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Statoil US Onshore Operations Invoicing Policy Page 1 of 14 Standard rev. Date: 19.09.2016 Standard rev. No. 5.0

STATOIL US ONSHORE OPERATIONS INVOICING POLICY

Applicability Statoil US Onshore Operations Assets

Effective Date

September 19th, 2016

TABLE OF CONTENTS PAGE

1. PURPOSE & OBJECTIVES ............................................................................................................. 2

2. EXPECTATION OF SUPPLIERS .................................................................................................... 2

3. INVOICING MENU ............................................................................................................................. 2

4. INVOICE REQUIREMENTS ............................................................................................................. 3

5. INVOICE DATA REQUIREMENTS ................................................................................................. 4

6. INVOICE FREQUENCY AND TIMING ........................................................................................... 4

7. INVOICE SUBMISSION GUIDELINES ........................................................................................... 5

8. ELECTRONIC INVOICE SUBMISSION ......................................................................................... 5

9. EMAIL INVOICE SUBMISSION ....................................................................................................... 7

10. PAPER INVOICE SUBMISSION ..................................................................................................... 7

11. COMMON DISPUTE REASONS ................................................................................................... 10

12. FREQUENTLY ASKED QUESTIONS & CONTACT INFORMATION ..................................... 11

13. SAMPLE DOCUMENTS.................................................................................................................. 12

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1. PURPOSE & OBJECTIVES

1.1 PURPOSE This Statoil US Onshore Operations Invoicing Policy provides both internal Statoil employees and external suppliers with pertinent information regarding Statoil’s Onshore invoicing requirements. In addition, key invoice guidelines and expectations of the supplier to support the invoicing process is highlighted.

1.2 OBJECTIVES

Describe and outline Statoil’s US Onshore Operations invoicing process and policy

Statoil US Onshore Operations invoicing requirements

Simplify and reduce time spent handling invoices

Reduce disputed invoices and increase on-time invoice payments

Improve supplier invoicing compliance and transparency

Increase the level of electronic invoicing across the Statoil US Onshore supplier base

2. EXPECTATION OF SUPPLIERS

As a Statoil US Onshore Operations supplier, it is expected that each supplier will comply with the invoice requirements outlined herein and to remain up-to-date with the latest invoice requirements in efforts to avoid returned invoices.

The following requirements are set to ensure timely payment of invoices and prevent invoices from being returned for lack of information.

3. INVOICING MENU

The Invoicing Menu is intended to outline all Statoil US Onshore acceptable invoicing structures. The Statoil operations or supply chain representative will provide the necessary guidance as to the preferred invoicing structure for their specific function/scope of work.

Statoil requests that suppliers submit one invoice per month by utilizing only one of the three invoicing structures defined below. Common invoicing requirements are ALL invoices shall only reference a single PO, shall have a single approver and need to include proof of delivery that is signed in most cases (field ticket, bill of lading or delivery ticket).

Structure #1 Invoice Per Job/Well:

Invoice must be for a single well that is associated to a single cost object. Could be across several days of work and several tickets could be consolidated in order to create one large invoice, as long as the work is in reference to the same PO with the same invoice approver. Systematic rate validation will only occur for items that have been negotiated into a PriceBook and uploaded into the electronic payment platform.

Structure #2 Invoice Multiple Jobs/Wells:

Single invoice for multiple wells that can be allocated across multiple cost objects. Example: Fuel is delivered to a location that will be allocated across 3 wells, resulting in 1 invoice that has costs allocated to 3 different WBS elements that all reference the same PO. Jobs/wells can be

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bundled as long as it is the same PO and same invoice approver for the cost objects being billed.

Structure #3 Summary Invoice:

Invoice can be for a single well or for multiple wells that can be associated to a single or multiple cost objects. Invoice will be for a lump sum with item detail with supporting documentation. Example: Production testing services take place for a single well that includes personnel time, mileage and equipment charges across 3 days (with 3 separate signed field tickets). Invoice will be one line at one lump sum (e.g. $12,500) with the 3 signed field tickets attached that outline the exact work that was performed. Systematic rate validation is not possible since summary invoices do not include detailed line item pricing.

Invoicing Menu Summary:

Job/Well: Physical location/asset that the service took place or the material was delivered to. Cost Object: A Work Breakdown Structure (WBS), Cost Center or Work Order that is used to pay for the work. Line Item Detail: Outline each line item on the invoice (Quantity and Price) with a subtotal for all line items. Rate Validation: Systematic rate validation will take place only if an electronic PriceBook is established.

4. INVOICE REQUIREMENTS

Only invoices will be paid

o Statements, delivery notes, pro-forma invoices or other documents will not be processed for payment

Invoices and supporting documents must comply to Statoil’s invoice data requirements (reference Section 5 Invoice Data Requirements)

Invoices will be documented as received in Statoil’s Accounts Payable system immediately after a successful invoice submission (with no invoice errors), triggering the start of the supplier’s payment terms

Supplier has sixty (60) days after completion of the work or delivery of goods to invoice for all amounts due

o Failure to invoice within this period will result in Statoil being released from any obligation to pay such amounts

Before a supplier can contract with a 3rd party to provide services for Statoil, the supplier must communicate to the Statoil Lead Engineer, in writing, their intent to hire the 3rd party

o Approval must be granted to move forward with the 3rd party prior to any work or services being provided by the 3rd party

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o Statoil will not accept invoices from the 3rd party directly (all invoices shall go through the original supplier that Statoil hired)

Unless otherwise specified in the signed agreement between the supplier and Statoil, the invoice must itemize the following information and be shown as separate line items on the invoice:

o Charges for goods

o Fees for work

o Reimbursable expenses (excluding sales tax paid)

o Any additional amounts

o Any taxes payable by Statoil

o Amount of applicable sales tax payable

5. INVOICE DATA REQUIREMENTS

Supplier's invoice number

Invoice date (To be within 5 days of invoice submission date)

Service/delivery date (the service date ‘From’ and ‘To’ fields must reflect the dates services were

performed or goods delivered)

10-digit Purchase Order (“PO”) number

Ship-from Zip+4 – The zip code the order was fulfilled from

Accounting Information (WBS / AFE / Cost Center)

Person who requested the service

Well site/location

Payment remit to address

Total price (in the same currency as the PO)

Unit price (in the same currency as the PO)

Unit(s) of measurement (in the same unit(s) as the PO)

Description of the goods or services

Quantity of the goods or services

Tax amount (as applicable)

Agreement number (as applicable)

Supporting documents

6. INVOICE FREQUENCY AND TIMING

6.1 INVOICE FREQUENCY Unless otherwise stated in the terms and conditions of the master agreement, or detailed in the Work Order Agreement (“WOA”), a supplier shall submit one (1) monthly invoice in respect of each well, location, or scope of work.

6.2 VALID RECEIPT DATE OF INVOICES

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Invoice document and supporting documents that are signed and stamped must be received in the e-commerce solution (for electronic invoices) or by Accounts Payable (for paper invoices) within 60 days of completion of the work.

6.3 PAYMENT TERMS Payment terms are described in the master agreement and/or in the WOA under Appendix B – Compensation. For paper invoices, payment terms start when Statoil receives and timestamps the invoice. For electronic invoices, payment terms start when the invoice is submitted via the e-commerce solution.

6.4 SUPPORTING DOCUMENTS Necessary proof of delivery is required and must be included as attachments with the invoice. Examples include:

Field tickets

Timesheets

Bills of lading

Etc.

For electronic invoices through Oildex OpenInvoice, signed supporting documents must be attached to the invoice. For paper invoices, signed supporting documents must be included with the invoice. Invoices will not be approved if the proper supporting documents are not included.

7. INVOICE SUBMISSION GUIDELINES

There are three methods for receiving an invoice within Statoil: electronic, email and

paper

The preferred method is electronic, powered via Statoil’s e-commerce solution platform

All other suppliers will submit email and paper invoices, with the expectation they will

work towards moving to the electronic invoicing process

E-commerce solution-enabled suppliers shall only invoice electronically

All email and paper invoices received from e-commerce solution-enabled suppliers will

be rejected

8. ELECTRONIC INVOICE SUBMISSION

8.1 OVERVIEW

Statoil has adopted the Oildex OpenInvoice as the e-commerce solution for its US Onshore operations. Electronic invoicing is the preferred invoicing channel as it drives benefits and efficiencies for both Statoil and suppliers.

Statoil requests that suppliers with existing Business-to-Business (“B2B”) capabilities receive POs and submit invoices electronically through the e-commerce solution supplier network. Statoil has a dedicated team focused on assisting suppliers to onboard to the e-commerce

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solution and will provide guidance as appropriate. This onboarding team supports B2B integration as well as web-based e-commerce solution enablement.

It is important to note that when submitting an invoice via the e-commerce solution, all required fields are mandatory (reference Section 5 Invoice Data Requirements). Invoices submitted to Statoil Accounts Payable without the proper data fields will be rejected.

8.2 REQUIREMENTS

E-commerce solution-enabled suppliers must also:

Attach an invoice (preferred) along with supporting documentation (required) that includes a Statoil-approved field stamp

Provide Ship-from Zip+4 Reference a PO and WOA (if applicable) during invoice creation. Note that part

numbers/service codes and prices on the invoice must align with the WOA Reference the correct legal entity based on one of the following:

o AP – Eagle Ford - Statoil Texas Onshore Properties LLC o AP – Marcellus - Statoil USA Onshore Properties Inc. o AP – Bakken – Onshore Holdings LLC o AP – Bakken – Statoil Oil & Gas, LP o AP – Midstream/Pipelines – Statoil Pipelines LLC

8.3 ELECTRONIC INVOICE PROCESS DIAGRAM

Sup

plie

rR

eq

ue

sto

r

Payment received

Order called off/ sent to supplier

Deliver goods/services

Verify invoice

Ve

rifi

er

E-co

mm

erc

e

solu

tio

n

Verify delivery and sign field ticket

stamp

Submit invoice / field ticket in E-

commerce solution

Receive invoice

Verify/code invoice in E-commerce

solution

Approve invoice in E-commerce solution

Process invoice for payment

Invoice correct

Invoice requires correction from supplier

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9. EMAIL INVOICE SUBMISSION

Please send one (1) PDF file which contains both invoice and supporting backup documentation to USpdfinvoice@statoil.com.

An email confirmation will be sent to the individual who completed the invoice submission. This email serves as a drop box for invoice submission and does not support dialogue.

The email confirmation will include a link to view the submitted invoice as well as a link for supplier self-nominating for enrollment on Statoil’s electronic invoicing system, Open Invoice.

Please continue to submit invoicing questions to USInvoice@statoil.com.

10. PAPER INVOICE SUBMISSION

10.1 OVERVIEW

The addresses listed below are effective September 19th, 2016.

For suppliers that have not been enabled in the e-commerce solution, invoice and supporting

documentation that includes a Statoil-approved stamp must be mailed to one of the address(es)

specified in the following table:

o NOTE: If you are unsure of where to submit your invoice please reference your Purchase Order or Call Statoil Service Desk: +1 713-878-6970 (option 7 for Finance). Your Purchase Order will contain the correct legal entity to bill.

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Legal Entity Applies to Invoice To Address

Statoil Oil & Gas LP Bakken upstream activities

Statoil Oil & Gas LP Attn: Accounts Payable P.O. Box 547 Coppell, TX 75019-3692

Statoil Texas Onshore

Properties LLC

Eagle Ford upstream

activities

Statoil Texas Onshore Properties LLC Attn: Accounts Payable P.O. Box 547 Coppell, TX 75019-3692

Statoil USA Onshore

Properties Inc.

Marcellus upstream

activities

Statoil USA Onshore Properties Inc. Attn: Accounts Payable P.O. Box 547 Coppell, TX 75019-3692

Onshore Holdings,

LLC

Rockies upstream

activities

Onshore Holdings LLC Attn: Accounts Payable P.O. Box 547 Coppell, TX 75019-3692

Statoil Gulf Services LLC

US Corporate

Statoil Gulf Services LLC Attn: Accounts Payable P.O. Box 547 Coppell, TX 75019-3692

Statoil Pipelines LLC

Gathering system

activities for Bakken,

Eagle Ford, Marcellus

and Rockies (Statoil

pipelines, salt water

disposal wells, and oil

facilities)

Statoil Pipelines LLC Attn: Accounts Payable P.O. Box 547 Coppell, TX 75019-3692

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When submitting a non-purchase order invoice, please continue to submit these invoices across Statoil entities as summarized below.

Legal Entity Applies to Invoice To Address

Statoil Oil & Gas LP Bakken upstream activities

Statoil Oil & Gas LP

Attn: Accounts Payable

2107 City West Blvd, Suite 100

Houston, 77042

Statoil Texas Onshore

Properties LLC

Eagle Ford upstream

activities

Statoil Texas Onshore Properties LLC

Attn: Accounts Payable

2107 City West Blvd, Suite 100

Houston, 77042

Statoil USA Onshore

Properties Inc.

Marcellus upstream

activities

Statoil USA Onshore Properties Inc.

Attn: Accounts Payable

2107 City West Blvd, Suite 100

Houston, 77042

Statoil Gulf Services LLC

US Corporate

Statoil Gulf Services LLC

Attn: Accounts Payable

2107 City West Blvd, Suite 100

Houston, 77042

Statoil Pipelines LLC

Gathering system activities

for Bakken, Eagle Ford,

Marcellus and Rockies

(Statoil pipelines, salt water

disposal wells, and oil

facilities)

Statoil Pipelines LLC

Attn: Accounts Payable

2107 City West Blvd, Suite 100

Houston, 77042

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10.2 PAPER INVOICE PROCESS DIAGRAM

Sup

plie

rR

eq

ue

sto

r

Payment received

Order called off/ sent to supplier

Deliver goods/services

Ve

rifi

er

Invo

ice

han

dle

r

Verify delivery and sign field ticket

stamp

Submit paper invoice / field ticket

Receive paper invoice

Approve invoice in system

Process invoice for payment

Invoice correct

Invoice requires correction from supplier

Scan invoice and upload in system

Verify invoice

11. COMMON DISPUTE REASONS When an invoice is disputed by Statoil, the payment terms will reset when the corrected invoice is resubmitted by the supplier. Invoices can be disputed for the following reasons:

Attachment file too big (Limit 10MB) Dispute – Other Duplicate invoice Incorrect Pricing Incorrect Purchase Order Incorrect Tax Incorrect WBS/Cost Center Invoice is 60 days or more past work date Invoice submitted under wrong asset Missing WOA (Work Order Agreement/Contract) Operational issue Per vendor request Supporting document missing stamp Supporting document does not match invoice Supporting documentation missing Service date does not match supporting documents Supporting document missing signature Too many line items

Please reach out to a Statoil representative for further clarification regarding invoice disputes.

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12. FREQUENTLY ASKED QUESTIONS & CONTACT INFORMATION

How do I get status of my PO or Invoice?

o Email: usinvoice@statoil.com, or o Call Statoil Service Desk: +1 713-878-6970 (option 7 for Finance)

How do I get PO# or PO line# clarification, PO fund increase requests, and/or PO quantity updates?

o Contact a Statoil representative How do I get help with e-commerce solution login issues or get training for Oildex

OpenInvoice?

Email: openinvoicesupport@oildex.com, or

Call Oildex OpenInvoice Support: +1 (866) 627 - 3287

How do I get help regarding electronic or paper invoices?

Email: usinvoice@statoil.com, or Call Statoil Service Desk: +1 713-878-6970 (option 7 for Finance)

I was unable to get my Statoil Bakken Asset invoice supporting document stamped/signed while on location, who should I contact?

Primary process is to get invoice supporting documentation signed at location

Secondary process is to submit all Statoil Bakken Asset invoicing supporting documents to one of the two locations below so it can be stamped/signed:

Williston office: 14649 Brigham Dr., Williston, ND 58801, (701) 875-3501

Ross office: 6160 90th Ave NW, Ross, ND 58776, (701) 755-3402

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13. SAMPLE DOCUMENTS

13.1 ELECTRONIC INVOICE

Below is a sample of an electronic invoice through Oildex OpenInvoice.

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13.2 PAPER INVOICE

Below is a sample of a paper invoice.

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13.3 FIELD TICKET

Below is a sample of a field ticket. Field tickets must be signed with all required data for invoice payment.