C002 802 SC 001 Rev 0 SCA

Qcon Qatar Engineering &

Construction CompanyWlL LJ.4U~aS'~

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POBox 24491, Doha,Qatar ,;.Y, a.....,..>J1 ,nt ~, : """'U'"

Tel: +974 4458 7200 Fax: +974 4458 7201

Qcon/Contr/Ammico/C002/802/15/L .. 342

Ammico Contracting Co. W.L.L, P. O. Box 14330, Doha -State of Qatar,

Kind Attn.: Mr. Sher Ali Ismaily Deputy General Manager

5th May 2015

Tel. +97444886531 Fax: +974 4488 6507

Subject : Subcontract Agreement No C002/802/SC/001 Rev 0; Soil Removal, Disposal, Soil Fill and grading works at RasGas.

Subcontract Agreement

Dear Sir,

Please find attached one-set of the oJiginal Subcontract Agreement for the above mentioned subcontract works, duly executed by Qcon's authorized signatory.

Kindly arrange to acknowledge receipt of the signed Subcontract Agreement.

Yours faithfully, For Qatar Engineering & Construction Co. W.L.L.

K. K. Revi AI Commercial Manager

Enc!.: Ala

Ce (Qeon): RAHI HES I WEBI MTSI File

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REF: C002/802/SC/001 Rev 0 SUBCONTRACT AGREEMENT 151311111610101 Name of the Project : Site Preparation, Grading and Installation of Fencing on the Perimeter

of the Facility

Subcontract Works : Soil Removal, Disposal, Soil Fill and grading works at RasGas

This Agreement made on 26th April 2015 between Qatar Engineering & Construction Company W.L.L. whose registered office is at P.O. Box 24491 Doha, Qatar (hereinafter called the "Contractor") on the one part

And

MIs. Ammico Contracting Co. W.L.L. a company organized and existing under the Laws of the State of Qatar and having its principal place of business at P.O. Box: 14330, Doha, Qatar (hereinafter called the "Subcontractor") on the other part. Contractor and Subcontractor collectively referred to herein as the "Parties" or singularly referred to as "Party"

WHEREAS, the Contractor has entered into a Contract with Chiyoda Almana Engineering W.L.L. (hereinafter called the "Employer" I "Main Contractor") for the execution of Site Preparation, Grading and Installation of Fencing on the Perimeter of the Facility at Ras Laffan (hereinafter called the "Works") AND WHEREAS the Subcontractor has agreed to execute, test, complete and maintain upon the terms hereinafter appearing, the works described in the Scope of Works and detailed in the various documents which form a part of this Agreement (hereinafter called the "Subcontract Works") . Now it is hereby agreed as follows:

1. General

2.

3.

This Agreement shall consist of this signature document and the following documents and the drawings, specifications and documents referred to therein, all of which by this reference are incorporated herein and made a part of this Agreement

Part A Part B Appendix A Appendix B

Special Conditions General Conditions Responsibility Matrix Schedule of Rates

Subcontract Period The Effective date for this Subcontract shall be on the 27th of April 2015. The Subcontractor shall commence the Subcontract Works on the 1 st of June 2015 or such other date as officially instructed to the Subcontractor by the Contractor and shall complete the Subcontract Works within 28 days from the starting date of the Subcontract Works. '

Subcontract Price The estimated Subcontract Price for complete performance of the Subcontract Works in compliance with all its terms and conditions is QAR. 729,992.06 (Qatari Riyal Seven Hundred Twenty Nine Thousand Nine Hundred Ninety Two and 06/100 only) and subject to remeasure based the Subcontract Works and the fixed unit rates as per Appendix B Schedule of Rates .. The final Subcontract Price shall be ascertained based on the actual quantity of the work done. Any changes must be confirmed and approved in writing by the Contractor's authorized representative.

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REF: C002/802/SC/001 Rev 0 SUBCONTRACT AGREEMENT Cost Code l S 1 3 1 1 11 .1 6 1 0 1 0 1 4. Contractor's & Subcontractor's Representative & Notices

All notices for the purpose of this Subcontract shall be served by either Party to other by sending the same by registered mail, letter or telefax addressed to their respective address as hereinafter set out. All such notices shall be effective upon first receipt

Contractor's Representative Qatar Engineering & Construction Company WLL P.O. Box 24491, Doha, State of Qatar

Name Title Telephone Fax

Subcontractor's Representative Ammico Contracting Co. WLL. P.O. Box 14330, Doha, State of Qatar,

Name Title Telephone Fax

: __ S.f!#l_rl.L.l.IStrJAlly . ______ .D_Gf.:1 __ _ : __ oS:/t..o..!l.1J1r

~ --4.!i-R3.~-1 The Subcontract as defined herein shall represent the entire agreement between the Parties in relation to the Subcontract Works. All previous agreements, understandings, letters, quotations, drawings, memoranda or other such documents between the Parties in relation to the Subcontract Works are hereby agreed by the Parties to be excluded and of no further effect

5. Laws Governing the Subcontract

The Subcontract shall be governed by the Laws of State of Qatar.

In witness whereof the duly authorized representatives of the Parties have executed this Subcontract on the dates stated below;

For and on behalf of Contractor For and on behalf of Subcontractor


A Company With Limited Liability. Registered in Qatar. C.R. No. 27684. Authorized and Paid Up Capital QR. 41,200,000. P.O. Box 24491, Doha, Qatar. Tel. +97444587200 Fax +974 4458 720717201 +Wt HoA YY-Y IYY-' : ~i1l +Wt ttoA YY- -: ~

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REF: C002/802/SCIO01 Rev 0 SUBCONTRACT AGREEMENT 151311111610101 PART A SPECIAL CONDITIONS Where the Special Conditions are at variance with the General Conditions, these Special Conditions shall supersede and prevail. .

A.1. Scope of Works

The Subcontractor shall Carryout Soil Removal, Disposal, Soil Fill and grading works for CAEL RasGas Site Preparation, Grading and Installation of Fencing on the Perimeter of the Facility (Refer attached Appendix "A" Responsibility Matrix). The Subcontractor's Scope of Subcontract Works includes the following but not limited to:

1. Timely mobilization of the needed material, equipment and consumables required for the execution of the Subcontract Works. All the Subcontractor's supplied material and equipment is subject to approval by the Main Contractor and the Contractor.

2. Mobilization of the manpower needed to execute the Subcontract Works, Contractor's prior approval & screening is required, the Subcontractor must comply to obtain.

3. Preparation of all required documents, method statements, certificates ... etc. and to be in compliance with the Contractor's requirements.

4. Complying with the Contractor's site requirements such as training, testing, medical clearances, and certification.

5. Complying with the Quality and Safety rules and procedures provided by the Main Contractor and the Contractor.

6. Complying with necessary documents and photographs for issuing gate passes.

7. Providing personnel with all the necessary personal protective equipment in accordance with the Quality and Safety rules and procedures provided by the Main Contractor and the Contractor.

A.2. Subcontract Price & Payment The estimated Subcontract Price for complete performance of the Subcontract Works in compliance with all its terms and conditions is QAR. 729,992.06 (Qatari Riyal Seven Hundred Twenty Nine Thousand Nine Hundred Ninety Two and 06/100 only) and subject to remeasure based the Subcontract Works and the fixed unit rates as per Appendix B Schedule of Rates. The final Subcontract Price shall be ascertained based on the actual quantity of the work done. Any changes must be confirmed and approved in writing by the Contractor's authorized representative.

a. The Subcontract Price shall be fully inclusive of all expenses, taxes, not limited to withholding tax and duties to be paid with regard to the Subcontract Works provided. under this Agreement.

b. If Contractor provides Subcontractor any services that are to be ci3r[;ie.,Q:;,q,(jr"Qy""tQe.~ Subcontractor, then such services shall be back charged to the .911~~1.~~:~!

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REF: C002/802/SC/001 Rev 0 SUBCONTRACT AGREEMENT 151311111610101 c. Payment shall be made in accordance with the milestones detailed in Appendix B within

60 days from the date of submission of duly certified invoices by the Contractor Representative.

d. Subcontractor shall submit the correct invoices along with the supporting documents to the Contractor's Accounts Department addressing: Finance Manager, Qatar Engineering and Construction Co. WLL, PO Box 24491, Doha, Qatar.

A.3. Liquidated Damage Not Applicable.

A.4. Key Personnel

Subcontractor shall submit for approval, based on technical abilities, education, experience and skill, the names and resumes of his key personnel and shall not change such key personnel unless approved, by Contractor. Removal of Key Personnel without Contactor approval shall be subjected to penalty of US$ 10,0001- per person per occurrence.

Subcontractor's key personnel assigned to the Subcontract Works shall be permanent senior staff of Subcontractor and shall be fully qualified and experienced in the field and position for which they are intended.

A.5. Additional Works & Variations For any Additional works or Variations to the work scope, written instructions will be issued and be authorised by the Project Manager, if any additional work is performed by the Subcontractor without written authorization, it will not be compensated to the Subcontractor.

In the event, the Subcontractor feels it shall be entitled for a change/variation order, the Subcontractor shall advise the Contractor about its entitlement through a change/variation order request with details of costs and / or schedule impact duly supported by relevant documents / drawings.

Subcontractor shall undertake no change/variation in the Subcontract Works until it has received a Change / Variation Order. However, in the event Contractor and Subcontractor are unable to agree on the cost and schedule impact (if any), Contractor may nevertheless direct the Subcontractor in writing to proceed, in which case Subcontractor shall proceed with such change/variation in the Subcontract Works. Contractor and Subcontractor shall thereafter endeavour to resolve the unresolved ChangeNariation Order(s) by negotiation.

A.7. Performance Bond Not Applicable.

A.8. Documents Forming Part of this Agreement

A.9.

All works shall be performed in strict accordance with the Company approved specifications, drawings and other documents which by this reference are incorporated and made a part hereof.

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REF: C002/802/SC/001 Rev 0 SUBCONTRACT AGREEMENT Cost Code

151311111610101 a) Subcontractor shall not Subcontract its Scope of Subcontract Works partially or fully

without prior approval of Qcon. b) Qcon shall Subcontract the Subcontractor's scope of Subcontract Works partially or fully

with prior notification to the Subcontractor, in case of Subcontractor's default and for Contractor's convenience.

A.10. Compliance to the Sharia Law Subcontractor acknowledges that Qcon follows and compliance with the Sharia Law, which prohibits the payment / acceptance of interest fees for lending and accepting of money for specific terms, procuring goods or services and investing in businesses that provide goods or services

A.11 Income Tax

Pursuant to Article No. 11, Clause 2 of the new Qatar Income Tax Law no. 21 of 2009 issued on 17 November 2009 and effective from 01 January 2010, Qcon is obliged to withhold tax on certain payments to non-resident companies with respect to the activities not connected with the permanent establishment in the State of Qatar.

Subcontractor shall furnish Qcon the necessary documents to provide sufficient evidence that organization is a resident in Qatar and registered for Tax with the Qatar Tax Department for corporate tax or sufficient evidence that Subcontractor services are not wholly or partly carried on in Qatar, otherwise withholding tax may apply to the payments made to the Subcontractor.

A.12 Consequential Damages

Notwithstanding anything stated to the contrary in any document, agreement and their like, neither party shall be liable to the other party for any special, indirect or consequential loss or damages, loss of use, loss of profit, loss or production or loss of sales contract and their like, except in cases of gross negligence or wilful misconduct which may be suffered by the other party arising for any matter whatsoever in respect of the Subcontract Agreement.

A.13 Maximum Subcontract Liability

Subcontractor's maximum liability in respect to any breach and/or for any other reason of the Subcontract shall be limited to the Subcontract Price except in cases of gross negligence or wilful misconduct.

A.14 Termination

The term of this Subcontract shall be for the period required for Subcontractor to complete the work described in Subcontract article 2, provided either party shall have the right to terminate the Subcontract prior to completion of the work on thirty (30) days written notice. Contractor shall pay Subcontractor for the work performed prior to the effective date of termination. Provided such termination is not occurred due to default of the Subcontractor.

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REF: C002/802/sC/001 Rev 0 SUBCONTRACT AGREEMENT Cost Code

A.1S Assignment of Contract

Neither party shall have the right to assign this Contract without the prior written consent ofthe other party, which shall not unreasonably be withheld.


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Cost Code REF: C002/802/SC/001 Rev 0 SUBCONTRACT AGREEMENT

PARTB GENERAL CONDITIONS

B.1. Contract Documents The Contract Documents applicable to this Agreement and the work to be performed hereunder by the Subcontractor consist of this Subcontract and all higher tier contracts (including but not limited to the Contract between the Company and Contractor) and all General Supplementary and other conditions hereof together with the drawings, specifications and all addenda issued prior to the execution of this Subcontract. In the event of a conflict between the provIsions of this Agreement and any of the other Contract Documents, this Agreement shall govern.

B.2. Variations

B.3.

The Contractor may at any time, by written order modify, change, omit or add to the work to be performed hereunder. If any such order affects the cost of or the time required for performance of this Subcontract, an equitable adjustment in the Subcontract Price and/or the time for completion shall be made. Where necessary to prevent undue delay, such orders may be issued before the agreement of an equitable adjustment and the Subcontractor shall immediately proceed in accordance therewith notwithstanding any delay in reaching agreement.

Indemnities The Subcontractor shall at all times indemnify the Contractor against all liabilities to Third Parties and to other persons (including the servants and agents of the Contractor or Subcontractor) for bodily injury, damage to property or other loss which may arise out of or in connection with


execution, completion or maintenance of the Subcontract Works and against all costs, charges and expenses that may be occasioned to the Contractor by any claim of such persons.

B.4. Insurance The Subcontractor hereby assumes exclusive responsibility for Workmen's Insurances for any' and all personal injury, including death which results from or arises out of the Subcontractor's performance of the Subcontract Works. Within 14 days of the signing of this Agreement the Subcontractor agrees to provide proof of a valid Workmen's Compensation Insurance Policy.

B.S. Payment The Subcontract Price shall represent the Subcontractor's full compensation for performing the Subcontract Works subject to adjustments as otherwis~ provided for herein. The Subcontract Price includes all State taxes that may be due or charged by reason of performance of this Subcontract. The Contractor may make periodic progress payments to the Subcontractor in accordance with the same terms and conditions as provided for payment of progress payments to the Contractor under the Main Contract Documents. Application for progress payments must be in the hands of the Contractor in sufficient time to be included in the Contractor's application for payment.

Progress payments shall be payable to the Subcontractor by the Contractor only if and to the extent that the Contractor has received payment there-for. Payment shall be made by the Contractor to the Subcontractor as soon' as practical after payment has been received from the Employer or Main C~ntractor and shall be subject to adjustment by the C~IJJEa0~~r?,f0r-".Zam:y,-..-


REF: C002/S02/SC/001 Rev 0 SUBCONTRACT AGREEMENT Cost Code I [5J3J1J1/6/0/0/

B.6.

direct or indirect cests incurred on behalf of the Subcontractor due to the Subcontractor's failure to comply with the terms and conditions of this Agreement. Payment to the Subcontractor is specifically agreed not to constitute or im ply acceptance by the Contractor or Employer of any portion of the Subcontractor's Work. The Subcontractor shall furnish, if and when requested by the Contractor, partial release of items and all claims and affidavits that all bills for material and labour have been paid.

Final payment of all remaining sums due to the Subcontractor shall be made in accordance with the same terms and conditions as provided for final payment to the Contractor under the Main Contract Documents provided however that the Contractor has received final payment thereof and the Employer or Main Contractor have accepted in writing the Subcontract Works. Prior to the issue of the final payment, the Contractor may require that the Subcontractor furnish in a form suitable to the Contractor, a general release of items and all claims. Subcontractor's Default

If the Subcontractor refuses or fails to execute the Subcontract Works with such diligence as will ensure its completion within the time specified herein or any extension thereto, or fails to complete the said work within such time, the Contractor may by written notice to the Subcontractor, terminate his right to proceed with all or any part of the Subcontract Works. In such event the Contractor may take over the work so term inated and perform the sam~ to completion by contract or otherwise and may take possession of and utilize in completing the work any of the Subcontractor's materials, appliances and plant as may be on the Site. The rights and remedies of the Contractor provided in this clause are in addition to


B.7.

B.S.

B.9. a)

b)

any other rights and remedies provided by law or under this Subcontract. The Subcontractor is not entitled to any further payment until the terminated work is completed and the costs for that work are known. The Subcontractor shall be liable for all extra costs incurred by the Contractor in completing the terminated works.

Safety Regulations The Subcontractor undertakes to comply with all relevant safety regulations in force during the Subcontract period and shall be solely responsible for all costs or damages incurred due to any non-compliance therewith.

Maintenance The Subcontractor shall be responsible for the maintenance of the Subcontract Works. See clause A.3 herein.

Materials and Workmanship The Subcontractor agrees that the quality of Work to be performed under this Subcontract limited to the Subcontract scope of works shall be of the same quality that is actually required of the Contractor in the performance' of Contractor's work of the Main Contract documents as defined in A.7.

The Subcontractor also agrees to perform the Subcontract Works under the same terms and conditions and' with the same degree of skill and to assume the same tasks, duties and obligations as Contractor is obligated to assume pursuant to the Main Contract Documents (defined in A.7) limited to Subcontract scope of works.

Unless otherwise specifically provided in this Subcontract all material to be incorporated in the Subcontract Works shall be new, of the most suitable grade' for the purpose intended and in compliance with the Main Contract

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REF: C002/802/sC/001 Rev 0 SUBCONTRACT AGREEMENT /5/3/1/11 6 10 10 1 Subcontract scope of works. All works under this Subcontract shall be performed in a skillful and workmanlike manner. The Contractor may, in writing require the Subcontractor to remove from the Site any employee of the Subcontractor who the Contractor deems incompetent, careless or otherwise objectionable.

c) The Subcontractor shall perform all work and furnish and supply all labour, equipment, and materials which may be required for the performance of the Subcontract Works in the period allocated by the Contractor.

d) The Subcontractor warrants that all material furnished and all work performed under this Subcontract will be free from defects in material and workmanship for a period of 1 year (or such longer period as may be specified elsewhere in the Main Contract Documents (defined in A.7) limited to Subcontract scope of works). Upon handover of the Works to the Employer, and before the expiration of the maintenance period, the Subcontractor shall, at his own cost, promptly and


satisfactorily replace any material and correct any workmanship found to be defective or otherwise not in conformity with the Subcontract requirements, and remedy any damage to other parts of the Works resulting there-from. (Please refer A.5 for the warranties and guarantees)

B.10. Warranty of Authority Each party executing this Subcontract warrants and represents that it has full power and authority to enter into this Subcontract and bind itself to performance hereunder. Each party further warrants and represents that the individual signing this Subcontract is an officer (if a corporate party) or a principal of the party for which he signs or has been granted or delegated all requisite power and authority to bind the party on behalf of which he signs.

This representation and warranty of authority shall apply with equal 'force to each and every document executed by either party subsequent to this Subcontract in connection with the Work to be performed under the Subcontract.

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Responsibility Matrix

C002/802/SC/001 Rev 0

DescrlpUon

Appendix A

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Sof! barrication in AMM1COscope

x for.ludedin AMMICO scope

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X Induded in AMM1COscope )(

Not Included In AMMICO scope )(

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X byAMM1CO If,,~y idle hoursJor manpower and.equipment doeto work slopag~s,. M~ln COlllr~C\ofrQCONI hastocomp@nsate,

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Appendix B: Schedule of Price and Payment Milestones The estimated Subcontract Price for complete performance of the Subcontract Works in compliance with all its terms and conditions is QAR. 729,992.06 (Qatari Riyal Seven Hundred Twenty Nine Thousand Nine Hundred Ninety Two and 06/100 only) and subject to remeasure based the Subcontract Works and the fixed unit rates all inclusive, but not limited to withholding tax for the duration of the Subcontract.

S. UNIT AMOUNT No DESCRIPTION SPECIFICATION UNIT QTY RATE (QR) (QR)

1 Mobilization & LS 1.00 15,000.00 15,000.00 Demobilization -

2 Top Soil Removal 150 mm Thick m2 9,696.00 4.434 42,992.06

3 Soil Fill Site Material Type-A as per m3 4,200.00 160.00 672,000.00 Preparation Ras Gas Specification

Total Amount In QAR 729,992.06


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C002 802 SC 001 Rev 0 SCA

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Transcript of C002 802 SC 001 Rev 0 SCA