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The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C.

(CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

REV.
DATE
STATUS
Project N°
076551C

DOCUMENT REVISIONS
BAPCO Code:

(name & visa)


WRITTEN BY
Unit
000R

BAPCO MODERNIZATION PROGRAM


Document Code

(name & visa)


PTC-XXXX-

CHECKED BY

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


XXX
Serial N°

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


Rev.

(name & visa)


APPROV./AUTHOR. BY
Page
1/49
Project N° Unit Document Code Serial N° Rev. Page
076551C 000R PTC-XXXX XXX 2/49

BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


CONTENTS

1.  PURPOSE 3 
2.  SUBCONTRACT PRICE 3 
3.  PAYMENT 7 
4.  INDEMNITIES AND INSURANCES 11 
5.  LIQUIDATED DAMAGES FOR DELAY 15 
6.  GUARANTEES 15 
7.  CODE OF ETHICS - ADMINISTRATIVE AND SOCIAL ACCOUNTABILITY 18 
8.  GOVERNING LAW – SETTLEMENT OF DISPUTES 19 
9.  SUBCONTRACTOR DUTIES - PROJECT CONTROL 21 
10.  PHYSICAL PROGRESS MEASUREMENT, ACCOUNTING OF WORK, ACCOUNTING
OF WORK PER PARTS OF WORK 24 
11.  PAYMENT BACK-UP PRESENTATION AND REVIEW 26 
12.  SUBCONTRACTOR DUTIES – HEALTH, SAFETY, SECURITY AND ENVIRONMENT 30 
13.  CONSTRUCTION QUALITY SYSTEM 42 
14.  WORKING TIME 47 
15.  STAND-BY TIME 47 
16.  AMENDMENTS TO THE GENERAL TERMS AND CONDITIONS OF SUBCONTRACT 48 
17.  ATTACHMENTS 49 
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
076551C 000R PTC-XXXX XXX 3/49

BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


1. PURPOSE

The purpose of this document is to complete and/or amend the General Terms and
Conditions of Subcontract.

2. SUBCONTRACT PRICE

The SUBCONTRACT PRICE, including any lump sum, unit prices and rates and sums
shown in the Exhibit B Price Schedule Exhibit, shall be fixed and firm for the duration of
the SUBCONTRACT and no escalation, or other adjustment, shall be granted for any
change in any of SUBCONTRACTOR's costs other than as expressly provided for in the
SUBCONTRACT.

The SUBCONTRACT PRICE includes all taxes, duties and fees charged to
SUBCONTRACTOR in the Country where the PLANT is located or in any other country
involving the WORK, as well as all taxes and social security or similar contributions
required by applicable laws or collective unions or union regulations.

SUBCONTRACTOR warrants that it is duly licensed, registered or otherwise qualified to


do business within the Kingdom of Bahrain and to perform the WORK contemplated
under this SUBCONTRACT.

SUBCONTRACTOR shall be fully liable for and pay, without reimbursement from
CONTRACTOR, any and all taxes, levies, fines, penalties, assessments and fees of
every kind and nature, or increases in the foregoing, imposed on SUBCONTRACTOR
as a result of SUBCONTRACTOR’s performance of the WORK or in connection with
income earned by SUBCONTRACTOR under this SUBCONTRACT.

The SUBCONTRACTOR shall indemnify and hold harmless the CONTRACTOR and the
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

CLIENT from any and all liabilities, including penalties and interest, deriving from
SUBCONTRACTOR’s failure to (i) make timely payment or to pay any of the items
mentioned above or (ii) comply with the reporting, filing or other procedural requirements
with respect to their payment.

SUBCONTRACTOR shall pay at its own expense when due:


a) taxes and fees imposed by reason of the performance of WORK by
SUBCONTRACTOR including, but not limited to, net worth, business, sales and use,
value added, excise, storage, stamp duty and consumption taxes; licenses, permit,
and registration fees; and income, profit, remittance, franchise, and personal
property taxes, and any taxes based on SUBCONTRACTOR's net or gross income
arising out of the performance of WORK, and
b) employment taxes and contributions imposed by applicable law or regulations, with
respect to or measured by compensation (wages, salaries, social security, or others)
paid to employees of SUBCONTRACTOR including, but not limited to, taxes and
contributions for unemployment compensation insurance, old age benefits, welfare
funds, pensions and annuities, and disability insurance, and

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


c) import/export license fees and import/export taxes and duties on services,
CONSTRUCTION AIDS, SUBCONTRACTOR’s EQUIPMENT and MATERIAL,
SUBCONTRACTOR’s related properties and supplies imported or exported by
SUBCONTRACTOR, when such taxes, fees and duties are levied, assessed or
imposed upon or on account of performance of WORK or its receipt therefrom under
any law applicable inside or outside the Kingdom of Bahrain.

CONTRACTOR shall endeavour to secure, and shall pay for, all clearances, permits,
licenses and any governmental authorizations required by the (Country)
Government which must be in CONTRACTOR’s name and which are necessary for
the import or export of any CONTRACTOR’s EQUIPMENT and MATERIAL and
CONTRACTOR’s fabricated structures and subassemblies required for
incorporation into the PLANT.

SUBCONTRACTOR shall endeavour to secure, and shall pay for, without


reimbursement from CONTRACTOR, all clearances, permits, licenses and any
governmental authorizations required by the Kingdom of Bahrain Government which
must be in SUBCONTRACTOR’s name and which are necessary for the import or
export of CONSTRUCTION AIDS, SUBCONTRACTOR’s EQUIPMENT and
MATERIAL, and SUBCONTRACTOR’s related property to be used by
SUBCONTRACTOR in connection with the WORK and any SUBCONTRACTOR-
supplied materials and fabricated structures and subassemblies required for
incorporation into the PLANT.

SUBCONTRACTOR shall pay without reimbursement from CONTRACTOR, all


custom duties, transportation fees, port fees, quarantine fees and any other fees,
levies, assessments, fines or charges of every kind and nature required or levied by
the Kingdom of Bahrain Government or by any other government on
CONSTRUCTION AIDS, SUBCONTRACTOR’s EQUIPMENT and MATERIAL and
SUBCONTRACTOR's related property to be used by SUBCONTRACTOR in
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

connection with the WORK and on any SUBCONTRACTOR’s fabricated structures


and subassemblies required for incorporation into the PLANT.

SUBCONTRACTOR shall also be responsible for re-exporting CONSTRUCTION


AIDS and SUBCONTRACTOR's related property imported into WORKSITE for
purposes of performing WORK.

SUBCONTRACTOR or SUBCONTRACTOR’s personnel shall pay, without


reimbursement from CONTRACTOR, all custom duties, fees, levies, assessments,
fines and charges of every kind and nature required or levied by any government of
the persons or possessions of SUBCONTRACTOR’s personnel.

If CONTRACTOR is ordered by any government authority in the Kingdom of


Bahrain) to pay any sum of money in satisfaction of any debt or obligation in the
Kingdom of Bahrain of SUBCONTRACTOR, any subcontractor or the personnel of
either of them, CONTRACTOR shall give SUBCONTRACTOR written notice of its
payment.

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


SUBCONTRACTOR shall reimburse CONTRACTOR for the amount paid upon
receipt of CONTRACTOR’s billing and evidence of the governmental order, which
required CONTRACTOR to make the payment.

The lump sum part of the SUBCONTRACT PRICE referred into Articles 2.1.1. and
2.2.1b, if any, incorporates all provisions for future project development and all
consequences to the SUBCONTRACT. Only in case of a substantial modification as
defined in the SUBCONTRACT will there be any adjustment of the lump sum portion of
the SUBCONTRACT PRICE.

The unit prices portion of the SUBCONTRACT PRICE referred into Article 2.2.1a, if any,
is based on unit prices and approximate quantities; certain secondary items or ancillaries
are not necessarily identified or described. It is, however, expressly understood that the
unit prices are deemed to include and fully compensate SUBCONTRACTOR for all its
obligations to CONTRACTOR for the WORK, whether shown or not in the respective
definitions of the unit prices and that there can be no creation of new unit prices except
either for WORK for which a unit price already exists but for different dimensions (e.g. a
new piping diameter), or for WORK entitling SUBCONTRACTOR to make a request for
a VARIATION in accordance with the requirements of the SUBCONTRACT.

Payment of the SUBCONTRACT PRICE shall be effected pursuant to the provisions of


these Particular Terms and Conditions of Subcontract and of the Exhibit B Price
Schedule.

The SUBCONTRACT PRICE shown in the Subcontract Form of Agreement is broken


down into the following:

2.1 Lump Sum Part of SUBCONTRACT PRICE:

2.1.1 The lump sum part of the SUBCONTRACT PRICE is inclusive of direct and indirect
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

portions.

Lump sum part of the SUBCONTRACT PRICE:

United States Dollars........................................ (USD) (excluding VAT)

2.1.2 VARIATION to the lump sum part of the SUBCONTRACT PRICE

SUBCONTRACTOR is entitled to request a VARIATION for changes in the scope of the


lump sum part of the SUBCONTRACT PRICE only in case of major changes initiated by
CONTRACTOR to the following documents called primary documents:

(List primary documents)

For the purpose of the present Article, a major change is:

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


(List major changes)

Changes to documents other than the above primary documents shall not entitle
SUBCONTRACTOR to request a VARIATION.

2.2 Unit Prices Part of SUBCONTRACT PRICE:

2.2.1 The unit prices portion of the SUBCONTRACT PRICE is based on estimated quantities
and subject to adjustment according to the SUBCONTRACT conditions

a) Direct portion initial estimate (as per the Exhibit B Price Schedule)
United States Dollars........................................ (USD) (excluding VAT)
b) Indirect portion lump sum (defined in the Exhibit B Price Schedule)
United States Dollars........................................ (USD) (excluding VAT)
2.2.2 Adjustment of the Indirect portion lump sum for the Unit Prices portion of
SUBCONTRACT shall be governed by the rule set out in the table entitled "Indirect
Portion Variation Rule" hereafter.

Indirect Portion Variation Rule


X = Direct portion final amount / Direct Y = Factor to be applied for adjustment
* of Indirect portion
portion initial estimate ( )
X <= 0.85 Y = (X - 1.15) x 0.9 + 1.27
0.85 < X <=1.15 Y=1
1.15 < X <= 1.25 Y = (X - 1.15) x 0.8 + 1
1.25 < X Y = (X - 1.15) x 0.6 + 1.02

(*) As per SUBCONTRACT Exhibit B Price Schedule.

The final amount of the Direct portion of SUBCONTRACT PRICE shall be the sum of:
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

 the direct portion actual amount, calculated by multiplying the final agreed quantities
by the relevant unit prices of the Exhibit B Price Schedule according to the provisions
of the Exhibit B Price Schedule
 the total amount of VARIATION not including indirect portion as defined in Article 14
of the General Terms and Conditions of Subcontract.

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
076551C 000R PTC-XXXX XXX 7/49

BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


3. PAYMENT

3.1 Terms of Payment

The price payable in respect of the SUBCONTRACT shall be paid to


SUBCONTRACTOR as follows:

3.1.1 Down-Payment

Five percent (5%) of the SUBCONTRACT PRICE as down payment upon occurrence of
the following events:
 Signature of the SUBCONTRACT by the PARTIES;
 Issuance by SUBCONTRACTOR of a satisfactory Down Payment Bond in the
amount of 5% of SUBCONTRACT PRICE in accordance with Article 6.1.2 and
Down Payment Bond format in Attachment 2;
 Issuance by SUBCONTRACTOR of a satisfactory Performance Bond in the amount
of 10% of SUBCONTRACT PRICE in accordance with Article 6.1.1 and
Performance Bond format in Attachment 1;
 submittal by SUBCONTRACTOR of the required insurance certificate originals; and
 Issuance by SUBCONTRACTOR of a Parent Company Guarantee in accordance
with Attachment 4 format (optional).

3.1.2 Mobilisation Plan Down Payment

Five percent (5%) of the SUBCONTRACT PRICE as mobilisation payment upon:


 Acceptance by CONTRACTOR of SUBCONTRACTOR's Mobilisation Plan as
specified in Exhibit J Coordination Procedure;
 Issuance by SUBCONTRACTOR of a satisfactory Mobilisation Plan Down Payment
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

Bond in the amount of 5% of SUBCONTRACT PRICE as per Article 6.1.2 and in the
format of the Down Payment Bond as included in. Attachment 2; and
 Finalization of the Overall Reference Work Progress Curve in accordance with the
requirements of article 12.2 of the General Terms and Conditions of Subcontract.

3.1.3 HSE Implementation Progress Payment

Three percent (3%) as per SITE MANAGEMENT recognized HSE implementation


progress, as per the provisions detailed in Article 12.13.

3.1.4 Quality Implementation Progress Payment

Two percent (2%) as per SITE MANAGEMENT recognized Quality implementation


progress, as per the provisions detailed in Article 13.17.

3.1.5 Progress Payment

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


Seventy-three percent (73%) of the SUBCONTRACT PRICE, as per Monthly Work
Progress Status approved by SITE MANAGEMENT.

3.1.6 Project Control Implementation Progress Payment

Two percent (2%) of the SUBCONTRACT PRICE as per provisions detailed in Article 9.

3.1.7 Completion of the WORK

Five percent (5%) of the SUBCONTRACT PRICE upon issue by SUBCONTRACTOR of


the final Work Progress Status, of the proposed Final Financial Statement in accordance
with the form of Attachment 5A and the Release Letter in accordance with the form of
Attachment 5B, issue by CONTRACTOR of the Completion of the WORK Certificate
without punch-list items and return to CONTRACTOR of all surplus materials and
signature of the Close-Out amendment to the SUBCONTRACT confirming the release
of claims and liens.

3.1.8 Final Acceptance

The remaining five percent (5%) of the SUBCONTRACT PRICE upon issue by
CONTRACTOR of the Final Acceptance Certificate; this sum may be paid after
Completion of the WORK against a Retention Bond of the same amount, as per Article
6.1.3. and the bond format specified in Attachment 3

3.1.9 Payment of Work Orders

Work Orders shall be paid as follows: Ninety percent (90%) of the Work Order amount
upon completion and acceptance by CONTRACTOR of the Works concerned, the
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

relevant balance amount to be paid 5% at the Completion of the Work Certificate and
5% at the Final Acceptance, in accordance with the provisions of above Articles 3.1.7.
and 3.1.8 respectively.

3.2 Conditions of Payment

For each of the above payments, payment will be made by bank transfer, sixty (60) DAYS
after the end of month in which an invoice, fully compliant with the required supporting
documents, is received.

Monthly Work Progress Status of each related month will be established and sent to
CONTRACTOR for approval , as per the provisions of Article 11.

Since CONTRACTOR has established a system of optical reading of bills (OCR - Optical
Character Recognition), which provides an automatic data capture of invoices, the same
must contain the following:
 Full and correct billing address as indicated in this Particular Terms and Conditions;

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
076551C 000R PTC-XXXX XXX 9/49

BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


 Complete SUBCONTRACT number preceded by 0 (zero) without space or other
characters; and
 Currency code of the amount.

Prior to the Bahraini Company incorporation, SUBCONTRACTOR shall issue


PROFORMA invoice which shall be addressed to:

Technip U.S.A. Inc.


11740 Katy Freeway
Houston, TX 77079

Technip Italy S.p.A.


Viale Castello della Magliana 68
00148 Roma

Tecnicas Reunidas S.A.


Calle Arapilles 14
Madrid

Samsung Engineering CO. LTD.


Samsung GEC, 26 Sangil-ro
6-Gil, Seoul 05228
Attn: Mr. Alfonso Di Mario, Fellow Director, Technip Italy and Technip USA
Mr. Ferruccio Tata Nardini, Project Director, Tecnicas Reunidas
Ms. Hyeok (Elizabeth) Kim, Project Manager, Samsung Engineering

Once the Bahraini Company will be incorporated, SUBCONTRACTOR will issue


relevant original invoice as instructed by CONTRACTOR from time to time, according
to the Project requirement.
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

Each invoice shall state:


 the SUBCONTRACT name;
 the SUBCONTRACT number;
 the cost code number: ..............;
 the services or work invoiced;
 the term of payment to be paid with full and correct wording;
 the total amount to be paid, supported by the approved Monthly Work Progress
Status;
 Subtotal of all amounts prior to calculation of any VAT (if applicable);
 VAT (if applicable) shall be shown separately;
 SUBCONTRACTOR’s VAT registration number;
 SUBCONTRACTOR’s remittance address;
 The cumulative amount of invoices previously approved; and
 Such other information as CONTRACTOR may require for accounting purposes.

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Project N° Unit Document Code Serial N° Rev. Page
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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT

The invoice transmission shall be by e-mail to the following address:

bmp.dir-pm@ttsjv.com;

This procedure will reduce the invoices’ receipt time as well as risk of delay or loss.

For a correct receipt of SUBCONTRACTOR’s invoices in the system


SUBCONTRACTOR shall follow the rules listed below:
 Refer only in the e-mail subject to the SUBCONTRACT number;
 Transmit only one invoice for each e-mail;
 The invoice must be in PDF format and named “INV-invoice number”; and
 Invoices’ attachments must be transmitted in the same e-mail in a separate file
named “ATT-invoice number”.

SUBCONTRACTOR warrants that all documents including invoices, vouchers, financial


settlements, billings, and reports submitted by SUBCONTRACTOR to CONTRACTOR
shall truly reflect the facts about the activities and transactions to which they pertain, and
SUBCONTRACTOR represents that in any further recording or reporting made by
CONTRACTOR and/or CLIENT for whatever purpose, CONTRACTOR and/or CLIENT
may rely upon all such documents and the data therein as being complete and accurate.
SUBCONTRACTOR further agrees to promptly notify CONTRACTOR upon discovery of
any instance where SUBCONTRACTOR has failed to comply with the provisions of this
Article. When placing subcontracts or purchase orders for services, CONSTRUCTION
AIDS or materials for WORK, SUBCONTRACTOR shall incorporate in its purchase
orders, or subcontracts, a similar provision.
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

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Project N° Unit Document Code Serial N° Rev. Page
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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


4. INDEMNITIES AND INSURANCES

4.1 Indemnities

4.1.1 For the purpose of these Particular Terms and Conditions of the Subcontract:
CONTRACTOR’s GROUP shall mean CONTRACTOR, its shareholders and affiliated
companies, its subcontractors and their employees, officers, directors and agents;
CLIENT’s GROUP shall mean CLIENT, its shareholders, lenders, and affiliated
companies, its other contractors and subcontractors and their employees, officers,
directors, agents and Independent engineer/technical Consultant;
SUBCONTRACTOR’s GROUP shall mean SUBCONTRACTOR, its shareholders and
affiliated companies, its subcontractors and their employees, officers, directors and
agents

4.1.2 In the event of any claim, liability, demand or cause of action with respect to:

a) personal injury to or death or sickness of any employee, servant or agent of


SUBCONTRACTOR’s GROUP; or
b) damage to or loss of property owned by or contracted to SUBCONTRACTOR’s
GROUP

SUBCONTRACTOR shall indemnify, hold harmless and defend CONTRACTOR’s


GROUP and/or CLIENT’s GROUP against any and all such claims, demand or causes
of actions, whether based on breach of contract, tort (including negligence), strict
liability or otherwise, howsoever the injury, death, damage or loss is caused or alleged
to have been caused. This indemnity shall not apply in case of gross negligence or
wilful misconduct of CONTRACTOR’s GROUP and/or CLIENT’s GROUP.

4.1.3 Damage to the Plant and Client’s existing properties


and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

SUBCONTRACTOR shall indemnify, hold harmless and defend CONTRACTOR’s


GROUP and/or CLIENT’s GROUP for any damage to or loss of the PLANT and or
CLIENT’s existing properties occurring in connection with the WORK.

4.1.4 Claims by Third Parties

For the purpose of these Particular Terms and Conditions of the Subcontract THIRD
PARTY shall mean any legal person other than CLIENT’s GROUP, CONTRACTOR’s
GROUP and SUBCONTRACTOR’s GROUP:

a. CONTRACTOR and SUBCONTRACTOR shall each be individually liable for, and


CONTRACTOR and SUBCONTRACTOR each agree to indemnify and hold the
other PARTY (and the relevant GROUP) and CLIENT’s GROUP harmless from
and against any claims, demands, liabilities in respect of personal injury or death,
or damage to or loss of property suffered by any THIRD PARTY to the extent
such injury or death, or damage to or loss is caused by the negligence or default
on the part of the indemnifying PARTY or its employees, agents, subcontractors

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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


or suppliers, their respective employees and agents in the course of or arising
out of the WORK.
b. If the PARTIES are collectively responsible for a claim by any THIRD PARTY, the
extent of the individual liability of each PARTY shall be determined according to
the degree to which such PARTY has caused or contributed to the total amount
of the claim. The foregoing is without prejudice to either PARTY’s rights under
Article 8. It is understood that while pending a final determination on allocation of
responsibilities each PARTY shall not refuse to pay/perform in proportion to its
responsibility as provisionally allocated.

4.1.5 Liability for pollution

SUBCONTRACTOR shall assume liability for and shall defend, indemnify and hold
CONTRACTOR’s GROUP and CLIENT’s GROUP free and harmless, from and
against, any and all loss, damage, claims, demands, actions or proceedings deriving
from pollution and/or environmental damages howsoever arising out of the execution
of the WORK of SUBCONTRACTOR’s GROUP.

4.2 Insurances

4.2.1 Insurances to be Taken Out by SUBCONTRACTOR

Before beginning to perform the WORK under the SUBCONTRACT,


SUBCONTRACTOR shall, at its own cost and expense, take out and/or maintain valid
insurances with first class Insurance Companies and for the entire duration of the
SUBCONTRACT including any warranty and liability period the following:

a) All the mandatory insurance policies which may be required by the laws applicable
at WORKSITE;
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

b) An insurance policy indemnifying SUBCONTRACTOR against loss or damage to all


equipment and tools owned, leased or hired by SUBCONTRACTOR and used by
SUBCONTRACTOR on the WORKSITE and generally the items of personal or real
property used by it. The coverage of this policy shall be up to the full value of said
equipment and tools;

c) An automobile public liability policy covering the vehicles used or hired by


SUBCONTRACTOR in an amount equal, at least, to the minimum imposed by the
laws and regulations in force in the WORKSITE countries regarding automobile
insurance. The coverage of this policy shall not be less than United States Dollars
one million (USD 1,000,000.00) per occurrence;

d) Worker’s Compensation and Employer’s Liability Insurance covering all statutory,


civil or common law liabilities arising out of injury to, illness, disease or death of any
person employed by SUBCONTRACTOR. Coverage shall be provided for all
employees for statutory benefits as set out in and required by applicable law in the
area of operation or any other area in which SUBCONTRACTOR may become legally
obligated to pay benefits. The Employer’s Liability Insurance coverage shall have

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The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


limits as required by applicable statute, but in any case not less than USD two million
five hundred thousand (USD 2,500,000.00) per occurrence;

e) Third Party Liability Insurance policy with limit of indemnity not less than USD ten
million (USD 10,000,000.00) per occurrence for personal injury and death suffered
by THIRD PARTIES and loss or damage to THIRD PARTIES property (and including
the CLIENT’s existing property) resulting from each occurrence and covering all
SUBCONTRACTOR operations under the SUBCONTRACT. This Policy should also
include a “Cross Liability“ provision and should also include cover for sudden and
accidental pollution;

f) A professional liability policy or equivalent covering SUBCONTRACTOR's liability


for any loss and / or damage occurring after the Completion of the WORK and
caused by error and/or omission and / or professional fault. The coverage of this
policy shall not be less than USD ten million (USD 10,000,000.00) per occurrence;
and

g) A medical insurance policy covering all SUBCONTRACTOR’s employees.

h) Marine Operations Liability Insurance (if required and depending of the nature of the
WORK to be carried out by SUBCONTRACTOR, covering owned, non-owned, or
hired craft, covering liabilities arising from the use and/or operation of the waterborne
craft (including floating construction equipment ) in the care, custody or control of
SUBCONTRACTOR including liability for damage due to collision, pollution piracy
and removal of wreck. To avoid any doubt, liability cover for water borne vessels
should be through P&I Club within the International Group of P&I Clubs; and

i) Aviation Liability Insurance (if required and depending of the nature of the WORK to
be carried out by SUBCONTRACTOR), covering the use of aircraft owned or hired
by SUBCONTRACTOR. SUBCONTRACTOR shall carry, or require the owners of
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

such Aircraft to carry aviation liability insurance , including passenger legal liability.
The aviation liability insurance coverage shall not be less than USD 50,000,000
applicable to bodily injury, sickness or death and loss of or damage to property of
third parties.

4.2.2 If any of SUBCONTRACTOR’s personnel have the right to receive any insurance
reimbursement, SUBCONTRACTOR shall give evidence to CONTRACTOR of the
payment of such reimbursement with reasonable details as may be requested by
CONTRACTOR. This provision applies to insurance policies covered by Article 4.2.1 d)
above.

4.2.3 For the insurances set forth in Article 4.2.1, except under 4.2.1 g), the policy shall name
the CONTRACTOR’s GROUP and CLIENT’s GROUP as additional insured. For the
insurances set forth in Article 4.2.1 c) and 4.2.1 d) the additional insured status can be
replaced with an “Indemnity to Principal clause” in favour of CONTRACTOR and CLIENT

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BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT

All the insurances under Article 4.2.1 shall include a waiver of subrogation against
CONTRACTOR’s GROUP and CLIENT’s GROUP and shall provide that not less than
sixty (60) days’ notice shall be given to the CONTRACTOR and CLIENT by all insurers
prior to any cancellation or material modification of the policies.

4.2.4 Nothing in this Article 4.2 limits the obligations, liabilities or responsibilities of the
SUBCONTRACTOR under the other terms of this SUBCONTRACT or otherwise

4.2.5 All deductibles under SUBCONTRACTOR's policies shall be solely borne by


SUBCONTRACTOR.

4.2.6 All the insurances required by this SUBCONTRACT shall be primary to any policies
and/or self insured retentions held by or providing coverage to CONTRACTOR’s GROUP
and CLIENT’s GROUP.

4.2.7 “first class Insurance Companies” shall be interpreted as minimum reputable insurers
acceptable to CONTRACTOR and CLIENT. Without prejudice to the foregoing, the
insurance policies shall be obtained from local insurance companies registered with the
Central Bank of Bahrain (CBB) with an minimum financial rating of “ BBB+” or equivalent
from one of the globally leading rating agencies.

4.2.8 All policies taken out by SUBCONTRACTOR shall be in United States Dollars (US
Dollars), and all claims under the policies taken out by CONTRACTOR shall be paid in
this currency.

4.2.9 SUBCONTRACTOR shall ensure that its subcontractors shall take out and maintain
similar insurances as referred in this Article 4.2, unless such subcontractors are covered
by the policies taken out by SUBCONTRACTOR.
Before commencing any part of the WORK, SUBCONTRACTOR shall deliver to
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

CONTRACTOR insurance certificates evidencing that all policies as per Article 4.2 have
been obtained.

4.3 Insurance to be Taken Out by the CLIENT or CONTRACTOR

CLIENT or CONTRACTOR shall have a Construction All Risks insurance policy covering
the WORK at its full value against all risks of loss or damage, providing that deductibles
(limited to USD 250.000,00 per occurrence but for hot testing, commissioning, defects in
design, workmanship and materials, maintenance to USD 500.000,00 per occurrence)
shall be covered by SUBCONTRACTOR and be effective as of the SITE opening date
and valid until the final acceptance of the WORK.

CLIENT or CONTRACTOR shall arrange to have SUBCONTRACTOR’s GROUP


present on WORKSITE named as co-insured.

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BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


Furthermore, if such policy needs to be extended for reasons attributable to the
SUBCONTRACTOR, the relevant extra premium for extending the validity of the said
policy shall be entirely borne by SUBCONTRACTOR.

In the event that SUBCONTRACTOR’s GROUP is responsible for any loss or damage
covered under the Construction All Risks Insurance policy, the relevant deductibles shall
be borne by SUBCONTRACTOR.

SUBCONTRACTOR shall cooperate with any loss adjusters, surveyors or others in


connection with the insurances procured by the CLIENT and/or CONTRACTOR; observe
and fulfil the terms and conditions of the insurance policies including marine warranty
and survey requirements, appropriate notification and co-ordination with the marine
cargo insurance surveyor and risk management recommendations of marine cargo
insurance surveyor appointed under the CLIENT's marine insurance in relation to the
shipment of critical items, and in the event that SUBCONTRACTOR fails to do so,
SUBCONTRACTOR shall defend, indemnify and hold harmless the CONTRACTOR
Group from and against any and all suits, actions or administrative proceedings, claims,
demands, losses, damages, penalties and costs and expenses of whatsoever nature,
including attorney's fees and expenses, resulting from, or in respect of, any such failure.
SUBCONTRACTOR shall cooperate with and follow all reasonable risk improvement
measures required under the insurance policies arranged by the CONTRACTOR and/or
CLIENT.

5. LIQUIDATED DAMAGES FOR DELAY

5.1 For failure to meet the milestones specified in Exhibit C Time Schedule

SUBCONTRACTOR shall pay to CONTRACTOR as liquidated damages (and not as a


penalty) for delay zero point three percent (0.30%) of the SUBCONTRACT PRICE for
every DAY of delay for failure to meet any of the individual milestones that are specified
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

as guaranteed milestones in Exhibit C - Time Schedule.

5.2 For failure to meet the Completion of the WORK specified in Exhibit C - Time
Schedule

SUBCONTRACTOR shall pay to CONTRACTOR as liquidated damages (and not as a


penalty) for delay zero point three five percent (0.35%) of the SUBCONTRACT PRICE
for every DAY of delay for failure to obtain the Completion of the WORK Certificate at
the date specified in Exhibit C - Time Schedule.

5.3 Total liquidated damages for delay

The total liquidated damages for delay under the SUBCONTRACT shall not exceed ten
percent (10 %) of the SUBCONTRACT PRICE.

6. GUARANTEES

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BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


6.1 Bonds

All bonds to be provided by SUBCONTRACTOR shall be issued by a first-class


international bank rated at least A- by Standard & Poor’s (or its equivalent) approved by
CONTRACTOR. Such approval has to be obtained by CONTRACOR before bonds
issuance. Should the bank loose its A- rating, SUBCONTRACTOR shall immediately
replace the said bond with a bond by another bank rated A- or above.
All commissions and costs relevant to the Bonds are in charge of SUBCONTRACTOR.

6.1.1 Performance Bond

SUBCONTRACTOR shall provide to CONTRACTOR within twenty one (21) DAYS from
the EFFECTIVE DATE, an unconditional and irrevocable Performance Bond in strict
compliance with the form given in Attachment 1 hereto in the amount of ten percent
(10%) of the SUBCONTRACT PRICE in favour of CONTRACTOR.

Without prejudice to any other rights or remedies CONTRACTOR may possess, should
SUBCONTRACTOR fail to provide a satisfactory Performance Bond in strict compliance
with the form given in Attachment 1 hereto within twenty one (21) DAYS from the
EFFECTIVE DATE, CONTRACTOR shall have the right, at any time, without prior
notification, and without any liability whatsoever to terminate this SUBCONTRACT for
SUBCONTRACTOR’s default as per the conditions of Article 26.2.2 of the General
Terms and Conditions of Subcontract.

If CONTRACTOR receives a payment under the terms of the Performance Bond, and if
it is later established that SUBCONTRACTOR was not in breach of any of its obligations,
CONTRACTOR shall reimburse such payment to SUBCONTRACTOR, such repayment
being the limit of CONTRACTOR's liability in respect thereof.
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

SUBCONTRACTOR hereby agrees that if at any time it appears that


SUBCONTRACTOR's obligations under the SUBCONTRACT as regards the
Performance Bond will not expire within the expected Completion of the WORK date,
SUBCONTRACTOR will procure, at its expense, an extension of the validity of the
Performance Bond subject to the said obligations and for a period corresponding to the
expected delay.

6.1.2 Down Payment Bond

SUBCONTRACTOR shall provide to CONTRACTOR within twenty one (21) DAYS from
the EFFECTIVE DATE, an unconditional and irrevocable Down Payment Bond in strict
compliance with the form given in Attachment 2 hereto in the amounts defined in Articles
3.1.1 and 3.1.2 hereof in favour of CONTRACTOR.

The PARTIES agree that for the Mobilization Plan Down-payment (as per previous
Article 3.1.2) SUBCONTRACTOR can provide a separate Down Payment Bond for an
amount equal to 5% of the SUBCONTRACT PRICE or, at its choice, can increase the

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The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


bond already provided for the Down-Payment (as per previous Article 3.1.1) for an
amount equal to 5% of the SUBCONTRACT PRICE.

6.1.3 Retention Bond

Subject to the provisions of Article 21.1 of the General Terms and Conditions of
Subcontract, SUBCONTRACTOR may provide to CONTRACTOR upon delivery of the
Completion of the WORK Certificate, and in exchange for the final term of payment, an
unconditional and irrevocable Retention Bond in strict compliance with the form given in
Attachment 3 hereto in the amount defined in Article 3.1.8 hereof in favour of
CONTRACTOR.

6.2 Parent Company Guarantee (optional)

SUBCONTRACTOR shall provide an Ultimate Parent Company Guarantee in full


compliance with the form given in Attachment 4 hereto.
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

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The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


7. CODE OF ETHICS - ADMINISTRATIVE AND SOCIAL ACCOUNTABILITY

7.1 SUBCONTRACTOR hereby declares that it is aware of and undertakes to comply with
the principles of CONTRACTOR’s Code of Ethics, which has been duly provided to
SUBCONTRACTOR by CONTRACTOR.

Accordingly, it is expressly agreed that any non-compliance with the above commitment
during the performance of the activities to be carried out under the SUBCONTRACT,
connected to possible implications involving CONTRACTOR’s liability, will represent a
fundamental breach of the SUBCONTRACT. In any such event, CONTRACTOR shall
be entitled to undertake any and all measures it considers appropriate to protect its
interests, including to terminate forthwith the SUBCONTRACT for default, and to be
indemnified for any and all losses, damages, costs and expenses deriving from the
above-mentioned breach.

SUBCONTRACTOR acknowledges and agrees that the payment of, or the promise to
pay, any sum of money or any facility, with the exception of cases where such a facility
is of negligible value, in favour of public officials of any nationality or in favour of any
other third party whatsoever, aimed at obtaining an economic advantage, represents a
fundamental breach of the SUBCONTRACT. In any such event, CONTRACTOR shall
be entitled to terminate the SUBCONTRACT for default and to be indemnified for any
and all losses, damages, costs and expenses deriving from the above-mentioned
breach.

7.2 SUBCONTRACTOR hereby also declares that it shares the principles of Social
Accountability contained in the CONTRACTOR’s Code of Ethics and enclosed in Social
Accountability 8000 Standard (available in www.sa-intl.org) focusing particularly on the
following:
 Child labour
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

 Forced labour
 Health and Safety
 Freedom of Association and Right to Collective Bargaining
 Discrimination
 Disciplinary Practices
 Working Hours
 Remuneration

SUBCONTRACTOR hereby agrees to allow CONTRACTOR to audit the


implementation’s methods of such principles focusing particularly on the following
topics assumed as indicators:
 Local labour laws and regulations compliance, with particular reference to Working
hours, Over Time, Weekly off-day, Annual Leaving Management;
 Payment slip delivered to the workers and reporting all the items comprising the
wage;

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The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


 Worker’s contract, with all the applicable requirements included ,must be delivered
to the workers . The contract must be written in the language prescribed by local
legislation and in the language understandable by the worker. A copy of the contract
has to be available in the English language for possible audit;
 Evidence of the recruitment process / procedures, included contract with manpower
supply agency;
 Passport holding: in case of passport holding is carried out, it can be justified only
as a security precaution and the passport shall be given back to its owner as
necessary. Such process will be supported and detailed by written procedure /
declaration of the employer; and
 Proper communication channels by means of suggestion boxes, hot lines or workers
representatives put in force / established in collaboration with the workers in order
to assess/verify the compliance with and the proper implementation of the applicable
labour contracts and regulations.

In compliance with the requirements set forth in Article 10.2 of the General Terms and
Conditions of Subcontract, SUBCONTRACTOR shall include a clause similar to this
Article 7 in all of its subcontracts and purchase orders.

7.3 With reference to TechnipFMC’s Code of Business Conduct, SUCONTRACTOR shall


accept the contents described in the document GTF-GPS-OOS-22002-05 provided
herein as Attachment No 7.

8. GOVERNING LAW – SETTLEMENT OF DISPUTES

8.1 The SUBCONTRACT shall be governed by the law of England and Wales.

8.2 All differences or disputes arising out of or in connection with the SUBCONTRACT shall
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

be notified and resolved in accordance with the following:

8.2.1 SUBCONTRACTOR shall continue to proceed with the execution of the WORK with due
diligence, irrespective of differences, disputes or questions between the PARTIES
arising out of or in connection with the SUBCONTRACT and of the steps taken in order
to attempt to resolve the same as hereafter described.

Preliminary Proceeding

In the event of any difference, dispute or question between the PARTIES arising out of
or in connection with the SUBCONTRACT (whether before or after Completion of the
WORK and whether before or after Termination, abandonment or breach of the
SUBCONTRACT), the PARTIES shall set a date for meeting at appropriate levels,
through Representatives not directly involved in the performance of the WORK, in order
to attempt to resolve the same by amicable agreement within 30 (thirty) DAYS from date
of notification of either PARTY. If an amicable solution cannot be reached within the
above mentioned 30 (thirty) days, then each PARTY shall have the right to refer the
dispute to arbitration pursuant to Article 8.3 below.

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The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT

8.3 Arbitration

All disputes arising in connection with the SUBCONTRACT and which cannot be
amicably resolved between the PARTIES as per above Article 8.2.1 shall be finally
resolved under the Rules of Arbitration of the International Chamber of Commerce by
one or more arbitrators appointed in accordance with the said Rules. The seat of
arbitration shall be in London (United Kingdom of England).

The arbitrator(s) shall decide according to the provisions of the Applicable Law.

The procedural rules governing this arbitration shall be, in order of priority:
 Those contained in the ICC Rules of Arbitration and where those rules remain silent;
 Those contained in the Terms of Reference to be agreed and where the Terms of
Reference remain silent;
 Any rules which the Arbitral Tribunal shall determine from time to time by Procedural
Orders with reference to procedural principles applicable in civil law countries after
consultation with the PARTIES.

The language of Arbitration shall be English.


and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

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The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


9. SUBCONTRACTOR DUTIES - PROJECT CONTROL

In order to sustain the achievement of the work progress required by the ORWPC,
SUBCONTRACTOR shall provide the following deliverables:

a. SUBCONTRACT SCHEDULE - Level 4 (Gantt) and related PROGRESS CURVES


(Overall/Area/Discipline/Work Class), according to the CONTRACTOR’s baseline
and progress measurement structure. These deliverables have to be provided after
the signature of the SUBCONTRACT among CONTRACTOR and
SUBCONTRACTOR and have to be considered as reference for evaluating the
performance of the SUBCONTRACTOR.
If required these deliverables will have to be revised by SUBCONTRACTOR due to
delays or change of SCOPE OF WORK.

b. PROGRESS DETAILED WORK SHEET (Form C3) has to be provided by


CONTRACTOR, filled by SUBCONTRACTOR for CONTRACTOR’s check and
approval.
SUBCONTRACTOR has to strictly provide C3 forms on weekly basis (or whenever
needed) to ensure CONTRACTOR’s Planning team to check and upload progress
in Progress control management system.

c. WEEKLY REPORT

SUBCONTRACTOR has to provide this deliverable on weekly basis. It has to include


at least following chapters:

- WORK FRONT ANAYSIS


and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

SUBCONTRATOR has to analyze work front available and provide to


CONTRACTOR a 2 weeks look-ahead level 4 schedule (by item) including the
forecast dates on which the various and significant accesses to the PLANT will
be available;

- PROGRESS CURVES & BUILD-UP

Weekly report has to show on a graph overall reference progress curve


(ORWPC) vs overall actual progress curve.
Actual progress has to be calculated following CONTRACTOR’s Progress
Measurement rolling up from C3 (level 5) to level 0.
Related to the above mentioned 2 weeks look-ahead schedule,
SUBCONTRACTOR has to calculate progress build-up for the next 2 weeks (to
be highlighted on the overall progress curve graph).

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The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


- PRODUCTIVITIES ANALYSIS

It’s a SUBCONTRACTOR’s duty to keep under control spent manhours vs


planned manhours. This data has to follow CONTRACTOR’s progress
measurement.

d. DAILY WORK REPORT (Form C101)

SUBCONTRACTOR has to properly fill daily work report and to send it on daily basis
(specimen provided by CONTRACTOR) to record allocated direct & indirect labor
and total equipment usage by work trades and by sub-work class (per each unit of
the Plant).

SUBCONTRACTOR progress control deliverables has to be issued to CONTRACTOR


with the occurrence reported in the following table:
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

The fixed portion of the SUBCONTRACT PRICE subject to Project Control


implementation will be recognized in equal, fixed monthly instalments. At the monthly
cut-off date, the recognized progress percentage of the Project Control implementation,
determined in accordance with the above described procedure, will be the basis for the
relevant SUBCONTRACT PRICE portion monthly invoicing; the portion not recognized
at the end of a month can be recovered in the following month, provided that
SUBCONTRACTOR has carried out all the necessary recovery actions in order to fully

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The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


comply with the Project Control prescriptions and requirements. In case
SUBCONTRACTOR has not carried out the said recovery actions and the relevant
Project Control prescriptions and requirements have not been fulfilled for two
consecutive months, the respective monthly portions will not be recognized anymore and
the relevant amounts deducted from the SUBCONTRACT PRICE.

The non payment of any amount relevant to the SUBCONTRACT PRICE subject to
Project Control implementation due to SUBCONTRACTOR’s default will neither relieve
SUBCONTRACTOR from its obligations to properly and fully implement the Project
Control prescriptions and requirements nor will it relieve SUBCONTRACTOR from being
back-charged for the additional costs incurred by the CONTRACTOR in this regard.

The persistent occurrence of these actions will represent the SUBCONTRACTOR’s


failure in fulfilling his duties relevant to the work front and productivity reporting. A
corrective action by SUBCONTRACTOR shall be required.

Different deliverables issuance occurrence can be agreed by the PARTIES during the
project execution if a stricter progress control is required by specific works (i.e., shut
down activities).

CONTRACTOR will assist SUBCONTRACTOR in the preparation of the “Available Work


Front Report” by providing information to SUBCONTRACTOR relevant to upcoming
release of IFC drawings and to arrival at SITE of CONTRACTOR’s EQUIPMENT and
MATERIAL for a period covering at least the forthcoming three months.

CONTRACTOR reserves the right to comment upon the “Available Work Front Report”.
CONTRACTOR comments, or absence thereof, shall neither release
SUBCONTRACTOR in any way from any of its obligations and liabilities under the
SUBCONTRACT, or at law, nor shall it justify any assumption by CONTRACTOR of any
responsibility for any such obligations or liabilities.
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

Build-up of progress, once accepted by the PARTIES, shall be a mandatory document


for SUBCONTRACTOR.

When the planned progress or productivity values are not achieved, the
SUBCONTRACTOR shall submit within 7 DAYs its relevant Recovery Plan, identifying
the corrective actions which it needs to implement to comply with all the planned values
and to maintain the SUBCONTRACT Schedule, and shall submit it to CONTRACTOR
for evaluation.

In circumstances where the planned progress or productivity values are not achieved,
CONTRACTOR, without prejudice to any other rights or remedies it may possess, may
provide its comments, instructions and notices in respect of the Recovery Plan submitted
by SUBCONTRACTOR, suggesting alternative solutions to be implemented by
SUBCONTRACTOR.

For avoidance of doubt, it is clarified as follows:

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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


 CONTRACTOR’s comments, or absence thereof, suggestions, instructions and/or
notices regarding SUBCONTRACTOR’s Recovery Plan shall not release
SUBCONTRACTOR in any way from any of its obligations and liabilities under the
SUBCONTRACT, or at law, nor shall constitute any assumption by CONTRACTOR
of any responsibility for any such obligations or liabilities; and
 SUBCONTRACTOR shall be solely responsible for the determination of the
Recovery Plan, which shall be implemented at its sole cost and risk.

No deviation in respect to the planned progress or productivity values shall entitle


SUBCONTRACTOR to claim changes of the SUBCONTRACT PRICE.

10. PHYSICAL PROGRESS MEASUREMENT, ACCOUNTING OF WORK, ACCOUNTING


OF WORK PER PARTS OF WORK

10.1 Subcontract Price

The SUBCONTRACT PRICE initial amount and relevant break down is provided for in
SUBCONTRACT Exhibit B – Price Schedule”.

The final amount of the SUBCONTRACT PRICE shall be calculated as per Section 5 of
SUBCONTRACT Exhibit B – Price Schedule, which includes provisions as per the
following Articles 10.3 and 10.4.

10.2 Physical Progress Measurement

Physical progress is the ratio of "completed MAIN WORK" to the "total volume of MAIN
WORK".
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

Physical progress measurements shall be in accordance with all instruction, specification


and requirements as per doc. 1000 PA 8011 and relevant correlated document 1000 JI
8011.

10.3 Procedure of Accounting Work

10.3.1 Work quantities shall be accounted directly from the construction drawings, according to
the contractual Price List(s) articles and measurement rules. Only in case such
theoretical calculation is not possible, CONTRACTOR shall survey, together with the
SUBCONTRACTOR, those works for which direct measurement of WORK executed
quantities is indispensable (such accounting being always executed in accordance with
the contractual Price List(s) articles and measurement rules).

It is clarified that only the works for which the properly signed Quality Control Forms
(QCF) have been issued will be considered “released for the WORK quantities
accounting”.

The SUBCONTRACTOR and the SITE MANAGEMENT will utilize the data reported on
C3 forms to check physical work progress according to the applicable progress control

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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


procedures. SUBCONTRACTOR shall update and submit on a weekly/monthly basis to
the CONTRACTOR’s Area Discipline Lead Supervisor the C3 forms (third detail work
sheet), provided by SITE MANAGEMENT covering the work assigned to him.

C3 forms, if not stated otherwise, updated and agreed by the CONTRACTOR and
SUBCONTRACTOR, in respect of works compensated on lump sum basis, will be used
as a basic document to account and value the relevant sum to pay to
SUBCONTRACTOR for the work done to date.

Approved C3 forms may be also used as a basic document for works compensated on
unit price basis, to assess the quantities done for each item of work to be multiplied by
the unit prices, to calculate the provisional amount to be paid to SUBCONTRACTOR.

In case more details are required in order to properly support the required detailed work
quantities accounting, the relevant supporting documents shall be attached to the C3
form (i.e. C3 form plus supporting documentation provide all details to assess detailed
work quantities for the proper filling in the Accounting Ledgers, as specified below).

10.3.2 The documents for the accounting of works compensated on a unit price basis are the
Accounting Ledgers and the Book Keeping Register. In the Accounting Ledgers there
the quantity of work performed will be indicated, calculated in accordance with the
accounting rules specified in the SUBCONTRACT documentation, and in the Book
Keeping Register these quantities will be valued by the application of relevant unit prices
of the SUBCONTRACT.

Without prejudice to SUBCONTRACTOR’s rights under Article 8 hereof, in the event of


disagreement between CONTRACTOR and SUBCONTRACTOR and/or dubious
understanding of the relevant SUBCONTRACT Price List Items, the decision of the
CONTRACTOR shall prevail with regard to the accounting process and
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

SUBCONTRACTOR shall subsequently make all corrections required thereto.

The amount relevant to the overall Indirect Costs of the SUBCONTRACT PRICE will be
accounted pro-rata, according to the percentage of progress reached by the overall
Direct portion.

10.4 Procedure of Accounting Work per Part of Work

CONTRACTOR will transmit to SUBCONTRACTOR drawings and documents issued for


construction (IFC) during WORK performance.

Transmission of those drawings and documents will take place as they are issued from
time to time, in accordance with Article 5 of the General Terms and Conditions of
Subcontract.

SUBCONTRACTOR, each time it receives drawings and documents IFC, that identify a
part of WORK (as for instance a single line or some lines on the whole, etc.) and prior

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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


the start of the prefabrication or erection of that part of WORK, shall immediately proceed
to determine the work quantities for that part of WORK.

The amount calculated simply and solely by the multiplication of work quantities by unit
prices, after CONTRACTOR’s verification, will be assumed as the final lump sum amount
for the Direct Costs of that part of WORK.

The Indirect Costs corresponding to that part of WORK will be calculated pro-rata as a
portion of the whole Indirect Cost amount indicated in Article 2.2.1 b) herein.

The lump sum amounts for Direct Costs of each part of WORK determined in accordance
with the above provisions will be accounted for payment according to the relevant
physical progress.

The agreed lump sum amount for the Direct Costs of each part of WORK shall be
considered fixed during the validity of the SUBCONTRACT and SUBCONTRACTOR
shall not be entitled to make any request for additional compensation or claim of
whatever nature other than through a VARIATION Request as per the terms of Article
14 of the General Terms and Conditions of Subcontract.

Each time a part of WORK is completed SUBCONTRACTOR must expressly renounce


its right to make any further request or claim and accept the lump sum amount for the
Direct Costs of the part of WORK as the relevant final compensation.

11. PAYMENT BACK-UP PRESENTATION AND REVIEW

11.1 Monthly Work Progress Status


and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

The Monthly Work Progress Status is based upon the following documents:
 Work Progress Status Ledger; and
 Accounting Ledgers and Book Keeping Register.

The SUBCONTRACTOR shall prepare each month a Monthly Work Progress Status in
a format provided by CONTRACTOR, as at, and including, the 25th of the month (cut-off
date) (such date to be customized for each project in accordance with the relevant
CONTRACT cut-off date), indicating:

11.1.1 The SUBCONTRACT PRICE based on latest amendment to the SUBCONTRACT.

11.1.2 The cumulative amount of completed MAIN WORK, attaching the relevant APPROVED
bills of quantities (contractual articles with relevant quantity and amounts, progressively
accounted and determining the total amount relevant to the works performed as at the
reference date of the Monthly Work Progress Status).

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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


11.1.3 The cumulative amount of completed Work Orders.

11.1.4 Amount of advance payments reimbursed or to be reimbursed to CONTRACTOR.

11.1.5 Amount of sums withheld by the CONTRACTOR in accordance with SUBCONTRACT


provisions.

11.1.6 Each month, with each issue of the Monthly Work Progress Status, the
SUBCONTRACTOR shall provide proof to CONTRACTOR and/or SITE MANAGEMENT
in respect of all payments, taxes and all Social Security Contributions or other
disbursements required under laws for social security or other purposes in the Country
in question, in favour of the employees of the SUBCONTRACTOR. One copy of relevant
documentation shall be attached to the Monthly Work Progress Status.
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


11.2 Date of Submittal of Monthly Work Progress Status

The Monthly Work Progress Status shall be submitted by SUBCONTRACTOR to SITE


MANAGEMENT not later than five (5) DAYS after the cut-off date stipulated above. After
this date, the SITE MANAGEMENT may have the report prepared at
SUBCONTRACTOR's cost.

11.3 Review of Monthly Work Progress Status

Upon receipt of the Monthly Work Progress Status, and not later than within fourteen
(14) DAYS of the receipt, CONTRACTOR:

11.3.1 Reviews the Monthly Work Progress Status and makes any applicable adjustments as
provided for under the SUBCONTRACT.

11.3.2 Deducts any costs of works carried out at SUBCONTRACTOR's expense in accordance
with the SUBCONTRACT provisions.

11.3.3 Makes any accounting calculations to be performed pro-rata.

11.3.4 Prepares the billing statement of the amounts due to the SUBCONTRACTOR for the
whole of the WORK completed in accordance with the provisions of the SUBCONTRACT
and SUBCONTRACT amendments as at the date of the Monthly Work Progress Status.

11.3.5 The Monthly Work Progress Status is APPROVED and signed as follows by:
 the Subcontract Manager;
 the SUBCONTRACTOR; and
 the SITE CONSTRUCTION MANAGER.
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

11.3.6 Each work progress report is composed of provisional entries. The final amount will be
defined at the Completion of the WORK. This shall be clearly stated at the bottom of the
cover sheet of each report.

11.4 Invoice and Invoice Package

11.4.1 SUBCONTRACTOR is allowed to issue its monthly invoice only after the Monthly Work
Progress Status has been approved. The invoice (original copy) must be attached to the
Invoice Package.

11.4.2 The Invoice Package will rely on the following documents:


 Invoice issued by SUBCONTRACTOR (original)
 Monthly Work Progress Status (original) as described in Article11.1.

The Invoice Package shall be issued to CONTRACTOR in accordance with the


provisions of Article 3.2. hereof.

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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


11.5 Final Financial Statement

The Final Financial Statement relies on the following documents:


 Final Financial Statement Spreadsheet along with the relevant release letter to be
submitted by SUBCONTRACTOR; and
 Final Accounting Ledgers and Final Book Keeping Register.

The SUBCONTRACTOR prepares, in strict conformity with the format provided in


Attachment 5, and with a view to obtaining the Completion of the WORK certification, the
Final Financial Statement showing:

11.5.1 SUBCONTRACT PRICE as shown in the SUBCONTRACT or the most recent


amendment thereto.

11.5.2 Cumulative amount of the MAIN WORK completed, attaching all the APPROVED bills of
quantities.

11.5.3 Cumulative amount of completed Work Orders.

11.5.4 Amount of advance payments reimbursed or to be reimbursed to CONTRACTOR.

11.5.5 Amount of sums withheld by CONTRACTOR in accordance with the SUBCONTRACT


provisions.

11.6 Date of Submittal of the SUBCONTRACTOR Proposed Final Financial Statement

The SUBCONTRACTOR’s Proposed Final Financial Statement shall be submitted by


the SUBCONTRACTOR to CONTRACTOR within ten (10) DAYS of the date of the last
request for Completion of the WORK.
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

11.7 Review of Final Financial Statement

11.7.1 Final Account

Within sixty (60) DAYS of the official date of the Completion of the WORK without punch-
list items, or within sixty (60) DAYS of the notification of the correction of the last punch-
list item listed on the Certificate of Completion of the WORK with punch-list items,
CONTRACTOR shall hand over to SUBCONTRACTOR the final account after review of
the Final Financial Statement.

11.7.2 SUBCONTRACTOR has fifteen (15) DAYS after the receipt of this final account to submit
any comments in writing. Within fifteen (15) DAYS of the receipt of such comments from
SUBCONTRACTOR, CONTRACTOR will advise SUBCONTRACTOR in writing of its
decision regarding those comments.

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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


12. SUBCONTRACTOR DUTIES – HEALTH, SAFETY, SECURITY AND ENVIRONMENT

12.1 General

12.1.1 SITE MANAGEMENT regulations are provided by the Site Health, Safety, and
Environment Plan (Site HSE Plan) issued for the SITE, and within the entire set of
attached documents, complying with CLIENT and SITE MANAGEMENT HSE standards.

SUBCONTRACTOR shall:

12.1.2 Obtain from the SITE MANAGEMENT, before starting any activity on SITE, the
workplace regulations where WORK is to be carried out, to comply with such regulations.

12.1.3 Apply the provisions of the law and the workplace regulations of the SITE
MANAGEMENT and/or of the CLIENT, governing the health, safety and environmental
aspects of its activities and of its personnel working upon the WORKSITE.

12.1.4 Implement Health, Safety and Environmental management practices that are, at least,
aligned in principle with international standards OHSAS 18001 and ISO 14001.

12.1.5 Submit its own Site HSE Plan(s) to the SITE MANAGEMENT for review, before starting
activities at WORKSITE. SUBCONTRACTOR’s HSE Plan(s) must comply and be
aligned with the SITE HSE regulations.

12.1.6 Enforce and ensure that all its personnel and subcontractors understand and operate
according to applicable law and workplace HSE regulations for the entire WORK
duration.

12.1.7 Provide, in any conditions, suitable lighting, guarding and watching of the WORK.
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

12.1.8 Provide any temporary works and/or structures (including roadways, footways, guards
and fences) which may be necessary because of the execution of the WORK, for the use
and protection of the public and of CLIENT and occupiers of adjacent land.

12.1.9 In case of PLANT erection close to operating plants, bear the costs related to any
protection requirements.

12.1.10 Confine its operations to the SITE, and to areas which may be provided by and agreed
with SITE MANAGEMENT, taking all necessary precautions to keep its personnel and
equipment within such areas, and to keep them prohibited from encroaching on adjacent
land.

12.1.11 Take all necessary precautions to ensure that no neighbouring land, property or right is
injured or damaged by its own and/or its subcontractors’ activities.

12.1.12 Bear all costs deriving from stoppage of WORK due to HSE reasons imposed by SITE
MANAGEMENT and/or CLIENT.

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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


12.2 Personnel and Organization

SUBCONTRACTOR shall:

12.2.1 Ensure its personnel be able, by experience and training, to execute the WORK
according to legislative and professional HSE requirements. Juvenile workers are not
allowed.

12.2.2 Employ a full time HSE Manager on SITE, which shall be previously approved by the
SITE MANAGEMENT. Should the HSE Manager position be vacant for a period
exceeding one month, the SITE MANAGEMENT will charge SUBCONTRACTOR United
States Dollars five thousand (USD 5,000) for each week of its further absence from the
SITE and will be reinvested on HSE matter in the Project.

12.2.3 Provide proper HSE Site Supervisors in possession of the minimum qualifications and
experience, with a ratio related to the number of personnel at work and to the job
complexity, as specified in the SITE regulations.

12.2.4 Submit updated SITE HSE Organization Chart to the SITE MANAGEMENT.

12.2.5 SUBCONTRACTOR is fully aware that, according to SITE Regulations and/or to


CLIENT’s Documents and/or to local disposition, certain employees require certified
qualification to be classified as a competent person, before beginning of WORK.
SUBCONTRACTOR shall ensure personnel Third Party Certificate is in place when
required. SUBCONTRACTOR therefore, in its evaluation of unit price and other costs
associated with the execution of the WORK, is deemed to have considered the relevant
execution and any and all costs impact.

12.3 Training and Communication


and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

SUBCONTRACTOR shall:

12.3.1 Issue and execute at its own cost, by utilizing suitable structures and resources, a HSE
Training Program, according to the SITE HSE regulations, for all its personnel, its
subcontractor's personnel, suppliers/vendors and visitors. The HSE Training Program
shall cover the entire duration of the SITE activities, including: the mandatory SITE
induction; more intensive training for Supervisors/Foremen; specialized training for
specific SITE roles or tasks; weekly field refresher training for the whole workforce.

12.3.2 Execute or participate in any additional SITE HSE training requested by the SITE
MANAGEMENT or by the CLIENT.

12.3.3 Maintain specific nominal records of all the SITE HSE trainings that are executed aligned
with Site HSE Training Register.

12.3.4 Participate, with its representatives, to SITE HSE meetings and SITE coordination
meetings.

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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


12.3.5 Implement an effective SITE HSE Communication campaign (verbal, visual, etc.) for
enhancing the awareness of its personnel and mandatory participation in initiatives
launched by the SITE MANAGEMENT and/or the CLIENT in respect of this matter.

12.3.6 Transmit periodical HSE reports and statistics to the SITE MANAGEMENT, and maintain
updated records/files of the HSE activities, that shall be available upon request.

12.4 Medical and Health Provision

SUBCONTRACTOR shall:

12.4.1 Ensure preventive Medical Examination of its workforce to evaluate the workers’ fitness
for the job activities. For each worker, the medical certificates shall certify fitness for the
job activities to be executed by the worker. Minimum requirements for Medical
Examination (CONTRACTOR’s Sanitary Protocol) are included in the Site HSE Plan(s)
for SUBCONTRACTOR implementation. Furthermore, the Medical examination shall be
executed by SUBCONTRACTOR in accordance with all relevant local laws and shall be
specific taking into consideration the role the worker will undertake.

12.4.2 Implement a Hearing conservation program, Hazardous Material communication and


management and respiratory protection practices.

12.4.3 Provide adequate medical facilities and resources, such as first aid box/room, clinic,
ambulance, nurse, doctor, etc., according to applicable regulations and local conditions
in line with Health Management Plan.

12.4.4 Provide potable water that has been tested for human consumption and managed
according to health/hygiene regulations and local laws.

12.4.5 Provide waste/garbage containers and the periodical disposal thereof according to
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

applicable regulations and local laws.

12.4.6 Establish dedicated food break/rest areas away from places of work. These areas shall
be maintained, cleaned and kept in s healthy condition.

12.4.7 Provide for toilets with a ratio related to the utilized workforce as specified in the
applicable HSE regulations. Toilets shall be cleaned frequently in order to be kept in
hygienic condition.

12.4.8 Provide comfortable, healthy and safe Temporary Construction Facilities (TCF), offices,
warehouses, lay down areas, kitchen, rest and break areas, canteens, washrooms,
latrines, dormitories and other facilities, in accordance with local laws and/or project
regulations, and in locations and availability which shall be acceptable for the
CONSTRUCTION MANAGEMENT/CLIENT.

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Project N° Unit Document Code Serial N° Rev. Page
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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


12.5 Transportation

SUBCONTRACTOR shall:

12.5.1 Ensure suitable transportation of its personnel and material, utilizing only vehicles
designed for such purposes. SITE vehicles shall be authorized, be in a safe condition
according to SITE regulations and in possession of their documents, inspection and
assurance certificates. Drivers shall possess valid local recognized driving license.

12.5.2 Equip construction mobile equipment with a fire extinguisher on board and with a reverse
alarm audible at 30 m distance above the basic SITE noise.

12.5.3 Equip major construction mobile equipment, such as cranes, boom trucks, trucks, etc.
with red-green flags on board to be used by flagman/spotter whilst manoeuvring. .

12.5.4 Enforce and respect the SITE circulations, parking and speed limit regulations. Maintain
roads in serviceable condition and repair any damage to roads resulting from its
activities.

12.5.5 Execute periodical safe driving campaign to its SITE personnel.

12.6 Safe Execution of Work

SUBCONTRACTOR shall:

12.6.1 Apply the safe execution of work process for any job activities to be executed:

a) Issue to the SITE MANAGEMENT, before starting a new or revised task, a Method
Statement and the Job Hazard Analysis, considering Technical, Health, Safety and
Environmental aspects and the applicable SITE Safe Work Practices;
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

b) Apply the Permit To Work system, when and/or where required;


c) Execute Daily Tool Box Meeting for the workforce Last Minute Risk Assessment;
and
d) Supervise the job execution, perform periodical inspections, discrepancy correction
and weekly refresher training to maintain safe conditions throughout the WORK
duration

12.6.2 Obtain, prior to undertaking any task in a hazardous area, the written authorization/permit
of CLIENT and/or SITE MANAGEMENT, in accordance with the requirements of
established safety procedures and/or as requested by CLIENT/Local Authorities.

12.6.3 Communicate to SITE MANAGEMENT the introduction of any hazardous material on


SITE and manage the hazardous materials according to the Material Safety Data Sheet.

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Project N° Unit Document Code Serial N° Rev. Page
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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


12.6.4 Supply its personnel with certified Personal Protective Equipment and working clothes,
adequate to comply with the working place regulations and to the specific tasks to be
executed.

12.7 Environmental Management

SUBCONTRACTOR shall:

12.7.1 Take all reasonable measures to protect the environment, both on and off the SITE,
considering the environmental aspects and impacts related to its activities. Those
measures shall limit and control environmental nuisance to people, flora, fauna, property
and SITE surrounding areas and shall avoid or control possible environmental damage
in line with Site Environmental Policy.

12.7.2 Adhere to and enforce the environmental management requirements and practices
(prevention, protection, minimization, recycling, reuse, inspection, data collection, etc.),
and conduct its activities minimizing the atmosphere, water, waste, ground,
underground, noise, radiation, visual impact and natural resources pollution and/or
utilization.

12.7.3 Immediately notify to the SITE MANAGEMENT any discharge or escape of any quantity
of pollutants or contaminants during the performance of the WORK, and participate with
its means, equipment, resources and organization for proper recovery or dispersion. Any
discharge of a significant amount of sewage from the SITE shall require a prior
agreement with the SITE MANAGEMENT.

12.7.4 Maintain updated, and periodically transmit to SITE MANAGEMENT, relevant


environmental data, such as water, energy, fuels consumption and solid, liquid waste
production and their different location on respect of the usual one.
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

12.8 Fire Prevention and Protection

SUBCONTRACTOR shall:

12.8.1 Evaluate its fire risks and implement a fire prevention and fire fighting plan, providing
adequate equipment, resources and organization. Those measures shall be applied to
all the SUBCONTRACTOR’s premises (workshop, offices, field, camp, etc.).

12.8.2 Provide fuel facilities that are in accordance with recognized safe technical standards
and establish specific safety fuelling procedures that are in accordance with SITE
regulations.

12.8.3 Nominate a Fire Marshall responsible for setting-up and supervising the fire
prevention/fighting practices, including training, inspection, flammable material, hot
works management, etc.

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Project N° Unit Document Code Serial N° Rev. Page
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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


12.9 Unwanted Events and Emergency Management

SUBCONTRACTOR shall:

12.9.1 Report to SITE MANAGEMENT any HSE Incident/Accident/Near-Miss immediately upon


detection, execute, or collaborate in, the execution of the event investigation and final
reporting, and implement, within a targeted time, the corrective action plan agreed with
the SITE MANAGEMENT after the investigation.

12.9.2 Divulge on SITE and to the workforce the Lessons Learned emanating from unwanted
events.

12.9.3 Be ready to implement, with its entire organization, its Emergency Plan/Procedure,
covering its premises and activities, and related to the general SITE Emergency rules.

12.9.4 Be ready to intervene with a basic Rescue Team to manage possible major emergency
scenarios (i.e. rescue at height, rescue in confined space, etc.). Persons having specific
roles in the Emergency Plan/Procedure shall receive more specific training.

12.9.5 Collaborate with its means, resources and organization to resolve other possible SITE
emergency situations, when requested and when practicable.

12.9.6 Participate in or execute periodic emergency drills to test emergency preparedness.

12.10 Inspections and Audit

12.10.1 SUBCONTRACTOR shall be fully aware that, according to SITE Regulations and/or to
CLIENT’s Documents and/or to local disposition, all the equipment requires certification
before being utilized in WORK operations. SUBCONTRACTOR shall ensure that a Third
Party Certificate for the equipment is in place when required.
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

SUBCONTRACTOR shall:

12.10.2 Allow the SITE MANAGEMENT representatives to any HSE Inspection and Audit in all
its premises and for all its activities, and execute within due time the subsequent action
improvement plan.

12.10.3 Establish its own inspection system to periodically check the safe condition and use of
its equipment, the safe conditions of its areas, the safe execution of its works, the safe
behaviour of its personnel and the prompt correction of any HSE discrepancy in line with
Site HSE Plan requirements.

12.10.4 Be able to give evidence of periodical verification and inspection of its critical means,
tools, equipment, etc. also utilizing visible check control such as the colour code system.

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


12.11 Housekeeping

SUBCONTRACTOR shall:

12.11.1 Supply all means and personnel necessary for the regular cleaning of the PLANT areas,
TCF and any other SUBCONTRACTOR entrusted areas for the erection work activities.

12.11.2 Execute regular cleaning of its areas and dispose of scrap and rubbish that is not useful
out of the SITE utilizing authorized transport and to authorized locations, as required by
local laws and regulations and as approved by CLIENT and/or SITE MANAGEMENT.

12.11.3 Keep the SITE reasonably free from all unnecessary obstruction in the course of carrying
out the WORK, particularly related to escape/access ways and safety or operative
equipment accessibility: store or remove any surplus materials, perform the daily
cleaning of the SITE from any wreckage, rubbish or temporary works, remove any
construction means no longer required for the execution of the WORK, stack, remove or
place in such a way that they do not hinder WORK activities, all materials, tools and other
equipment being used.

12.11.4 The above is equally applicable to the maintenance, dismantling and removal of TCF
including the restoration of the area to its initial condition. These operations shall be
undertaken by SUBCONTRACTOR at the end of the WORK and/or when requested by
SITE MANAGEMENT throughout the SUBCONTRACT implementation.

12.11.5 SITE MANAGEMENT has the right, but not the obligation, to intervene in managing
housekeeping activities in lieu of the SUBCONTRACTOR, and to back-charge the
relevant costs to the SUBCONTRACTOR.

12.12 Incentive and Discipline Scheme


and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

SUBCONTRACTOR shall:

12.12.1 Implement an Incentive Plan approved by SITE MANAGEMENT. For the Incentive Plan
the SUBCONTRACTOR shall allocate USD X.XXXX (insert applicable amount and
currency) each man – worked hour to ensure at least a three monthly incentive issue.

12.12.2 Implement a discipline scheme to discourage HSE violation. SITE MANAGEMENT and
CLIENT have the right to issue to SUBCONTRACTOR personnel verbal/written warning
up to refusal of admission to the PLANT site for a defined period or permanently.

12.12.3 Implement a Behaviour Observation program, throughout its management and


supervision, in order to measure workplace behaviour and provide reinforcement for safe
behaviour and, by coaching and correction eliminate inappropriate, risky and unsafe
behaviour.

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Project N° Unit Document Code Serial N° Rev. Page
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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


12.13 Subcontractor HSE Implementation and Recognition

12.13.1 SUBCONTRACTORS acknowledges and agrees that a fixed portion of the


SUBCONTRACT PRICE, as specified in Article 3, will be recognized by CONTRACTOR
to SUBCONTRACTOR depending on the full and proper implementation of the HSE
prescriptions and requirements, which will be monitored and verified in accordance with
the following provisions.

12.13.2 The HSE implementation will be evaluated by the SITE MANAGEMENT basically on the
fulfilment of the prescriptions and requirements set forth in this section 12 of the
Particular Terms and the Conditions of Subcontract and accounted in accordance with
the following progress percentages values:

HSE Section Topic Recognized % of the


total HSE value
12.1 General 5
12.2 Personnel and organization 10
12.3 Training and communication 15
12.4 Medical and health provision 10
12.5 Security and transportation 7
12.6 Safe execution of work 13
12.7 Environmental management 5
12.8 Fire prevention and protection 5
12.9 Unwanted events and emergency 10
management
12.10 Inspections and audit 5
12.11 Housekeeping 5
12.12 Incentive and discipline scheme 10
Total 100
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

12.13.3 In particular, for each of the above mentioned HSE Sections a check list has been
determined (as per following table) and for each check point a percentage value with
respect to the relevant topic has been determined. During the verifications and audits
carried out at SITE, it will be ascertained if the HSE prescriptions and requirements have
been properly implemented or not, taking note of the non compliances, observations and
corrective actions required. On the basis of the said verifications and audits, it will thus
be determined which points of the check lists have been complied with and the relevant
percentage value will be recognized to SUBCONTRACTOR.

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
076551C 000R PTC-XXXX XXX 38/49

BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


SUBCONTRACTOR HSE IMPLEMENTATION AND RECOGNITION –
DETAILED CHECK LIST

HSE % Value of the


TOPIC
SECTION relevant HSE Section
12.1 GENERAL
1 HSE plan aligned to SITE HSE regulations 40

2 Enforce Sub-Subcontractors to understand and operate according to 40


applicable law and workplace HSE regulations

Install and demobilize Temporary Utilities in accordance with technical


3 standards and CLIENT/ SITE MANAGEMENT indications, collaborating to 20
share on SITE relevant information (i.e. drawings, map, etc.)
12.2 PERSONNEL AND ORGANIZATION

1 Employ a full time HSE Manager on SITE, which shall be previously approved 30
by the SITE MANAGEMENT.

Provide proper HSE Field Supervisors in possession of minimum


2 qualifications and experience, with a ratio related to the number of personnel 30
at work and to the job complexity, as specified in the SITE regulations (Ratio
establish as per Site HSE Plan)
3 Submit updated SITE HSE Organization Chart to the SITE MANAGEMENT 10

Certified qualification for classified competent persons, before beginning of


4 WORK. SUBCONTRACTOR shall ensure personnel Third Party Certificate is 30
in placewhen required. (List as per Site HSE Plan)
12.3 TRAINING AND COMMUNICATION

Issue and execute HSE Training Program for its entire organization. SITE
induction; more intensive training for Supervisors/Foremen; specialized
1 training for specific SITE roles or tasks; weekly field refresh training for the 50
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

whole workforce, additional participation to training requested by SITE


MANAGEMENT or by the CLIENT
2 Maintain specific nominal records of all the SITE HSE trainings executed. 15

Implement an effective SITE HSE Communication campaign (verbal, visual,


3 etc.) and participate in initiatives launched by the SITE MANAGEMENT 20
and/or the CLIENT on this matter.

Transmit periodical HSE reports and statistics to the SITE MANAGEMENT,


4 and maintain updated records/files of the HSE activities, to be available upon 15
request
12.4 MEDICAL AND HEALTH PROVISION

1 Ensure preventive Medical Examination of its workforce to evaluate the 20


worker fitness for the job activities.

Provide adequate Medical Facilities and Resources, such as first aid


2 box/room, clinic, ambulance, nurse, doctor, etc. according with applicable 10
regulations and local conditions.

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
076551C 000R PTC-XXXX XXX 39/49

BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


HSE % Value of the
TOPIC
SECTION relevant HSE Section

3 Provide Potable Water tested for human consumption and managed in 10


accordance with health/hygiene regulation and local law.

4 Provide Waste/Garbage Containers and the periodical disposal thereof in 10


accordance with applicable regulations and local law.

5 Establish dedicated Food break/rest areas out from working places. Those 10
areas shall be maintained cleaned and in healthy condition.

Provide for toilets with a ratio related to the utilized workforce as specified into
6 the applicable HSE Regulations. Toilets shall be cleaned frequently to be in 10
hygienic conditions.
Provide comfortable, healthy and safe Temporary Construction Facilities
(TCF), offices, warehouses, lay down areas, kitchen, rest and breaks areas,
7 canteens, washrooms, latrines, dormitories and other facilities, in accordance 20
to local law and/or project regulations, and in locations and availability which
shall be acceptable to the SITE MANAGEMENT/CLIENT.

Maintain all the TCF, working, living and storing areas, equipment and tools
8 in clean and hygienic conditions. Decontamination/vector controls in the 10
premises/grounds shall be done as necessary to prevent breeding of insects,
pest or vermin.
12.5 SECURITY AND TRANSPORTATION

1 Supply suitable internal guard-security service to avoid stealing and/or 14


damage to the material.

Provide its personnel with CLIENT/project ID Badge according with SITE


2 regulation, and ensure its personnel correctly utilize the ID Badge. ID Badge 14
shall be returned to SITE MANAGEMENT and/or destroy/delete/reset upon
dismissal of an employee.
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

Submit to SITE MANAGEMENT daily morning list of personnel present at


3 SITE and maintain updated name and reference lists of its and 14
Subcontractors employees.

Ensure suitable Transportation of its personnel and material, utilizing only


4 vehicle designed for such purposes and execute periodical Safe Driving 30
campaign to its SITE personnel.

5 Equip construction mobile equipments with a fire extinguisher on board and 14


with the reverse alarm audible at 30 m distance above the basic SITE noise.

Equip major construction mobile equipment, such as cranes, boom trucks,


6 trucks, etc. with red-green flags on board to be used by flagman/spotter while 14
manoeuvring

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
076551C 000R PTC-XXXX XXX 40/49

BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


HSE % Value of the
TOPIC
SECTION relevant HSE Section
12.6 SAFE EXECUTION OF WORK

- Issue to the SITE MANAGEMENT, before starting a new or revised task, a


the method statement and job hazard analysis, considering technical, health,
15
safety and environmental aspects and the applicable SITE Safe Work
Practices
10
- Apply the permit to work system, when and/or where required
1
- Execute daily tool box meetings for the workforce last minute risk
15
assessment

- Supervise the job execution, perform periodical inspections, discrepancy


15
correction and weekly refresher training to maintain the safe conditions along
the WORK duration
Obtain, prior to undertaking any task in a hazardous area, the written
2 authorization/permit of CLIENT and/or SITE MANAGEMENT, in accordance 15
with the requirements of established safety procedures and/or as requested
by CLIENT/Local Authorities.

Communicate to SITE MANAGEMENT any hazardous material introduction


3 on SITE and manage the hazardous materials according to the Material 15
Safety Data Sheet.

Supply its personnel with certified Personal Protective Equipment and


4 working clothes, adequate to the working place regulations and to the specific 15
tasks to be executed (hearing protection, respiratory protection, MSDS, etc.)
(As per Site HSE Plan)
12.7 ENVIRONMENTAL MANAGEMENT

Adhere to and enforce the environmental management requirements and


and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

practices (prevention, protection, minimization, recycling, reuse, inspection,


1 data collection, etc.), conducting its activities minimizing the atmosphere, 40
water, waste, ground, underground, noise, radiation, visual impact and
natural resources pollution and/or utilization.

Immediately notify to the SITE MANAGEMENT any discharge or escape of


2 any appreciable quantity of pollutants or contaminants during the 20
performance of the WORK, and participate with its means, equipment,
resources and organization for proper recover or dispersion.

Maintain updated and periodically transmit to SITE MANAGEMENT relevant


3 environmental data, such as water, energy, fuels consumption and solid, 40
liquid waste production and their different location on respect of the usual one.
12.8 FIRE PREVENTION AND PROTECTION

Evaluate its fire risks and implement a fire prevention and fire fighting plan,
1 providing adequate equipments, resources and organization. Those 40
measures shall be applied to all the Subcontractor’s premises (workshop,
offices, field, camp, etc.).

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
076551C 000R PTC-XXXX XXX 41/49

BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


HSE % Value of the
TOPIC
SECTION relevant HSE Section

Provide Fuel facilities in accordance with recognized safe technical standards


2 and establishing specific safety fuelling procedure in accordance with SITE 40
regulation

Nominate a Fire Marshall responsible for setting-up and supervise the fire
3 prevention/fighting practices, including training, inspection, flammable 20
material and hot works management, etc
12.9 UNWANTED EVENTS AND EMERGENCY MANAGEMENT

Report to SITE MANAGEMENT any HSE Incident/Accident/Near-Miss


immediately upon detection, execute, or collaborate for the execution, of the
1 event investigation and final reporting, and implement, within a targeted time, 20
the corrective action plan agreed with the SITE MANAGEMENT after the
investigation.

2 Divulge on SITE and to the workforce the Lessons Learned coming from 20
unwanted events.

Be ready to implement, with its whole organization, its Emergency


3 Plan/Procedure, covering its premises and activities, and related to the 20
general Site Emergency rules.

Be ready to intervene by a basic Rescue Team to manage its possible major


4 emergency scenarios (i.e. rescue at height, rescue in confined space, etc.). 20
Persons having specific roles in the Emergency Plan/Procedure shall receive
more specific training.

5 Participate or execute periodic emergency drill to test the emergency 20


preparation.
12.10 INSPECTIONS AND AUDIT

1 SUBCONTRACTOR shall ensure equipments Third Party Certificate when 40


and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

required (As per Site HSE Plan).

Establish its own inspection system to periodically check the safe condition
2 and use of its equipment, the safe conditions of its areas, the safe execution 40
of its works, the safe behaviours of its personnel and the prompt correction of
any HSE discrepancy.

Be able to gives evidence of periodical verification and inspection of its critical


3 means, tools, equipment, etc. also utilizing visible check control such as the 20
colour code system.
12.11 HOUSEKEEPING

Supply all means and personnel necessary for the regular cleaning of the
1 PLANT areas, TCF and any other SUBCONTRACTOR entrusted areas for 20
the erection work activities and

Execute regular cleaning of its areas and dispose not useful scraps and
2 rubbish out of the SITE utilizing authorized transport and to authorize 40
locations, as required by local laws and regulations and as approved by
CLIENT and/or SITE MANAGEMENT.

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
076551C 000R PTC-XXXX XXX 42/49

BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


HSE % Value of the
TOPIC
SECTION relevant HSE Section

Keep the SITE reasonably free from all unnecessary obstruction in the course
of carrying out the WORK, particularly related to escape/access way and
safety or operative equipment accessibility: store or remove any surplus
3 materials, perform the daily cleaning of the SITE from any wreckage, rubbish 40
or temporary works, remove any construction means no longer required for
the execution of the WORK, stack, remove or place in such a way so that they
do not hinder WORK activities, all materials, tools and other equipment being
used.
12.12 INCENTIVE AND DISCIPLINE SCHEME
1 Implement an Incentive Plan approved by SITE MANAGEMENT. 30

Implement a discipline scheme to discourage HSE violation. SITE


2 MANAGEMENT and CLIENT have the right to issue to SUBCONTRACTOR 30
personnel Verbal/Written warning up to refusal of admission to the PLANT
site for a period or for ever.

Implement a Behaviour Observation program, throughout its management


3 and supervision in order to measure workplace behaviour and provide 40
reinforcement for safe behaviour and, by coaching, correct and eliminate
inappropriate risky unsafe behaviour.

12.13.4 The fixed portion of the SUBCONTRACT PRICE subject to HSE implementation will be
recognized in equal, fixed monthly instalments. At the monthly cut-off date, the
recognized progress percentage of the HSE implementation, determined in accordance
with the above described procedure , will be the basis for the relevant SUBCONTRACT
PRICE portion monthly invoicing; the portion not recognized at the end of a month can
be recovered in the following month, provided that SUBCONTRACTOR has carried out
all the necessary recovery actions in order to fully comply with the HSE prescriptions and
requirements. In case SUBCONTRACTOR has not carried out the said recovery actions
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

and the relevant HSE prescriptions and requirements have not been fulfilled for two
consecutive months, the respective monthly portions will not be recognized anymore and
the relevant amounts deducted from the SUBCONTRACT PRICE. Such amounts shall,
in any case, be utilized by CONTRACTOR for HSE purposes.

12.13.5 The non payment of any amount relevant to the SUBCONTRACT PRICE subject to HSE
implementation due to SUBCONTRACTOR’s default, as described in previous Article
12.13.4, will neither relieve SUBCONTRACTOR from its obligations to properly and fully
implement the HSE prescriptions and requirements nor will it relieve
SUBCONTRACTOR from being back-charged for the additional costs incurred by the
CONTRACTOR in this regard.

13. CONSTRUCTION QUALITY SYSTEM

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
076551C 000R PTC-XXXX XXX 43/49

BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


13.1 SUBCONTRACTOR shall establish, implement and maintain a quality management
system based on ISO 9001 2008 edition and contractual quality requirements in order to
ensure that the requirements of this SUBCONTRACT are met.

13.2 SUBCONTRACTOR shall perform Quality Assurance and Quality Control (QA/QC)
function for all parts of WORK, including its subcontractors, vendors, manufacturers and
suppliers in strict accordance with contractual requirements.

13.3 SUBCONTRACTOR shall submit for approval its Project Quality Plan for construction.
The document has to be in compliance with, but not limited to, the following documents
prepared by CONTRACTOR or by CLIENT:
 Project Quality Assurance (QA) Plan and attached/referred procedures, as pertinent
to SUBCONTRACTOR scope of WORK; and
 Quality Control Plans (Inspection and Test Plans) and relevant Quality Control (QC)
procedures prepared for each construction work discipline/activity.

13.4 SUBCONTRACTOR’s quality assurance personnel shall implement a comprehensive


program of internal quality audits of WORK activity. Such audits shall include its major
subcontractors. A copy of the audit schedule and reports/Non Conformity Reports (NCR)
issued shall be transmitted to CONTRACTOR for information.

13.5 CONTRACTOR reserves the right to audit SUBCONTRACTOR’s organization and its
subcontractors’, vendors’, manufacturers’ and suppliers’ organizations to verify their
compliance with contractual requirements.

13.6 SUBCONTRACTOR shall assist and cooperate in the conduct of such reviews/audits
and shall ensure that actions are taken without undue delay to eliminate any non-
conformities and their causes detected during such reviews/audits.
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

13.7 SUBCONTRACTOR acknowledges and agrees that the Quality Control Activities will be
managed through the CONTRACTOR’s dedicated and proprietary software named
“Easyplant”. In this regard SUBCONTRACTOR shall comply with the applicable
instructions and procedures aimed at proper utilization and implementation of the
Easyplant software.

13.8 SUBCONTRACTOR shall inspect and test all works executed in order to control the
conformity with the specifications and drawings according to the applicable Quality
Control Plan and procedures.

13.9 Before the start of the relevant activity and according to the contractual requirements,
SUBCONTRACTOR shall present for CONTRACTOR/CLIENT approval the list of
independent laboratories, and relevant personnel qualification documents, proposed to
perform the tests.

13.10 In all cases where technological tests, analysis and the like are undertaken, they must
be performed and certified by Official Laboratories, in accordance with local laws and
regulations and/or as expressly requested by CONTRACTOR. SUBCONTRACTOR

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
076551C 000R PTC-XXXX XXX 44/49

BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


shall adhere to the prescriptions arising from such tests and analysis and provide for
relevant actions and transmission of related documentation and bear all costs.

13.11 SUBCONTRACTOR in performing the quality control tests shall utilize approved
qualified personnel and duly certified testing equipment. A copy of all the applicable
standards for testing/internal procedures shall also be present in the laboratory.

13.12 SUBCONTRACTOR shall solve, in due time, all the construction problems in such a way
as to guarantee the expected quality of WORK as required by the contractual
documentation.

13.13 SUBCONTRACTOR shall supply quality certificates for the materials to be incorporated
in the PLANT, required to be supplied by SUBCONTRACTOR.

13.14 SUBCONTRACTOR’s Personnel shall be qualified to the extent necessary to fulfil


qualification and certification requirements.

13.15 During the execution of WORK, SUBCONTRACTOR shall prepare and periodically issue
a report of all its QA/QC activities.

13.16 All the quality documentation produced shall be managed by SUBCONTRACTOR strictly
in accordance with contractual requirements. The original quality control forms, updated
by SUBCONTRACTOR as per contractual requirements, shall be regularly delivered by
SUBCONTRACTOR to CONTRACTOR for filing.

13.17 Subcontractor Quality Implementation and Recognition

13.17.1 SUBCONTRACTORS acknowledges and agrees that a fixed portion of the


SUBCONTRACT PRICE, as specified in Article 3, will be recognized by CONTRACTOR
to SUBCONTRACTOR depending on the full and proper implementation of the Quality
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

prescriptions and requirements, which will be monitored and verified in accordance with
the following provisions.

13.17.2 The Quality implementation will be evaluated by the SITE MANAGEMENT basically on
the fulfilment of the prescriptions and requirements set forth in this section 13 of the
Particular Terms and the Conditions of Subcontract and accounted in accordance with
the following progress percentages values:

QC Section Topic Recognized % of the


total QC value
13.1 General 10
13.2 Personnel and organization 20
13.3 Training and communication 20
13.4 In Quality execution of work 30
13.5 Incentive and discipline scheme 20
Total 100

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
076551C 000R PTC-XXXX XXX 45/49

BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


13.17.3 In particular, for each of the above mentioned Quality Sections a check list has been
determined (as per following table) and for each check point a percentage value with
respect to the relevant topic has been determined. During the verifications and audits
carried out at SITE, it will be ascertained if the Quality prescriptions and requirements
have been properly implemented or not, taking note of the non compliances,
observations and corrective actions required. On the basis of the said verifications and
audits, it will thus be determined which points of the check lists have been complied with
and the relevant percentage value will be recognized to SUBCONTRACTOR.

SUBCONTRACTOR QUALITY IMPLEMENTATION AND RECOGNITION –


DETAILED CHECK LIST

% Value of the
QUALITY
TOPIC relevant QUALITY
SECTION
Section
13.1 GENERAL
1 PQP aligned to SITE Project Quality requirements including internal audit 30

2 Enforce Sub-Subcontractors to understand and operate according to 30


applicable law and workplace Quality requirements, codes, etc..
3 Ensure efficient DCC (i.e. Procedures, DWGs last revision, etc.) 40

13.2 PERSONNEL AND ORGANIZATION

1 Employ a full time Quality Manager on SITE, which shall be previously 30


approved by the SITE MANAGEMENT and PQM

Provide proper mobilisation of Quality Inspectors in possession of required


and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

2 minimum qualifications and experience, with a ratio related to the number of 30


personnel at work and to the job complexity, as specified in the SITE
regulations (Ratio established as per Site Inspection Coordination Procedure)

3 Submit updated SITE Quality Organization Chart to the SITE MANAGEMENT 20


(within one week from any change)

Certified qualification for personnell, before beginning of WORK.


4 SUBCONTRACTOR shall ensure personnel Third Party Certificate is in place 20
when required.

13.3 TRAINING AND COMMUNICATION

Issue and execute Quality Training Program for its entire organization to be
approved by Technip. SITE induction; training for Supervisors/Foremen;
1 specialized training for specific SITE roles or tasks; weekly field refresh 50
training for the whole workforce, additional participation to training requested
by SITE MANAGEMENT or by the CUSTOMER
2 Maintain specific nominal records of all the SITE Quality trainings executed. 25

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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


% Value of the
QUALITY
TOPIC relevant QUALITY
SECTION
Section

Transmit periodical Quality reports and statistics to the SITE MANAGEMENT,


3 and maintain updated records/files of the QUALITY activities, to be available 25
upon request

13.4 IN QUALITY EXECUTION OF WORK


For each activity, MS issued and approved at least one month before the
1 15
starting; MS log to be maintained updated on weekly basis
2 Execute weekly “quality-related! tool box meetings for the workforce 10

QC Documentation, QC records, Test Package Folder and Loop Check


Folder, etc…) updated and issued regularly according to Project
3 Specification, Schedule (before starting a new or revised task) and progress 10
related to “quality follow-up” according to “Site inspection coordination
procedure”
4 RFI rejection rate below 5% 10

5 Strength and Slump tests, NDE and PWHT Backlog under control and 20
recovery Plan issued and followed
Calibration and certification of QC Tools, Devices and Machines (Welding
machine, PWHT Machine, NDT Tools, Pressure Gauge, Torque Wrenchs,
6 etc…) updated and available at site. Be able to gives evidence of periodical 20
verification and inspection of its critical means, tools, equipment, etc. also
utilizing visible check control such as the colour code system.
Surveillance Report and NC Report closure status monitoring, according to
7 15
Site Management requirement (timing)/Project Quality requirements

13.5 INCENTIVE AND DISCIPLINE SCHEME


and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

Implement a discipline scheme to discourage Quality violation. SITE


1 MANAGEMENT and CUSTOMER have the right to issue to 50
SUBCONTRACTOR personnel Verbal/Written warning up to refusal of
admission to the PLANT site for a period or forever.

Implement a, Internal Surveillance Observation program, throughout its


2 management and supervision in order to measure workplace quality 50
behaviour and provide reinforcement for quality behaviour and, by coaching,
correct and eliminate inappropriate risky non-quality behaviour.

13.17.4 The fixed portion of the SUBCONTRACT PRICE subject to Quality implementation will
be recognized in equal, fixed monthly instalments. At the monthly cut-off date, the
recognized progress percentage of the Quality implementation, determined in
accordance with the above described procedure, will be the basis for the relevant
SUBCONTRACT PRICE portion monthly invoicing; the portion not recognized at the end
of a month can be recovered in the following month, provided that SUBCONTRACTOR
has carried out all the necessary recovery actions in order to fully comply with the Quality
prescriptions and requirements. In case SUBCONTRACTOR has not carried out the

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Project N° Unit Document Code Serial N° Rev. Page
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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


said recovery actions and the relevant Quality prescriptions and requirements have not
been fulfilled for two consecutive months, the respective monthly portions will not be
recognized anymore and the relevant amounts deducted from the SUBCONTRACT
PRICE. Such amounts shall, in any case, be utilized by CONTRACTOR for Quality
purposes.

13.17.5 The non payment of any amount relevant to the SUBCONTRACT PRICE subject to
Quality implementation due to SUBCONTRACTOR’s default, as described in previous
Article 13.18.4, will neither relieve SUBCONTRACTOR from its obligations to properly
and fully implement the Quality prescriptions and requirements nor will it relieve
SUBCONTRACTOR from being back-charged for the additional costs incurred by the
CONTRACTOR in this regard.

14. WORKING TIME

SUBCONTRACTOR working time is ____ (XX) hours per week, _____ (XX) hours per
day, ______ (X) days per week, _________ through _________. Working time is
decided by CONTRACTOR from time to time.

However, SUBCONTRACTOR shall, at no additional cost to CONTRACTOR, work


whatever hours are necessary through over time or by making use of additional shifts to
maintain the WORK SCHEDULE and to meet special requirements including, but not
limited to, road crossings, shutdowns, tie-ins, testing and pre-commissioning. Work
Permits to allow SUBCONTRACTOR to perform WORK outside the working time defined
above are subject to CONTRACTOR’s approval. If WORK executed outside the working
time defined above is approved by CONTRACTOR, SUBCONTRACTOR shall ensure
that there is a suitable work environment including, but not limited to, adequate safety
precautions, sufficient lighting, supervision and the like all subject to CONTRACTOR’s
approval.
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

15. STAND-BY TIME

CONTRACTOR shall not be liable for, or charged by SUBCONTRACTOR, for lost time
due to SUBCONTRACTOR’s inability to perform the WORK.
In case of delay due to unavailability of any SUBCONTRACTOR’s EQUIPMENT and
MATERIAL, SUBCONTRACTOR’s CONSTRUCTION AIDS or manpower
mobilization/demobilization, neither idle time nor extra cost shall be recognized to
SUBCONTRACTOR. SUBCONTRACTOR shall properly reschedule the WORK activity
in order to recover such delay.
Compensation for Stand-by Time shall be payable for periods in which
SUBCONTRACTOR’s equipment and personnel are committed exclusively to the
WORK, are ready for immediate use in the WORK, but cannot be used in performing the
WORK due to circumstances within the sole control of CONTRACTOR, provided,
however, that in all such cases, SUBCONTRACTOR shall whenever possible,
reschedule such personnel and equipment for use elsewhere so as to minimize or avoid
Stand-by Time.

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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT

Compensation for Stand-by Time shall be payable under the terms of the
SUBCONTRACT only for Stand-by Time in respect of which CONTRACTOR has been
notified as provided herein. All requests for compensation for Stand-by Time must be
substantiated by daily time sheets prepared by SUBCONTRACTOR stating the reasons
therefor and submitted to CONTRACTOR for confirmation no later than the following
scheduled work day. CONTRACTOR reserves the right to reject any request for
Compensation for Stand-by Time in the absence of such timely notice.

16. AMENDMENTS TO THE GENERAL TERMS AND CONDITIONS OF SUBCONTRACT

16.1 ARTICLE 19.3 -WARRANTY PERIOD

Article 19.3 is completed as follows (in addition of the original provisions:

Should SUBCONTRACTOR is requested to extend the WARRANTY PERIOD beyond the terms as
defined into the GTC, SUBCONTRACTOR is entitled to an additional compensation (all-in cost) of
USD XXXXXX per each 3 months of extension.

[16.2 Subject to cancellation according to final negotiation with the BIDDER , on case by case
basis]
16.2 NEW ARTICLE ADDED: “ Article 34. EXPORT CREDIT AGENCY - FINANCING

“34.1 SUBCONTRACTOR acknowledges and agrees that the CLIENT intends to obtain limited
recourse financing for the Project from third party lenders, with the assistance of export credit agency
financing structures including by use of political and commercial risk insurance coverage or
guarantees or direct lending provided by export credit agencies (each an "ECA").
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

34.2 SUBCONTRACTOR also shall, and shall procure that any SUBCONTRACTOR’s subcontractor
shall, source all Supply to be acquired or provided in executing the SUBCONTRACT to ensure that
all material supplied, work performed and associated services provided for the Work:

(i) maximises the amount of Eligible Goods and Services eligible for ECA financing, provided that
SUBCONTRACTOR shall not be in breach of this obligation if it has used its best efforts to comply
with this obligation;

(ii) are eligible for maximising financing from credit facilities provided by ECAs.

(iii) cooperate and comply with all reasonable requirements and requests made by CONTRACTOR
as are reasonably made in accordance with internationally recognized project finance practice.

(iv) in particular to disclose to the CLIENT and CONTRACTOR, upon request by the CLIENT or the
CONTRACTOR, the actual pricing of the Eligible Goods and Services eligible for ECA financing to
the extent that such information may be necessary or desirable in terms of ECA financing for the
Project

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68


Project N° Unit Document Code Serial N° Rev. Page
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BAPCO Code:

BAPCO MODERNIZATION PROGRAM


The present document or drawing is property of THE BAHRAIN PETROLEUM COMPANY B.S.C. (CLOSED) (BAPCO) and shall not, under any circumstances, be totally or partially, directly or indirectly, transferred, reproduced, copied, disclosed or used, without its prior written consent, for any purpose

PARTICULAR TERMS AND CONDITIONS OF SUBCONTRACT


34.3 SUBCONTRACTOR shall (i) comply with any reasonable request of the CONTRACTOR or the
CLIENT or the LENDERS in relation to or in connection with the financing (including any export credit
agency financing) for the PLANT and (ii) cooperate with and facilitate the activity of, any
representatives or agent of any LENDERS.”

In addition following definition to be added:


“ ELIGIBLE GOODS AND SERVICES" shall mean that portion of the SUPPLY that are fully eligible
and fully qualify for export credit agency finance in accordance with the requirements, rules, policies
and regulations in effect of an applicable ECA (as defined in Article 34 below).

17. ATTACHMENTS

Attachment 1 PERFORMANCE BOND

Attachment 2 DOWN PAYMENT BOND

Attachment 3 RETENTION BOND

Attachment 4 (ULTIMATE) PARENT COMPANY GUARANTEE

Attachment 5A SUBCONTRACTOR PROPOSED FINAL FINANCIAL STATEMENT

Attachment 5B RELEASE LETTER TO BE SUBMITTED BY SUBCONTRACTOR

Attachment 6 CONTRACTUAL REFERENCE PRODUCTIVITIES

Attachment 7 TECHNIPFMC COMMITMENTS AND VALUES (GTF-GPS-OOS-


22002-05)
Attachment 8 DIRECT AGREEMENT (ANNEX 16 of MAIN CONTRACT)
and in any way other than that for which it is specifically furnished or outside the extent of the agreed upon right of use.

Attachment 9 TPFMC CODE OF ETHICS

TECHNIP ITALY S.p.A. - 00148 ROMA - Viale Castello della Magliana, 68