1.5 Compliance with COMPANY’s Instructions ....................................................... 4 1.6 Form of AGREEMENT ...................................................................................... 4

2. GENERAL CONDITIONS OF TENDER ....................................................................... 5 2.1 Acknowledgement to Tender............................................................................. 5 2.2 Declination to Tender ........................................................................................ 5 2.3 Confidentiality of Documents ............................................................................ 5 2.4 Communications ............................................................................................... 5 2.5 Clarification Requests by Tenderer ................................................................... 6 2.6 Tender Bulletins/Tender Clarifications Issued by COMPANY ............................ 6 2.7 Examination of Enquiry Package and Explanation to Tenderers ....................... 7 2.8 Exceptions / Qualifications / Clarifications ......................................................... 7 2.9 SITE Inspection and Conditions ........................................................................ 7 2.10 Sufficiency of Tender ........................................................................................ 8 2.11 Tender Closing Date and Validity ...................................................................... 8 2.12 Number of Copies ............................................................................................. 8 2.13 Submission Address ......................................................................................... 9 2.14 Alterations to Tender Documents .................................................................... 10 2.15 Modifications to Tender ................................................................................... 10 2.16 Applicable Language ...................................................................................... 10

2.17 Local Laws and Resources …………………………………………………………

2.18 Negotiation with Local Authorities ………………………………………………… 2.19 Cost of Tendering …………………………………………………………………… 2.20 COMPANY's Rights ………………………………………………………………… 2.21 Discrepancies in amounts …………………………………………………………. 2.22 Discounts ……………………………………………………………………………. 2.23 Letter of Award ……………………………………………………………………… 2.24 Finalisation of AGREEMENT ……………………………………………………… 2.25 Code of Conduct ……………………………………………………………………. 2.26 Regret Letters to Unsuccessful Tenders …………………………………………

3. COMMERCIAL REQUIREMENTS ............................................................................. 11 3.1 Currency of Tender ......................................................................................... 11 3.2 Fixed Rates ..................................................................................................... 11 3.3 Pricing of Tender............................................................................................. 12 3.4 Local Regulatory Bodies ................................................................................. 12

4. NOT USED ...................................................... ERROR! BOOKMARK NOT DEFINED.

5. GENERAL TENDER SUBMISSION REQUIREMENTS .............................................. 12

6. STRUCTURE AND CONTENT OF TECHNICAL TENDER ........................................ 13 6.1 Covering Letter ............................................................................................... 13 6.2 TENDER CHECK LIST ................................................................................... 13 6.3 NOT USED ........................................................ Error! Bookmark not defined.


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6.4 Exceptions/Qualifications/Clarifications ........................................................... 13 6.5 PROJECT Execution ...................................................................................... 13 6.6 Project Organization ....................................................................................... 14 6.7 Key Personnel ................................................................................................ 14 6.8 Project Control ................................................... Error! Bookmark not defined. 6.9 Vendors ............................................................. Error! Bookmark not defined. 6.10 Subcontractors ................................................... Error! Bookmark not defined. 6.11 HSE Management ........................................................................................... 14 6.12 Quality Management ....................................................................................... 15 6.13 Electronic Copy .................................................. Error! Bookmark not defined.

7. STRUCTURE AND CONTENT OF THE UNPRICED COMMERCIAL TENDER ......... 15 7.1 Covering Letter ............................................................................................... 15 7.2 Tender Check List ........................................................................................... 15 7.3 Form of Tender ............................................................................................... 15 7.4 Not Used ........................................................... Error! Bookmark not defined. 7.5 Authorised Signature ...................................................................................... 15 7.6 Exceptions/Qualifications/Clarifications ........................................................... 16 7.7 Power of Attorney ........................................................................................... 16 7.8 Not Used ........................................................... Error! Bookmark not defined. 7.9 Official Registration Documents ...................................................................... 16 7.10 Parent Company Guarantee ........................................................................... 16 7.11 Electronic Copy ............................................................................................... 17

8. STRUCTURE AND CONTENT OF PRICED COMMERCIAL TENDER ...................... 17 8.1 Covering Letter ............................................................................................... 17 8.2 Tender Check List ........................................................................................... 17 8.3 Form of Tender ............................................................................................... 17 8.4 Pricing Schedule ............................................................................................. 17 8.5 Value Engineering Options ................................ Error! Bookmark not defined. 8.6 Electronic Copy ............................................................................................... 17

APPENDICES

APPENDIX 1 – ACKNOWLEDGEMENT LETTER

APPENDIX 2 – FORM OF TENDER

APPENDIX 3 – NOT USED





APPENDIX 8 – PROPOSED EXCEPTIONS/QUALIFICATIONS/CLARIFICATIONS

APPENDIX 9 – TENDER CHECKLIST

APPENDIX 10 – FORMAT OF LETTER OF AWARD

APPENDIX 11 – FINALISATION OF AGREEMENT


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1. INTRODUCTION

1.1 General

Bidders are invited to submit this Tender, in competition, for the execution of Work OF ONSHORE WELL DRILLING and ASSOCIATED SERVICES, in strict compliance to the Enquiry Package.

1.2 Time Period

COMPANY intends to award the subject Tender by 31st May 2019. Time being of the essence in this Tender, the rig should be mobilized duly assembled and inspected at site, ready for spudding within 45 days from the Letter of Award date. Tenderer shall submit detailed schedule for mobilization of the complete rig services including but not limited to the requisite personnel, camp facilities and all related equipment and the spudding plan, along with Unpriced Technical Bid.

1.3 Definitions

Capitalized terms used herein shall have the meaning as ascribed to them in Article 1 of the ARTICLES or separately defined elsewhere.

1.4 Enquiry Package Content

In these Instructions to Tenderers, reference to the Enquiry Package shall mean:

Invitation to Tender. Instructions to Tenderers and associated Appendices. Form of AGREEMENT comprising the Articles and the EXHIBITS. Any Tender Bulletin or Tender Clarification issued prior to the submission of the

Commercial Priced Bid.

1.5 Compliance with COMPANY’s Instructions

Tenderer is advised that its Tender is in competition with others. The Enquiry Package has been compiled to provide equal opportunity for all Tenderers. The Tenderer should therefore submit its Tender and complete all documents according to all instructions given. Non-compliance with the requirements of the Enquiry Package may result in the submitted Tender not being considered without any obligation on the part of the COMPANY to provide any reason for such rejection.

1.6 Form of AGREEMENT

The Form of AGREEMENT to be entered into between COMPANY and the successful Tenderer shall comprise of the following documents:

Articles EXHIBITS


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The finalization of AGREEMENT shall be as per the Process mentioned in Appendix-11.

2. GENERAL CONDITIONS OF TENDER

2.1 Acknowledgement to Tender

As required by the Invitation to Tender, Tenderer shall complete and promptly return within three (3) working days of receipt of the Enquiry Package, the Acknowledgement Letter confirming whether or not it will be submitting a Tender in accordance with the Proforma contained in Appendix-1.

If the Tender is to be made from another office of the Tendere, Tenderer must advise COMPANY immediately by facsimile and have its quoting office return the Acknowledgement Letter.

The Acknowledgement Letter shall be sent initially via facsimile with the original following via courier.

2.2 Declination to Tender

If at any time during the Tender preparation period, Tenderer decides to decline to submit a Tender then it shall so advise COMPANY in writing.

2.3 Confidentiality of Documents

Tenderer shall treat the Enquiry Package and contents as private and confidential and shall ensure that dissemination of the information and data is limited to a need to know basis.

2.4 Communications

All queries or communications regarding the Enquiry Package shall be by email and followed by courier, addressed as follows:

Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD

Attention: Dr. Jogendra Sahu, Exploration Director / Mr. Rodger Littlechild, Drilling Manager Dodsal Resources FZCO, Dodsal E&C Pte. Ltd. 25th Floor UBORA Tower, Business Bay, Po. Box. 8034 In addition to the hard copy, soft copy (in native editable word format) of all queries, clarifications and communications must be sent to the following Email IDs:

[email protected]

[email protected]

xxxx-ITT-APP-01.docx

mailto:[email protected]

mailto:[email protected]


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All technical queries shall be submitted by the Tenderer duly numbered (TQ-1, TQ-2, TQ-3, etc.). Any other informal query received from the tenderer shall not be entertained by the COMPANY.

All communications from COMPANY shall be issued in the form of Tender Bulletin (TB-1, TB-2, TB-3, etc.) or Tender Clarifications (TC-1, TC-2, TC-3, etc.) by either Dr. Jogendra Sahu or Mr. Roger Littlechild. Any other communication issued from COMPANY’s other personnel shall be null and void.

2.5 Clarification Requests by Tenderer

Tenderer may request clarifications in relation to the Invitation to the Tender and the Enquiry Package at any time up to three (3) calendar days prior to the closing date for the Technical & Unpriced Commercial Tender.

All queries from Tenderers must be in writing or confirmed in writing if verbally raised, e.g. tele/video conference. Tenderers shall not rely on any information given by COMPANY verbally unless it is subsequently confirmed in writing as part of a Tender Bulletin or Tender Clarification.

Tenderer shall preferably submit its queries/questions in a consolidated manner and on a topic or discipline basis. COMPANY may at its sole discretion, circulate the clarifications received from Tenderers during the bidding period and responses given without disclosing the identity of the Tenderer via means of either a Tender Bulletin or a Tender Clarification to all Tenderers.

2.6 Tender Bulletins/Tender Clarifications Issued by COMPANY

COMPANY may at any stage during the Tender period issue amendments and clarifications to the Enquiry Package in the form of Tender Bulletins and or Tender Clarifications.

1. For Tender Bulletins and Tender Clarifications issued prior to receipt of both the Technical & Unpriced Commercial Tender and the Priced Commercial Tender by COMPANY, Tenderer shall acknowledge receipt and confirm that the contents will be considered in their subsequent submission(s).

2. For Tender Bulletins and Tender Clarifications issued subsequent to the receipt of Technical & Unpriced Commercial Tender, Tenderer shall acknowledge receipt and confirm compliance with same. Any price impact associated with same shall be included in the Priced Commercial Tender.

3. For Tender Bulletins and Tender Clarifications issued subsequent to the receipt of Priced Commercial Tenders, Tenderer shall acknowledge receipt and confirm compliance and advise if there is or is not any impact on their previous submission(s). Any impact on previously submitted Priced Commercial Tenders must be submitted only upon specific request from COMPANY in writing and on or before a date to be advised by COMPANY.

4. In respect of item 2 and 3 above, please note that, in the event no response is received from the Tenderer on the Tender Bulletins/Tender Clarifications by the due


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date mentioned therein or within seven days from the date of issuance of Tender Bulletins/Tender Clarifications, whichever is earlier, Tenderer is deemed to be in full compliance with the said Tender Bulletins/Tender Clarifications.

2.7 Examination of Enquiry Package and Explanation to Tenderers

Tenderer is responsible for examining with appropriate care the complete Enquiry Package including all Tender Bulletins and Tender Clarifications and failure to do so will be at the sole risk of Tenderer. In the event the Enquiry Package is issued in electronic form only, COMPANY shall also provide the list of electronic files included in the Enquiry Package (Email) for Tenderer verification purposes.

Should the Tenderer find conflicts, errors, discrepancies in or omissions from the Enquiry Package, or should their intent or meaning appear unclear or ambiguous, or should any other question arise relative to the Enquiry Package, the Tenderer should notify COMPANY of such in writing.

The Tenderer making such notification shall be solely responsible for its timely receipt by COMPANY. COMPANY’s responses to such notifications will be made either in the form of Tender Bulletins and/or Tender Clarifications to the Enquiry Package.

Notwithstanding the above, Tenderer shall continue to remain responsible for conflicts, errors, discrepancies in or omissions, if any remaining, in the Enquiry Package.

2.8 Exceptions / Qualifications / Clarifications

COMPANY intends that Tenderer shall submit its Tender in strict accordance with the terms and conditions of the Enquiry Package. COMPANY wishes the Tender to be made without exceptions / qualifications / clarifications.

Notwithstanding the above, where Tenderer feels unable to comply with the requirements, Tenderer shall include all its proposed exceptions / qualifications / clarifications to COMPANY requirements, both technical and commercial in accordance with the format enclosed as Appendix 8 hereto. Any exception / qualification / clarification, which is not included in this Appendix 8, shall be deemed withdrawn. Tenderer shall note that COMPANY reserves the right not to consider any of the proposed exceptions / qualifications / clarifications, and to reject any Tender that is qualified in any manner without assigning any reasons.

2.9 SITE Inspection and Conditions

In addition to its examination of the Enquiry Package, each prospective Tenderer shall make whatever other arrangements are necessary to become fully informed regarding all existing and expected conditions and matters which might in any way affect the cost or the performance of the WORK.

The Tenderer may conduct SITE visit at its own cost as deemed necessary by it. COMPANY will provide reasonable support and information for coordinating such SITE Any failure to fully investigate the SITE or the foregoing conditions however shall not relieve the Tenderer from responsibility for estimating properly the difficulty or cost of successfully performing any WORK.


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2.10 Sufficiency of Tender

Although the details presented in the Enquiry Package have been compiled with all reasonable care, it is the Tenderer's responsibility to ensure that the information provided is adequate and clearly understood.

Tenderer shall be responsible for obtaining and verifying all necessary data and information.

Tenderer shall make its own interpretation of any and all information provided in the Enquiry Package. COMPANY shall not be responsible for the accuracy or completeness of such information and/or interpretation unless specifically mentioned otherwise by COMPANY for such information.

Any failure or neglect to carry out these verifications and investigations shall not absolve the Tenderer from any of its obligations under the requirements of the Enquiry Package or any AGREEMENT subsequently executed

Tenderer is responsible for informing itself with respect to all conditions which might in any way affect the cost or the performance of the WORK. Failure to do so will be at the sole risk of the Tenderer.

No relief or consideration will be given for errors and omissions contained within the Tender.

2.11 Tender Closing Date and Validity

The Technical & Unpriced Commercial Tender and Priced Commercial Tender must be submitted in separate sealed packages, and delivered no later than the respective dates and times stipulated in the Invitation to Tender.

COMPANY reserves the absolute right not to consider any Tender received after the Tender closing date and time.

Tenders shall be valid for acceptance by COMPANY for a period of Ninety (90) days from the due date of submission of the Priced Commercial Tender.

2.12 Number of Copies

2.12.1 Package “A”: Sealed Technical & Unpriced Commercial Tender

This Package shall be submitted in one (1) original and two (2) copies, clearly marked “ORIGINAL”, “COPY-1” and “COPY-2” respectively, and delivered in separate sealed envelopes/packages. In the event of any conflict between the original and any of the copies, the original shall prevail.

The original shall be accompanied by one set of Email containing all the submission information in native software format. Copy of Certificates and signed forms only may be submitted in PDF format. In the event of conflict between the original hard copy and the Email, the original hard copy version shall prevail.


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2.12.2 Package “B”: Sealed Priced Commercial Tender

This Package shall be submitted in one (1) original only along with the soft copy on a Flash Drive and delivered in one sealed envelope/package.

In the event of conflict between the original hard copy and the soft copy, the original hard copy version shall prevail.

2.13 Submission Address

2.13.1 Package “A”: Sealed Technical & Unpriced Commercial Tender

Package “A” shall be delivered in one (or more) sealed envelopes/packages, addressed and marked as follows:

To: Mohammed Sahoo AlSuwaidi, Managing Director, Dodsal Hydrocarbons (Exploration & Production) Dodsal Resources FZCO, C/o Dodsal Engineering and Construction Pte. Ltd. 25th Floor UBORA Tower, Business Bay, Po. Box. 8034 Dubai, UAE Sealed Tender – Confidential Package “A” - Technical & Unpriced Commercial Tender Tender No. : Tender Title : Tender Closing Date: Tenderer’s Name:

2.13.2 Package “B”: Sealed Priced Commercial Tender Package “B” shall be delivered in one sealed envelope/package, addressed and marked as follows:

To: Mohammed Sahoo AlSuwaidi, Managing Director, Dodsal hydrocarbons (Exploration & Production) Dodsal Resources FZCO,

C/o Dodsal Engineering and Construction Pte. Ltd.

25th Floor UBORA Tower, Business Bay, Po. Box. 8034

Dubai, UAE Sealed Tender – Confidential Package “B” - Priced Commercial Tender Tender No. : Tender Title : Tender Closing Date : Tenderer’s Name:

2.13.3 Sealed Tender Requirements Tenderer must ensure that each envelope/package is securely packed and wax sealed to


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avoid inadvertent opening or damage in transit.

2.14 Alterations to Tender Documents

The Tender shall contain no alterations or erasures without said alterations or erasures being written in red ink, formally explained and signed and sealed with Tenderer's Company stamp.

2.15 Modifications to Tender

Unsolicited modifications to either the Technical & Unpriced Commercial Tender or the Priced Commercial Tender at any stage during the evaluation period will not be considered and may result in rejection of the Tender.

2.16 Applicable Language

The Tender and all correspondence incidental to and concerning the Enquiry Package shall be in the English Language.

2.17 Local Laws and Resources

In compiling its Tender, Tenderer shall give due consideration to the use of local materials, services, personnel and labour and shall inform itself of all TANZANIA statutory or other regulations relating to local resources and services.

2.18 Negotiation with Local Authorities Tenderer shall not under any circumstances enter into negotiations with any Governmental authority or agency to develop acceptance of any variations or revisions to the laws of TANZANIA relating to or affecting the PROJECT.

2.19 Cost of Tendering All direct and indirect costs incurred by Tenderer in preparation and submission of the Tender, including costs associated with attending clarification meetings and SITE Visits shall be to Tenderer's own account, irrespective of the ultimate result of the tendering process including without limitation the annulment of the tendering process by COMPANY.

2.20 COMPANY’s Rights

COMPANY reserves the right to accept a Tender other than the lowest and to accept or reject any Tender in whole or part, or to reject all Tenders with or without notice or reasons and if no Tender is accepted, to abandon the WORK or to have the WORK performed in such other manner as COMPANY may elect.

2.21 Discrepancies in amounts

Discrepancies in amounts shall be corrected in the following manner:

In the event of a discrepancy between the amounts in words and figures, the lower of amount stated in words and figures shall prevail.


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2.22 Discounts

Tenderers are strongly advised to submit their best prices in the first instance, as COMPANY does not encourage re-bidding or negotiations. Discounts, if any, shall be merged into the quoted prices. COMPANY shall be at liberty not to consider, for the purposes of evaluation, any discount that is indicated separately, but to avail itself of the same if Tenderer is successful and distribute it on a pro rata basis to all the elements of the quoted PRICE.

2.23 Letter of Award

COMPANY shall issue a letter of award, as per the typical format included at Appendix 10, to the successful Tenderer confirming the award of the Tender.

2.24 Finalization of Agreement

Subsequent to issuance of Letter of Award, COMPANY shall finalize the formal AGREEMENT with the successful Tenderer as per the process specified in Appendix 11.

2.25 Code of Conduct

TENDERER shall, at all times, comply with the “Code of Conduct for Service Provider” included in EXHIBIT B.11.

TENDERER shall take all precautions and necessary actions to ensure that its employees, agents and all other entities associated or to be associated with the PROJECT including potential SUBCONTRACTORS and VENDORS are complying with “Code of Conduct for Service Provider” included in EXHIBIT-B.11. Accordingly, all applicable documents to be prepared by TENDERER for the PROJECT shall include necessary guidelines and conditions to ensure compliance with this effect.

2.26 Regret Letters to Unsuccessful Tenderers COMPANY shall issue the regret letter to unsuccessful TENDERER(S) for informing and releasing their Tender Security upon receipt of Performance Bank Guarantee from successful TENDERER.

3. COMMERCIAL REQUIREMENTS

3.1 Currency of Tender

All prices and rates set forth in Tenderer's offer shall be in United States Dollars (US$).

3.2 Fixed Rates

The prices and rates quoted by Tenderer shall be firm and fixed for the duration of the AGREEMENT.


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3.3 Pricing of Tender

3.3.1 AGREEMENT PRICE

The AGREEMENT PRICE shall comprise the following:

Fixed price for Initial Mobilization, Inter-well Move and Final Demobilization. Day Rates for Well Drilling

3.3.2 Schedule of Unit Rates

Tenderer is to provide a Schedule of Unit Rates as set out in EXHIBIT A.4 to allow COMPANY to have a means of arriving at agreed prices for VARIATIONS.

3.4 Local Regulatory Bodies

Tenderer shall be fully aware of the latest requirements of all the local regulatory bodies and shall include within the AGREEMENT PRICE for all technical, commercial and financial effects of conforming with the requirements of all such local regulatory bodies having any impact whatsoever on the performance of the WORK and these effects shall be Tenderer’s entire and sole responsibility.

Tenderer is instructed that it must contact the local regulatory bodies to establish the existing rates of plant, equipment and transport to ensure that its Priced Commercial Tender fully reflects the current and anticipated pricing levels. Tenderer is reminded that they may have obligations in respect of the hire of certain items.

4. NOT USED

5. GENERAL TENDER SUBMISSION REQUIREMENTS

Tenderer is advised that COMPANY intends to fully evaluate all tender submissions i.e. Package-A: Technical & Unpriced Commercial Tender and Package-B: Priced Commercial Tender.

It is therefore important that Tenderer fully demonstrates in its Tender submissions its understanding of the nature and complexity of the WORK and gives COMPANY a high level of confidence that it has sufficient and suitably qualified resources and that Tenderer will be able to perform the WORK within the programme and meet all the other requirements listed in the Enquiry Package.

Tenderer’s Technical & Unpriced Commercial Tender (Package-A) shall be submitted into separate Volumes as follows:

Technical Tender, and

Unpriced Commercial Tender.

Within the above tender submissions, the information shall be presented in the order in which it is listed hereunder and shall be referenced by the corresponding number against each item herein. Tenderer is required to preface each of its replies with the question being responded to. Tenderer’s attention is drawn to the fact that all such information shall interface and comply with the requirements contained in the proposed


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Form of AGREEMENT.

Tenderer is reminded that the contents of its Technical & Unpriced Commercial Tender will be treated primarily for the purposes of information and evaluation. The Form of AGREEMENT will be modified only to the extent of exceptions / qualifications / clarifications that are agreed by COMPANY in writing or to incorporate information furnished by Tenderer that has been specifically requested and accepted by COMPANY for inclusion in specified EXHIBITS of the Form of AGREEMENT.

6. STRUCTURE AND CONTENT OF TECHNICAL TENDER

6.1 Covering Letter

Tenderer shall include a covering letter to its Technical Tender.

6.2 TENDER CHECK LIST

Tenderer shall include the duly ticked Check List for its Technical Tender as per Appendix-9.

6.3 Exceptions/Qualifications/Clarifications

Tenderer shall submit as part of the Technical Tender, Part-B of Appendix 8, which shall include exceptions / qualifications / clarifications to EXHIBIT C. Any exception / qualification / clarification, which is not included in this Appendix 8, shall be deemed withdrawn.

Tenderer shall note that COMPANY reserves the right not to consider any of the proposed exceptions / qualifications / clarifications. In such an event if Tenderer does not withdraw its proposed exceptions / qualifications / clarifications as requested by COMPANY, such Tender may be rejected by COMPANY without assigning any reasons.

6.4 PROJECT Execution

Tenderer shall provide a detailed WORK Execution Strategy reflecting its approach to satisfying all obligations and responsibilities as set forth in the AGREEMENT, in separate sections as follows:

6.4.1 Drilling Rig Specifications

Tenderer shall provide Specifications of the proposed Drilling Unit taking into the considerations minimum requirements specified in Attachment – 2 of Exhibit-C. These details, duly updated based on the agreed clarifications thereafter, shall form part of AGREEMENT.

6.4.2 HSE

Tenderer shall provide an outline of HSE Strategy for the WORK in line with COMPANY requirements with proposed HSE objectives and targets. Tenderer shall submit the PROJECT specific HSE Plan as mentioned in item 6.7 below.

6.4.3 Quality Assurance / Control

Tenderer shall provide an outline QA/QC Strategy and preliminary Quality Plan for the PROJECT in line with COMPANY requirements (EXHIBIT B.06).


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Tenderer shall provide the following:

1. Evidence from a recognized Accreditation Body of Quality System Certification or a recent compliance audit report.

6.5 Project Organization

Tenderer shall describe its Organisation Structure to support its PROJECT Execution Strategy for the required scope of WORK at all locations, where the WORK is to be carried out, during all phases of the PROJECT. Tenderer shall provide an Organisation Chart to identify key management and support personnel. Tenderer shall clearly identify which personnel are full time and those, which are part-time in the proposed Organisation. Tenderer shall submit proposed personnel list as per the form provided in EXHIBIT-C (Attachment 6).

6.6 Key Personnel

Tenderer shall submit a resume and shall name the individual that the Tenderer proposes for each of the following key positions.

Rig Superintendent Senior Tool Pusher Night Pusher HSE Supervisor

Alternative candidates shall be proposed for each position.

Typical job descriptions shall be provided for each position showing level of authority and responsibilities.

6.7 HSE Management

Tenderer shall provide following documents for COMPANY’s review:

Copy of its RIG HSE case. a copy of its HSE management system Tenderer shall specify its capabilities, resources and plans to execute the HSE scope

of WORK to the requirements set forth in the Enquiry Package. Tenderer shall provide an organization chart showing the relationship of its proposed

HSE staff.

In addition to submission of PROJECT specific HSE Plan as mentioned above, Tenderer shall separately provide the following details:

Describe how its Environmental Management System (EMS) contains all of the elements to meet the requirements of ISO 14001 standards.

Standard HSE employee handbook(s) for office and SITE based activities. Following information, exactly as stated, for the three most recent years:

Tenderer to provide HSE Information for Most Recent 3 Years

2016 2017 2018


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2016 2017 2018

Number of first aid cases

Number of lost time incidents

Number of fatalities

Number of environmental incidents*

Number of work hours

* NOTE: Incident shall include any spills or discharges that required reporting to any government body or violation of any permit or consent decree violations.

6.8 Quality Management

Tenderer shall either be certified to or shall satisfy the essential requirements of ISO 9001: 2008 - Quality Management Systems - Requirements. COMPANY’s requirements in respect of Total Quality Management of the PROJECT are detailed in EXHIBIT B.6.

The following items are required to be submitted:

1. Evidence from a recognized Accreditation Body of Quality System Certification.

2. A copy of the Tenderer’s Quality Manual.

3. A provisional PROJECT specific Quality Plan or a copy of previous typical Quality Plan of similar PROJECT.

4. Details of its proposed QA/QC organization.

7. STRUCTURE AND CONTENT OF THE UNPRICED COMMERCIAL TENDER

7.1 Covering Letter

The covering letter shall include details of the single point of contact for the Tender.


Tenderer shall include the duly ticked Check List for its Unpriced Commercial Tender as per Appendix-11.

7.3 Form of Tender

Tenderer shall submit the Form of Tender (for Package-A) as per Appendix-2 to these Instructions to Tenderers.

7.4 NOT USED

7.5 Authorized Signature

The Tender shall show the full legal name of the tendering entity and business address of the Tenderer, and shall be signed by the usual signature of the person authorized to bind the Tenderer and shall be duly witnessed and dated.

The Tender shall be signed either by the Tenderer personally or by its Attorney. If the Tenderer is a company, then the signatory on its behalf shall prove that it is authorized by


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such company and is vested with the relevant legal power. In the case of an Attorney, a Power of Attorney authorizing the required power shall be annexed to the Tender. In all cases, such Power of Attorney or other requisite authority shall be duly certified by the Notary Public in TANZANIA or by concerned TANZANIA Embassy in the event Power of Attorney is to be certified outside TANZANIA.

Tenderers shall apply their Company stamp on all the pages of their Tender, and initial and endorse with their Company stamp all pages that contain prices, alterations and signatures.

7.6 Exceptions/Qualifications/Clarifications

Tenderer shall submit Part-A and Part-B of Appendix 8 which shall include all its technical and unpriced commercial exceptions / qualifications / clarifications to the Enquiry Package. Any exception / qualification / clarification, which is not included in this Section 7.6 of Unpriced Commercial Tender, shall be deemed withdrawn.

Tenderer shall note that COMPANY reserves the right not to consider any of the proposed exceptions / qualifications / clarifications. In such an event if Tenderer does not withdraw its proposed exceptions / qualifications / clarifications as requested by COMPANY, such Tender may be rejected by COMPANY without assigning any reasons.

7.7 Power of Attorney

Tenderer shall submit, a copy, certified as true and accurate by an authorized officer of the Tenderer, of a Power of Attorney signed on behalf of the Tenderer and duly notarized by the Notary Public of TANZANIA, authorizing a named individual or individuals to sign the Form of Tender and AGREEMENT and all other documents related thereto on behalf of the Tenderer or by concerned TANZANIA Embassy in the event Power of Attorney is to be certified outside TANZANIA.

In the event of a Joint Venture submission, the JV Agreement must specify the duly authorized Power of Attorney(ies).

7.8 Not Used

7.9 Official Registration Documents

Tenderer shall ensure that it is duly registered with TANZANIA Government and shall submit copies of said registrations.

7.10 Parent Company Guarantee

The successful Tenderer shall be required to submit a Parent Company Guarantee after award in the format as set out in EXHIBIT A.2. However, Tenderer shall confirm the name of its Parent Company along with this tender.

Tenderer shall provide details of its Parent Company along with audited annual reports of the proposed Parent Company(ies) for the last three (3) years.


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7.11 Electronic Copy

The original Unpriced Commercial Tender shall be accompanied by one set of Email containing all the submission information in native software format. Copy of Certificates and signed forms may be submitted in pdf format. In the event of conflict between the original hard copy and the Email, the original hard copy version shall prevail.

8. STRUCTURE AND CONTENT OF PRICED COMMERCIAL TENDER

8.1 Covering Letter

Tenderer to include the covering letter for its Priced Commercial Tender


Tenderer shall include the duly ticked Check List for its Priced Commercial Tender as per Appendix-9.

8.3 Form of Tender

Tenderer shall submit the Form of Tender (for Package-B) as per Appendix-2 to these Instructions to Tenderers. The Form of Tender for the Priced Commercial Tender shall be signed by the same authorized signatory who has signed the Form of Tender for the Technical & Unpriced Commercial Tender.

8.4 Pricing Schedule

Tenderer shall submit an original of EXHIBIT A.4 “AGREEMENT PRICE, Invoicing & Payment and Rates for Variations” fully priced and completed in all respects.

8.5 Electronic Copy

The “original” Priced Commercial Tender shall be accompanied by a flash drive containing all the above information submitted in native software format. In the event of conflict between the original hard copy and the soft copy, the original hard copy version shall prevail.


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APPENDIX-01 PAGE 1 OF 2


APPENDIX 1

ACKNOWLEDGMENT LETTER




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ACKNOWLEDGEMENT LETTER

(TO BE TYPED ON TENDERER’S LETTERHEAD PAPER) Dodsal Resources FZCO Dodsal E&C Pte. Ltd. 25th Floor UBORA Tower, Business Bay, Po. Box. 8034 Dubai, UAE Phone: +971 50 241 4070 Attention: Dr. Jogendra Sahu, Exploration Director / Mr. Roger Littlechild Dear Sir,

SUBJECT :ONSHORE DRILLING RIG SERVICES

ENQUIRY NO. RUVU BLOCK/05-19 FOR DRILLING RIG SERVICES INVITATION TO TENDER

We acknowledge receipt of your Invitation to Tender dated ……………….. and understand that the Enquiry Package received remains the property of COMPANY. We have indicated below our intentions with respect to this Invitation to Tender. a) * We intend to tender as requested and advise the following details with respect to our

tendering office: i) Postal address ii) Street address iii) Telephone number iv) Fax number v) E-Mail Address vi) Name of Nominated Contact Person and Title b) * We decline your invitation and hereby return the Enquiry Package.

The reasons for declining to tender are: Company Name : Signature : Date : Name : Title :

* Select either (a) or (b).


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APPENDIX 2

FORM OF TENDER




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FORM OF TENDER (TO BE SUBMITTED WITH PACKAGE- A: TECHNICAL & UNPRICED COMMERCIAL TENDER)

(TO BE TYPED ON TENDERER’S LETTERHEAD PAPER)

Dodsal Resources FZCO C/o Dodsal E&C Pte. Ltd. 25th Floor UBORA Tower, Business Bay, Po. Box. 8034 Dubai, UAE Phone: +971 50 241 4070

Dear Sirs,


ENQUIRY NO. RUVU BLOCK/05/09 DRILLING RIG SERVICES

PACKAGE-A: TECHNICAL & UNPRICED COMMERCIAL TENDER 1. Having examined the documents referred to in the Enquiry Package for the execution of

the above WORK, we have pleasure in submitting our Technical and Unpriced

Commercial Tender (Package-A) against the subject Enquiry.

2. We undertake to complete the WORK in accordance with and within the time stated in Appendix-4 of the Enquiry Package.

3. We confirm that we have taken into account in our Tender the following Tender Bulletins / Tender Clarifications issued by you during the Tender period:(refer Note 1)

Tender Bulletins No.1 to ---------

Tender Clarifications No. 1 to --------

4. We confirm that:(refer Note 2)

(a) Our Tender is in exact accordance with the Enquiry Package with no exceptions.

OR

(b) Our Tender is in exact accordance with the Enquiry Package with the sole exception of

the exceptions/qualifications/clarifications included in Section -------------------(refer Note 3) of

Unpriced Commercial Tender. We acknowledge that any

exceptions/qualifications/clarifications to the Enquiry Package, which are not included in

aforementioned section, are hereby expressly withdrawn.

5. We certify that the information submitted by us as part of our Tender is complete and accurate in all respects.

6. If we are in default you shall have the right to invoke the Tender Security.

7. We acknowledge that you are not obliged to accept the lowest Tender, any Tender or our Tender, and may at any time reject our Tender at your sole discretion.

8. This Tender shall remain valid and open for acceptance for a period of ninety (90) days from the date fixed for submission of the Priced Commercial Tenders.


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9. We acknowledge that this Tender may be amended following negotiations between us and that this Tender, as amended, is capable of being accepted by you.

10. We agree to bear all costs incurred by us in connection with preparation and submission of this Tender whether or not successful, and to bear any further costs incurred by us prior to award of this WORK.

11. If we receive a Letter of Award from you, we undertake to commence the WORK upon the EFFECTIVE DATE as specified in the Letter of Award.

12. Capitalised terms used herein shall have the meaning as ascribed to them in Article 1 of the Articles or elsewhere defined in the Enquiry Package.

Dated this ________________ day of _______________ Yours faithfully,

Signature _________________________________________________________ Signed by (Print Name) _______________________________________________ in the capacity of (Print Title) ___________________________________________ duly authorised to sign Tenders for and on behalf of (Print Tenderer’s Name) in the presence of: Signature _________________________________________________________ Signed by (Print Name) _______________________________________________ in the capacity of (Print Title) ___________________________________________ Address __________________________________________________________

Notes: (1) Tenderer to insert the total number of Tender Bulletins/Tender Clarifications issued by

COMPANY, as applicable, and initial the insertion. (2) Tenderer to delete 4(a) or 4(b) as appropriate and initial the deletion. (3) Tenderer to mention only one applicable section where all of its exceptions / clarifications /

qualifications are included in the Unpriced Commercial Tender.


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FORM OF TENDER (TO BE SUBMITTED WITH PACKAGE-B: PRICED COMMERCIAL TENDER)

(TO BE TYPED ON TENDERER’S LETTERHEAD PAPER)

Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD P. O. Box: 12049, Dar es Salaam, United Republic of Tanzania Phone: +255 22 2199400 Fax: +255 22 2923105 Attention: Mr. __________________

Dear Sirs,


ENQUIRY NO. RUVU BLOCK/05/19

PACKAGE-B: UNPRICED COMMERCIAL TENDER

1. Further to our Technical & Unpriced Commercial Tender (Package-A) dated ________ and

subsequent communications, we have pleasure in submitting our Priced Commercial

Tender (Package-B) against the subject Enquiry.

2. We confirm that our Priced Commercial Tender is based on your Invitation to Tender dated---------- and the following Tender Bulletins / Tender Clarifications issued by you since the Invitation to Tender:(refer Note 1) Tender Bulletins No.1 to --------- Tender Clarifications No. 1 to --------

3. We confirm the validity of our Technical & Unpriced Commercial Tender, as modified

through subsequent communications. We also confirm that any exception/qualification/clarification to the Enquiry Package, which has not already been accepted by COMPANY in writing is hereby withdrawn.

4. This Tender shall remain open for acceptance for a period of ninety (90) days from the

date fixed for submission of the Priced Commercial Tenders. 5. We acknowledge that you are not obliged to accept the lowest Tender, any Tender or

our Tender, and may at any time reject our Tender at your sole discretion. 6. Unless and until a Letter of Award is issued by you, this Tender (including any agreed

amendments) together with your written acceptance thereof, shall constitute a binding contract between us.

7. If we receive a Letter of Award from you, we undertake to commence the WORK upon the EFFECTIVE DATE as specified in the Letter of Award.


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8. Capitalised terms used herein shall have the meaning as ascribed to them in Article 1 of

the Articles.

Dated this ________________ day of _______________ Yours faithfully,

Signature _________________________________________________________ Signed by (Print Name) _______________________________________________ in the capacity of (Print Title) ___________________________________________ duly authorised to sign Tenders for and on behalf of (Print Company Name) in the presence of: Signature _________________________________________________________ Signed by (Print Name) _______________________________________________ in the capacity of (Print Title) ___________________________________________ Address __________________________________________________________

Notes:

(1) Tenderer to insert the total number of Tender Bulletins/Tender Clarifications issued by COMPANY, as applicable, and initial the insertion.


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APPENDIX 3 PAGE 1 OF 1


APPENDIX 3

(NOT USED)

REV DESCRIPTION


DRILLING RIG SERVICES


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Page 1 of 1

APPENDIX – 4.0

(NOT USED)


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APPENDIX 5

(NOT USED)




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APPENDIX 6

(NOT USED)




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APPENDIX-7 Page 1 of 1


APPENDIX 7

(NOT USED)




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APPENDIX 8

PROPOSED EXCEPTIONS, QUALIFICATIONS &

CLARIFICATIONS




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PROPOSED EXCEPTIONS, QUALIFICATIONS AND CLARIFICATIONS

Tenderer shall include herein all its proposed exceptions / qualifications / clarifications to the Enquiry Package requirements, both technical and commercial. Any exception / qualification / clarification, which is not included in this Appendix, shall be deemed withdrawn. Tenderer shall note that COMPANY reserves the right not to consider any of the proposed exceptions / qualifications / clarifications and to reject any Tender that is qualified in any manner without assigning any reasons.

Part-A:

Part-A of Appendix-8 shall include exceptions / qualifications / clarifications to the following:

Instructions to Tenderers

Articles

EXHIBIT A

EXHIBIT B

Sl Reference Enquiry Package Requirement

Proposed Exception / Qualification / Clarification

Part-B:

Part-B of Appendix-8 shall include exceptions / qualifications / clarifications to the EXHIBIT C only

Sl Reference Enquiry Package Requirement

Proposed Exception / Qualification / Clarification

Notes:

1. Both Part-A and Part-B shall be submitted along with the Unpriced Commercial Tender.

2. Part-B only shall be submitted along with the Technical Tender.

3. To facilitate evaluation, the Tenderer must submit its proposed exceptions/ qualifications / clarifications in electronic form in its native editable format in MS Word Format.


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APPENDIX 09

TENDER CHECK LIST




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TENDER CHECKLIST

Tenderer shall check and indicate by a tick that each of the following items have been included. The completed Tender Check List shall be included as part of the Tender, as indicated.

INITIAL REQUIREMENTS

1. Acknowledgement Letter as per Appendix-1

2. Details of Tenderer’s SITE visit representatives

TECHNICAL AND UNPRICED COMMERCIAL TENDER

A. TECHNICAL TENDER

1. Cover Letter (copy)

2. Execution Strategy

3. Drilling Rig Specifications

4. Proposed Organisation Chart & Key Personnel

5. Outline of HSE Strategy and Project Specific HSE Plan

6. Outline of QA/QC Strategy

6. Exceptions, Qualifications and Clarifications as per Appendix-8 (copy)

B. UNPRICED COMMERCIAL TENDER

1. Cover Letter (Original)

2. Form of Tender for Package-A as per Appendix-2

3. Power of Attorney (copy)

4. TANZANIA Trade License (copy)

5. TANZANIA Chamber of Commerce & Industry Registration Certificate (copy)

6. Tender Security as per Appendix-3

7. Joint Venture / Consortium Agreement as per Appendix-7 (copy, if applicable)

8. Exceptions, Qualifications and Clarifications as per Appendix-8

Tenderer has verified and confirms that it has complied with the initial requirements and completed and submitted separately with its Technical and Unpriced Commercial Tender all of the above items that it has ticked. Tenderer also confirms that the original Technical and Unpriced Commercial Tender include the above documentation in “original”, except where specifically identified as “copy”. NAME ………………………………………. TITLE …………..…………………………… SIGNATURE ………………………………………. DATE …………………………………………


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TENDER CHECKLIST

PRICED COMMERCIAL TENDER

1. Cover Letter

2. Form of Tender for Package-B as per Appendix-2

3. Pricing Schedule (completed EXHIBIT A.4)

Tenderer has verified and confirms that it has complied with the initial requirements and completed and submitted separately with its Priced Commercial Tender all of the above items that it has ticked. Tenderer also confirms that the original Priced Commercial Tender include the above documentation in “original”, except where specifically identified as “copy”. NAME

………………………………………. TITLE …………..……………………………

SIGNATURE ………………………………………. DATE …………………………………………


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APPENDIX 10

FORMAT OF LETTER OF AWARD






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COMPANY will issue a Letter of Award to the successful Tenderer utilising the enclosed format. The EFFECTIVE DATE of the AGREEMENT shall be as mentioned in the Letter of Award. COMPANY shall finalise and execute the formal AGREEMENT within a very short period following the Letter of Award.




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Ref. No. : Date : [CONTRACTOR’S NAME] [CONTRACTOR’S ADDRESS] Attention: _____________________________ Dear Sir, SUBJECT : DRILLING RIG SERVICES


Letter of Award With reference to our Invitation to Tender No. RUVU BLOCK/05/19 dated [DATE], your technical and commercial proposals, and Tender Bulletins nos. 1 to [*] Tender Clarifications nos. 1 to [*] and other communications exchanged till date, we, Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD (hereinafter referred to as “COMPANY”), hereby award to [CONTRACTOR’S NAME] (hereinafter referred to as “CONTRACTOR”) the contract (hereinafter referred to as “AGREEMENT”) for [SCOPE] (hereinafter referred to as ‘WORK”) for [PROJECT NAME]. Capitalised terms used herein shall have the same meaning as ascribed to them in Article 1 of the Articles of AGREEMENT or as defined elsewhere in the AGREEMENT. 1.0 AGREEMENT 1.1 COMPANY will enter into a formal AGREEMENT with CONTRACTOR. The

AGREEMENT will be numbered as [AGREEMENT NUMBER], and this number shall be referred to in all communications between the PARTIES.

1.2 The Articles and other provisions of the AGREEMENT shall be those set forth in the

Enquiry Package issued by COMPANY to CONTRACTOR, modified solely to the extent of changes agreed by COMPANY till date in the form of Tender Bulletins and Tender Clarifications. Any exception / qualification / clarification to the terms and conditions, unless already agreed to by COMPANY in writing, is deemed withdrawn by CONTRACTOR.

1.3 Until the formal AGREEMENT is executed, this Letter of Award, and CONTRACTOR’s

written acceptance thereof, shall be binding on both COMPANY and CONTRACTOR. All WORK performed by CONTRACTOR under the Letter of Award, prior to execution of the formal AGREEMENT, shall be covered by the provisions of the AGREEMENT.




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2.0 SCOPE OF WORK CONTRACTOR’s scope of WORK shall be in accordance with COMPANY’s Enquiry

Package, modified solely to the extent of changes agreed by COMPANY till date in the form of Tender Bulletins and Tender Clarifications. Any exception / qualification / clarification to the scope of WORK, unless already agreed to by COMPANY in writing, is deemed withdrawn by the CONTRACTOR.

3.0 AGREEMENT PRICE 3.1 The Tender being partly on fixed price and partly on unit / day rate basis, The

AGREEMENT PRICE, payable in accordance with the provisions of the AGREEMENT, is estimated at USD [*], comprising the following:

Fixed Lump Sum Price USD [*]

Unit / Day Rate Basis (estimated assuming 4 months duration) USD [*]

3.2 Subject to receipt of an Advance Payment Bank Guarantee, COMPANY shall release a

sum equal to 10% of the estimated AGREEMENT PRICE as Advance Payment subject further to the provisions of Article [ARTICLE NUMBER] of the AGREEMENT. The format of Advance Payment Bank Guarantee is enclosed at Attachment-1.

4.0 TIME FOR COMPLETION 4.1 The EFFECTIVE DATE of the AGREEMENT shall be the date of this Letter of Award. 4.2 The WORK is expected to be completed in about four (4) months from the date of spudding

of the first well.. 5.0 PERFORMANCE BANK GUARANTEE & PARENT COMPANY GUARANTEE,

INSURANCE POLICIES 5.1 CONTRACTOR shall, within five (5) days of the EFFECTIVE DATE, deliver to COMPANY a

Performance Bank Guarantee in the sum equal to 10% of the estimated AGREEMENT PRICE as above, in accordance with Article [ARTICLE NO.] of the AGREEMENT. The format of Performance Bank Guarantee is enclosed at Attachment-2.

5.2 CONTRACTOR shall, within five (5) days of the EFFECTIVE DATE, deliver to COMPANY a

Parent Company Guarantee in accordance with Article 31 of the AGREEMENT. The format of Parent Company Guarantee is enclosed at Attachment-3.

5.3 CONTRACTOR shall ensure that Insurance coverage in accordance with Article 18 of the

Articles of AGREEMENT is in place prior to commencement of WORK. CONTRACTOR shall, within fifteen (15) days of the EFFECTIVE DATE, deliver to COMPANY an Insurance Confirmation Letter as per the format enclosed at Attachment-4.




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6.0 DISPUTE RESOLUTION

This Letter of Award and the relationship hereunder between the PARTIES and any disputes referred to hereinafter shall be exclusively interpreted in accordance with and governed by the laws of England and Wales.

a) The parties shall seek to resolve in good faith any dispute or difference arising between

them in respect of any matter connected with this Agreement. If the parties cannot

resolve any such dispute or difference within fourteen (14) days or such extended

period as the parties may mutually agree, of notifying such dispute, then either party

may submit the dispute or difference to arbitration in accordance with Article 15 (c). Any

written notice of a dispute or disagreement shall be backed up by the legal basis of the

claim, facts upon which the claim is based and detailed particulars of the claim

including quantification and copies of relevant correspondence/ documents.

b) Any dispute or difference connected with the formation, performance, interpretation,

nullification, termination or invalidation of the Contract or arising there from or related

thereto in any manner whatsoever shall, unless otherwise specified, be referred to

arbitration in English in Dubai (UAE) in accordance with the Arbitration Rules of the

DIFC-LCIA Arbitration Centre, which Rules are deemed to be incorporated by reference

into this clause. The number of arbitrators shall be one. The seat, or legal place, of

arbitration shall be DIFC Centre, Dubai, United Arab Emirates.

c) The costs of the arbitrator shall be borne by the party against whom the arbitrator rules. The proceedings and all papers sent or presented in connection therewith shall be in the English language. Arbitrator’s decision shall be final and binding on the parties.

7.0 ACKNOWLEDGEMENT

This Letter of Award is issued in two Originals. Please confirm, within three (3) working days from the date of receipt hereof, your acceptance of this Letter of Award and that you are proceeding accordingly to commence and perform the WORK, by initialling all pages of the 2nd original, signing and affixing the company stamp/seal adjacent thereto, and return to COMPANY’s office at ________________________________________, marked for the attention of Mr. ______________________________.

Yours faithfully, xxxxxxxxxxxxxxxxxxx xxxxxxxxxxxxxxxxxxx




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Encl: Attachment-1: Form of Advance Payment Bank Guarantee Attachment-2: Form of Perfromance Bank Guarantee Attachment-3: Form of Parent Company Guarantee Attachment-4: Form of Insurance Confirmation Letter Agreed and accepted this _______ day of _______________________ by CONTRACTOR For and on behalf of [CONTRACTOR’S NAME] Signature : ______________________________ Name : ______________________________ Designation : ______________________________ Seal : ______________________________




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APPENDIX 11

FINALISATION OF AGREEMENT

REV DESCRIPTION





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FINALIZATION OF AGREEMENT

COMPANY intends to finalise the Formal AGREEMENT expeditiously upon award.

The AGREEMENT between Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD (hereinafter also referred to as "COMPANY") and the successful Tenderer (CONTRACTOR) shall be finalised as follows:

1. COMPANY shall prepare Tender Bulletin & Tender Clarification Trackers to reflect the basis of items to be incorporated into the AGREEMENT along with the respective reference document like Articles or EXHIBITS. CONTRACTOR shall review and provide the comments, if any on these trackers to COMPANY. The final Tender Bulletin & Tender Clarification Trackers shall be the basis for updation and development of AGREEMENT. The Final AGREEMENT shall not include any reference to Tender Bulletins and Tender Clarifications.

2. Changes to ARTICLES, EXHIBITS As, EXHIBIT Bs and EXHIBIT C shall be made by COMPANY in line with Tender Bulletins and Tender Clarifications issued by COMPANY until Letter of Award.

3. The AGREEMENT, once signed, shall supersede any communications including Tender Bulletin and/or Tender Clarification exchanged prior to award.

4. CONTRACTOR’s personnel shall be available for expeditious review of the draft AGREEMENT Documents preferably within one week time period from its issuance in phases and for initialing and signature of the complete AGREEMENT Documents thereafter within one week time period from its issuance by COMPANY.

5. Two Originals of the AGREEMENT shall be prepared and signed by both COMPANY and CONTRACTOR. Upon signature of AGREEMENT by PARTIES, COMPANY shall retain one original and forward second original for CONTRACTOR’s reference and records.


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ARTICLES OF AGREEMENT PAGE 1 OF 53

ARTICLES OF AGREEMENT




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TABLE OF CONTENTS

1 DEFINITIONS ...................................................................................................................... 4

2 INTERPRETATION .......................................................................................................... 10

3 CONTRACTOR TO INFORM ITSELF .......................................................................... 11

4 CONTRACTOR TO INFORM COMPANY ................................................................... 11

5 CONTRACTOR’S OBLIGATIONS ................................................................................. 12

6 OTHER HIRE ..................................................................................................................... 22

7 UNSATISFACTORY PERFORMANCE BY CONTRACTOR .................................... 22

8 COMPENSATION, PAYMENT AND AUDIT ................................................................ 23

9 AUTHORISED REPRESENTATIVES OF THE PARTIES ......................................... 24

10 CHANGES ........................................................................................................................... 25

11 CONFIDENTIALITY ........................................................................................................ 25

12 INTELLECTUAL PROPERTY RIGHTS ....................................................................... 26

13 PUBLICITY ........................................................................................................................ 27

14 TITLE .................................................................................................................................. 28

15 LIENS................................................................................................................................... 29

16 THE DRILLING PROGRAMME .................................................................................... 29

17 LIABILITIES AND INDEMNITIES ................................................................................ 29

18 INSURANCE ....................................................................................................................... 32

19 CONSEQUENTIAL LOSS ................................................................................................ 35

20 TAX, DUTIES AND RELATED ITEMS ......................................................................... 35

21 CO-VENTURERS............................................................................................................... 38

22 INSOLVENCY .................................................................................................................... 38

23 SUSPENSION ..................................................................................................................... 39

24 TERMINATION ................................................................................................................. 39

25 FORCE MAJEURE ............................................................................................................ 41

26 ASSIGNMENT AND SUB-CONTRACTING ................................................................. 43

27 RELATIONSHIP OF THE PARTIES AND NON WAIVER OF PERFORMANCE . 44

28 SETTLEMENT OF DISPUTES ........................................................................................ 44

29 GOVERNING LAW & COMPLIANCE WITH LEGISLATION ................................ 44

30 SERVING OF NOTICES ................................................................................................... 45

31 PERFORMANCE BANK GUARANTEE ........................................................................ 45


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32 PARENT COMPANY GUARANTEE .............................................................................. 46

33 THIRD PARTY RIGHTS .................................................................................................. 46

34 BUSINESS ETHICS AND COMPLIANCE ..................................................................... 46

35 SEVERABILITY ................................................................................................................ 49

36 SURVIVAL .......................................................................................................................... 49

37 LANGUAGE ....................................................................................................................... 49

38 HEALTH, SAFETY AND ENVIRONMENT .................................................................. 49

39 LOCAL CONTENT............................................................................................................ 50

40 ENTIRE AGREEMENT .................................................................................................... 50


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1 DEFINITIONS

In the AGREEMENT the following words and expressions shall have the meanings assigned to them below except where the context otherwise requires:

1.1 “AFFILIATE” means:

In relation to a PARTY, any person(s):

a) that is, directly or indirectly, jointly or severally, controlled by such PARTY; or

b) that, directly or indirectly, jointly or severally, controls such PARTY; or

c) that is directly or indirectly, jointly or severally, controlled by another person(s) that also, directly or indirectly controls such PARTY.

For the purposes of this definition, "control" means the right to exercise or cause the exercise of the management decision whether through the right of vote of more than fifty percent (50%) of all the voting shares, equity or other ownership interest with voting rights in an entity or otherwise.

1.2 AGREEMENT PRICE means

the estimated AGREEMENT PRICE stated in the Letter of Award subject to adjustments from time to time in accordance with the provisions of the AGREEMENT that finally becomes payable to CONTRACTOR by way of remuneration for satisfactory completion of the WORK.

1.3 “ANTI-CORRUPTION LAW” means:

applicable laws relating to the prevention or prohibition of corruption and bribery of PUBLIC OFFICIALS of the country in which WORK is performed and/or LEGISLATION of the United Arab Emirates, Republic of Tanzania and/or any other applicable jurisdiction

1.4 “APPROVAL” means:

Authorisation in writing given by COMPANY to CONTRACTOR to proceed with the performance of a specific part of the WORK without releasing in any way CONTRACTOR from any of its obligations or liabilities under the AGREEMENT or at law; APPROVE or APPROVED shall be construed accordingly.

1.5 “AUTHORITY” means:

Any regulatory or governmental / semi-governmental body and/or any entity/organisation controlled/regulated by them (and shall include the DRILLING UNIT’s classification authority) having jurisdiction over the conduct of the WORK and the provision, by CONTRACTOR and/or any SUBCONTRACTOR, of any associated services.

1.6 “BOP” means:

CONTRACTOR’s blow-out preventer and all other well control equipment.

1.7 “COMPANY” means:

The entity named in Form of Agreement as such.


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1.8 “COMPANY GROUP” means:

COMPANY, its CO-VENTURERS and OTHER CONTRACTORS and its and their respective AFFILIATES and its and their respective directors, officers, employees (including agency personnel), agents and consultants and “member of COMPANY GROUP” shall be construed to mean any one of such entities or persons, but shall not in any circumstance include any member of CONTRACTOR GROUP.

1.9 “COMPANY MATERIALS” means:

The equipment, materials, services and supplies provided by COMPANY or any member of COMPANY GROUP in connection with the WORK.

1.10 “COMPANY PERSONNEL” means:

The persons provided directly or indirectly by COMPANY or its AFFILIATE from time to time whether on contracts of service, contracts for services, deputation and/or secondment for or in relation to the WORK and/or its supervision and/or control.

1.11 “COMPANY REPRESENTATIVE” means:

That person named in Section 1 (A) – Contract Particulars (Paragraph 2) and referred to in Clause 9.2.

1.12 “CONSEQUENTIAL LOSS” means:

a) consequential or indirect loss whatsoever; and/or

b) loss and/or deferral of production, loss of product, loss of use, loss of revenue, profit or anticipated profit (if any), loss of opportunity or alternative deployment in each case whether direct or indirect to the extent that these are not included in (a), and whether or not foreseeable at the EFFECTIVE DATE of the AGREEMENT.

1.13 “AGREEMENT” means:

The documents described in Form of Agreement, as originally executed or as they may from time to time be supplemented, amended or otherwise modified in accordance with the applicable provisions hereof.

1.14 “AGREEMENT AREA” means:

COMPANY’s concession area for the RUVU Block in Tanzania and any area used in association therewith.

1.15 “CONTRACTOR” means:

The entity named in Form of Agreement as such.

1.16 “CONTRACTOR EQUIPMENT” means:

Any equipment, plant, goods, materials and/or other items (including items of a consumable nature and any spare parts) whether owned, hired, leased or otherwise provided by any member of CONTRACTOR GROUP required for and/or used in connection with the WORK, including the DRILLING UNIT.


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1.17 “CONTRACTOR GROUP” means:

CONTRACTOR, its SUBCONTRACTORS, its and their AFFILIATES and its and their respective directors, officers, employees (including agency personnel), agents and consultants and “member of CONTRACTOR GROUP” shall be construed to mean any one of such entities or persons, but shall not in any circumstances include any member of COMPANY GROUP.

1.18 “CONTRACTOR PERSONNEL” means:

The labour and supervisory personnel (including agency personnel) employed, engaged and/or provided by any member of CONTRACTOR GROUP, for the performance and completion of the WORK in accordance with the provisions of the AGREEMENT.

1.19 “CONTRACTOR REPRESENTATIVE” means:

That person named in Form of Agreement and referred to in Clause 9.3.

1.20 CO-ORDINATION PROCEDURES mean

The procedures described in EXHIBIT B.8 to be adopted by COMPANY and CONTRACTOR in relation to the performance of WORK.

1.21 “CO-VENTURERS” means:

Any entity (including its successors or assignees of interest) which is, from time to time, party to a production sharing agreement, hydrocarbon licence or concession, joint operating agreement, cooperation agreement, unitisation agreement or similar joint venture arrangement with COMPANY and/or its AFFILIATE relating to the operations in respect of which the WORK is required or is being performed.

1.22 “DEMOBILISATION” means:

Event as described in EXHIBIT C - Scope of Work

1.23 “DRILLING PROGRAMME” means:

The document provided by COMPANY in accordance with Clause 18.

1.24 “DRILL WORKSITE” means:

COMPANY’s nominated well location within the AGREEMENT AREA.

1.25 “DRILLING UNIT” means:

CONTRACTOR’s drilling unit, registered pursuant to LEGISLATION, the specification of which is detailed in Section 3(C) - Drilling Unit Specification and as named in Section 1(A) - Contract Particulars (Paragraph 10).

1.26 “EFFECTIVE DATE” means:

The date on which the AGREEMENT comes into force as specified in Section 1 – Form of Agreement.


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1.27 EXHIBITS mean

EXHIBIT A, EXHIBIT B and EXHIBIT C, which are attached hereto as part of this AGREEMENT.

1.28 “FORCE MAJEURE” means:

An occurrence as described in Clause 25.

1.29 “GOOD INDUSTRY PRACTICE” means:

The exercise of that degree of skill, expertise, diligence, prudence and foresight which would reasonably and ordinarily be expected from a skilled and experienced person working in the international oil and gas industry and acting in good faith and carrying on the same type of activity in respect of the WORK under the same or equivalent circumstances acting generally in accordance with LEGISLATION.

1.30 GOODS means

any and all things, including but not limited to materials and equipment (including spare parts) required for and to be incorporated in the WORK.

1.31 GROSS NEGLIGENCE means:

any act or failure to act which seriously and substantially deviates from a reasonable course of action without justification and which is in reckless disregard of or wanton indifference to, foreseeable harmful consequences.

1.32 “INTERWELL MOVE” means:

Event as described in EXHIBIT C - Scope of Work.

1.33 INTELLECTUAL PROPERTY means

rights, title or interest in patents, trademarks, service marks, trade or business names, design rights (whether the above rights are registered, unregistered or are the subject of pending applications), copyrights (including copyrights in software), database rights, know-how (including trade secrets and confidential information) and any rights, title or interest similar or analogous to any of the above

1.34 “KEY PERSONNEL” means:

A member of CONTRACTOR PERSONNEL being any one or more of the following:

Rig Superintendent Senior Tool Pusher Night Pusher HSE Supervisor


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1.35 “LEGISLATION” means:

All applicable law, statutes, statutory instruments, codes of practice, guidelines, bye-laws, orders, directions, rules and other regulations of authorities and any local or other statutory governing or public authority or body, or any other body having jurisdiction over the PARTIES to the AGREEMENT, the AGREEMENT AREA, the WORK and the WORKWORKSITE.

1.36 “MOBILISATION” means:

Event as described in EXHIBIT C - Scope of Work

1.37 “OPERATING BASE” means:

COMPANY’s facilities, established to support the operations pertinent to this AGREEMENT, and is located in Dar es Salaam, TANZANIA

1.38 “OTHER CONTRACTORS” means:

Any entity hired directly or indirectly at any tier by COMPANY and/or its AFFILIATES at the WORKSITE but shall not include any member of CONTRACTOR GROUP.

1.39 “PARTY/PARTIES” means:

Either COMPANY and/or CONTRACTOR, as the case may be.

1.40 MILESTONES means:

Those discrete events that constitute a clear demarcation that specific elements of the WORK are complete, including planning, permitting, design, procurement and construction steps, as more fully described in EXHIBIT B.4.

1.41 “PROHIBITED PAYMENT” means:

Any payment, gift, promise or anything of value or advantage to or for the use or benefit of:

a) any PUBLIC OFFICIAL or any political party or political party official or candidate for office; or

b) any officer, director, employee or other agent or representative of any person as an inducement or reward for taking or omitting to take any action in respect of such person’s business or affairs,

in either case where such payment, gift, promise or advantage would violate any ANTI-CORRUPTION LAW.

1.42 “PUBLIC OFFICIAL” means:

Any person (whether employed, appointed or elected) of any government (whether local, regional, provincial or national) or any ministry, body, department, agency, or instrumentality, such as state-owned or state-controlled companies or statutory corporations thereof, or of a public international organisation, any person acting in an official capacity for or on behalf of any government or government entity or of a public international organisation, any political


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party or party official, or any candidate for political office. For the purposes of this definition a ‘public international organisation’ includes organisations such as the World Bank, the International Finance Corporation, the International Monetary Fund, the United Nations, the World Health Organisation, the World Food Program; the Inter-American Development Bank and other organisations analogous to the foregoing.

1.43 SCHEDULE means:

the timetable for implementation and completion of the WORK as set out in EXHIBIT B.4

1.44 SPECIFICATIONS means:

the specifications, drawings and procedures specified or referenced in the EXHIBITS or reasonably inferred therefrom, and any modifications or additions thereto as may from time to time be approved in writing by COMPANY.

1.45 “SUBCONTRACT” means:

A contract entered into between CONTRACTOR and/or its AFFILIATES and any entity under which any part of the WORK is sub-let, and shall be deemed to include any subcontract of any tier entered into by such entity.

1.46 “SUBCONTRACTOR” means:

any and all persons, firms, partnerships, companies or a combination thereof (not being employees of CONTRACTOR) of any tier to whom any part of the WORK has been subcontracted by CONTRACTOR or SUBCONTRACTORS (including any contracts novated or assigned by COMPANY to CONTRACTOR) and the successors and assigns of such persons, firms, partnerships, companies or a combination thereof.

SUBCONTRACTOR(S) includes suppliers and VENDORS.

1.47 “TAX” means:

Any tax, levy, royalty, rate, duty, fee or other charge imposed directly or indirectly on a party, its assets, income, dividends and profits and/or any materials supplied or used or services provided by a party (without regard to the manner of collection or assessment and whether by withholding or otherwise) by any authority authorised by LEGISLATION to impose such tax, levy, royalty, rate, duty, fee or other charge.

1.48 “TERM” means:

The period from the EFFECTIVE DATE until all the WORK including but not limited to DEMOBILISATION and WORK SITE clean-up has been completed to COMPANY's satisfaction.

1.49 “THIRD PARTY” means:

Any person who is not a member of COMPANY GROUP or CONTRACTOR GROUP.

1.50 “VAT” means:


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Value added tax (VAT) on goods and services or similar taxes.

1.51 VENDOR(S) means:

any and all persons, firms, partnerships, companies, bodies, entities or a combination thereof including sub-vendors and suppliers, who are providing GOODS and the successors and assigns of such persons, firms, partnerships, companies, bodies, entities or a combination thereof.

1.52 “WILFUL MISCONDUCT” means:

Any intentional, conscious or reckless disregard of any provisions of the AGREEMENT by any director, officer, employee (including agency personnel), agent or consultant of any PARTY in the exercise of any function, authority or discretion conferred upon such PARTY, but shall not include any error of judgement or mistake made in the exercise in good faith of any function, authority or discretion vested in or exercisable by any director, officer, employee (including agency personnel), agent or consultant of the PARTY in question.

1.53 “WORK” means:

The provision of CONTRACTOR EQUIPMENT, CONTRACTOR PERSONNEL and all work and/or services, including the provision of all materials, which CONTRACTOR is required to carry out or provide in accordance with the provisions of the AGREEMENT for successful completion of the project on time on lump sum turnkey basis.

1.54 “WORKSITE” means:

The land, waters and other places on, under, in or through which the WORK is to be performed including offices, accommodations, facilities, drilling rigs (including the DRILLING UNIT), and places where equipment, materials or supplies are being obtained, stored or used for the purposes of the AGREEMENT.

2 INTERPRETATION

2.1 Words and defined terms importing the singular only also include the plural and vice versa where the context so requires.

2.2 The headings of Clauses within the AGREEMENT are included for the purposes of information and ease of reference only and shall not be construed as limiting or extending the meaning of any of the provisions contained in the said Clauses.

2.3 In the AGREEMENT references to Clauses or Sub-Clauses or Sections, Appendices or Exhibits are, unless otherwise stated, references to Clauses or Sub-Clauses of the General Conditions of Contract or Sections, Appendices or Exhibits to the AGREEMENT.

2.4 Where the word “including” is used in this AGREEMENT it shall be construed as “including but not limited to”.

2.5 References to any law, instrument or enactment shall include references thereto as varied, supplemented or replaced from time to time or, as applicable, as extended, re-enacted or amended.


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2.6 References to a person or entity include an individual, a body corporate, unincorporated association of persons (including a partnership, joint venture or consortium), government, state, agency, organisation and any other entity whether or not having separate legal personality.

2.7 The AGREEMENT is not an exclusive AGREEMENT to CONTRACTOR and COMPANY reserves the right to obtain the same or similar WORK from another source and under separate contractual arrangement and COMPANY does not guarantee any level of business.

3 CONTRACTOR TO INFORM ITSELF

3.1 CONTRACTOR shall be deemed to have satisfied itself, before entering into the AGREEMENT, as to the extent and nature of the WORK including the services, personnel, materials and equipment, plant, consumables and facilities required and all other matters which could affect progress or performance of the WORK and the correctness and sufficiency of the rates and prices entered in EXHIBIT A4

3.2 CONTRACTOR expressly acknowledges that it is well informed and briefed on all LEGISLATION (including LEGISLATION relating to TAX).

3.3 CONTRACTOR represents and warrants to COMPANY that CONTRACTOR is familiar with the climatic and environmental conditions, physical access, transportation facilities and communications in relation to the WORKSITE that it may encounter in performance of the WORK.

3.4 CONTRACTOR represents and warrants that it possesses the skills, expertise, organisation, personnel, equipment, financial capability and all other necessary attributes to carry out the WORK diligently and in accordance with GOOD INDUSTRY PRACTICE.

3.5 Any failure by CONTRACTOR to take account of matters that affect the WORK will not relieve CONTRACTOR from its obligations under the AGREEMENT.

3.6 COMPANY shall provide CONTRACTOR with sufficient rights of ingress and egress to the DRILL WORKSITE. In the event of any restrictions, conditions or limitations in COMPANY's permit which would affect the free right of ingress and egress to be exercised by CONTRACTOR, its employees or SUBCONTRACTORS hereunder, COMPANY shall promptly advise CONTRACTOR in writing with respect to such restrictions, conditions or limitations, and CONTRACTOR shall observe same.

4 CONTRACTOR TO INFORM COMPANY

4.1 CONTRACTOR shall notify COMPANY without delay if in the opinion of CONTRACTOR there are deficiencies, omissions, contradictions or ambiguities in the AGREEMENT or conflicts with LEGISLATION.

4.2 CONTRACTOR shall notify COMPANY without delay of any accidents in connection with the performance of the WORK. CONTRACTOR shall without delay notify COMPANY of any other incidents that might affect the performance of the WORK.


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4.3 CONTRACTOR shall notify COMPANY without delay of any proposed or actual stoppages of work, industrial disputes, social or civil disturbances or hindrances or other matters affecting or likely to affect the carrying out or completion of the WORK.

4.4 CONTRACTOR shall notify COMPANY without delay of any incidence which may cause adverse environmental impact.

5 CONTRACTOR’S OBLIGATIONS

5.1 GENERAL

5.1.1 CONTRACTOR hereby acknowledges that it has examined and is familiar with the WORKSITE and the nature and location of the WORK, and has, by careful investigation, satisfied itself as to the difficulties in execution of the WORK, the general and local labour conditions, WORKSITE regulations, and all other matters including but not limited to transportation, material handling and disposal, water and electricity, roads and WORKSITE access, climate conditions and the character of equipment and facilities needed preliminary to and during performance of the WORK, which might in any way affect the cost, the SCHEDULE, the quality or execution of the WORK.

5.1.2 CONTRACTOR further acknowledges that it has satisfied itself as to the character, quality and quantity of surface and sub-surface materials or obstacles to be encountered insofar as this information is reasonably ascertainable from the visual inspection of WORKSITE as well as from SPECIFICATIONS and the drawings included and / or provided under this AGREEMENT and/or information that is generally available in public domain.

5.1.3 CONTRACTOR shall carry out all its obligations under the AGREEMENT and perform the WORK with all due care and diligence, in a good and workmanlike manner and in accordance with GOOD INDUSTRY PRACTICE, without delays, and in conformity in all respects with the terms and conditions of the AGREEMENT.

5.1.4 Except to the extent that it may be legally or physically impossible or create a hazard to safety or contradict the provisions of CONTRACTOR’s safety management system, in which case CONTRACTOR must immediately notify COMPANY, CONTRACTOR shall comply with and strictly adhere to COMPANY’s instructions and directions, on all matters concerning the WORK.

5.1.5 CONTRACTOR shall afford COMPANY and any OTHER CONTRACTORS reasonable access and opportunity for the performance of its or their work or contract.

5.1.6 The WORK shall be free from defects and fit for its or their expressed purpose as defined in the AGREEMENT or if no purpose is specified, for its or their ordinary purpose.

5.2 CONTRACTOR'S ORGANISATION

5.2.1 CONTRACTOR shall obtain all licenses and/or registrations necessary to carry on business in the country or countries and any political subdivisions thereof wherein any part of the WORK is performed and shall give all required notices and shall furnish any bonds, securities, or deposits required by the authorities to permit performance of the WORK.


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5.2.2 CONTRACTOR’s organisation charts together with deployment schedule and key personnel shall be subject to prior approval of COMPANY.

5.3 CONTRACTOR'S PERSONNEL

5.3.1 CONTRACTOR undertakes to provide or procure sufficient number of CONTRACTOR PERSONNEL at all times to ensure performance and completion of the WORK in accordance with the provisions of the AGREEMENT. The CONTRACTOR should have the obligation to deploy sufficient number of qualified personnel and the COMPANY to have the right to demand additional deployment if in its opinion the number is insufficient for the timely performance of the WORK.]

5.3.2 CONTRACTOR PERSONNEL employed on the WORK shall, for the work which they are required to perform, be competent, properly qualified, skilled and experienced in accordance with GOOD INDUSTRY PRACTICE. CONTRACTOR shall verify all relevant qualifications of CONTRACTOR PERSONNEL and, if requested by COMPANY, demonstrate to COMPANY all relevant qualifications and competencies of such CONTRACTOR PERSONNEL.

5.3.3 Where key CONTRACTOR PERSONNEL are specified in the AGREEMENT or agreed in any other written communication between COMPANY and CONTRACTOR they shall not be replaced without the prior APPROVAL of COMPANY. Any replacement shall work with the person to be replaced for a reasonable handover period.

5.3.4 CONTRACTOR shall ensure that any supervisory or key CONTRACTOR PERSONNEL shall read, write and speak fluent English.

5.3.5 CONTRACTOR shall make its own arrangements for the engagement of CONTRACTOR PERSONNEL, local or otherwise and, save in so far as the AGREEMENT otherwise provides, for their visa and immigration, remuneration, payment, transport, communication, housing, medical, health and safety, clothing including safety equipment and personal protective equipment (PPE), maintenance and board and lodging.

5.3.6 CONTRACTOR shall ensure that all CONTRACTOR PERSONNEL comply with applicable LEGISLATION including immigration laws and where required are in possession of a valid work permit for the duration of the AGREEMENT. When requested details of such work permit shall be submitted to COMPANY prior to CONTRACTOR PERSONNEL being engaged in the WORK.

5.3.7 COMPANY may instruct CONTRACTOR to remove from the WORK and/or the WORKSITE any CONTRACTOR PERSONNEL who in the reasonable opinion of COMPANY is proven to be:

a) incompetent or negligent in the performance of their duties;

b) engaged in activities which are contrary or detrimental to the interest of COMPANY;

c) not conforming with relevant safety procedures or persists in any conduct likely to be prejudicial to safety, health or the environment; or

d) engaged in acts or omissions which amount to actual or potential WILFUL MISCONDUCT.


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any such person shall be removed forthwith from any WORK/WORKSITE/ AGREEMENT AREA and CONTRACTOR shall provide a suitable replacement for such person within twenty four (24) hours or such longer time as may be agreed by COMPANY. Any person removed for any of the above reasons shall not be engaged again in the WORK or on any other work of COMPANY without the prior APPROVAL of COMPANY.

5.3.8 None of CONTRACTOR PERSONNEL shall be considered or deemed, either expressly or by implication, employees of COMPANY.

5.4 THE WORK

5.4.1 CONTRACTOR shall execute the WORK in compliance with the provisions of the AGREEMENT, taking full technical responsibility for the WORK in accordance with the codes and standards specified herein.

5.4.2 The WORK shall include any work or services, which are necessary to satisfy requirements as stipulated in the AGREEMENT or which arise from any obligation of CONTRACTOR under the AGREEMENT and all work not mentioned in the AGREEMENT but which may reasonably be inferred to be necessary to meet the requirements of the EXHIBITS by the application of referenced standards and specifications, good engineering practices.

5.5 PROCUREMENT OF CONTRACTOR PERSONNEL, GOODS and Services

5.5.1 Without prejudice to CONTRACTOR’S responsibility for the performance of the WORK in accordance with the AGREEMENET, CONTRACTOR shall give preference to maximise local content in procuring CONTRACTOR PERSONNEL, GOODS, materials and services as are available in the local market in compliance with the local LEGISLATION regard to local content.

5.6 QUALITY ASSURANCE

5.6.1 CONTRACTOR and SUBCONTRACTORS shall maintain an implemented and documented Quality Assurance System in accordance with the requirements stipulated in EXHIBIT B.6.

5.6.2 COMPANY’s REPRESENTATIVE and personnel shall have the right to undertake quality audits and verification of CONTRACTOR’s and SUBCONTRACTORS' Quality Assurance System.

5.7 REPORTS

CONTRACTOR shall submit to COMPANY written reports covering the various phases of the WORK in accordance with the reporting requirements set out in the EXHIBITS. For reports deemed critical by COMPANY, CONTRACTOR shall be required to make formal presentation in COMPANY’s office at TANZANIA

5.8 PROVISION OF DOCUMENTS


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5.8.1 CONTRACTOR shall provide and shall ensure that its SUBCONTRACTORS, and VENDORS provide electronic and hard copies of all requisite documents for COMPANY’s permanent files in accordance with the type, status and time requirements defined within the documents making up this AGREEMENT.

5.8.2 CONTRACTOR shall maintain at the WORKSITE records of all events of importance, weather conditions, details of manpower and construction equipment thereon.

5.8.3 CONTRACTOR shall submit to COMPANY daily details of manpower and equipment on the WORKSITE and shall submit weekly and monthly progress reports in a format to be agreed by COMPANY.

5.9 ENGLISH LANGUAGE

CONTRACTOR shall prepare all documents and drawings, and the PARTIES shall conduct all communications in connection with the WORK, in the English language. Any documentation received by COMPANY in any other language will not be accepted and must be resubmitted in English unless it is an official certificate in which case it must be accompanied by an "approved" legal English translation. Any impact on cost or schedule relating to this requirement will be CONTRACTOR’s sole responsibility.

5.10 PROGRESS OF WORK

5.10.1 CONTRACTOR shall carry out the WORK with due diligence in accordance with international best practices and standards of workmanship for the kind of WORK in question in order to meet key dates detailed in the SCHEDULE.

5.10.2 Subject to the provisions of Article 24.9 a, If the progress is behind SCHEDULE due to delays not attributable to COMPANY INDEMNIFIED PARTIES including, but not limited to, low productivity, default and/or negligence of CONTRACTOR, CONTRACTOR shall immediately take such steps as are necessary to expedite the rate of progress of WORK including, but not limited to, mobilising additional manpower and resources in order to meet SCHEDULE, at no additional cost to COMPANY.

5.11 FULL RESPONSIBILITY AND CARE

5.11.1 From the EFFECTIVE DATE of this AGREEMENT until the issuance date of the COMPLETION CERTIFICATE, CONTRACTOR shall take full care, custody and control for the WORK and thereafter the responsibility of its care, custody and control of the WORK shall pass to COMPANY.

5.11.2 Provided further that CONTRACTOR shall take full responsibility for the care of any outstanding work until such outstanding work is completed in accordance with the AGREEMENT.

5.11.3 If any damage or loss shall occur to the WORK, or to any part thereof, from any cause other than the contingencies mentioned in Article 5.11.4 below, CONTRACTOR shall promptly repair and make good the same, on the terms of Article 10, so that at the issuance date of the COMPLETION CERTIFICATE, the respective WORK shall be in


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good order and condition and in conformity in every respect with the requirements of the AGREEMENT.

5.11.4 Notwithstanding anything to the contrary contained in the AGREEMENT, in the event of any loss of or damage to the WORK arising from any of the contingencies enumerated herein below, CONTRACTOR shall, upon cessation of such events, if and to the extent required by COMPANY, rectify the loss or damage at COMPANY’s cost.

The contingencies are:

a. war (whether war be declared or not), hostilities, terrorism, invasion, act of foreign enemies

b. rebellion, revolution, insurrection, military or usurped power, or civil war

c. ionizing radiation, or contamination by radio-activity from any nuclear fuel, or from any nuclear waste from the combustion of nuclear fuel, radio-active toxic explosive, or other hazardous properties of any explosive nuclear assembly or nuclear component thereof

d. strike, riot, commotion or disorder, unless solely restricted to employees of CONTRACTOR or of SUBCONTRACTORS and arising from the conduct of WORK

e. earthquake and volcanic activity

5.12 CLEANING

5.12.1 Clearance of WORKSITE on Completion of WORK

a. CONTRACTOR shall on completion of the entire WORK, at its expense, satisfactorily dispose of all rubbish, unused materials, other equipment and materials belonging to it or used in the performance of WORK and return to COMPANY any salvageable supplies furnished by COMPANY but not used and CONTRACTOR shall leave the WORKSITE in a neat, clean and safe condition after taking approved remedial measures for mending any environmental damage that might have occurred in performance of the WORK. CONTRACTOR shall certificate for environmental clearance from the authorities, if required.

b. In the event CONTRACTOR fails to comply with the foregoing after written notice by COMPANY, the same may be accomplished by COMPANY at CONTRACTOR’s expense.

5.12.2 Proper Disposal

a. CONTRACTOR shall be responsible for ensuring that all items removed for disposal are done so properly and in accordance with applicable COMPANY and government regulations and permits. Only government approved locations are to be used for disposal of ordinary and hazardous waste.

5.13 SECURITY, UTILITY SERVICES, ROADS AND FIRST AID

5.13.1 Security

a. CONTRACTOR shall be responsible for security and shall provide a security force


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for the WORKSITE, WORK, CONTRACTOR PERSONNEL and CONTRACTOR MATERIALS. Should COMPANY provide its own security force for the WORKSITE and WORKSITE perimeters, such provision by COMPANY shall in no way relieve CONTRACTOR of any of its responsibility as contained herein.

b. CONTRACTOR shall at all times take all necessary precautionary measures and conduct all operations under the AGREEMENT in a manner which will minimise the risk of loss, theft or damage by vandalism, sabotage or otherwise to any aspect of the WORK.

c. Subject to the provisions of Article 29.4 below, CONTRACTOR shall comply with all applicable security laws and regulations including, but not limited to, regulations and procedures of COMPANY applicable to the WORKSITE and performance of WORK there at. CONTRACTOR shall co-operate with COMPANY on all security matters and shall promptly comply with any security requirements.

d. Such compliance with security requirements of COMPANY shall not relieve CONTRACTOR of its responsibility for maintaining proper security as outlined above, nor shall it be construed as limiting in any manner CONTRACTOR’s obligations to undertake reasonable action as required to establish and maintain secure conditions at the WORKSITE.

e. CONTRACTOR shall prepare and maintain accurate reports of incidents of loss, theft or vandalism and shall furnish these reports to COMPANY per procedures set forth in this AGREEMENT.

f. CONTRACTOR shall take all other precautions necessary to protect persons and property from damage or injury arising out of the WORK and shall obligate SUBCONTRACTORS or other persons under its direction and control to comply with statutory, COMPANY and CONTRACTOR’s own regulations as applicable to the security of the WORKSITE and accommodation areas.

5.13.2 Lights, Guards, Fencing and Watching

From the commencement of WORK at the WORKSITE to the issuance date of the COMPLETION CERTIFICATE, CONTRACTOR shall as required, make such provisions at its own cost and expense for lighting, fencing and guarding the WORK, materials, equipment, systems and installation and provide all such marks, signals and other appliances when and where necessary to comply with the requirements of COMPANY or by any duly constituted authority for the protection of WORK or for the safety and convenience of the public or others.

5.13.3 First Aid

CONTRACTOR shall be responsible for providing first aid and first aid facilities for all CONTRACTOR’s and SUBCONTRACTORS personnel employed in the performance of WORK in and around the WORKSITE including CONTRACTOR’s camp location. Such facilities shall conform to the laws and regulations of TANZANIA.

5.14 CONTRACTOR EQUIPMENT

5.14.1 CONTRACTOR shall arrange and provide, at its cost, all utilities including but not limited to electricity, water and instrument air, fuels, chemicals, catalysts, lubricants, consumables, supplies and things necessary for performance of the WORK.


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5.14.2 CONTRACTOR shall provide all CONTRACTOR EQUIPMENT required to perform the WORK.

5.14.3 CONTRACTOR shall in addition provide all other equipment, materials, supplies, spares, services, and any SUBCONTRACTOR not specifically identified herein, that CONTRACTOR may reasonably be required to provide for the proper performance of the WORK.

5.14.4 CONTRACTOR represents and warrants that CONTRACTOR EQUIPMENT shall be in good working order, be properly maintained, meet the manufacturer’s rating for performance and safety of such CONTRACTOR EQUIPMENT and shall be suitable and sufficient for the performance of CONTRACTOR’s obligations under the AGREEMENT.

5.14.5 COMPANY shall have the continuing right to inspect and reject for a shown reasonable cause any item of CONTRACTOR EQUIPMENT and CONTRACTOR at its sole cost shall promptly repair and bring up to standard any rejected item.

5.15 TEMPORARY WORK

5.15.1 CONTRACTOR shall construct any temporary accesses and hard standings that may be necessary for the execution of the WORK.

5.15.2 All TEMPORARY WORK shall be properly designed and suitably constructed to carry such loads as will be imposed on them. CONTRACTOR shall submit for the review of COMPANY its drawings and calculations relating to the strength and stability of any TEMPORARY WORK as well as to the methods proposed for the erection thereof. All TEMPORARY WORK supplied by CONTRACTOR shall be removed on completion of the WORK to COMPANY’s satisfaction.

5.15.3 Office, Stores, and Temporary Buildings

The provision, erection, maintenance on the WORKSITE or elsewhere and subsequent removal of all temporary buildings, stores, etc., together with any hard standings required by CONTRACTOR for the performance, execution and completion of the WORK shall be the responsibility of CONTRACTOR and at its own expense electrical, water, sanitation and any other service arrangement within CONTRACTOR’s area shall be solely to CONTRACTOR’s account and subject to the approval of COMPANY.

5.15.4 Temporary Camp Accommodation

CONTRACTOR shall provide accommodation for use by CONTRACTOR’s and SUBCONTRACTORS' personnel as described in EXHIBIT B.7. CONTRACTOR shall also provide for accommodation in its camp for use by COMPANY personnel, TPDC and other service providers as provided for in Article [*]. All accommodation shall be kept in a clean and orderly condition to the satisfaction of TANZANIA Public Health Authorities and COMPANY’s requirements.

5.15.5 Cleaning

CONTRACTOR shall at its own cost carry out daily cleaning and janitorial services for all accommodations provided by the CONTRACTOR pursuant to Clause 5.15.4


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5.15.6 Messing and Laundry Facilities

CONTRACTOR shall be responsible for messing and laundry facilities for its personnel in the accommodations provided by it pursuant to Clause 5.15.4.

5.15.7 Camp Security

CONTRACTOR shall at its own cost make provisions for security of all accommodations provided by it pursuant to Clause 5.15.4.

5.16 TRANSPORT

5.16.1 CONTRACTOR shall be responsible for the safe and efficient handing and transportation of all CONTRACTOR EQUIPMENT including any SUBCONTRACTOR equipment and goods to and from DRILL SITES in support of the WORK.

5.16.2 CONTRACTOR shall arrange safe and appropriate transport and shall advise COMPANY of any land transport movements between Dar es Salaam and the DRILL SITE or other field-based locations 24 hours in advance.

5.16.3 CONTRACTOR shall comply with all COMPANY’s requirements regarding delivery of CONTRACTOR EQUIPMENT. COMPANY requirements include following:

a) CONTRACTOR shall ensure that any CONTRACTOR EQUIPMENT delivered to the WORKSITE are correctly packaged, labelled and documented in accordance with Legislation and the requirements of COMPANY;

b) CONTRACTOR shall ensure that CONTRACTOR EQUIPMENT are suitably packed and protected for shipment in suitable classified and certified containers complete with fully certified lifting equipment in accordance with LEGISLATION. Each container and lifting appliance used shall be accompanied by the appropriate inspection certificate;

c) CONTRACTOR shall ensure that CONTRACTOR’s tubulars and downhole equipment are transported with proper thread protection and are either (a) installed in approved equipment baskets or (b) correctly bundled and slung with certified lifting slings. Each sling shall be accompanied by the appropriate inspection certificate. All downhole drilling equipment must be transported in approved equipment baskets;

d) CONTRACTOR shall ensure that all containers which hold gas under pressure or flammable gas or liquids shall be transported in racks which positively secure each container. This refers to Oxygen tanks, Acetylene tanks, or containers or drums holding other flammable fluids;

e) CONTRACTOR shall ensure that all containers which hold chemical liquids shall be transported securely banded to wooden pallets or installed in baskets which positively secure each container. This refers to 55 gallon and all other drums sizes and types;

f) Any chemical material being transported must be accompanied by the appropriate MSDS (Material Safety Data Sheet) information, attached to the manifest;


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g) CONTRACTOR shall comply with all requirements of Control of Substances Hazardous to LEGISLATION and, in particular all appropriate guidelines for the handling, packaging and shipment of Hazardous Substances;

h) CONTRACTOR shall have in place and shall adhere to procedures for the correct securing of loads to trucks for road transport;

i) Sea freight and air freight are conducted in accordance with Appendix 1 – Sea Freight and Air freight Shipping Instructions, to the Section 3.

j) CONTRACTOR shall unload and load CONTRACTOR EQUIPMENT, and COMPANY MATERIALS at the DRILLING UNIT from and to any transport provided by COMPANY. CONTRACTOR shall ensure all cargo is handled in a proper and safe manner with particular reference to dangerous or hazardous material.

5.17 TRUCKING AND JOURNEY MANAGEMENT

5.17.1 CONTRACTOR shall ensure that all vehicles used in the performance of the WORK are roadworthy (including local registration and insurance requirements), thoroughly maintained, records are readily available, and vehicles are fit for harsh terrain travel.

5.17.2 Spare parts shall be readily available for each vehicle as part of the maintenance schedule and planning.

5.17.3 COMPANY shall carry out a vehicle audit prior to the MOBILIZATION, to ensure that all vehicles comply with the requirements stipulated in Attachment 9 of EXHIBIT C.1.

5.17.4 All vehicle drivers shall have a valid local driving license and have attended an advanced level defensive driving course or equivalent, and possess a valid certificate.

5.17.5 CONTRACTOR shall comply fully with the requirements of COMPANY's Journey Management Procedures, including:

a) Submitting a Journey Management Plan (JMP) to COMPANY prior to commencing the journey;

b) Fitting an approved vehicle tracking system into every vehicle;

c) Facility to tranship equipment in the field due to a vehicle breakdown.

d) Any mobile wheeled vehicles, plant or equipment unit (e.g forklift, cement truck, etc) must be less than 8 years old at date of importation (where imported in to Tanzania), any mobile wheeled vehicle over 8 years will not be permitted for importation.

5.18 ACCESS TO OFFICE AND VENDOR YARDS

5.18.1 CONTRACTOR shall allow COMPANY the freedom of access at all reasonable times to all places where WORK is performed or relevant information is stored for the purpose of reviewing the conduct and progress of WORK.

5.18.2 COMPANY shall have free access to all documents in CONTRACTOR’s possession prepared or in the course of preparation in performance of WORK including those services performed by its SUBCONTRACTORS and such access shall be provided within three (3) working days of the written request.


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5.18.3 COMPANY’s rights herein may, at the sole discretion of COMPANY, be exercised by consultants or other THIRD PARTIES appointed by COMPANY.

5.19 RETENTION OF DOCUMENTS

5.19.1 CONTRACTOR shall, at no additional cost to COMPANY, retain all PROJECT DOCUMENTS for a minimum period of five (5) years from the date of COMPLETION CERTIFICATE or from the date of termination of the AGREEMENT, whichever is earlier.

5.19.2 In the event COMPANY notifies CONTRACTOR of any discrepancies or disputes, CONTRACTOR shall retain all documents pertaining to the notified discrepancies or disputes until written agreement is obtained from COMPANY waiving the need for continued retention beyond the period stipulated in Article 5.19.1 above.

5.20 ASSISTANCE TO COMPANY'S PROJECT TEAM

5.20.1 CONTRACTOR shall provide at its home offices, SUBCONTRACTORS’ offices and at CONTRACTOR’s WORKSITE offices all facilities and assistance for COMPANY’s PROJECT management team in accordance with the requirements stipulated in EXHIBIT B.9.

5.21 PROCUREMENT

5.21.1 CONTRACTOR shall procure all GOODS, materials and services required for the WORK in sufficient time and quantities to meet the SCHEDULE and avoid delay to the progress of WORK.

5.21.2 CONTRACTOR shall allow sufficient time in accordance with the AGREEMENT prior to placing orders for such GOODS and services for COMPANY to review CONTRACTOR’s procurement proposals, recommendations and documentation without delay or interruption to performance of the WORK.

5.21.3 Terms and conditions of all invitations to tender, enquiries, contracts and purchase orders prepared by CONTRACTOR shall conform to the mandatory requirements stipulated in EXHIBIT B.2.

5.21.4 CONTRACTOR shall take all precautions to ensure that SUBCONTRACTORS and VENDORS are financially sound and capable of complying with all conditions of purchase orders/contract documents prepared by CONTRACTOR.

5.21.5 CONTRACTOR shall be fully responsible for and shall indemnify and keep indemnified COMPANY against liabilities resulting from a contract or purchase order awarded with or without express prior approval in writing by COMPANY.

5.22 CODES AND STANDARDS

5.22.1 Wherever references are made in the AGREEMENT to standards and codes in accordance with which WORK is to be executed or performed, the latest edition or revision of the applicable standards or codes shall apply, unless otherwise agreed by COMPANY in writing.


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5.22.2 In case of conflict among any referenced codes and standards or between any referenced codes and standards and technical specifications, COMPANY will, unless the order of precedence is defined in the AGREEMENT, determine which shall govern, subject to the provisions of Article 28 below.

5.22.3 CONTRACTOR shall use the metric system of measurement for all designs, specifications, plans and drawings, unless otherwise specified by law or by COMPANY.

5.23 CODE OF CONDUCT

CONTRACTOR shall, at all times, comply with the “COMPANY’s Code of Conduct” included in EXHIBIT B.12.

CONTRACTOR shall take all precautions and necessary actions to ensure that its employees, agents and all other entities associated or to be associated with the PROJECT including SUBCONTRACTORS and VENDORS are complying with “COMPANY’s Code of Conduct” included in EXHIBIT B.12. The purchase orders/sub-contract documents/agency agreements and all other applicable documents to be prepared by CONTRACTOR for the PROJECT shall include necessary guidelines and conditions to this effect.

6 OTHER HIRE

CONTRACTOR shall not enter into any contract or agreement of any nature with any third party if the work for such contract or agreement is for a period of time that would result in CONTRACTOR EQUIPMENT and/or CONTRACTOR PERSONNEL not being available to COMPANY and ready to commence the WORK by the COMMENCEMENT DATE FOR CHARGES.

7 UNSATISFACTORY PERFORMANCE BY CONTRACTOR

7.1 In the event that:

a) CONTRACTOR fails to perform any of its obligations under the AGREEMENT;

b) any CONTRACTOR EQUIPMENT provided fails to meet its manufacturer’s rating so as to make the WORK unsafe, interrupt the WORK or reduce the efficiency thereof;

c) COMPANY is dissatisfied with the performance of CONTRACTOR hereunder on account of unreasonably slow progress or for incompetence or any other reason as a result of causes reasonably within CONTRACTOR’s control;

COMPANY shall notify CONTRACTOR in writing specifying such failure or dissatisfaction.

7.2 If within seven (7) days from receipt of a notification pursuant to Clause 7.1 (or such greater period of time specified in such notification), CONTRACTOR refuses to remedy or fails to prove to COMPANY’s reasonable satisfaction that it has taken measures to remedy the matters specified in such notification, COMPANY shall have the right to:

a) suspend the whole or part of the WORK in accordance with Clause 23 until such time as CONTRACTOR shall have remedied or proved to COMPANY’s reasonable satisfaction that it has taken measures to remedy the matters specified in such notification;


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b) terminate the AGREEMENT or any part of the WORK at any time in accordance with Clause 24.3(c).

8 COMPENSATION, PAYMENT AND AUDIT

8.1 Compensation

As full and complete compensation for the WORK to be performed hereunder in accordance with the terms of this AGREEMENT and to the satisfaction of the COMPANY and in fulfilment of all the obligations of the CONTRACTOR under this AGREEMENT, COMPANY shall pay CONTRACTOR the amounts specified in, or to be calculated in accordance with, EXHIBIT A4.

8.2 Payment

8.2.1 CONTRACTOR shall submit to COMPANY an invoice within Five (5) days of the end of each calendar month, or as otherwise specified in EXHIBIT A4 failing which the invoice would be considered along with the invoice for the next month.

8.2.2 Invoices shall be raised in the currency mentioned in the AGREEMENT and payment of any invoice shall be effected in the same currency.

8.2.3 No claim for payment in respect of any invoice shall be enforceable unless invoiced within five (5) days of the end of the calendar month or date of completion of the relevant part of the WORK or delivery of materials as applicable. Nevertheless, COMPANY may, at its sole discretion, make payment against such invoice.

8.2.4 Subject to the provisions of Clauses 8.3 and 20.4, payment of any certified invoice net of any deduction or recovery of amounts due and/or payable by the CONTRACTOR to the COMPANY, shall become payable after thirty (30) days from receipt of true, correct and adequately supported invoices from CONTRACTOR to a bank account nominated by CONTRACTOR. Where COMPANY so requests, CONTRACTOR's invoices which include third party charges shall be supported by copies of and proof of payment of third party invoices.

8.3 Disputed Invoices

8.3.1 If COMPANY disputes an invoice or part thereof or if an invoice is prepared or submitted incorrectly in any respect, COMPANY shall return the invoice to the CONTRACTOR notifying the item(s) disputed, specifying the reason(s) therefor. CONTRACTOR then shall submit an invoice of the undisputed part for settlement in accordance with Clause 8.2 by COMPANY. Both PARTIES shall use their reasonable endeavours to resolve disputed items promptly.

8.3.2 If any other dispute exists between COMPANY and CONTRACTOR, COMPANY may withhold, from any monies which become payable under the AGREEMENT, the amount that COMPANY considers is due to it in connection with the subject of the dispute. On settlement of any dispute, CONTRACTOR shall submit an invoice for sums so withheld and COMPANY shall make payment in accordance with the provisions of Clause 8.2.


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8.4 COMPANY's Right to Question Invoices and to Audit

8.4.1 Payment of any invoice shall not prejudice the right of COMPANY to later question the propriety of charges therein, and COMPANY, during the performance of the AGREEMENT and within twenty-four (24) months following settlement of the final account, may give to CONTRACTOR written notice of objection to any item or items in an invoice, specifying the reasons for such objection.

8.4.2 Should COMPANY so notify CONTRACTOR of any objection then relevant equitable adjustment/s shall be determined to address the propriety or impropriety of such item or items objected to by COMPANY and COMPANY may make such adjustment/s and recover the same either as a deduction from payments due to CONTRACTOR or as a debt due from CONTRACTOR.

8.4.3 CONTRACTOR shall and shall procure that SUBCONTRACTORS shall maintain a complete set of records relevant to all activities associated with COMPANY in respect of the AGREEMENT, including the performance thereof by CONTRACTOR and SUBCONTRACTORS. COMPANY and its nominated auditors, in order to verify that all the terms and conditions of the AGREEMENT have been complied with, shall have the right to inspect and audit any and all such records during the performance of the AGREEMENT and within a period of twenty-four (24) months following settlement of the AGREEMENT final account; provided that CONTRACTOR and SUBCONTRACTORS shall have the right to exclude any trade secrets, formulae or processes from such inspection or audit. CONTRACTOR shall arrange for COMPANY and its nominated auditors to have access to the relevant premises. CONTRACTOR shall make available appropriate employees to assist COMPANY in the performance of its audit. Should the results of any audit so require, appropriate adjustments or payments shall be made by the PARTIES.

9 AUTHORISED REPRESENTATIVES OF THE PARTIES

9.1 General

9.1.1 COMPANY and CONTRACTOR shall each nominate a REPRESENTATIVE for the purpose of this AGREEMENT within five (5) days of the EFFECTIVE DATE.

9.1.2 COMPANY REPRESENTATIVE and CONTRACTOR REPRESENTATIVE, or delegates appointed in accordance with the provisions of this Clause, shall be readily available to enable both COMPANY and CONTRACTOR to discharge their obligations under the AGREEMENT.

9.1.3 COMPANY REPRESENTATIVE and any person authorised by him shall have access at all reasonable times to CONTRACTOR EQUIPMENT and facilities and CONTRACTOR shall afford every facility for and every assistance in obtaining the right of access.

9.1.4 All information, instructions and decisions from the REPRESENTATIVE of a PARTY shall bind that PARTY.

9.2 Company Representative


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9.2.1 Subject to Clause 9.2.4, COMPANY REPRESENTATIVE has the authority to commit COMPANY in all matters under the AGREEMENT and, subject to any delegation of such authority, shall be responsible for issuing to and receiving from CONTRACTOR all information, instructions and decisions.

9.2.2 By notice to CONTRACTOR, COMPANY REPRESENTATIVE may at any time delegate any of his authority to any nominated deputy. Such notice shall specify the specific authority to any nominated deputy, and shall be sent to CONTRACTOR REPRESENTATIVE.

9.2.3 COMPANY may change COMPANY REPRESENTATIVE at any time and shall notify CONTRACTOR of any change.

9.2.4 Except as expressly stated in the AGREEMENT, COMPANY REPRESENTATIVE has no powers to amend the AGREEMENT, nor to relieve CONTRACTOR from any of its obligations under the AGREEMENT.

9.3 Contractor Representative

9.3.1 Subject to Clause 9.3.4, CONTRACTOR REPRESENTATIVE has the authority to commit CONTRACTOR to any course of action within the rights and obligations of CONTRACTOR under the AGREEMENT and, subject to any delegation of such authority, shall be responsible for issuing to and receiving from COMPANY all information, instructions and decisions.

9.3.2 CONTRACTOR REPRESENTATIVE may delegate any of his authority to any nominated deputy, the terms of such delegation being subject to the prior APPROVAL of COMPANY which shall not be unreasonably withheld or delayed.

9.3.3 CONTRACTOR shall not change CONTRACTOR REPRESENTATIVE without cause or any nominated deputy without the prior APPROVAL of COMPANY, which shall not unreasonably be withheld or delayed.

9.3.4 CONTRACTOR REPRESENTATIVE has no powers to amend the AGREEMENT.

10 CHANGES

10.1 No change to this AGREEMENT or any obligation hereunder shall be valid or effective unless it is in writing and signed by the authorised representatives of the PARTIES.

10.2 Without prejudice to Clause 10.1, COMPANY has the right to issue instructions to CONTRACTOR at any time to make any changes to the WORK which are within the capability and resources of CONTRACTOR, at the applicable rates and/or prices in accordance with EXHIBIT A4, or where such rates and prices are not specified a fair valuation shall be made between the PARTIES.

10.3 CONTRACTOR is obliged to diligently commence such instructed additional/varied works, even pending a fair valuation/assessment of rates and prices by the COMPANY.

11 CONFIDENTIALITY


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11.1 CONTRACTOR GROUP shall keep confidential all information received by CONTRACTOR GROUP in connection with the AGREEMENT and/or the WORK. Except as may be necessary to enable CONTRACTOR to perform its obligations under the AGREEMENT, CONTRACTOR GROUP shall at no time without the prior agreement of COMPANY use, reproduce, copy, disclose to, place at the disposal of or allow any THIRD PARTY to use, peruse or copy any information including drawings, data, and computer software which:

a) is received by CONTRACTOR GROUP from or on behalf of COMPANY GROUP in or in relation to the AGREEMENT; or

b) vest in COMPANY and/or another member of COMPANY GROUP in accordance with the AGREEMENT; or

c) any member of CONTRACTOR GROUP prepares in connection with the WORK; or

d) is generated, produced or prepared in execution of the WORK.

11.2 CONTRACTOR shall ensure that provisions no less onerous to this Clause 11 are incorporated in any SUBCONTRACT and shall procure the compliance by each SUBCONTRACTOR of such provisions. In any event, CONTRACTOR shall procure that all CONTRACTOR PERSONNEL are made aware of the provisions of this Clause 11 and CONTRACTOR shall use all reasonable endeavours to procure CONTRACTOR PERSONNEL comply with the same.

11.3 The provisions of Clauses 11.1 shall not apply to information which:

a) is or becomes part of the public domain other than as a direct or indirect result of the information being disclosed in breach of this AGREEMENT;

b) is in the possession of the PARTY in receipt of such information before these confidentiality obligations came into effect and which was not subject to any obligation of confidentiality owed to the disclosing PARTY or any of its AFFILIATES;

c) was received from a third party whose possession is lawful and who is under no obligation not to disclose it; or

d) is required to be disclosed in order to comply with the requirements of any LEGISLATION and/or court of competent jurisdiction or by the rules or regulations of a recognised investment exchange having jurisdiction over the WORK or the PARTY and/or its AFFILIATES (as applicable); provided that, such PARTY shall, to the extent lawfully permitted, notify the other PARTY of such disclosure or of its intention to do so, the information being disclosed and to whom and of the law, court or regulation concerned.

11.4 Nothing in this AGREEMENT is intended to exclude, restrict or limit in any way any rights any person may have to make protected disclosures (‘whistle blowing’) under applicable LEGISLATION.

12 INTELLECTUAL PROPERTY RIGHTS


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12.1 CONTRACTOR shall not have the right of use, other than for the purposes of the AGREEMENT, whether directly or indirectly, of any patent, copyright, proprietary right or confidential know how, trademark or process provided by the other PARTY and the intellectual property rights therein as such shall remain with the PARTY providing such patent, proprietary right, copyright or confidential know how, trademark or process.

12.2 Where any potential patent or registrable right in any country in the world results from:

a) developments by CONTRACTOR GROUP which are based wholly on or by usage of data, equipment, processes, substances and the like in the possession of CONTRACTOR at the EFFECTIVE DATE, or otherwise produced outside of the AGREEMENT; or

b) enhancements of or in the existing intellectual property rights of CONTRACTOR GROUP;

Such rights shall vest in CONTRACTOR and/or in accordance with CONTRACTOR’s arrangements with the other members of CONTRACTOR GROUP.

12.3 Where any potential patent or registrable right in any country in the world results from:

a) developments by COMPANY GROUP which are based wholly on or by usage of data, equipment, processes, substances and the like in the possession of COMPANY GROUP at the EFFECTIVE DATE or otherwise produced outside of the AGREEMENT; or

b) enhancements of or in the existing intellectual property rights of COMPANY GROUP;

Such rights shall vest in COMPANY and/or in accordance with COMPANY’s arrangements with the other members of COMPANY GROUP.

12.4 Except as provided in Clause 12.1, Clause 12.2 and Clause 12.3, where any potential patent or registrable right in any country in the world arises out of the WORK and is invented during the term of the AGREEMENT, such rights shall vest in COMPANY.

12.5 CONTRACTOR shall release, indemnify, defend and hold harmless COMPANY GROUP from all claims, losses, damages, costs (including legal costs), expenses and liabilities of every kind and nature, for or arising out of, any alleged infringement of any patent or proprietary or protected right, arising out of or in connection with the performance of the obligations of CONTRACTOR under the AGREEMENT except where such infringement necessarily arises from technical information provided by COMPANY and/or COMPANY’s instructions. However CONTRACTOR shall use its reasonable endeavours to identify any infringement in such technical information and COMPANY’s instructions of any patent or proprietary or protected right, and should CONTRACTOR become aware of such infringement or possible infringement then CONTRACTOR shall inform COMPANY immediately.

13 PUBLICITY

CONTRACTOR shall not, and shall use all reasonable endeavours to procure that each member of CONTRACTOR GROUP shall not, publish or permit to be published either alone


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or in conjunction with any other person any articles, photographs or other illustrations relating to the AGREEMENT, the WORK, or COMPANY’s business generally, without prior APPROVAL from COMPANY. Such consent shall only apply to each specific application and relate only to that application. The accuracy of any information published by CONTRACTOR or any member of CONTRACTOR GROUP, which was not supplied directly by COMPANY, shall be the absolute responsibility of CONTRACTOR.

14 TITLE

14.1 COMPANY shall retain title to COMPANY provided items and information including COMPANY MATERIALS.

14.2 All equipment, materials and supplies provided by CONTRACTOR which are to be permanently incorporated into the WORK or for which title is intended to pass to COMPANY shall become and be clearly identified as the property of COMPANY upon delivery to COMPANY or incorporation into the WORK or when payment is made by COMPANY, whichever is the earlier.

14.3 Without prejudice to Clause 14.2, the risk and responsibility for any equipment, materials and supplies provided by CONTRACTOR for which title has passed or is intended to pass to COMPANY under this AGREEMENT shall remain with CONTRACTOR until the WORK using such equipment, materials and supplies has been completed. Notwithstanding Clauses 17.1.2(b) and (c),the provisions of Clauses 17.1.1(b) and (c) shall apply to such equipment, materials and supplies until the WORK using such equipment, materials and supplies has been completed, regardless of whether ownership and title has passed prior to that time, and thereafter the provisions of Clauses 17.1.2(b) and (c) shall apply.

14.4 CONTRACTOR shall ensure that all CONTACTOR EQUIPMENT is free from all liens and /or retention of title claims from any third party.

14.5 Title in any equipment, materials and supplies provided by CONTRACTOR which do not comply with the requirements of the AGREEMENT and which are rejected by COMPANY, shall revert immediately to CONTRACTOR.

14.6 Title in any equipment, materials and supplies items provided by CONTRACTOR for which no payment has been made or is required to be made by COMPANY and which are no longer required for the purposes of the AGREEMENT shall revert to CONTRACTOR.

14.7 Where designs, drawings, reports, sketches and other documents and data to be provided by CONTRACTOR hereunder are created and stored electronically, CONTRACTOR shall provide to COMPANY such designs, drawing, reports, sketches and other documents and data on a disk or other electronic media compatible with COMPANY’s systems at the time specified in Section 3 – Scope of Work or if no times are specified, when reasonably required by COMPANY. COMPANY and CONTRACTOR shall agree the system compatibility requirement applicable to the WORK.

14.8 Title to all reports, test results and charts of whatever nature in respect of COMPANY’s wells including information on the geology and formations encountered in the well that have been created by CONTRACTOR in the performance of the WORK shall vest in COMPANY with effect from the date of creation. Upon completion, suspension or


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abandonment of each well or if earlier upon completion or early termination of the WORK in connection with that well, CONTRACTOR shall issue to COMPANY all such documents and data in its possession.

14.9 All property of COMPANY in the possession of CONTRACTOR GROUP shall be suitably marked or clearly identified by CONTRACTOR as the property of COMPANY. All such items shall be segregated from other property.

15 LIENS

Without prejudice to any other provision of the AGREEMENT, CONTRACTOR shall hold harmless and indemnify COMPANY GROUP from and against all liens, attachments or claims by or on behalf of any of its suppliers or any member of CONTRACTOR GROUP (or persons alleging to be any such persons) in connection with or arising out of the AGREEMENT. COMPANY shall have the right to withhold the amount involved arising out of such liens, attachments or claims from any payment due to CONTRACTOR under the AGREEMENT until removal of such liens or attachments or settlement of such claims by CONTRACTOR. No assignment or transfer by CONTRACTOR of rights to monies due to CONTRACTOR hereunder shall have any force or effect so far as COMPANY’s rights are concerned until all such claims and indebtedness incurred by CONTRACTOR shall have been completely liquidated and discharged. Before COMPANY makes payments to CONTRACTOR COMPANY may require CONTRACTOR to provide written undertaking that there are no unsatisfied claims by or on behalf of such suppliers, or any member of CONTRACTOR GROUP.

16 THE DRILLING PROGRAMME

16.1 COMPANY shall provide to the CONTRACTOR, the DRILLING PROGRAMME separately for each well 14 days prior to spudding of each well, based on the well design / well engineering details. COMPANY may from time to time modify the DRILLING PROGRAMME.

16.2 If at any time while operating CONTRACTOR believes that a continuance of the operation will result in abnormally hazardous conditions, it shall immediately notify COMPANY and in the meantime exert every reasonable effort to overcome this difficulty. In such case, CONTRACTOR is entitled to stop DRILLING or perform such other operations on the well as will result in the safest possible conditions. No payment on day rate basis shall apply for the period of such stoppage.

16.3 If, during the course of DRILLING, CONTRACTOR encounters evidence of oil or gas in any formation, CONTRACTOR shall immediately notify COMPANY and perform such tests as COMPANY may specify to determine the productivity of such formations provided such tests are feasible under the then existing conditions.

17 LIABILITIES AND INDEMNITIES

17.1 Personal Injury, Death and Property Loss and Damage Provisions

17.1.1 Subject to Clause 17.5, CONTRACTOR shall bear all loss, expense and damage and shall save, defend, indemnify and hold harmless COMPANY GROUP from and against any and all losses, claims, suits, demands, liabilities, costs, expenses (including legal, court, experts' and investigative fees) and causes of action for:


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a) illness of, injuries to or death of any member of CONTRACTOR GROUP;

b) damage to, destruction or loss of property (including CONTRACTOR EQUIPMENT) whether owned, hired or leased, belonging to or in the possession, or in the custody or control of any member of CONTRACTOR GROUP (including any property of any member of COMPANY GROUP which is the subject of the AGREEMENT and of which any member of CONTRACTOR GROUP has possession and risk as set forth in Clause 17.4); and

c) the raising, removal, destruction, lighting or marking of any wreck or debris of such property referred to in Clause 17.1.1(b);

arising from, relating to or in connection with the performance or non-performance of the AGREEMENT, irrespective of cause and notwithstanding gross negligence, breach of duty (whether statutory or otherwise) or WILFUL MISCONDUCT of COMPANY GROUP or any other person and shall apply irrespective of any claim in tort, under contract or otherwise at law.

17.1.2 Subject to Clause 17.1.1, COMPANY shall bear all loss, expense and damage and shall save, defend, indemnify and hold harmless CONTRACTOR GROUP from and against any and all losses, claims, suits, demands, liabilities, costs, expenses (including legal, court, experts' and investigative fees) and causes of action for:

a) illness of, injuries to or death of any member of COMPANY GROUP;

b) damage to, destruction or loss of any property whether owned, hired or leased, belonging to or in the possession of, or in the custody or control of any member of COMPANY GROUP (excluding any such property of which any member of CONTRACTOR GROUP has possession and risk under the AGREEMENT to the extent that such risk is covered by CONTRACTOR's indemnity under Clause 17.1.1); and

c) the raising, removal, destruction, lighting or marking of any wreck or debris of such property referred to in Clause 17.1.2(b);

arising from, relating to or in connection with the performance or non-performance of the AGREEMENT, irrespective of cause and notwithstanding gross negligence, breach of duty (whether statutory or otherwise) or WILFUL MISCONDUCT of CONTRACTOR GROUP or any other person and shall apply irrespective of any claim in tort, under contract or otherwise at law.

17.1.3 Without prejudice to Clause 17.3c), responsibility for any losses, claims, suits, demands, liabilities, costs, expenses (including legal, court, experts' and investigative fees) for injury to or sickness, disease or death of any THIRD PARTY person or loss of or damage to any THIRD PARTY property arising from, relating to or in connection with the performance or non-performance of the AGREEMENT shall be determined on an allocable share of negligence or fault and otherwise at law

17.2 Pollution

17.2.1 Subject to Clause 17.1.2, CONTRACTOR shall bear all loss, expense and damage and shall save, defend, indemnify and hold harmless COMPANY GROUP from and against any and all losses, claims, suits, demands, liabilities, costs, expenses (including legal, court, experts' and investigative fees) and causes of action for control, disposal and/or


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removal of any liquid or non-liquid pollutant or waste material of whatsoever nature, wheresoever found, that is or has been discharged, seeped, spilled, emanated or leaked from CONTRACTOR EQUIPMENT, arising from, relating to or in connection with the performance or non-performance of the AGREEMENT, irrespective of cause and notwithstanding gross negligence or breach of duty (whether statutory or otherwise) or WILFUL MISCONDUCT of COMPANY GROUP and shall apply irrespective of any claim in tort, under contract or otherwise at law.

17.2.2 Subject to Clauses 17.1.1, 17.2.1 and notwithstanding Clause 17.1.3, COMPANY shall bear all loss, expense and damage and shall save, defend, indemnify and hold harmless CONTRACTOR GROUP from and against any and all losses, claims, suits, demands, liabilities, costs, expenses (including legal, court, experts' and investigative fees) and causes of action for pollution or contamination originating from the reservoir including that which may result from fire, blowout, cratering, seepage or any other uncontrolled flow of oil, gas, wastes or other substances from any well arising from, relating to or in connection with the performance or non-performance of the AGREEMENT irrespective of cause and notwithstanding gross negligence or breach of duty (whether statutory or otherwise) or WILFUL MISCONDUCT of CONTRACTOR GROUP and shall apply irrespective of any claim in tort, under contract or otherwise at law.

17.3 Well Damage and Blowout

Subject to Clause 17.1.1, COMPANY shall bear all loss, expense and damage and shall save, defend, indemnify and hold harmless CONTRACTOR GROUP from and against any and all losses, claims, suits, demands, liabilities, costs, expenses (including legal, court, experts' and investigative fees) and causes of action for:

a) Regaining control of any well;

b) Loss of or damage to any well, geological formation, strata and/or oil or gas reservoir;

c) THIRD PARTY property damage or bodily injury as a result of a well blowout, fire, explosion, cratering or any uncontrolled well condition (including the cost to control a wild well and the removal of debris);

arising from, relating to or in connection with the performance or non-performance of the AGREEMENT, irrespective of cause and notwithstanding gross negligence or breach of duty (whether statutory or otherwise) or WILFUL MISCONDUCT of CONTRACTOR GROUP and shall apply irrespective of any claim in tort, under contract or otherwise at law.

17.4 Company Materials

CONTRACTOR shall take all reasonable precautions to protect and save from loss or damage items of COMPANY MATERIALS and the materials of any OTHER CONTRACTOR while in the custody of CONTRACTOR. When no longer required for operations hereunder CONTRACTOR shall immediately return to COMPANY after use such of the said COMPANY MATERIALS as have not been properly consumed in the same condition as when handed to CONTRACTOR, fair wear and tear excepted.

17.5 Notice of and Conduct of Claims


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17.5.1 CONTRACTOR or COMPANY, as the case may be, shall promptly give to the other PARTY notice and details in writing of any claim made or proceedings commenced against it by any THIRD PARTY for which any member of CONTRACTOR GROUP or COMPANY GROUP claims to be entitled to indemnification under the AGREEMENT. Thereafter, the PARTY seeking indemnification shall: (i) not communicate with any such THIRD PARTY claimant without the prior written consent of the other PARTY; (ii) in respect of matters reasonably within its control, use its best endeavours to ensure that the handling, defence and/or counterclaim of any such claim or proceedings is carried out in all material respects in accordance with the instructions of the other PARTY; (iii) not effect settlement of or compromise any such claim or proceedings without the other PARTY's prior written consent. Without prejudice to any indemnity provided hereunder, both COMPANY and CONTRACTOR undertake to use their reasonable endeavours to mitigate any loss which may give rise to a claim under any indemnity hereunder.

17.5.2 Notwithstanding that any indemnity in this AGREEMENT is expressed to be for the benefit of COMPANY GROUP or CONTRACTOR GROUP:

a) COMPANY shall be entitled to make a claim for indemnification hereunder in respect of and/or for and on behalf of any member of COMPANY GROUP as well as for itself. For this purpose, COMPANY may commence proceedings in its own name to claim against such indemnity and to make any claim which any such member of COMPANY GROUP may have against CONTRACTOR. Notwithstanding Clause 33.1, any member of COMPANY GROUP shall, subject to COMPANY’s prior written consent, be entitled to make a direct claim against CONTRACTOR pursuant to Clauses 12.5, 15, 17, 18, 19, 20, 24, 29 and34 but solely in respect of the indemnities expressed to be in favour of COMPANY GROUP;

b) CONTRACTOR shall be entitled to make a claim for indemnification hereunder in respect of and/or for and on behalf of any member of CONTRACTOR GROUP as well as for itself. For this purpose, CONTRACTOR may commence proceedings in its own name to claim against such indemnity and to make any claim which any such member of CONTRACTOR GROUP may have against COMPANY. Notwithstanding Clause 33.1, any member of CONTRACTOR GROUP shall, subject to CONTRACTOR’s prior written consent, be entitled to make a direct claim against COMPANY pursuant to Clauses, 17 and 19 but solely in respect of the indemnities expressed to be in favour of CONTRACTOR GROUP.

17.6 The indemnities given in Clause 17 shall not affect or reduce CONTRACTOR’S obligations pursuant to Clause 5 (Contractor’s General Obligations), and Clause 7 (Unsatisfactory Performance by Contractor).

18 INSURANCE

18.1 Contractor Insurances

CONTRACTOR shall procure or cause to be procured and shall maintain in effect for the duration of the AGREEMENT, the insurance policies described in this Clause 18, together with any other insurance policies which CONTRACTOR may require under any applicable LEGISLATION.


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All such insurances shall be placed with reputable and substantial insurers in compliance with the applicable LEGISLATION and satisfactory to COMPANY and shall be primary to COMPANY’s insurance to the extent of the indemnities in Clause17. Policy limits shall not be less than those indicated in this Clause 18 or as required by LEGISLATION, whichever is greater.

Any additional premium payable because of the utilisation of retrospective rating plans shall be for the sole account of CONTRACTOR.

CONTRACTOR shall immediately notify insurers of and shall furnish all necessary information concerning any occurrence which may give rise to a claim under any such insurance policies. Copies of all correspondence and documents sent to insurers, related to any such occurrence or any claim under such policies, shall be provided promptly to COMPANY. COMPANY GROUP shall be included as additional assureds in the policies specified in Clauses 18.1.2, 18.1.3, 18.1.4, 18.1.5 and 18.1.6 to the extent of the indemnities given by CONTRACTOR in Clause17.

18.1.1 Workmen’s Compensation and Employers' Liability Insurance

All CONTRACTOR PERSONNEL shall be covered for statutory benefits and any damages or compensation payable in respect of accident or injury as set forth and required by applicable LEGISLATION in the area of operation or such other jurisdiction under which CONTRACTOR may become obligated to pay benefits. Voluntary coverage and other appropriate extensions of coverage shall be included as necessary. Employers' liability insurance, covering all CONTRACTOR PERSONNEL shall be provided with a minimum limit of United States dollars five million (US$5,000,000) or equivalent per occurrence or series of occurrences arising from the one event and shall include an “indemnity to principals” clause.

18.1.2 Third Party Liability Insurance

Insurance coverage shall be provided for liability to any third party arising from the operations of CONTRACTOR in connection with the performance or non-performance of the WORK with a minimum limit of United States dollars five million (US$5,000,000) or equivalent per occurrence or series of occurrences arising from the one event and shall contain “a cross liabilities or severability of interests” clause.

AND WHERE APPLICABLE:

18.1.3 Automobile Liability Insurance

Automobile liability insurance coverage shall also be provided for all owned, hired and non-owned vehicles with a combined single limit of liability of United States dollars one million (US$1,000,000) for any one accident.

18.1.4 Pollution and Spillage

Pollution and spillage insurance shall be provided with a combined single limit of liability of United States dollars 5 million (US$5,000,000) or equivalent per occurrence or series of occurrences arising from the one event;


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18.1.5 All Risks Insurance

All Risks Insurance, covering loss of or damage to DRILLING UNIT and CONTRACTOR EQUIPMENT, including loss or damage arising from helicopter operations, war risks, riots, strikes and civil commotion in amounts of not less than the market value of each land-based drilling rig and its associated equipment owned, hired, chartered or borrowed under other agreements by CONTRACTOR GROUP and used in connection with the AGREEMENT.

18.1.6 Aviation Liability Insurance

Aviation liability insurance which shall cover aircraft (including helicopters) owned, hired, chartered or borrowed under other agreements, supplied by CONTRACTOR GROUP and used in connection with the AGREEMENT, with a combined bodily injury and property damage limit, including passenger liability, with a combined single limit of liability (i) United States dollars one million (US$1,000,000) for any one accident or series of occurrences arising from the one event.

18.2 Non Performance of Contractor’s Insurance Companies

18.2.1 The insolvency, liquidation, bankruptcy, or failure of any insurance company providing insurance for CONTRACTOR or SUBCONTRACTORS, or failure of any such insurance company to pay claims accruing, shall not be considered a waiver of, nor shall it excuse CONTRACTOR from complying with, any of the provisions of the AGREEMENT.

18.3 Failure to Provide Required Insurance

If, in COMPANY’s reasonable opinion it is unable to accept CONTRACTOR’s insurance companies or if any of the insurance policies are not procured or maintained pursuant to Clause 18.1, COMPANY, at its option, may notify CONTRACTOR of such whereupon it is agreed that COMPANY, at its sole option, shall have the right either to purchase similar coverage, the cost thereof to be reimbursed by CONTRACTOR forthwith to COMPANY or, alternatively to be deducted by COMPANY from any sum due or thereafter becoming due to CONTRACTOR from COMPANY or to terminate the AGREEMENT in accordance with Clause 24.

18.4 Waiver of Subrogation

With the exception of such policies referred to in Clause 18.1.1, all insurance policies of CONTRACTOR with respect to the operations conducted under this AGREEMENT shall be endorsed to waive all express or implied rights of subrogation against COMPANY GROUP.

18.5 Insurance Certificates

Within 15 days from the date of signing of this AGREEMENT, the CONTRACTOR shall furnish COMPANY with certificates of insurance which provide sufficient information to verify that CONTRACTOR has complied with the insurance requirements of Clause 18.1. This certificate of insurance will come into force from the target MOBILIZATION DATE.


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Such certificates shall indicate that COMPANY will be given at least thirty (30) days advance written notice of any material change or cancellation of any policy.

18.6 Subcontractors Insurances

18.6.1 CONTRACTOR shall require SUBCONTRACTORS to obtain the insurance policies described in Clause 18.1, as well as any other insurance policies that CONTRACTOR considers necessary at appropriate levels as may be relevant to their work. CONTRACTOR shall use all reasonable endeavours to ensure that any such insurance policies include a waiver of subrogation rights in accordance with Clause 18.4. However, the fact that any SUBCONTRACTOR obtains any of the foregoing insurance policies, or any other insurance policies that CONTRACTOR considers necessary, shall not itself relieve CONTRACTOR of its obligation to meet its other obligations under this Clause 18. This certificate of insurance will come into force from the target MOBILIZATION DATE. To the extent that CONTRACTOR does not require or SUBCONTRACTORS do not obtain such insurance policies, including such waivers of subrogation, CONTRACTOR shall defend, indemnify and hold harmless COMPANY GROUP from and against all claims, demands, losses, expenses and judgements to which such insurance policies (including such waivers) would have applied.

18.7 Cognisance

18.7.1 Nothing contained in this Clause 18 shall operate as a limitation of any liability assumed or indemnity given by CONTRACTOR under this AGREEMENT or CONTRACTOR’s liability in tort, contract or otherwise.

19 CONSEQUENTIAL LOSS

19.1 Notwithstanding any provisions to the contrary elsewhere in this AGREEMENT:

a) Neither COMPANY nor CONTRACTOR shall be liable under any circumstances for the other’s CONSEQUENTIAL LOSS;

b) CONTRACTOR shall save, defend, indemnify and hold harmless COMPANY GROUP from and against all CONSEQUENTIAL LOSS of CONTRACTOR GROUP; and

c) COMPANY shall save, defend, indemnify and hold harmless CONTRACTOR GROUP from and against all CONSEQUENTIAL LOSS of COMPANY GROUP;

irrespective of cause and notwithstanding gross negligence, breach of duty (whether statutory or otherwise) or WILFUL MISCONDUCT of COMPANY GROUP and/or CONTRACTOR GROUP and whether or not foreseeable or in the ordinary contemplation of the PARTIES at the date of the AGREEMENT.

20 TAX, DUTIES AND RELATED ITEMS

20.1 COMPANY will, to the extent permissible, pass on the Custom Duty exemptions to the CONTRACTOR for the entire duration of the contract as per prevailing LEGISLATION.

20.2 CONTRACTOR shall comply and shall procure that all SUBCONTRACTORS comply, with all legal, contractual and administrative requirements in relation to their status and


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presence in any country where the WORK is to be undertaken, including, and without limitation, registration for corporation tax, employees’ tax and VAT purposes. Where CONTRACTOR is required by such LEGISLATION to appoint a Tax Representative for purposes of payment of all taxes, fines, penalties and interest imposed by such LEGISLATION. CONTRACTOR shall notify COMPANY of the details of the appointed Tax Representative.

20.3 CONTRACTOR shall pay, and shall use its best endeavours to procure that all SUBCONTRACTORS shall pay, all income, corporation, revenue or similar taxes howsoever described, and all fines, penalties, and interest thereon duly assessed on the income, profits and gains accruing to CONTRACTOR or any SUBCONTRACTOR in the performance of the AGREEMENT. Furthermore, CONTRACTOR shall pay, and shall use its best endeavours to procure that all CONTRACTOR PERSONNEL shall pay, all taxes including income taxes and social security costs assessed, levied or payable against or on account of wages, salaries, or other emoluments, benefits, or deemed benefits paid to CONTRACTOR PERSONNEL.

20.4 COMPANY may, without liability to CONTRACTOR, withhold from amounts due hereunder or recover from amounts paid hereunder any amounts required to be withheld in respect of income and/or other TAX by LEGISLATION or by the rules, orders or directions of any competent taxing authority, as may be amended by any agreement between such competent taxing authority and COMPANY. COMPANY shall pay such withholding to the competent taxing authority and shall, once received from,or issued on behalf of, such competent taxing authority, provide CONTRACTOR with a certificate evidencing such payment. Where the requirement for any withholding is avoided by CONTRACTOR or any SUBCONTRACTOR holding an appropriate exemption certificate it is the duty of CONTRACTOR to inform COMPANY that such a certificate is held, prior to any payment being made, and to inform COMPANY of any change to or cancellation of the certificate and to provide copies of the certificate or any further information that may be required by COMPANY to satisfy it that it can avoid any such withholding.

20.5 If LEGISLATION relating to TAX is enacted or the interpretation or application of such LEGISLATION changes and this results in an adjustment of amounts being required to be withheld or which should have been withheld by COMPANY pursuant to Clause 22.4, COMPANY shall forthwith notify CONTRACTOR. COMPANY may recover from CONTRACTOR any such amounts required to be withheld or which should have been withheld and CONTRACTOR shall within thirty (30) days of receiving written notice from COMPANY pay to COMPANY any such amounts and/or COMPANY shall be entitled to deduct such amounts from any monies due, or which may become due, to CONTRACTOR. At COMPANY’s request, CONTRACTOR shall provide or reissue, within thirty (30) days of such request, COMPANY with any documentation reasonably required by COMPANY in relation to such adjustments.

20.6 COMPANY shall pay to CONTRACTOR in addition to and together with the consideration due under the AGREEMENT, any VAT levied by any competent taxing authority chargeable in respect of goods or services properly supplied by CONTRACTOR under the AGREEMENT, provided that CONTRACTOR provides COMPANY with a valid TAX invoice, as required under LEGISLATION to enable a TAX credit to be obtained by COMPANY. Notwithstanding the foregoing, COMPANY shall not be required to pay such VAT if COMPANY is relieved from paying VAT by any government having jurisdiction over


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any part of the WORKWORKSITE and/or pursuant to any agreement between such government and/or any competent taxing authority and COMPANY, its AFFILIATES and/or their respective CO-VENTURERS.

20.7 CONTRACTOR shall be responsible for obeying all local rules and regulations in importing/exporting CONTRACTOR EQUIPMENT and materials and shall defend, indemnify and hold harmless COMPANY from and against any and all TAX assessed or levied against it in respect of any item of CONTRACTOR EQUIPMENT and materials including customs duties, excise duties, occupation and other like TAX and imposts.

20.8 CONTRACTOR shall ensure that all imported goods/materials intended to be rented, hired or purchased for COMPANY in fulfilment of CONTRACTOR’s obligations under the AGREEMENT are imported/exported and documented to enable maximum advantage to be taken of such reliefs from TAX as may be offered by the government having jurisdiction over any part of the WORKWORKSITE including bonding and/or any agreement between such government and/or any competent taxing authority and COMPANY. CONTRACTOR shall be responsible for obeying all local rules and regulations in importing/exporting CONTRACTOR EQUIPMENT and materials and all other facilities and services provided by CONTRACTOR required to perform the WORK.

20.9 CONTRACTOR shall furnish COMPANY with such particulars as are known to CONTRACTOR in relation to its or any member of CONTRACTOR GROUP’s activities under the AGREEMENT as may be requested by COMPANY to fulfil its obligations or information requests received from any competent taxing authority. Where requested information is not known to CONTRACTOR, it shall at all times use its best endeavours to obtain the information necessary to enable it to comply with the request.

20.10 CONTRACTOR shall assist COMPANY to obtain all national and local governmental grants and allowances available in respect of the WORK by providing, if so requested, financial and technical information in relation thereto to COMPANY and by permitting governmental personnel to examine CONTRACTOR’s records pertaining to the AGREEMENT.

20.11 COMPANY shall have no liability to reimburse CONTRACTOR for any amount to the extent that such amount is eligible for relief, reduction, exemption or recovery by the actions of any member of CONTRACTOR GROUP. It is the responsibility of CONTRACTOR to inform COMPANY in writing in the event that CONTRACTOR is eligible for such relief, reduction, exemption or recovery.

20.12 CONTRACTOR shall save, defend, indemnify and hold harmless COMPANY GROUP from and against any losses, claims, suits, demands, fines, penalties, costs, expenses (including legal costs) and causes of action for:

a) the failure by CONTRACTOR and/or any member of CONTRACTOR GROUP to comply with the obligations and requirements of this Clause 20; and

b) any levy, charge, contribution and/or tax including income corporation, revenue or similar taxes and/or social security cost for which CONTRACTOR and/or any member CONTRACTOR GROUP is responsible pursuant to this Clause 20.

c) 22.12 With reference to sub-clause(s) 22.6 and 22.7, where applicable, CONTRACTOR shall comply with the conditions of the import exemptions granted


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to COMPANY. In particular, CONTRACTOR shall use the equipment and material imported solely in connection with COMPANY’s petroleum operations in Tanzania; the equipment and material imported shall be consumed during the petroleum operations, or transferred to the Government of Tanzania in accordance with COMPANY’s Production Sharing Contract or re-exported; the equipment and materials shall not be sold or scrapped in Tanzania without the consent of COMPANY and where applicable, the Government of Tanzania.

d) CONTRACTOR shall provide COMPANY at the end of the AGREEMENT with confirmation of the status and location all imports and to provide all supporting documentation. Nothing in this sub-clause shall prevent COMPANY from requesting CONTRACTOR at any time, to provide it with such confirmations of the status and location of such imports and any supporting documentation.

e) 22.13 CONTRACTOR shall submit a Pro-Forma invoice to COMPANY in accordance with the requirements of Section 4 – Compensation to allow COMPANY to obtain remission on VAT due.

21 CO-VENTURERS

21.1 COMPANY has entered into the AGREEMENT for itself and acting for and on behalf of its CO-VENTURERS. Notwithstanding this fact:

a) CONTRACTOR agrees to look only to COMPANY for the due performance of the AGREEMENT and nothing herein contained shall impose any liability upon, or entitle CONTRACTOR to communicate with and/or commence any proceedings against, any individual party other than COMPANY; and

b) COMPANY shall be entitled to enforce the AGREEMENT on behalf of all the CO-VENTURERS as well as for itself. For this purpose COMPANY may commence proceedings in its own name to enforce all obligations and liabilities of CONTRACTOR and to make any claim which any of the CO-VENTURERS may have against CONTRACTOR.

22 INSOLVENCY

22.1 In the event that CONTRACTOR, at any time during the term of the AGREEMENT, is insolvent under any of the provisions of any applicable insolvency or bankruptcy act or makes a voluntary sale of any of its assets for the benefit of creditors or is adjudged insolvent, either upon CONTRACTOR's voluntary petition or upon the involuntary petition of CONTRACTOR's creditors, or any of them, or should a judgement be executed on any of the property of CONTRACTOR, or should any lien or other right inconsistent with CONTRACTOR's title to such property be enforced, or if CONTRACTOR shall have a receiver, administrative receiver and/or new owner for any of its assets, or if CONTRACTOR shall go into liquidation (whether voluntarily or otherwise) COMPANY, at its option may:

a) forthwith terminate the AGREEMENT in its entirety as provided under Clause 24 at any time after the occurrence of the event giving rise to the right to terminate; or

b) give such receiver, administrator, receiver or the new owner of the asset the option to continue carrying out the AGREEMENT subject to them providing a guarantee in an amount to be agreed for the due performance of the AGREEMENT;


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c) without prejudice in either event to any right of action or remedy which shall have accrued or shall accrue thereafter to COMPANY.

23 SUSPENSION

23.1 COMPANY shall have the right, by notice to CONTRACTOR, to suspend the WORK or any part thereof to the extent detailed in the notice, for any of the following reasons:

a) subject only to Clause 23.3, in the event of some default on the part of CONTRACTOR; or

b) in the event that suspension is necessary for the proper execution or safety of the WORK, or persons;

23.2 Upon receipt of any such notice, CONTRACTOR shall, unless instructed otherwise:

a) discontinue the WORK or the part of the WORK detailed in the notice, on the date and to the extent specified; and

b) properly protect and secure the WORK as required by COMPANY.

23.3 In the event of default on the part of CONTRACTOR, COMPANY shall give notice of default to CONTRACTOR giving details of such default. If CONTRACTOR upon receipt of such notice, does not commence and thereafter continuously proceed with action satisfactory to COMPANY to remedy such default COMPANY may issue a notice of suspension in accordance with the provisions of Clause 23.1. Notwithstanding the foregoing, COMPANY reserves the right to terminate this AGREEMENT in accordance with Clause 24 in such event.

23.4 If suspension results from default on the part of CONTRACTOR, any additional costs reasonably incurred by COMPANY as a direct result shall be recoverable by COMPANY from CONTRACTOR.

23.5 COMPANY may, by further notice, instruct CONTRACTOR to resume the WORK to the extent specified.

23.6 In the event of any suspension, COMPANY and CONTRACTOR shall meet at not more than seven (7) day intervals with a view to agreeing a mutually acceptable course of action during the suspension.

24 TERMINATION

24.1 The AGREEMENT shall immediately terminate, with no further consideration or compensation becoming payable by COMPANY to CONTRACTOR except in respect of services provided prior to the date of termination, if the DRILLING UNIT:

a) is lost to CONTRACTOR through confiscation, nationalisation or seizure by government; or

b) is seized, damaged or destroyed for any reasons including as a result of insurrection, terrorist act, riot or war (declared or undeclared).


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24.2 If CONTRACTOR is unable to commence MOBILISATION of the DRILLING UNIT in accordance with the AGREEMENT, COMPANY may terminate the AGREEMENT immediately with no compensation becoming payable to CONTRACTOR.

24.3 COMPANY shall have the right by giving notice to terminate all or any part of the WORK or the AGREEMENT at such time or times as COMPANY may consider necessary for any breach by the CONTRACTOR of any of the provisions of the AGREEMENT including but not limited to the following reasons:

a) whenever COMPANY shall exercise its right pursuant to Clause 7.2(b) (Unsatisfactory Performance by CONTRACTOR);

b) whenever COMPANY shall exercise its right pursuant to Clause 18.3 (Failure to provide required insurance);

c) whenever COMPANY shall exercise its right pursuant to Clause 22(a) (Insolvency);

d) whenever COMPANY shall exercise its right pursuant to Clause 23.3 (Suspension);

e) whenever COMPANY shall exercise its right pursuant to Clause 25.8 (Force Majeure condition prevails);

f) whenever COMPANY shall exercise its right pursuant to Change in legislation;

g) whenever COMPANY shall exercise its right pursuant to Clause 34.4.1 (Failure to comply with Business Ethics and Compliance);

h) whenever any member of CONTRACTOR GROUP fails to comply with the provisions of Clause 38 (Environment, Health and Safety);

i) if CONTRACTOR commits a breach of any of the provisions of this AGREEMENT, which breach is either (i) incapable of remedy or (ii) (whether capable of remedy or not) is a breach of any of the material terms of this AGREEMENT; and

j) whenever CONTRACTOR EQUIPMENT becomes an actual, constructive, compromised or arranged total loss or if CONTRACTOR EQUIPMENT is so damaged as to prevent it from performing the WORK and is in COMPANY’s reasonable opinion beyond repair. Such termination shall be effective as of the date and time of such total loss.

k) for its convenience

24.4 In the event of termination in accordance with this Clause 24.3, CONTRACTOR shall:

a) immediately discontinue performance of its obligations under this AGREEMENT and shall give to the COMPANY all drawings, reports and other documents (whether or not they are completed) relating to the relevant part of the WORK. In addition CONTRACTOR shall execute or have executed all documents and shall perform or have performed all such acts which may be required, including the assignment of any or all SUBCONTRACTS and/or agreements for the supply of materials required for the relevant part of the WORK, if COMPANY so directs, to vest in COMPANY all rights, title, set-offs and other benefits held by CONTRACTOR in connection with the performance of the relevant part of the WORK;

b) subject to COMPANY’s rights to have SUBCONTRACTS assigned to it pursuant to Clause 26.2.4, procure that relevant CONTRACTOR PERSONNEL immediately leave the WORKSITE at the time and date specified by COMPANY to CONTRACTOR in the notice of termination;

c) return all COMPANY MATERIALS which were not consumed in the performance of


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the WORK;

d) provide to COMPANY an inventory showing the ownership of all materials, goods, plant and equipment allocated to the WORK including items already delivered or in transit or on order from SUBCONTRACTORS;

e) subject to COMPANY’s rights to have SUBCONTRACTS assigned to it pursuant to Clause 26.2.4, terminate any SUBCONTRACT which relates to the WORK; and

f) take such steps to protect the relevant WORK performed up to the date of termination as directed by COMPANY.

24.5 In the event of termination in accordance with Clauses 24.3excluding 24.3(f) CONTRACTOR shall indemnify, defend and hold COMPANY GROUP harmless (irrespective of gross negligence or breach of duty (statutory or otherwise) of COMPANY GROUP) against any additional costs incurred by COMPANY in completing or arranging the completion of the relevant WORK in addition to that sum COMPANY would have been obliged to pay CONTRACTOR had this AGREEMENT not been terminated and COMPANY shall have the right to deduct such additional costs from such amounts, if any, as are due to CONTRACTOR under this AGREEMENT or otherwise, or otherwise to recover such costs from CONTRACTOR.

24.6 In the event of termination in accordance with Clause 24.3, CONTRACTOR shall be entitled to payment as follows:

a) For termination in accordance with Clause 24.3(a) or (e), CONTRACTOR shall be entitled to payment as set out in EXHIBIT A.4 performed up to the time and date of termination and COMPANY shall pay for the demobilisation of CONTRACTOR EQUIPMENT as set forth in EXHIBIT A.4 less any amounts owing to COMPANY pursuant to the provisions of Clause 24.5.

b) For termination in accordance with Clauses 24.3 (c) to(j) excluding (g), CONTRACTOR shall be entitled to payment as set out in EXHIBIT A.4 for WORK performed up to the date of termination, together with other sums due under this AGREEMENT but not for the demobilisation of CONTRACTOR EQUIPMENT, less any amounts owing to COMPANY pursuant to the provisions of Clause 24.5.

c) For termination in accordance with Clause 24.3(b), CONTRACTOR shall not be entitled to any further payment hereunder, except where COMPANY terminates only part of the WORK or part of the AGREEMENT in which case CONTRACTOR shall remain entitled only to such payments set out in EXHIBIT A.4 as relate to the part of WORK or AGREEMENT which is not terminated, less any amounts owing to COMPANY pursuant to the provisions of Clause 24.5.

25 FORCE MAJEURE

25.1 Neither COMPANY nor CONTRACTOR shall be responsible for any failure to fulfil any term or condition of the AGREEMENT if and to the extent that fulfilment has been delayed or temporarily prevented by an occurrence, as hereunder defined as FORCE MAJEURE, which has been notified in accordance with this Clause 25 and which is beyond the control and without the fault or negligence of the PARTY affected and which, by the exercise of reasonable diligence, the said PARTY is unable to prevent or provide against. Both PARTIES shall use their reasonable endeavours to mitigate, avoid, circumvent, or overcome the circumstances of FORCE MAJEURE.


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25.2 For the purpose of the AGREEMENT, FORCE MAJEURE shall be limited to the following:

a) Riot, war, invasion, act of foreign enemy, hostilities (whether war be declared or not), acts of terrorism, civil war, rebellion, revolution, insurrection of military or usurped power;

b) Ionising radiation or contamination by radio-activity from any nuclear fuel or from any nuclear waste from the combustion of nuclear fuel, radio-active toxic explosive or other hazardous properties of any explosive nuclear assembly or nuclear component thereof;

c) Pressure waves caused by aircraft or other aerial devices travelling at sonic or supersonic speeds;

d) Earthquake, hurricane (Beaufort Force 12 and above), flood, fire, explosion and/or other natural physical disaster, but excluding weather conditions as such regardless of severity;

e) Strikes at a national level or industrial disputes at a national level, or strikes or industrial disputes by labour not employed by the affected PARTY or SUBCONTRACTORS and which affect a substantial or essential portion of the WORK;

f) Maritime or aviation disasters; and/or

g) Effects of a pandemic.

25.3 FORCE MAJEURE shall not include the following:

a) breakdown of or damage to any CONTRACTOR EQUIPMENT provided or used by CONTRACTOR or any of its SUBCONTRACTORS;

b) contractual commitment made by CONTRACTOR to third parties which limits the ability of CONTRACTOR to perform the WORK; and/or

c) The shortage of CONTRACTOR PERSONNEL or CONTRACTOR EQUIPMENT shall not constitute FORCE MAJEURE unless caused by circumstances which are themselves FORCE MAJEURE:

d) Financial constraints of the CONTRACTOR.

25.4 No failure or omission by either PARTY to carry out or to perform any of the terms or conditions of the AGREEMENT shall give the other PARTY a claim against such PARTY, or be deemed a breach of the AGREEMENT, if and to the extent that such failure or omission arises from FORCE MAJEURE notified in accordance with Clause 25.5.

25.5 In the event of a FORCE MAJEURE occurrence, the PARTY that is or may be delayed in performing the AGREEMENT shall notify the other PARTY without delay giving the full particulars thereof and shall use all reasonable endeavours to remedy the situation without delay.

25.6 Each PARTY shall be liable for and shall bear all of its own costs, expenses and losses incurred because of an occurrence of FORCE MAJEURE. Save as otherwise expressly provided in the AGREEMENT, no payments of whatever nature shall be made in respect of a FORCE MAJEURE occurrence.


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25.7 Following notification of a FORCE MAJEURE occurrence in accordance with Clause 25.5, COMPANY and CONTRACTOR shall meet without delay to agree a mutually acceptable course of action to minimise any effects of such occurrence.

25.8 In the event that a FORCE MAJEURE condition prevails for a period of seven (7) consecutive days then COMPANY may terminate the AGREEMENT forthwith by giving notice.

26 ASSIGNMENT AND SUB-CONTRACTING

26.1 Assignment

26.1.1 CONTRACTOR shall not without the prior written consent of COMPANY assign or transfer the AGREEMENT or any part thereof or any benefit or interest therein or thereunder.

26.1.2 COMPANY may assign, transfer or sub-let the whole or part of its rights, liabilities and obligations under the AGREEMENT to any AFFILIATE or CO-VENTURER on the terms and conditions as those agreed between the PARTIES hereto and subject to COMPANY giving CONTRACTOR written approval of such assignment, transfer or sub-let CONTRACTOR hereby expressly consents to such assignment, transfer or sub-let.

26.1.3 In addition, COMPANY may make any assignment, transfer or sub-let of the whole or part of its rights, liabilities and obligations under the AGREEMENT to any other third party but only with the prior agreement of CONTRACTOR, which shall not unreasonably be withheld or delayed. CONTRACTOR undertakes that, in the event of any such assignment, transfer or sub-let it will execute without delay formal assignment, transfer or sub-let documentation provided to it by COMPANY, to be effective upon the written assumption by the assignee of any obligations of COMPANY under the AGREEMENT to be assumed by the assignee.

26.2 Sub-Contracting

26.2.1 CONTRACTOR shall not enter into any SUBCONTRACT for the whole or any part of its obligations under the AGREEMENT without the prior written approval of COMPANY in accordance with EXHIBIT B.02 and such consent if given shall not relieve CONTRACTOR from any liability or obligation under the AGREEMENT and CONTRACTOR shall be responsible for the acts, defaults and negligence of any SUBCONTRACTOR, SUBCONTRACTOR personnel or agents as fully as if they were the acts, defaults or negligence of CONTRACTOR, CONTRACTOR PERSONNEL or agents.

26.2.2 CONTRACTOR shall ensure that any SUBCONTRACT shall include provisions to the like effect as the provisions hereof.

26.2.3 No SUBCONTRACT shall bind or purport to bind COMPANY. Nevertheless CONTRACTOR shall ensure that any SUBCONTRACTOR shall be bound by and observe the provisions of the AGREEMENT in so far as they apply to the SUBCONTRACT.

26.2.4 Each SUBCONTRACT shall expressly provide for CONTRACTOR’s unconditional right of assignment of the SUBCONTRACT to COMPANY, at COMPANY’s sole option, in the event that COMPANY terminates the AGREEMENT or the WORK.


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27 RELATIONSHIP OF THE PARTIES AND NON WAIVER OF PERFORMANCE

27.1 In carrying out its obligations under the AGREEMENT, CONTRACTOR shall at all times be an independent contractor and neither CONTRACTOR nor CONTRACTOR PERSONNEL shall be or be deemed to be either expressly or impliedly employees of COMPANY. This AGREEMENT does not create any partnership agreement between COMPANY and CONTRACTOR.

27.2 CONTRACTOR agrees that any failure of COMPANY to enforce or to require strict observance or performance by CONTRACTOR of any of the stipulations, conditions, or obligations under the AGREEMENT shall not constitute a waiver of such stipulations, conditions or obligations and shall not in any manner impair such stipulations, conditions or obligations or the right of COMPANY at any time thereafter to require strict performance or to avail itself otherwise of such remedies as it may have as a result of the breach thereof by CONTRACTOR.

27.3 None of the terms and conditions of the AGREEMENT shall be considered to be waived by either COMPANY or CONTRACTOR unless such waiver is given in writing by the one PARTY to the other.

28 SETTLEMENT OF DISPUTES

28.1 If a dispute arises between COMPANY and CONTRACTOR in connection with or arising out of the AGREEMENT or the WORK then the PARTIES agree to use all reasonable measures to resolve such dispute amicably, expeditiously and in good faith.

28.2 In the event that a dispute cannot be resolved by discussion between COMPANY REPRESENTATIVE and CONTRACTOR REPRESENTATIVE, then such dispute shall be resolved by means of the following procedure:

a) the dispute shall be referred to senior management representatives of each of COMPANY and CONTRACTOR;

b) If no agreement is reached under paragraph (a) above then either PARTY may take appropriate action in accordance with Clause 29.1 to resolve dispute at any time.

28.3 Whilst any matter or matters are in dispute, CONTRACTOR shall proceed with the execution and completion of the WORK and both CONTRACTOR and COMPANY shall comply with all the provisions of the AGREEMENT.

29 GOVERNING LAW & COMPLIANCE WITH LEGISLATION

29.1 Governing Law

The AGREEMENT shall be construed and take effect in accordance with the Laws of TANZANIA and the PARTIES irrevocably elect to submit to the exclusive jurisdiction of the TANZANIA courts.

29.2 Laws and Regulations to Be Observed

In the performance of the WORK, CONTRACTOR agrees to observe and comply with all LEGISLATION and to indemnify and hold harmless COMPANY GROUP against any claim or


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liability from or based on the violation thereof in connection with or arising out of the said performance of the WORK, where such violation is claimed to have been by any member of CONTRACTOR GROUP.

29.3 Permits and Licences

29.3.1 At the EFFECTIVE DATE, CONTRACTOR shall identify and advise COMPANY of all necessary consents (licences, permits, temporary permits, authorisations and the like), required by the applicable laws, rules and regulations for the performance of the WORK.

29.3.2 CONTRACTOR shall obtain all licences, permits, temporary permits and authorisations required by the applicable laws, rules and regulation for the performance of the WORK, save to the extent that the same can only be legally obtained by COMPANY.

29.4 Changes in Legislation

29.4.1 In the event of any change to LEGISLATION (including the interpretation or enforcement thereof), after the EFFECTIVE DATE, resulting in any alteration to, replacement of or other changes to the DRILLING UNIT or CONTRACTOR EQUIPMENT or operating cost being required, CONTRACTOR shall, subject to APPROVAL, implement such requirements at its cost.

30 SERVING OF NOTICES

30.1 Any notice in writing to be given hereunder to COMPANY shall be sent by facsimile or registered post to COMPANY at its address as specified in Form of Agreement.

30.2 Any notice in writing to be given hereunder to CONTRACTOR shall be sent by facsimile or registered post to CONTRACTOR at its address as specified in Form of Agreement.

30.3 Any such notice given by facsimile, shall be deemed to have been received and shall take effect at the expiration of one (1) Working Day after the sending of the same, and if given by registered post shall take effect as aforesaid two (2) Working Days after the posting of the same. For the purposes of this Clause 30.3, “Working Day” shall mean a day that is not a holiday as per the laws of or declared as such by the Government of either the United Arab Emirates, Tanzania and <country of residence of the CONTRACTOR>.

31 PERFORMANCE BANK GUARANTEE

31.1 CONTRACTOR shall provide to COMPANY, within seven (7) days of the EFFECTIVE DATE of this AGREEMENT, an unconditional and irrevocable Performance Bank Guarantee in the form set out in EXHIBIT A.2 for 10% of the estimated AGREEMENT PRICE stated in the Letter of Award. Such Performance Bank Guarantee, the cost of which shall be borne by CONTRACTOR, shall be to secure CONTRACTOR’s obligations, compliances and satisfactory performance under this AGREEMENT notwithstanding any VARIATIONS, alterations or extensions of time that may be given or agreed upon.

31.2 The Performance Bank Guarantee shall remain valid until settlement of all issues between the PARTIES following termination of this AGREEMENT pursuant to the provisions hereof or until issuance of the COMPLETION CERTIFICATE by COMPANY, whichever is earlier.


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31.3 The Performance Bank Guarantee shall be provided by a first class international bank and such guarantee shall be operable at any of the bank’s counter in Dar Es Salaam, Tanzania and approved by COMPANY.

31.4 Upon issuance of the COMPLETION CERTIFICATE, the Performance Bank Guarantee shall be returned to CONTRACTOR by COMPANY.

32 PARENT COMPANY GUARANTEE

32.1 On or about, but with effect from the EFFECTIVE DATE and in any case before any payment is made to CONTRACTOR under this AGREEMENT, CONTRACTOR shall provide to COMPANY in its favour a guarantee in the form set out in EXHIBIT A.2 from the parent or parents, if more than one, of CONTRACTOR guaranteeing the obligations of CONTRACTOR hereunder.

32.2 CONTRACTOR shall inform COMPANY promptly of any changes in the entity or entities providing the guarantee referred to in Article 32.1 above including: change in legal status; dissolution; amalgamation; merger; demerger; receiverships; liquidations; winding-up petitions; and any other matter or circumstance that could reasonably be deemed to be of concern to COMPANY.

32.3 COMPANY reserves the right to require the procurement of another parent company guarantee should any of the circumstances set out in Article 32.2 above applies to any parent providing a guarantee pursuant to Article 32.1 above and CONTRACTOR shall immediately procure such alternate parent company guarantee from an entity acceptable to COMPANY.

33 THIRD PARTY RIGHTS

33.1 Subject to Clause 17.5.2, a person who is not a PARTY to this AGREEMENT shall have no right under the United Kingdom Government’s Contracts (Rights of Third Parties) Act 1999 (the “Act”) to enforce any term of this AGREEMENT (or any agreement amending this AGREEMENT or expressed to be supplemental hereto) notwithstanding that any such term may purport to confer or may be construed as conferring a benefit on such person.

33.2 Notwithstanding the foregoing Clause 33.1, the PARTIES may rescind and/or vary any of the terms of the AGREEMENT (including in respect of any relief from liability, hold harmless, indemnity or benefit given to any person) without the consent of any person acquiring rights under Clause 17.5.2 (including any release or compromise of any liability hereunder).

34 BUSINESS ETHICS AND COMPLIANCE

34.1 Prohibited Payments and Public Officials

34.1.1 CONTRACTOR represents, warrants and undertakes that, in connection with this AGREEMENT and any matters resulting from it, neither CONTRACTOR nor any member of CONTRACTOR GROUP:

a) has made, offered, or authorised, whether directly or through any other person, any PROHIBITED PAYMENT;

b) will make, offer, or authorise, whether directly or through any other person, any


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PROHIBITED PAYMENT; and

c) will request any service, action or inaction by any other person which would constitute a violation of any ANTI-CORRUPTION LAW;

34.1.2 CONTRACTOR represents, warrants and undertakes that where a relationship between any CONTRACTOR PERSONNEL and any PUBLIC OFFICIAL which has, or could reasonably be expected to have, an influence on the performance of its obligations under this AGREEMENT exists, or arises at any point during the term of this AGREEMENT, CONTRACTOR shall promptly take all steps (or, as applicable, procure that any of CONTRACTOR PERSONNEL take all such steps) as may be necessary and/or requested by COMPANY to ensure that such relationship does not give rise to any conflict of interest, or any breach of any ANTI-CORRUPTION LAW.

34.1.3 CONTRACTOR represents and warrants that CONTRACTOR has fully disclosed to COMPANY any close family, business, or other personal ties between any CONTRACTOR PERSONNEL and any PUBLIC OFFICIAL or any political party or political party official or candidate for office which has or could reasonably be expected to have an influence on the performance of CONTRACTOR’s obligations under this AGREEMENT. CONTRACTOR shall notify COMPANY of any such relationship that may arise during the term of this AGREEMENT.

34.1.4 All payments made by COMPANY to CONTRACTOR are to be received by CONTRACTOR as on account payment subject to adjustments/recovery in accordance with this AGREEMENT to arrive at the total consideration for performance of its obligations under the AGREEMENT.

34.2 Controls and Information

34.2.1 CONTRACTOR shall, and undertakes to use its best endeavours to procure that each of its AFFILIATES and any of its and their SUBCONTRACTORS shall, in connection with this AGREEMENT and any matters resulting from it:

a) maintain internal controls to avoid the making of any PROHIBITED PAYMENT;

b) keep books, accounts and records that properly, fairly and accurately record and report all transactions; and

c) comply with ANTI-CORRUPTION LAW and LEGISLATION applicable to the requirements of Clauses 34.2.1(a) and (b).

34.2.2 In order to verify compliance with the provisions of this Clause 35, CONTRACTOR shall, and undertakes to use its best endeavours to procure that each of its AFFILIATES and any of its and their SUBCONTRACTORS shall, permit COMPANY, or an independent party nominated by COMPANY, to have unhindered access to, inspect and audit all invoices and accompanying documents issued by and the financial books and records of CONTRACTOR, any SUBCONTRACTORS and their respective AFFILIATES. CONTRACTOR shall, and undertakes to use its best endeavours to procure that each SUBCONTRACTOR shall, co-operate fully and promptly with any such audit and/or inspection conducted by or on behalf of COMPANY pursuant to this Clause.

34.2.3 CONTRACTOR shall, and undertakes to use its best endeavours to procure that the other members of CONTRACTOR GROUP shall, promptly and at no cost to COMPANY:


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a) respond in reasonable detail to any request for information from COMPANY in connection with any obligation, representation, warranty, undertaking or covenant contained in Clause 34;

b) furnish documentary support for such response upon request from COMPANY; and

c) promptly inform COMPANY on becoming aware of any breach or potential breach of any obligation, representation, warranty, undertaking or covenant contained in Clause 34.

34.3 Applicable Policies

34.3.1 CONTRACTOR shall, and undertakes to use its best endeavours to procure that the other members of CONTRACTOR GROUP shall, perform the WORK and any matters resulting from it in a manner which is consistent with COMPANY’s Business Conduct contained in Section 6.

34.3.2 CONTRACTOR shall, and undertakes to use its best endeavours to procure that the other members of CONTRACTOR GROUP shall, use all reasonable endeavours to perform WORK and any matters resulting from it in a manner which is consistent with such other COMPANY policies, procedures and guidelines which may become applicable to COMPANY or the WORK and are notified in writing by COMPANY to CONTRACTOR from time to time.

34.4 General

34.4.1 Without prejudice to any other express remedies elsewhere in this AGREEMENT or any remedies available at law or in equity, in the event of a breach of Clause 34 by any member of CONTRACTOR GROUP, COMPANY may take whatever action it deems appropriate including terminating the AGREEMENT in whole or in part with immediate effect and without the payment of compensation to CONTRACTOR, to ensure that it is in compliance with ANTI-CORRUPTION LAW.

34.4.2 Without prejudice to any other express remedies elsewhere in this AGREEMENT or any remedies available at law or in equity, in the event that COMPANY determines in its sole discretion that a breach has occurred or may occur of any part of this Clause 34 by any member of CONTRACTOR GROUP, COMPANY may, upon written notice, withhold further payments to CONTRACTOR under this AGREEMENT, without any liability to COMPANY, until such time as it has determined to COMPANY’s satisfaction that no such breach has occurred or will occur.

34.4.3 CONTRACTOR shall bear all loss, expense and damage and shall save, defend, indemnify and hold harmless COMPANY GROUP from and against any and all losses, claims, suits, demands, liabilities, costs, expenses (including legal, court, experts' and investigative fees) and causes of action for any breach by CONTRACTOR GROUP of this Clause34.

34.4.4 CONTRACTOR undertakes to make all CONTRACTOR PERSONNEL aware of the provisions of this Clause 34 and of any policies and guidelines provided to CONTRACTOR pursuant to Clause 34.3.


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34.4.5 CONTRACTOR shall obtain representations, warranties and undertakings similar to those in this Clause 34 from all SUBCONTRACTORS.

35 SEVERABILITY

If any provision of this AGREEMENT shall be found by any court or administrative body of competent jurisdiction to be invalid or unenforceable, the invalidity or unenforceability of such provision shall not affect the other provisions of this AGREEMENT and all provisions not affected by such invalidity or unenforceability shall remain in full force and effect. COMPANY and CONTRACTOR hereby agree to attempt to substitute, for any invalid or unenforceable provision, a valid or enforceable provision which achieves to the greatest possible extent, the economic, legal and commercial objectives of the invalid or unenforceable provision.

36 SURVIVAL

The expiry or termination of this AGREEMENT or of the WORK, howsoever occasioned, shall be without prejudice to the rights and remedies of the PARTIES to the AGREEMENT up to and including the date of such expiry or termination, and shall not affect or prejudice any clause, including Clauses 5 (Contractor’s General Obligations), 7 (Unsatisfactory Performance by Contractor), 8 (Compensation, Payment, Audit), 11 (Confidentiality), 12 (Intellectual Property Rights), 13 (Publicity), 14 (Title), 15 (Liens), 17 (Liabilities and Indemnities), 18 (Insurance), 19 (Consequential Loss), 20 (Tax, Duties and Related Items), 24 (Termination), 28 (Settlement of Disputes), 29 (Governing Law and Compliance with Legislation), 31 (Third Party Rights), 34 (Business Ethics & Compliance) and 36 (Survival), of this AGREEMENT that is expressly or by implication provided to come into effect on or continue in effect after such expiry or earlier termination.

37 LANGUAGE

37.1 The English language shall be used throughout in CONTRACTOR’s communications, reports, minutes, correspondence, drawings, specifications, calculations and invoices submitted to COMPANY.

37.2 All meetings attended by personnel of COMPANY and CONTRACTOR PERSONNEL shall be conducted in English.

38 HEALTH, SAFETY AND ENVIRONMENT

38.1 Without prejudice to the generality of Clause 29, CONTRACTOR shall comply with, and undertakes to procure that CONTRACTOR PERSONNEL are aware of and comply with, all LEGISLATION, CONTRACTOR’s safety management system (SMS) and any safety management system being in force at the WORKSITE and COMPANY’s policy and procedures as amended from time to time affecting the environment, health and safety in respect of the performance of the WORK. In situations where no applicable LEGISLATION relating to the protection of the environment, health and safety exist then CONTRACTOR should adhere to GOOD INDUSTRY PRACTICE in respect of the same.

38.2 In addition to the above and in addition to its obligations under Clause 5, CONTRACTOR shall comply with, and shall ensure that all CONTRACTOR PERSONNEL familiarise themselves and comply with EXHIBIT B.5 – Health, Safety and Environment of this AGREEMENT.


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38.3 CONTRACTOR shall provide the Safety Management System and prepare at its costs any necessary bridging documents.

39 LOCAL CONTENT

39.1 COMPANY places prime importance on Local Content as defined in EXHIBIT B.3 – Local Content and requires that CONTRACTOR and its SUBCONTRACTORS actively pursue the highest level of Local Content in compliance with the applicable LEGISLATION.

39.2 CONTRACTOR shall satisfy its commitments in relation to Local Content that CONTRACTOR undertakes to achieve by way of employment, training and development of personnel and procurement of goods and services in accordance with the provisions of EXHIBIT B.3 – Local Content.

40 ENTIRE AGREEMENT

40.1 The AGREEMENT constitutes the entire agreement between the PARTIES hereto and supersedes any previous understandings, commitments, agreements or representations whatsoever, oral or written, pertaining to the subject matter hereof. The AGREEMENT shall not be varied except by an instrument in writing executed by both COMPANY and CONTRACTOR by their respective duly authorised representatives in this respect.


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Form of Agreement Page 1 of 4

FORM OF AGREEMENT




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This CONTRACT is made by and between the following:

1. DODSAL Hydrocarbons and Power (Tanzania) Pvt Ltd, a company registered in Tanzania under company number XXXXX (hereinafter referred to as "COMPANY", which expression shall, where the context so permits, include its successors-in-interest and assigns) of the one part;

and

2. xxxxx,a company registered in xxxxx under company number xxxx and whose main or registered office is at xxxxxxxxxxxxx (hereinafter“CONTRACTOR” which expression shall, where the context so permits, include its successors-in-interest and permitted assigns) of the other part.

WHEREAS:

a) COMPANY is desirous to have certain WORK performed as hereinafter defined;

b) CONTRACTOR represents to COMPANY that it is able and willing to perform the WORK in

accordance with the terms of this CONTRACT;

c) COMPANY wishes to engage CONTRACTOR to perform the WORK and CONTRACTOR is

willing to accept such engagement on the terms and conditions hereinafter appearing

NOW THEREFORE:

in consideration of the mutual covenants contained herein, it is hereby agreed as follows

1. In this CONTRACT all capitalised words and expressions shall have the meanings assigned to them in this FORM OF AGREEMENT or elsewhere in the CONTRACT.

2. The following Sections shall be deemed to form and be read and construed as part of the CONTRACT:

(a) this Form of AGREEMENT (b) the Articles of AGREEMENT (“Articles”) (c) EXHIBIT A “PROJECT Description” (d) EXHIBIT B “PROJECT Execution Manual” (e) EXHIBIT C “Scope of Work” (f) Any other relevant documents attached or described by reference in the documents

set out in (a) to (e).

3. In accordance with the terms and conditions of the CONTRACT, CONTRACTOR shall perform and complete the WORK and COMPANY shall make the payments due hereunder in relation to successful performance of such WORK.

4. Notwithstanding the date of its signature, the CONTRACT shall come into force on the “EFFECTIVE DATE”.

5. Time shall be of essence for the purpose of this AGREEMENT and accordingly the WORK shall be completed to achieve COMPLETION in accordance with the schedule of


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WORK and milestones provided in this AGREMENT and/or agreed and accepted by the COMPANY from time to time.

6. Any notice for purposes of the AGREEMENT may be served by either PARTY on the other by sending the same by receipted hand delivery, registered mail, facsimile transmission or (if from one country to another) by reputable air courier addressed to the address of that other PARTY as hereinafter set out or to such other parties or addresses as either of the PARTIES shall substitute by notice given as herein required, or in such manner as is specified elsewhere in the AGREEMENT. Any and every notice shall be effective upon first receipt and shall be addressed to the following addresses:

COMPANY REPRESENTATIVE Dodsal Hydrocarbons and Power (Tanzania) Pvt Ltd, PO Box 12049 Dar es Salaam Tanzania Attention: xxxxx CONTRACTOR REPRESENTATIVE _________________________ _________________________ _________________________ _________________________ Attention: xxxxx A facsimile transmission shall be deemed to have been delivered at the time when it is despatched, if

(a) a transmission record is retained by the sender to show that the transmission was correctly completed and that all pages were transmitted and

(b) a hard copy of the notice or other communication is forwarded by the sender to the recipient on the same day as the facsimile transmission by receipted hand delivery, registered mail or (if from one country to another) by reputable air courier.

The authorised representatives of the PARTIES have executed the CONTRACT in duplicate upon the dates indicated below:

FOR CONTRACTOR: FOR COMPANY:

Name:

Signature:

Title: President/CEO


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Date:

ONSHORE WELL DRILLING AND ASSOCIATED SERVICES

ENQUIRY NO. RUVU/WE/2018/001 – WELL DRILLING WORK

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EXHIBIT A.1 PAGE 1 O F 1

EXHIBIT A

WORK DESCRIPTION




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EXHIBIT A.1

GENERAL PROJECT DESCRIPTION




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GENERAL PROJECT DESCRIPTION A.1.1 BRIEF SCOPE OF WORKS

The Contractor shall mobilize one Land Drilling Unit with either minimal power of 1,200HP or nominal power 1,500 HP (maximum) capable of safely and efficiently drilling to 3500 m. Install Casing strings ranging from 20” down to 7” liner with premium connections in the production strings and liners. Install completions and conduct planned testing. Drilling and operational scope of works will also include nipple down of BOPs and nipple up of associated well head Christmas trees and associated pipe work, other scope of works will also cover side tracking, deviated wells (if necessary).

It is envisaged that the drilling mud system will be water-based mud, however CONTRACTOR is to deploy with the rig a zero discharge rig up. Pressure control equipment is required for the 20” surface casing (2000 psi 21-1/4” Diverter). COMPANY plans to nipple up a 13-5/8” 10,000 psi Uni-Head wellhead that will require a 13-5/8” 5,000 or 10,000 psi stack and associated surface equipment. No H2S is expected or has been encountered in the offset wells.

A full camp and rig mini-camp will be required along with catering for all CONTRACTOR’s PERSONNEL PLUS fourteen [14] of COMPANY and TPDC personnel. COMPANY has specific Company requirements and standards that any camp will need to comply with and the expectation for tendering will be for the supply of new or refurbished camp proposals.

CONTRACTOR shall provide efficient mobilization and operation with specific focus on safety and performance and minimising impact on the working environment as well as comply with the requirements of Tanzanian Petroleum Development Corporation (TPDC) and the LEGISLATION. CONTRACTOR shall execute the WORK with a safe Drilling Unit that reduces any chance of operator error and therefore CONTRACTOR shall consider this while selecting the Drilling Units for deployment for the WORK.

A.1.2 PROJECT OBJECTIVE

The primary objective of this project is to drill, test and complete three wells in Ruvu Block of Tanzania, as below

1. One Appraisal Well (Target depth 1,200 ± 100 mtr.)

2. One Exploration Well (Target depth 3,200 ± 100 mtr.)

3. One Exploration Well (Target depth 1,700 ± 100 mtr.).



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EXHIBIT A.2 PAGE 1 OF 6

EXHIBIT A.2

FORM OF PERFORMANCE BANK GUARANTEE &

PARENT COMPANY GUARANTEE


0 Issued for EPC Enquiry Package

INDEX





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A.2.1 : PERFORMANCE BANK GUARANTEE

A.2.3 : PARENT COMPANY GUARANTEE





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A.2.1 FORMAT OF PERFORMANCE BANK GUARANTEE Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD Dear Sirs, SUBJECT: PERFORMANCE BANK GUARANTEE REF: DATE : GUARANTEE AMOUNT : AGREEMENT NO: AGREEMENT TITLE : Whereas Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD (hereinafter referred to as "COMPANY") has entered into an agreement reference [*] dated [*] (hereinafter referred to as “AGREEMENT”) with [________Name of the CONTRACTOR_______________________________] (hereinafter referred to as the "CONTRACTOR") for DRILLING RIG SERVICES, and whereas CONTRACTOR is required under the AGREEMENT to procure a Performance Bank Guarantee issued by a bank having an opeating counter in Dar Es Salaam, Tanzania in favour of COMPANY in support of the due and proper performance of the obligations undertaken by CONTRACTOR in respect of the above-mentioned AGREEMENT. Therefore, in consideration of the above, we,[ (Name of the Bank) ], established in [__________________________________________] and having our address at [_________________________________________], hereby irrevocably and unconditionally guarantee and undertake to COMPANY, without any demur or right of defence, set off or counterclaim whether on our behalf or on behalf of CONTRACTOR or reference to the CONTRACTOR, to pay on demand to COMPANY any sum or sums not exceeding [ (Figures) ] ([ Letters) ]) in aggregate, which represents ten percent (10%) of the estimated AGREEMENT PRICE, upon receipt of COMPANY's first written request addressed to us intimating that the CONTRACTOR has failed to perform or fulfil any of its obligations set forth in the AGREEMENT or is in breach of any of the provisions of the AGREEMENT, by transfer to an account in COMPANY's name at such bank in TANZANIA as COMPANY shall stipulate or in such other manner as shall be acceptable to COMPANY. Such written request shall be conclusively binding on us for all purposes under this Performance Bank Guarantee. We agree that any changes, modifications, additions or amendments which may be made to the AGREEMENT, or in the WORK to be performed thereunder, or in the payments to be made on the account thereof, or any extensions of the time for performance or other forbearance on the part of either COMPANY or CONTRACTOR to the other or to any other guarantor of the obligations of either of them, shall not in any way release us from our continuing liability hereunder, and we hereby expressly waive our right to receive notice of any such changes, modifications, additions, amendments, extensions or forbearance.





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We further agree that any payment made hereunder shall be made free and clear of and without deductions for or on account of any present or future taxes, levies, imposts, duties, charges, fees, deductions or withholdings of any nature whatsoever and by whomsoever imposed. “This Performance Bank Guarantee shall come into force on the date hereof and shall be initially valid for one year from the EFFECTIVE DATE and its validity is automatically renewed on yearly basis until the issuance of the COMPLETION CERTIFICATE.”

This Performance Bank Guarantee shall be governed by and interpreted under the laws of TANZANIA Capitalised terms used herein shall have the meaning as ascribed to them in the Articles of the AGREEMENT, unless the context otherwise requires. Yours faithfully, Authorized Signature and Stamp of Bank





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A.2.2 FORM OF PARENT COMPANY GUARANTEE

(TO BE TYPED ON CONTRACTOR’S PARENT COMPANY LETTER HEAD PAPER) Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD [Address]

Date [EFFECTIVE DATE] Dear Sirs,

Subject: ENQUIRY NO. RUVU BLOCK/05/19 –DRILLING RIG SERVICES

AGREEMENT NO. DATED [*] In consideration of Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD (hereinafter referred to as “COMPANY”) entering into the above-mentioned AGREEMENT with [Contractor’s Name] (hereinafter referred to as “CONTRACTOR”), for the performance of the WORK (as defined in the AGREEMENT) we, [names of holding companies], the ultimate parent company of CONTRACTOR, hereby [jointly and severally in case of more than one holding company] guarantee as follows: 1. We (“GUARANTOR”) guarantee as primary obligor/s and not as surety/ies that

CONTRACTOR shall duly and in a timely manner perform all its obligations, duties, undertakings and warranties under the AGREEMENT.

2. If after fourteen (14) days of receipt of COMPANY’s instructions CONTRACTOR shall in any

respect fail to perform any of its obligations, duties, undertakings and warranties under AGREEMENT or shall commit any breach thereof, we undertake, on the first written simple demand by COMPANY, to perform or to take whatever steps may be necessary to achieve performance of said obligations duties, undertakings and warranties under AGREEMENT.

3. Furthermore, we shall be liable to COMPANY against all losses, damages, claims, costs and

expenses which may be incurred by COMPANY by reason of CONTRACTOR’s breach of or failure to perform its obligations, duties, undertakings and warranties under and pursuant to the AGREEMENT save that this shall not be construed as imposing greater or different obligations or liabilities on us than are imposed on CONTRACTOR under the AGREEMENT and provided further that we are entitled to assert all rights and defences provided to the CONTRACTOR under the AGREEMENT.

4. Our guarantee and undertaking hereunder shall be a continuing, unconditional and

irrevocable and, without prejudice to the generality of the foregoing, we shall not be released or discharged from our liability hereunder by:

(a) any waiver or forbearance by COMPANY of or in respect of any of CONTRACTOR’s

obligations under AGREEMENT whether as to payment, time, performance or otherwise howsoever or by any failure by COMPANY to enforce AGREEMENT or this instrument, or





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(b) any alteration to, addition to or deletion from AGREEMENT or the scope of the WORK

to be performed under AGREEMENT, or (c) any change in our shareholding or that of the CONTRACTOR, and/or relationship

between ourselves and CONTRACTOR

and our guarantee and undertakings herein shall continue in full force until all CONTRACTOR’s obligations, duties, undertakings and warranties under the AGREEMENT and all our obligations herein have been duly performed and discharged.

5. We undertake not to exercise any rights of subrogation we may have against

CONTRACTOR and not to prove in CONTRACTOR’s liquidation in competition with COMPANY until all amounts which may be or become payable under the AGREEMENT or this guarantee have been paid to COMPANY.

6. This document shall be construed and take effect in accordance with the laws of the

TANZANIA.

Yours faithfully, Signed : __________________________________ Name : __________________________________ Date : __________________________________

Signed __________________________________ Name : __________________________________ Date : __________________________________ For and on behalf of _________________________________________ _________________________________________ (CONTRACTOR's parent company)



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Confirmation Letter


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EXHIBIT A.3 Page 1 of 3

EXHIBIT A.3

INSURANCE CONFIRMATION LETTER &

COMPANY INSURANCE POLICY






Confirmation Letter


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A.3.1 : INSURANCE CONFIRMATION LETTER

Within fifteen (15) days of the EFFECTIVE DATE, CONTRACTOR shall issue to COMPANY the attached Insurance Confirmation Letter. CONTRACTOR shall ensure validity of the insurance until the issuance of COMPLETION CERTIFICATE to confirm insurance cover validity.




Confirmation Letter


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ATTACHMENT-1 TO A.3.1

INSURANCE CONFIRMATION LETTER

(ON CONTRACTOR’S LETTERHEAD) To Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD Attention: Dear Sir,

SUBJECT : AGREEMENT NO. XXXX

INSURANCE CONFIRMATION LETTER We hereby confirm that we have effected valid insurance policy(ies) expiring on ……………….… which comply(ies) with all the requirements and conditions stipulated in the Liability, Insurance & Indemnity Article(s) of the above AGREEMENT, including inter-alia:

Waiver of subrogation against Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD, its parents, affiliates, servants, agents, employees, subsidiaries and all other companies in the DODSAL's Group

Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD being included/named as an additional insured in the capacity of principal which are endorsed to the Insurance Policy(ies).

Corporate or Company Seal Authorised Signature Name of CONTRACTOR By: Title:


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EXHIBIT A.4

PRICING SCHEDULE






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A.4.0. PREAMBLE

A.4.0.1. AGREEMENT PRICE

The AGREEMENT PRICE comprises the entire compensation payable to CONTRACTOR under this AGREEMENT and consists of the following discrete elements:

A.4.0.1.1. LUMP SUM PRICE for MOBILIZATION / DEMOBILIZATION

The LUMP SUM PRICE for MOBILIZATION shall be deemed fully inclusive compensation to CONTRACTOR for the MOBILIZATION of drilling rig and all contractor provided down hole drilling related drilling tools and equipment as per attached Company’s rig specification requirements, also to include drilling rig crews, rig personnel offices and COMPANY personnel offices for 5 persons, also to include 80/100 man camp for drilling crews and service company personnel as deemed required by COMPANY and all catering personnel equipment and services.

DEMOBILIZATION shall not be paid by the COMPANY separately, if the drilling rig goes directly to another operator. If any part of the drilling rig and/or other equipment or any materials are retained by the CONTRACTOR within Tanzania that were originally imported into Tanzania by availing custom duty exemption, the CONTRACTOR shall furnish proof of re-export satisfactory to the custom authorities or payment of such duty or no objection from the custom authorities for retaining such equipment in Tanzania failing which the COMPANY reserves the right to deduct / retain appropriate amount as deemed necessary by the COMPANY for payment of such custom duty as may be applicable.

A.4.0.1.2. DAILY RATES FOR DRILLING

The DAILY RATES for DRILLING shall be deemed fully inclusive compensation to CONTRACTOR for the full and complete performance of the whole of the WORK in compliance with all terms and conditions of the AGREEMENT. In general, the Daily rates shall include the cost of provision of qualified and skilled labour, provision of all rig associated drilling tools and drilling equipment, as per attached rig specification, all materials and consumables for drilling, running casing/cementing, running DST, testing of wells running completions where necessary. Provision of supervision and management support staff.

Travel and transportation for personnel, equipment and materials

Drilling Services including drilling crews with supervision & management support personnel, quality assurance, safety management, temporary facilities, drilling camp and full catering services.

Provision of utilities, consumables, chemicals, lubricants, fuel, water, catalysts, etc.

Facilities to accommodate COMPANY’s team and all drilling service provider’s contractors.

Provision of operating and maintenance manuals, as-built drawings/documents

All Insurances covers




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CONTRACTOR’s prices and rates as set forth, shall be deemed sufficient to meet the minimum standard of labour rates of pay, allowances, working hours, messing, accommodation and other general conditions of employment that are acceptable to COMPANY and are in compliance with laws and regulations of the TANZANIA

A.4.0.1.3. All LUMP SUM PRICES and ITEMIZED PRICES shall be deemed to be inclusive of withholding taxes in accordance with the applicable LEGISLATION.

A.4.0.2. BREAK-DOWN OF AGREEMENT PRICE

The AGREEMENT PRICE is provided in Table A.4.1.2 below along with breakdown.

The coverage of the costs under each of the headings shall include each and every cost as explained in the relevant EXHIBITS.

A.4.0.3. Currency

All prices, rates and costs in this AGREEMENT are in United States Dollars (US$).

A.4.0.4. Price to be Firm and Fixed

Except as expressly provided in the AGREEMENT, the Daily Rates PRICE etc. shall be deemed to be fixed and firm for the duration of the AGREEMENT and shall not be subject to adjustment for changes in costs associated with the said daily Rates price.




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A.4.1. AGREEMENT PRICE

A.4.1.1. REMUNERATION

In consideration of satisfactory execution and completion of the WORK in accordance with the AGREEMENT, COMPANY shall pay to CONTRACTOR the AGREEMENT PRICE in accordance with the terms specified in Article 8 and in the manner set forth in EXHIBIT A.4.2 as full and final remuneration.

A.4.1.2. The AGREEMENT PRICE consists of following PRICES:

A.4.1.2.1. LUMPSUM PRICE for MOBILIZATION / DEMOBILIZATION

Item Item Description Lump Sum Cost

(US $)

1.

Initial Mobilization (All Rig Package Equipment & Facilities) including Camp / Accommodation Facilities (Main) and Well Locations Facilities (Mini-Camp and other Facilities)

2. Inter-well Move (Appraisal Well to Exploration Well 1)

3. Inter-well Move (Exploration Well 1 to Exploration Well 2)

4. Final Demobilization (All Equipment & Facilities, incl. Main-camp & Accommodation Facilities. (Please see note below.)

Sub Total - A (US $)

Note: DEMOBILIZATION (Item 4 above) shall not be paid by the COMPANY separately, if the drilling rig with crews and equipment including camp goes directly to another.

A.4.1.2.2. DAILY RATE FOR DRILLING SERVICES

SN Item

Description (Activity)

Phase (Working / Non-Working) Basis of

Payment

DAY RATE (US$) – subject to Notes

below

1. Well Drilling

Normal working, including scheduled maintenance

Per Day

Reduced Day Rate (Non-working days due to reasons not attributable to CONTRACTOR)

Per day




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Notes (Applicable only for Item A.4.1.2.2):

1. The daily rate for normal working shall be applicable for all working days considering 24 hours working per day FROM DATE AND TIME OF SPUD THE FIRST WELL including maximum half hour per day for servicing the top drive up. The day rates will only be applicable after the mobilization period is completed and the rig has been accepted by the COMPANY REPRESENTATIVE and time of acceptance is recorded in the IADC drilling report signed off by the COMPANY REPRESENTATIVE and CONTRACTOR REPRESENTATIVE.

2. Reduced Day Rates are applicable during downtime of the rig under repairs or for reasons attributable to other than the CONTRACTOR provided that once rig repair rates exceed 30 hours per calendar month (or pro-rata thereto), after which rig will be on zero day rate until rig restarts drilling operation.

3. For part of the day working the day rate shall be prorated considering 24 hours per day.

4. For non-working / shut down hours / days due to reasons below Reduced Day Rates will be applicable which will all be identified and agreed upon by CONTRACTOR’s Rig Manager at rig location, and COMPANY REPRESENTATIVE with all daily times logged and filled out in the 24 hour daily IADC drilling reports, which is a true record of all times recorded throughout the drilling of the wells, for financial payments on presentation of monthly invoices, along with the IADC time sheets.

Waiting on weather,

Waiting on COMPANY Instruction.

All electric wireline logging and cementation Abnormal Geological Conditions means conditions discovered in any well that are

outside the parameters beyond the control of CONTRACTOR which prevent operations to continue as per the Drilling Programme.

5. Notwithstanding anything contrary stated elsewhere in the AGREEMENT, zero rate shall apply for the period the rig is not available for the intended purpose for reasons including but not limited to;

(a) all non-working / shut down hours beyond maximum admissible 30 hours per month,

(b) For the period lapsed due to drill string washout

(c) Stoppage of drilling due to hazardous conditions

(d) Downtime attributable to the CONTRACTOR

6. There will be no separate payment on day rate basis for inter-well movement of the Rig since it is already covered under item no. 2 & 3 of A.4.1.2.1.

A.4.2. INVOICING & PAYMENT

A.4.2.1. Invoicing of AGREEMENT PRICE

A.4.2.1.1. CONTRACTOR shall submit one invoice each month for payment against the




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AGREEMENT PRICE in accordance with the following:

100% for all completed items of work in the previous month as per the respective price mentioned against each of the items.

A.4.2.1.2. CONTRACTOR shall submit invoices for payment of the AGREEMENT PRICE in

accordance with the completed items certified by COMPANY. Invoices shall be supported by full documentary evidence to the satisfaction of COMPANY in accordance with the “Invoicing Procedure”.

A.4.2.2. PAYMENT TERMS AND INVOICING INSTRUCTIONS

A.4.2.2.1. CONTRACTOR shall submit, within five (5) days following the end of each month, separate invoices to the COMPANY in accordance with provisions of EXHIBIT A.4.2.

A.4.2.2.2. All Invoices shall be addressed as follows:

Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD Shall be submitted in one (1) original, clearly stamped "ORIGINAL" ORIGINAL to: Drilling Manager Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD One (1) copy to: Dr. Jogendra Sahu, Exploration Director Dodsal Resources FZCO COMPANY shall have the right to request additional copies of the invoices at no additional cost to COMPANY. The original invoice shall be supported by all supporting documents including IADC daily drilling reports, in original as required by COMPANY. All documents and supporting evidence shall be in English language or translated to English language.

A.4.2.2.3. The invoices shall:

Bear the reference No. of this AGREEMENT.

Clearly state the CONTRACTOR bank account number and name and address of bank to which payments are to be made by COMPANY.

Give reference to the applicable item of EXHIBIT A.4 pursuant to which the payment is sought.

Be signed by person(s) duly authorized by CONTRACTOR to do so and nominated in writing by CONTRACTOR to COMPANY.

A.4.2.2.4. Subject to the provisions herein, COMPANY shall make payment to CONTRACTOR

by direct transfer to the bank nominated by CONTRACTOR after thirty (30) days of receipt of CONTRACTOR’s correct and complete invoice by COMPANY.

A.4.2.2.5. In the event that COMPANY does not approve an entire invoice, COMPANY shall notify the CONTRACTOR of the disputed element and CONTRACTOR shall then issue a credit note to COMPANY for the disputed element of the invoice. Issue of such credit note shall be without prejudice to CONTRACTOR right to receive




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payment for the disputed element, or part thereof, upon settlement of the dispute. Further to the provisions of EXHIBIT A.4.2 above, COMPANY shall make payment of the undisputed amount within thirty (30) days of receipt of the required credit note. COMPANY may, however, at its sole option deduct the disputed amount and pay the undisputed amount notwithstanding any requirement for CONTRACTOR to issue a credit note. Payment in respect of disputed amount following settlement shall, following receipt of an appropriate invoice, be as per EXHIBIT A.4.2

A.4.2.2.6. Any payment made by COMPANY shall not be construed as a waiver of the right of COMPANY to object to any invoice so paid and COMPANY shall have right to recover any overpayment, notwithstanding the issuance of COMPLETION CERTIFICATE by COMPANY.

A.4.2.2.7. The payment procedure referred to in this EXHIBIT A.4.2 shall apply mutatis mutandis to VARIATIONS.


DOC. NO. xxxxx-WEM


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EXHIBIT B

WORK EXECUTION MANNUAL




DOC. NO. xxxxx-B.1


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EXHIBIT B.1 PAGE 1 OF 6

EXHIBIT B.1

WORK METHODS & TEMPORARY FACILITIES




DOC. NO. xxxxx-B.1


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TABLE OF CONTENTS

B.1.1. WORK METHODS .................................................................................................... 3

B.1.2. TEMPORARY FACILITIES........................................................................................ 3

B.1.3. HSE Plan................................................................................................................... 3

B.1.4. ATTACHMENTS ....................................................................................................... 3

ATTACHMENT-1 CONTRACTOR’s Proposed Execution Strategy ........................................ 4

ATTACHMENT-2 CONTRACTOR’s plan for Temporary Facilities ......................................... 5

ATTACHMENT-3 CONTRACTOR’s PROJECT Specific HSE Plan ......................................... 6


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B.1.1. WORK METHODS

B.1.1.1 CONTRACTOR’s strategy for execution of the WORKS is attached hereto. In the event of any conflict with the requirements stated elsewhere in the AGREEMENT, the requirements stated elsewhere in the AGREEMENT shall prevail.

B.1.1.2 Any change in the enclosed CONTRACTOR’S Execution Strategy at Attachment-1 shall be subject to COMPANY approval and shall not be subject to any additional cost or schedule impact to COMPANY.

B.1.1.3 Within fifteen (15) days of the EFFECTIVE DATE or as agreed with COMPANY, CONTRACTOR shall prepare and submit for COMPANY’s approval detailed procedures covering each aspect of execution of the WORKS, including but not limited to the following:

Project Management including Project Control, Procurement and Sub-contracting

Mobilization / Demobilization Plan

Quality Assurance & Quality Control

CONTRACTOR’s proposed Work Methods shall be in complete compliance with the requirements of the AGREEMENT.

B.1.2. TEMPORARY FACILITIES

B.1.2.1 CONTRACTOR’s plan for setting up temporary facilities at SITE is enclosed at Attachment-2 hereto. In the event of any conflict with the requirements stated elsewhere in the AGREEMENT, the requirements stated elsewhere in the AGREEMENT shall prevail.

B.1.2.2 Any change in the enclosed plan shall be subject to COMPANY’s approval and shall not be subject to any additional cost or schedule impact to COMPANY.

B.1.2.3 Within fifteen (15) days of the EFFECTIVE DATE, CONTRACTOR shall submit detailed proposals in respect of the temporary facilities it proposes to set up at SITE for execution of the WORKS. Such temporary facilities shall include SITE offices, toilets, storage accommodation for documents, tools, equipment, materials, etc. The nature and location of CONTRACTOR’s temporary facilities shall be as approved and directed by COMPANY.

B.1.3. HSE PLAN

CONTRACTOR proposed project specific HSE Plan is enclosed at ATTACHMENT-4.

B.1.4. ATTACHMENTS

ATTACHMENT-1: CONTRACTOR’s Proposed Execution Strategy ATTACHMENT-2: CONTRACTOR’s plan for Temporary Facilities ATTACHMENT-4: CONTRACTOR’s PROJECT Specific HSE Plan


DOC. NO. xxxxx-B.1


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ATTACHMENT-1 CONTRACTOR’s Proposed Execution Strategy


DOC. NO. xxxxx-B.1


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ATTACHMENT-2 CONTRACTOR’s plan for Temporary Facilities


DOC. NO. xxxxx-B.1


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ATTACHMENT-3 CONTRACTOR’s PROJECT Specific HSE Plan


DOC. NO. xxxxx-B.2


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EXHIBIT B.2

(NOT APPLICABLE)




DOC. NO. xxxxx-: B.3


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EXHIBIT B.3 Page 1 of 8

EXHIBIT B.3

LOCAL CONTENT






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TABLE OF CONTENTS

B.3.1. INTRODUCTION ....................................................................................................... 3

B.3.2. Consideration .......................................................................................................... 3

B.3.3. DEFINITION AND COMMITMENT ............................................................................ 3

B.3.4. Development Plan .................................................................................................... 4

B.3.5. Reporting and Measurement................................................................................... 5




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B.3.1. INTRODUCTION

COMPANY requires, and CONTRACTOR is committed to, development of Nationals, local business, services and goods of the county of operations, as further set out in this EXHIBIT.

COMPANY's expectation is that CONTRACTOR shall maximise the development and use of local skills, goods and services in the performance of the WORK and for the duration of the CONTRACT.

B.3.2. CONSIDERATION

CONTRACTOR shall, in the performance of the WORK, take cognisance of the nature of the WORK and the fact that the facilities which are the subject of the WORK will be located in remote locations with technically, environmentally and resource constrained economies. Accordingly consideration should be given to the maintainability and operability of the facilities in such locations.

B.3.3. DEFINITION AND COMMITMENT

B.3.3.1 Definition

“Country” means the host Country in which COMPANY operations will be performed, namely Tanzania.

“Local Content” means the commitment made to the development and use of local skills available and/or creatable within the economy of the Country as well as the know-how and expertise to be transferred to and used by either registered or un-registered entities and individuals within the Country.

“National” means citizen of the Country.

B.3.3.2 Commitment to Local Content

CONTRACTOR hereby commits to the use and development of local skills, goods and services as set out herein and further undertakes to ensure that its SUBCONTRACTORS and members of CONTRACTOR GROUP make similar commitment to Local Content pursuant to this Section 7.

B.3.3.3 Personnel

When recruiting personnel to perform the WORK, CONTRACTOR shall, to the maximum extent possible, employ Country Nationals who possess the qualifications required for the performance of the relevant WORK.

CONTRACTOR may employ a person who is not a Country National if the skills required in the relevant position are not obtainable by recruitment of a Country National at local market rates, however, under these circumstances CONTRACTOR may be required to submit a plan to train and develop a Country National replacement as agreed by COMPANY. CONTRACTOR may at any time be required to give satisfactory reasons for the continued employment of non-Country Nationals in any such position.




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B.3.3.4 Goods and Services

CONTRACTOR shall when procuring goods and services for the performance of the WORK:

a) use and purchase goods supplied, produced and manufactured in the Country whenever such goods can be obtained at prices in the Country which are competitive with international rates and are, in all substantive respects, of a quality comparable with the quality of goods available outside the Country and which are available in the quantities and to the schedule required by CONTRACTOR to perform the WORK. CONTRACTOR shall give preference to such supplier, producer or manufacturer, unless it is able to demonstrate why such preference should not be given;

b) make maximum use of vendors/service providers in the Country where services are offered by such vendors/service providers at comparable standards with those obtained internationally and at competitive prices and on competitive terms;

c) when it is necessary to import vehicles, machinery, plant or equipment and any such vehicles, machinery, plant or equipment are not purchased directly from a manufacturer, then CONTRACTOR shall effect the purchase of such items through traders/agents/dealers for such manufacturers operating in the Country where the services offered are at comparable standards with those obtained internationally and are on internationally competitive terms and prices; and

d) co-operate with vendors/service providers in the Country to enable them to develop skills and technology to service the petroleum industry.

B.3.3.5 Local Content Valuation

CONTRACTOR sets out in Appendix 1 hereto a tabulation of its valuation of Local Content for the CONTRACT.

CONTRACTOR shall, at COMPANY’S request, demonstrate the mechanism used by CONTRACTOR for determining Local Content values.

COMPANY, without derogation from its other audit rights, shall have the right to audit CONTRACTOR’S Local Content records, documents and calculations.

B.3.4. DEVELOPMENT PLAN

CONTRACTOR shall develop, detail and submit a comprehensive Local Content Development Plan. The purpose of such Plan is to establish a practical approach to development of local and National resources (tangible and human) for the duration of the CONTRACT through technology and skills transfer, training, education and employment which will enable replacement of non-Country resources without detriment to safety, operability or schedule.

CONTRACTOR shall prepare and implement a plan for training and employment of Country Nationals in each phase and level of the WORK and for the transfer of management and technical skills for the safe and efficient conduct of the WORK.

CONTRACTOR shall further complete and submit the Form given in Appendix 1 summarising the commitment to the Local Content Development Plan.




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The Local Content Development Plan developed by CONTRACTOR will be enshrined in, and form part of the CONTRACT.

B.3.5. REPORTING AND MEASUREMENT

In order to demonstrate to COMPANY that Local Content commitments made in the Local Content Development Plan are being achieved CONTRACTOR shall implement a robust measurement and reporting system of key Local Content elements.

CONTRACTOR shall provide to COMPANY, on a monthly basis, a report detailing the current status of planned versus actual levels of Local Content being achieved under the CONTRACT and this shall include the agreed cumulative and monthly measurement(s) of the following:

B.3.5.1 Financial

a) The value of expenditure made by CONTRACTOR directly, or indirectly through its SUBCONTRACTORS, on goods supplied, produced or manufactured in the Country and supported by a schedule giving details of National suppliers with their respective contract details and values per SUBCONTRACTOR;

b) the value of expenditure made by CONTRACTOR directly, or indirectly through its SUB-CONTRACTORS, on services provided by Country entities and supported by a schedule giving details of National suppliers with their respective contract details and values per SUBCONTRACTOR;

c) the respective percentages that the expenditures recorded under items (a) and (b) above represent of CONTRACTOR'S total expenditures;

d) a detailed explanation of how the local purchases as recorded under items (a) and (b) above compare with the projected purchases included in Appendix 1, Local Content Tabulation, with specific explanations for any significant variations.

B.3.5.2 Manpower (At All Levels)

The number of Country National and non-Country National personnel engaged on the CONTRACT. This must show the number of associated man-hours actually spent compared to the planned number of such hours.

B.3.5.3 Procedures

A detailed description of the procedures adopted during the reporting period to identify and purchase goods and services from Country suppliers.

B.3.5.4 Training

A detailed report of the National individuals under development and training to include for each individual the following information:

Personal details

Employment details

Occupational details

Training and development plan

Schedule of training and development to date




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Total training days achieved to date, and scheduled for the following period

B.3.5.5 Social, Education, Health & Welfare

Details of any programmes that are in place, in progress and/or in preparation that show any financial aspect as well as intangible successes achieved during the period.

B.3.5.6 Environmental

Details of any programmes that are in place, in progress and/or in preparation that show any financial aspect as well as intangible successes achieved during the period.

B.3.5.7 Technology

Subject to any intellectual property right and confidentiality restrictions, details of any technological or knowledge transfer events or actions that may enable future in-Country capabilities and which have been completed locally by local companies/persons. A brief description of those events shall be provided.

All of the above data should be plotted on an appropriate chart to show trends throughout the term of the CONTRACT.

PROVISION OF LAND BASED WELL DRILLING UNIT AND ASSOCIATED SERVICES ENQUIRY NO. RUVU/WE/2018/001 – WELL DRILLING WORK

DOC. NO. xxxxx-Local Content


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APPENDIX 1 – LOCAL CONTENT TABULATION

REF LOCAL CONTENT WITH RESPECT TO THE WORK:

QUANTUM, VALUE or DESCRIPTION

Head Office Satellite

Office Note 1

Operating Base

Other Note 2

1 NATIONALS EMPLOYMENT

1.1 Number of existing Country National employees planned to be assigned to the CONTRACT from commencement (please show names, positions and locations in a separate report)

1.2 Number of additional Country Nationals to be employed (by year) for the WORK under the CONTRACT (additional to 1.1), in the positions noted and created on a year by year basis.

Year Positions

Total Additional

1.3 Of the Country National employees noted in 1.1 above the number engaged in training or work experience as at the commencement date of the CONTRACT is:

In country

Out of Country

1.4 Of the additional Country National personnel stated in 1.2 above the number engaged in training on a year by year basis will be:

Year 2019

Year 2020

PROVISION OF LAND BASED WELL DRILLING UNIT AND ASSOCIATED SERVICES ENQUIRY NO. RUVU/WE/2018/001 – WELL DRILLING WORK

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REF LOCAL CONTENT WITH RESPECT TO THE WORK:

QUANTUM, VALUE or DESCRIPTION

Head Office Satellite

Office Note 1

Operating Base

Other Note 2

1.5 Of the additional Country National personnel proposed in 1.2 above CONTRACTOR will seek to retain the stated percentage of such personnel to meet future business demand and/or replace international staff.

% % % %

2 ANCILLIARY AND SUPPORT NATIONAL EMPLOYEMENT (Note 3)

2.1 Number included in existing employees (Item 1.1)

2.2 Number included in additional employees (Item 1.2)

2.3 Number of Country Nationals working in support functions not included elsewhere.

3 SUBCONTRACTING AND SUPPLIERS

3.1 Number of Country National SUBCONTRACTORS and suppliers to be employed on this CONTRACT.

4 SPEND ESTIMATE

4.1 Payroll and Benefits (existing employees identified in Item 1.1) US$ US$ US$ US$

4.2 Payroll and Benefits (additional personnel identified in Item 1.2) US$ US$ US$ US$

4.3 Goods & Services US$ US$ US$ US$

4.4 Local spending under the CONTRACT is to increase year-by-year by the following amounts (please include a separate breakdown of the estimate)

US$ US$ US$ US$

Note 1: The Satellite Office is: ……………………………………..

Note 2: Other location is: ………………………………………….

Note 3: Ancillary and support National employment is defined as being a function which is not dedicated to CONTRACTOR’S organisation team for the

CONTRACT e.g. yard/general maintenance and administration.


DOC. NO. xxxxx-B04


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Exhibit B.4 Page 1 of 1

EXHIBIT B.4

(NOT APPLICABLE)




DOC. NO. xxxxx-B.5


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Exhibit B.05 PAGE 1 OF 37

EXHIBIT B.5

HEALTH, SAFETY & ENVIRONMENTAL MANAGEMENT REQUIREMENTS




DOC. NO. xxxxx-B.5


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TABLE OF CONTENTS

B.5.1. HEALTH, SAFETY& Environment (HSE) COMMITMENT __________________________ 3

B.5.2. COMPLIANCE ___________________________________________________________ 3

B.5.3. LEGAL REQUIREMENTS AND REGULATION (HSE) _______________________________ 5

B.5.4. HEALTH, SAFETY and ENVIRONMENTAL, (HSE) MANAGEMENT ___________________ 6

B.5.5. ORGANISATION & RESOURCES _____________________________________________ 8

B.5.6. COMMUNICATIONS & HSE MEETINGS _______________________________________ 8

B.5.7. ENVIRONMENTAL PROTECTION ____________________________________________ 9

B.5.8. COMPETENCE ASSURANCE & HSE TRAINING _________________________________ 13

B.5.9. RISK MANAGEMENT ____________________________________________________ 14

B.5.10. ACCIDENT, INCIDENT AND NEAR MISS REPORTING __________________________ 15

B.5.11. HSE PERFORMANCE MANAGEMENT & MONITORING ________________________ 15

B.5.12. HSE PLAN ___________________________________________________________ 16

B.5.13. PLANT & EQUIPMENT _________________________________________________ 17

B.5.14. LIFTING & HOISTING OPERATIONS _______________________________________ 19

B.5.15. WORKING AT HEIGHTS _________________________________________________ 21

B.5.16. DROPPED OBJECTS ____________________________________________________ 24

B.5.17. Land Transport & Driving ______________________________________________ 27

B.5.18. SAFETY EQUIPMENT ___________________________________________________ 28

B.5.19. PERSONAL PROTECTIVE EQUIPMENT (PPE) ________________________________ 28

B.5.20. HOUSEKEEPING ______________________________________________________ 30

B.5.21. International Travel & SECURITY _________________________________________ 30

B.5.22. OCCUPATIONAL HEALTH & HYGIENE _____________________________________ 31

B.5.23. CONTROL OF SUBSTANCES HAZARDOUS TO HEALTH & ENVIRONMENT__________ 32

B.5.24. TECHNICAL/SAFETY AUDIT _____________________________________________ 33

B.5.25. COMPANY HSE DOCUMENTS REFERENCED (available to CONTRACTOR upon request). 33

Attachment - 1: Typical Hse Plan Contents __________________________________________ 35

ATTACHMENT - 2: ONSITE DISCIPLINE POLICY _______________________________________ 36

ATTACHMENT - 3: DODSAL HYDROCARBONS AND POWER (TANZANIA) PVT LTD– ONSITE RULES FOR PROTECTING THE ENVIRONMENT _____________________________________________ 37


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HEALTH, SAFETY& ENVIRONMENT

This EXHIBIT is applicable to all WORK scopes and CONTRACTOR and SUBCONTRACTOR personnel performing work for the COMPANY involving Land Drilling Units where CONTRACTOR HSE Management Systems primarily apply.

“DRILLING UNIT” shall mean a Land Drilling Unit.

“HSE” widely referred to as HSE in the industry shall mean Environmental, Health & Safety

B.5.1. HEALTH, SAFETY& ENVIRONMENT (HSE) COMMITMENT

COMPANY is committed to operate with a healthy, safe and secure working environment for the wellbeing of all personnel, with no accidents, no harm to people, no damage to the environment, and a positive contribution to local communities.

CONTRACTOR shall acknowledge, in writing, the COMPANY’s strong commitment to health, safety and the protection of the environment and warrants that it has a written HSE policy signed by the managing director or other executive director of CONTRACTOR and is actively supported and endorsed by CONTRACTOR’s management. CONTRACTOR further warrants that its HSE policy is widely disseminated and understood among CONTRACTOR PERSONNEL. This policy shall be in English and such other local languages as required.

CONTRACTOR shall ensure that all activities undertaken in relation to the WORK by CONTRACTOR GROUP are carried out in such a manner as to:

Safeguard the environment; Protect the health and safety of COMPANY PERSONNEL, other personnel of COMPANY GROUP, CONTRACTOR PERSONNEL and the personnel of THIRD PARTIES including all neighbouring inhabitants who may potentially be affected; and

Protect the property of COMPANY GROUP and CONTRACTOR GROUP and all THIRD PARTIES.

B.5.2. COMPLIANCE

B.5.2.1. CONTRACTOR shall at all times adhere to the following:

The HSE Management System of CONTRACTOR;

The HSE requirements of COMPANY as specified in this CONTRACT or referred to herein, including full compliance with the DODSAL Safety Procedures;

The laws and regulations of the Government having authority over the WORKSITE (being the Republic of Tanzania or as appropriate);

The laws and regulations of the country where the operating head office of CONTRACTOR is located (which may be different from the country of corporate registration of CONTRACTOR);

International laws and regulations as appropriate and applicable to the WORK provided by CONTRACTOR under this Contract (including but not limited to IATA, IMO, UN Voluntary Principles and such like);


DOC. NO. xxxxx-B.5


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Good oilfield practices” as described in internationally recognised and accepted standards, specifications, recommended practices and guidelines, including but not limited to API, OGP, IADC, ISO and national standards where such national standards are accepted as “international best practice”. It is required that all API and OGP standards will be met or exceeded.

If there is conflict between any of the above requirements, the higher standard will prevail and shall be complied with. In the event that COMPANY at any time requests compliance of any policy or procedure other than the requirements stated above, any incremental cost of compliance to CONTRACTOR shall be agreed with COMPANY and the cost shall be paid to CONTRACTOR by COMPANY.

B.5.2.2. CONTRACTOR shall take all necessary precautions related to or arising out of the performance of the CONTRACT in order to protect the WORK, all personnel, the environment and the property of COMPANY, CONTRACTOR and THIRD PARTIES.

B.5.2.3. CONTRACTOR shall ensure that they maintain the following for all its personnel during the period of WORK.

A clean, healthy and safe working environment;

No detrimental effects to the environment or to local communities;

Competent personnel through selection, training, assessment, communication and supervision;

A safety culture on the DRILLING UNIT and at the DRILL SITE with awareness, appreciation, and behaviour;

An open and honest approach and attitude to HSE.

B.5.2.4. COMPANY cannot afford the risk of tolerating poor HSE practices and performance by any personnel; this should also be reflected in the commitment of CONTRACTOR. Failure to comply with the established HSE procedures and requirements will be viewed most seriously by COMPANY and will be addressed accordingly.

B.5.2.5. If COMPANY is of the opinion that CONTRACTOR actions or inactions or omissions are either unhealthy, unsafe, or creating environmental damage, or damaging community relations, COMPANY shall require CONTRACTOR to stop such actions. COMPANY reserves the right to suspend the WORK or any part thereof if COMPANY becomes aware that CONTRACTOR is performing the WORK that is imminently unsafe or in breach within this Section or deemed unsafe for HSE reasons. Before any work is suspended, the COMPANY shall liaise with the CONTRACTOR to allow the CONTRACTOR the opportunity to rectify any non-conformances within an acceptable timescale. In such event however CONTRACTOR shall immediately inform COMPANY in writing of those reasons and details of actions to be taken before the WORK can be resumed.

B.5.2.6. CONTRACTOR PERSONNEL shall understand that they have the right to stop work when they consider it unsafe to continue. All employees and contractors have the right and obligation to refuse to do unsafe work. This right must be communicated and understood by all personnel performing work. If the CONTRACTOR believes that the operations cannot be safely undertaken or that continuance of operations may result in any hazardous conditions, it must immediately notify the COMPANY. The CONTRACTOR shall use its best efforts at all times to control or overcome the cause or minimise the effect of any hazardous condition. In the event of either scenario (i.e. stopping a job or refusing to do a task based on safety concern), the line supervisor responsible for the work must be notified immediately.


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B.5.2.7. Should any individual CONTRACTOR PERSONNEL not comply fully with the HSE requirements of the CONTRACT then CONTRACTOR shall be expected to apply appropriate disciplinary procedures. COMPANY at its sole discretion may request any CONTRACTOR PERSONNEL to be removed from the WORKSITE on the grounds of failure to comply with COMPANY’s HSE requirements.

B.5.3. LEGAL REQUIREMENTS AND REGULATION (HSE)

B.5.3.1. CONTRACTOR shall ensure that all activities undertaken in relation to the WORK to be done by the CONTACTOR shall comply with this CONTRACT, including without limitation all applicable safety and environmental laws (whether international, national, regional, or local), regulations or decrees, the HSE Management Systems (including permit to work system) of CONTRACTOR, internationally recognised oil and gas industry HSE practices, including without limitation the specifications, recommended practices, and guidelines of API, IADC, and OGP and agreed bridging document requirements between COMPANY and CONTRACTOR.

B.5.3.2. If any conflict arises between applicable rules and regulations, the rules providing the higher standard will take precedence and CONTRACTOR shall promptly notify COMPANY of any conflict; in such cases discussion between the CONTRACTOR’s management representative and the COMPANY’s management representative must take place and the outcome thereof should be recorded in writing and made known to those involved. Where CONTRACTOR is supplying a specific expertise requiring specialised knowledge & activity, COMPANY may require the more specific rules and regulations of CONTRACTOR to apply in preference to any COMPANY requirements that may be less detailed.

B.5.3.3. CONTRACTOR warrants that it is familiar with the contents and implications of all applicable environmental, health and safety legislation and regulations. CONTRACTOR must accept that all CONTRACTOR PERSONNEL and all visitors comply fully with all such laws, regulations, guidelines, operating standards and policies. The CONTRACTOR further agrees that in the event that any CONTRACTOR PERSONNEL or any of their visitors violates any such laws, regulations, operating standards and policies that such violation shall be corrected promptly and appropriate steps shall be taken to avoid recurrence.

B.5.3.4. The CONTRACTOR must ensure that its activities do not negatively impact on the customs and cultural traditions of local people. CONTRACTOR and COMPANY shall promptly take such steps as necessary to maintain good relations with the public and the local authorities with whom CONTRACTOR and COMPANY will come into contact during the WORK. CONTRACTOR shall also require all personnel to conduct themselves in a safe and courteous manner that is conducive to such good relations with the public and the local authorities. Whenever required, CONTRACTOR shall consult with COMPANY on all matters pertaining to relations with personnel and or local population.

CONTRACTOR shall identify suitable positions that may be offered to the local community. Whenever safe and reasonably practicable, CONTRACTOR shall endeavour to recruit workers from the local community if the local candidates have, or could have with reasonable training by CONTRACTOR, the qualifications, experience, and skills required to safely and efficiently perform tasks required for the WORK.


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B.5.4. HEALTH, SAFETY AND ENVIRONMENTAL, (HSE) MANAGEMENT

B.5.4.1. The CONTRACTOR shall implement a RIG HSE case in accordance with relevant international standards, guidelines and good industry practice (Ref: IADC HSE Case Guidelines for Land Drilling Units) which has been accepted and meets the requirements of applicable legislation. The RIG HSE Case demonstrates how a Drilling Contractor’s organisation applies a systematic risk management approach to maintain and improve HSE and operational performance. Developing and maintaining a RIG HSE Case provides continuous assurance that existing HSE risks are effectively managed and that risks associated with changes to equipment, activities or locations, as well as systemic weaknesses identified by incidentanalyses and audits will be effectively managed.

B.5.4.2. The RIG HSE case shall outline the relevant procedures & verification arrangements in place contained within the CONTRACTOR’s HSE management system for the management of major accident hazards/events.

B.5.4.3. The CONTRACTOR shall provide a copy of its RIG HSE case to the COMPANY for review.

B.5.4.4. All activities related to the WORK shall be conducted in accordance with CONTRACTOR’s HSE management system and align with COMPANY Policies and COMPANY Safety Rules where applicable and practical. CONTRACTOR must co-operate with COMPANY to ensure that the roles and responsibilities in CONTRACTOR and COMPANY systems are clearly defined and allocated and are clearly understood by all parties.

B.5.4.5. The CONTRACTOR shall ensure they have in place an established HSE Management System approved by senior management and dated. The HSE Management System of the CONTRACTOR shall be well documented and include a summary of the CONTRACTOR’s safety organisation, with clear roles and responsibilities for HSE management along with adequate methods of communication to and from personnel. The CONTRACTOR shall provide a copy of its HSE management system to the COMPANY for review.

B.5.4.6. CONTRACTOR shall be responsible for familiarising itself, its personnel, SUBCONTRACTOR’s and all relevant personnel with the HSE management system requirements ensuring compliance therewith by all CONTRACTOR PERSONNEL. CONTRACTOR shall not allow any personnel to begin activities related to the WORK until such familiarisation has been given to them.

B.5.4.7. Prior to the commencement of WORK under the CONTRACT, a review of the COMPANY’s and the CONTRACTOR’s HSE management systems shall be carried out. The review shall demonstrate to COMPANY that the management of HSE will be implemented in a planned, systematic, documented and cost effective manner. Areas where the CONTRACTOR’s systems fail to meet the COMPANY standards and requirements shall be addressed in an HSE Bridging Document and new procedures developed and implemented.

B.5.4.8. If any conflict arises between applicable rules, the rules providing the higher standard will take precedence and CONTRACTOR shall promptly notify the COMPANY of any conflict.

B.5.4.9. A copy of the CONTRACTOR’s HSE management system shall be available on the DRILLING UNIT. CONTRACTOR shall regularly review the HSE management system to ensure it is up to date and continues to comply with all HSE laws and regulations,


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approvals, licences and permits which are applicable to the WORK. CONTRACTOR shall ensure that all CONTRACTOR PERSONNEL are advised of any changes and any obsolete copies or documents are removed from circulation to avoid unintended use. CONTRACTOR shall provide COMPANY with access to or copies of relevant documentation.

B.5.4.10. CONTRACTOR shall conduct HSE management system internal audits to ensure full implementation of and compliance with the management system on the DRILLING UNIT. CONTRACTOR shall at COMPANY’s request provide documentary evidence that it has complied with the system.

B.5.4.11. The CONTRACTOR is responsible for developing an HSE Bridging Document with COMPANY in relation to the planned WORK activities in which they will be involved under the CONTRACT. COMPANY and CONTRACTOR management representatives will meet before work commencement to discuss HSE expectations and potential HSE management system interfaces, including specific HSE issues and requirements in accordance with the CONTRACT. The HSE Bridging Document will be agreed between CONTRACTOR and COMPANY where HSE policies and procedures of each party are acknowledged, responsibilities assigned to each party with clear definition of methods and specifics procedures adopted for the intended WORK.

B.5.4.12. CONTRACTOR shall ensure that a suitable induction programme is in place at the DRILLUNG UNIT for the WORK under this CONTRACT to provide essential HSE information to each person who is on the DRILLING UNIT and DRILL SITE. As a minimum, an induction programme should consist of an introductory briefing explaining the nature of the WORK, the general layout of the DRILLING UNIT and the DRILL SITE and the particular hazards attached to individual areas, the types and meaning of safety signs and signals, general safety and site rules, emergency equipment and locations, emergency alarms and their tones, and the action required of personnel in an emergency. This process will be carried out at the commencement of each tour for regularly assigned crew members and upon arrival for all visitors. This process will be documented and each person who receives this briefing shall sign a record to affirm that he has received and understood this briefing.

B.5.4.13. The CONTRACTOR shall have established HSE management system arrangements in place for management and control of its SUBCONTRACTORS which include the following:

SUBCONTRACTOR HSE prequalification and qualification which is based on demonstrated capability, HSE performance and HSE management system suitability and compliance;

Risks and hazards associated with the SUBCONTRACTOR’s work are identified and controlled to ALARP levels (“As Low As Reasonably Practicable”) and that SUBCONTRACTOR’s follow the required safe systems of work;

SUBCONTRACTOR’s activities are supervised and monitored by the CONTRACTOR to ensure that safe practices are employed and work is conducted in strict compliance with relevant CONTRACTOR and COMPANY HSE requirements;

SUBCONTRACTOR HSE management system to be integrated and bridged into the CONTRACTOR’s HSE management system.


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B.5.5. ORGANISATION & RESOURCES

B.5.5.1. COMPANY requires CONTRACTOR and all SUBCONTRACTORS’s to affirm in writing that all management representatives and line supervisors are responsible and accountable for ensuring all WORK is performed in accordance with CONTRACTOR HSE Management System arrangements, all applicable safety rules, site rules, regulations, and good working practices with equal diligence being paid to fulfilment of the contractual technical specifications.

COMPANY requires CONTRACTOR and SUBCONTRACTOR management representatives and line supervisors to be advised of their HSE responsibilities in writing clearly specifying the areas of environmental, health and safety responsibility.

B.5.5.2. COMPANY requires that the CONTRACTOR shall appoint a designated full-time dedicated HSE representative for the WORK under this CONTRACT with whom the COMPANY can correspond regarding HSE matters.

B.5.5.3. COMPANY requires that the CONTRACTOR shall appoint a designated HSE representative at the DRILLING UNIT who shall advise, plan, organise, coordinate, liaise, and report on all HSE matters relating to the WORK, DRILLING UNIT, DRILL SITE and CONTRACTOR PERSONNEL for the duration of the WORK under this CONTRACT. The appointment of the designated HSE representative and any subsequent relief or replacement must be reviewed and approved by COMPANY prior to the actual commencement date of the DRILLING. It is preferred that the person appointed has a formal safety qualification; however, consideration shall be given by COMPANY for approval of the appointment of a line supervisor as HSE representative provided that CONTRACTOR can demonstrate that the proposed individual has sufficient knowledge and experience to fulfil the position. In such case the incumbent must be able to demonstrate that he is aware of the principals of HSE management onsite and their practical application.

CONTRACTOR HSE representative is responsible for clearly informing all CONTRACTOR PERSONNEL, COMPANY PERSONNEL, and the personnel of THIRD PARTIES at the DRILLING UNIT of applicable legislation, CONTRACTOR HSE management system arrangements, safety and site rules, security, and community relations. CONTRACTOR shall not allow any personnel to begin work on the DRILLING UNIT until an induction has been conducted and such requirements and information has been clearly explained to them. CONTRACTOR HSE representative shall liaise with COMPANY HSE representative and the COMPANY senior representative (Senior Drilling Supervisor) at the DRILL SITE. The HSE representative of CONTRACTOR based at the DRILLING UNIT must be fluent in English (spoken and written) to allow communication with and reporting to COMPANY PERSONNEL and the personnel of SUBCONTRACTORS.

B.5.6. COMMUNICATIONS & HSE MEETINGS

B.5.6.1. CONTRACTOR is responsible for maintaining and enhancing the HSE awareness of all CONTRACTOR PERSONNEL including arranging weekly safety meetings and emergency drills. In principle, all CONTRACTOR PERSONNEL shall attend a safety meeting and participate in a relevant emergency drills at least weekly. Personnel should actively contribute to the safety meetings and identify HSE topics for inclusion in the agenda. Copies of minutes of CONTRACTOR’s safety meetings shall be sent to the HSE representative of COMPANY and the senior representative of COMPANY


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(Senior Drilling Supervisor) at the DRILLING UNIT within two (2) days of such meeting and records of emergency drills will be recorded on the daily drilling report of the CONTRACTOR, daily drilling report of COMPANY and the IADC-API Official Daily Drilling Report Form.

B.5.6.2. CONTRACTOR shall ensure that no CONTRACTOR PERSONNEL shall carry out their duties, or parts thereof, until they have received and considered basic HSE information. CONTRACTOR shall hold Pre-Job Meetings (often called “Tool Box Talks”) daily with the appropriate personnel, and prior to any critical or unusual tasks, with all relevant CONTRACTOR personnel involved to address or discuss HSE matters.

B.5.6.3. The pre-job “Tool-Box Talk”, should consist of as a minimum: an introductory briefing explaining the nature of the task to be done; the general hazards and risks which may be encountered during the task; the particular hazards attached to their own function within the work; any HSE concerns or questions from personnel; communications and responsibilities of personnel; the equipment to be used; the methods of controlling the hazards, including PPE to be used; and the relevant contingency and emergency procedures to be followed, to serve as a general reminder to everyone regarding HSE behaviour and awareness. A pre-job “Tool-Box Talk” and formal Task Risk Assessment will be performed each time the mode of operation substantially changes and for critical or unusual task, including without limitation: BOP testing or other high-pressure work; casing running or other heavy-lift operations; casing cementing; electric wireline logging or perforating; drillstring mechanical back-off; well control operations; well testing; non-normal working at height operations; rigging-up or rigging-down of the DRILLING UNIT and INTERWELL MOVES; and such like.

B.5.6.4. CONTRACTOR’s onsite management representative (Rig Superintendent), other CONTRACTOR supervisors, and the CONTRACTOR’s onsite HSE representative shall have a short daily operations meeting at the DRILLING UNIT with the COMPANY’s senior representative (Senior Drilling Supervisor), COMPANY HSE representative and relevant supervisors from the OTHER CONTRACTORS of COMPANY.

B.5.6.5. CONTRACTOR shall hold formal safety meetings at least once a week, or after any significant incident, at which the proceedings date of meeting, and names of attendees are recorded by minutes. These meetings will be initiated by the CONTRACTOR’s onsite HSE representative. The minutes and records of all CONTRACTOR safety meetings will be copied to COMPANY’s HSE Representative and the senior representative of COMPANY (Senior Drilling Supervisor) at the DRILLING UNIT. Safety meetings should include a selected “Topic of the Week” (such as PPE, vehicle safety, lifting operations, hazardous substances) to focus on.

B.5.7. ENVIRONMENTAL PROTECTION

The DRILL SITES are in natural sensitive, remote or rural areas and therefore the CONTRACTOR is required to perform the WORK in a manner that minimises the impact to the environment and to the local community and cultural traditions of local people.

B.5.7.1. CONTRACTOR warrants that it shall use the highest prevailing and approved standards of care and diligence to prevent pollution of any nature or kind resulting from the services performed under the CONTRACT.


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B.5.7.2. CONTRACTOR PERSONNEL shall minimise environmental impact as well as minimise nuisance, disturbance or interference to the community. All CONTRACTOR PERSONNEL shall pay due regard to the environment by acting to preserve air, water, animal and plant life from adverse effects of all activities performed in the execution of the WORK. Personnel shall not remove from the DRILL SITE or the surrounding area any animal or plant, whether alive or dead, or any animal or plant products, such as but not limited to, birds, animal skins or eggs, timber, or any archaeological, religious, or cultural artefacts, or any other item of archaeological, religious, cultural or environmental significance.

B.5.7.3. CONTRACTOR PERSONNEL shall be responsible for understanding and adhering to comply with all applicable environmental legislation, regulations, permits, accepted industry good practices and any special COMPANY environmental requirements as defined in the COMPANY Environmental Impact Assessment (EIA) relating to the control and prevention of pollution to the DRILL SITE and its surroundings.

B.5.7.4. CONTRACTOR’s HSE management system shall address any actual or potential impacts on the environment and show how those impacts are to be avoided or minimised. The system shall demonstrate to COMPANY that the management of environmental protection by CONTRACTOR will be implemented in a planned, systematic, documented and cost effective manner. The system shall demonstrate CONTRACTOR’s management commitment to environmental protection.

B.5.7.5. CONTRACTOR shall ensure that all activities related to the WORK are planned in a manner that will not create a negative impact upon the environment or other users. CONTRACTOR shall apply the general principles of the COMPANY Environmental Standards to the WORK where applicable and LEGISLATION or other requirements as required.

It should be noted that to comply with the requirements of the COMPANY and other statutory regulations, attention must be paid to the following:

The equipment layout of the DRILLING UNIT at the DRILL SITE must be such as to reduce the overall effect of noise emanating from the DRILL SITE. For this a proposed noise plot plan is required to be submitted by CONTRACTOR.

Equipment must incorporate noise reduction measures such as sound proofing to ensure noise emission levels are reduced to a bare minimum.

Reduction of emission of air pollutants from diesel generator sets by inclusion of a catalytic absorption device that can significantly reduce NOx emissions from combustion equipment. In addition, exhausts will be of a height, calculated in metres as [0.2*(square root of DG KVA)], to ensure adequate dispersion of the pollutants.

Strict enforcement of a preventive maintenance programme and rigid operational control procedures for all machinery and equipment that have the potential to produce high noise, air emissions or dust/sand dispersions.

B.5.7.6. CONTRACTOR undertakes that nothing shall be intentionally dumped or discharged at or from the DRILL SITE. CONTRACTOR shall assume all liability for the control and removal of pollution or contamination of the land, air or water arising from spills, leaks or discharge of fuels, lubricants, greases, motor oils, paints, coatings, solvents, ballasts, bilge, garbage, sewage and other material in the possession or under the


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control of CONTRACTOR and caused by gross negligence or misconduct of CONTRACTOR PERSONNEL.

Without relieving CONTRACTOR of any of its obligations provided in the CONTRACT; it is agreed that COMPANY may take part, to any degree COMPANY deems necessary, in the control and removal of any pollution or contamination which is the responsibility of the CONTRACTOR or which is due to any act or omission of the CONTRACTOR, and the CONTRACTOR shall reimburse COMPANY for the cost thereof upon the receipt of an invoice from COMPANY.

B.5.7.7. CONTRACTOR shall, where applicable, be responsible for the restoration of any land used or affected by CONTRACTOR’s activities under the CONTRACT. This will include removal of CONTRACTOR’s equipment, surplus materials and waste to the satisfaction of the COMPANY. After completing activities the operational site shall be submitted to the COMPANY management representative in compliance with regulatory permitting requirements, free from contamination of hazardous material and waste.

B.5.7.8. CONTRACTOR is responsible for safe handling and disposal of any waste produced or occurring as a consequence of the WORK pursuant to the CONTRACT. All activities associated with waste management, handling and disposal shall be conducted by an approved licensed contractor in accordance with in-country legislation, COMPANY standards and industry good practice. CONTRACTOR shall not deviate from the waste management plan for the DRILLING UNIT and DRILL SITE without prior approval from COMPANY.

CONTRACTOR and COMPANY shall independently monitor, control, segregate, and record the disposal of domestic and general waste, scrap metal, hazardous materials, and all other effluents and emissions in accordance with applicable legislation, including the requirements of ISO 14001 and industry good practice and recommended standards and guidelines of API, IADC and OGP.

CONTRACTOR shall provide rubbish bins in accommodation cabins, offices, catering facilities, and recreational facilities, and garbage bins around the DRILL SITE for the collection of non-toxic combustible rubbish; CONTRACTOR will organise the daily collection of such rubbish and disposal into the main waste skip segregated for such non-toxic combustible rubbish and recycling as appropraite.

CONTRACTOR shall provide bins in or adjacent to catering facilities for the collection of biodegradable waste meat and vegetable matter; CONTRACTOR will organise the daily collection of such waste and disposal into the main waste container segregated for such biodegradable waste meat and vegetable matter.

CONTRACTOR shall provide a waste oil container for the collection of waste lubricating oil, waste fuel, and such like; COMPANY will organise the collection, offsite transport, recycling and disposal of such waste oil with a specialised, authorised entity.

CONTRACTOR will ensure that all metal waste from the DRILLING UNIT (such as used drill line) is properly collected into the main waste container and segregated for such junk metal waste.

COMPANY will collect, store and contain, transport offsite if so required, and ensure that disposal of all natural drilled cuttings and drilling fluid waste shall be within


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acceptable limits to the approved Waste Land Fill Site (which may be located on the DRILL SITE if so approved).

CONTRACTOR or COMPANY (as further detailed in this Contract) will provide the main waste segregation containers at the DRILL SITE for the collection, segregation, storage, recycling and containment of solid waste.

CONTRACTOR or COMPANY (as further detailed in this Contract) will provide an onsite waste incineration unit for safe and efficient incineration of non-toxic combustible waste - an open burn pit will not be used.

The handling of all waste materials will be recorded and accounted for in a register which will be available for inspection at all times. The quantity, type, disposal route and final location of all waste will be recorded. Means to record and account waste materials will be mutually agreed between COMPANY and CONTRACTOR.

B.5.7.9. Appropriate procedures to prevent spillage of chemical, fuel, and lubricants will be reviewed and approved by COMPANY and adopted and enforced by CONTRACTOR. Any significant spillage, environmental incident, or such like, will be reported to COMPANY immediately.

B.5.7.10. CONTRACTOR shall minimise air emissions as far as practicable. Any CONTRACTOR found to be illegally disposing any hazardous substances or waste (including water discharge) will be subject to an investigation performed by COMPANY and may have their CONTRACT terminated. In the event of an accidental discharge of hazardous substances or waste into the environment, CONTRACTOR shall take all required measures to eliminate the damage caused.

CONTRACTOR GROUP is responsible for making any required payments (taxes) for environmental emissions generated when performing the WORK from the sources owned by CONTRACTOR unless otherwise stated in the CONTRACT.

B.5.7.11. CONTRACTOR will minimise light and noise disturbance to the surrounding environment and must meet the mitigation measures within the COMPANY Environmental Impact Assessment (EIA) for the location. A noise mitigation plan will be implemented for noise levels exceeding 10 Db (A) above background for construction and drilling activities.

B.5.7.12. Prior to the commencement of WORK, and where relevant, CONTRACTOR shall provide COMPANY with a copy of the following for review:

Environmental emissions permit (and any other environmental emission related permits);

Waste Management& Recycling Plan for the rig;

Contracts for water consumption and disposal and waste removal and disposal (storage).

B.5.7.13. In case of breach of the requirements specified in this Section 5, COMPANY will seek to recover all costs from CONTRACTOR relating to all expenditures, payments of fines and claims served by the authorities.


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B.5.8. COMPETENCE ASSURANCE & HSE TRAINING

B.5.8.1. CONTRACTOR shall provide sufficient and competent personnel at the DRILLING UNIT and DRILL SITE to execute the WORK to be undertaken. The CONTRACTOR must ensure that all CONTRACTOR PERSONNEL under their control are fit and able, willing, skilled and qualified to perform the WORK and that they are properly trained and managed in the performance of the WORK. CONTRACTOR shall be able to demonstrate by reference to procedures how all competencies are monitored, assessed, assured, and how continued compliance with industry competency standards is maintained.

B.5.8.2. CONTRACTOR shall, at its own expense and prior to the commencement of the WORK, ensure that all CONTRACTOR PERSONNEL have been given the necessary HSE, and job related training as recommended or required by legislation, COMPANY’s regulations or industry standards and good practice. CONTRACTOR shall furnish COMPANY, on request, with a formal record (training matrix) confirming such training has been completed.

B.5.8.3. As a minimum basic HSE training shall include the following:

COMPANY Safety & Site Regulations (including the DODSAL Safety Procedures and Onsite Discipline Rules);

CONTRACTOR HSE Management System arrangements;

Safe System of Work (Permit ToWork);

Use and care of Personal Protective Equipment (PPE) and Safety Equipment;

Instruction in the Safe Handling and Storage of Hazardous Substances - Control of Substances Hazardous to Health (COSHH);

Reporting Systems (Accidents, Incidents, Observations & Unsafe acts);

HSE Induction & Housekeeping at the DRILL SITE;

First Aid & Fire Training;

Emergency Response Procedures at the DRILL SITE;

Malaria Prevention Awareness& Occupational Health & Hygiene;

Plant & Equipment;

Dropped Object Prevention Awareness;

Lifting Operations (Rigging & Lifting & Slinging);

Land Transport Procedures and Journey Management arrangements.

B.5.8.4. CONTRACTOR PERSONNEL are required to have basic Fire Fighting and associated elements of First Aid training. Such training shall be to industry standards and certification shall be valid until at least the planned return from the tour on the DRILLING UNIT.

B.5.8.5. The CONTRACTOR must ensure that risks associated with inexperienced personnel, temporary labour or personnel new to or unfamiliar with the DRILLING UNIT and DRILL SITE are identified and controlled. As a minimum, these individuals shall be appropriately identified, supervised, trained, and mentored until they are deemed to be competent by the CONTRACTOR and are fully aware of the hazards and controls associated with their assigned work.

B.5.8.6. Prior to the commencement of the WORK the CONTRACTOR shall provide adequate documentation, on request, regarding the competency of the KEY PERSONNEL of the CONTRACTOR to the satisfaction of the COMPANY. This documentation must include details that show that the senior CONTRACTOR PERSONNEL are competent and


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have the appropriate qualifications, job skills, experience, and training as required by the CONTRACT and statutory requirements.

All CONTRACTOR personnel who may operate well control equipment or supervise the drilling crew, must have a recognised and valid IWCF or IADC Well Control Certificate; including: “Driller Level” certificate for Assistant Drillers and Drillers, and “Supervisor Level” certificate for Driller (optional), Tourpusher (Night Toolpusher), Toolpusher (Senior Toolpusher), any wellsite Rig Superintendent, and the Rig Manager in the CONTRACTOR Operations Base. Note that validity of IWCF certificates is only two years from last examination; copies of all valid certificates shall be submitted to COMPANY prior to mobilisation of the DRILLING UNIT.

All critical personnel, including but not limited to, Rig Manager at the CONTRACTOR Operations Base, Radio Operators, Medics (if CONTRACTOR supplied), HSE, any wellsite Rig Superintendent, Toolpushers, Tourpushers (night shift Toolpushers), Drillers, Senior Rig Mechanic, and Senior Rig Electrician, must be skilled in the English language to communicate adequately with COMPANY representatives, both verbally and in writing.

B.5.9. RISK MANAGEMENT

B.5.9.1. The CONTRACTOR shall have an established safe system of work (PTW system& other Safe Operating Procedures or MST’s) implemented on the DRILLING UNIT and ensure all work related risks and hazards associated with the WORK are proactively identified and managed through the safe system of work. CONTRACTOR is responsible for training and familiarising itself, it’s SUBCONTRACTOR’s and all relevant personnel involved with WORK at the DRILL SITE with the safe system of work requirements and ensuring effective HSE procedures are in place in respect of meeting all legal requirements, regulations, CONTRACTOR HSE Management System and COMPANY HSE management system requirements under the CONTRACT.

B.5.9.2. The CONTRACTOR shall have a hazard & risk identification observation reporting system in place on the DRILLING UNIT and at the DRILL SITE. CONTRACTOR shall be responsible for familiarising itself, its SUB-CONTRACTOR’s and all relevant personnel involved with the WORK with the observation reporting system and requirements.

B.5.9.3. Prior to the commencement of the WORK, the CONTRACTOR may be required to attend or conduct risk assessments arranged by the COMPANY in relation to planned activities related to the WORK in which they will be involved under the CONTRACT.

B.5.9.4. The CONTRACTOR shall demonstrate to the satisfaction of the COMPANY that the CONTRACTOR has performed a detailed risk assessment (risk register) of the activities to be undertaken relevant to the scope of the WORK. The CONTRACTOR must ensure the risk register identifies all hazards and evaluates all location specific risks associated with the nature of WORK to be conducted under the CONTRACT (e.g. equipment, facilities, personnel competency, complexity of the work and activities associated with the contractual requirements) including preventative controls, mitigation controls, HSE management system interfaces and any additional controls in place to manage residual risk to as low as reasonably practicable (ALARP) levels.

The CONTRACTOR must ensure the risk register is maintained throughout the duration of the CONTRACT work scope and where relevant the risk register shall be


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included in the CONTRACTOR HSE Plan. A sample HSE Plan table of contents is included in Attachment - 1 to this Section 5.

CONTRACTOR’s risk assessment processes defined in the HSE management system shall be suitable and sufficient and implemented to appropriately assess the HSE risks associated with each activity of the WORK. CONTRACTOR shall conduct suitable and sufficient risk assessments for all WORK (including processes to reassess hazards and risks whenever changes occur to plant and equipment, personnel or working environment) without exception. No WORK activity shall commence until the risk assessment has been completed and all risk reduction control measures fully implemented. Risk Assessment may be in the form of Job Safety Analysis (JSA) or Task Risk Assessment (TRA).

B.5.10. ACCIDENT, INCIDENT AND NEAR MISS REPORTING

B.5.10.1. CONTRACTOR GROUP shall have an accident, incident and near miss reporting system which shall be compatible with COMPANY’s reporting and investigation system3,4. Any accident, incident, or near miss event involving actual or potential injury of COMPANY PERSONNEL, CONTRACTOR PERSONNEL or any personnel of a THIRD PARTY, damage to plant or equipment or unplanned release of materials to the environment at the WORKSITE or when being transported to or from the WORKSITE, shall be reported by the CONTRACTOR to COMPANY senior representative (Senior Drilling Supervisor) as soon as practical irrespective of whether injury, damage or unplanned release has resulted, and in any case such an initial incident report shall be made in writing within 24 hours of the event occurrence.

Any accident or incident resulting in fatality, serious injury, emergency medical evacuation, spillage off the DRILL SITE causing environmental damage, significant equipment damage, serious detriment to public relations, road traffic or a security incident requiring the support of government security or police personnel, must be reported by CONTRACTOR to COMPANY immediately and with updated details provided within one hour of the incident.

Copies of all incident and investigation reports produced at the DRILLING UNIT shall be provided to the COMPANY by the CONTRACTOR.

B.5.11. HSE PERFORMANCE MANAGEMENT & MONITORING

B.5.11.1. CONTRACTOR shall set a goal of zero incidents, injuries, illnesses and environmental harm for the duration of the WORK. These goals shall be incorporated into the CONTRACTOR’s HSE Plan along with any other HSE related Key Performance Indicators (KPIs). All CONTRACT’s shall include a set of HSE KPIs agreed between the COMPANY and CONTRACTOR.

B.5.11.2. CONTRACTOR shall submit to COMPANY’s management representative (Senior Drilling Supervisor) a monthly performance summary report of all accidents, incidents (whether health, safety, environmental, community, or security), and Near Miss, Unsafe Acts, Unsafe Conditions, and details of personnel work hours consumed during the reporting period by CONTRACTOR PERSONNEL; this report will be verified and signed by the onsite COMPANY’s management representative.


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B.5.11.3. The COMPANY will monitor the CONTRACTOR’s HSE performance against agreed HSE KPIs and review requirements and expectations to identify trends, areas of strong performance and areas of concern requiring attention and corrective action.

B.5.11.4. The management of CONTRACTOR shall be required to attend an HSE review meeting held by COMPANY at least once per month. The agenda for this meeting will include a review of past month’s HSE performance and review of the agreed HSE Plan.

B.5.11.5. The CONTRACTOR shall have a formal process to regularly (at least annually and upon completion of the DRILLING of each well) assess contract HSE performance against objectives. Where deficiencies are identified, corrective actions shall be developed and implemented.

B.5.11.6. CONTRACTOR shall conduct regular, planned inspections of the offices and camp accommodation areas, all work areas, vehicles and trucks, heavy plant and equipment, safety equipment, lifting appliances, PPE and other relevant items located at the DRILLING UNIT and DRILL SITE. Pre-prepared checklists should be available for such inspections. After such an inspection, the inspection report shall be given to the appropriate manager or supervisor to agree an action plan to rectify any deficiencies detected by the inspection. CONTRACTOR shall have a method established for communicating significant deficiencies noted in an inspection to ensure that other departments or work locations can promptly rectify any similar deficiencies, thus leading to continuous improvement.

B.5.11.7. CONTRACTOR shall conduct HSE management system internal audits to ensure full implementation of and compliance with the management system on the DRILLING UNIT. CONTRACTOR shall at COMPANY’s request provide documentary evidence that it has complied with the system. After such an audit, the audit report shall be given to the appropriate Rig Manager and onsite Rig Superintendent of CONTRACTOR to agree an action plan to rectify any deficiencies detected by the audit. CONTRACTOR shall have a method established for communicating significant deficiencies noted in an audit to ensure that other drilling rigs and work locations can promptly rectify any similar deficiencies, thus leading to continuous improvement.

B.5.12. HSE PLAN

B.5.12.1. COMPANY requires that the CONTRACTOR shall prepare a plan for the management of all aspects of the WORK, known as the ‘HSE Plan’ covering the entire duration of the CONTRACT. CONTRACTOR shall ensure sufficient resources and HSE responsibilities are allocated and that effective CONTRACTOR HSE plans are developed and implemented to manage and address the requirements of the HSE provisions listed in Attachment - 1 of this Section 5 of the CONTRACT and the requirements of CONTRACTOR HSE Management System and bridging documents where appropriate.

B.5.12.2. The HSE plan shall clearly assign clear responsibility for the organisation and implementation of the required actions to specified CONTRACTOR PERSONNEL.

B.5.12.3. The HSE Plan shall cover all HSE activities from MOBILISATION, throughout all DRILLING and other activities associated with the WORK pursuant to this CONTRACT, and the DEMOBILISATION of the DRILLING UNIT and shall address the risks specific to the WORK and the management and implementation of control measures to eliminate reduce or mitigate those risks throughout the full lifecycle of the CONTRACT.


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B.5.12.4. As a minimum, the HSE Plan shall include the following:

A description of the HSE hazards of all phases of the WORK;

A list of HSE deliverables along with a schedule for their completion;

An overview of the arrangements for the monitoring of CONTRACTOR’s HSE performance in relation to the COMPANY’S HSE expectations and requirements and the interfaces and communication arrangements between the COMPANY and CONTRACTOR;

A plan to address the environmental and social aspects and mitigation measures identified in the COMPANY ESIA;

A waste management plan identifying the quantity (volume and mass) and type of waste to be generated and managed under the contract scope.

B.5.12.5. Following CONTRACT award and prior to MOBILISATION, the HSE Plan shall be submitted by CONTRACTOR to COMPANY for review and approval.

B.5.12.6. The HSE Plan shall be reviewed and updated on a quarterly basis and upon completion of the DRILLING of each well, upon CONTRACT extensions or in the event that the HSE Risk of the CONTRACT is deemed, by COMPANY to have changed.

B.5.12.7. COMPANY reserves the right at all times for the duration of the CONTRACT, to audit and review CONTRACTOR facilities, services and or performance of the WORK in respect of compliance against the accepted HSE Plan for the WORK.

B.5.13. PLANT & EQUIPMENT

B.5.13.1. CONTRACTOR shall ensure that all plant and equipment supplied for the WORK by CONTRACTOR GROUP is delivered, stored, used, and maintained in safe, sound, and proper condition, and are capable of performing the function for which they are intended.

B.5.13.2. All plant and equipment shall be accompanied by all necessary documentation, including a certificate of conformity that the equipment is suitable for its intended use including any relevant zone use. This shall as a minimum, cover all documentation required by any applicable legislation, certification authority or classification society and the specifications and recommendations of the Original Equipment Manufacturer (“OEM”), good industrial practices and guidelines of IADC and API, and the policies, standards, and procedures of CONTRACTOR and COMPANY.

B.5.13.3. CONTRACTOR GROUP shall have a suitable assurance & verification scheme in place to ensure the integrity of all identified safety critical equipment on or associated with the DRILLING UNIT. CONTRACTOR must demonstrate that all safety critical equipment (including if relevant computer software programs) on the DRILLING UNIT are regularly maintained, tested and recorded in accordance with the CONTRACTOR’s maintenance management system and manufacturer’s requirements. Relevant CONTRACTOR PERSONNEL must be trained and where required, certified in the use of such safety critical equipment and the maintenance management system of CONTRACTOR. Such equipment must comply with all statutory requirements, recommended manufacturers guidelines and relevant industry standards.

B.5.13.4. CONTRACTOR shall maintain all CONTRACTOR EQUIPMENT to the standards required by the OEM (Original Equipment Manufacturer) and as may be further specified or recommended by API or IADC or the written and approved planned maintenance system of CONTRACTOR. Current, valid, and updated records of all planned and breakdown maintenance will be kept by CONTRACTOR which may be


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inspected by COMPANY at any reasonable time. All CONTRACTOR EQUIPMENT, whether fixed or temporary, is to receive regular routine cleaning, inspection, servicing and maintenance to ensure the safety of personnel who are responsible for operating the equipment. Particular attention should be paid to mobile equipment, lifting equipment, handrails, and access ladders and raised platforms.

B.5.13.5. CONTRACTOR shall maintain adequate records and copies of all test and maintenance certificates relating to mechanical lifting equipment, derricks/masts and portable and fixed lifting accessories. The CONTRACTOR must make these available to the COMPANY upon request.

B.5.13.6. All CONTRACTOR EQUIPMENT and the equipment of COMPANY shall only be operated by competent personnel.

B.5.13.7. CONTRACTOR shall ensure that all rotating or moving parts of all CONTRACTOR EQUIPMENT is adequately guarded to prevent accidental contact by personnel. Every power-driven machine should be provided with adequate means, immediately accessible and readily identifiable to the operator, of quickly being stopped and prevented from being accidentally or unintentionally started again.

B.5.13.8. CONTRACTOR shall ensure that relevant safety protection in the form of safety goggles/face visor shields are provided and utilised by all personnel working with grinding machines or abrasive wheels. CONTRACTOR shall ensure that all grinding or cutting wheels are the correct type and size for the tool being used as specified by the Original Equipment Manufacturer. CONTRACTOR shall ensure that grinding or cutting equipment is only used for appropriate tasks and only used to grind or cut such material as the tool is designed.

B.5.13.9. Diesel engine driven pumps, compressors, welding sets, and any other diesel engine driven equipment must be located in a safe area. If such equipment is to be used in a hazardous area classified as Zone 1 or 2, CONTRACTOR shall ensure the equipment complies fully with EEMUA 107 requirements (Recommendations for the Protection of Diesel Engines Operating in Hazardous Areas). Any such equipment must be well maintained and in good operational order and prior to use may be inspected by Company's management representative.

B.5.13.10. CONTRACTOR shall ensure only trained and competent personnel shall use portable electrically powered tools and equipment.

Electrically powered portable tools and equipment shall be 110 volts centre-tapped or 240 volt tools subject to the following conditions:

Shall be double insulated, and

Power source shall be equipped with an earth leakage circuit breaker / ground fault interrupter (ELCB/GFI) with trip sensitivity not exceeding ten milliamps (10mA).

CONTRACTOR shall ensure that all portable equipment is disconnected from the power supply when not in use. All flexible cables shall be in good and safe working condition. Taped joints in cables shall not be permitted.

CONTRACTOR shall have a written procedure for checking and maintaining portable electrically powered hand tools and equipment in place. Any defective electrical tool and equipment shall be immediately prohibited from further use until it has been satisfactorily repaired. Defective items that are no longer serviceable shall be removed from storage or use and scrapped. CONTRACTOR shall maintain accurate records


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regarding the maintenance and disposal of such equipment; CONTRACTOR shall appoint a person to be responsible for such maintenance.

B.5.13.11. CONTRACTOR shall ensure that all tools supplied are in good condition and fit for their intended use. Damaged or worn tools which are unfit for use must be removed from service immediately and must be scrapped if they cannot be repaired.

B.5.13.12. All fluid bulk transfer hoses shall be new at commencement of contract unless CONTRACTOR can demonstrate an ongoing system of replacement is in place. CONTRACTOR shall maintain a hose management register for all fluid bulk transfer hoses that records as a minimum a ID number, pressure rating, test pressure, material specification, service specification and service date. As a minimum all RIG bulk transfer hoses shall have the following:

A permanent identification tag;

Appropriate saddles and slings to ensure minimum bend radius of the hose is not exceeded;

Suitable dry break couplings;

All fuel oil and liquid mud hoses shall be of a continuous length if practical, or shall be fitted with a breakaway sealing weak link fitted with suitable dry-break couplings;

All bulk transfer hoses shall be replaced every 12 months.

Fire risk assessment / inspections.

B.5.14. LIFTING & HOISTING OPERATIONS

B.5.14.1. Lifting and Hoisting Operations are one of the major causes of fatalities and serious incidents in drilling operations. Every type of lift has a set of risks that need to be managed effectively if the lift is to be undertaken in a safe and efficient manner.The purpose of this clause is to eliminate or minimise the risk of fatalities, injuries, and incidents arising in the performance of lifting operations during the WORK performed under the CONTRACT. As a minimum standard CONTRACTOR shall adhere to COMPANY Safety Procedures on Lifting Operations.

B.5.14.2. CONTRACTOR shall have management system arrangements established that includes specific procedures for lifting and hoisting activities in line with the OGP and API Lifting and Hoisting Safety Recommended Practice Guidelines.

B.5.14.3. All lifting operations shall be in compliance with the industry recognised UK legislation, Lifting Operations and Lifting Equipment Regulations 1998 (LOLER) and the frequency of inspection and certification of lifting equipment and accessories shall be in accordance with LOLER requirements or US equivalent to be agreed with Dodsal’s senior HSE manager.

This requirement applies from due diligence to all lifting plant and PTW operations on the DRILLING UNIT and at the DRILL SITE and other WORKSITES conducted by CONTRACTOR or SUBCONTRACTORS. In this context, lifting and handling equipment are any lifting attachments and lifting gear (including cranes and hoists, but excluding the drawworks of the DRILLING UNIT) used by CONTRACTOR or any SUBCONTRACTOR.

Examples of lifting equipment include:

Cranes, forklifts (including front-end loaders used as forklifts), hoists, and platforms;

Handling gear and tackle such as slings, chains, wire ropes, shackles, etc;


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Textile and metallic webbing slings and ropes;

Containers, baskets, cradles, winches, tuggers (winches), man-riding winches, work-belts, and harnesses;

Work and personnel transfer baskets;

Casing stabbing boards, monkey boards, and similar equipment and materials;

Pad-eyes, sheaves, chain blocks and other associated portable lifting accessories.

B.5.14.4. CONTRACTOR shall ensure that a visual check and, where necessary, a function check of lifting equipment is conducted by a competent person before each use. In determining the suitability and scope of the inspection, reference shall be made to information such as manufacturer’s instructions and relevant industry lifting standards.

B.5.14.5. Relevant CONTRACTOR PERSONNEL are required to be trained and certified in accordance with industry recognised UK legislation, Lifting Operations & Lifting Equipment Regulations 1998 (LOLER) or US equivalent to be agreed with Dodsals senior HSE manager.

B.5.14.6. Plant and Equipment Requirements

CONTRACTOR will ensure that all lifting and handling equipment complies with the requirements of the relevant approved design standard. The minimum acceptable design standard shall be the relevant ISO standard.

CONTRACTOR will ensure that all mechanical lifting equipment (such as forklifts) provided by CONTRACTOR used at any WORKSITE, including the DRILLSITE are fitted with appropriate load cells. Forklifts or front end loader vehicles used for the transportation and handling of tubulars at a WORKSITE shall have appropriate pipe clamps/grabber lifting attachments fitted to the forklift.

All lifting and handling equipment shall be clearly marked with its Safe Working Load (SWL) and shall be clearly identifiable with a unique identity code or number and registered in the Lifting Equipment Register of CONTRACTOR

CONTRACTOR will determine the maximum environmental conditions under which lifting and handling equipment can be safely used. Except in the event of an emergency, lifting and handling equipment shall not be put into service if the maximum environmental conditions are exceeded.

All powered lifting and handling equipment shall incorporate such safety devices as to prevent exceeding the SWL of the equipment. Lifting and handling equipment shall not be operated if any such safety device is not functional.

Items of mobile lifting gear that are subject to wear and frequent replacement (e.g. slings, shackles, pad eyes, containers and baskets) used to transport equipment or supplies to and from WORKSITES shall be suitably colour coded to confirm compliance with certification requirements.

The equipment used for lifting personnel for work and for personnel transfer shall be specifically designed, approved/certified and clearly marked as suitable for personnel lifting. Any equipment not so marked shall not be used for personnel lifting.

All man-riding winches shall be designed and used solely for lifting and holding personnel.

B.5.14.7. CONTRACTOR shall maintain a register of all lifting equipment at all WORKSITES that shall contain the following components as a minimum:

Full description of the transit container;

Unique identification or tag number;

Owners name, manufacturer, date of manufacture, date of first use;

Tare (empty) weight;


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SWL (Safe Working Load);

Maximum Gross Weight (MGW) (MGW=SWL+Tare);

Number and positioning of lifting points;

Proof load test certificate and name of company performing the test;

Details of NDT carried out and most recent NDT inspection certificate;

Most recent visual inspection certificate;

Manufacturer’s serial number (if applicable);

Batch number of item (if applicable);

Date of last inspection, Inspection Company, Inspector’s name and qualifications;

Signature of the Inspector;

Test certificate number and test date must be clearly marked on all certificates.

Note: All trace documents and certificates should be maintained under the lifting equipment register.

B.5.14.8. All slings (wire ropes & webbing) shall have an identification tag with the following information stamped on it:

Unique identification or tag number;

SWL;

Date of manufacture;

Date of last inspection.

B.5.14.9. CONTRACTOR shall provide COMPANY’s logistics base with copies of all lifting equipment certification and inspection documentation for all load-outs.

B.5.14.10. A system of periodic inspection shall be in place. As a minimum, a Competent Person, Lifting Operations (“CPLO”) shall visually inspect lifting equipment every six months. COMPANY shall approve CONTRACTOR’s selection of the Competent Person.

B.5.14.11. CONTRACTOR PERSONNEL operating powered lifting equipment shall be trained and competency assessed or certified (by appropriate certifying body) to operate such equipment. CONTRACTOR PERSONNEL operating such equipment shall be competency assessed or re-certified every two years. COMPANY shall approve CONTRACTOR’s selection of the competency assessor and the standard to which such CONTRACTOR PERSONNEL are assessed.

B.5.14.12. CONTRACTOR shall have a competency based training programme for all CONTRACTOR PERSONNEL involved in lifting operations (Rigging, Lifting, Slinging and Banksman). CONTRACTOR PERSONNEL involved in lifting operations shall be competency assessed every two years. COMPANY shall approve CONTRACTOR’s selection of the competent lifting technical authority to whom will assess all personnel involved in lifting operations and will be included in the MOC system.

B.5.15. WORKING AT HEIGHTS

B.5.15.1. The purpose of this clause is to eliminate or minimise the risk of fatalities, injuries, and incidents arising from Working at Height during the WORK performed under the CONTRACT. Working at Height is considered a 'high risk' activity. Falls from heights have the potential to contribute to a significant proportion of fatal and high potential incidents within drilling operations. As a minimum standard CONTRACTOR shall adhere to COMPANY Safety Rule 03 on Working at Height.


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This applies to all WORK conducted by CONTRACTOR at any WORKSITE, including the DRILLING UNIT and DRILLSITE and to all contracted and subcontracted equipment. This equally applies to all WORK conducted on COMPANY controlled sites wherever there is potential for any person to fall from working at height. This includes:

working on any elevated deck or platform with potential as defined above;

working on the mast or derrick of the DRILLING UNIT;

working on flare booms;

personnel transfer baskets;

working from various forms of portable and moveable elevated work platforms;

climbing with a safety harness or working in cages;

working on casing stabbing boards.

This excludes objects that could fall and cause injuries. It also excludes rope access techniques and abseiling and the use of scaffolding to gain access to work sites, all of which are regarded as specialist functions and outside the scope of this control.


CONTRACTOR will ensure that all equipment used when working at height, including specialised equipment such as portable and movable elevated work platforms, suspended work cages, restraint equipment, and safety equipment, complies with relevant approved design standards and certified as such where required by local legislation or industry practices (OGP or API).

CONTRACTOR must ensure that all work conducted at height complies with local legislative requirements and that safety equipment used also meets those requirements.

CONTRACTOR must have a system for identifying anchor points used for securing personnel and ensure that these are not used as attachment points for any other loads.

Single person anchor points shall be capable of withstanding 15 kN (approximately 3,400 lbf).

CONTRACTOR shall implement risk management tools (TRA/JSA) to determine when personnel shall wear appropriate personal fall arrest equipment. In such circumstances a full body harnesses, including shock-absorbing lanyard is mandatory and use of an inertia-reel arrest device is preferred.

Safety helmets used by persons working at height shall be secured by use of a helmet chinstrap.

All Man-riding operations must use a dedicated man-riding winch and a full body harness.

The use of body belts for fall arrest is prohibited, other than for specialised tasks such as pole-climbing belts worn by specially trained linesmen.

Personnel using a work platform basket shall wear a correctly fitted harness attached by a lanyard to a suitable anchor point.

Where the work method requires persons to detach and re-attach at height, a dual lanyard system shall be utilized to ensure that at least one connection point is maintained at all times.

CONTRACTOR must provide fall arrest equipment to any personnel who are required to work at height on the DRILLING UNIT. SUBCONTRACTOR and OTHER CONTRACTOR personnel must not use their own fall arrest equipment unless it is of a specialised nature, in which case it shall be accompanied by current certification and shall be entered in the rigs lifting gear and safety equipment register.


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B.5.15.3. Procedural Requirements

CONTRACTOR will eliminate the need to work where there is the risk of a fall where reasonably practicable. Personal fall arrest equipment shall be used only when all other control measures have been explored and deemed to be not reasonably practicable.

Man-riding shall be eliminated where possible by use of alternative equipment or solutions.

Standard work procedures shall be in place for the correct wearing and use of personal fall arrest and fall restraint equipment.

All non-routine tasks requiring working at heights shall be conducted under the site Permit to Work system. This shall include all operations using man-riding winches and equipment (e.g. man-riding in the derrick). Routine operations using the stabbing board, monkey board and derrick ladder may be conducted without such permits to work (such as derrick man on the monkey board for pipe handling when tripping drill string; stabbing board operations when running casing; repairs or routine servicing and maintenance of the crown block; dropped objects surveys of the derrick).

CONTRACTOR will conduct a documented risk assessment (TRA/JSA) before the commencement of WORK and at any time the scope of work changes or the risk of a fall increases. The risk assessments shall include:

o consideration for the potential of objects or personnel to fall; o selection of appropriate control measures using the hierarchy of controls; o the possibility for weather and other environmental conditions to influence

working conditions (e.g. wind, rain, dust, gases, poor lighting, temperature); o selection of appropriate equipment; o selection of anchor and tie off points; o condition of supporting structures such as roofs; o fall clearances (length of lanyard + tear-out distance + height of user + safety

margin); o selection of appropriate barricading.

CONTRACTOR will ensure that all equipment shall be fit-for-purpose, shall undergo pre-use checks, and be subject to documented inspections by a competent person. An equipment register and tagging system shall be in place to indicate compliance with these requirements.

Where the use of personal fall arrest equipment is required, a person shall not work alone, and there shall be other personnel in the vicinity that can raise the alarm immediately should a person fall.

CONTRACTOR will have in place a system to prevent tools and other objects from falling from height. This should include a means of verifying that all tools have been recovered from the work place ( tools aloft policy).

CONTRACTOR will place barricades and warning signs on all lower levels onto which personnel or objects may fall.

CONTRACTOR will have an emergency response plan that includes rescue plans as follows:

o rescue arrangements for all operations requiring working at height o arrangements for the rapid retrieval of personnel in the event of a fall from

height (response time is critical if a person is left suspended in a harness) o arrangements for the rapid rescue of personnel from the water

CONTRACTOR will ensure that working at height equipment is inspected on a regular basis.


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B.5.15.4. People Requirements

CONTRACTOR shall have a system in place to ensure that personnel selected to work at height are physically suited, and psychologically comfortable, working at heights. Specific consideration shall be given to personnel who suffer medical conditions, such as vertigo and epilepsy, as well as considering the weight of the person using the harness (noting that many harness systems are rated to a maximum weight of 136 kg or 300 lb).

CONTRACTOR shall have a training programme in place for relevant CONTRACTOR PERSONNEL, including supervisors, to ensure that personnel are competent in the use of fall arrest equipment and working at height procedures. Personnel who have not completed such training shall not be allowed to work at height. The personnel should have received training from a recognised training organisation.

CONTRACTOR shall, at all times, have personnel on the DRILLING UNIT who have been trained in the rescue of personnel left suspended at height. The personnel should have received training from a recognised training organisation.

Personnel of SUBCONTRACTORS or OTHER CONTRACTORS shall not be permitted to work at height unless they are required to carry out specialist tasks that cannot be delegated to the personnel of CONTRACTOR. If any personnel from COMPANY, a SUBCONTRACTOR or OTHER CONTRACTOR or a THIRD PARTY is required to work at height, he must demonstrate his competency to do so to the onsite Rig Superintendent and HSE representative of CONTRACTOR prior to being permitted to work at height.

B.5.16. DROPPED OBJECTS

The purpose of this clause is to eliminate or minimise the risk of fatalities, injuries, and incidents arising from dropped objects during the WORK performed under the CONTRACT. Dropped objects from heights have the potential to contribute to a significant proportion of fatal and high potential incidents within drilling operations.

CONTRACTOR shall have an established dropped object prevention management system (“DROPS”) in place to eliminate or minimise potential dropped objects on the DRILLING UNIT. This will be in accordance with, and in the format of the industry “DROPS” initiative.

The DROPS management system of CONTRACTOR shall include, as a minimum:

A systematic approach that includes inspection as part of routine maintenance and operational activities;

Procedures established for pre-mast raising, post-mast raising and pre-mast lowering.

Worksite hazard management of dropped object hazards, including implementation of impact (No Go) hazard zones where there is a high potential risk for dropped objects and (Red zones) where there is a medium potential risk for dropped objects. CONTRACTOR will ensure that all personnel working on the DRILLING UNIT (whether CONTRACTOR PERSONNEL or COMPANY PERSONNEL or the personnel of any THIRD PARTY) are aware of these hazard zones;

DROPS picture book or register;

Dropped object prevention and hazard awareness training for all relevant CONTRACTOR PERSONNEL;


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Audits to check for compliance with the dropped object prevention management system.

This applies to all WORK conducted on the DRILLING UNIT and to all CONTRACTOR EQUIPMENT, THIRD PARTY equipment and all equipment hired or contracted direct by COMPANY.

It includes:

Objects falling or dropped from a the mast or derrick of the DRILLING UNIT;

Objects falling or dropped from flare booms;

Objects falling or dropped from elevated decks and platforms (e.g. cranes, elevated decks, machinery spaces with intermediate decks) and any other workspace where equipment is mounted or secured overhead;

Tools, equipment and other objects falling or dropped while working from portable and moveable elevated work platforms and while persons are working at heights using a work harness or working in cages.


All permanently installed equipment suspended more than 6 feet (~2 meters) above ground or deck level, which might become detached, shall have an appropriate level of redundancy designed into its supports or fastening mechanism or, in the absence of built-in redundancy, must be fitted with a primary and a secondary securing mechanism.

Where the design of permanently installed high-elevation equipment presents a risk of falling and modification is impracticable, a secondary securing device should be used, for example safety lanyards, nuts locked with a split pin or securing wires.

In evaluating the design and redundancy of fixings, attachments and securing mechanisms intended to prevent the object (or parts of that object) from becoming detached, it should be assumed that any sub-part of the fixing, attachment or securing mechanism may fail. For example, in the case of rigging, assume the failure of the pad eye, the sheave or the shackle.

Where safety wires are used as a secondary securing mechanism for an object that may become detached, they must be run so as to be as short as possible. Designs must take into consideration both the weight of the load and the distance it will drop before the restraint takes effect.

Safety wires must be routed to a secure location, independent of and remote from all parts of the object (or its attachments) that may become detached

Permanently installed shackles must be safety type, i.e. nut and bolt type with nut retaining mechanism, rather than a screw-pin type.

Hand tools that are to be used for working at height must have a secondary securing mechanism such as a lanyard, which must be attached either to the workman or to a fixed point adjacent to the work site. “Snap-on” tools or equivalent meet this requirement. There shall be a locker of dedicated tools with lanyards available for


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work at heights. A log book held in Driller’s dog house shall record the location of these tools.

All tools carried aloft must be secured using a tool belt or other effective means of preventing them from falling and always returned to ground level.

B.5.16.2. Procedural Requirements

All CONTRACTOR EQUIPMENT shall be reviewed before it is used to ensure compliance with these requirements.

The DROPS management system of CONTRACTOR shall include the following provisions:

Ensuring that primary prevention of dropped objects relies on an adequate and effective maintenance system, so that secondary restraints provide redundancy, only;

All high-level equipment must be inspected periodically, to ensure that no loose or redundant equipment or materials is present at any elevated location;

All loose and redundant tools and equipment must be removed on completion of work tasks;

All hand and power tools used for working aloft must be tracked and documented up and down via a log book.

Components of fixed systems or equipment that have been identified as dropped object hazards must be individually reviewed, to identify the most probable failure points and consequently define the optimum method for routing any safety wire for that component.

The DROPS management system of CONTRACTOR should consider individual components of major systems or equipment on the DRILLING UNIT, to allow for allocation of responsibilities and tracking of inspection. Each component should be provided with a checklist of all equipment that may have potential to fall from height. The checklist should identify and describe each component, state its location, its securing mechanism and the person responsible for inspection or verification of its condition and status. The checklists should be incorporated in the Planned Maintenance System (PMS) of CONTRACTOR for the DRILLING UNIT. As an example, the derrick should consider the following systems/equipment:

the structural components; lights; other electrical fixtures; guide rails; hoses; tuggers; ladders; handrails; pipe clamps; counter balance.

The Planned Maintenance Systems (PMS) must include a requirement to ensure that all above-deck areas and all equipment at high level are regularly inspected for loose or redundant equipment and that permanent equipment supports and attachments are properly maintained. The amount and frequency of inspection should be determined by:

Risk assessment;

The current condition of the equipment, with particular reference to historic maintenance and inspection records;

Local and environmental conditions and an assessment of the probable future rate of deterioration;


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Usage and redundancy;

Reference to equipment manufacturer’s recommendations.

The DROPS management system shall be included in the Management of Change (MOC) system, for additions or modification to existing high-level equipment and other equipment that is considered high risk.

The DROPS management system shall be included in both DRILLING UNIT start-up and commissioning and periodic audits and inspections of the DRILLING UNIT.

B.5.16.3. People Requirements

DROPS management systems should be designed for easy implementation. They should be developed with input from rig personnel to encourage ownership by the crews and ensure their success.

All DROPS management systems must define the person responsible for each individual work area and high-level equipment included in the system.

All personnel working aloft should, during and on completion of work tasks, routinely inspect the immediate work area for any loose tools and equipment. They should also use such work as an opportunity to examine other adjacent equipment for its condition, for example to identify loose attachments, bolts and fittings, etc.

B.5.17. LAND TRANSPORT & DRIVING

CONTRACTOR shall have their own Land Transport & Driving Policy that aligns with the COMPANY Driving Policy and OGP publication Land Transportation Safety Recommended Practice Guidelines. As a minimum standard CONTRACTOR shall adhere to COMPANY Safety Procedures on Driving / Land Transportation Safety.

B.5.17.1. CONTRACTOR PERSONNEL operating land transport, or providing services involving land transportation, shall have in place established journey management procedures which includes land transport operations and is based on a full assessment of the risks and measures to address such risks.

B.5.17.2. CONTRACTOR shall be responsible for familiarising itself, its personnel, SUBCONTRACTOR’s and all relevant personnel with the Land Transport & Driving requirements ensuring compliance therewith by all CONTRACTOR PERSONNEL. CONTRACTOR shall not allow any personnel to begin activities related to the WORK until such familiarisation has been given to them.

B.5.17.3. All CONTRACTOR owned or SUBCONTRACTOR leased vehicles provided for the execution of WORK at the DRILLSITE location shall meet the requirements of OGP publication Land Transportation Safety Recommended Practice Guidelines and have vehicle and driver monitoring systems installed as per local requirements9 that can produce vehicle performance journey data. Installation and maintenance of these vehicle systems shall be at the cost of the CONTRACTOR. CONTRACTOR shall have established procedures for monitoring and reporting of vehicle performance including defensive driving arrangements and in vehicle monitoring systems - IVMS for dealing with non-conformance management as per local requirements.


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B.5.18. SAFETY EQUIPMENT

B.5.18.1. CONTRACTOR shall at its own expense provide adequate first aid equipment, fire extinguishers and other safety equipment of an approved type and appropriate amount, as may be specified (or expected in accordance with good working practice), in connection with the WORK and shall maintain this equipment in a professional manner as indicated by recognised international legal and industry standards and the recommendations of the Original Equipment Manufacturer. In addition CONTRACTOR shall keep up-to-date records of all such equipment and its maintenance.

B.5.18.2. Ready access by personnel at the WORKSITES to all fire extinguishers and safety equipment shall be maintained at all times. Locations of such equipment must be clearly marked in line with safety equipment plans. All personnel should be trained in fire awareness, procedures to be followed in the event of a fire, and basic fire-fighting, including the use of fire extinguishers.

B.5.18.3. CONTRACTOR shall provide adequate safe storage in safe locations for flammable substances provided by CONTRACTOR or SUBCONTRACTORS.

B.5.19. PERSONAL PROTECTIVE EQUIPMENT (PPE)

B.5.19.1. When there is a residual hazard to personnel, it is necessary to ensure that suitable Personal Protective Equipment (“PPE”) is provided to protect personnel from either occupational health problems or physical injury.

B.5.19.2. CONTRACTOR GROUP shall, at its own expense, supply CONTRACTOR PERSONNEL with personal protective clothing and other protective equipment, required in connection with the safe performance of the WORK, which shall be maintained in good condition or replaced, and shall be worn on all relevant occasions as indicated by notices, instructions and good practice. CONTRACTOR must not charge CONTRACTOR personnel for the provision of PPE. If CONTRACTOR fails to supply the required PPE, COMPANY shall provide the PPE and all costs incurred plus a 100% Administration Fee shall be deducted by COMPANY from any monies due or becoming due to the CONTRACTOR.

B.5.19.3. All PPE supplied by CONTRACTOR for CONTRACTOR personnel shall be of a quality meeting acceptable international or national industry standards (such as ISO, American ANSI/ASTM, European CEN/EN, Canadian CSA, or Australian AS) and the PPE standards of CONTRACTOR and COMPANY.

B.5.19.4. COMPANY requires that all CONTRACTOR PERSONNEL at the DRILL SITE, including the DRILLING UNIT are provided with a minimum of the following PPE:


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Safety helmet (“hard hat”) conforming to EN397; or AS1800–1981; or ANSI Z89.1-1981 Class B, ANSI Z89.2-1971; or equivalent national standard: one-piece construction, dome-shaped polyethylene shell; peak extending forward from the crown; 6-point internal crown harness strap of either terylene, closely woven webbing, or similar material forming cradle to support the helmet providing ventilation space between head and helmet shell; adjustable disposable headband of leather, woven webbing, or other suitable material; removable-replaceable internal sweatband covering at least the forehead portion of the headband; impact resistance of 850 lbs (385 kg) average force; penetration resistance preventing piercing more than

3/8" (9.5 mm); material flammability maximum 3" (76.2 mm) per minute burn

rate; water absorption 0.5%; electrical insulation resistance 20,000 V AC (50-60 Hz for 3 minutes with leakage current not exceeding 9 mA); optional removable ear protectors giving minimum noise reduction ratio (NRR) of 20 dB; optional removable chin-strap for working in high-wind conditions; metal helmets not allowed (including aluminium helmets) (metal helmets are not permitted since they have the potential to cause sparks).

Safety boots, conforming to EN345 S3; or AS2210–1994, AS 232; or ASTM F2413-05 (2005) or ANSI Z41-1999 PT99 M I/75 C/75 PR; or equivalent national standards: internal protective safety steel toecap (impact resistant to 200 Joule, withstanding 20 kg impact falling onto the toes from a height of 10.2 metres; also, compression protection corresponding to 1.5 tonnes resting on the toe area); 120 kg puncture-resistant (PR) protective steel mid-sole plate; pull-on boots or laced boots are acceptable; waxed leather uppers; anti-static soles (dual-density polyurethane or PVC rubber nitrile); non-slip soles; ladder grip tread; sole heat-resistant to 300 deg C; upper heat-resistant to 200 deg C; water resistant; resistant to oil, solvents and other petrochemicals and mild acids & alkalis; no studs, nails or exposed steel parts; optional stiffened metatarsal guard (Mt).

Coveralls, conforming to EN 531; ASTM D1230-94; or equivalent national standard: 2 sets of long-sleeved, one-piece, work clothes or other proper working attire: 100% heavy-duty cotton (or other naturally fire resistant material), or inherently flame resistant such as Nomex IIIA or Kermel, or chemically treated fabrics such as Proban or Firotex; concealed two-way fire-resistant/static-resistant polymer or brass heavy-duty main front zip; full trouser pant length; no nylon, polyester, or similar man-made petrochemical material allowed (hazards of static electrical charge, highly flammable, melts with heat).

Safety glasses or goggles, as appropriate, two pairs, one pair with clear lenses and one pair with tinted lenses; prescription lenses if appropriate conforming with EN166 1F (goggles: EN 166B); or AS1336-1992; or ANSI Z87.1. or equivalent national standard: impact-resistant, hard-coated, clear polycarbonate lenses; carbo-glass UV400 scratch-resistant coating; tinted glasses having UV-protected Shade-3 smoked polycarbonate “sun-shade” tinted lenses; complete with side shields or "wraparound" construction protection from random splashes or flying particles. Tinted glasses are not to be worn in shaded or poorly lit areas.

Protective work gloves (AS2161.2 or equivalent).

Wet weather gear (water proof clothing, jacket and trousers) conforming to EN 343 Class 2, or equivalent national standards for tasks such as washing the DRILLING UNIT or for performance of WORK during the local wet season.

Hearing Protection, ear protectors conforming to EN 352-1; or ANSI S3.19; or equivalent national standard: minimum noise reduction ratio (NRR) of 20 dB (NRR of 25 or 30 dB preferred); contoured headband; large domed cups with soft porous foam filled cushions; or ear plugs conforming to EN 352-2 or equivalent national standard: soft seal foam, expandable ear plugs.


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Dust-masks when required, conforming to EN149:2001 FFP2S; EN 104, 405, 14387; or AS1715–1994, AS1716-1995; or ANSI 1910.134.

CONTRACTOR will also provide CONTRACTOR PERSONNEL with specialist additional PPE for specific jobs such handling or mixing hazardous chemicals; including, as appropriate: chemical resistant apron, safety goggles, dust mask, arm-length chemical resistant gloves, chemical resistant safety boots (EN345 S5); hearing protectors when required; safety harness with lanyard for working at heights; and such like.

B.5.19.5. In addition to the wearing of standard PPE it shall be mandatory that all personnel working at heights shall wear fall arrestors. The CONTRACTOR provides PPE & back-up stock for CONTRACTOR PERSONNEL. CONTRACTOR line supervision shall ensure that the DRILLING UNIT has sufficient number of certified “Fall Arresters” and that CONTRACTOR PERSONNEL adhere to this compulsory instruction at all times.

B.5.20. HOUSEKEEPING

B.5.20.1. CONTRACTOR shall ensure that good housekeeping is maintained continuously throughout the duration of the WORK with due regard being paid to access ways and emergency exits being kept clear, disposal of waste and scrap material and general tidiness.

B.5.21. INTERNATIONAL TRAVEL & SECURITY

CONTRACTOR GROUP shall establish arrangements to ensure that all necessary precautionary measures are taken in respect of international travel & security of CONTRACTOR PERSONNEL and CONTRACTOR EQUIPMENT.

B.5.21.1. There may be particular travel or security problems associated with the international countries within which the WORK is performed or through which travel or transport is required. It is the responsibility of the CONTRACTOR to inform themselves about international travel & security risks and to ensure that all necessary arrangements are made to protect CONTRACTOR PERSONNEL against these risks whilst in country. These arrangements shall include but not be limited to:-

Briefing or induction to CONTRACTOR PERSONNEL about the travel and security risks together with the appropriate precautions which need to be taken before they enter the countries in question;

Obtaining the international visa’s relevant to the countries;

Ensuring that all CONTRACTOR PERSONNEL are physically and medically fit enough to visit the countries;

Providing all necessary physical security measures (including, if appropriate, security guards) to ensure the safety of CONTRACTOR PERSONNEL whilst in country and contingency plans are established to evacuate personnel from country in the event that their lives are at risk or there is the potential that they may become at risk.

B.5.21.2. COMPANY shall provide physical security arrangements for all COMPANY-controlled remote WORKSITES associated with the WORK and for all CONTRACTOR PERSONNEL and CONTRACTOR EQUIPMENT whilst working at these WORKSITES, including the DRILLSITES.

B.5.21.3. CONTRACTOR can obtain relevant information about the countries within which the contractual activities are to be carried out from national embassies or foreign office and


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from organisations which specialise in providing such security information such as International SOS Control Risks.

B.5.22. OCCUPATIONAL HEALTH & HYGIENE

As a minimum standard CONTRACTOR and SUBCONTRACTORS shall adhere to COMPANY Safety Procedures on Occupational Health & Hygiene.

B.5.22.1. CONTRACTOR PERSONNEL will normally work no more than twelve hours in any one day. Only in very exceptional circumstances should CONTRACTOR PERSONNEL be asked to work beyond sixteen hours without a break for sleep, such rare occasions will be subject to the approval of the COMPANY’s senior representative (Senior Drilling Supervisor) at the DRILLSITE and recorded by him. Any period of work of more than twelve hours should be followed by a break for sleep of at least eight hours.

B.5.22.2. CONTRACTOR shall have their own Substance Abuse Policy that aligns with the COMPANY Substance Abuse Policy6. CONTRACTOR shall ensure that all personnel adhere to CONTRACTOR Substance Abuse Policy and follow requirements on any necessary disciplinary action required. CONTRACTOR shall ensure that personnel under their control and authority do not at any time, during the performance of the WORK, use drugs (other than for bona fide medical reasons or other proper COMPANY pre-approved reasons), or be under the influence of any alcoholic liquor or other intoxicating substance, while on duty or whilst present at the DRILLSITE. Any personnel using prescribed drugs as a regular aid to normal health shall report this fact to the medical personnel at the WORKSITE prior to commencing WORK.

B.5.22.3. CONTRACTOR shall ensure that suitable equipment is held at the DRILLSITE to enable testing against substance abuse. COMPANY reserves the right to test COMPANY personnel, CONTRACTORS employees, contractors and others involved in its operations:

For cause e.g. following an incident, accident or suspicion of substance abuse;

Unannounced (sometimes referred to as “random”).

B.5.22.4. COMPANY reserves the right to refuse CONTRACTOR PERSONNEL access to the DRILLSITE if under the influence of alcohol and or drugs.

B.5.22.5. CONTRACTOR shall ensure that CONTRACTOR PERSONNEL are medically fit and healthy for the WORK. For non-office work, any medical disabilities, including those which CONTRACTOR may consider will not adversely influence the individual’s ability to perform the WORK shall be reported to COMPANY prior to the start of the WORK.

B.5.22.6. All CONTRACTOR PERSONNEL required for the performance of the WORK at the WORKSITE shall have a current valid international medical certificate to the standard of industry Oil and Gas UK Medical Guidelines evidencing that they have been medically examined and in a good state of health and physical fitness duties (as appropriate).

B.5.22.7. COMPANY shall provide first aid/medical arrangements to treat CONTRACTOR personnel at all COMPANY-controlled WORKSITES. CONTRACTOR will ensure that suitable first aid and medical arrangements are available at the DRILLING UNIT and DRILLSITE to treat and stabilise injured or ill personnel. CONTRACTOR shall provide trained and certified onsite medical support competent as a Doctor or Paramedic.

CONTRACTOR shall at no cost to COMPANY, be responsible for the medical welfare of its CONTRACTOR PERSONNEL including periodical medical examinations,


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arrangements for medical attendance, treatment or hospitalisation if and when necessary, and medical evacuation (Medevac) and repatriation arrangements.

B.5.22.8. In the event that any CONTRACTOR PERSONNEL require to be evacuated from a COMPANY-controlled WORKSITE, including a DRILLSITE, because of illness or injury, COMPANY shall provide, at its cost, transportation from the WORKSITE to such location as shall appear most convenient to COMPANY for the purpose of obtaining prompt and adequate medical attention for the evacuee. COMPANY shall in addition provide transportation from such location to such medical practitioner or hospital that shall appear to COMPANY most appropriate and convenient in the circumstances. COMPANY shall further meet the expense of the first medical examination of the evacuee. Thereafter all medical expense incurred for CONTRACTOR PERSONNEL shall be for the account of CONTRACTOR.

B.5.22.9. There may be particular health related issues associated with the international country (ies) within which the WORK activities are carried out. It is the responsibility of the CONTRACTOR to inform themselves about relevant health risks and to ensure that all necessary arrangements are made to protect CONTRACTOR PERSONNEL against these health risks whilst in country. These arrangements by CONTRACTOR shall include but not be limited to:-

Briefing CONTRACTOR PERSONNEL about the health risks together with the appropriate precautions which need to be taken before they enter the relevant countries in question;

Ensuring that CONTRACTOR PERSONNEL are physically and medically fit enough to safely visit the relevant countries;

Ensuring that a comparable Malaria Management Program is implemented aligned with COMPANY Malaria Management Procedure;

Ensuring that CONTRACTOR PERSONNEL are provided with relevant vaccinations and malaria prophylaxis as recommended for travel and work in international countries at risk of malaria as identified by the World Health Organisation;

Ensuring that CONTRACTOR PERSONNEL are offered access to a medical facility which can provide them with all appropriate malaria prophylaxis before they enter the relevant countries;

Providing CONTRACTOR PERSONNEL with suitable in-country medical facilities to cover routine care;

Providing emergency medical care facilities for people in country including medevac to a suitable out of country medical facility if this is necessary.

CONTRACTOR can obtain relevant information about the relevant countries within which the WORK activities are to be carried out from organisations which specialise in providing such information such as the “Medical Advisory Service” for international travellers abroad.

B.5.22.10. CONTRACTOR shall ensure that all CONTRACTOR PERSONNEL shall maintain high standards of hygiene, including personal hygiene at all times in connection with the performance of the WORK.

B.5.23. CONTROL OF SUBSTANCES HAZARDOUS TO HEALTH & ENVIRONMENT

B.5.23.1. CONTRACTOR shall ensure that it fully meets all the requirements of the applicable regulations controlling substances hazardous to health in respect of the activities for which CONTRACTOR are responsible and that it has in place all necessary


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arrangements to ensure the safe packaging, labelling, transportation, storage, use and disposal of all hazardous materials which may be involved in such activities. CONTRACTOR shall arrange for the relevant material safety data sheets to be transported with the chemicals, and for suitable hazardous substance inventories &risk assessments to be carried out prior to the use of chemicals.

B.5.23.2. CONTRACTOR shall ensure that all necessary information in relation to hazardous substances identified by CONTRACTOR is transmitted to any individuals or organisations that may be affected by these substances. CONTRACTOR shall be responsible for safe and environmentally sound disposal of any surplus hazardous materials together with any packaging which may remain after completion of the activities for which it or its SUBCONTRACTORs are responsible.

B.5.23.3. CONTRACTOR shall provide competent personnel who have been trained in the requirements of handling and identifying substances hazardous to health. This shall be in accordance with the relevant HSE management system.

When substances hazardous to health are dispatched from the supplier’s premises, an appropriately identified envelope shall be attached to the delivery note, containing sufficient documentation and labels for the return of any such substances back from the WORKSITE. The delivery note shall clearly identify that this documentation is provided.

B.5.24. TECHNICAL/SAFETY AUDIT

B.5.24.1. CONTRACTOR shall allow COMPANY or COMPANY’s appointed agent access at any time to WORKSITES, including the DRILLING UNIT at the DRILLSITE including any facilities, plant, equipment, personnel and records as and when requested to inspect or audit any aspect of CONTRACTOR’s operations relevant to HSE. Prior notice shall be given by the COMPANY in advance of these inspections or audits. The CONTRACTOR shall fully cooperate with the COMPANY during such inspections or audits. This requirement shall not relieve the CONTRACTOR of its own obligations to conduct audits and reviews of its own HSE performance or expose the COMPANY to any liabilities which may arise from the CONTRACTOR’s failure to satisfy its HSE obligations.

B.5.24.2. The CONTRACTOR shall have a formal audit process to regularly (at least annually) assess compliance with the HSE requirements of this CONTRACT and the CONTRACTOR HSE management system arrangements. Where deficiencies are identified, corrective actions shall be developed, implemented through to effective closure. Upon request, copies of audit reports on WORKSITES shall be provided to the COMPANY by the CONTRACTOR.

B.5.25. COMPANY HSE DOCUMENTS REFERENCED (AVAILABLE TO CONTRACTOR UPON REQUEST).

xxxx-001 Health, Safety& Environment Policy

xxxx-002 Dodsal Safety / Life Saving Rules

xxxx-003 Incident Investigation Training Manual

xxxx-004 Incident Management &HSE Statistics Reporting Procedure

xxxx-005 Environmental Standards

xxxx-006 Substance Abuse Policy

xxxx-007 Malaria Management Policy

xxxx-008 Driving / Land Transportation Policy


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xxxx-009 Installation of Vehicle Driver Monitoring Systems


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Attachment - 1: Typical Hse Plan Contents

1. Leadership and accountability

2. Policy and strategic objectives

3. Organisation, responsibilities, resources, standards and documentation 3.1. Organisation 3.2. Employee Induction Programme 3.3. HSE Competence Requirements 3.4. HSE Training 3.5. HSE Promotion and Awareness 3.6. HSE Resources and Key Project Personnel 3.7. Sub-Contractors 3.8. HSE Communications 3.9. HSE Meetings Programme 3.10. HSE Legislation, Permits, Licences and Regulatory Framework 3.11. HSE Standards

4. Evaluation and risk management 4.1. Hazard Identification 4.2. Risk Assessment and Register 4.3. Risk Controls 4.4. Handling of Chemicals 4.5. PPE Requirements 4.6. Manual Handling 4.7. Hand & Finger Awareness 4.8. Dropped Objects 4.9. Lifting Operations

5. Planning and procedures 5.1. HSE Procedures 5.2. Basic HSE Rules 5.3. Safety Observation Programme 5.4. Incident Reporting 5.5. Emergency Response Procedures 5.6. HSE Equipment and HSE inspection 5.7. Occupational Health & Hygiene 5.8. Environment 5.9. Security

6. Implementation and performance monitoring 6.1. General 6.2. Reporting Requirements 6.3. Incident Investigation 6.4. Corrective Actions 6.5. Area Inspections & Audits

7. Auditing and review

8. Incentives


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ATTACHMENT - 2: ONSITE DISCIPLINE POLICY

DODSAL HYDROCARBONS & POWER (TANZANIA) PVT LTD, ONSITE DISCIPLINE POLICY

DODSAL HYDROCARBONS & POWER (TANZANIA) PVT LTD (“DHPTPL”) is committed to ensuring the safety and security of the people at all work locations.

To ensure the safety and security of onsite personnel, the following rules are strictly enforced at all operational sites :-

NO VIOLENCE, FIGHTING, THREATS, AGGRESSIVE BEHAVIOUR, ABUSE, OR INTIMIDATION

NO ALCOHOL

NO DRUGS (Except medicines approved by a doctor and registered with the onsite medic)

NO GAMBLING FOR MONEY OR ITEMS OF VALUE

NO VANDALISM, WILFUL DAMAGE TO PROPERTY

NO THEFT

NO POSSESSION OF FIREARMS OR OTHER WEAPONS (Except by the authorised security personnel)

ANY person (without exception) who breaks any of these rules WILL be expelled from the work location – Be aware that there will be “zero tolerance” – there will be no debate or

negotiation, no excuses accepted, no exceptions. – Further disciplinary action may include termination of employment, and a

report may be submitted to the police if any law has been broken.

xxxxxx, Drilling Superintendent , DODSAL Tanzania,September 2014


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ATTACHMENT - 3: DODSAL HYDROCARBONS AND POWER (TANZANIA) PVT LTD– ONSITE RULES FOR

PROTECTING THE ENVIRONMENT

DODSAL HYDROCARBONS & POWER (TANZANIA) PVT LTD, ONSITE RULES FOR PROTECTING THE

ENVIRONMENT

DODSALHYDROCARBONS &POWER (Tanzania) PVT LTD, (“DHPTPL”) is committed to protecting the environment and minimising the adverse impact of operations on the environment and local community; to satisfy this commitment it is required that:

Personnel shall not remove from the work location or the surrounding area any animal or plant whether alive or dead, or any animal or plant products, such as, but not limited to, birds, animal skins, eggs, marine species, timber, seeds, plants, nor any cultural, archaeological or religious artefacts or any other item of archaeological, religious, cultural, or environmental significance.

Personnel shall not fish, pursue, stalk, hunt, trap, molest, injure, kill, or otherwise harm or agitate in any way any animal or plant at or near the work location (apart from planned and authorised

pest eradication as instructed for health or safety of personnel [such as eradication of

malarial mosquitoes, cockroaches, rats]).

Personnel shall not cause damage or alteration to any structure, building, fence, walls, canals, monuments, art, artefact, or any other item of cultural, religious, archaeological, or environmental significance.

Personnel shall not wilfully discharge waste to the environment and will only dispose of waste as instructed.

Personnel who break these rules may be expelled from the Work Location, and may be disciplined which could include termination of employment, and may be reported to relevant government authorities if any law has been broken.


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EXHIBIT B.6

QUALITY MANAGEMENT REQUIREMENTS




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TABLE OF CONTENTS

B.6.0. QUALITY MANAGEMENT MINIMUM REQUIREMENTS ........................................... 3

B.6.1. QUALITY SYSTEM .................................................................................................... 3

B.6.2. QUALITY PLAN ......................................................................................................... 3

B.6.3. QUALITY MANAGEMENT SYSTEM REQUIREMENTS ............................................. 4


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B.6.1. QUALITY MANAGEMENT MINIMUM REQUIREMENTS

B.6.1.1. CONTRACTOR shall be responsible for the quality of WORK required by this Contract and CONTRACTOR’s responsibilities as described in Exhibit B.6 may not be delegated without the express written consent of the Company.

B.6.1.2. CONTRACTOR shall inspect, test and accept all parts of the WORK carried out by the SUB-CONTRACTOR’s work, in conformance with all drawings, specifications and standards applicable to the WORK.

B.6.1.3. CONTRACTOR shall ensure and perform Quality Assurance and Quality Control ("QA/QC") functions for all parts of the WORK, including its SUB-CONTRACTOR’s, vendor’s, manufacturer’s and supplier’s WORK as specified in the CONTRACTOR's Quality Manual and approved Quality Plans.

B.6.1.4. COMPANY retains the right to conduct whatever additional tests or inspections it deems necessary to assure itself that the materials meet the requirements of the Contract.

B.6.1.5. CONTRACTOR to provide sufficient notice of source inspection or test as specified in the Exhibit B.6 with the approved Inspection and Test Plans (ITP’s) to enable the Company Representative to attend.

B.6.2. QUALITY SYSTEM

Unless otherwise agreed with COMPANY, the proposed quality system shall fully satisfy all the elements of ISO 9001-2008, "Quality Management Systems – Requirements” and ISO 9004-2000, "Quality Management Systems – Guidelines for Performance Improvements”. The quality system shall provide for the planned and systematic control of all quality-related activities performed during execution of WORK. Implementation of the system shall be in accordance with the CONTRACTOR's Quality Manual and PROJECT specific Quality Plan.

Within two months of EFFECTIVE DATE and prior to commencement of SITE WORK, the Manual and particularly the Quality Plan together with all related/referenced procedures shall be submitted to COMPANY for review, comment and approval.

CONTRACTOR shall provide evidence, from Accreditation Body of their Quality System Certification or a recent compliance audit report and attestation from a COMPANY approved auditing body confirming Quality System Compliance.

CONTRACTOR shall be totally responsible for the Quality of work required by this AGREEMENT. CONTRACTOR’s responsibility described may not be delegated without the express written consent of the COMPANY Representative.

B.6.3. QUALITY PLAN

The CONTRACTOR’S Quality Plan shall address all of the applicable elements of ISO 9001:2008.

The plan shall be in two sections:-


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1) Narrative details of how the CONTRACTOR interprets the individual elements of ISO 9001:2008 for application to this WORK including the controls and verifications to be put in place to assure Quality during each stage of the WORK. The Quality Plan shall determine the Quality Policy for the project established on the basis of controlling all the identified project risks

2) Detail in a matrix format how the CONTRACTOR's quality system addresses all of the elements of ISO 9001, reference responsible parties within the CONTRACTOR's organization for the implementation / control of each area, the applicable procedures used to control/assure each area and the verifying documents produced for each area.

CONTRACTOR’s Quality plan/procedures shall address in detail the Quality System implementation plan for all suppliers and SUB-CONTRACTORs, including all levels of services to be provided to CONTRACTOR and SUB-CONTRACTOR’s. In this regard, CONTRACTOR’s Quality Procedures/plans shall include the CONTRACTOR’s required quality submittals by all suppliers and SUB-CONTRACTORs. Each ITP’s shall include CONTRACTOR/COMPANY required witness and hold points for all equipment purchases and construction activities and submit to COMPANY for approval.

The Quality Plan shall contain organization charts that show reporting relationships from the inspector through the level above the CONTRACTOR’s project manager for this Contract.

Internal and external lines of communication, as well as the interfaces between the CONTRACTOR and its SUB-CONTRACTORs and Suppliers, and with CONTRACTOR and COMPANY shall be clearly established.

1) CONTRACTOR to ensure that their QA/QC personnel shall be dedicated to the WORK described in the Quality plan and shall perform no other function.

2) CONTRACTOR to ensure that their QA/QC Manager shall have organizational authority at least equal to that of the line manager directly responsible for execution of the WORK and have the direct access to top management.

3) CONTRACTOR to ensure that their QA/QC personnel shall have sufficient and well-defined responsibility, qualifications, authority, and organizational freedom to identify quality problems and areas of non-conformance and to initiate, recommend and substantiate corrective actions.

4) CONTRACTOR to ensure that the latest revision of the Quality Manual and applicable Quality Plans and all referenced documentation shall be available for the COMPANY’s use at the CONTRACTOR's design, procurement, fabrication and installation or construction locations. Reference documents include all those contained in drawings, specifications and procedures for the inspection of equipment and materials to be fabricated or constructed at the applicable site.

B.6.4. QUALITY MANAGEMENT SYSTEM REQUIREMENTS

CONTRACTOR'S Quality Management system implementation shall cover all applicable management aspects and shall impose the same requirements on SUB-CONTRACTOR’s and VENDOR’s. The quality system shall ensure that the WORK as a whole is included from PROJECT initiation to completion of WORK.


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All QA and QC personnel employed by CONTRACTOR shall have reporting lines through CONTRACTOR Quality Management organization. CONTRACTOR shall perform Quality Assurance and Quality control (QA/QC) functions for all parts of the work including its SUB-CONTRACTOR’s, vendor’s, manufacturers and suppliers work.

The Documented Quality System to be implemented on the PROJECT shall be basically CONTRACTOR’S own system and procedures with minimum additions to cover PROJECT specific requirements. They shall include as a minimum:

1) Review and monitoring of the Quality System by an independent Quality Assurance organization, with in CONTRACTOR'S organization, staffed with sufficient resources to perform the work.

2) A well-defined and documented quality policy signed by the most Senior CONTRACTOR Management shall be submitted demonstrating the CONTRACTOR commitment to the Quality requirements.

B.6.4.1. RESOURCES AND PERSONNEL:

CONTRACTOR shall ensure that enough resources are available to implement the Quality System as set forth in this Quality plan with deployment schedule.

1) CONTRACTOR shall provide resumes of all CONTRACTOR and SUB-CONTRACTOR QA/QC personnel to COMPANY representative for review and approval prior to the start of work for each individual. COMPANY shall have the right to interview and/or test assigned inspectors. COMPANY has the right to reject proposed candidates if they do not comply with the requirements as stated in Exhibit B.6.

2) CONTRACTOR to ensure that the QA/ QC Manager shall be assigned to the WORK.

3) CONTRACTOR’s, SUB-CONTRACTOR’s and third party agency’s QA/QC personnel assigned to the WORK shall meet the minimum qualification requirements as stated in Exhibit B.6 and must be technically competent to perform their duties. Records must be maintained for COMPANY’s review that documents the qualifications of CONTRACTOR’s QA/QC Personnel.

4) CONTRACTOR’s proposed QA/QC Manager must have exposure to ISO 9001 requirements.


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EXHIBIT B.7 SPECIAL CONDITIONS




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TABLE OF CONTENTS

B.7.1. TRANSPORTATION ................................................................................................. 3

B.7.2. FOOD AND ACCOMMODATION .............................................................................. 3

B.7.3. ELECTRICITY, WATER AND UTILITIES .................................................................. 3

B.7.4. TEMPORARY WORKS ............................................................................................. 3

B.7.5. MOBILISATION AND DEMOBILISATION ................................................................ 3

B.7.6. DOCUMENT and DRAWING NUMBERING PROCEDURE ...................................... 3


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B.7.1. TRANSPORTATION

CONTRACTOR shall provide at its cost, all transportation facilities necessary for the performance of the WORKS including but not limited to transportation of personnel, construction plant & equipment, materials, etc.

B.7.2. FOOD AND ACCOMMODATION

CONTRACTOR shall be responsible for the provision of food and accommodation to CONTRACTOR PERSONNEL assigned for the WORKS under this AGREEMENT. The quality of food and accommodations shall be subject to COMPANY approval and if found to be unsatisfactory or wanting, same shall be replaced to the satisfaction of the COMPANY.

Use of any existing camp, extension thereof or construction of a new camp for accommodation of CONTRACTOR’s personnel working at SITE shall be subject to relevant prevailing regulations in the TANZANIA including approval of competent Governmental authorities.

B.7.3. ELECTRICITY, WATER AND UTILITIES

CONTRACTOR shall provide at its cost, all necessary electricity, power, water and other utilities necessary for the WORKS. COMPANY however shall make arrangement for supply of Fuel required for drilling works. Within fifteen (15) days from the EFFECTIVE DATE, CONTRACTOR shall agree with the COMPANY the norms for fuel consumption. Excess consumption shall be payable by the CONTRACTOR. Also, CONTRACTOR shall make necessary arrangements for receiving, unloading, storing and feeling the fuel.

B.7.4. TEMPORARY WORKS

CONTRACTOR shall carry out all temporary works necessary for the completion of WORKS and shall remove them and clear the area as soon as the WORKS are complete.

B.7.5. MOBILISATION AND DEMOBILISATION

Mobilisation/demobilisation of CONTRACTOR personnel and equipment shall not be carried out without prior approval of COMPANY.

B.7.6. DOCUMENT AND DRAWING NUMBERING PROCEDURE

CONTRACTOR shall develop the Project specific Numbering Procedure in accordance with COMPANY requirements and specifications, to be approved by COMPANY.

The Project specific Numbering Procedure must be submitted within 15 days of the EFFECTIVE DATE


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EXHIBIT B.8

CO-ORDINATION PROCEDURE




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TABLE OF CONTENTS

B.8.1. INTRODUCTION ........................................................................................................... 3

B.8.2. ORGANISATION .......................................................................................................... 3

B.8.3. COMMUNICATIONS .................................................................................................... 3

B.8.4. PROGRESS REPORTS ............................................................................................... 4

B.8.5. LETTERS OF ASSISTANCE ....................................................................................... 4


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CO-ORDINATION PROCEDURE

B.8.1. Introduction

This EXHIBIT sets out the basic communication requirements, formats and procedures to be followed to ensure proper co-ordination between CONTRACTOR and COMPANY during the execution of the WORK.

B.8.2. Organisation

B.8.2.1. COMPANY’s Organisation

COMPANY shall appoint its Representative pursuant to the provisions of the ARTICLES. COMPANY Representative shall have the authority to represent and bind COMPANY on all matters in relation to this AGREEMENT. However, day to day matters in relation to the WORK shall be delegated to the concerned Project Management Team. Attachment-1 shows the organisation of COMPANY’s Project Management Team.

B.8.2.2. CONTRACTOR’s Organisation

CONTRACTOR shall appoint its Representative pursuant to the provisions of the ARTICLES. CONTRACTOR Representative shall have the authority to represent and bind the CONTRACTOR on all matters in relation to this AGREEMENT. Attachment-2 shows CONTRACTOR’s organisation for execution of the WORK.

B.8.3. Communications

B.8.3.1. General

All communications shall be in the English language. As far as possible, each communication shall cover one subject only.

All correspondence shall be identified with the following information in the sequence shown below:

AGREEMENT Number

AGREEMENT Title

Letter Number

Letter Date

Subject

All correspondence including letters, telexes, cables, facsimiles and transmittals shall be numbered consecutively. The system of numbering the documents shall be agreed with COMPANY.

All matters discussed and agreed by telephone shall be confirmed in writing within three days by CONTRACTOR. No verbal instruction can authorise changes to the requirements of the AGREEMENT.


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B.8.3.2. Correspondence from COMPANY

All correspondence from COMPANY will be issued in the name of COMPANY’s Project Manager and may be signed in his absence by persons authorised by him.

B.8.3.3. Correspondence from CONTRACTOR

All correspondence from CONTRACTOR shall be signed by CONTRACTOR’s Project Manager or in his absence by his designated deputy.

All transmittals to COMPANY shall be forwarded under cover of a transmittal form as agreed with COMPANY. Each transmittal shall deal with one subject only.

The number of copies required from CONTRACTOR for each correspondence (including document transmittals) shall be as defined elsewhere in the AGREEMENT, but shall in no case be less than three (3).

B.8.3.4. Conference / Meeting Minutes

The minutes of all meetings in which CONTRACTOR participates shall be recorded and distributed in writing by CONTRACTOR to all attendees. Kick-off Meeting notes shall however be recorded and distributed by COMPANY.

All Minutes of Meetings shall be prepared on the form as per Attachment-3. It shall indicate the names of the persons who were present at the meeting, the purpose of the meeting and the distribution list.

CONTRACTOR shall prepare draft Minutes of Meeting and submit for COMPANY’s comments within 2 days of the meeting. CONTRACTOR shall then prepare the final minutes incorporating COMPANY’s comments and shall secure signature of appropriate COMPANY Representative. CONTRACTOR shall then distribute the minutes as applicable.

B.8.4. Progress Reports

Daily and Weekly progress reports shall be submitted by CONTRACTOR to COMPANY as further detailed in the relevant EXHIBITS.

B.8.5. Letters Of Assistance

Where CONTRACTOR requires COMPANY's assistance to obtain the necessary statutory permission for Personnel, Vehicles or Equipment to enter restricted areas, COMPANY will issue necessary letter of assistance.


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ATTACHMENT-1 COMPANY’s PMT Organisation

(TO BE INSERTED)


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ATTACHMENT-2 CONTRACTOR’s Organisation

(TO BE INSERTED)


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ATTACHMENT-3 TYPICAL FORM FOR MINUTES OF MEETINGS

AGREEMENT NUMBER

AGREEMENT TITLE

SUBJECT

DATE

PLACE

RECORDED BY

ATTENDEES

COMPANY CONTRACTOR OTHERS

DISTRIBUTION:

MINUTE # D E S C R I P T I O N ACTION DATE

1

2


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EXHIBIT B.9

FACILITIES FOR COMPANY & CONTRACTOR

PERSONNEL




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TABLE OF CONTENTS

B.9.1 GENERAL ..................................................................................................................... 3

B.9.2 MINI-CAMP ACCOMMODATION FACILITIES ............................................................ 4

B.9.3 MAIN ACCOMMODATION UNITS ............................................................................... 4

B.9.4 WASTE AND SEWAGE TREATMENT, HANDLING AND DISPOSAL ...................... 4

B.9.5 ACCOMMODATION CAMP LIGHTING AND EMERGENCY LIGHTING ................... 5

B.9.6 LAUNDRY FACILITIES ................................................................................................ 5

B.9.7 WORKSITE CLINIC UNIT (MINI CAMP)...................................................................... 5

B.9.8 CATERING ................................................................................................................... 6

B.9.9 MEDICAL AND HYGIENE REQUIREMENTS ............................................................. 6

B.9.10 QUALITY CONTROL.................................................................................................... 7

B.9.11 MOBILISATION OF FOODSTUFFS, MATERIALS AND CONSUMABLES ............... 7

B.9.12 FIELD AMBULANCE.................................................................................................... 7


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ACCOMMODATION AND CATERING

B.9.1 GENERAL

B.9.1.1 For the purpose of this AGREEMENT, “Camp” is the main accommodation camp of the DRILLING UNIT where the majority of the accommodation and other associated facilities will be based. The Camp will be positioned near to, but not on or adjacent to, the WORKSITE. “Mini-Camp” shall be the mini-camp at the DRILL SITE where the offices and onsite accommodation for supervisors of COMPANY and CONTRACTOR will be located.

B.9.1.2 CONTRACTOR shall provide Camp and Mini Camp facilities.

B.9.1.3 CONTRACTOR shall manage the cap and mini-camp in accordance with the general requirements meeting the satisfaction of Contractor and Company staff

B.9.1.4 The CONTRACTOR shall ensure the tracking of personnel, safety induction and movements on and off Camp and DRILL SITE.

B.9.1.5 Only senior and critical personnel, including the Senior Drilling Supervisor, Wellsite Geologist, and HSE Coordinator of COMPANY will actually sleep at the Mini-Camp.

B.9.1.6 CONTRACTOR shall be responsible for providing accommodation, laundry, cleaning, and catering facilities at the Camp and Mini-Camp.

B.9.1.7 The Camp facilities for all COMPANY PERSONNEL, CONTRACTOR PERSONNEL, personnel of OTHER CONTRACTORS, and visiting personnel of any THIRD PARTY APPROVED by COMPANY, as applicable and as required, will be complete with all amenities, utilities, accommodation, catering & dining facilities, ablution facilities, laundry, safety equipment, entertainment & recreational facilities, and competent camp management.

B.9.1.8 CONTRACTOR will provide fresh, clean (non-drinking) water for showers, toilets, laundry.

B.9.1.9 Both the Camp and Mini-Camp must have storage for the fresh, clean (non-potable) water or have a reverse-osmosis water maker or reliable fresh water supply (such as water well) to allow sufficient water supply, The fresh water system for accommodation must be provided with a purification system.

B.9.1.10 All drinking water must be bottled mineral water.

B.9.1.11 All accommodation & utility systems will be skid-mounted or mobile accommodation units.

B.9.1.12 All accommodation and office units, and the Clinic, must be equipped with working smoke detectors and a fire extinguishers.

B.9.1.13 In addition to the above, the kitchen must be fitted with a working heat detector.


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B.9.1.14 If LPG is used for cooking, it must be stored in a shaded area away from any buildings and personnel areas. Gas piping from any the LPG tank to the kitchen must be hard piping and buried and fitted with a safety valve.

B.9.1.15 All accommodation, office and catering facilities must be air-conditioned, capable of maintaining an internal temperature of 70 deg F when the ambient temperature is 125 deg F (or 20deg C when the ambient temperature is 50deg C).

B.9.1.16 All sleeping areas in the accommodation units must have heavy-duty curtains for each bunk bed and bed-lights for each bed. All windows in sleeping areas must have heavy-duty (‘black-out’) curtains or blinds.

B.9.1.17 If there is a substantial proportion of Muslim personnel in the crew, a separate prayer room (air conditioned) must be provided for the exclusive use of Muslim personnel – with water dispenser, wash basin, and foot wash area.

B.9.1.18 The Camp should have accommodation and catering for as many people as required by CONTRACTOR and personnel of Sub-contractors and personnel of Third Party.

B.9.2 Mini-Camp Accommodation Facilities

B.9.2.1 CONTRACTOR will supply a Mini-Camp at the DRILL SITE with accommodation, offices, utilities, and ablution facilities, including all applicable and required air-conditioning, heating, water, furniture and fittings for supervisors and essential personnel of CONTRACTOR GROUP, COMPANY GROUP, and personnel of OTHER CONTRACTORS.

B.9.3 Main Accommodation Units

B.9.3.1 Fully furnished accommodation units will be provided by CONTRACTOR for use by personnel of CONTRACTOR. Such units will be in good condition, with all necessary facilities for comfortable living of employees, as per CONTRACTOR standard.

B.9.4 Waste and Sewage Treatment, Handling and Disposal

B.9.4.1 CONTRACTOR shall provide a standalone sewage treatment plant at the Camp and Mini-Camp. Contractor shall be responsible for the operation, maintenance and testing of the sewage treatment plants and for ensuring that treated effluent complies with national treated effluent irrigation water standards, Treated effluent must be chlorinated.

B.9.4.2 Toxic waste (such as batteries, used lubricating oil, and such like) must be collected for proper disposal.

B.9.4.3 The DRILL SITE may use properly designed and constructed incinerators if working efficiently (no black smoke) [open burn pits are not to be used] for disposal of non-toxic combustible waste.

B.9.4.4 All waste will be collected and removed (zero discharge policy); waste will be stored in waste skips or containers that will be taken away for proper disposal, and sewage will


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be stored in contained septic tanks which will be cleaned by a local contractor on a regular basis.

B.9.4.5 Waste bins or skips must be provided around the DRILL SITE and Camp, with segregation for the collection of:

Non-toxic combustible waste (such as paper, card, cloth & rags) may be incinerated and the ash added to the compost heap;

Biodegradable organic waste (including vegetable matter, eggshells, tea bags, used filtered coffee) to be transferred to a compost heap to be used during site restoration at the end of operations; compost heaps are not to be located in or near camp locations.

Glass waste (such as jars and bottles);

Metallic waste (including cans and tins);

Acid-batteries such as car batteries or UPS batteries;

Household batteries such as AA, AAA, D batteries;

Waste lubricating oil.

B.9.5 Accommodation Camp Lighting and Emergency Lighting

B.9.5.1 Adequate lighting must be provided at the Camp, outside the accommodation units, at any vehicle or heavy plant parking area, at any emergency muster station and evacuation route, and along the access route from the Camp to the wellsite.

B.9.5.2 In the event of failure of camp main generator power, there must be an emergency back-up generator, or emergency power from some form of UPS battery pack, to power emergency lighting, Clinic utilities, and food freezers and chillers.

B.9.6 Laundry Facilities

B.9.6.1 CONTRACTOR will provide a fully equipped separate laundry room capable of handling all the laundry requirements of all personnel of COMPANY GROUP, CONTRACTOR GROUP and any THIRD PARTY invited by COMPANY based on the DRILLING UNIT.

B.9.7 Worksite Clinic Unit (Mini Camp)

a. CONTRACTOR shall provide a CONTRACTOR-hired/ trained Paramedic with 24/7 availability.

b. CONTRACTOR shall provide First Aiders to support the Paramedic in the event of an incident at the DRILL SITE.

c. The Camp should have a designated temporary triage area in the event of an incident with multiple casualties, providing shelter, heating, ventilation, air-conditioning, water supply, electrical supply, and electrical lighting.

d. The Clinic should be equipped to handle multiple casualties requiring immediate emergency life support treatment.


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B.9.8 Catering

B.9.8.1 CONTRACTOR will provide catering which will include four (4) meals to be provided daily three (3) meals per 12- hour shift), plus shift-break refreshers.

B.9.8.2 Catering shall include both typical “Western” meals and meals suitable for the CONTRACTOR PERSONNEL and local crews.

B.9.9 MEDICAL AND HYGIENE REQUIREMENTS

B.9.9.1 CONTRACTOR shall provide written evidence that all contract catering staff are medically fit according to the equivalent standard of "Medical Aspects of fitness for offshore work.

B.9.9.2 Catering staff (and the manner in which the services are executed) may be subject to medical examination by COMPANY's Medical Officer. CONTRACTOR PERSONNEL shall fully cooperate with COMPANY in this regard.

B.9.9.3 In the event of any medical or hygiene problem, CONTRACTOR shall be responsible for investigating the problem, CONTRACTOR REPRESENTATIVE shall immediately report to COMPANY REPRESENTATIVE any catering staff having injury, illness and communicable disease.

B.9.9.4 CONTRACTOR shall provide catering services with the highest practicable standards of cleanliness, hygiene and tidiness.

B.9.9.5 Protective clothing shall be worn whilst working and shall be kept clean at all times. CONTRACTOR shall provide, and catering staff shall wear, appropriate kitchen clothing (catering whites) whilst in the kitchen and messing area. Additionally, non kitchen staff who supplement kitchen staff at meal times shall first shower then be provided with and wear white overcoats. Any catering staff engaged upon other duties who enter the kitchen or messing area or food stores shall wash their hands before changing into clean over clothes.

B.9.9.6 Smoking shall not be permitted whilst working.

B.9.9.7 CONTRACTOR shall maintain in clean condition a first aid kit.

B.9.9.8 Refrigeration storage shall be kept clean and foodstuffs stored correctly to promote efficient air circulation.

B.9.9.9 At least one member of catering staff shall hold a current "First Aid at Work Certificate" or equivalent and be available whilst work is being performed.

B.9.9.10 COMPANY, at its sole discretion, reserves the right to instruct CONTRACTOR in respect of medical and hygiene matters for the general welfare of all persons at the location and CONTRACTOR shall accept and comply with such instruction.

B.9.9.11 COMPANY reserves the right to carry out a hygiene inspection at any time without prior notice to CONTRACTOR. Such inspections will normally be carried out by


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COMPANY REPRESENTATIVE, who may be accompanied by other personnel as deemed necessary. Any remedial work or cleaning necessary to the meet the required standard will be performed at the earliest possible time at no cost to COMPANY.

B.9.10 QUALITY CONTROL

B.9.10.1 All foodstuffs supplied by CONTRACTOR for consumption must comply with the highest industrial standards and reference shall be to mandatory acts applicable under law and/or CONTRACTOR quality management system and COMPANY catering standards.

B.9.11 MOBILISATION OF FOODSTUFFS, MATERIALS AND CONSUMABLES

B.9.11.1 CONTRACTOR shall pack, store and waterproof all items in COMPANY APPROVED containers suitable for transportation complete with safety nets or other devices to prevent damage or injury when containers are opened.

B.9.11.2 COMPANY reserves the right at any time to open CONTRACTOR's containers and inspect the contents prior to transportation to the AGREEMENT AREA. CONTRACTOR shall be responsible for and shall ensure that all requirements of customs are complied with.

B.9.11.3 All food items shall be packed in good condition to prevent contamination or crushing throughout the delivery cycle.

B.9.12 FIELD AMBULANCE

a. Provide field Ambulance to allow the safe transport of one patient to the Hospital. The Ambulance would typically be a customised 4wd Standard Ambulance. A “Fit-for-Purpose” vehicle assigned to the duties of an ambulance could be a all terrain specified 4wd station wagon vehicle, fitted with roll-cage.

b. In addition to the Paramedic’s Emergency Response Kit, the vehicle should be permanently equipped with suitable remote area emergency rescue and treatment kits. The vehicle should be equipped with a communication radio transmitter and receiver, and a compass (or GPS navigation unit), and should carry emergency spares.

c. The vehicle itself should have a regular inspection and preventative maintenance audit and service programme in place to ensure that it is in the best practicable and reasonable mechanical condition.

d. The Ambulance may occasionally act as mobile clinic to support a small work team whenever required for temporary operations at remote sites away from the Well Location.


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EXHIBIT B.10

COMPANY OBLIGATIONS




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COMPANY OBLIGATIONS

Company Obligations (To be completed / issued to Contractor after Award) are given below:

Land Acquisition and allocation for Camp & other Temporary Facilities a)

Cellar installation and Readiness of well approach roads, matching with drilling b)

requirements

Reinstatement of well locations after completion of well completion and Rig move. c)

Obtain statutory clearances from various Government Authorities, other than d)

those that are within the scope of the CONTRACTOR

Supply of all Casing, Tubing & Wellhead materials and drilling Services as e)

required for the Project

Transport and handover of Casing & Tubing materials from COMPANY yard to f)

well locations and receipt of surplus materials from CONTRACTOR

Supply of fuel required for the drilling works g)

Unless otherwise specifically provided for elsewhere in the AGREEMENT, COMPANY will not provide any other facility or assistance to CONTRACTOR.


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Power (Tanzania) Pvt LTD

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EXHIBIT B.11

CODE OF CONDUCT




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CODE OF CONDUCT

COMPANY’s standard Code of Conduct is given at Attachment – 1.

CONTRACT shall ensure adherence to the same while execution of WORK.


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ATTACHMENT – 1

CODE OF CONDUCT

COMPLY WITH ALL APPLICABLE LAWS

Compliance with Laws We comply with all applicable local and international laws within the countries where we do business. Where differences exist between the standard of the law or regulations and the requirements of the Code the higher standard will be applied. Senior managers with responsibility for operations must ensure that our business processes are in compliance with the applicable laws.

Trade Restrictions and Export Controls The laws and regulations governing a country’s restrictions are complex and subject to change. If you are responsible for the export or re-export of any items (including equipment, materials, software or services) you must be aware of these restrictions and ensure they are complied with.

COMMITMENT TO HEALTH, SAFETY AND ENVIRONMENTAL STANDARDS

The health and safety of people and the protection of the natural environment in which we operate are critical requirements for COMPANY.

Health and Safety We are committed to achieving high standards of health and safety performance. Our priority is to ensure that all our people return home safe and healthy at the end of every working day.

Health and safety practices are governed by our HSE policies which apply to all personnel. COMPANY provides a safe place to work and you have a personal responsibility to ensure that you are competent and appropriately trained to undertake your work activities.

You must:

immediately stop any work that appears to be unsafe;

comply with the requirements of our HSE procedures, and assist those working with you to do the same;

ensure you identify, assess and take steps to control HSE hazards associated with your work;

use the personal protective equipment (PPE) required for the task you are undertaking;

handle, transport and arrange for the disposal of raw materials, products and wastes in a safe, environmentally and socially responsible manner;

engage regularly, openly and honestly with our stakeholders, and particularly those people affected by our operations, and take their views into account in our decision-making;

make sure you know what to do if an emergency occurs at your workplace and that visitors are familiar with emergency procedures;

report to your manager any accident, injury, illness, unsafe or unhealthy condition, incident, spill or release of material to the environment so that appropriate action can be taken to prevent, correct or control those conditions.

Key Requirement: You should always follow the COMPANY HSE procedures.


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You must not:

undertake work unless you are trained, competent, medically fit and sufficiently rested and alert to do so;

undertake work when your performance is impaired by alcohol or other drugs, legal or illegal, prescribed or otherwise;

ignore a potential or actual HSE incident or assume that someone else will report it.

Key Requirement: STOP any work that becomes unsafe.

Security Protecting the security of our people and workplaces is critical. Employees must understand and follow site and business security proceduresand promptly report any circumstances that appear to represent a threat to the safety of themselves, other people and the security of our assets.

TREAT EMPLOYEES, INDUSTRY PARTNERS AND LOCAL COMMUNITIES FAIRLY AND WITH RESPECT

Professional Employment Practices We are committed to eliminating discrimination and encouraging diversity amongst our workforce. We treat all of our Employees, whether full time, part time or temporary, fairly and with respect. Decisions related to recruitment selection, development or promotion are based upon merit and must not be influenced by factors such as gender, race, ethnic origin, colour, nationality, disability, religion, sexual orientation or age.

Workplace Conduct We will not tolerate abuse or harassment of any kind whether directed at Employees, Contract Staff, Industry Partners or others. Harassment includes any unwanted conduct that has the effect of violating dignity or creating an intimidating, hostile, degrading, humiliating or offensive environment.

You must not:

behave in any way that could be viewed as offensive, intimidating, malicious or insulting;

create or support a hostile or intimidating work environment including one in which Employees may feel forced to engage in inappropriate work practices in order to ‘be accepted’;

humiliate, denigrate or injure another person;

make racial, ethnic, religious, age-related, or sexual jokes or insults;

engage in sexual harassment;

distribute or display offensive material, including inappropriate images.

Privacy of Personal Information We will maintain the confidentiality of all Employee personal information. Access to Employee personal informationis restricted to COMPANY Employees who are authorised and who have a business need for that information. All Employees who are responsible for the maintenance of Employee personal information must ensure that they are aware of and comply with these rules and policies and take appropriate steps to protect the information.

DO NOT MAKE OR ACCEPT ANY ILLEGAL PAYMENTS

Key Requirement: The giving or receiving of bribes of any description, regardless of amount, is prohibited. This applies to Employees, Contract Staff or People working on our behalf.


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Illegal Payments - Bribery and Corruption COMPANY conducts its business honestly and transparently and does not seek to exercise improper influence on any individual or entity. We are subject to domestic and international anti-bribery and corruption laws which target bribes in relation to both commercial entities and public officials.

We do not offer or give, nor request or receive, any bribe of any description or value to obtain or retain business, to reward the improper performance of someone’s duties or for any other purpose. This applies to everyone who works for, or provides services to, COMPANY.

Key Requirement: You must report any suspicion of bribery immediately.

Facilitation Payments Facilitation payments’ are small value payments made to public officials to speed up a routine administrative process to which the person is entitled. Examples are a payment to expedite the issue of a visa, to obtain an official stamp or signature on a document, to enable goods to clear customs or to jump a queue. The UK and many other countries prohibit facilitation payments and COMPANY does not permit such payments to be made either directly or by those who work on our behalf. If you are asked to make a payment then you should refuse and report it to your line manager. If under exceptional circumstances a facilitation payment is made under duress, such as where your health or safety is at risk, then this should be immediately reported to your line manager and legal advisor. (NB There are however bona fide fast track services which are not facilitation payments).

Key Requirement: Report requests for facilitation payments as it enables us to understand where the risks are and to help others to say ‘no’.

Gifts and Hospitality Bona fide hospitality and promotional or other business expenditure which seeks to improve COMPANY’s image, to better present its capability and services or to establish cordial relations are recognised as an established and important part of doing business.

Reasonable and proportionate gifts and hospitality intended for these purposes are not prohibited. However, inappropriate, frequent or lavish gifts or hospitality can result in an actual or perceived conflict of interest, the development of an obligation on the part of the recipient, or could be considered as bribery.

It is not possible to describe every possible situation which may arise so where there is any doubt then you should consult with your line manager.

You must not:

request or solicit gifts or hospitality from an individual or organisation;

give or receive gifts or hospitality when engaged in a bidding process;

give or accept cash or cash equivalents (e.g. gift vouchers or loans);

provide or accept any gift or hospitality that is inappropriate, indecent, illegal or could cause reputation damage to COMPANY;

pay for any gift or hospitality personally to avoid any approval process or recording requirements.

You must ensure that any gift or hospitality:

is for a bona fide business purpose;

is given or received openly and transparently;

complies with applicable laws;

complies with the rules of the receiving organisation;

is not given or received frequently between the same individuals;


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is properly recorded.

COMPANY may apply more restrictive approval limits to suit local culture and conditions and staff should ensure that they are aware of the local requirements that apply to them.

Expenditure related to Foreign Public Officials Key Requirement: Ensure that any expenditure related to a Foreign Public Official is for a genuine business purpose, is properly authorised, reasonable and transparently recorded.

Working with Industry Partners We regularly work with joint venture partners, local and international contracting companies, suppliers and individuals (“Industry Partners”). These can create a liability for COMPANY if they behave inappropriately or pay bribes (which includes facilitation payments) while working for us. We must ensure that all of our Industry Partners are aware of our Company Code of Conduct and act in accordance with it. Authorising, allowing, or tolerating an Industry Partner to pay a bribe on behalf of COMPANY is unlawful, and a breach of our Code.

We endeavour to choose Industry Partners who have equivalent anti-bribery and ethical standards and who similarly expect the same in their own contractual relationships. You must follow the mandatory Contracts and Procurement Tendering and Contract Award Procedures when involved in the selection of, or contracting with, an Industry Partner.

Due Diligence Due Diligence is an important process in determining factors such as legality, reputation, experience, business integrity, technical and commercial capability and track record and can be applied to a prospective Employee, Contract Staff member or an Industry Partner. It is also used to determine potential liabilities which may result from an acquisition or a merger. We carry out risk based due diligence which includes the consideration of bribery risk. The level and complexity of the due diligence which is carried out is proportional to the perceived risk and may range from no due diligence (low risk) to extensive enquiries (high risk).

Where an individual or Industry Partner is likely to interact with Foreign Public Officials then this can increase the risk and extra care must be taken to ensure that they have high ethical standards and unwavering business integrity.

If you are responsible for selecting an individual or Industry Partner you should:

consider the risks involved to assess whether due diligence is required;

ensure that any due diligence carried out is documented.

Monitoring of Industry Partners We endeavour to monitor the activities and performance of our Industry Partners in line with the perceived risks. This includes ensuring that the law is complied with and high ethical standards are maintained at all times. Where the activity is perceived as higher risk we exercise greater oversight and require further assurance that work processes and methods are in compliance with the law and our ethical requirements.

If you are responsible for managing an Industry Partner then you should:

proactively monitor compliance with contractual terms and ensure that they meet any reporting requirements;

encourage the Industry Partner to raise any ethical challenges and work with them to resolve the issue;

periodically remind the Industry Partner of their obligations;

immediately report any activity or behaviour that breaches the law or our Code.


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OUR COMMITMENT TO HUMAN RIGHTS AND PHILANTHROPY

Human Rights COMPANY supports and respects the protection of internationally recognised human rights in our areas of operation. We uphold and promote human rights within our sphere of influence which can include, but is not limited to, Employees, Contract Staff, Industry Partners and suppliers.

Child Labour COMPANY does not use underage, forced or compulsory labour and everybody who works for COMPANY is expected to abide by this commitment.

Philanthropy, Capacity Building, Community Involvement and Development and Charitable Donations We support local and community social enterprise projects and education and capacity building initiatives and we also make charitable donations to appropriate and relevant causes. It is important that the benefits of these initiatives reach the intended organisations and the value to communities is maximised.

All philanthropic projects, capacity building or charity funding should:

be clearly documented and transparent;

be made to legitimate organisations;

identify the beneficiaries;

be properly approved in advance;

be monitored to ensure that they are used as agreed.

Political Contributions and Activities We do not make political contributions (whether of money, property, materials or services) to political candidates, parties, committees or their representatives, and we do not participate in any intervention in the political process of host countries. You may choose personally to become involved in political activities as long as you undertake these on your own behalf, in your own time, and using your own resources.

WE ENSURE ALL DOCUMENTATION, INCLUDING FINANCIAL ACCOUNTS AND RECORDS, ARE ACCURATE, COMPLETE AND FACTUAL

Accuracy of Accounts and Records Factual and accurate information, whether financial or non-financial in nature, is essential to support sound business decisions, to meet our legal and regulatory obligations and meet our responsibilities to all of our stakeholders.

We maintain internal accounting controls and ensure that books, records and accounts reflect accurately, transparently and in sufficient detail, all transactions in connection with our business.

You must:

comply with all relevant laws and external and company reporting requirements;

ensure that all transactions are honestly and accurately recorded;

cooperate with our internal and external auditors when requested for information.

You must not:

deliberately falsify information or data in any media;

operate outside of the limits of your delegated authority.


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Key Requirement: All financial transactions must be accurately and properly recorded in line with generally accepted accounting principles.

Cash Transactions Cash transactions should be kept to a minimum as the use of cash has the potential to result in breaches of accounting regulations, illegal transactions, money laundering, and fraud. Wherever possible, cash transactions should be avoided. Where it is unavoidable, cash transactions or petty cash facilities must be approved by management with all transactions being properly and transparently accounted for.

KEY REQUIREMENT: giving or receiving cash can result in misappropriation and can be misinterpreted.

PROTECTION OF OUR ASSETS AND RESPECTING THE ASSETS OF OTHERS

Protection and Use of Company Assets Our data and other company information, office equipment, tools, vehicles, supplies, facilities, and services must be used only for authorised purposes, and you must maintain, account for, use and dispose of them properly. Unauthorised removal or destruction of COMPANY assets is strictly prohibited.

Intellectual Property Our intellectual property (such as physical or electronic data, reports, and confidential business information, inventions, designs, logos and copyright materials) is a valuable company asset and you must be careful to protect it and use it properly. We also respect the intellectual property of others and when it is in our care we protect it in the same manner as our own.

Confidentiality You must ensure that confidential information is properly protected from unauthorised access and use at all times. Unauthorised disclosure of confidential information can lead to loss of competitive advantage and in some circumstances can break the law. Protection of confidentiality extends to physical documents, information stored electronically and information that is verbally transmitted.

You should presume that all information regarding our activities, including geological data, reports, research and development work conducted by us or on our behalf is confidential, except to the extent it has already been made available to the public without restriction. Other examples of confidential information include non-public information on business acquisitions or disposals, business plans, major changes in management or company structure, financial information and Employee personal information.

The duty to keep this information confidential continues even after your employment with COMPANY ends. Any confidential information which is provided to us by a customer or other business partner must also be treated in the same manner as our own.

Key Requirement: always ensure that you properly secure confidential information when unattended, and do not discuss confidential matters in public where others can listen to the conversation.

Conflicts of Interest COMPANY respects the privacy of its Employees however, when an Employee’s personal, social, financial or political activities interfere or have the potential to interfere with the Employee’s loyalty and objectivity toward COMPANY, a ‘conflict of interest’ may exist.

Possible Conflicts of Interest include:

having a second job;

having any significant economic interest with any company that does business or competes with us.


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Key Requirement: If you believe that you have a conflict of interest then you must report it in writing to your line manager.

External Communications You must not make any public communication regarding COMPANY or its business to the press, analysts, investor community or the media unless authorised to do so. If you are contacted with a request for information then you should refer them to immediate line manager or supervisor.

WE COMPETE PROFESSIONALLY WITH FAIR OPERATING PRACTICES

Competition / Anti-Trust Law COMPANY competes fairly and honestly and we will only acquire information about our competitors by legal and ethical means.

Competition laws, known as anti-trust laws in some countries, regulate anti-competitive conduct and prohibit agreements or practices that restrict free trading and competition.

We cooperate with and contribute to the development of our industry by participating in related industry associations and during the normal course of business you may have contact with competitors in a wide variety of circumstances, including transactions involving oil and gas trading, trade associations, seminars and conferences, benchmarking, lobbying activity and forming joint ventures. You must be particularly careful when attending meetings with competitors to ensure that you do not discuss prohibited topics.

Key Requirement: If your work involves dealings and meetings with competitors you must ensure you are fully briefed on the implications of competition law and any prohibited matters. If you are in any doubt how these laws apply to your work for COMPANY you should obtain advice from your legal advisor


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Dodsal Hydrocarbons and Power (Tanzania) Pvt

LTD REV. 0


EXHIBIT B.12

COMPLETION CERTIFICATE AND

RELEASE LETTER




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LTD REV. 0


Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD AGREEMENT NO.

COMPLETION CERTIFICATE

PART - I DESCRIPTION OF WORKS ........................................................................................................................................……………… ........................................................................................................................................……………… PART - II The above WORK have been completed in accordance with the provisions of the AGREEMENT, except for those items enumerated in Appendix-1, and are now handed over to Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD. SIGNATURE & SEAL.....................................................................................................……. By ............................................................................... Date ….….......……........……...... Title ..................................................................................................................………............ For and on behalf of ...................................................................................(CONTRACTOR) PART - III The above WORK have been completed with effect from ..................... on behalf of Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD in good order with the exceptions as described in Appendix-1, subject to the warranty conditions contained in the AGREEMENT. SIGNATURE & SEAL...........................................................................................…............. By ............................................................................... Date ….….....................……….. Title ..............................................................................................................................……. For and on behalf of Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD


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AGREEMENT NO.

COMPLETION CERTIFICATE

APPENDIX 1 EXCEPTIONS TO COMPLETION

CONTRACTOR to detail any and all exceptions to the completion of the WORK described in this COMPLETION CERTIFICATE.


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RELEASE LETTER

(TO BE TYPED IN ORIGINAL ON CONTRACTOR’S HEADED PAPER)

To Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD _______ _______ KNOW ALL MEN BY THESE PRESENTS, THAT <Contractor Name> (hereinafter referred to as "CONTRACTOR"), for and in consideration of the issue of FINAL COMPLETION CERTIFICATE by Dodsal Hydrocarbons and Power (Tanzania) Pvt LTD (hereinafter referred to as "COMPANY") under AGREEMENT No. ………… dated ………..................... and subsequent amendments thereto, hereby releases and forever discharges COMPANY, its successors-in-interest and assignees and their property from all claims and demands whatsoever in any manner arising out of or related to the said AGREEMENT or labour performed or materials and equipment furnished by CONTRACTOR in connection with or incidental to the execution and completion of the WORKS. In consideration of, and for the purpose of inducing COMPANY to issue the FINAL COMPLETION CERTIFICATE, CONTRACTOR hereby represents, warrants and agrees that: 1. all sums due or to become due and all debts, accounts, damages, obligations, claims and

demands of every nature and kind whatsoever in any manner arising out of or related to labour performed or materials and equipment furnished in connection with or incidental to the AGREEMENT have been satisfied,

2. there are no unsettled claims for injuries to or death of any persons or damage to or destruction of

property in any manner arising out of or related to the AGREEMENT, 3. CONTRACTOR shall indemnify and hold harmless COMPANY and its successors and assignees

from and against any claims, demands, liens, judgements, attachments, and costs related hereto in any manner, arising out of or related to the aforesaid AGREEMENT, and

IN WITNESS WHEREOF CONTRACTOR has caused this instrument to be executed by its duly authorised representative(s) this .............. day of .................…………………. SIGNATURE: ................................................................................................................................... BY: .................................................................................................................................................

TITLE: ............................................................................................................................................. NAME OF CONTRACTOR: ...............................................................................................................

CONTRACTOR’s SEAL: ....................................................................................................................


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EXHIBIT C Page 1 of 62

EXHIBIT C

SCOPE OF WORK




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TABLE OF CONTENTS

1 GENERAL ...................................................................................................................................... 4

2 OPERATIONS IN COUNTRY AND HEALTH, SAFETY AND ENVIRONMENT ........................................ 4

3 SUMMARY OF KEY CONTRACT DURATIONS .................................................................................. 5

4 THE ONSHORE DRILLING RIG ........................................................................................................ 6

5 PERFORMANCE OF THE WORK ..................................................................................................... 6

6 DRILLING RIG MOVES.................................................................................................................... 7

7 REPORTS AND RECORDED DATA ................................................................................................... 8

8 DRILIING CONTRACTOR EQUIPMENT ............................................................................................ 8

9 DRILIING CONTRACTOR PERSONNEL AND TRAINING .................................................................... 9

10 INSPECTION, MAINTENANCE, REPAIR & SURVEYS....................................................................... 10

11 DUMPING OF ARTICLES IN THE AGREEMENT AREA .................................................................... 12

ATTACHMENT - 1 ............................................................................................................................... 13

DETAILED SCOPE OF SERVICES AND SUPPLIES .................................................................................... 13

1 SERVICES AND SUPPLIES CHECKLIST ........................................................................................... 13

ATTACHMENT-2 DRILLING RIG MINIMUM SPECIFICATIONS ............................................................... 18

ATTACHMENT – 3 DRILLING RIG ACCEPTANCE CHECKS ..................................................................... 19

1 INTRODUCTION .......................................................................................................................... 19

2 ONSHORE DRILLING RIG ............................................................................................................. 21

3 SAFETY EQUIPMENT ................................................................................................................... 28

4 COMMUNICATIONS EQUIPMENT ............................................................................................... 30

ATTACHMENT – 4 WELL CONTROL EQUIPMENT ACCEPTANCE CRITERIA ........................................... 31

1 PREPARATION ............................................................................................................................. 31

2 AUDIT ......................................................................................................................................... 31

3 BOP TEST .................................................................................................................................... 31

4 ACCEPTANCE .............................................................................................................................. 31

5 COMPLIANCE .............................................................................................................................. 32

ATTACHMENT – 5 DOWN-HOLE TOOL INSPECTION REQUIREMENTS ................................................. 33

1 GENERAL .................................................................................................................................... 33


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2 PRE-SPUD INSPECTIONS ............................................................................................................. 33

3 INSPECTIONS DURING DRILLING ................................................................................................. 34

4 LABORATORY ANALYSIS & INSPECTION:...................................................................................... 34

ATTACHMENT – 6 CONTRACTOR PERSONNEL .................................................................................... 36

1 DRILLING PERSONNEL ................................................................................................................. 36

2 TRAINING AND CERTIFICATION REQUIREMENTS ........................................................................ 36

3 TRAINING, LICENCES AND CERTIFICATIONS ................................................................................ 36

4 PERSONNEL HEALTH AND SAFETY............................................................................................... 37

5 PERSONNEL LIST ......................................................................................................................... 38

ATTACHMENT – 7 DETAILED TECHNICAL SPECIFICATIONS – COMPANY REQUIREMENT .................... 39

ATTACHMENT – 8 .............................................................................................................................. 61

TRANSPORTATION OF CONTRACTOR EQUIPMENT ............................................................................. 61

1 GENERAL REQUIREMENTS .......................................................................................................... 61

2 TRUCKING AND JOURNEY MANAGEMENT .................................................................................. 62


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SCOPE OF WORK

1 GENERAL

CONTRACTOR shall supply either one 1200 HP minimum OR a 1500 HP maximum 1.1Drilling Rig and associated drilling equipment capable of drilling safely & efficiently to 3,500 mtrs of depth with 5” drill pipe in Ruvu Block, Tanzania on day rate basis. The Drilling rig will be used to drill three (3) Onshore wells. Hole sizes to be drilled 26”—171/2”--12 ¼”—8 ½” Casing and cementing includes 20”--13-3/8”-- 9.5/8”--7” liner. Drilling and other scope of works, will also include, running DST tools for testing, carry out testing programs, running completion strings, preparing the well for handing the wells over to production, by nipple down BOPs, nipple up Christmas trees and surface equipment. Lastly if required, to include side tracking or deviation of wells. The entire drilling/completions work is to be executed on Daily drilling rates basis by the CONTRACTOR.

It is anticipated that the drilling mud system will be water-based mud, however the drilling 1.2rig solids control equipment will be set up for a zero discharge rig up.

Each well is expected to take between thirty (35) to forty-five (45) days to drill, depending 1.3on the depth, eventual reservoir evaluation and testing and completion programs. Pressure control equipment is required for the 20” surface casing (2000 psi 21.1/4” Diverter BOP) and subsequent strings. A diverter is required to be installed on the 30” casing such that an 8.1/2” pilot hole can be drilled. COMPANY plans to nipple up a 13.3/8” (5K or 10K Uni-head) wellhead that will require adapter flange to fit 13.3/8” (5,000 or 10K) BOP Stack whatever rated BOP is provided including all associated surface equipment. No H2S is expected or has been encountered in the offset wells. The maximum expected pressure is ± 12 PPG equivalent.

CONTRACTOR shall provide full camp facilities as well as a rig mini-camp along with full 1.4catering equipment and facilities for the drilling rig crews, and other related service personnel, including COMPANY personnel.

COMPANY shall supply all casing, tubing and other accessories to the CONTRACTOR at 1.5the prospective well sites as free issue materials. COMPANY shall collect the left over-materials back and will transport the same back to the COMPANY yard.

2 OPERATIONS IN COUNTRY AND HEALTH, SAFETY AND ENVIRONMENT

The COMPANY expects that the project will be executed on schedule in a safe and 2.1environmentally sensitive manner, achieving all technical objectives.

The CONTRACTOR shall ensure that a high proportion of the contract value is comprised 2.2of local content and that the CONTRACTOR shall establish training and competence assurance system that provides suitable development opportunities for employees.

All of the COMPANY activities are governed by the Laws of Tanzania, and it is expected 2.3that the CONTRACTOR and associated sub-CONTRACTOR s shall comply with these laws (and comparable laws of other countries) and the COMPANY code of conduct.


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CONTRACTOR shall have a fully established management system that explicitly 2.4includes: health, safety & environment, code of conduct, anti-bribery and corruption policy, substance abuse policy, CONTRACTOR management plan, transport and logistics policies and plans. The drilling rig shall have an operations manual that includes written procedures for all tasks. CONTRACTOR shall set-up operations office, also at rig location a area for equipment storage and repairs at appropriate rig locations, in agreements with COMPANY.

As part of the COMPANY’s drive on health, safety and environment, CONTRACTOR 2.5shall provide full tracking statistics.

3 SUMMARY OF KEY CONTRACT DURATIONS

To provide a complete drilling rig and associated equipment conforming to the general 3.1standards as mentioned in the technical specifications of the tender document. Provide capable and experienced rig crew personnel in accordance with the list provided in the Tender Document.

The rig shall be capable of handling all types of water base drilling fluids. The preferred 3.2rig should be equipped with a total mud system of approximately 3,000 BBLS split between an active and reserve system. Solids control equipment having a minimum of three (3) Linear motion / Balanced motion shale shakers capable of handling a minimum of 1500 GPM., a De-sander, De-silter, degasser, centrifuge and other shearing devices.

CONTRACTOR shall adhere to Hazardous Area Classifications per IADC and API 3.3relevant guidelines and specifications and/or local regulations, whichever are more stringent.

CONTRACTOR shall maintain a waste disposal system for disposal of waste generated 3.4by the CONTRACTOR, by segregating the waste material and disposing it in conformance with standard oilfield practices and Government of Tanzania regulations. An appropriate sewage system handling system for the rig site minicamp and main camp should be supplied and used with appropriate backup facilities.

CONTRACTOR shall provide facilities for potable water, air, light and electric power 3.5wherever required to COMPANY and its sub-CONTRACTOR s equipment etc.

Upon completion, of each well drilled the CONTRACTOR shall: 3.6

Dismantle the drilling unit and mobilize all the CONTRACTOR s and all service companies’ equipment, from the location, to the next drilling location.

At the time of demobilization of the rig, CONTRACTOR shall dismantle the rig and all other equipment and vacate the drill-site within two weeks from date of last well completion and rig formally released from the project. CONTRACTOR shall not be allowed to keep the Rig and associated equipment at site after 2 weeks from the last date of completion of WORK. In the event CONTRACTOR is not in a position to relocate the Drilling Rig, CONTRACTOR shall obtain necessary approval from relevant Government authorities for storage of equipment within Tanzania for the location and duration of storage. CONTRACTOR shall remove litter and debris created by the CONTRACTOR or


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by sub-CONTRACTOR s in connection with the work, except written dispensation is approved by DODSAL SENIOR SUPERINTENDENT (COMPANY REPRESENTATIVE).

CONTRACTOR shall at his cost handle and transport all CONTRACTOR and COMPANY 3.7items within the site(s), between site(s) and during Inter-well moves.

CONTRACTOR shall provide transport for all CONTRACTOR s’ equipment and ensure to 3.8take road permits / licenses / approvals from the agencies as and when required for transportation of Rig / Rig equipment to drill site during Mob / Inter-well moves and De-Mob.

CONTRACTOR shall be responsible for any damage if happens to 3.9Public/Private/Government properties, during Mob / De-Mob / Inter-well moves of the Rig/Rig equipment to the Drill site, as well as compensation for any such damages.

CONTRACTOR shall ensure that only flame proof electrical appliances shall be installed 3.10at dog house.

CONTRACTOR shall comply with all COMPANY HSE, compliance, and ethics policies, 3.11local Statutory Rules and Regulations regarding Safety, Environment, and Labour Laws as applicable to the rig and drilling operations. Noncompliance of the same shall result in suspension of drilling operations.

Detailed Scope of Services and Supplies is given at ATTACHMENT – 1. 3.12

4 THE ONSHORE DRILLING RIG

CONTRACTOR shall ensure mobilization of the drilling rig together with its equipment 4.1which will be capable of being moved to and from the locations specified under this agreement and of performing the work in the agreement area. The drilling rig shall be classified as required by legislation and be maintained in class throughout the contract duration. In the event that CONTRACTOR has sound reason to expect that the specific conditions do not permit safe operation, CONTRACTOR shall immediately notify COMPANY. CONTRACTOR shall also ensure that the drilling rig shall be capable of operating to its full specifications, throughout the contract duration.

CONTRACTOR shall take measures to reduce the environmental footprint of the 4.2operation as much as reasonably possible to comply with COMPANY standards and legislation in the country of operation including, but not limited to: measure and mitigate noise and light emissions both in and outside the worksite location.

CONTRACTOR shall execute the work, provide the equipment, materials and other 4.3services specified in the agreement as a minimum in accordance with the standards, specifications, codes, regulations and practices detailed in the drilling rig certification and classifications.

5 PERFORMANCE OF THE WORK

CONTRACTOR shall be responsible for the operation of CONTRACTOR equipment and 5.1also sub-CONTRACTOR s.


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CONTRACTOR shall execute, manage, supervise and control the work and shall perform 5.2all associated obligations, activities and operations including the provision of adequate competent personnel and the provision, operation, inspection, testing, certification, lubrication and servicing, maintenance and repair of CONTRACTOR s equipment with all ancillary and associated items and spare parts and shall assume obligations, liabilities and rights as specified in the agreement..

CONTRACTOR shall be ready, willing and able to commence operations at the drill site 5.3when instructed by COMPANY. CONTRACTOR equipment that is required to perform the work shall be fully operational when required. All CONTRACTOR s’ equipment shall have been assembled and tested, all materials tested and prepared, and all required CONTRACTOR s personnel shall be available at the worksite when required to commence operations. CONTRACTOR shall provide a mobilisation schedule detailing all elements required to be ready to commence operations at the initial drilling location. Such schedule shall be updated and communicated to COMPANY from award of agreement to completion of initial mobilisation.

CONTRACTOR shall be responsible for ensuring that all drilling personnel comply with all 5.4applicable permit to work systems, relevant to the work, in effect at any drill site.

The work shall be conducted on a twenty-four (24) hours per day, seven (7) days per 5.5week basis without planned shutdowns. CONTRACTOR personnel, rotational change-over schedule shall be agreed between COMPANY and Drilling CONTRACTOR.

CONTRACTOR shall comply with the requirements of the drilling rig classification society, 5.6certifying authority and any other published government statutory Instruments, guidelines and rules.

Any information which COMPANY may give to CONTRACTOR shall be the best 5.7information available, but COMPANY shall not be responsible for the exactness or sufficiency of such information and COMPANY shall not accept any claims from CONTRACTOR for compensation in respect of conditions or costs.

CONTRACTOR represents that it is experienced in the type of work to be performed 5.8hereunder and that CONTRACTOR personnel are experienced to perform the work and have the relevant technical and engineering knowledge. The work shall be of a safe and high standard in every respect.

6 DRILLING RIG MOVES

CONTRACTOR shall mobilise all necessary CONTRACTOR s equipment to the drill site, 6.1perform any inter-well moves and demobilise CONTRACTOR ’s equipment following completion of the work.

“MOBILISATION” 6.2

When the CONTRACTOR has moved the drilling rig, together with all necessary drilling personnel and equipment, to the location of first well as communicated by COMPANY and shall be deemed to be complete when the drilling rig is fully rigged-up, fit for purpose and ready to drill, crews have attended a pre-spud HSE meeting, the drilling rig fully


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inspected, checked, tested, and commissioned successfully as required, however mobilisation shall not be complete until confirmed by DODSAL Senior Superintendent (Company Representative) provide approval of mobilisation.

“INTER-WELL MOVE” means: 6.3

The period from when the drilling rig is released from a well until the drilling rig has been moved from the present location of the well to the next location of well as communicated by COMPANY and is ready in all respects to commence operations and shall include the time required for CONTRACTOR to rig-down the drilling rig, clean up the drilling location, move all CONTRACTOR s personnel and equipment, and shall be deemed complete when the drilling rig is fully rigged-up; An inter-well –move shall not be complete until confirmed as such by DODSAL SENIOR SUPERINTENDENT (COMPANY Representative) provides approvals.

“DEMOBILISATION” means: 6.4

The period commencing upon the completion of the contract period duration and ending when CONTRACTOR has rigged-down the drilling rig, cleaned up the drill site, removed all CONTRACTOR s’ personnel and CONTRACTOR equipment and moved the drilling rig from the last well location. Demobilisation shall be deemed complete when the drilling rig has been released from the well and the drill site has been cleaned up to COMPANY’s satisfaction.

7 REPORTS AND RECORDED DATA

CONTRACTOR shall provide the completed IADC-API Official Daily Drilling Report Form 7.1to COMPANY for review and agreement before signing by both parties.

8 DRILIING CONTRACTOR EQUIPMENT

CONTRACTOR shall mobilize all equipment required for the execution of work as per the 8.1required scope, along with the Drilling rig. The drilling rig shall be fully equipped and adequate to drill wells in the agreement area. The drilling rig and all CONTRACTOR s’ equipment will be maintained in a serviceable condition and state of repair, and will all fully meet the capacities, specifications, classifications as per rig certification acceptance requirements.

CONTRACTOR shall maintain and provide at its cost an adequate number of spare parts 8.2to ensure the continuous safe and efficient operations of the drilling rig for the work. An inventory of said spare parts shall be submitted to COMPANY prior to mobilisation and same shall thereafter be available for review by COMPANY at all times. In the event that COMPANY considers such inventory unsatisfactory, CONTRACTOR shall procure sufficient spare parts to COMPANY’s satisfaction. Only parts from the original equipment manufacturer (“OEM”) shall be used, unless agreed otherwise with COMPANY, for essential kept items including but not limited to lifting plant (forklifts, front-end loaders, cranes), mud pumps, draw works (or other hoist system), blocks, top drive system, lifting equipment, pressure equipment, generators and engines, BOP’s and associated safety critical equipment.


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CONTRACTOR shall have a Safety Critical Equipment (SCE) register and Preventative 8.3Maintenance System (PMS) in place. These shall include a scheduled maintenance programme for all serviceable rig equipment and safety critical equipment. Ideally the PMS will be a computer based system linked to the critical spare parts inventory.

9 DRILIING CONTRACTOR PERSONNEL AND TRAINING

CONTRACTOR shall be responsible for the cost and provision of training of its personnel. 9.1

CONTRACTOR shall ensure that all drilling personnel engaged in the work are 9.2adequately trained prior to the start of the work, and subject to continuous assessment scheme to regularly confirm the individual’s level of competency to perform the work. CONTRACTOR shall provide certificates that confirm this as requested by COMPANY.

CONTRACTOR safety and other job-related training of personnel shall be performed in 9.3accordance with local and UK legislation and taking into account recognised industry standards.

Drilling rig CONTRACTOR s Rig Managers shall be employees of CONTRACTOR and 9.4shall be duly qualified and registered in accordance with legislation and shall have statutory responsibility for the drilling rig.

CONTRACTOR s HSE representatives at the drill site shall be duly qualified to perform 9.5the following leadership and tasks at the drilling rig and worksite.

- Provide assistance in planning, execution of combined CONTRACTOR and COMPANY safety workshops.

- Implementation of CONTRACTOR safety management system at the worksite.

- Provide safety training on drill site.

- Organise safety meetings on drill site.

- Liaise with COMPANY HSE staff with regards to COMPANY HSE initiatives and offsite meetings.

CONTRACTOR office based personnel shall attend all morning meetings including at 9.6weekends/public holidays, and be continuously (24 hours per day 7 days per week) on call in case of special circumstances. During periods of leave or other absence, CONTRACTOR shall replace absent personnel.

CONTRACTOR shall maintain continuity of key personnel (Rig Superintendent, Senior 9.7Tool Pusher, Night Pusher, Driller and HSE Supervisor) throughout the duration of the agreement.

CONTRACTOR shall provide curriculum vitae for all key personnel for approval prior to 9.8mobilisation of key personnel and shall not be changed without COMPANY approval..


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CONTRACTOR shall maintain at all times strict discipline and good order among drilling 9.9personnel, and sub-CONTRACTOR personnel.

COMPANY may direct CONTRACTOR , without stating the reason therefore, to remove 9.10any drilling personnel from the drill site. CONTRACTOR shall replace such person as soon as practicable with a competent person of an equivalent category.

CONTRACTOR shall ensure that drilling personnel comply with legislation and 9.11COMPANY directives.

CONTRACTOR shall nominate onsite Rig Superintendents who shall have overall 9.12operational responsibility for drilling personnel and the safe performance of the work in the agreement area.

CONTRACTOR shall establish, train and maintain fire-fighting and emergency response 9.13teams whose members have been trained by CONTRACTOR for the relevant equipment on site. CONTRACTOR shall designate emergency response duties to drilling personnel and sub-CONTRACTOR personnel on the drilling rig.

CONTRACTOR shall ensure that drilling personnel are fully aware of COMPANY 9.14emergency response procedures. CONTRACTOR shall instruct all drilling personnel to comply with COMPANY instructions during emergencies.

COMPANY reserves the right to nominate drilling personnel to positions within the local 9.15emergency response organisation.

10 INSPECTION, MAINTENANCE, REPAIR & SURVEYS

CONTRACTOR shall ensure that the drilling rig and all other items of CONTRACTOR s 10.1equipment are properly inspected, tested, certified, serviced and maintained in good working order and repair throughout the contract duration, all in accordance with the current standards and procedures of the Original Equipment Manufacturers and recognised international practises, in particular API and IADC. Only CONTRACTOR s’ equipment that hold valid test and/or inspection certificates may be used for performing the work. Under no circumstances shall CONTRACTOR s’ equipment be provided or used in the performance of the work for which the manufacturer’s certification, design and material specification certification are absent or expired.

CONTRACTOR shall ensure that all certification and inspection documentation, including 10.2manufacturer’s certification, design and material specification certification is made available to COMPANY prior to commencement of work. All subsequent recertification documentation and inspection reports shall be made available as required during the contract duration of the agreement.

CONTRACTOR and sub-CONTRACTOR electrical equipment shall have valid 10.3certification from a COMPANY approved third party certifying authority to demonstrate that such equipment can be used in the area of application (Zone 1 or 2)

The status of the Preventative Maintenance System of CONTRACTOR shall be reported 10.4on a weekly basis to the COMPANY representative. Such report shall highlight, inter-alia,


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any outstanding maintenance that was planned but which was not completed for any reason together with CONTRACTOR s plan for completing the same.

CONTRACTOR shall use best endeavours to perform and complete any repairs or 10.5necessary replacements to the drilling rig and other CONTRACTOR s’ equipment immediately and in such a manner as to prevent or minimise any adverse effects upon the drilling.

CONTRACTOR shall provide, store and maintain at all times adequate quantity of spare 10.6parts and operating supplies sufficient to ensure the continuous and efficient operation of the drilling rig and of other CONTRACTOR ’s equipment.

CONTRACTOR shall be responsible for arranging delivery of all spare parts and 10.7operating supplies from their point of origin to the drilling rig (or other location specified by COMPANY).

Prior to the mobilisation, CONTRACTOR shall submit evidence of good condition of all 10.8drill pipe, drill collars, substitutes and any other items of the bottom hole assembly supplied by CONTRACTOR , through Inspection Test Certificates issued by a reputable Inspection COMPANY.

COMPANY shall have the right to inspect the drilling rig and associated equipment at 10.9such time(s) and such location(s) as may be designated by COMPANY, either before, during or after mobilisation, to contract duration whether the drilling rig and associated equipment meet the specifications set forth in:

ATTACHMENT – 2: Drilling Rig Minimum Specifications

ATTACHMENT – 3: Drilling Rig Acceptance Checks

CONTRACTOR shall in a timely fashion correct, at its expense and according to these specifications, any deficiency which may, in the reasonable opinion of a competent CONTRACTOR , have a detrimental effect on safety or which may impair the operation of the drilling rig. Any such inspection by COMPANY shall not relieve CONTRACTOR of any of its representations and obligations set forth elsewhere herein.

CONTRACTOR shall demonstrate to COMPANY that a sound preventative maintenance 10.10programme has been and will be carried out on the BOP and as a minimum shall meet the acceptance criteria set forth in ATTACHMENT - 5 (Well control equipment acceptance criteria). CONTRACTOR shall ensure that all BOP elements - gaskets, seal liner rings; whether rubber, metal or composite are new at the time of mobilisation. Elements are replaced entirely following failure of the BOP to test and that all BOP elements are suitable for use with synthetic drilling fluids, and of H2S/CO2 and temperature. Furthermore an inspection shall be undertaken by a reputable inspection COMPANY of COMPANY’s choice of the BOP system with tolerance and wear duly noted and any repairs required shall be made prior to spud of the first well. Such discretionary inspection shall be for the account of CONTRACTOR. During initial acceptance testing of the drilling rig, repairs or replacements of parts to bring the BOP to the manufacturers and/or certifying authority’s specification shall be for CONTRACTOR s account.


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CONTRACTOR agrees to carefully perform a visual inspection, at no additional cost to 10.11COMPANY using CONTRACTOR personnel, of all COMPANY materials and shall immediately notify COMPANY representative of any shortage, error or visually apparent defects or damage found therein. If CONTRACTOR fails to notify COMPANY, of any such shortage, error or visually apparent defects or damage, it shall be deemed that such COMPANY materials are free from any shortage, error or visually apparent defects or damage. However, if any of the free issue materials listed in EXHIBIT B.10 are found to be not available or available in short supply, CONTRACTOR shall procure the same on reimbursable basis, as per terms of agreement EXHIBIT A.4.

Pursuant to CONTRACTOR foregoing obligation to visually inspect COMPANY materials 10.12CONTRACTOR agrees to manifest such COMPANY materials transported to and from the drilling rig. In conducting such duties, CONTRACTOR shall immediately inform COMPANY representative of any discrepancies in quantities and/or deliveries and/or dispatches of same.

CONTRACTOR shall properly store, warehouse, protect and account for all COMPANY 10.13materials whilst in the agreement area and will assist COMPANY in preparing the documents for the identification of dangerous or hazardous materials etc.

CONTRACTOR shall ensure that the drilling rig derrick is inspected / certified as required 10.14by the manufacturer, in accordance with API and other related specifications for steel derricks (API 4F) and meet the requirements of the certifying authority.

CONTRACTOR shall inspect and load test moveable lifting tackles on six (6) monthly 10.15basis or as stipulated by the respective manufacturers and in accordance with the prevailing legislation and COMPANY policy. CONTRACTOR shall have a colour coding system for lifting equipment inspection and testing. All lifting equipment shall have valid certificates from a COMPANY approved third party certifying authority.

11 DUMPING OF MATERIALS / ARTICLES IN THE AGREEMENT AREA

CONTRACTOR shall not permanently dump or cause or permit any of its employees, 11.1agents or sub-CONTRACTOR s to permanently dump any substances or articles except in accordance with the permission and / or terms of a licence issued by the relevant authority.

CONTRACTOR shall notify promptly COMPANY representative of any such dumping and 11.2details of same shall be logged and maintained by Drilling CONTRACTOR. CONTRACTOR shall be responsible for the costs of removal of any such deposits and for the cost of making good any damage caused by such deposits / dumping’s.

Prior to the completion of each well hereunder, CONTRACTOR and COMPANY shall 11.3meet in order to agree on how best to recover any materials or equipment remaining in the agreement area, the cost of said recovery operations shall be for the account of Drilling CONTRACTOR.


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ATTACHMENT - 1

DETAILED SCOPE OF SERVICES AND SUPPLIES

Detailed Scope of Services and Supplies to be provided by the CONTRACTOR and COMPANY are given below:

CONTRACTOR shall however note that the listing / information given below though detailed, is not elaborate enough to cover each and every element of the Scope of Work since such details are provided in more details in the specifications which also form part of the tender.

1 SERVICES AND SUPPLIES CHECKLIST

In addition to CONTRACTOR s obligation to provide the drilling rig and all associated equipment, materials and services, as identified in this ATTACHMENT- 1, responsibility for providing COMPANY materials and CONTRACTOR equipment (including facilities, labour, plant, equipment, materials, consumables and services), shall be apportioned as follows.

CONTRACTOR ’s Scope 1.1

Sl No. Item Description

1. AGREEMENT Areas

1.1. Licences, permits and consents as may be required to perform the work including drilling, testing, suspension or abandonment operations.

1.2. Rat hole and mouse hole drilled and cased.

1.3. Wellhead and Xmas Tree stack-up drawings c/w dimension information.

1.4. Worksite restoration.

1.5. Floodlighting: Drill site and Camp 8 X Diesel powered light towers

1.6. Water storage tanks.

1.7. Mast navigation warning lighting.

1.8. Secure workshops and qualified labour for maintenance and minor repair of CONTRACTOR equipment and COMPANY materials.

1.9. Secure, covered and uncovered (as necessary) storage facilities for all CONTRACTOR s

equipment, including spare parts and consumables for same.

1.10. Sewage tank (Red Fox or similar) at drill site and camp site of sufficient sizes to cater for total number of personnel on site. This includes the tented camp

1.11.

Waste treatment, disposal and drill site clean-up of: CONTRACTOR s generated waste; COMPANY’s generated waste; COMPANY group mud and cuttings waste.

1.12. Waste from drill site and camp to approved/agreed final disposal location.

1.13. Lines and connecting sewage lines from office/camp to sewage tanks.

1.14. Provision of waste skips with cover lids for domestic, scrap and hazardous waste.

2. LOGISTICS

2.1. Mobilisation of drilling rig and CONTRACTOR ’s equipment to COMPANY’s first drill site.

2.2. Facilities, labour and equipment for loading/unloading drilling rig and CONTRACTOR equipment

at the port of entry to Tanzania.

2.3. Import and export duties, taxes, customs clearance and formalities associated with


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CONTRACTOR ’s equipment.

2.4. Cranage and fork-lift for handling CONTRACTOR s’ equipment and COMPANY’ materials at the

drill site (24 hour coverage).

2.5. Labour, plant, equipment and materials for the maintenance of a clean and tidy drill site and drilling rig, and garbage disposal.

2.6.

Labour, plant, equipment, rope and slings for unloading, moving or rearranging COMPANY materials and CONTRACTOR equipment, including spare parts and consumables for same, at

the drill site.

2.7.

Transportation of senior CONTRACTOR personnel:

to and from their point of origin to Dar es Salaam; to and from airstrip to drill site; to and from camp site to the drill site.

2.8. Transportation of COMPANY personnel, COMPANY materials and the personnel and

equipment of other CONTRACTOR s and third parties to and from the drill site.

2.9. Transportation of CONTRACTOR s personnel to and from the drill site shall be in accordance with the CONTRACTOR s personnel of ATTACHMENT – 7

2.10. Transportation of all CONTRACTOR s’ repairable and returnable items between the drill site and the required destination.

2.11. Transportation of CONTRACTOR s locally purchased food, supplies and materials.

2.12. Moving CONTRACTOR ’s equipment including drilling rig, camps, vehicles, personnel, supplies,

provisions and spare parts between drill sites.

2.13. Moving all loads of COMPANY materials between drill sites, at an agreed rate per load

2.14. Rig up and rig down of drilling rig and CONTRACTOR ’s equipment at the drill site.

2.15. Demobilization of drilling rig and CONTRACTOR s from last drill site.

3. MATERIALS, SERVICES & SUPPLIES

3.1. Electricity, water and air supply to mud logging equipment, mud lab, electric logging plant & cuttings treatment plant.

3.2. Plant, equipment, materials and consumables for welding, cutting and burning whilst rigging up the drilling rig and for repair and/or maintenance of the drilling rig and CONTRACTOR

equipment.

3.3. Plant, equipment, materials and consumables for welding, cutting, burning and refitting and/or repair and maintenance of COMPANY materials.

3.4. Inspection of drill pipe, drill collars and other in-hole equipment.

3.5. Repair and drill pipe, drill collars and other in-hole tools. In case COMPANY is responsible for repair or damage then it will be reimbursed by COMPANY as per provisions of EXHIBIT A.04

3.6. Space, assistance and services for COMPANY materials and other CONTRACTOR s.

3.7. Inspection, repair and replacement parts for safety joint, fishing jars and fishing tools when used.

3.8. H2S Safety Services/cascade systems.

4. MATERIALS, EQUIPMENT & SUPPLIES

4.1. BOP equipment spares and BOP control system spares.

4.2.

BOP rubbers elastomer: Initial set; Cost of replacement sets required due to excessive stripping or Well control operations shall be reimbursed by COMPANY as per provisions of EXHIBIT A.04.

All BOP elastomer and rubber goods to be kept in air-conditioned storage unit.

4.3. Drill water.

4.4. Firefighting equipment plus a diesel-powered fire pump with all necessary accessories and consumables including foam and spray manifold branch

4.5. Fuel required by CONTRACTOR during mobilization, interfiled moves and demobilization.

4.6. Implementation of Fuel management system which allows COMPANY to audit fuel supplied.

4.7. Greases, lubricants and dope for the drilling rig, CONTRACTOR equipment, and down hole components of COMPANY’s materials.

4.8. Greases, lubricants and dope for all other COMPANY materials.

4.9. Hydraulic fluid and anti-freeze for the drilling rig and CONTRACTOR ’s equipment.

4.10. Hydraulic torque equipment for BOP bonnet and flange bolts.

4.11. Hydrogen Sulphide trim equipment in BOP system, choke and kill lines and manifold.

4.12.


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4.13. Supply of 5½”, 6”, 6½” and 7” pump liners, pistons and replacement parts for mud pump fluid ends.

4.14.

4.15. Shale shaker and mud cleaning screens 80 to 325 mesh: Initial set;

4.16. Spares and consumables for desilter, desander and centrifuge (if supplied).

4.17. Welding consumables; 10 full bottles of oxygen, 5 full bottles of acetylene and 5 full bottles of nitrogen on the location as a minimum.

4.18. Thread protectors for CONTRACTOR s and COMPANY’s furnished drill pipe, plus installation

tools.

4.19. Effective mud waste reduction devices, including drill pipe wipers, competent mud bucket and capable drilling rig mud vacuum unit.

5. DRILLING EQUIPMENT AND RIG

5.1. CONTRACTOR s drilling rig and CONTRACTOR ’s equipment detailed in ATTACHMENT - 2.

5.2. All surface and down hole survey equipment (inclination only).

5.3. Bit Breakers and Gauge Rings (26”-17 ½”12 ¼”-8 ½”-6”).

5.4. Bits, core heads, core barrels and catchers.

5.5. BOP test equipment and safe working platform around the BOP stack, bell nipple on top and inside the well cellar.

5.6. Cement line from drilling rig floor to ground level.

5.7. Crossover subs for stab in valve to all string.

5.8. Drill pipe circulating head for 3.1/2” and 5” drill pipe strings.

5.9. Drill pipe protectors for drill pipe.

5.10. Drill pipe wipers.

5.11. Drilling jars and shock subs

5.12. Drilling site Intercom system; minimum of five point (phones).

5.13. Drilling spools or adapters required between the wellhead and BOP.

5.14. Elevators, slips, slings, shackles, rope and handling tools for running 20", 13.3/8", 9.5/8" and 7" casing.

5.15. Fishing tools for all down hole elements of CONTRACTOR s equipment.

5.16. Fishing tools other than those described in 5.19.

5.17. Float valves.

5.18. Gray Inside BOP non-Return Valves. For 3.1/2” and 5” drill pipe strings

5.19. Kelly Cock/Full Opening Safety Valves (FOSV). For 3.1/2” and 5” drill pipe strings

5.20. Stab in Valves/Full Opening Safety Valves (FOSV). For 3.1/2” and 5” drillpipe strings

5.21. Hole openers, under-reamers, roller reamers and stabilisers.

5.22. False rotary and slip bowl for 5” drill pipe

5.23. Manual tongs for 20", 13.3/8", 9.5/8" and 7" casing and couplings.

5.24. Mud pump fluid and power end parts and consumables.

5.25. Mud pump liners.

5.26. Rat and mouse hole casing.

5.27. Reamers and stabilisers.

5.28. Replacement cups for CONTRACTOR s cup testers (13.3/8 – 9.5/8”).

5.29. Ring gaskets between the wellhead and BOP (stainless steel).

5.30. Ring gaskets for CONTRACTOR s’ equipment.

5.31. Rubber pipe wipers.

5.32. Running and testing tools for the wellhead equipment except cup tester and replacement cups.

5.33. Seals for all centrifugal pumps.

5.34. Spares for choke manifold being one full replacement item and one complete overhaul kit for each type of valve or choke on the manifold.

5.35. 5 x TDS saver subs plus rubbers

5.36. Tubing head equipment.

5.37. Tubing.

5.38. 21-1/4” BOP: 1 x set blind rams, 1 x set 5” pipe rams, 1 x set 13-5/8” casing rams or 18 5/8” equivalent. 13-5/8” BOP: 1 x set shear rams, 1 x 5” pipe rams, 1 x 3-1/2” pipe rams, 1 x set 3-1/2” - 5-1/2”


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VBR, 1 x set 4-1/2” – 7” VBR, 1 x set 9-5/8” casing rams. (Annular and ram element to be installed new for the first Well prior to work commencement).

5.39. Chiksans 2” schedule 1502, and suitable for H2S service & sufficient spare parts. Enough to hook-up from the standpipe manifold to circulating head on top of the drill string and enough length to allow for 1 x DP stroke length movement.

5.40. 50MT crane for continual (24/7) use at the drill site.

5.41. Forklift (6MT) wheel base for continual (24/7) use at the drill site.

5.42. Windsock at the drill site.

5.43. Mud Watch or equivalent system.

5.44. Complete rigging loft and Lifting register

6. SAFETY & COMMUNICATIONS

6.1.

HSE - Implementation of all HSE requirements of the CONTRACTOR s’ policy and all the procedures and requirements specified in the CONTRACTOR s HSE Plan. (Must comply with COMPANY’s minimum HSE requirements given in EXHIBIT B.5.)

6.2. Security during mobilization, interfiled moves and demobilization as approved by COMPANY.

6.3. Security at the worksite.

6.4. Radio, facsimile room and qualified communications operator.

6.5. Portable radio equipment for communication on drill site and during interfiled moves.

6.6. Permits, licenses required for operation of CONTRACTOR ’s communication equipment.

6.7. All medical services required for work site personnel treatment and emergency

6.8. Minimum of four (4) trained and qualified ‘First Aid’ and ‘Advanced First Aid’ personnel at the worksite, trained and certified to a recognised international standard.

6.9. Certification for crane, forklift, slings shackles and other lifting equipment by third party certification agency acceptable to COMPANY.

6.10. Firefighting equipment as required to comply with legislation and CONTRACTOR s’ safety

regulations as applicable.

7. CONTRACTOR PERSONNEL

7.1. CONTRACTOR ’s personnel as provided in ATTACHMENT- 7.

7.2. Visas, work permits, residence permits, identification cards, social security registration, health certification, licences, industry certification (where necessary) for all CONTRACTOR s

personnel.

7.3. Hiring of local labour on recommendation of COMPANY for rig crew given in ATTACHMENT - 7.

7.4. Hiring of local labour for other activities.

8. WATER SUPPLY

8.1. Drill water and ablution water from a water well or storage pits.

8.2. Water well pumps to deliver water from wells to storage pits.

8.3. Water line piping to transport water to the rig and camp site from storage pits.

8.4. Generator to power downhole water pump (while the drilling rig is on the drill site).

8.5. Cabling and hook-up from COMPANY generator to water well pumps.

8.6. Power supply for CONTRACTOR ’s water pumps at drill site.

8.7. Fuel for CONTRACTOR s water pumps at drill site.

8.8. Maintenance of water pumps and water line piping at drill site.

8.9. Maintenance of generators on drill site and camp

8.10. Laying and picking up CONTRACTOR s water line.

8.11. Water storage at rig camp.

8.12. Water storage at rig up to tankage sufficient volume for the requirement.

8.13. Supply of bottled drinking water to cover the total POB

8.14. Supply of water to drill site and camp site for ablution and firefighting.

8.15. Testing of supplied water.

9. DRILLING RIG CAMP (As per details of EXHIBIT B.9)

10. WASTE MANAGEMENT SERVICES

10.1. Comprehensive service to manage the safe disposal of all waste materials generated within accommodation camps. (Provided by a NEMA licensed CONTRACTOR ).


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10.2. Separation of waste metal, plastics, paper, glass and bio-degradable materials to allow recycling wherever possible

10.3. Compliance with Health, Safety and Environmental regulations in Tanzania, and COMPANY’s

Waste Management Plan, for the safe disposal of domestic waste.

10.4. Provision of coloured bins throughout camp areas for the collection and segregation of litter.

11. MISCELLANEOUS

11.1. All hand and power tools required for normal maintenance of rig components and its equipment.

11.2. Re-fuelling system for CONTRACTOR ’s vehicles.

11.3. Welding machines, rods and cutting equipment.

11.4. Ten (10) full bottles of oxygen, five (5) full bottles of acetylene and five (5) full bottles of nitrogen always to be on the drill site.

11.5. Flare lines – from degasser to flare pit (min. 100m).

11.6. Any CONTRACTOR equipment purchased or rented to replace any ATTACHMENT - 2 Inventory items, due to reasons of non-certification or non-compliance with requirements of this agreements.

All other activities not specifically mentioned above and those which do not fall under “COMPANY obligation” in EXHIBIT B.10 and Para 1.2 Below, shall be considered as part of CONTRACTOR ’s scope of work.

COMPANY SCOPE 1.2

THE AGREEMENT AREA & FACILITIES

1. AGREEMENT Areas

1.1. Access Roads, drill site preparation, (drill site and camp site), construction of cellar, waste pit and water pit and reinstatement there of; fences and maintenance of the worksite.

1.2. Installation of conductor pipe.

1.3. Well Position Survey

2. THIRD PARTY SERVICES

2.1. Third party equipment and services required by COMPANY but not designated in this

agreement.

3. MATERIALS, EQUIPMENT & SUPPLIES

3.1.

Supply of all casing, tubing and other accessories to the CONTRACTOR at the prospective well sites as free issue materials. COMPANY shall collect the left over-materials back and will transport the same back to the COMPANY yard.

4. FUEL SUPPLY

4.1. Fuel required for the drilling rig and its associated equipment, Camp Facilities, third-party equipment as well as the fuel required for running the water pumps at the drill site shall be supplied by COMPANY.

5. DRILLING RIG CAMP

5.1. NONE

6. DRILLING CONSUMABLES & OTHER WELL EQUIPMENT

6.1. NONE

7. MISCELLANEOUS

7.1. NONE


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ATTACHMENT-2 DRILLING RIG Minimum Specifications

Drill String(s) 5” 19.5 ppf, 3½” 15.5 ppf S-135/G-105 Grade

Mast, Crown & Hoisting Equipment Sized to provide 1,000,000 lbs. (454 t) hook load

Mast (racking) 5000m 4500 meters

400,000 lbs. (182 t) 600,000

Draw-works Input Power 1200HP OR 1500HP

Rotary Table (Opening) (Hanging Capacity)

37½” 27-1/2” minimum, 37-1/2” preferred

1,000,000 lbs (454 t) 750,000

TDS

Varco TDS-11 (or equivalent): Hook load: 750,000 lbs. (454 t); Torque: 37,500 ft.lbs (51,000 Nm)

Automatic Driller & Soft torque

Wire line logging on drill pipe & severance runs

Iron Rough Neck Max breakout – 100,000 ft.lbs (136,000 Nm)

Total Mud Pump Input Power 3 x 1300 HP (1200 kW)

Total Rig Input Power 4 x 1500 HP (1150 kW)

Substructure (csg weight + set-back)

1,350,000 lbs (635 t)

Well Control

Double Ram + Annular 2000 psi (138 bar) 21-1/4”

Single + Double Ram 10,000 psi (690 bar) 13-5/8”

Annular 5000 psi (345 bar) 13-5/8”

Trip Tank & Stripping Tank 12.6 bbl (2.0 m3) & 3.0 bbl. (0.5 m3)

Mud System (Active System) (Reserve System)

1000 bbl (160 m3)

1500 bbl (240 m3)

Solids Control Equipment 3 x NOV VSM 300 (shakers or equivalent)

De-sander & De-silter (capacity 1200 gal/min each)

Standpipe Pressure Rating 5000 psi (345 bar)


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ATTACHMENT – 3 DRILLING RIG ACCEPTANCE CHECKS

1 INTRODUCTION

Prior to the mobilisation, COMPANY requires CONTRACTOR demonstrate that the 1.1drilling rig is fully capable to efficiently conduct operations to its maximum specifications as specified in this agreement. CONTRACTOR shall verify:

Conformity of the drilling rig to the specifications contained in this agreement;

Condition and functioning of the drilling rig;

Safety Environment Social Responsibility (SESR) performance management;

Validity of written operational procedures;

Competency of CONTRACTOR personnel.

Prior to the mobilization to meet the requirements of Para 1.1 above, COMPANY shall 1.2perform, or have performed by specialist CONTRACTOR s, audits of specific elements of the drilling rig. These shall be as a minimum,

Audit Suggested Provider

Rig condition survey, to include;

Documentation and systems

Rig Equipment

Dropped Objects

Maintenance system and spares

DP system (when present)

THIRD PARTY

BOP and Controls systems THIRD PARTY

Lifting and handling including lifting equipment certification and register

THIRD PARTY

Electrical (and software systems where required) THIRD PARTY

Rig Fluid Containment COMPANY or THIRD PARTY

Competency including Well Control COMPANY

Waste management COMPANY or THIRD PARTY

HSE and Management Systems including corrective actions

COMPANY or THIRD PARTY

Camp shall be audited prior to any initial mobilization taking place at start of AGREEMENT

COMPANY or THIRD PARTY

Helideck and Refueling System (where present) THIRD PARTY

Health & Hygiene COMPANY or THIRD PARTY

CONTRACTOR shall take every step to accommodate the above auditors and respect the findings of any audit performed by COMPANY or on COMPANY’s behalf.


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Prior to undertaking the acceptance checks set out herein, CONTRACTOR will provide to 1.3COMPANY:

Drilling rig’s operating manual;

CONTRACTOR’s safety management system;

Classification, registry, and load-line certificates;

Certificate of Fitness (if applicable);

Last regular visits reports (annual, periodical, special);

Copy of any audits carried out in last 24 months;

Copy of outstanding corrective actions;

Competency assurance programme;

Copy of verification scheme.

COMPANY may elect to check the validity of the above documents; however, COMPANY’s checking and acceptance thereof shall not be construed as verification that the drilling rig is fit for purpose.

In addition, CONTRACTOR shall provide all necessary personnel to afford access to machinery and equipment by removal of hatches and covers as necessary and shall provide any consumable goods required for the acceptance checks, including without limitation fuel, drilling fluid and mud chemicals, cement and fresh water.

Any operational or safety critical items that are punch-listed during the acceptance checks 1.4shall be rectified by CONTRACTOR prior to the mobilization, or otherwise as agreed with COMPANY representative.

The acceptance checks shall generally be performed prior to the mobilization but 1.5CONTRACTOR shall have the opportunity to carry out final commissioning of rig systems during the initial mobilization period prior to spud of the first well as agreed between companies and Drilling CONTRACTOR.

Punch list categorisation for the drilling rig shall be based on industry guidelines and in 1.6accordance with the following (COMPANY shall be the process owner with COMPANY approval required prior to any items being closed out):

1.6.1 Category A

Items which must be cleared prior to completion of commissioning at CONTRACTOR s base facilities and the mobilization.

Commissioning in this context is defined as; “The operational testing, under real or simulated conditions, of assemblies, sub-systems or systems to ensure that they meet all rules, regulations, codes and standards, fulfil their intended duty and are ready for operation as provided for in this agreement and its ATTACHMENTs.”

1.6.2 Category B

Items which do not materially affect the ability to complete commissioning but must be cleared prior to the mobilization to ensure that the drilling rig:


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(1) has completed its construction and/or conversion including but not limited to the overhaul and reconditioning of the drilling rig’s machinery and systems including all upgrades and modifications to such machinery and systems;

(2) has successfully completed and passed all required regulatory inspections and certifications;

(3) has successfully completed and passed acceptance tests on all drilling rig related machinery, equipment and systems, so as to comply with the requirements and specifications for the drilling rig as provided for in this agreement and its ATTACHMENTs.

Category C

Minor non-compliant items which may be completed within thirty (30) days of the mobilization provided that any such non-compliance:

(1) does not materially adversely affect the safety and operation of the drilling rig;

(2) are reasonably capable of remedy no later than thirty (30) after the mobilization;

(3) the drilling rig has successfully completed and passed all required regulatory inspections and certifications and all Category B items have been satisfactorily closed out.

COMPANY may at its cost arrange for a specialist COMPANY to participate in the 1.7acceptance testing for and on behalf of COMPANY and to carry out a compliance survey on behalf of COMPANY.

2 ONSHORE DRILLING RIG

General 2.1

2.1.1 Safety of all personnel is COMPANY’s chief goal in the conduct of all operations. In the effort to achieve zero accidents and environmental incidents, all CONTRACTOR s personnel shall actively and continuously be alert to potential hazards and shall immediately report to CONTRACTOR representative, or a duly authorised delegate or alternate, any such hazards. CONTRACTOR personnel have the right to intervene and STOP the job in the event of observing an unsafe operation or unsafe equipment; it is also their Duty-Of-Care at the workplace.

2.1.2 During the acceptance checks, CONTRACTOR shall:

Visually inspect railings, ladders, cages and gratings;

Check that machinery is properly guarded and certified as necessary;

Ensure that lighting is adequate and properly protected;

Visually inspect electrical cables and trays and ensure that equipment is correctly earthed.


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Power Plant 2.2

Visually inspect and verify all certificates are in order. Verify functionality of the Power Plant as per operating specifications under load conditions, monitor cooling, lubrication and load distribution.

Activate the ventilation inlet closure devices, the remote fuel-feed cut out, motor stops and emergency shut-downs.

Rig Structure and Hoisting Equipment 2.3

CONTRACTOR shall be a member and actively practice DROPS at the drilling site.

CONTRACTOR shall conduct a full DROPS survey on the rig structure and hoisting equipment and provide a full report to the COMPANY.

2.3.1 Substructure

Full visual inspection of the substructure with the specific aim of prevention of a)dropped objects. Inspection of bracing, guide rails, bolts, staircases, ladders, platforms, etc.);

Verify that the safety cables (secondary retention devices) are attached to the b)equipment in the substructure.

2.3.2 Derrick

Full visual inspection (bracing, guide rails, bolts, ladders, platforms, etc) and a)condition of the racking platform and casing stabbing board (if applicable). Full inspection of derrick area with a specific aim of prevention of dropped objects;

Verify that the safety cables (secondary retention devices) are attached to the b)equipment inside the derrick especially on the racking platform fingers;

Test the derrick-man escape device (if installed) and verify the derrick man safety c)harness;

Check verticality of derrick/top-drive – rotary table alignment. d)

2.3.3 Draw-works

Visual inspection of the brake drum disks and the control linkage. If the last a)magnetic particle inspection (MPI) report is not available or is considered out of date, re-inspection of these elements should be carried out;

Visually inspect and verify all certificates are in order. Verify functionality of the b)draw-works as per operating specifications under load conditions, monitor cooling and lubrication;

In the event that is not possible to carry out a load test, it is sufficient to verify that c)the draw-works brake, auxiliary brake and catheads function correctly;

Verify that the draw-works emergency braking device (Crown-o-matic) functions d)correctly when raising the travelling block;

Verify that any other Derrick anti-collision sensors function correctly (installed on e)pipe handler, casing stabbing arm etc.);

Drilling line: request the manufacturer certificate and check that the length of the f)drilling line remaining on the reel is compatible with the duration of the operations.


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Verify the installation, drum; dead line anchor, number of lines and the compatibility of the cable and dead-line anchor (reject any plasticized cable).

Verify Ton Mile calculation and slip & cut programme. Audit rig operations to ensure g)the CONTRACTOR policy and procedures are being complied with.

Verify that all spark arrestors are installed (if required). h)

2.3.4 Auxiliary Brake

Visually inspect the unit and hydraulic or electrical circuits then check efficiency by lowering travelling block (no load).

2.3.5 Crown Block

Visually inspect sheaves and calibration and verify date of last check made on sheaves bearing. Verify MPI of the crown block.

2.3.6 Travelling Block

Visually inspect sheaves and calibration and verify date of last check made on a)sheaves bearing. Verify MPI of the travelling block.

Verify MPI of the hook and link ears and check rotation, locking mechanism and b)closing devices;

Elevator links: visual inspection and MPI. c)

Top Drive System 2.4

Visually inspect and verify all certificates are in order. Verify functionality of the TDS as per operating specifications under load conditions, monitor cooling, lubrication, valve operation and pressure test.

Verify the functionality and calibration of all TDS indicators in the drillers cabin; a) Verify MPI of the hook and link ears and check rotation, locking mechanism and b)

closing devices; Elevator links: visual inspection and MPI; c) Verify and inspect IBOP’s and pressure test; d) Verify soft torque (if installed) system functionality under operating conditions. e)

Rotary Table 2.5

Visually inspect and verify all certificates are in order. Verify functionality of the rotary table as per operating specifications under load conditions if possible.

Verify the functionality and calibration of all rotary table indicators in the drillers a)cabin;

Run at various RPM for >15min and check cooling and lubrication system. b)

Rig Floor Equipment 2.6

2.6.1 Air winches


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All cables shall be in serviceable condition and all slings shall be new. Tuggers should be fitted with spooling handles, guards, and fitted with swivels.

2.6.2 Man-riding winches

There must be a designated/purpose built man riding winch, certification and functionality of equipment to be verified.

2.6.3 Handling Equipment

Functionally test the hydraulic and mechanical equipment.

Bulk Storage (if applicable) 2.7

Check that the air circuits are fitted with pressure gauges and pressure relief valves. a)Maximum pressure is limited to 275 KPa/40 psi. or standard rig operating pressure.

Check that there is an air dryer and it is fully functional. b) Verify the condition of the load indicators. c) Check the cement and barite/bentonite circuits are independent and that a d)

temporary interconnection is possible.

Mud Build and Storage 2.8

2.8.1 Active, Reserve and Premix Tank

Check the conformity of the system with the drawings supplied by CONTRACTOR , and ensure that the system is in working order.

2.8.2 Trip Tank

Calibration check when running specified drill pipe. Verify the calibration of level indicators and pit level and flow warning systems.

2.8.3 Oil Based Mud Installation (if applicable)

Check that the system is complete: cuttings collector, cleaning system and area is zero discharge.

High Pressure Mud Pumps and Circuits 2.9

Visually inspect and verify all certificates are in order. Verify functionality of the Mud Pumps as per operating specifications under load conditions, monitor cooling, lubrication and pressure test.

Visually inspect and verify functionality of all charge and transfer pumps as per operating specifications under load conditions, monitor cooling, lubrication and pressure test.

Pressure test piping, standpipe, swivel, kelly cocks, choke manifold, cementing lines, kill and choke lines. Each section of the piping network shall be tested at low pressure and working pressure.


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Well Control Equipment 2.10

2.10.1 Choke Manifold

Ensure manifold inspection certification is verified and pressure tested at low a)pressure and working pressure.

Its working pressure must be equal to the Blow-Out Preventer pressure rating and b)be equipped with outlets to:

o Flare pits o Shale-shakers o Mud Gas Separator.

Ensure that the manifold is equipped with pressure gauges for drill-pipe and c)annulus pressure readings and that they are in direct view of the choke operator. It must be possible to work on a choke while the manifold is under pressure (isolating valves).

Hydraulically operated choke: carry out a functional test and verify certification. d)

2.10.2 Well Control and Blowout Preventer System

A detailed test procedure shall be established with CONTRACTOR and will take into consideration the equipment, installation and Well scopes. All equipment certifications will be verified as in order.

2.10.3 CONTRACTOR shall provide one small volume Pressure Testing Pump, rated to 10,000psi, complete with chart recorder, charts and spare pens and shall be available for BOP and general pressure testing and formation testing.

2.10.4 Blow Out Preventers.

Check: a)

o Ram packers and seals; o Spherical rubber packing units; o Pressure retaining surfaces; o Rams positions; o Shear rams type and boosters

Pressure Test to full working pressure - as per ATTACHMENT -4 Well Control b)Equipment Acceptance Criteria.

Pressure tests will be considered satisfactory, if the pressure stabilizes at not less than 95 % of the test pressure and remains at this pressure for 10 min. All recordings shall be kept.


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Dimensional Checks c)

All BOP and ram cavities will be callipered for wear & recorded.

2.10.5 Control Unit

Bleed off the accumulators and check the pre-charge pressure. a)

Start up the pumps, the time required to recharge the accumulators must be less than 15 minutes

With the accumulator’s pressure charged, to 3000 psi, establish the normal control b)manifold pressure.

Test all functions, one after another, from rig floor and remote control panels (closing and opening rams, bag type, valves). Note the closing time, which must be less than:

o 45s for ram preventers, o 60s for annular preventers.

At the end of these tests, the pressure in the accumulators must be at least equal to the pre-charge pressure + 200 psi/1.4 MPa.

The pressure required to shear drill-pipe (all grades as per equipment list) shall be c)obtained within 2 minutes. Ensure that the installation is suitable.

To pressure test the shear rams operating lines, disconnect, same from the BOP, d)seal off end of lines and pressure up to 3000 psi.

Shear ram provided shall be able to shear all drill pipe in use on the drilling rig either e)provided by the CONTRACTOR or COMPANY. Shearing capability must be demonstrated either through manufacturing documentation or an actual shear test on CONTRACTOR s account. In addition the BOP’s original certification shall include practical shear test results on drill pipe (equal to or greater than drill pipe this current contract) at time of manufacture.

2.10.6 Diverter

Visually check, the maintenance and general condition of: a)

o Diverter (state of rubbers) and control panels, o Valves (type, diameter, actuators), o Connection between diverter and flow-line, o Overboard lines 12", absence of potential plugging zones, large radius curves

to prevent wash out.

Function test: b)

o Circulate water through the lines, to clean out same;


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o Open and close diverter and valves from the different panels. Ensure that the valves close completely;

o Check that one overboard line opens when the diverter is actuated to the close position;

o Check valve sequencing.

2.10.7 Mud Gas Separator System

Full inspection of the MGS system in compliance with the following: a)

o There must be an injection point downstream of the choke to allow the use of glycol to inhibit hydrate formation

o There are to be no valves, pipe expansion or constrictions within 3m (10ft) of the inlet nozzle

o If a bend is required in the feed pipe it shall be long sweep and in a vertical plane through the axis of the feed nozzle

o The pipe reducer of the gas outlet line should be no nearer to the top of the vessel than 0.6m (2ft)

o The gas outlet line shall be a minimum of 200mm (8") diameter. If the vent exists more than 40m (130ft) from the vessel this vent line diameter should be increased to ensure that the back pressure in the vent line does not exceed 15kPa (2psi), at a gas flow rate of 7.0 MMSCFD.

o No reduction in any vessel dimension is permitted o Internal mist mats are not permitted due to their unsuitability for the rugged

service o The mud-gas separator shall have one or more vent lines leading a safe

distance downwind from the well, and/or to the top of the derrick. Low places in the vent lines should be avoided to prevent accumulation of liquids

o Never connect the choke manifold and/or mud-gas separator discharge lines directly to the vacuum degasser (always have an open pipe)

o The mud-gas separator shall not be operated above its manufacturers design limitations as calculated. Operating outside of this envelope will give poor mud/gas separation and the possibility of gas blow through. An additional unit with dedicated vent line shall be installed when the mud-gas separator capacity is insufficient for the well to be drilled

o There must always be provision to divert flow from the choke manifold direct to the flare pit / overboard

Provide documentation on the last overhaul/inspection of the system. In the event of b)any concern or uncertainty, perform full inspection as per “a)” above.

The operating envelope of the MGS (mud circulating rate against choke pressure) c)shall be available at the drilling rig. A MGS working pressure gauge (of suitable pressure range) shall be visible at the drillers unit. In addition the below capacity and ratings shall be provided by the CONTRACTOR.

o Separation Capacity o Blow Down Capacity o Gas Handling Capacity


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o Flow Rate & Kill Rate o Design Temperature o (Vessel) Pressure Rating

CONTRACTOR may be required to supply a dispersion calculation in order to d)confirm location of the MGS and vent line are suitable for the drilling location and venting proximity to zoned equipment.

Instrumentation 2.11

2.11.1 In addition to the recordings obtained out during the previous tests, a certificate issued by an independent instrument control organization shall be furnished by CONTRACTOR.

2.11.2 No exemption will be allowed for weight indicator, tank level and gas sensors.

2.11.3 During the previous tests, the recorders, and the alarms (functions and levels) will have been tested.

Ancillary equipment 2.12

2.12.1 Safety at work stations, Verify condition of railings, ladders, chains, gratings and walkways.

2.12.2 Lights and signals. The installation is controlled by the classification society. Check conformity to local regulations. Verify at night that all the lights are operative and that beacons are working efficiently.

Steam, compressed air, drinking water. Verify conformity with the equipment list in 2.13ATTACHMENT - 2 - Drilling rig specifications. Check condition of equipment.

Handling & hoisting equipment 2.14

2.14.1 Verify the certification issued by an independent inspection organization (ABS, BV, DNV, APAVE, CEP etc). Verify the date of the last load tests and inspections, particularly the NDT's on load bearing structures.

2.14.2 Visual inspection of material (cables, structures, equipment). Each appliance must show clearly its maximal load rating.

2.14.3 Test, without any load, the different motions and safety devices (dead-man, rotation, boom, block stop, etc.).The number of turns of cable remaining on the drum when the hook is in its lowest position shall not be less than 3.

2.14.4 All the cables and slings must be certified, colour coded and in perfect working conditions. Slings older than 2 years shall not be used.

2.14.5 Welding & cutting, Verify that a hot-work permit procedure is in place and enforced.

3 SAFETY EQUIPMENT


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General. CONTRACTOR shall provide a Safety, Fire Fighting and Rescue Plan for the 3.1drilling rig for each location, showing the hazardous area zones, muster points, safety and firefighting equipment and any other relevant safety related information.

Emergency generator 3.2

3.2.1 Check that the emergency generator starts up automatically if the main power plant fails and is able to supply for 18 hours (reservoir capacity) the following services:

emergency lighting over the whole drilling rig

lights and sound signals and beacons

communications (radio and internal systems)

fire and gas detection and their alarm systems

BOP command panels (if electrical)

3.2.2 Simulate a failure of main power plant and verify that the emergency generator starts up within 45 seconds; emergency lighting is adequate to enable the personnel to move around and make their way to muster stations.

Fire detection and protection. Check that fire control plans are permanently EXHIBITed at 3.3various locations in the office/living quarters.

3.3.1 Detection. Spot check a detector with a smoke generator. At the same occasion verify the functioning of:

Ventilation shut-down; a) Air intakes; b) Alarm buttons; c) Engine emergency shut-down. d)

3.3.2 Portable equipment. Check the accessibility of fire extinguishers. One of the portable fire extinguishers intended for use in any space shall be stowed near the entrance to that space. The date of the last annual inspection of the fire extinguishers shall be checked.

Gas Detection/Gas Detectors; Verify the location, the condition and the number of the 3.4sensors (at least four: return flow-line, rig floor, shale-shakers, mud pits). Test the detectors using CH4 and H2S cartridges. Verify alarm settings:

Inflammable gas: 25 % and 75 % of L.E.L. H2S: 5 and 10 ppm. Only the upper limit shall 3.5activate the general alarm. At lower level, audible and visual alarms will be activated locally and in the control room without being able to be cancelled.

3.5.1 Gas Protection

Verify the breathing apparatus and personal protective equipment and their a)distribution. Review the layout of equipment safety equipment.

If H2S is expected: b)

Hazardous Areas/Reminder: Definition of Hazardous Areas: 3.6


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3.6.1 Verify that: The plans of the hazardous areas have, if necessary, been certified by a classification society.

Limits of the hazardous areas are indicated with signs.

Ventilation must be adequate to maintain continuous evacuation of gas and vapours to the outside.

All electrical material installed in hazardous areas are explosion proof (material marked "EEX"), or pressurized.

Combustion engines must be fitted with automatic stops in case of over speed, acting on the fuel delivery, and on the air intake. The exhaust system is fitted with spark arrestors.

4 COMMUNICATIONS EQUIPMENT

External Communications 4.1

4.1.1 The drilling rig must be equipped for permanent communication with the operations base. If the installation is not inspected annually then it will be verified by a qualified person. Communication antennas should not be located in hazardous areas. Accumulator battery independent and under continuous charge should be available.

Internal Communications 4.2

4.2.1 The following stations shall have intercommunication possibilities:

Tool pushers' office;

COMPANY man's office;

Driller shelter;

Engines room;

Power control unit:

Mud pumps;

Mud pits;

Cementing unit (or portable device);

Mud man laboratory;

Mud loggers cabin;

Mess/break rooms;

MWD/DD cabin.

4.2.2 Test the general paging system.

4.2.3 Note that Walkie-talkies shall be supplied to COMPANY for the duration of the acceptance checks.


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ATTACHMENT – 4 WELL CONTROL EQUIPMENT ACCEPTANCE CRITERIA

1 PREPARATION

Prior to the mobilization but when the drilling rig is in the agreement area, CONTRACTOR, at CONTRACTOR s cost, will arrange for an audit of CONTRACTOR s BOP by a specialist BOP audit/inspection COMPANY. CONTRACTOR shall give COMPANY not less than seven (7) days advance notice of the date and time of the audit and COMPANY shall have the right to witness such audit. In order to ensure an efficient and effective audit, prior to the previously notified date and time for the audit CONTRACTOR at CONTRACTOR’s cost, shall:

Ensure the controls and pressure gauges are in proper working order. As per API 1.1Specification.

Have available fully detailed drawings of the BOP and BOP control system on the drilling 1.2rig this shall also include the diverter, and diverter controls system. Also details of any changes or modifications to any of these systems.

Have all doors on the BOP open to prepare for inspection of the rams, ram cavities and 1.3bonnets.

Have available a certified and calibrated chart recorder and gauges, also a suitable test 1.4hose long enough to reach all areas of the BOP and the various cross-over fittings to allow connection to the operator ports. The chart recorders should be capable of recording (operator tests) 250, 1,500 and 3,000 psi and (Well bore tests) 250 psi to maximum rated working pressure.

Have available all inspection records for the BOP. 1.5

2 AUDIT

The audit will be carried out by a specialist audit/inspection COMPANY according to their highest standard of well control safety. CONTRACTOR shall remedy any defects identified by the audit at its own cost.

3 BOP TEST

As soon as practicable after completion of the audit, and in the presence of the specialist audit/inspection COMPANY and COMPANY’s witness, CONTRACTOR shall test the BOP in accordance with the Original Equipment Manufacturers’ specifications and any relevant API safety standards and instructions to full working pressure.

4 ACCEPTANCE

The BOP shall not be deemed to be acceptable until audit compliance and test have been completed to COMPANY’s satisfaction.


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5 COMPLIANCE

The CONTRACTOR s drilling rig bops design and performance of well control equipment, 5.1including the maintenance, testing and operational requirements shall conform to:

API RP 53: Blowout Prevention Equipment Systems for Drilling Operations. (This shall include auxiliary Well control equipment);

API Spec 16A/ISO 13533:2001: Specification for Drill-through Equipment;

API Spec 16D: Control Systems for Drilling Well Control Equipment and Control Systems for Divertor Equipment;

API Spec 16C: Choke and Kill Systems;

API RP 59: Recommended Practice for Well Control Operations;

API RP 64: Diverter Systems Equipment and Operations;

API Spec 6A/ISO10423:2003: Specification for Wellheads and Christmas Tree Equipment.

The BOP shall conform to COMPANY well design and operations management policy T-5.2WEL-POL-0002.

CONTRACTOR shall provide COMPANY representative with Certificates of Conformity 5.3from the Original Equipment Manufacturer (OEM), or from an OEM APPROVED/licensed repair shop. Work shall be verified by a recognised independent certifying authority (e.g. DnV, BV, ABS, Lloyds), any intended deviation from the OEM’s full working class certification shall be brought to the attention of the COMPANY representative. The maximum interval between such overhauls shall be 5-years.

Pressure control equipment to be used in sour gas environment shall comply with the 5.4NACE MR0175.


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ATTACHMENT – 5 DOWN-HOLE TOOL INSPECTION REQUIREMENTS

1 GENERAL

New equipment shall be manufactured and inspected to API Specs. Inspection of drill 1.1string components will be to DS-1 Category 5 standard.

Drill pipe shall be hard faced with wear resistant alloy material, preferably applied 3/32” 1.2proud of the tool joint surface

BHA components must not be strapped or welded. 1.3

2 PRE-SPUD INSPECTIONS

Prior to the mobilization, CONTRACTOR shall furnish COMPANY with records showing 2.1the history of the drill pipe and other drill string components intended for use in connection with the agreement by CONTRACTOR , including details of age, number of premium joints remaining out of the original drill pipe string, total footage drilled, total time stored, exposure to hydrogen sulphide (H2S) or carbon dioxide (CO2), jarring, or acidizing. The records shall also include a summary of number and depth of Wells drilled, any twist-offs or washouts experienced in Wells drilled with the string, and of directional Wells drilled with the string, including details of Well inclinations and maximum dog-leg severity encountered.

Prior to the mobilization, all drill pipe, drill collars, drill stem stubs, tool joints, heavy wall 2.2drill pipe, stabilisers, hole openers, under-reamers, drilling jars, roller reamers, and other down hole tools furnished by CONTRACTOR shall be inspected, at CONTRACTOR s cost, by an approved inspection COMPANY to Standard DS-1 Category 5. CONTRACTOR shall supply COMPANY with a copy of the inspection report.

COMPANY shall be entitled to have a COMPANY representative present during any drill 2.3string component inspection.

The drill string components shall not be deemed to be acceptable until the quantities of 2.4components identified in this ATTACHMENT 1 have been inspected and/or re-inspected and confirmed to be in satisfactory order, by the approved inspection COMPANY.

Drill pipe shall be inspected prior to spud of the first Well in a campaign and thereafter at 2.5a frequency not more than:

Every four (4) Wells;

Every 9,000m drilled;

After drilling a Well with a measured depth greater than 6,000m;

Every 1500 rotating hours;

Annually;

Whichever is the sooner?

BHA components (HWDP, drill collars, drilling tools, subs, etc) shall be inspected prior to 2.6mobilization and thereafter at a frequency of not more than:

Every 400 rotating hours;


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Every six (6) months;

Whichever is sooner?

3 INSPECTIONS DURING DRILLING

CONTRACTOR shall carry out further inspections of drill string as follows: 3.1

3.1.1 Visual inspection by personnel of CONTRACTOR

During every trip out of hole following any extensive or heavy jarring, significant over-pull of pipe, or after any failure, including without limitation: twist-off, parted pipe, wash-out leak, visible cracks, connection failure, or any other catastrophic failure.

3.1.2 Onsite full NDT inspection by a reputable, third party, specialist Inspection COMPANY

All drill string components used in drilling after any two drill string failures since last a)full NDT inspection, including without limitation: twist-off, parted pipe, wash-out leak, visible cracks or connection failure, or any other catastrophic failure.

Where practical, such full NDT inspections should be planned to be conducted b)during periods of inter-well rig moves or well testing with no incremental rig time required.

If such inspections must be performed during operations on a well, then standby c)with full crew rate shall apply for the time required to lay down pipe, inspect pipe, and pick up pipe.

The cost of the third party inspection COMPANY for above inspections shall be for d)the account of Drilling CONTRACTOR.

Other than the above inspections, for any additional inspections requested by 3.2COMPANY, the cost of the third party inspection COMPANY will be at sole cost of COMPANY except in event that greater than 5% of inspected items are defective, in which case, inspection cost will be shared equally by CONTRACTOR and COMPANY.

Except as otherwise directed by the COMPANY, all such NDT inspections shall include 3.3but not be limited to the following tests:

Full-length magnetic particle inspection;

Ultrasonic inspection;

Inside and outside optical inspection;

Gauging of the outside diameter and wall thickness; and

Tool joint threads and general inspection.

The result of all inspections shall be made available to COMPANY. 3.4

4 LABORATORY ANALYSIS & INSPECTION:

Any laboratory metallurgy analysis and testing following repeated drill string failures, including chemical analysis, steel crystalline analysis, steel yield strength testing, may either be organised by and at sole cost of CONTRACTOR or organised by COMPANY and back-charged to CONTRACTOR if results show the tested component to be non-


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compliant with Original Equipment Manufacturer specifications or non-compliant with API specifications or recommended practices.


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ATTACHMENT – 6 CONTRACTOR PERSONNEL

1 DRILLING PERSONNEL

CONTRACTOR, shall as a minimum, provide drilling personnel on the drilling rig.

Drilling rig management personnel crew changes shall be staggered to provide continuity 1.1throughout the contract duration of the agreement.

Resumes of proposed personnel are to be supplied and approved by COMPANY at least 1.2sixty (60) days prior to the mobilization. As a minimum, the resumes must contain the following information:

Length of time with CONTRACTOR; a) Time in proposed position; b) Time spent working together as a crew. c)

2 TRAINING AND CERTIFICATION REQUIREMENTS

All drilling operations shall be undertaken in accordance with the safety training standards 2.1normally observed by CONTRACTOR for drilling personnel and its 3rd party CONTRACTOR s. In cases where the statutory training requirements of any country exceed those of CONTRACTOR compliance with that country's training requirements shall be met. COMPANY’s minimum training requirements for CONTRACTOR ’s personnel are set out in Article 3 below:

If the COMPANY thinks that all CONTRACTOR s personnel need to be further trained, 2.2COMPANY has the right to request the required training at the sole cost of CONTRACTOR.

3 TRAINING, LICENCES AND CERTIFICATIONS

Well control certifications 3.1

All drilling superintendents, toolpushers, drillers and assistant drillers shall maintain current Well control certificates commensurate with their job title and type of BOP system on the rig.

Crane operator certification (when a crane is to be provided under the contract) 3.2

Only CONTRACTOR s approved and certified crane operators shall be allowed to operate the crane. The names of designated crane operators for all drilling rigs shall be stated in writing and posted on the drilling rig notice board.

Hazardous materials communication (Hazcom) 3.3

CONTRACTOR’S shall have a written Hazcom programme in place, establishing the policies and procedures to be followed when using hazardous materials. The programme


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shall also require mandatory Hazcom training for all relevant CONTRACTOR s personnel at no cost to COMPANY.

First Aid/CPR 3.4

DRILIING CONTRACTOR shall ensure that at least four drilling personnel on each tour are certified in first aid and CPR.

Firefighting Training

All CONTRACTOR personnel shall have been trained, tested and certified by CONTRACTOR in basic fire-fighting with the use of all types of hand-held firefighting apparatus and their relevant applications. There shall be at least two drilling personnel on tour at all times who have been trained and independently certified as proficient in advanced fire-fighting for the type of drilling operation being conducted. Such advanced training shall be performed by a fire-fighting school approved by the UK Health and Safety Executive or other equivalent institution approved by a governing body.

Safety Induction training 3.5

DRILIING CONTRACTOR shall designate one or more persons on location as qualified to conduct the safety orientation programme for all newly arriving personnel. Topics to be covered during the orientation shall include but shall not be limited to the following:

CONTRACTOR s and COMPANY drug-free workplace policies; a) CONTRACTOR s and COMPANY policies regarding firearms, explosives and safe b)

conduct; Individual sign-in roster; c) Assignment of cabin and rules inside living quarters; d) Emergency signals, safe briefing areas, fire and evacuation emergency; e)

Tour of the facility to include: f)

o location of firefighting equipment and check each crew member’s understanding of the application of each type;

o location of emergency stations and safe briefing areas; o work spaces and various rig escape routes.

CONTRACTOR s and companiys smoking policies; g) Hazardous locations of possible gas accumulation; h)

All persons should be introduced to their immediate supervisors (where applicable), i)to the medic and CONTRACTOR s representative.

4 PERSONNEL HEALTH AND SAFETY

Personnel will normally work no more than twelve hours in any one period of 24-hours 4.1duration. Any period of work of more than twelve hours should be followed by a break for sleep of at least eight hours. Only in very exceptional circumstances should Personnel be asked to work beyond sixteen hours without a break for sleep, such rare occasions will be subject to the approval of the COMPANY site representative (Senior Drilling Supervisor at the rig site) and recorded by him, stating the justification for the extended work period.


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All CONTRACTOR s personnel who may operate well control equipment or supervise the 4.2drilling crew, must have a recognised and valid IWCF or IADC Well Control Certificate; copies of all valid certificates to be included in the tender submitted, and confirmed by resubmitting copies to COMPANY prior to mobilisation of drilling rig.

All critical personnel must be skilled in the English language to communicate adequately 4.3with COMPANY site representative, both verbally and in writing.

All critical personnel must have at least three years valid and appropriate experience in 4.4that function on drilling rigs of a similar type, size, and power as the drilling rig. If such personnel have less than three years’ experience in the position proposed on the drilling rig then CONTRACTOR must provide justification for such reduced experience (such as due to recent promotions).

5 PERSONNEL LIST

Tenderer shall submit following details along with the Unpriced Technical Bid:

SR No

Designation / Title Total Crew (Nos.)

Expat / Local Work Rotation in Weeks (On / Off)

Working Shift

Expat Local Day Night Relief

1 Supervision Staff

a) Rig Superintendent

b) Senior Tool Pusher

c) Night Pusher

d) Driller

e) Senior Electrician

f) Assistant Electrician

g) Senior Mechanic

h) HSE Supervisor

i) Others

2 Non-supervisory Staff

a) Night Electrician

b) Assistant Mechanic

c) Night Mechanic

d) Store Man

e) Radio Operator

f) Derrick Man

g) Floor Man

h) Roustabout

i) Labour / Mud Mixer

j) Welder

k) Forklift Operator

l) Motor Man

m) Others

3. Other Manpower

a) Sample Catcher

b) Driver

c) Camp Boss

d) Catering Personnel

e) Others

Total


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ATTACHMENT – 7 DETAILED TECHNICAL SPECIFICATIONS – COMPANY REQUIREMENT

The detailed technical specifications specify the COMPANY desired equipment. If the offered equipment are significantly different; the CONTRACTOR to clearly mention in his bid as per format given in Appendix 8 of Instructions to Tenderers.

SN. COMPANY’s MINIMUM REQUIREMENT

1. Rig:

A Mobile Drilling Rig with easy placement at the well location, equipped with single drum draw-works or

double drum draw-works with the provision for power system carrying the full load requirement and rotary

drive for drilling of the wells of depth up to a measured depth of 3500 meters is to be provided as per API

4E/4F.

1.01 Drilling Depth Capability:

Rig should be capable of drilling exploratory/development, deviated wells up to a depth of 3500 meters with

5" x 3-1/2” drill pipe and for workover operations including side-tracks and re-entry.

1.02 Mast:

Mast should be of minimum 750000 lbs capacity (with simultaneous 600,000 lb setback) having sufficient

clear height of minimum 147 ft to handle up to 3500 meter stands (triples) of 5" drill pipe with a provision for

stacking of 6 stands of 9-1/2” drill collars, 10 stands of 8” drill collars and 10 stands of 6 1/2"OD drill collars.

Mast should include:

1 an Air winch at racking platform level to aid the racking of drill collars up to 9½” complete with automatic brake & remote/foot operated panel

2 Wind wall or canvas around the racking platform to protect derrick man from tropical weather conditions. Equipped with handrails, kick boards

3 Adjustable casing stabbing board with capability to handle 9 -14 m long casing joints. Driven by hydraulic, air-powered, or explosion proof electric motor, safety stops incorporated

4 Fast line guide for drilling line

5 Dead line guide for drilling line

6 Ladders - to casing stabbing board also - with safety cages and rest platforms. Climbing safety device shall be available for derrick man and casing stabber

7 Three adjustable counterbalance systems: two for the rotary tongs and one for the inside BOP. Two extra pad-eyes: one for suspending the pipe spinning tong and one for the casing power tong

8 Three drill floor-mounted air winches. Each with minimum capacity of 10000 lbs, plus one certified man riding air winch. Both air winches shall be fitted with automatic disc brake. The maximum SWL of the winches must be stipulated on all the winches.

9 Man-riding belt or bosun’s chair for use with the man-riding winch. The winch should be fitted with non-rotating wire and spring loaded safety brake.

10 Air winches should be fitted with tail chains, bearing type barrel swivels and pin type shackles or hooks with safety latch. Consideration must be made for the down-rating effect of the use of bulldog clips. Rotating parts to be covered with safety cage. All pad eyes, snatch blocks and line used for air winches must exceed the maximum capacity of air winches. Allowance must be made for the force doubling effect on snatch blocks and pad eyes.

11 Inertia reel fall protection should be provided on the monkey board, the stabbing board and from at least two points in the sub base. The monkey board unit should be suspended from 3-4 meters immediately above the center of the board independently of the board.

12 The stabbing board should be fitted with a belly belt.


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13 A certified derrick man escapes line - Stop Chute system or equivalent. Preferably tandem escape device (Geronimo)

14 Hydraulic jacking system for mast aligning

a) One set of Crown Bumper Blocks.

b) One set of Travelling Block suspension line assembly for slipping wire line.

Bidder should submit all wind load design criteria for operating and erection as well as maximum dynamic

capacity per API 4F.

1.03 Mast Raising System:

Single two stage hydraulic cylinder telescopic system complete with automatic safety stop system to prevent

fall of top section stops to be operated on each leg. For erection, two multi-stage double acting hydraulic

cylinders with safety system of check valves to control descent of mast in event of hydraulic failures and

control over center travel. Multiple control valves, valves safety lock and hydraulic lines are to be provided

from control to cylinders. It should be complete with following:

Ladders from rig floor to racking platform and to Crown Block in one set complete with safety rails / a)

Surety climbing device with fall arrestor.

Skew pulleys at Crown Block for reeving of casing line on brake drum b)

Self-erecting, fixed / folding type racking platform, which is automatically positioned while raising the c)

upper section of mast

1.04 Sub-Structure :

Sub-structure should have minimum 24 ft clear working height below rotary beams to accommodate a 3 ram

plus annular 10k BOP stack with associated spools and other drilling equipment beneath the floor.

The substructure has a minimum casing capacity of 750,000 lbs and setback capacity of 600,000lbs.

The Drill floor area IS 22' x 40' (approximate) a)

Three (3) sets of stairs from working floor, two (2) to the ground and one (1) to the Mud Tank/trip tank, b)

landing complete with handrails.

V -door ramp and stairs to sub-structure floor with stair handrails c)

Two sets of tong back up posts to be provided for make up and break up tongs. vii) Rat hole & mouse d)

hole - one each designed with flip up hole covers.

Rotary support beams shall be designed for minimum 27 1/2" Rotary e)

Deadline Anchor support to be located on carrier at base of the mast / located on Sub structure as per f)

rig design. Deadline Anchor to be grooved for wire line and provision for tension type load sensater

complete with wire line snub.

One set of catwalk steel plate top with arrangement to block sliding of pipe at both ends. g)

Air winch / Hydraulic winch installed on Rig floor with air fitting, air filters, lubricators and wire line etc. h)

BOP trolley & hoist to be provided for safe handling of complete BOP stack. Trolley beams and hoisting i)

equipment to be certified. Trolley shall be fitted with proper size & range stump flange c/w ½” NPT test

port. Powered system is preferable.


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Adequate provisions to prevent spillage of drilling mud and other fluids from drill floor into the sub base j)

area.

Non slip matting covering those areas of the floor where personnel are required to stand when handling k)

pipe.

Driller’s doghouse with explosion proof air-condition system fits for weather conditions. l)

At least three independent set of stairs from the ground to the drill floor. Surface of steps to be m)

prepared to prevent slipping

Windwall around the drill floor and substructure to protect personnel from weather conditions n)

1.05 DRAW-WORKS:

Minimum 1,500 HP electric draw works capable of applying a single line pull to lift 80% of the mast static

capacity with 10 lines, driven by sufficient by two AC or DC electric motors intermittent power (e.g. 2 –

GE752) Each of the electric motors to have lockout switches to prevent accidental starting during repair and

maintenance. Air intakes for motors to be outside the wind walls and the Zone 2 area. All brake and clutch

linings to be asbestos free. Disk brakes preferred. Draw works c/w :

a) Air controlled make-up and break-out cat heads

b) Electric auxiliary brake

c) Crown block safety device (adjustable Crown-O-Matic type preferred)

d) Grooving on main drum for drilling line

e) Independent fresh water cooling system for draw works and electric brake. Brake cooling water supply to

be fitted with audio-visual pressure, flow and temperature alarms that can be seen and heard from the

Driller’s console

f) Means to engage low clutch in case air clutch bursts

g) Driller's position to have a protective cage providing protection from falling objects, make-up chain, sun

and rain. The cage should provide protection for instruments and SCR/AC controls, maintaining unrestricted

view of drill floor, V-door, monkey board and casing stabbing board

1.06 Hydraulic Cat-head:

Hydraulic Cat-head: Drillco Ezy-Torque or equivalent, complete with motor etc. (Alternately Hydraulic making

up and breaking out cylinders).

1.07 Controls:

Controls are to be located in Driller's console and to be installed at Derrick floor

1 Controls for raising and telescoping mast are to be located at rear of the carrier or control system for raising and telescoping mast by hydraulic unit.

2 Emergency shutdown control.

3 Air operated transmission shift control to be located in Driller's console.

4 Hydraulic tong control to be located in Driller's console / Tong itself.

5 Engine start and kill switches desirable.

6 Slush pumps and draw-works throttle

7 Controls are to be located in driller's console


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1.08 Crown-O-Matic :

Twin stop device should be installed with draw works.

1.09 Crown Block:

Static Hook Load Capacity matching the Mast. Capacity to be rated for static hookload capacity with 7-60"

sheaves grooved for drilling line.

Bumper block under crown block to be secured with safety line and net.

1.10 Swivel

One swivel as a back up to top drive with dead load capacity matching mast, 5000 psi WP, 7,500 psi TP,

c/w:

a) Welded gooseneck and wash pipe with minimum 3” ID

b) 6⅝" regular left hand pin connection

c) 2” access for wire line entry on top of gooseneck fitted with 2” Fig. 1502 union

1.11 Travelling Block and Hook:

One travelling block-hook combination, capacity matching mast with 6-60" sheaves grooved for drilling line,

c/w:

a) Spring assembly

b) Hook locking device

1.12 Elevator Links:

Suitable weld less elevator links having load minimum capacity of 500 tons

1.13 Drilling Line and Spool:

One drilling line 1⅜" – 1½” 6×19 extra improved plow steel with independent wire rope core of at least 2300

m length. Drilling line must be spooled on a power driven steel drum c/w: a) Cover for drum and chain. b)

Support frame for drum. Certified travelling block suspension system to be provided for cutting drilling line

1.14 Dead Line Anchor

One dead line anchor for drilling line c/w a weight sensor. The deadline anchor must be easily

accessible for slipping and cutting operations and equipped with drilling line brake

1.15 Rotary Table:

One rotary table with minimum opening of 27½”, 750,000 lbs. loads capacity, capable of handling 9½” drill

collars.. Driven independently from Draw works by an 752 HP DC or AC traction motor – air intakes from

outside Zone 2 - minimum three speed (2F×1R) gear box c/w air clutch facility complete with

a) Solid rotary master bushing

b) Split master bushings with full range of insert bowls to run 26", 17½”, 12¼”, 8½” and 6" bits, and 20”,

18⅝”, 13⅜", 9⅝", 7" casing and 5”, 4½” liner

1.16 TOP DRIVE:

One top drive drilling system (Varco TDS11 or equivalent), hoist capacity fit for static hook load capacity,

35,000-60,000 ft.lbs make-up & break out torque range max. Continuous speed minimum 130RPM of

37,500 ft.lbs and intermittent torque of 55,000 ft-lbs.


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Note: Bidder to submit Torque-RPM charts with the bid

Top Drive c/w:

a) Full range of jaws

b) Upper TDBOP with 10,000 psi WP hydraulic operated

c) Saver subs for 4 ½” IF & NC38 connections

d) Lower TDBOP with 10,000 psi WP

e) Elevator links for drilling & casing purposes (minimum of one set 3½” x 180”) with proper capacity for the

Top Drive

1.17 DOGHOUSE:

Dog house is to be mounted on three-runner skid. Dog house to include standard fittings and arrangements

for installation of drilling recorder other instrumentation and tool box. All air conditioning and appliances shall

be explosion proof.

1.18 Pipe Racks:

Set of pipe racks c/w catwalk and walkways with adequate capacity for 4,500 m of 53.5 lb/ft 9⅝" casing. Low

relief (less than 1.2m high). Catwalk and pipe rack c/w means to prevent tubular from rolling off. Air winch for

end of catwalk c/w wood lined pipe catcher across width of catwalk and 0.5 m high. Pipe racks to be

inspected by third party

Two pair of short pipe racks suitable for thread inspection or temporary storage of drill string elements

shorter than a joint of pipe (i.e. mud motors, drilling jars, etc.) c/w means to prevent tubular from rolling off.

1.19 Rig Service Air System The rig air system should have compressors c/w dryers of sufficient capacity to operate the 10,000 lbs rig floor air winches and the drill pipe spinner continuously, whilst maintaining 120 psi minimum for other controls. Bidder shall submit calculations. The rig air system has to be prepared for trouble-free operations under tropical weather conditions

1.20 Rig Power Plant All electrical equipment to be installed and operated in accordance with API RP 500 and relevant Tanzanian Safety Regulations

All electrical switches to be clearly labelled with functions at least in English and be appropriate for external use and in accordance with API RP-500 regulation and Tanzanian Safety Regulations and provided with lockout devices

Exhaust gas and noise emission of engines to be within the limitations allowed by the local environmental regulations or international standard. Emission/noise maps shall be submit with the bid

All engines to be fitted with radiators capable of operating continuously at ambient temperatures from 10 to 50 °C and equipped with sufficient noise insulation

All surface cables must be protected from UV light, oil and diesel, and be adequately supported by cable trays. All underground cables and piping to be protected by steel cowling

Complete power system comprising of diesel driven generator sets using a 4 bay SCR/AC system – or alternatively supplying DC and AC power directly. All engines to be fitted with clearly marked emergency shutdown switches. Power system c/w :

a) In the drilling mode sufficient AC/DC power must be available to control and power simultaneously two Mud Pumps and Top Drive both at full load and the Drawworks at half load. The bidder shall submit a calculation to prove the rig plant is suitable for the requirement mentioned earlier.

b) Sufficient AC/DC power has to be available to run all the AC/DC motors at full load and provide lighting at the same time, with 100% backup, simultaneously with the AC/DC power required at point a) above.

c) AC power for the rig camp to be furnished from MCC. Additional emergency generator for rig camp required


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d) Emergency shutdown switches for the complete power system (AC/DC) must be provided at the Driller's position and individual stops at generator. Diesel engines shall be fitted with air intake shut off valves, operated from Driller’s position, operating at total shutdown

e) Provision for voltage & frequency stabilized power supply for a mud logging unit & MWD unit with a typical power requirement of 480V/380V/220V × 3 phase 50Hz 15 kVA each

f) Diesel engine plant must be equipped with spark arrestors and mufflers and sufficient noise insulation

g) Provide additional power for driving centrifugal pumps, which might be used with an additional mud storage system, floc unit etc.

1.23 Emergency Power: Sufficient battery powered emergency lamps for strategic points such as muster points, SCR/AC control, Rig floor and offices to allow escape in the event of a total black out

Sufficient battery power to maintain radio and telephone communications for one hour in the event of a total power shutdown.

All battery powered torches / lamps to be explosion proof

CONTRACTOR to supply calculations demonstrating that power plant is suitable for maximum operating conditions as described above

The rig power plant has to be prepared for trouble-free operations under tropical weather conditions

1.24 Consumption meters Each AC/DC generator shall be fitted with a permanently installed kWh meter. The data shall be collected tourly and included on the daily reports together with the diesel consumption figures

Each main diesel engines shall be fitted with calibrated fuel consumption meter device with 0.1% measuring accuracy (litre division required)

1.25

Easy Torque System Independent Hydraulic Brake Out Make UpTorque System or Snatch Block

1.26

Soft Torque Rotary System Bentec Mark II active vibration dampening system that minimizes the torsion vibrations arriving up through the drill string during drilling installed on Top Drive

1.27

Soft Pump System To control the mud pumps & maintain continuous pump pressure & synchronize the mud pumps and minimize the pressure pulses

1.28

Rathole digger Suitable equipment to drill to accommodate kelly scabbard (e.g. mud motor, power sub)

2 High Pressure Mud System

All components of the high-pressure mud system must have a working pressure of at least 5,000 psi and a test pressure of 7,500 psi and be designed and constructed for this WP & TP. All connections must be welded lug wing unions. The 4” ID unions must be Fig. 1002/1003, all the smaller ones to be Fig. 1502 (preferably WECO, ANSON, FMC, SPM unions accepted by COMPANY

All HP pipework from mud pumps to swivel to have a minimum ID of 4"

The high pressure mud system has to be prepared for trouble-free operations under tropical weather conditions

2.1

Mud Pumps Two triplex and single action type pumps, each equipped with an independently driven 8×6×14 centrifugal charging pump. Each pump driven by two (minimum) 850 HP electric motors (AC motors or DC motors). Each of the electric motors to have lockout switches to prevent accidental starting during repair and maintenance. Air intakes for all motors to be outside the pump house. Minimum pump power rating 1300 HP, minimum output of 600 GPM each at 90% of maximum SPM. Closed loop cooling system for both pumps and power train. Pumps c/w:

a) Forged & cast steel fluid ends

b) Quick-change system for liners and pistons. Hoist for liner change

c) Quick-change valve covers

d) Cooling/lube system for liners and pistons

e) High-pressure pulsation dampener with sufficient spare bladder at the rig site

f) 3" Reset relief valve for each pump, upstream of discharge filter and the first valve, with discharge to active tank c/w flanged/welded connections only (Retsco type C or equivalent). Relief line to be self-draining away


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from valve.

g) Suction and discharge strainer for each pump c/w bleed off valves upstream of discharge strainer

h) Covers over piston pots

i) Full range of liners and pistons to operate at the optimum volume/pressure as required by the drilling program varying 1500 GPM@1500 psi to 450 GPM@ 3900 psi bar

2.2

Mud Pump Discharge Line Two 4" ID 5000 psi WP mud pump discharge lines with 4" 5000 psi gate valves (DEMCO/ANSON). All flexible hoses & connections to be equipped with minimum ⅝" snubbing lines and c/w integral couplings. Separate line from each mud pump to the H-manifold. Both mud pumps shall be capable to discharge on each discharge line from mud pumps

2.3

Standpipe Minimum one 4" ID standpipe (two preferred) with goosenecks connected to an H-type standpipe manifold. One of the standpipes to have a crossover to 2” Fig. 1502 for washdown hose. The rig floor manifold shall be providing with vibrator hoses, gooseneck and rotary hoses.

Instrumentation header to provide three (3) off-take points for sensors on each side of the H-manifold (preferably 2” Fig. 1502M crosses).

Standpipe manifold c/w:

a) Pressure gauges and sensors for instrumentation and recorders as per items 5.1, 5.2, 5.3 and 5.4.

b) 2” Kill line outlet

c) 2” Cellar jet outlet

d) Bleed-off line outlet toward mud tanks

e) Two 2" outlets complete with hammer lug wing union connections

Manifold to have an off-take point for a chicksan at drill floor level in addition to the kill line and cellar line. This should be on the opposite side of the H-manifold from the main kelly hose. In addition to the standard outlets(one for the pressure gauges and three for the pressure transmitters or sensors) two outlets shall be provided complete with isolation valves, to install pressure transmitters for Mud Logging Unit and M.W.D.

2.4

Rotary Hose Two 3½” ID 5,000 psi WP, 7,500 psi TP rotary hoses complete with minimum ⅝" snubbing lines

Two 2" ID, 5000 psi WP casing wash down hose 20 m long. The wash down hose should have suitable crossovers to allow it to be used from the spare standpipe connection.

All hoses shall be c/w integral connections, threaded connections not allowed

2.5

Chiksans and steel hoses: At least 60 ft. of 2" nominal, 10000 psi WP chicksan steel hoses consisting of 6 ft to 10 ft straight sections with welded ends only. At least 8 set FMC chicksan style 50 HPTL 2" nominal sweep swivels or equivalent. Straight and swivel sections to be fitted with Fig. 1502 hammer lug wing unions. Chicksans to meet NACE specifications (MR-01-75 sour service). All hoses to be marked with stainless steel bands with the test pressure and date of the test stamped in

A minimum of 4 pieces 2” plug valves suitable for 2” Fig. 1502 chicksan. The chicksans should be fitted with snubbing line loops to speed up the hook-up and tear down of chicksan runs.

A 2" LP reverse circulation return line from the drill floor to the shakers, fitted with Fig. 1502 connections

3" HP cement line from the ground to the drill floor with 6000 psi working pressure, fitted with welded 3” Fig. 1502 connections, fixed to the side of the V-door with easy access from rig floor during nipple up/tear down

Crossovers: - 2 1/16” API 10000 psi flange to Fig. 1502 FM union – 2 pcs - 3 1/8” API 10000 psi flange to Fig. 1502 FM union - 2 pcs - 2 1/16” API 5000 psi flange to Fig. 1502 FM union – 2 pcs - 3 1/8” API 5000 psi flange to Fig. 1502 FM union - 2 pc Crossovers to be welded or integral, threaded connections are not allowed.

2.6

Casing Fill-up system A 3" balanced, locomotive casing fill-up system, c/w strainer, connected to the low-pressure system, fed by Trip tank centrifugal pump and a 3" ball valve at the rig floor. Swage to be provided to 2” for filling smaller casing. Casing fill up system should be capable of pumping 1.6 S.G. mud to the drill floor at a minimum of 600 l/min.

3 LOW PRESSURE MUD SYSTEM

3.0 General


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The low pressure mud system has to be prepared for trouble-free operations under tropical weather conditions. All weirs, equalizers, channel, gates shall be designed to accommodate 1000 GPM flow rate with 13.5 ppg mud. LP mud gun system should be 3” size with bearing swivels (Bottom or Spinner type). It shall be possible to isolate each tank compartment using uniformed channel gates (short circulating system)

Tanks to be shaped to match properly sized agitators (minimize dead areas). Suction manifold at lowest point in tanks. Must be able to pump from all active and pill tanks from either mud pump. Tank system drawing to be available containing inventory of all valves inside the system. A copy of the drawing has to be displayed in the mud man’s shack and in the driller’s doghouse. One copy to submit with the bid

Preferred mud tanks must be self-draining and be designed to have no dead volume. Minimum human intervention in cleaning the tanks preferred.

All handles on the mud tanks must be clearly labelled with function and position. As-built isometric paperwork schematics must be placed on all mud tanks compartment indicating the compartment volume & level change

Mud system shall be capable to connect to two centrifuges

The active tank capacity doesn’t contains the reserve tank capacities

3.1

Mud tank system Requested minimum active capacity is 1500 bbl (3x500 bbl) usable volume. Mud Tank System (shall be plastic coated and) each tank shall be equipped with double paddle agitators, driven by electric motor, capable of giving turnover time of 45-75 seconds. Each tank should be dimensioned such that a volume change of 5 bbl is indicated by a level change of at least 1 inch. Tanks to be sectionalized for treatment in series by solids removal equipment (shaker, Degasser, D-Sander, D-Silter, two centrifuges). The system shall consist of at least:

a) One Shaker tank with three compartments. First compartment used as Sand Trap with minimum 100 bbl capacity directly below the Shale shakers. Compartment shaped with high angle slope (self draining) with proper sized, quick acting dump valve/facility routed to cutting bin/waste pit

The second compartment (Settling) shall have minimum 100 bbl capacity, high weir connection with Sand Trap section. Settling has a double paddle agitator & LP mud gun system installed

The third compartment is the Mud Cleaner section which has low equalizer as well to Settling compartment. A double paddle agitator installed as well LP mud gun system

b) One intermediate tank with three compartments. Each compartment has to equipped with double paddle agitators, LP mud guns

c) One Suction tank with three compartments. Last compartment from mud flow shall be a 100 bbl capacity pill/slug tank. compartments equipped with double paddle agitators & LP mud gun system

d) One trip tank, approximate volume 30 bbl, c/w4×3×13 centrifugal pump, dressed with 11” impeller driven by properly sized electric motor. Control switch at Driller’s position with visible indicator shall be available. Tank dimensioned such that a level change of 2” equals a stand of 5” drill pipe. Separate strip/circle type chart recorder shall be attached to Trip tank volume recorder with audible & visible high & low alarm

e) Two pieces 2 bbl capacity chemical mixer device with easy push-trolley system (wheels) with paddles & all required accessories to safely add powdered caustic soda, lime and soda ash to the mud system

f) Three reserve mud tanks of at least 500 bbl capacities each fitted with double paddle agitators & LP mud guns in each compartment. Each mud tank sectionalized for at least two-two compartment each with bottom equalizing facilities and heating coil.

g) Three drilling water tanks of at least 500 bbl capacities each. Total capacity at least 1500 bbl. The three tanks must be connected to each other with a minimum 6” line and valve with minimum 3×2×13 centrifugal pumps.

General Notes

- All tanks (incl. reserve tanks) should have the possibility to be connected and disconnected to / from the active mud system by flow lines and valves

- Both mud pumps suction shall be capable of sucking from all compartment of Suction tank & Reserve tanks

- Mixing pumps suctions must be capable of sucking from either compartment of active tanks – except Sand Trap - and all reserve tanks

- Mixing of chemicals in two reserve tanks simultaneously is preferred

- Must be possible to mix in part of the reserve tank system whilst simultaneously transferring mud from elsewhere in the reserve system into the active system while LP mud guns running

- Line diagram of the HP/LP mud system showing tanks, mixing facilities and various treating systems shall be available in laminated A/3 size at rig site & submitted with the bid as well


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- All tanks must be covered by well secured grating (solid covers with inspection hatches for high rains preferred) and equipped with railings, handrails and stairways, properly secured and in good condition. Gratings must be secured such that it is not possible for misalignment to allow grating to tip up. At least 2 feet wide walkway shall be available on all mud tanks without tripping hazards. Any opening on mud tank gratings shall be escorted with 10 cm high kick plates If grated open tanks provided provision should exist to cover tanks with roofs due to torrential rains.

- 1” water & 1” air connections shall be provided on each mud tanks – active & reserve – preferably with crow foot quick connections

3.2

Mud mixing system Complete mud-mixing system comprising two hoppers and three centrifugal pumps. System to be able to treat mud in the active system together with mixing a pill or reserve mud whilst not interfering with the LP mud gun system. Piping should be at least 6". Pump output 400-600 GPM @50-60 psi

All centrifugal pumps (mixing pumps, super charging pumps, Trip tank pump & Solid Control Equipment feed pumps) to be fitted with ceramic seals

One of the mixing hoppers should be fitted with a big bag feed bin above it. This should be +/- 30” diameter and have a capacity of 1.5 times a big bag. It should be fitted with a device for piercing the bag, an air inlet manifold around its lower neck for fluidizing the dry chemical and a butterfly valve leading to a vertical feed to the mixing hopper. The hopper should be easily accessible by a crane or forklift and covered with roof and side curtains against rain & wind. It shall be possible to use both hoppers in the same time. Filter screens shall be available on each hopper

3.3

Shale shakers A minimum of 3 independently driven shale shakers made by recognized manufacturer. Multiple screen, linear motion type, with adjustable screen tension facilities, capable of processing 100% of the return mud flow (minimum 50 Marsh funnel viscosity) through 125 mesh Pyramid screens @1500 GPM circulation rate and high rate of penetration ( 75 -125 m/hr).

Shakers which are capable of operating at a range of angles should have hydraulic 'adjust whilst drilling' system fitted to avoid having to by-pass whilst adjusting the angle

The header box – in front of Shaker’s – has to have enough volume to accommodate Mud Logger sensors such as density, temperature & two degassers and Bowen type ditch magnet. The header boxes shall have dump chutes to the waste pit and “gumbo device” to enable clearing of cuttings at high ROP's & outlet(s) to fill up Trip tank avoiding cutting transfer to Trip tank. Poor-boy discharge line shall be route to that header box as well. Cellar jet/sump pump dump line shall be routed to the header box as well.

Mud return flow lines from header box shall enter from the rear at the base of each shale shaker header tank.

Shaker screens used shall be restricted to those manufactured by, or recommended by, the shale shaker manufacturer.

Shaker screens should be available with cut range between 200 and 50 microns.

At request of COMPANY CONTRACTOR shall maintain a minimum spare stock of two (2) full sets of new

sandwich screens per shaker in the range of 50 to 125 mesh & Pyramid type screens from 125 to 250 mesh

3.4 Hydrocyclone equipment general Sufficient centrifugal pump capacity should be provided to deliver the required flow capacity to all items of hydrocyclon equipment at the hydrostatic head requirements specified by the individual equipment manufacturers. Feed and discharge lines shall be designed such that restrictions are minimized. Centrifugal feed pumps should be singular in purpose other than for the degasser, which should be arranged so that it may be operated by another pump in the solids control system

3.4.1

De-Sander One 1500 GPM flow capacity unit c/w electrically driven centrifugal pump c/w 3 x 10" or 2 x 12" cones, fed from the settling tank compartment downstream of the sand trap. Overflow to the next downstream compartment. Capable of handling 100% of max circ. rate.

3.4.2

Mud cleaner One 1000 GPM capacity mud cleaner / Desilter with 16 x 4" cones with possibility to sectionalize cones for cleaning purposes, fed by electrically driven centrifugal pump fed from the Mud Cleaner compartment

De-Sander & Mud Cleaner cones underflow (solids) shall be routed to a linear motion Shale Shaker (preferable same type as 3.3). Shaker underflow routed to a tank (see 3.1. j). The hydrocyclones overflow (fluid) shall be routed into downstream the Shaker tank’s Mud Cleaner compartment. Inlet pipework to have a clear straight run of at least 1 m before inlet manifold of hydrocyclones.

CONTRACTOR shall maintain a minimum spare stock of two (2) full sets of new Pyramid screens for Mud

Cleaner in the following sizes: 150, 200, 250 mesh.

3.5 Degasser


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One independently driven degassing unit, capable of degassing 13.5 kg/l mud at minimum 600 GPM. (Eductor type and fitted with vacuum pump). D-Sander feed pump should be used to charge Degasser. The feed pump shall suck from the third compartment of shaker tank or first compartment of intermediate tank. Gas to be routed 50 m away from the well

3.6

Mud-gas separator One 48” OD mud-gas separator (poor-boy degasser) connected to the choke manifold with minimum 4” inlet line and capable of handling 1000 GPM returning mud concerning the mud level height in the header box. Discharge into the header box. Gas to be routed 50 m away from the well through an 8” vent line. Thick-wall elbows in inlet piping, elbows have to be changeable by breaking out hammer unions only. Vacuum Degasser & Poor-boy SWACO TOGA system or similar is preferred. Offered Poor-boy design shall submit with bid for approval to COMPANY

3.7

Cellar jet – sump pumps One cellar jet powered by mud pump. Cellar jet should be capable of operating at the same time as pumping down the drill string. The option should exist to take returns either into the shaker header box or into the waste pit. One cellar jet powered by electrically Additional to above two air operated – 1×2” & 1×3” - sump pump required as well

3.8

Mud saver bucket Mud saver bucket for 3 ½” & 5" drill pipe. Return of mud bucket to be routed to the trip tank/flow line. OTECO or similar accepted

3.9

Fluid transfer system Dedicated 4” cement mix water supply line, capable of delivering mix water to the cement unit at 400 GPM ended at the far end of Catwalk. End connection shall be 4” Fig. 100 WECO female

3.12

Flow line – One properly sized, easy-to-install flow line shall be available with the possibility to install CONTRACTOR &

Mud Logger return flow indicators. Flow line shall be routed into Header box upstream Shale shakers. The flow line sloping angle shall not be more than 15 degrees

- An open ditch system shall be available – instead of the flow line during Top hole drilling – with proper walkways, handrails, kick plates. Easy connection to Header box upstream Shale shakers shall be available with gumbo device

- 3” fill up line – without bending – to risers from trip tank

- 3” separate casing fill up line to rig floor c/w strainer at rig floor level for the locomotion casing fill up system

3.14

Chemical Yard A covered chemical storage facility, with storage on pallets manageable by CONTRACTOR ’s forklift. Drip

trays to collect damaged, lost chemicals shall be available for the whole area equipped with proper drainage facilities/collectors

3.15

Mud man shack One shack facility to protect Mud man during tropical & rainy weather equipped with water sink, small desk

4 BOP EQUIPMENT

4.0

General All equipment shall be in accordance with API RP 53. Note that for all items 5,000 psi working pressure corresponds to a test pressure of 7,500 psi.

COMPANY well head and desired BOP stack-ups Note that COMPANY current plans are to install a 13-5/8” 10K Uni-head well head. Well control measures that COMPANY plans to take are as follows:

26” hole. A shallow hazard investigation is currently being undertaken, but until those results are a)known we will nipple up a 21-1/4” diverter on the 30” and drill an 8-1/2” hole. Following logs, we will then nipple down the diverter and drill a 26” hole for the 20” casing. CONTRACTOR should provide a 30” x 20-1/4” adapter flange or equivalent to CONTRACTOR diverter spool. COMPANY will provide a

30” flange to the final 30” connector. 17-1/2” hole. After setting the 20” we will install a 20” slip-lock wellhead with a 20-3/4” 3k flange. We b)

will then nipple up a drilling spool with appropriate DSA’s and a dual ram + annular 21-1/4” preventer. 12-1/4” and subsequent holes. After running 13-3/8” we will install the top section of the Uni-head c)

terminating in a 13-5/8” 10k flange looking up. A conventional BOP three ram + annular stack up and associated drilling spool will then be nippled up.

CONTRACTOR will be required to provide equipment and associated adapter flanges for the diverter spool, the 21-1/4” stack and the 13-5/8” stack.


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As an option, CONTRACTOR should be aware that the COMPANY may at some time be required to use a

more conventional stack up which would result in a 13-5/8” 5K casing head and an 11” 10K casing spool. Adapter flanges and associated equipment for such an eventuality should be available if required and with adequate notice. As a further option CONTRACTOR should be aware that two wells will have 20” conductor pre-driven and 12 ¼” hole drilled and a 9 5/8” casing will be run thus leaving out the string of 13 3/8” casing. Adapter flanges and associated equipment for such an eventuality should be available if required and with adequate notice.

4.1 Diverter assembly One 21-1/4” 500 psi to 2k annular (or equivalent) Adapter flange from 30” to CONTRACTOR diverter spool; diverter spool to with minimum 8” (preferably 12”)

side outlets with two knife valves, pipe and fittings to divert flow away from rig site.

4.1 21-1/4” (or equivalent) BOP Stack One 21-1/4” 2,000 psi stack to be installed on 20-3/4” 3k wellhead

21-1/4” 2,000 psi double ram type preventer

21-1/4” 2,000 psi annular One (1) drilling spool, 20-3/4 ", 3k x 21-1/4 2K (or as required to mate with contactor stack) with one (1) 3" 5,000 psi side outlet flange to kill line, one (1) 4" 5,000 psi side outlet flange to choke manifold, and associated valves and fittings (see below 13-5/8” stack) One set of blind rams Two sets of 5” rams One set of 13-3/8” rams

4.2

BOP stack One 13⅝"× 5,000 psi CWP BOP stack consisting of as a minimum: -13⅝”× 5,000 psi CWP bag type preventer with -13⅝”× 5,000 psi CWP double ram type preventer -13⅝”× 5,000 psi CWP single ram type preventer

The following rams must be supplied: - 1 set of blind/shear rams - 2 sets of 5" rams - 2 sets of 3 ½” rams - 1 set of 7” rams - 1 set of 9⅝” rams - One set variable bore rams 5" to 3 1/2”. - One set of 4 1/2’’ rams. - One set of 3 1/2’’ rams.

Spare sealing element for all the rams and the annular, spare blades for the shearing/ blind rams shall be available The spare sealing elements shall be stored in a proper, air-conditioned closed container

All Elastomers/packers/packing elements used for BOP stack wetted surfaces/areas shall be made from nitrile or neoprene

a) All necessary adapter spools to connect CONTRACTOR s BOP equipment to COMPANY furnished

wellhead equipment with the choke and kill lines above the cellar

b) Flow risers for use with BOP's and for the stovepipe (bell nipple, mud ditch). Flow risers minimum ID shall conform with the COMPANYs supplied mandrel casing hangers size (14” minimum ID)

c) Transportation skids for the BOP’s

d) All necessary clamps, bolts, nuts and gaskets for above BOP's and spools, including gasket between WH and BOP

e) Drilling spool 13⅝”× 5,000 psi WP with two side outlets, 3 1/16" or 4 1/16"

f) Choke line valves consisting of: - 3 1/16" or 4 1/16"× 5,000 psi CWP manual operated valve

-3 1/16" or 4 1/16"× 5,000 psi CWP hydraulic operated valve and a 3 1/16" or 4 1/16" connection flange/hub to choke line.

g) Kill line valves consisting of: - 3 1/16"× 5,000 psi CWP manual operated gate valve

- 3 1/16"×10,000 psi CWP hydraulic operated valve

- 3 1/16"×10,000 psi CWP Non-Return valve (NRV)


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Drawings giving detailed data on pressure ratings and dimensions of BOP stacks and its components to be submitted with the bid and shall be available on rig site

4.2

Blowout preventer control system One 3000 psi WP automatic pump accumulator unit with at least six-station control manifold, two air-driven pumps (50:1 ratio), one 20 HP electrically driven pump, and fluid reservoir. The unit shall be fitted with fail safe regulators Koomey type TR5. The unit must be capable of closing and opening all preventers and closing again the bag type and one ram type preventer without reloading and holding them closed against rated working pressure of the preventers, whilst accumulator pressure has to remain at least 1200 psi

CONTRACTOR to provide calculations demonstrating that the BOP control unit complies with the above

sizing requirements and as per API RP 53

The accumulator unit to be located in a safe distance from the wellhead, in an area protected by the mast structure

The main control unit & at each remote station/panel has to be equipped with audible and visible alarm for low reservoir fluid level, low accumulator pressure and low rig air pressure

The hydraulic BOP control lines have to be at least 1” nominal, BOP connections to be flame resistant hoses, swivel joints are not allowed

- One Driller's control panel showing functions with controls for the following functions of the 13⅝" stack: bag type BOP, three ram type BOP, choke line valve, kill line valve c/w:

- Overlay showing functions with controls for the following functions of the 13⅝" BOP stack: bag type BOP three ram type BOP, choke line valve, kill line valve

- Protection against falling objects. Preferably inside the driller’s doghouse

- Another remote control panel - positioned close to the Toolpusher’s office - showing functions with controls for all functions in both stacks

- The remote panel is to operate the main closing unit valves direct and not through the derrick floor unit so that should the latter be destroyed in case of a blowout and fire the remote unit can still be used

- Both control panels must show position of preventers and valves with electric lights (red/green)

- Accumulator, manifold, annular and air pressure must be shown on both remote control panel & on the main control unit

- Low reservoir fluid level, low accumulator pressure and low rig air pressure alarms - both visible and audible - must be installed

- The regulators to be remote controlled from both control panels

- Air junction boxes between the main BOP control system and the remote panels shall be of the round (RB) style

- By-pass operating valve shall be available on both remote control panel and at main control unit as well

- Shear/blind rams operating 4-way valves shall be protected against involuntary operations at each remote station & at main unit as well

- The control unit shall have the last overhaul not later than 3 months prior the Commencement Date of the Contract

4.3

Choke manifold One 10,000 psi CWP choke manifold with at least: - 1× 3 1/16” remote operated choke - preferably Swaco Super Choke with MAASP regulator

- 1×3 1/16” manual adjustable drilling choke

- 4 1/16” or 3 1/16” gate valves, piping & mono-block c/w a 2 1/16” gate valve & 4× 2” Fig. 1502 FM outlet for pressure sensors/ pump unit

- Flanged/hub connections to Poor-boy, Trip tank or Header box prior to Shaker’s & direct outlet to flare line

- Drawing giving detailed data on pressure ratings and dimensions of the choke manifold to be submitted with the bid and shall be available on rig site

4.4

Choke line 3 1/16" or 4 1/16"×5,000 psi CWP choke line with flanged/hub end connections

4.5

Kill Manifold & Kill line Kill Manifold shall be available and placed clear of substructure. It shall consist of at least:

- 3× 2 1/16” or 3 1/16”× 5,000 psi CWP gate valves c/w Fig. 1502 FM outlet connection for pump unit

- 1×2 1/16” or 3 1/16”× 5,000 psi CWP mono-block

- 2 1/16" or 3 1/16"×5,000 psi CWP line with Fig. 1502 unions for easy rig up

Both choke and kill line should be adjustable suspended from the stack to avoid bending forces at connections

4.6 Flare line


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50 m long, 3” ID flare line, with 6 m high flare c/w safe ignition system, secure anchoring system

4.7

Hydraulic BOP test pump One hydraulic air operated 10,000 psi WP test pump c/w chart recorder, gauges, high-pressure and low-pressure hoses. HP hoses shall have sufficient length to reach rig floor H-Manifold from the ground level. A 1 barrel capacity tank shall be available and mounted on a common skid with the unit & chart recorder. Bleed off outlet shall be connected to the reservoir

4.8

BOP test stump Test stumps to enable complete testing of 13⅝", 20 3/4" stacks c/w provision to install test single into test stumps. Stump has a ½” NPT outlet for test unit on flange

4.9 Risers and spools Risers shall be designed for easy rig up & tear down. ID to permit mandrel casing

hangers to be run (14” minimum ID) when BOP’s installed – sizes are required to install 13.5/8”x 5,000 PSI double rams BOP stack.

All risers shall have sufficient length to install the side outlet valves of the BOPs or drilling spool above the cellar

4.9.1

Well Head Stack - Cellar depth will be about 3.00 m - Current plan is to have top flange of the Tubing Head Spool (THS) 0.10 m lower than the ground level (top of cellar)

4.10

Tools Suitable impact wrench (air ratchet) and hi-torque wrench for nipple up BOP and risers quickly and safely

5 INSTRUMENTS

5.0

General It is preferred that the rig be equipped with an ADMS or Rig sense type drilling monitor or equivalent but specific recording requirements are listed below for reference. All pressure gauges have to get signals from separate sensors (single purpose). Each pressure gauges – high & low pressure range as well – shall be the liquid dampened type

5.1

Driller’s position a) One anchor type weight indicator, with dial plates for 8, 10 and 12 line string-up

b) Two standpipe pressure gauges, 0-6,000 psi, 100 psi divisions, Vernier or digital type

c) One choke manifold pressure gauge, 0-6,000 psi, 100 psi divisions, Vernier or digital type

d) One rotary tachometer

e) 1-1 rotary torque indicator c/w read outs for different gears & for Top Drive as well

f) One cumulative pump stroke counter for each mud pump

g) Two pump stroke indicators, one for each mud pump

h) Minimum of two tong line pull indicators c/w line pull sensors

i) One pit volume totalizer system with floats in the active and reserve mud tanks and in the trip tank complete with loss/gain indicator and alarm (audio and visual). Chart recorders shall not rely on which sensors are selected.

j) Direct (taut wire) and electronic trip tank volume indicators

k) One mud flow indicator with high and low alarm

l) A general alarm system capable of different alarm sounds for H2S, fire and well control conditions and audible over the complete rig site. Capable of actuation by Driller and rigsite offices and capable of relaying Mud Logger alarms

m) Two emergency shutdown switches: one for AC/DC shut down (SCR/AC controlled) and one for total black out (diesel engine shut down – air intake shut off valves)

n) Crown-O-Matic activation and drawworks emergency stop switches installed at Driller’s console

o) Automatic driller

5.2

Driller’s Doghouse a) 7 pen recorder for pump pressure, pump strokes, hook load, rotary RPM, rotary torque and rate of penetration

b) One circular recorder for the pit volume totalizer

c) One circular recorder for return flow indicator

d) One circular or strip recorder for trip tank

5.3

Choke manifold a) One instrument header (preferably 2” Fig. 1502 cross) c/w sensor and 0-200, -1000, -3000 and -6000 psi pressure gauges (to assist in dealing with low-pressure kicks), 100 psi divisions, Vernier type or digital

b) One pressure gauge 0-6,000 psi, 100 psi divisions, Vernier type or digital


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c) One ½” NPT connection for pressure gauges of various ranges

5.3.a and 5.3.b combined on one panel mounted on the choke manifold

Annulus pressure monitoring facility to minimise cellar entry during well control operations

5.4

Standpipe manifold One instrument header (2” Fig. 1502 welded FM outlets) c/w 0-200 and 0-6000 psi

gauges (to assist in dealing with low-pressure kicks), 100 psi divisions, Vernier type or digital & sensors. All welded connections. Drawing shall be submitted with bid

5.5

Mud pumps Each pump equipped with a pressure gauge before the isolation valve. Gauges shall be liquid dampened

One pressure gauge (Cameron type D or equivalent) before the isolation valve. One 2" Fig. 1502 FM connection for chart recorder on each pump

5.5.1

Centrifugal pumps Any centrifugal pumps used in rig site shall be fitted with proper range, liquid dampened pressure gauge on discharge line

5.6

Wireline unit One power driven measuring line assembly with 5,200 m of 0.092 or 0.108" line complete with

depth indicator, wire line pull indicator and spooling device, sheaves

5.7

Deviation equipment One deviation recorder unit, complete with double recording instruments 0-8 & 0-20

degree complete with protective barrels, weight bars, swivel to wireline and TOTCO or spider rings to fit 7⅝" Reg, 6⅝" Reg, 4½” Reg, 3½” Reg, 4½” IF, and 3½” IF connections.

5.8 Callipers: Internal and external callipers in the range of 0-10" to be available Tri-point callipers for the range 2-17½” (Homco type) shall be available

Ring gauges for 17½”, 12¼”, 8½”

5.9

Derrick tapes Two 50 m long steel derrick tapes calibrated in mm/inches. Four 20 m long tape steel derrick tapes calibrated in mm/inches. Four 5 m long steel tapes measure calibrated in mm/inches

5.10

Gas Detector Complete detection system comprising:

- 3×measuring heads, explosion proof for installation at the cellar, shale shaker Header box and rig floor

- central monitoring unit for 6 detection points

- channel card for each measuring point for installation in the central unit

- two alarm settings

- 24 Volt DC back-up supply

- alarm acknowledgement card

- explosion proof visible alarm (revolving alarm light) and audible alarm for installation at the rig floor and other stations as necessary to allow visible / audible warning over complete rig site

- 2×portable hand-held solid state electrical H2S detectors (including combustible gas and oxygen & CO2)

6 DRILL STRING

6.0

General All NEW pipe / or Inspected and and certified to be in accordance with the relevant latest API standards

All drill string components to be uniquely identifiable and traceable in certifying documents and history sheets, accepted type of inspection is DS1.

COMPANY reserves the right to reject pipe without certification, or to request re-inspection / certification from a nominated inspection COMPANY at CONTRACTOR s expense

All bottom hole assembly parts or other down hole equipment such as kelly, swivel threads, kelly spinner, drill collars, HWDP, substitutes, stabilisers, XO-subs, (except fishing tools) etc. shall be provided with: - stress relief groove on the pin connections and boreback on the box connections according to API Spec.7 39

th edition, section 8, figure 16

- all threads to be cold rolled - anti-galling (phosphate or equivalent) treatment on all connections - all down hole equipment to be provided with fishing necks as per API RP 7G

Drill collars, drill pipe, substitutes, stabilizers, etc. must at least meet the latest API specifications. All quantities of equipment mentioned in sections 6, 7, 8 and 9 should be available and operational at all times


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In general it is preferred that all down hole equipment used for long-Contract duration operation (drill pipe, drill collars etc.) be new or never have been used, but as a minimum, used down hole equipment must be less than 5 years old at the Commencement Date

Drill pipe to be quenched and tempered and supplied by approved manufacturer. The Notch Impact Strength for the tool joint should be at least 32 Joule and a Brinell Hardness of: - 285 -350 at surface and 305 - 312 at area of test. Impact test according to CHARPY V-Notch should be at least 47 Joule to conform to procedures in ASTM A-370.

All New tubulars must have make and break of tool joints carried out at the manufacturing facility

Refer Scope of work ATTACHMENT for inspection, age, hard facing and plastic coating specifications. Certificates of tests for drill collars, drill pipe, substitutes, stabilizers must be made available to COMPANY.

Drill pipe with more than 25% of the plastic coating missing will be rejected for future use. All drill pipe to be inspected to Premium Class in accordance with API RP 7G

6.1

Drill pipe 5" 4000 metres of 5"×19.5 lb/ft, grade G-105/ Range 2 drill pipe 2000 metres of 5"×19,5 lb/ft, grade S-135 / Range 2 drill pipe c/w:

a) Plastic lining, acceptable coatings: - AMF-Tuboscope TK 34 - Plastic Applicators USA, type Plasticap 200 or equivalent - Vetco, Type CW – 106 Other types to be approved in advance by COMPANY. Minimum thickness: 125 micron. Maximum thickness:

225 micron

b) Friction welded tool joints with hard facing on box connections, ARNCO 100XT applied proud, or equivalent approved in advance by COMPANY, and 18 degree tapered box shoulder

c) Tool joints have 4½” IF connections with 6 ⅝" OD and 3¼” ID

6.2

Pup joints 5" 2 pup joints each of 1.5 m, 3 m and 4.5 m with specification as per 6.1 but no hard facing required

6.3

Heavy weight drill pipe 5” 30 joints 5"×50 lb/ft Range 2 with 4½” IF connections, 6½" × 3 1/16" ID tool joints. Plastic coating and hard facing required as per drill pipe specification

All HWDP to be provided with hard faced centre upset pad to reduce buckling

6.4

Drill collars Sizes, dimensions and connections as stipulated in API Spec 7

Any drill collars with connections showing defects shall be replaced by new collars or alternatively re-cut providing their length is not reduced below the API range minimum. Re-cutting is only to be done by a reputable manufacturer who manufactures rotary drill stem elements and is in the API authorized list given API standard No. 7

Drill collars should be supplied with slip and elevator recess. The radius of the upper recess shoulder has to be cold rolled. Handling gear to be supplied is detailed in handling equipment list

If CONTRACTOR 's existing stock of drill collars contains drill collars without elevator recesses, then CONTRACTOR to supply suitable elevators in addition to those for full size BHA components

a) 8 ea spiral drill collars 9½” OD ×3" ID × 32 ft long with 7⅝" REG connections

b) 2 ea spiral 9½” × 3” pony drill collars, 10 ft long

c) 24 ea spiral drill collars 8¼” OD × 2 13/16" ID × 32 ft long with 6⅝” REG connections

d) 2 ea spiral 8¼” × 2 131/6” pony drill collars, 10 ft long

e) 30 ea spiral drill collars 6¾” OD × 2 13/16" ID × 32 ft long with 4½” IF connections

f) 2 ea spiral 6¾” × 2 13/16” pony drill collars, 8-10 ft long

6.5

Cross-over subs Sufficient crossover subs (list to be provided with bid) to make up all possible drill and fishing string

configurations. All drill stem subs to be in accordance with API Spec 7, Latest edition, Section 7, Figure 12, Type A, B and C. Outside diameter differences have to be made in accordance with Figure 12; Type B. Differences in OD have to be smoothened by 1.5" minimum radius. Minimum inside diameters of a cross over sub shall be the inside diameter of the smaller connection used for the cross over. Crossovers to include the following:


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a) 1 foot long X-over from drill collar connections to inside blowout preventers: - 1 ea 7⅝” REG pin × 4½” IF box - 1 ea 6⅝” REG pin × 4½” IF box

b) X-overs from drill collar connections to drill pipe connection: - 3 ea 7⅝” REG pin × 6⅝” REG box - 3 ea 6⅝” REG pin × 4½” IF box - 2 ea 7⅝” REG pin × 4½” IF box

c) Bit subs with receptacle for float valve: - 1 ea 7⅝” REG box × 7⅝” REG box - 1 ea 6⅝” REG box × 7⅝” REG box - 1 ea 6⅝” REG box × 6⅝” REG box - 1 ea 4½” REG box × 4½” IF box

d) X-over subs from drill pipe IF connections to 4½” VAM and EUE tubing connections

e) X-over to run 9⅝" and 7" scrapers

g) X-over to use with COMPANY supplied well head test plug:

- 1 ea 4½” IF box × 4½” IF box - 1 ea 3½” IF box × 3½” IF box

- 1 ea 4¼” 40 ft long hexagonal kelly with 6⅝” REG Lh box and 3½” IF pin connections. Proper transportation equipment supplied

- 2 ea Kelly saver subs with sufficient & proper sized casing protector elements for 5¼” Kelly with 4½” IF pin × box connection

- 2 ea Kelly saver subs with sufficient & proper sized casing protector elements for 4¼” Kelly with 3½” IF pin × box connection

- 2 ea Mud saver sub c/w spares for 5¼” Kelly

- 2 ea Mud saver sub c/w spares for 4¼” Kelly

- 2 ea Throw-Away sub with 4½” IF box × pin connections with a total length of 1 foot

- 2 ea Throw-Away sub with 3½” IF box × pin connections with a total length of 1 foot

6.7

Inside BOP's - 2 ea Upper Kelly valves 5,000 psi WP for 5¼” Kelly with 3¼" bore and 6⅝" REG Lh pin × box connections

- 3 ea Lower Kelly valves 5,000 psi WP for 5¼” Kelly with 2 13/16” bore and 4½” IF pin × box connections

- 3 ea Lower Kelly valves 5,000 psi WP for 4¼” Kelly with 2¼” bore and 3½” IF pin × box connections

- 1 ea Inside BOP valve (Gray-valve) 5,000 psi WP with 4½” IF pin × box connections c/w valve releasing tool

- 1 ea Inside BOP valve (Gray-valve) 5,000 psi WP with 3½” IF pin × box connections c/w valve releasing tool

- 2 ea landing subs for drop-in check valve with 4½” IF pin × box connections, c/w two dart valves of 5,000 psi WP

- 2 ea landing subs for drop-in check valve with 3½” IF pin × box connections, c/w two dart valves of 5,000 psi WP

6.8

Circulating heads No line pipe threaded connections permitted on circulating heads only welded

- 1 ea circulating head including swivel with valve, 6000 psi WP with 4½” IF pin down and a 2" Fig. 1502 FM union connection up/side

- 1 ea circulating head including swivel with valve, 6000 psi WP with 3½” IF pin down and 2" Fig. 1502 FM union connection up/side

6.9

Float valve subs - 1 ea 6¾” OD float valve sub with 4½” IF pin down and 4½” IF box up to accommodate flapper type float valves as in 6.15

- 1 ea 4¾” OD float valve sub with 3½” IF pin down and 3½” IF box up to accommodate flapper type float valves as in 6.15

6.10

Dart type float valves - 2 ea dart type float valves of each size to fit near bit stabilizers float receptacles

6.11

Flapper type float valves - 2 ea flapper type float valves of each size to fit float valve receptacles

6.12

Circulating subs - 2 ea 6¾” OD with 4½” IF connections, c/w redressing kits. Baker Oil Tools preferred

- 2 ea 4¾” OD with 3½” IF connections, c/w redressing kits. Baker Oil Tools preferred


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6.13

Cup type testers - 1-1 ea Cameron “F” Cup type testers with cups for 13⅜" × 54.5 - 68 lb/ft, 9⅝" × 36 -53.5 lb/ft and 7" × 23-32 lb/ft casing

6.14

Drifts All drifts must be hollow and fitted with a standard wireline fishing neck on both ends for recovery, lightweight or plastic coated

a. 2 ea API 5" drill pipe drifts

API drifts for CONTRACTOR supplied drill collars and HWDP

6.15

Wipers 5" and 3 ½” external drill pipe wipers with OD fit to large bell nipples also. OTECO Split Rap-A-Round type preferred

6.16

Testing subs - 1 ea 4½” IF box × pin, 1 foot long with 1” hole for running with plug type tester

- 2 ea Pump-in sub 10,000 psi WP with 4½” IF box × pin connections with 2” Fig. 1502 FM union integral side outlet

- 1 ea Pump-in sub 0.5 m long, 10,000 psi WP with 3½” IF box × pin connections with 2” Fig. 1502 FM union integral side outlet

7 HANDLING TOOLS

7.0

General All handling and lifting equipment shall conform to the relevant API specs and COMPANY requirements

detailed in the Contract. All shackles used for air winches and on rig floor to be the integral screwed type rather than the bolt & nut type

7.1

Bit breakers Bit breakers for tri-cone bits, to fit rotary table, for the following bit sizes: 36”, 26”, 17½”, 12¼”, 8½”, 6⅛”, 6”, 4-3/4”

7.2

Slips for drill string 1 set API extra long slips for 5” DP 500 tons 2 set API extra long slips for 5” DP 350 tons 2 set API slips for 3½” drill pipe, 90 tons 2 set 9 ½” drill collar slips. 2 set 8” drill collar slips. 2 set 6 ½” drill collar slips. 1 set air actuated slip assembly range 2 3/8” – 3 ½”

- Varco PS-15 foot slips c/w 5” ” slip assemblies

7.3

Drill collar safety clamp 2 ea drill collar safety clamps for the range 3⅜” – 10¾”, pin latch type

7.4

Drill pipe elevators One center latch elevator for 5” drill pipe, 18 degree tapered tool joints, minimum 500 sh ton capacity

Two center latch elevators for 5” drill pipe, 18 degree tapered tool joints, minimum 350 sh ton capacity

- 2 ea slip type Single joint elevator for 5” 18° tapered DP

7.5

Links 1 set Elevator links, 350 MT capacity

One set of elevator links 2¾” x 132”, minimum 500 sh ton capacity.

7.6

Drill collar elevators If CONTRACTOR s existing stock of drill collars contains drill collars without elevator recesses, then CONTRACTOR s to supply suitable elevators in addition to those for full size BHA components. At least half

of the DC shall have elevator recess. In case casing elevator is used for drill collars, latch shall be secured with additional pins.

- 1 ea ZIP type drill collar elevator fit for 9½” DC, 100 sh ton minimum capacity

- 1 ea ZIP type drill collar elevator fir for 8¼” DC, 100 sh ton minimum capacity

- 1 ea ZIP type drill collar elevator fit for 6¾” DC, 100 sh ton minimum capacity

7.7

Drill collar lifting subs All DC lifting subs to have elevator recesses (5”×18 deg shoulder), hollow and dressed with 4½” IF box up for 9½”, 8¼” and 6¾” drill collars

- 4 ea Lifting subs for 9½” drill collars

- 10 ea Lifting subs for 8¼” drill collars


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- 10 ea Lifting subs for 6¾” drill collars

7.8

Drill collar lifting plugs All DC lifting plugs shall have dressed with 4½” IF box up for 9½”, 8¼” and 6¾” drill collars,

- 4 ea Lifting plugs for 9½” drill collars

- 10 ea Lifting plugs for 8¼” drill collars

- 10 ea Lifting plugs for 6¾” drill collars

- 10 ea Lifting plugs for 4¾” drill collars

7.9

Lifting bails Certified cast steel lifting bails for the supplied drill collars, HWDP, DP and bit sizes shall be available. The bails shall have full through bore for well control purposes

- 2 ea for 7⅝” REG box thread - SWL 5 sh ton

- 2 ea for 7⅝” REG pin thread - SWL 5 sh ton

- 2 ea for 6⅝” REG box thread - SWL 5 sh ton

- 2 ea for 6⅝” REG pin thread - SWL 5 sh ton

- 3 ea for 4½” IF box thread - SWL 5 sh ton

- 3 ea for 4½” IF pin thread - SWL 5 sh ton

- 3 ea for 4½” REG pin thread - SWL 3 sh ton

- 3 ea for 3½” IF box thread - SWL 3 sh ton

- 3 ea for 3½” IF pin thread - SWL 3 sh ton

- 3 ea for 3½” REG pin thread - SWL 3 sh ton

- 2 ea for 6⅝” REG Lh box thread –SWL 5 sh ton

7.10

Square Drive Torque Wrench -Torque wrench

-Hydraulic Power Unit

-Power Sockets and Hex Drivers

7.11

Drillpipe Spinner One reversible air powered drill pipe spinning wrench for 5“ and 3.

1/2” drill pipe.

Code COMPANY’s Minimum Requirement

8 FISHING EQUIPMENT

8.0

COTRACTOR shall ensure availability of Fishing Services and necessary fishing tools for all his down hole tools in case of need.

9 TRANSPORT AND LIFTING EQUIPMENT

9.1

General Only certified, registered, regularly inspected and tested lifting equipment of the proper Safe Working Load and condition to be used for lifting

CONTRACTOR shall comply with Colour Coding & Lifting Equipment Inspection procedure. In case CONTRACTOR existing procedure is more strict then CONTRACTOR procedure could be used with the prior approval of COMPANY representative

All shackles to be the integral screwed type rather than the bolt & nut type. Only integral type shackles allowed to use on & above rig floor

Hooks without safety latch are not allowed

Crane, forklift and bulldozer must be operated only by personnel holding a valid license for the vehicle

All vehicles supplied under this contract must comply with the Tanzanian Highway Codes

All vehicles must be clearly marked with CONTRACTOR s COMPANY logo

Fuel for all vehicles shall be provided by CONTRACTOR

All CONTRACTOR furnished tubular (i.e. drill pipes, drill collars, HWDP) have to be transported in certified

pipe containers

All necessary transport and lifting equipment to handle efficiently and safely all CONTRACTOR and COMPANY, furnished materials, equipment, supplies and personnel at the well site including but not limited

to:

All vehicles involved in personnel transport will be equipped with an IVMS (or equivalent) monitoring system


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9.2

Crew Cabs for CONTRACTOR s personnel if required. CONTRACTOR will provide 4 wheel drive vehicles as necessary for CONTRACTOR personnel at the rig site

9.3

Crane/Forklift general Crane and forklift with diesel engines permitted in zone II area provided with the following installed and functioning:

9.4

Crane/Forklift general a) exhaust spark arrestor b) automatic inlet over speed s/d valve c) sealed crankcase d) auto remote shut off device on air inlet e) low oil pressure shut down device f) fuel shutdown valve (mechanical and automatic) g) anti-static fan drive belt h) audible & visible reversing alarm i) sufficient lights for operations in the dark to front & rear as well

9.5 Crane One telescopic/hydraulic crane with a minimum of 50 ton capacity for handling all CONTRACTOR s and COMPANYs heavy equipment in rough terrain conditions; c/w accessories to be able working in Hazardous

Zone c/w crown saver, radius charts and weight indicator, fitted with boom and block end stops. Crane to be available 24/7

9.6

Forklift One forklift truck of minimum 6 ton capacity, suitable to operate in rough terrain conditions; c/w accessories to be able working in Hazardous Zone equipped with telescopic loader. Warehouse forklift trucks explicitly forbidden. Forklift to be available 24/7

Forklift c/w: a) hydraulic load clamp (or a means) to secure tubular during movement b) manufacture supplied load hook

9.7

Lifting register Crane and forklift register c/w

1 maintenance schedule

2 slip / cut frequency for block lines

3 inspection / certification of overload arms

4 condition monitoring record of tyres, lights, reversing alarm

Ambulance Car CONTRACTOR shall provide a complete equipped 4x4 ambulance car with driver in a first class condition

suitable for tropical operation.

10 ACCOMMODATION – Detailed in EXHIBIT B.9

11. MISCELLANEOUS EQUIPMENT

11.1

Safety equipment general First aid kits, fully stocked, one in the Driller’s doghouse, one in the Toolpusher’s office, two sealed ones in the store

Basket stretcher c/w proper lifting device in the Driller’s doghouse

Emergency showers must be installed in all mixing area and eyewash stations on the rig floor, in the mud mixing area and in the shale shaker area; suitable for summer weather conditions. Showers to be fed with drinking water. Sterile and sealed eyewash bottles shall be available in Rig floor Driller’s Dog house, mud man shack & at Toolpusher’s office

Emergency showers and eye wash stations must be installed (as a minimum) at all mixing areas, near the shakers and on the drill floor. Stations to be fed with drinking water

The equipment should be of an approved design and fit for purpose (i.e. purchased from a recognised supplier of HSE equipment)

Warning signs and safety barriers according to the local regulations and the good oilfield practice, list with locations to be submitted with the bid in at least Swahili and the English language


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Windsocks – air craft coloured red-white stripes – c/w pole, bearing and frame. 1-1 piece at each Muster points (on the opposite side of rig site caravans) one on the rig floor and one on the mud tanks, at least one windsock to be visible from all parts of rig site

11.2

Breathing Apparatus a) 6×BA set, self-contained, open circuit, positive pressure, minimum 30 minutes, cylinder pressure 200 bar, with case, placed: - 2 ea on rig floor Dog house - 2-2 ea near each Muster points

b) 6×BA emergency escape set, self-contained, open circuit, positive pressure 5 minutes, cylinder pressure 200 bar, Hansen fitting for connection to airline system, placed: - 1 ea at Shakers - 2 ea in Mud Logger cabin - 3 ea at rig floor Dog House

c) One portable diesel driven recharge compressor, complete and certified to refill BA sets (recharge service accepted)

d) Three spare air cylinders for item a)

11.2

Fuel Tanks Two rig fuel tank of 250 bbl each Tank c/w:

a) with COMPANY standard loading point connection and calibrated metering device

b) pipework and explosion rated pumps to offload tankers at 30m³/hr minimum

c) earthing wires and clamps fitted to the loading point as per Local Regulations

d) level indicator

e) vent pipe

f) water drainage facilities

Diesel tank to include an off-take point c/w calibrated metering system c/w locking device to prevent unauthorized use

Fuel tank shall contain a double wall vessel c/w audible & visible alarm system in case of any leak

Fuel system shall consist of a day tank with calibrated metering device and centrifugal filter system

In the fuel system, any outlet shall be sealed with lead to prevent unauthorized access

Pump and fuel tank to be installed within fully lined berm with and include drip trays to prevent diesel spillage

All pipeworks in the fuel system have to be made of electrically conducting material

11.3

Drinking water Bottled drinking water to be provided for all the personnel on the rig including COMPANY’s and its sub-

CONTRACTOR s’ personnel. A stock of bottled drinking water sufficient for three days to be stored on site

11.4

Potable water Water for feeding tanks has to be taken only from the communal water network and to be transported by a dedicated water truck. Means to be provided for cleaning and disinfecting the tanks

11.5

Stores Stores at the rig location for CONTRACTOR and COMPANY furnished equipment, supplies and spare parts. COMPANY store shall be at least 10 ft container.

Transportation skid for companies supplied bits, well head parts, etc. Design shall be agreed prior to fabrication with COMPANY’s Representative (proposed size is minimum 6 m×2.45 m×1m)

11.6

Welding equipment Two mobile electric welding sets 300A capacity. Two oxygen and acetylene cutting torches. Purpose built rack for oxygen and acetylene bottles. Oxy-Acetylene sets c/w flash back arrestors at the regulators and at the cutting torches as well

11.7

Workshop Workshop at rig site for basic mechanic works, c/w: workbench, bench mounted and hand grinder and cutter, bench mounted and hand drill, vise and standard selection of hand tools

11.8

HP Cleaner Two high pressure cleaner of at least 10 litre/min hot water output @200 bar, intrinsically safe for use in hazardous areas. Preferably Kranzle type

One HP cleaner shall be used for the Shaker area and one for the rig floor and other areas. A rigid pipe work to rig floor from ground level required for one of the HP cleaners. At rig floor a 25 m long hose and gun required


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11.9

Floodlights Three portable floodlights (1000W each), each on a stand with sufficient cable to be employed anywhere on the rig location suitable for the hazardous zone

11.10

Bug blowers Four 48” diameter portable bug blowers with 5 HP capacity for work around wellhead area and rig floor, suitable for hazardous zone area, c/w safety cage

11.11

Communication system A communication system between drill floor, Toolpusher office, mud tanks, COMPANY office, Mud Logging

unit, mud engineer office GAI –TRONICS or similar

The system should consist of handsets with a push to talk PA address after which communication is limited to those picking up handsets

The PA system should be audible all over the rig including all offices and the mud-logging unit with the exception of the generators

Hand sets should be in all offices, the Mud Logging unit, rig floor, mud tanks, shakers, mud pumps, AC control/SCR room, Choke manifold, sub-base and Directional Driller cabin

Hand held Exproof Radio Communication system consist of at least 6 stations

A means of communication between rig site and camp

11.12

Hand tools Hand tools for drill floor including but not limited to Allen keys, metric and imperial full set, hammers, screwdrivers, pipe wrenches, chain tongs, adjustable spanners, chisels, nozzle setting wrenches, pliers, spanners and ring spanners (metric and imperial full set), files, wire brushes, saws, snap ring pliers, crowbars, hammer wrenches, ladders, etc.

11.13

Mud return hoses Two pieces 2,000 psi WP mud return hoses, at least 3” ID, from the side outlets of the wellhead to the flow line, in case mandrel type casing hangers are used. Connections shall be 3” Fig. 1502 M-FM welded type unions

12.16

Sewage / waste water treatment /Septic tanks Portable sewage / waster water treatment facility adequately sized for 150% of camp capacity and two covered septic tanks of approx. 20 m³ capacities each have to be sunk into the ground for collecting sewage. Access to be provided for vacuum truck, means to be provided for cleaning and disinfecting the tanks

Fit-for-purpose piping for sewage collection

12.17

Shooting nipple One shooting nipple with 7” BTC collar connection. Certified and inspected every 6 months

12.18

Excavation tools Tools for minor excavation work at the rig site: wheelbarrow, spades, shovels, rakes, pickaxes, air hammers

12.20

Back up device One USB 2.0 – USB powered – minimum 80 GB capacity back up HDD 8 pieces flash memory each having 2 GB capacity

12.24

Lubricant storage Proper storage facilities for CONTRACTOR and COMPANYs lubricants (drip trays, pictorial warning signs,

protection against unauthorized access, etc.)

12.25

Waste container Containers for selective collection of solid waste (rubbish, etc.) both at rig site and rig campsite

12.26

Flashlights/torches At least six explosion proof electric torches

12.28

Tubular container Containers for all of CONTRACTOR tubular for transportation and store

12.29

Extra PPE 10 set of hard hat & safety goggles & gloves for visitors kept in Toolpusher office

12.30

Rathole digger Suitable equipment to drill hole to accommodate Kelly scabbard (e.g. mud motor, power sub, etc.) in case Kelly is used

Note. Can the CONTRACTOR provide other drilling services (ie) mud logging services etc that could be used with the rig being provided? COMPANY would obviously negotiate with CONTRACTOR of any other drilling services the CONTRACTOR can provide.


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ATTACHMENT – 8

TRANSPORTATION OF CONTRACTOR EQUIPMENT

1 GENERAL REQUIREMENTS

CONTRACTOR shall be responsible for the safe and efficient handing and transportation 1.1of all CONTRACTOR EQUIPMENT including any SUBCONTRACTOR equipment and goods to and from DRILL SITES in support of the WORK.

CONTRACTOR shall comply with all COMPANY’s requirements regarding delivery of 1.2CONTRACTOR EQUIPMENT. COMPANY requirements include.

CONTRACTOR shall ensure that any CONTRACTOR EQUIPMENT delivered to d)the WORKSITE are correctly packaged, labelled and documented in accordance with Legislation and the requirements of COMPANY;

CONTRACTOR shall ensure that CONTRACTOR EQUIPMENT are suitably packed e)and protected for shipment in suitable classified and certified containers complete with fully certified lifting equipment in accordance with LEGISLATION. Each container and lifting appliance used shall be accompanied by the appropriate inspection certificate;

CONTRACTOR shall ensure that CONTRACTOR ’s tubulars and downhole f)equipment are transported with proper thread protection and are either (a) installed in approved equipment baskets or (b) correctly bundled and slung with certified lifting slings. Each sling shall be accompanied by the appropriate inspection certificate. All downhole drilling equipment must be transported in approved equipment baskets;

CONTRACTOR shall ensure that all containers which hold gas under pressure or g)flammable gas or liquids shall be transported in racks which positively secure each container. This refers to Oxygen tanks, Acetylene tanks, or containers or drums holding other flammable fluids;

CONTRACTOR shall ensure that all containers which hold chemical liquids shall be h)transported securely banded to wooden pallets or installed in baskets which positively secure each container. This refers to 55 gallon and all other drums sizes and types;

Any chemical material being transported must be accompanied by the appropriate i)MSDS (Material Safety Data Sheet) information, attached to the manifest;

CONTRACTOR shall comply with all requirements of Control of Substances j)Hazardous to LEGISLATION and, in particular all appropriate guidelines for the handling, packaging and shipment of Hazardous Substances;

CONTRACTOR shall have in place and shall adhere to procedures for the correct k)securing of loads to trucks for road transport;

CONTRACTOR shall unload and load CONTRACTOR EQUIPMENT and COMPANY 1.3MATERIALS at the DRILLING UNIT. CONTRACTOR shall ensure all cargo is handled in a proper and safe manner with particular reference to dangerous or hazardous material.


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2 TRUCKING AND JOURNEY MANAGEMENT

CONTRACTOR shall ensure that all trucks used in the performance of the WORK are 2.1roadworthy (including local registration and insurance requirements), thoroughly maintained, records are readily available, and trucks are fit for harsh terrain travel.

Spare parts shall be readily available for each truck as part of the maintenance schedule 2.2and planning.

All truck drivers shall have a valid local driving license and have attended an advanced 2.3level defensive driving course or equivalent and possess a valid certificate.