TECHNICAL AND COMMERCIAL OFFER

Customer :

NATIONAL CEMENT FACTORY HOLCIM

Site : Project :

ABU DHABI Upgrade packing plant

List of versions
N 1 References 28451 Written by KMA Item First Version Date 15/02/2011

K. MABROUK Project Manager

M. CALDARA Sales Manager

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Table of Contents
INTRODUCTION ........................................................................................................................................................... 3 DESCRIPTION OF THE PROJECT ......................................................................................................................................... 3 Current situation ................................................................................................................................................. 3 NCF Request ........................................................................................................................................................ 4 Application upgrade to WinCC 7.0........................................................................................................................ 5 TECHNICAL DESCRIPTION ............................................................................................................................................ 6 DESCRIPTION OF OUR PROPOSAL ...................................................................................................................................... 6 COMMERCIAL TERMS .................................................................................................................................................. 8 PRICE BREAKDOWN ...................................................................................................................................................... 8 VALIDITY OF PRICE ........................................................................................................................................................ 8 PAYMENT TERMS ......................................................................................................................................................... 8 WARRANTY ................................................................................................................................................................ 9 INCOTERMS ................................................................................................................................................................ 9 GENERAL CONDITIONS OF SALES .................................................................................................................................... 10

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INTRODUCTION
In accordance with our visit to your site on last December and after an analysis of the situation, our offer describes our scope of supplies and services linked to your plant supervision stations.

DESCRIPTION OF THE PROJECT

Current situation
The current architecture consists of 3 operator stations using 3 WinCC Server 6.0 Stand alone.

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After analysis, there are some deficiencies: There is no redundancy; Future expansion is not possible; There is no server client architecture, therefore : o Upgrade or modification, must be applied to three different servers separately; o Backup and maintenance, must be done to three different servers separately; o Reporting is difficult since there are three different data bases. In case of server failure, it is impossible to find an equivalent equipment and software.

NCF Request
NCF wishes to buy the same equipment installed in the operating room in order to install it in a new local on site. The equipment which is currently in the operating room will be used during migration in order to avoid the stopping of the installation and will be used, later, as spare part.

The architecture will be as the following:

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The solution requested by NCF, is not suitable for the following reasons: All products of the SIMATIC WinCC V6.0 SP3 / SP4 are stopped from 01.10.2010. This means that from that date, the corresponding products will no longer be available. In parallel, all maintenance activities and support for SIMATIC WinCC V6.0 SP3 / SP4 and options will be stopped. Computers compatible with XP SP2 are no longer available or difficult to find. XP SP2 OS system which is compatible with WinCC V6.0 is not available.

Application upgrade to WinCC 7.0

Wincc 7.0 has many advantages: Redundancy, Server client architecture, easy reporting, web client, etc

However, its very difficult to upgrade the current application to WinCC 7.0, as it contains many activeX 'homemade'.

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TECHNICAL DESCRIPTION
The three servers are identical and containing all the plant views. Therefore, your Maintenance team can move them, one by one from the operator room to new operator room on site without production stopping. The computers and software of packing plant are similar to your current installation and can be used as spare parts.

DESCRIPTION OF OUR PROPOSAL

Our offer takes into account the packing plant upgrading to WinCC 7.0 including new computers and licenses, indeed the application of the packing plant is easily upgradable. 2 PC Siemens SIMATIC IPC547C (Rack PC, 19", 4U) Core 2 Quad Q9400 (2.66 GHz, 1333 MHz FSB, 6MB L2 Cache, EM64-T, VT) 250 GB HDD; internally mounted; 0.2 g vibration, 1 g shock; 4.0 GByte DDR2 800 SDRAM (2 x 2.0 GB), Dual Channel DVD-ROM; without Floppy Drive serial interface (COM2) + parallel interface (LPT) + PCIe x16 Graphics card (DH: 2x VGA or 2x DVI ), 256 MByte Windows 7 Ultimate Multi-Language (En, Ger, Fr, It, Sp), 32-Bit without extension 110/230VAC Industrial PS; power cord Europe Interfaces: 2x 10/100/1000 Mbit/s Ethernet (RJ45); 1x VGA; 1x COM1; 2x PS/2; 6xUSB2.0 backside, 2x USB2.0 frontside; Audio Disk drive capacity:6 (3x 5.25", 1x 3.5" front-access; 2x 3.5" internal) Watchdog, Temperature and Fan Control; Board Retainer 7 Slots long (4x PCI, 1x PCIe x16, 1x PCIe x8 (1 Lane), 1x PCIe x1)

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2 screens fujitsu Siemens Display Fujitsu B19-5 ECO Advanced Display Business Line TFT 48cm/19-inch

2 licenses WinCC Runtime SIMATIC HMI, WinCC V7.0 SP1 Package 2048 PowerTags (RT 2048) incl. 512 archive variables

Installation of PC Siemens We have foreseen 1 day of services

Migration of Win CC application V6 to V7 We have foreseen 4 days of services

Test FAT in our offices in Belgium We have foreseen 2 days of services

Industrial erection Will be completed by Mr. Paul Catoire (we have foreseen 2 days at 1,000 ) Other days will be at your charge.

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COMMERCIAL TERMS

PRICE BREAKDOWN
The prices are in Euro VAT excluded. They are fixed for a global order. They are made according to our general conditions of sales hereafter.

Options 1 WinCC development license instead of runtime 1 license SIMATIC HMI, WinCC V7.0 SP1 Package PowerTags (RC 2048) instead of (RT 2048)

Lump Sum Without options: Options included: 20,290,00 Vat excl. 23,651.49 Vat excl.

Travelling and residence costs are in charge of NCF.

VALIDITY OF PRICE
This price is valid for 1 month. The price is determined according to the raw materials price today.

PAYMENT TERMS
30% 10% 20% 25% 10% 5% down payment with the order, at the transmission of studies documents at the manufacturing of cabinets in our workshop at the end of cabling on site at the end of tests before the commissioning on the approved final documentation, at 30 days end of the month, date of invoice

The down payment with the order will be paid cash, the other terms at 60 days after the invoice.
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WARRANTY
1 year after the material delivery on site.

INCOTERMS
DDU at the customers address

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GENERAL CONDITIONS OF SALES

1. Unless otherwise expressly agreed and written, any and all agreements concluded with our company and any and all sales, deliveries, work and/or services without any exception are governed by the general conditions set out below. Only our general conditions of sale are applicable. The conditions of our co-contractors are opposable to us only in the event of express written acceptance on our part. The contract may be held to be duly concluded only: if our written bid is accepted without reservation by the customer; or if we accept a customer order without reservation. Any and all additions, deletions or modifications to the bid and/or to the order shall suspend the conclusion of the contract until express acceptance by the other party. Additionally, the parties agree to comply with Belgian law for any and all matters that are not governed by the present conditions, while the safety requirements applicable to the supplies and/or services rendered shall be those in force in Belgium on the date of the conclusion of the contract. 7. We decline any and all liability in the event of any modification to the equipment delivered and/or installation carried out without our prior agreement and in the event of loss or alteration of the customer's data at the time of our work on his equipment and programmes at any time whatsoever.

The goods are approved in our workshops. Any complaint regarding the supplies or the services performed shall imperatively and under penalty of inadmissibility be made by registered letter within 10 days following the dispatch of the goods from our premises. The guarantee for the devices that we supply or install is that given by the manufacturers of such devices. The guarantee includes only the replacement of any parts acknowledged to be faulty. Any necessary labour costs and travelling expenses, as well as any transport, shall be borne by the customer. All our installations are guaranteed for one year from the date of bringing into service against faulty assembly or faulty manufacture. It is deemed to be contractually agreed that any and all latent defects that occur more than one year after the delivery and/or acceptance, albeit tacit, shall be considered as inherent to normal use, definitively releasing us from any and all obligation. In the event that the latent defect occurs within one year following the delivery and/or acceptance, albeit tacit, to be admissible any and all complaints concerning such defects shall also be made by registered letter within 10 days of the occurrence thereof. No guarantee shall be granted in the event of any intervention by the customer and/or third parties on any goods delivered and/or installed. In any case, the guarantee period applicable to the work carried out under guarantee expires at the end of the initial guarantee period. No compensation for damages may be claimed under any circumstances for damage caused during assembly.

2.

Unless otherwise expressly agreed and written, our bids shall be valid for one month from the date of sending (post-marked).

3.

Prices: Prices are quoted net of VAT and do not include transport and packaging costs, unless otherwise stated. We reserve the right to alter our prices following the conclusion of the contract in the event of unforeseen events, in particular in the event of a change in the transport costs, insurance, taxes and/or levies, the price of raw materials or any and all other supplies. In particular, the customer alone bears the risk of devaluation of the currency stipulated in the contract.

4.

In the event that the customer does not meet his obligations (e.g. payment - see below), we reserve the right ipso jure and without formal notice being served to suspend any and all services, including the dispatch of any goods yet to be delivered, until complete performance (e.g. full payment of the entirety of our amounts receivable), unless we choose to cancel and/or terminate the contract. In the event of impairment of the customer's credit standing, we reserve the right to demand all guarantees that we deem appropriate, even after the start of performance of the contract. If the customer fails to furnish such guarantees, we may suspend the performance of our own obligations or cancel the contract ipso jure without formal notice being served and with no compensation for damages for the customer.

8.

All our invoices are payable in Tournai, 30 days end of month, date of invoice without discount. Any invoice unpaid at the due date shall be increased ipso jure and without formal notice being served by interest calculated on the basis of a legal rate applicable to commercial matters, starting from its due date until the date of full actual payment. Furthermore, under a penalty and compensation clause, the amount due shall be increased by 12% with a minimum of 40 euros, without formal notice being required. In the event of failure to pay any of our invoices at their due date, any and all amounts due, on any basis whatsoever, even those not falling due, shall be immediately payable without formal notice being served. Acceptance of drafts or payment items shall not give rise to novation.

5.

Any termination and/or cancellation of the contract, whether ex officio, contractual or judicial, shall give rise to the payment of a minimum lumpsum indemnity of 30% of this order, without prejudice to our right to claim total compensation for harm suffered by us in addition to our costs, as well as the loss of our profit on the cancelled contract.

9.

6.

Our company is under an obligation of means vis-a-vis its customers. It undertakes to perform the services that are reasonably necessary taking into account its means and its personnel possibilities, with a view to supplying the goods or the services ordered, without, however, any guarantee of the result. The burden of proof of the fault of our company shall in all cases lie with the customer. In the event of proven fault, our liability shall in all cases be limited only to the replacement of the faulty parts, to the exclusion of any additional compensation for damages of any kind or on any grounds whatsoever. Any completion or delivery deadlines given are for information only. Any delay whatsoever shall not under any circumstances give entitlement to any damages.

We retain ownership of the goods and elements delivered until actual payment of the price (principal and accessories). However, our co-contractor bears the risks of losses or deterioration and the liability for any damage that they may cause. Nonetheless, we reserve the right to take back all or part of the equipment in the event that the payment clauses are not complied with.

10. Any disputes shall be under the jurisdiction of the courts of the district of Tournai, which shall have sole jurisdiction.

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