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CW810411 - Inspection Maintenance Contract

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DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

PURCHASE CONTRACT

FOR PURCHASE OF GOODS AND SERVICES

Between

SHELL PAKISTAN LIMITED

and

SAS CORPORATION

Contract Reference: CW810411

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TABLE OF CONTENTS
SECTION I – FORMATION OF CONTRACT ................................................................................................ 4
1 DEFINITIONS ................................................................................................................................ 4
2 CONSIDERATION ......................................................................................................................... 4
3 PURCHASE ORDERS ..................................................................................................................... 4
4 EFFECTIVE DATE .......................................................................................................................... 4
5 NOTICES ...................................................................................................................................... 5
6 ADDITIONAL TERMS .................................................................................................................... 5
7 SECTIONS FORMING THE CONTRACT.......................................................................................... 5
8 SIGNATORIES ............................................................................................................................... 6
SECTION II – DEFINITIONS AND INTERPRETATION.................................................................................. 7
1 DEFINITIONS ................................................................................................................................ 7
2 INTERPRETATION ...................................................................................................................... 12
SECTION IIIA – SPECIAL TERMS AND CONDITIONS ............................................................................... 14
1 PURCHASE ORDERS ................................................................................................................... 14
2 REQUIREMENTS PERTAINING TO SCOPE .................................................................................. 14
3 REQUIREMENTS PERTAINING TO GOODS ................................................................................. 15
4 REQUIREMENTS PERTAINING TO SERVICES .............................................................................. 16
5 COMPENSATION, PAYMENT, AND INVOICING.......................................................................... 17
6 QUALITY ASSURANCE ................................................................................................................ 17
7 COMPANY PROVIDED ITEMS, INFORMATION SYSTEMS, AND FRAMEWORK AGREEMENTS ... 17
8 VARIATIONS .............................................................................................................................. 18
9 INSPECTIONS, TESTING, AND ACCEPTANCE OF SCOPE ............................................................. 18
10 REMEDIAL ACTIONS .............................................................................................................. 19
SECTION IIIB – GENERAL TERMS AND CONDITIONS ............................................................................. 20
1 PERFORMANCE AND FINANCIAL SECURITY .............................................................................. 20
2 TAXES ........................................................................................................................................ 20
3 LIENS ......................................................................................................................................... 21
4 SUSPENSION.............................................................................................................................. 21
5 TERMINATION ........................................................................................................................... 22
6 LIQUIDATED DAMAGES ............................................................................................................. 24
7 LIABILITIES AND INDEMNITIES .................................................................................................. 24
8 INSURANCE ............................................................................................................................... 27
9 COMPLIANCE WITH APPLICABLE LAWS, BUSINESS PRINCIPLES, AND HSSE STANDARDS ........ 28

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10 CONFIDENTIALITY.................................................................................................................. 32
11 INTELLECTUAL PROPERTY ..................................................................................................... 33
12 FINANCIAL AND PERFORMANCE AUDIT................................................................................ 33
13 RELATIONSHIP OF PARTIES ................................................................................................... 34
14 CONTRACTOR PERSONNEL AND SUBCONTRACTING ............................................................ 34
15 ASSIGNMENT......................................................................................................................... 35
16 FORCE MAJEURE ................................................................................................................... 35
17 NOTICES ................................................................................................................................ 36
18 GOVERNING LAW, DISPUTE RESOLUTION AND REMEDIES .................................................. 37
19 ADDITIONAL LEGAL PROVISIONS .......................................................................................... 38
SECTION IV - SCOPE DESCRIPTISON ...................................................................................................... 40
1 SCOPE DEFINITION .................................................................................................................... 40
2 TIMELINES ................................................................................................................................. 41
3 PROJECT PLAN & PROGRESS TRACKING.................................................................................... 41
4 KPI & PERFORMANCE SCORECARD ........................................................................................... 41
5 SERVICE LEVEL AGREEMENT (SLA) ............................................................................................ 42
SECTION V - SCHEDULE OF PRICES ........................................................................................................ 43
1 PREVENTIVE MAINTENANCE UNIT RATES ................................................................................. 43
2 CORRECTIVE MAINTENANCE UNIT RATES................................................................................. 46
3 PRICES OF CRITICAL SPARES ...................................................................................................... 46
4 MALUS SCHEME ........................................................................................................................ 46
5 PAYMENT SCHEDULE ................................................................................................................ 47
SECTION VI - INSURANCE REQUIREMENTS ........................................................................................... 48
1 TYPES AND AMOUNTS OF INSURANCE TO BE PROVIDED BY CONTRACTOR ............................ 48

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SECTION I – FORMATION OF CONTRACT


THIS CONTRACT IS MADE ON 06-SEP-2023

BETWEEN:

SHELL PAKISTAN LIMITED,

whose registered office is at 6, Chaudhary Khaliq-uz-Zaman Road, Frere Town, Karachi, Pakistan
(“COMPANY”),

and

SAS CORPORATION,

whose registered office is at 47-48, 6th Floor, Mian Chambers, Karachi, Pakistan
(“CONTRACTOR”),

RECITALS

COMPANY and CONTRACTOR wish to establish a CONTRACT so that COMPANY may make
purchases from CONTRACTOR of SCOPE. SCOPE includes but is not limited to "Inspection and
Maintenance Services" and is more completely described in the SCOPE DESCRIPTION.

THE PARTIES AGREE AS FOLLOWS

1 DEFINITIONS
Capitalised words and phrases have the meanings given to them in the DEFINITIONS AND
INTERPRETATION Section (Section II).

2 CONSIDERATION
In consideration of the obligations undertaken by CONTRACTOR under the CONTRACT,
COMPANY agrees to pay the CONTRACT PRICE.

3 PURCHASE ORDERS
This CONTRACT provides for separate PURCHASE ORDERS for SCOPE.

4 EFFECTIVE DATE
4.1 Effective Date

(a) The CONTRACT has an effective date of 28-AUG-2023 and will terminate on 27-AUG-2025.
4.2 Extension Option

(a) If COMPANY wants to extend the CONTRACT unilaterally for a period of 2 Years commencing
from 27-AUG-2025 ("EXTENSION PERIOD"), COMPANY will give notice in writing to
CONTRACTOR of its intention to extend the CONTRACT within a period of one (1) month from

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the expiration date of the CONTRACT ("EXTENSION NOTICE"). The terms and conditions of this
CONTRACT will remain in full force and effect during any extension.

5 NOTICES
Notices under the CONTRACT must be made in the manner set out in the GENERAL TERMS AND
CONDITIONS (Section IIIB) and delivered:

COMPANY Focal Point: CONTRACTOR Focal Point:


Abdul Rehman Ali Amiruddin Ahmed
Senior Operations & Maintenance Coordinator Chief Manager
Shell Pakistan Limited SAS Corporation
Email: abdul-rehman.ali@shell.com Email: amir.d.ahmed@gmail.com
Cell: +92 336 2633453 Cell: + 92 302 8245543
Address: Shell House, 6 Ch. Khaliquzzaman Road, Address: 47-48, 6th Floor, Mian Chambers,
Karachi, Pakistan - 75530 Karachi, Pakistan

6 ADDITIONAL TERMS
6.1 Additional Terms

7 SECTIONS FORMING THE CONTRACT


7.1 Sections Included

(a) The CONTRACT consists of the following Sections, which are attached:

(i) Section I – The completed and signed Form of Agreement;

(ii) Section II – DEFINITIONS AND INTERPRETATION;

(iii) Section IIIA – SPECIAL TERMS AND CONDITIONS;

(iv) Section IIIB – GENERAL TERMS AND CONDITIONS;

(v) Section IV – SCOPE DESCRIPTION;

(vi) Section V – SCHEDULE OF PRICES;

(vii) Section VI – INSURANCE REQUIREMENTS;

(viii) Section VII – HSSE REQUIREMENTS; and

(ix) Section VIII – APPENDIX


7.2 Ambiguities or Contradictions

(a) Any ambiguity or contradiction will be resolved by reading the CONTRACT as a whole so that
each provision will have effect. If a reading of the CONTRACT as a whole does not resolve the

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ambiguity or contradiction, then precedence will be given to each section of the CONTRACT in
the order it is listed, beginning with Section I.

8 SIGNATORIES

For and on behalf of Shell Pakistan Limited For and on behalf SAS Corporation

______________________________ ______________________________
Name: Waqas Zafar Name: Amiruddin Ahmed
Position: Country CP Manager Position: Chief Manager
CNIC: 36302-9162724-9 CNIC: 42301-1897441-1

Witness Witness

______________________________ ______________________________
Name: Abdul Rehman Ali Name: Usman Ahmed
Position: Snr Ops Maint. Coordinator Position: Operations Manager
CNIC: 90709-0106077-3 CNIC: 42301-8276728-1

______________________________ ______________________________
Name: Muhammad Saad Name: Bilal Mirza
Position: CP Lead PK Position: Operations Officer
CNIC: 42201-9185894-7 CNIC: 4210136148923

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SECTION II – DEFINITIONS AND INTERPRETATION

1 DEFINITIONS
Capitalised words and expressions have the following meanings when interpreting the
CONTRACT:

ACCEPTANCE: COMPANY accepts SCOPE in writing or is deemed to have accepted SCOPE in the
manner specified by the CONTRACT.

AFFILIATE: in reference to a PERSON, any other PERSON that: (a) directly or indirectly controls
or is controlled by the first PERSON; or (b) is directly or indirectly controlled by a PERSON that
also directly or indirectly controls the first PERSON. A PERSON controls another PERSON if that
first PERSON has the power to direct or cause the direction of the management of the other
PERSON, whether directly or indirectly, through one or more intermediaries or otherwise, and
whether by ownership of shares or other equity interests, the holding of voting rights or
contractual rights, by being the general partner of a limited partnership, or otherwise. Any
AFFILIATE of Shell plc is an AFFILIATE of COMPANY.

AGENCY PERSONNEL: those CONTRACTOR PERSONNEL who are not direct employees, but are
working under the direct control and supervision of CONTRACTOR GROUP.

ANTI-CORRUPTION LAWS: the United States Foreign Corrupt Practices Act of 1977, the United
Kingdom Bribery Act 2010, and all other APPLICABLE LAWS that prohibit tax evasion, money
laundering or otherwise dealing in the proceeds of crime or the bribery of, or the providing of
unlawful gratuities, facilitation payments, or other benefits to, any GOVERNMENT OFFICIAL or
any other PERSON.

APPLICABLE DATA PROTECTION LAW: all APPLICABLE LAWS related to the protection of
PERSONAL DATA, the processing of such information, and security requirements for and the
free movement of such information.

APPLICABLE LAWS: all statutes, ordinances, laws, regulations, by-laws, rules, codes,
certifications, decrees, directions, licenses, consents, permits, authorizations, approvals,
judgments, orders, or treaties or conventions, or any interpretation or administration of the
forgoing, that are issued, required, accepted, ratified or adopted by any AUTHORITIES having
jurisdiction over COMPANY GROUP or CONTRACTOR GROUP, any portion of any WORKSITE, or
the performance of SCOPE, and which are now-existing or which may be amended or enacted
during the performance of the CONTRACT.

AUTHORITIES: the government of any country, state, province, territory, county, municipality,
or other legally-constituted authority, or other political subdivision, instrumentality, ministry,
agency, or department thereof, or a court, tribunal, arbitrator, board, commission, or similar
authority, which has jurisdiction over COMPANY GROUP or CONTRACTOR GROUP, any portion
of any WORKSITE, or the performance of SCOPE.

BOOKS AND RECORDS: books, accounts, contracts, records, and documentation, in electronic
format, or otherwise, in respect of the CONTRACT and performance of SCOPE.

COMPANY: the party identified as such in Section I.

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COMPANY GROUP: COMPANY and: (a) its CO-VENTURERS and JOINT VENTURES; (b) any
AFFILIATE of COMPANY, its JOINT VENTURES, or its CO-VENTURERS; and (c) any director, officer,
employee, or other individual working under the direct control and supervision of COMPANY,
its JOINT VENTURES, or CO-VENTURERS, or the AFFILIATES of COMPANY, its JOINT VENTURES,
or CO-VENTURERS. A reference to COMPANY GROUP includes a reference to each of its
members severally.

COMPANY PROVIDED ITEMS: items of materials, equipment, services, or facilities, provided by


COMPANY to CONTRACTOR to perform SCOPE.

CONFIDENTIAL INFORMATION: data, software and all technical, commercial, financial, legal or
other information, and items that record such data, software or information disclosed by or on
behalf of COMPANY GROUP to CONTRACTOR GROUP, all WORK PRODUCT, PERSONAL DATA,
and SCOPE, and the terms of the CONTRACT.

CONSEQUENTIAL LOSS: (a) indirect or consequential losses; and (b) loss and/or deferral of
production, loss of product, loss of use, and loss of revenue, profit, or anticipated profit,
whether direct, indirect, or consequential, and whether or not the losses were foreseeable at
the time of entering into the CONTRACT.

CONTRACT: the agreement formed by Section I and the Sections which follow, and any
PURCHASE ORDER.

CONTRACT PRICE: the total amount payable by COMPANY to CONTRACTOR in accordance with
the CONTRACT.

CONTRACTOR: the party identified as such in the CONTRACT.

CONTRACTOR EQUIPMENT: any machinery, plant, tools, equipment, goods, materials,


supplies, and other items (including all appropriate associated spare parts, storage containers,
packing, and securing) owned or contracted for by CONTRACTOR GROUP, provided title has not
passed and will not pass to COMPANY under the CONTRACT.

CONTRACTOR GROUP: CONTRACTOR and: (a) its SUBCONTRACTORS; (b) any AFFILIATE of
CONTRACTOR or its SUBCONTRACTORS; and (c) any director, officer, employee, other PERSON
or AGENCY PERSONNEL employed by or acting for and on behalf of CONTRACTOR, its
SUBCONTRACTORS, or the AFFILIATES of CONTRACTOR and its SUBCONTRACTORS. A reference
to CONTRACTOR GROUP includes a reference to each of its members severally.

CONTRACTOR PERSONNEL: any individual provided by CONTRACTOR GROUP, whether directly


or indirectly, and assigned to work in connection with the performance of SCOPE, whether or
not an employee of CONTRACTOR GROUP.

CO-VENTURER: any PERSON who is a party to a JOINT VENTURE, joint operating agreement,
unitisation agreement, production sharing arrangement or similar agreement or arrangement
solely for the purposes of such JOINT VENTURE, agreement or arrangement with COMPANY or
any of its AFFILIATES. A reference to CO-VENTURERS includes a reference to each CO-VENTURER
severally and to its respective successors and permitted assigns.

DEFINITIONS AND INTERPRETATION: this Section, setting out defined terms.

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FORCE MAJEURE EVENT: the events qualifying as a force majeure event as expressly set out in
the CONTRACT.

GENERAL TERMS AND CONDITIONS: Section IIIB, setting out the general terms and conditions.

GOODS: goods, materials, products, and equipment to be supplied by CONTRACTOR under the
CONTRACT.

GOVERNMENT OFFICIAL: (a) any official or employee of any government, or any agency,
ministry, or department of a government (at any level); (b) anyone acting in an official capacity
for a government regardless of rank or position; (c) any official or employee of a company
wholly or partially controlled by a government (e.g. a state-owned oil company), political party,
or any official of a political party; (d) any candidate for political office, or any officer or employee
of a public international organisation (e.g. the United Nations or the World Bank); and (e) any
immediate family member (meaning a spouse, dependent child, or household member) of any
of the foregoing.

GROSS NEGLIGENCE: any act or failure to act (whether sole, joint, or concurrent) that is so great
as to cause harm to people, property, or the environment and that: (a) seriously and
substantially deviates from a diligent course of action; or (b) is in reckless disregard of or wanton
indifference to a risk known or so obvious that it should have been known.

HSSE: health, safety, security, and environment.

HSSE STANDARDS: (a) all HSSE policies, manuals, standards, rules, and procedures, as
communicated to CONTRACTOR, by or on behalf of COMPANY, designed to manage HSSE risks
during performance of SCOPE under the CONTRACT; (b) all APPLICABLE LAWS relating to HSSE;
and (c) any other rules and procedures (whether issued by COMPANY GROUP or otherwise) in
force at a relevant COMPANY GROUP WORKSITE at the time of performance of SCOPE.

INCOTERM: the current version of INCOTERMS as published by the International Chamber of


Commerce.

INDEMNIFY: release, save, indemnify, defend, and hold harmless.

INDIRECT TAXES: any of the following: (a) value added tax; (b) goods and services tax; or (c)
sales tax or a similar levy.

INSOLVENCY EVENT: if a PERSON: (a) stops or suspends, or threatens to stop or suspend,


payment of all or a material part of its debts, or is unable to pay its debts as they fall due;
(b) ceases or threatens to cease to carry on all or a substantial part of its business; (c) begins
negotiations for, starts any proceedings concerning, proposes or makes any agreement for the
reorganisation, compromise, deferral, or general assignment of, all or substantially all of its
debts; (d) makes or proposes an arrangement for the benefit of some or all of its creditors of all
or substantially all of its debts; (e) takes any step with a view to the administration, winding up,
or bankruptcy of that PERSON; (f) is subject to an event in which all or substantially all of its
assets are subject to any steps taken to enforce security over those assets or to levy execution
or similar process, including the appointment of a receiver, trustee in bankruptcy, or similar
officer; or (g) is subject to any event under the law of any relevant jurisdiction that has an
analogous or equivalent effect to any of the INSOLVENCY EVENTS listed above.

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INSURANCE REQUIREMENTS: Section VI, setting out the types and amounts of policies of
insurance required and related matters.

IP RIGHTS: patents, copyrights (including rights in computer software), database rights, design
rights and rights in proprietary technical information and know-how, trade secrets and
inventions, trademarks, service marks and design marks, all whether registered or not and
including all applications for any of them and all equivalent rights in all parts of the world,
whenever and however arising for their full term, and including any divisions, re-issues, re-
examinations, continuations, continuations-in-part, and renewals.

JOINT VENTURE: any entity: (a) which itself is not an AFFILIATE OF COMPANY; (b) in which an
AFFILIATE OF COMPANY has a direct or indirect ownership interest; and (c) the activities of
which are related to SCOPE.

LIABILITIES: liabilities for all claims, losses, damages, costs (including legal fees), and expenses.

LIENS: liens, attachments, charges, security interests, claims, or other encumbrances against
SCOPE or property of COMPANY GROUP, including leases, COMPANY PROVIDED ITEMS, and
products produced by COMPANY GROUP (such as oil, gas, or other products produced by a well,
refinery, or chemical plant).

LIQUIDATED DAMAGES: amounts agreed in the CONTRACT, that CONTRACTOR must pay to
COMPANY if certain events or obligations as specified in the CONTRACT are not achieved or not
timely achieved.

OTHER CONTRACTOR: any other contractor engaged by COMPANY GROUP to perform work at
the WORKSITE.

OTHER CONTRACTOR GROUP: OTHER CONTRACTOR and: (a) its subcontractors; (b) any
AFFILIATE of OTHER CONTRACTOR or its subcontractors; and (c) any director, officer, employee,
other PERSON, or agency personnel employed by or acting for and on behalf of OTHER
CONTRACTOR, its subcontractors, or the AFFILIATES of OTHER CONTRACTOR and its
subcontractors; with the exception of any members of COMPANY GROUP and CONTRACTOR
GROUP. A reference to OTHER CONTRACTOR GROUP includes a reference to each OTHER
CONTRACTOR severally.

OTHER PERMITTED BUYER: (a) JOINT VENTURES; and (b) SHELL CONTRACTORS.

PERSON: a natural person or a legal entity, including any partnership, limited partnership,
limited liability company, corporation, firm, trust, body corporate, government, governmental
body or agency, or unincorporated venture.

PERSONAL DATA: any information relating to an identified or identifiable individual, unless


otherwise defined under APPLICABLE LAWS.

PURCHASE ORDER: a written order issued from COMPANY to CONTRACTOR to purchase SCOPE.

RESTRICTED JURISDICTION: countries or states that are subject to comprehensive economic or


trade sanctions, restrictions or embargoes (as may be amended by the relevant AUTHORITIES
from time to time).

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RESTRICTED PARTY: (i) any PERSON resident, established or registered in a RESTRICTED


JURISDICTION; (ii) any PERSON classified as a US Specially Designated National or otherwise
subject to blocking sanctions under TRADE CONTROL LAWS; (iii) any AFFILIATES of such
PERSONS; and (iv) any PERSON acting on behalf of a PERSON referred to in the foregoing.

SCOPE: activities and obligations to be performed by or on behalf of CONTRACTOR under this


CONTRACT, including those set forth in the SCOPE DESCRIPTION, and including the provision of
WORK PRODUCT to COMPANY.

SCOPE DESCRIPTION: Section IV of the CONTRACT, setting out the description of SCOPE.

SERVICES: services to be supplied by CONTRACTOR under the CONTRACT, including the results
of those services.

SHELL CONTRACTOR: a PERSON acting as contractor of an AFFILIATE of COMPANY.

SOFTWARE: any software forming part of SCOPE or necessary for the intended use of SCOPE,
including, as applicable, the database and all machine codes, binaries, object codes or source
codes, whether in a machine or human readable form, and all improvements, modifications,
and updates, flow charts, logic diagrams, passwords, and output tapes, and any future updates,
releases, and generally available associated software items, together with the licence to use
them or ownership rights in them.

SPECIAL TERMS AND CONDITIONS: Section IIIA, setting out the category or special terms and
conditions.

STANDARDS OF PRACTICE: with reference to SCOPE and the performance of SCOPE, the sound
standards, methods, skill, care, techniques, principles, and practices that are recognised and
generally accepted in the international energy industry.

SUBCONTRACT: any contract between CONTRACTOR and a SUBCONTRACTOR or between a


SUBCONTRACTOR and another SUBCONTRACTOR of any tier for the performance of any part of
SCOPE, including any call off under framework agreements of COMPANY or an AFFILIATE of
COMPANY and supply agreements for materials.

SUBCONTRACTOR: any party to a SUBCONTRACT, other than COMPANY and CONTRACTOR,


including any employers of AGENCY PERSONNEL (except as explicitly provided otherwise).

TAXES: all taxes, duties, levies, import, export, customs, stamp or excise duties (including
clearing and brokerage charges), charges, surcharges, withholdings, deductions, or
contributions that are imposed or assessed by any competent authority of the country where
SCOPE is performed or any other country in accordance with APPLICABLE LAWS.

TRADE CONTROL LAWS: all APPLICABLE LAWS concerning trade or economic sanctions or
embargoes, RESTRICTED PARTY lists, trade controls on the import, export, re-export, transfer
or otherwise trade of goods, services, software, or technology, including those of the European
Union, the United Kingdom and the United States of America.

VARIATION: a modification or alteration of, addition to, or deletion of, all or part of SCOPE.

VARIATION ASSESSMENT: a proposal prepared by CONTRACTOR in respect of a VARIATION in


which it provides full detail of the following: (a) the impact of the proposed VARIATION on
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SCOPE; (b) a detailed schedule for the performance of adjusted SCOPE; (c) the effect on the
CONTRACT PRICE (if any), determined in accordance with the CONTRACT; and (d) any other
information COMPANY concludes is necessary for its evaluation.

VARIATION ORDER: a written order for a VARIATION authorised by COMPANY.

WILFUL MISCONDUCT: a deliberate act or omission, the consequences of which were foreseen
or foreseeable, that was intended to cause harm to people, property, or the environment.

WORK PRODUCT: any and all information, reports, data, databases, drawings, computer
programs (including source code, object code and documentation), semi-conductor
topography, mask work, spread sheets, presentations, analyses, results, conclusions, findings,
solutions, calculations, studies, concepts, codes, manuals, inventions, models, designs,
prototypes, magnetic data, flow charts, recommendations, working notes, specifications or
other information, documents, materials, or GOODS which arises or is made, created, generated
or discovered under the CONTRACT, in connection with SCOPE.

WORKSITE: lands, waters, and other places on, under, in, or through which SCOPE or activities
in connection with SCOPE are to be performed, including manufacturing, fabrication, or storage
facilities, offshore installations, floating construction equipment, vessels, offices, workshops,
camps, or messing facilities. WORKSITE does not include any lands, waters, or other places used
during transportation to and from WORKSITES.

2 INTERPRETATION
All provisions of the CONTRACT will have the following rules of Interpretation.

2.1 Rules of Interpretation

(a) The terms “including” and “includes” mean “including without limitation” and “includes without
limitation”.

(b) References to “parties” mean the parties to the CONTRACT. References to a “party” mean one
of the parties to the CONTRACT and its respective successors and permitted assigns, unless the
context otherwise requires.

(c) The terms “will”, “must”, and “shall” have equivalent meanings and create a present and
ongoing obligation, unless the context otherwise requires.

(d) Words indicating the singular also include the plural, and words indicating the plural include the
singular, unless the context otherwise requires.

(e) Where a term is defined, a derivative of that term will have a corresponding meaning, unless
the context otherwise requires.

(f) Unless expressly stated otherwise, the term "day" used in the CONTRACT refers to a calendar
day, regardless of whether considered a working day, non-working day, or holiday.

(g) References to an “Article” refer to its entirety (e.g. Article 1 or “this Article”). References to
parts of an Article are made by reference to a “sub-article” (e.g. sub-article 1.1) and include its
paragraphs (e.g. paragraph (a)), sub-paragraphs (e.g. sub-paragraph (i)), and clauses (e.g. clause
(A)), unless specific reference is made to the paragraph, sub-paragraph, or clause.
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(h) No heading, index, title, subtitle, subheading, or marginal note of the CONTRACT limits, alters,
or affects the meaning or operation of the CONTRACT.

(i) Wherever in the CONTRACT CONTRACTOR GROUP is stated as having an obligation, this means
that CONTRACTOR will cause all members of CONTRACTOR GROUP to comply with such
obligation.

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SECTION IIIA – SPECIAL TERMS AND CONDITIONS

1 PURCHASE ORDERS
1.1 Requirements Relating to PURCHASE ORDERS

(a) SCOPE is to be purchased through PURCHASE ORDERS. Each PURCHASE ORDER is a stand-alone
contract between the parties to the PURCHASE ORDER. Each PURCHASE ORDER incorporates
the terms of this CONTRACT.

(b) No terms in CONTRACTOR’s confirmation accepting the PURCHASE ORDER, invoice or similar
document will form part of the agreement between the parties. CONTRACTOR waives any right
to rely on such terms and conditions.
1.2 Additional Issuers

(a) AFFILIATES of COMPANY and OTHER PERMITTED BUYERS in COMPANY's jurisdiction may issue
PURCHASE ORDERS for SCOPE in their own name. For PURCHASE ORDERS issued by AFFILIATES
of COMPANY or OTHER PERMITTED BUYERS, references to “COMPANY” in this CONTRACT will
refer to the issuer of the PURCHASE ORDER. Only the issuer of the PURCHASE ORDER will have
any liability in connection with that PURCHASE ORDER.

2 REQUIREMENTS PERTAINING TO SCOPE


2.1 Obligations and Reservations Related to SCOPE

(a) This CONTRACT is non-exclusive and carries no requirement for COMPANY to issue any
PURCHASE ORDERS or purchase any minimum quantities. COMPANY may acquire same or
similar SCOPE from other suppliers.
2.2 Timeliness

(a) Time is of the essence for the performance of SCOPE.

(b) Without excusing CONTRACTOR’s obligation to perform on time, CONTRACTOR will give
COMPANY prompt notice in writing if CONTRACTOR has reason to expect any delay in the
performance of SCOPE.
2.3 Preparation for and Execution of SCOPE

(a) CONTRACTOR has agreed to perform SCOPE after it has conducted reasonable due diligence in
connection with COMPANY’s intended use for SCOPE. CONTRACTOR has investigated general
and local conditions, and all other matters that could affect the performance of SCOPE.

(b) CONTRACTOR has received all information reasonably necessary to perform SCOPE under the
CONTRACT. CONTRACTOR will promptly review information supplied by COMPANY and give
prompt notice of issues of correctness or sufficiency.
2.4 CONTRACTOR’s Documentation Supporting SCOPE

(a) CONTRACTOR will provide COMPANY all documentation and, if applicable, SOFTWARE,
reasonably required to make use of SCOPE. CONTRACTOR guarantees that its information
provided as SCOPE or in support of SCOPE is complete, accurate, and up-to-date.

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3 REQUIREMENTS PERTAINING TO GOODS


3.1 GOODS Warranties

(a) CONTRACTOR guarantees that GOODS supplied in connection with the performance of SCOPE
will be:

(i) without fault, defect, or deficiency;

(ii) new on delivery, unless otherwise specified in the CONTRACT;

(iii) fit for use for any purpose specified in the CONTRACT; and

(iv) in strict conformance with the CONTRACT and any specification, drawing, or other
description supplied by COMPANY to CONTRACTOR and agreed to as part of the
CONTRACT.

(b) Unless a different period is specified in the scope description, CONTRACTOR’s warranty for
GOODS applies to all defects arising within 12 months of COMPANY’s ACCEPTANCE of GOODS.

(c) Following COMPANY's ACCEPTANCE of GOODS, the warranties set out in this Article are in lieu
of all other warranties expressed or implied by statute, common law, custom, usage, or
otherwise.
3.2 Quantity of GOODS

(a) GOODS are to be delivered in the quantity ordered. COMPANY will not pay for excess quantities,
which will remain at CONTRACTOR’s risk for loss and damage.
3.3 Delivery, Risk, and Title to GOODS

(a) CONTRACTOR retains risk of loss of and damage to the GOODS until delivery is complete in
accordance with the INCOTERMS in any case where INCOTERMS are specified, otherwise when
COMPANY takes physical possession of the GOODS.

(b) Title to the GOODS will pass to COMPANY at the earlier of: (i) risk of loss of and damage to the
GOODS passing to COMPANY; or (ii) as COMPANY makes payment for the GOODS.
3.4 Origin of GOODS

(a) No deviation is permitted from named manufacturers, specified manufacturing locations, or


countries of origin of GOODS, except with COMPANY’s prior written consent.
3.5 Packaging and Loading of GOODS

(a) CONTRACTOR will pack the GOODS so that they may be transported and unloaded safely.
CONTRACTOR represents that, on delivery, the GOODS will have been accurately described,
classified, marked, and labelled, in accordance with the CONTRACT, all APPLICABLE LAWS, and
STANDARDS OF PRACTICE.
3.6 Hazardous or Dangerous GOODS

(a) CONTRACTOR will ensure that the GOODS comply with the requirements of APPLICABLE LAWS.
To the extent the GOODS contain toxic, corrosive, or hazardous (dangerous) materials,
CONTRACTOR will advise COMPANY of any hazard inherent in the GOODS.

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(b) CONTRACTOR will ensure that a proper notice accompanies each delivery of GOODS and that it
includes information regarding safety, environment, and health hazards, including toxicity,
flammability, reactivity, and corrosiveness, together with handling and storage requirements,
actions to be taken in case of fire or spillage, and health precautions to be observed.

4 REQUIREMENTS PERTAINING TO SERVICES


4.1 SERVICES Warranties

(a) CONTRACTOR warrants that all SERVICES supplied in connection with the performance of SCOPE
will be:

(i) performed in accordance with the CONTRACT;

(ii) fit for use for any purpose specified in the CONTRACT; and

(iii) free from any defect or deficiency.

(b) Unless a different period is specified in the SCOPE DESCRIPTION, CONTRACTOR’s warranty for
SERVICES applies to all defects arising within 12 months of COMPANY’s ACCEPTANCE of the
SERVICES.

(c) Following COMPANY's ACCEPTANCE of SERVICES, the warranties set out in this Article are in lieu
of all other warranties expressed or implied by statute, common law, custom, usage, or
otherwise.
4.2 Additional SERVICES Assurances

(a) CONTRACTOR will supply SERVICES diligently, efficiently, and carefully, in a good and
professional manner, and in accordance with the CONTRACT and all STANDARDS OF PRACTICE.
CONTRACTOR will furnish all skills, labour, supervision, equipment, goods, materials, supplies,
transport, and storage required for SERVICES.
4.3 CONTRACTOR PERSONNEL in Connection with SERVICES

(a) In performing any SERVICES, CONTRACTOR will only use CONTRACTOR PERSONNEL who are
properly permitted, trained, and skilled, and in accordance with all STANDARDS OF PRACTICE
and as required by the CONTRACT. CONTRACTOR will verify all relevant qualifications and
experience of CONTRACTOR PERSONNEL, including all requirements of APPLICABLE LAWS and
the CONTRACT.

(b) Where required by COMPANY, CONTRACTOR will perform at its own expense security
background checks and obtain entry credentials for CONTRACTOR PERSONNEL on COMPANY
GROUP WORKSITES.

(c) CONTRACTOR is responsible for CONTRACTOR PERSONNEL used in connection with SERVICES,
including the direction, transport, payment, board, lodging, permits, and entry credentials
which may be required. CONTRACTOR will INDEMNIFY COMPANY GROUP for LIABILITIES
resulting from the failure by any member of CONTRACTOR GROUP to pay or timely pay any
salary or other remunerations to CONTRACTOR PERSONNEL.

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5 COMPENSATION, PAYMENT, AND INVOICING


5.1 Consideration

(a) COMPANY agrees to pay the CONTRACT PRICE to CONTRACTOR in the currency requested by
COMPANY, if not otherwise specified in the Schedule of Prices, and at the times and in the
manner specified in this Article. The CONTRACT PRICE is all-inclusive except for value added tax
or sales tax.
5.2 Invoicing and Payment

(a) CONTRACTOR will invoice only after ACCEPTANCE of SCOPE, except as otherwise provided in
the CONTRACT.

(b) COMPANY will pay CONTRACTOR any undisputed amount within 60 days after receipt of a
correct and adequately supported invoice. An invoice is considered unsupported when
COMPANY cannot reasonably verify the legitimacy or accuracy of the invoice using the
information provided by CONTRACTOR or if supporting documentation is missing.

(c) COMPANY may use certain electronic tools and services for transmission of PURCHASE ORDERS,
notifications of completion of SCOPE, invoicing, payment of invoices, and other related
transactions. CONTRACTOR will use the tools and services identified in the CONTRACT or
otherwise by COMPANY and will make its information technology systems compatible with
those tools and services. For tools and services facilitated by a third party provider,
CONTRACTOR will enter into contracts with the relevant provider.

(d) Payment of an invoice is not:

(i) by itself an accord and satisfaction, or otherwise a limitation of the rights of the parties
in connection with the matter; or

(ii) ACCEPTANCE of SCOPE.


5.3 Disputed Invoices and Adjustments

(a) If COMPANY disputes an invoice, COMPANY may withhold payment of any disputed part of an
invoice and pay only the undisputed part. COMPANY may, on notice to CONTRACTOR, set off
any liabilities between CONTRACTOR and COMPANY arising out of the CONTRACT.

6 QUALITY ASSURANCE
6.1 Minimum Requirements

(a) CONTRACTOR must have quality assurance plans or methods in place adequate to support its
performance of SCOPE.

7 COMPANY PROVIDED ITEMS, INFORMATION SYSTEMS, AND FRAMEWORK AGREEMENTS


7.1 COMPANY PROVIDED ITEMS Used in Connection with Completion of SCOPE

(a) CONTRACTOR will use COMPANY PROVIDED ITEMS where specified in the CONTRACT.
COMPANY will provide COMPANY PROVIDED ITEMS at its own cost as of the dates set out in the
CONTRACT or as otherwise agreed in writing between the parties. CONTRACTOR will, except to

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the extent of any reasonable wear and tear, have risk of loss and damage to COMPANY
PROVIDED ITEMS when in CONTRACTOR's care, custody, or control. CONTRACTOR will inspect
and will be deemed to have received the COMPANY PROVIDED ITEMS in complete and
undamaged condition after they are accepted.
7.2 Access to COMPANY Systems, Information, or Infrastructure

(a) Any access to COMPANY GROUP’s information technology, or resources (including COMPANY’s
infrastructure), will require CONTRACTOR to sign and comply with COMPANY’s standard terms
and conditions for access and security, unless otherwise agreed in writing.

8 VARIATIONS
8.1 Initiating VARIATIONS

(a) COMPANY may initiate VARIATIONS by:

(i) requesting CONTRACTOR provide a VARIATION ASSESSMENT; or

(ii) by issuing a VARIATION ORDER for reasons of emergency, safety, or other reasonable
necessity. A VARIATION ORDER will reflect a fair and reasonable judgment by COMPANY
of the impact of the VARIATION on price and schedule. Where a VARIATION ORDER is
issued by COMPANY other than by accepting CONTRACTOR’s VARIATION ASSESSMENT,
CONTRACTOR must give written notice to COMPANY within 14 days of receipt of a
VARIATION ORDER if it disagrees with any portion of the VARIATION ORDER. Each party
will each bear its own expenses in resolving any disagreements.

(b) CONTRACTOR may propose VARIATIONS by providing a VARIATION ASSESSMENT to COMPANY.


CONTRACTOR is not entitled to a VARIATION for matters that were included in SCOPE, or
matters that CONTRACTOR agreed to perform or should take into account in connection with
the CONTRACT.

9 INSPECTIONS, TESTING, AND ACCEPTANCE OF SCOPE


9.1 Inspections and Testing of SCOPE

(a) To confirm SCOPE complies with the CONTRACT, CONTRACTOR will perform all tests and
inspections required by the CONTRACT, APPLICABLE LAWS and, unless otherwise specified in
the CONTRACT, STANDARDS OF PRACTICE.
9.2 ACCEPTANCE of SCOPE

(a) CONTRACTOR will request ACCEPTANCE: i) of GOODS upon completion of delivery; or ii) of
SERVICES upon completion of SCOPE. Where any SCOPE has not been accepted or rejected by
COMPANY in writing, ACCEPTANCE will be deemed to have occurred i) if COMPANY has not
responded within 30 days of CONTRACTOR's request for ACCEPTANCE or ii) once that part of
SCOPE is put into commercial use by COMPANY GROUP. ACCEPTANCE does not limit or waive
any remedies.

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10 REMEDIAL ACTIONS
10.1 Required Remedial Actions in the Event of Defects in SCOPE

(a) If defects in SCOPE are discovered, CONTRACTOR will provide a plan to remedy the defects and
will remedy the defects in an expeditious manner.

(b) CONTRACTOR’s warranties against defects are assignable, and CONTRACTOR will assign to
COMPANY all manufacturers’ warranties or will pursue for COMPANY or its assignee all
warranties that cannot be assigned at COMPANY’s request

(c) Without prejudice to other remedies, where: (i) emergency situations or other HSSE risks
require the immediate performance of remedial actions; (ii) CONTRACTOR presents a plan
which does not provide for expeditious remedy of the defects; or (iii) CONTRACTOR does not
complete the actions according to the agreed schedule, COMPANY may perform or, subject to
any confidentiality obligations under the CONTRACT, have a third party perform some or all of
the remedial actions, and CONTRACTOR will pay or promptly reimburse COMPANY for all costs
CONTRACTOR would have been liable for under the CONTRACT.

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SECTION IIIB – GENERAL TERMS AND CONDITIONS

1 PERFORMANCE AND FINANCIAL SECURITY


1.1 Business and Project Performance

(a) CONTRACTOR will participate in business performance reviews, to discuss HSSE performance,
CONTRACTOR's financial condition and other key performance indicators (KPIs).

(b) The frequency of business performance reviews will be established by the SCOPE DESCRIPTION
or, alternatively, by COMPANY's representative.
1.2 Financial Security

(a) COMPANY may require CONTRACTOR to provide security or additional security satisfactory to
COMPANY when:

(i) stated in the CONTRACT;

(ii) COMPANY reasonably concludes at any time that the ability of CONTRACTOR to perform
its obligations is or may become impaired, including if CONTRACTOR GROUP is unable to
pay its SUBCONTRACTORS; or

(iii) COMPANY makes pre-payments or milestone payments prior to performance of SCOPE


not previously arranged in the CONTRACT.

(b) Any guarantees or bonds to secure performance provided under the CONTRACT will be on
COMPANY’s forms in accordance with COMPANY’s usual requirements, unless otherwise
required by APPLICABLE LAWS.

2 TAXES
2.1 CONTRACTOR TAXES

(a) CONTRACTOR will be responsible for payments of all TAXES, and any interest, fines, or penalties
for which CONTRACTOR GROUP is liable for:

(i) income, profits, assumed profits, capital gains, turnover, or supply arising directly or
indirectly from the performance of SCOPE;

(ii) wages, salaries, and all other remuneration or compensation paid directly or indirectly to
CONTRACTOR PERSONNEL in performance of the CONTRACT in the country where SCOPE
is performed or any other country;

(iii) import or export of CONTRACTOR EQUIPMENT, or the movement of CONTRACTOR


PERSONNEL across national or territorial boundaries (including, for example, visa or
passport fees) related to performance of SCOPE; and

(iv) Stamp duty for stamping of the CONTRACT at the rate specified by the Stamp Act, 1899.

(b) CONTRACTOR will ensure that any SUBCONTRACT has terms and conditions relating to TAXES
similar to those provided in this Article.

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2.2 INDIRECT TAXES

(a) If INDIRECT TAXES apply, CONTRACTOR will add them to the invoice as a separate item, and
COMPANY will pay them in addition to the CONTRACT PRICE.
2.3 Withholding

(a) Where required under APPLICABLE LAWS, COMPANY will withhold, or deduct and pay over to
AUTHORITIES, TAXES from amounts payable to CONTRACTOR. That sum is a corresponding
discharge of COMPANY´s liability to CONTRACTOR under the CONTRACT.

(b) Where COMPANY makes a withholding or deduction as required by APPLICABLE LAWS,


COMPANY will provide CONTRACTOR with official written receipts or other evidence.

(c) If CONTRACTOR holds a valid exemption certificate, it will provide copies or further information
to substantiate an entitlement to avoid the withholding, which COMPANY may then rely on to
apply the exemption.
2.4 Concessions, Incentives, and Exemptions

(a) COMPANY and CONTRACTOR will each provide the other with all reasonable assistance and
provide all necessary information for the purpose of seeking any exemption, reduction, or
refund of INDIRECT TAXES, or other levies or duties, including the use of optimisation regimes
available, such as temporary importation.

3 LIENS
3.1 No LIENS Permitted

(a) CONTRACTOR warrants good and clear title to SCOPE supplied.

(b) CONTRACTOR will not permit CONTRACTOR GROUP to place any LIENS or claim any LIENS.
3.2 Processes in the Event of LIENS

(a) CONTRACTOR will immediately notify COMPANY and promptly remove any LIENS by
CONTRACTOR GROUP.

(b) CONTRACTOR will INDEMNIFY COMPANY GROUP for any LIABILITIES in connection with LIENS
by CONTRACTOR GROUP.

4 SUSPENSION
4.1 Suspension

(a) COMPANY may suspend performance of all or part of SCOPE for cause by written notice with
immediate effect pending COMPANY’s decision on whether it has grounds to terminate the
CONTRACT for cause. Where suspending for cause, CONTRACTOR will not be entitled to any
VARIATION, nor will it be entitled to other compensation or relief for the suspension. COMPANY
may recover from CONTRACTOR any costs incurred in connection with securing items related
to SCOPE or obtaining alternate sources of supply upon suspension.

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(b) COMPANY may suspend performance of all or part of SCOPE for convenience at its own
discretion with seven days’ prior written notice. CONTRACTOR may seek a VARIATION if actions
required by suspension impact the schedule or timing of SCOPE.

(c) COMPANY may suspend by written notice with immediate effect the CONTRACT or part of
SCOPE in the event that suspension is reasonably necessary for reasons of emergency, safety,
or other HSSE risk, including efforts to mitigate impact of a FORCE MAJEURE EVENT.

(d) COMPANY may at any time withdraw by written notice all or part of a suspension, and upon
receipt of that notice, CONTRACTOR will promptly resume and diligently continue performance
of SCOPE for which the suspension was withdrawn.

5 TERMINATION
5.1 Termination by COMPANY for cause

(a) COMPANY may terminate the CONTRACT or part of SCOPE for cause by written notice with
immediate effect if:

(i) in connection with performance of the CONTRACT, CONTRACTOR GROUP (in the opinion
of COMPANY) breaches its own Business Principles or, if it has no equivalent principles,
Shell's Business Principles;

(ii) CONTRACTOR GROUP violates (in the opinion of COMPANY) any ANTI-CORRUPTION
LAWS, applicable competition laws, TRADE CONTROL LAWS, other APPLICABLE LAWS, or
HSSE STANDARDS in connection with the performance of the CONTRACT, or causes
COMPANY to be in violation of those laws or HSSE STANDARDS;

(iii) CONTRACTOR GROUP becomes a RESTRICTED PARTY; or

(iv) CONTRACTOR is subject to an INSOLVENCY EVENT.

(b) COMPANY may terminate the CONTRACT or part of SCOPE for cause where COMPANY
determines CONTRACTOR breached the CONTRACT other than those set out in the preceding
paragraph and the effect of the breach, or culmination of a series of breaches, is material.
COMPANY will first provide written notice which may require CONTRACTOR to remedy the
breach, or COMPANY may terminate the CONTRACT if COMPANY determines the breach is not
capable of timely remedy, or is not subsequently remedied.
5.2 Termination by COMPANY for convenience

(a) COMPANY may terminate the CONTRACT or part of SCOPE for convenience at its own discretion
with 30 days’ prior written notice.
5.3 Termination by CONTRACTOR for cause

(a) CONTRACTOR may terminate the CONTRACT if COMPANY fails to pay an undisputed amount to
CONTRACTOR that is properly presented, due, and payable for more than 60 days and exceeds
5% of the CONTRACT PRICE, assuming complete performance of the CONTRACT, subject to:

(i) CONTRACTOR giving COMPANY written notice specifying the unpaid amount and
requiring it to be paid within a further period of 45 days of such notice; and

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(ii) COMPANY failure to cure or provide proper grounds for non-payment during the notice
period.

(b) CONTRACTOR's termination rights do not apply in the case of COMPANY's valid exercise of set
off rights.
5.4 CONTRACTOR Obligations on Termination

(a) Upon any termination, CONTRACTOR will:

(i) cease performance of terminated SCOPE, and provide access to the SCOPE specified in
the notice;

(ii) Secure the WORKSITE, where applicable, and turn over materials and equipment,
including CONTRACTOR EQUIPMENT, COMPANY may require in connection with SCOPE,
and remove the remainder promptly from any COMPANY GROUP WORKSITE, at its own
expense, and without unreasonably interfering with the activities of others;

(iii) use reasonable endeavours to minimise any termination costs;

(iv) return any amounts COMPANY has paid, including any pre-payments, that are greater
than the amount CONTRACTOR is entitled to on termination;

(v) assign to COMPANY or its nominee any SUBCONTRACTS requested by COMPANY to be


assigned; and

(vi) deliver to COMPANY:

(A) all of COMPANY’s documents and information supplied to CONTRACTOR for


performance of the CONTRACT;

(B) all documents and information needed to assist in completing SCOPE in progress;
and

(C) all documentation for SCOPE and SOFTWARE which was to be supplied in
connection with the CONTRACT.
5.5 Compensation in the Event of Termination

(a) If COMPANY terminates the CONTRACT or part of SCOPE for cause, COMPANY will determine
the only amounts owed to CONTRACTOR as follows:

(i) for any portion of SCOPE that was performed in accordance with the CONTRACT and for
which the CONTRACT provides a means of valuation, CONTRACTOR is entitled to the
amounts due and payable for such SCOPE as determined in accordance with the
CONTRACT;

(ii) for any portion of SCOPE that was performed in accordance with the CONTRACT and for
which the CONTRACT does not provide a means of valuation, CONTRACTOR is entitled to
the market value of such SCOPE in the region for SCOPE and contractors performing work
of a similar nature and carried out under similar conditions as SCOPE; and

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(iii) for any portion of SCOPE that was not performed in accordance with the CONTRACT,
CONTRACTOR is not entitled to any amount.

(b) If COMPANY terminates the whole of the CONTRACT for convenience or CONTRACTOR validly
terminates for non-payment, COMPANY will determine the amounts owed to CONTRACTOR for
SCOPE properly performed in accordance with the CONTRACT prior to termination. Those
amounts will be limited to:

(i) the amounts due and payable for such SCOPE under the CONTRACT;

(ii) any reasonable, unavoidable, and auditable demobilisation and work in progress costs of
CONTRACTOR.
5.6 Exclusive Reasons for Termination

(a) The parties waive any right to terminate, rescind, or otherwise end the CONTRACT, on grounds
other than those set out in the CONTRACT.

6 LIQUIDATED DAMAGES
6.1 Liquidated Damages

(a) Where any LIQUIDATED DAMAGES are set out in the CONTRACT, the following applies:

(i) unless expressly provided otherwise in the CONTRACT, payment of LIQUIDATED


DAMAGES will not relieve CONTRACTOR from its obligations to complete SCOPE in
accordance with the CONTRACT.

(ii) the parties agree that any LIQUIDATED DAMAGES are:

(A) genuine pre-estimate of the losses that may be sustained by failure of


performance; and

(B) Not a penalty.

(iii) If LIQUIDATED DAMAGES are invalid and unenforceable, COMPANY may claim
demonstrated damages, subject to any limitations that may be set out in the CONTRACT.

7 LIABILITIES AND INDEMNITIES


7.1 CONTRACTOR GROUP People, Property and Pollution

(a) CONTRACTOR will INDEMNIFY COMPANY GROUP for LIABILITIES arising from, relating to or in
connection with performance or non-performance of the CONTRACT, in respect of:

(i) death, injury, or disease of any person in CONTRACTOR GROUP; and

(ii) damage to or loss of:

(A) property of CONTRACTOR GROUP, including CONTRACTOR EQUIPMENT;

(B) COMPANY PROVIDED ITEMS while in CONTRACTOR GROUP’s care, custody, or


control;

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(C) property for which the CONTRACT provides that CONTRACTOR GROUP has the risk
of loss; and

(iii) pollution or contamination originating from (A) premises or property of CONTRACTOR


GROUP, including CONTRACTOR EQUIPMENT; and (B) COMPANY PROVIDED ITEMS while
in CONTRACTOR GROUP’s care, custody, or control.
7.2 COMPANY GROUP People, Property and Pollution

(a) COMPANY will INDEMNIFY CONTRACTOR GROUP for LIABILITIES arising from, relating to or in
connection with performance or non-performance of the CONTRACT in respect of:

(i) death, injury, or disease of any person in COMPANY GROUP;

(ii) damage to or loss of property owned by COMPANY GROUP (except for COMPANY
PROVIDED ITEMS while in CONTRACTOR GROUP’s care, custody, or control, or property
for which the CONTRACT provides that CONTRACTOR GROUP has the risk of loss); and

(iii) pollution or contamination emanating from (A) premises or property of COMPANY


GROUP (except for COMPANY PROVIDED ITEMS while in CONTRACTOR GROUP’s care,
custody, or control); or (B) COMPANY GROUP’s well or reservoir.
7.3 Indemnity for Own CONSEQUENTIAL LOSS

(a) COMPANY will INDEMNIFY CONTRACTOR GROUP for LIABILITIES for COMPANY GROUP’s own
CONSEQUENTIAL LOSS.

(b) CONTRACTOR will INDEMNIFY COMPANY GROUP for LIABILITIES for CONTRACTOR GROUP’s
own CONSEQUENTIAL LOSS.

(c) A party’s own CONSEQUENTIAL LOSS does not include:

(i) LIABILITIES to third parties;

(ii) LIQUIDATED DAMAGES; or

(iii) other compensation that the CONTRACT explicitly provides for one party to recover from
the other, where applicable.
7.4 Applicability of Obligations to INDEMNIFY

(a) The requirements above for a party to INDEMNIFY for LIABILITIES arising from, relating to or in
connection with performance or non-performance of the CONTRACT for people, property,
pollution, or CONSEQUENTIAL LOSS apply:

(i) to the maximum extent permitted by APPLICABLE LAWS;

(ii) regardless of the cause of the LIABILITIES; and

(iii) regardless of the negligence, breach of statutory or other duty, or other fault of the
indemnified party.

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(b) The requirements above for a party to INDEMNIFY for LIABILITIES arising from, relating to or in
connection with performance or non-performance of the CONTRACT for people, property,
pollution, or CONSEQUENTIAL LOSS do not apply to:

(i) LIABILITIES that did not arise in connection with the CONTRACT or that are unrelated to
the SCOPE of the CONTRACT;

(ii) LIABILITIES caused by GROSS NEGLIGENCE of managerial or senior supervisory personnel


or WILFUL MISCONDUCT of (A) any PERSON in CONTRACTOR GROUP, or (B) any PERSON
in COMPANY GROUP;

(iii) fines, punitive or exemplary damages, or penalties payable by CONTRACTOR GROUP or


COMPANY GROUP; or

(iv) LIABILITIES arising from disclosure of CONFIDENTIAL INFORMATION and LIABILITIES


related to IP RIGHTS.

(c) Neither party excludes or limits its LIABILITIES to the other party to the extent they may not be
excluded or limited under APPLICABLE LAWS.
7.5 Conflicts or Precedents

(a) In the event of any conflict between COMPANY’s obligation to INDEMNIFY for LIABILITIES for
people, property, pollution, or CONSEQUENTIAL LOSS, as provided above in this Article, and
provisions elsewhere in the CONTRACT requiring CONTRACTOR to INDEMNIFY for such
LIABILITIES, the allocation of such LIABILITIES (and corresponding limitations) in this Article will
prevail, unless such other provision specifically states otherwise.
7.6 LIABILITIES to Third Parties

(a) Except to the extent other indemnity provisions in this CONTRACT apply:

(i) CONTRACTOR will INDEMNIFY COMPANY GROUP for LIABILITIES to third parties arising
from, relating to or in connection with the performance or non-performance of the
CONTRACT, to the extent of and in proportion to the negligence, breach of statutory or
other duty, or other fault of CONTRACTOR GROUP; and

(ii) COMPANY will INDEMNIFY CONTRACTOR GROUP for LIABILITIES to third parties arising
from, relating to or in connection with the performance or non-performance of the
CONTRACT, to the extent of and in proportion to the negligence, breach of statutory or
other duty, or other fault of COMPANY GROUP.

(b) For the purpose of this Article, “third party” means any party that is not a PERSON in COMPANY
GROUP or CONTRACTOR GROUP.
7.7 Notification

(a) If either party becomes aware of any incident likely to give rise to a claim under the above
INDEMNITIES, that party will notify the other party, and both parties will cooperate fully in the
investigation of the incident.
7.8 Mutual Waiver and Indemnity

(a) This mutual waiver and indemnity provision applies:


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(i) if COMPANY GROUP has any agreements with any OTHER CONTRACTORS that may be
relevant to SCOPE or such agreements are performed at a WORKSITE where
CONTRACTOR GROUP is performing SCOPE; and

(ii) to the extent such agreements include similar obligations as those provided in this sub-
article requiring OTHER CONTRACTORS to directly or indirectly INDEMNIFY CONTRACTOR
GROUP.

(b) If this mutual waiver and indemnity provision applies, CONTRACTOR will INDEMNIFY OTHER
CONTRACTOR GROUPS for LIABILITIES arising from, relating to or in connection with the
performance or non-performance of the CONTRACT in respect of:

(i) death, injury, or disease of any person in CONTRACTOR GROUP;

(ii) damage to or loss of property of CONTRACTOR GROUP, including CONTRACTOR


EQUIPMENT; and

(iii) CONSEQUENTIAL LOSS of CONTRACTOR GROUP.

(c) These indemnities apply in all those cases (including instances of negligence) that govern the
applicability of CONTRACTOR’s obligation to INDEMNIFY for CONTRACTOR GROUP’s people and
property, or CONSEQUENTIAL LOSS as set out in this Article.

(d) CONTRACTOR will ensure that its insurers will waive any rights of recourse and subrogation
rights against OTHER CONTRACTOR GROUPS in respect of the indemnities given by
CONTRACTOR to OTHER CONTRACTOR GROUPS in this mutual waiver and indemnity provision.

(e) Indemnities given by CONTRACTOR to OTHER CONTRACTOR GROUPS under this mutual waiver
and indemnity provision are intended to be enforceable by those OTHER CONTRACTOR
GROUPS. If APPLICABLE LAWS do not allow OTHER CONTRACTOR GROUPS to enforce any of
these indemnities, COMPANY is entitled to enforce the indemnities against CONTRACTOR on
OTHER CONTRACTOR’s behalf.

8 INSURANCE
8.1 Requirements

(a) Prior to performing SCOPE, CONTRACTOR will arrange at its own expense at least the types and
limits of insurance specified in the INSURANCE REQUIREMENTS to be in effect throughout the
duration of the CONTRACT.

(b) COMPANY may require CONTRACTOR to provide certificates of insurance, evidence of policy
exclusions and endorsements acceptable to COMPANY, or other proof of insurance. COMPANY
GROUP reviewing or accepting any certificate, insurer, or terms or limits of insurance proposed
by CONTRACTOR GROUP, will not relieve CONTRACTOR GROUP of any obligations or LIABILITIES.
8.2 Excess Insurance

(a) All insurance limits included in the INSURANCE REQUIREMENTS may be fulfilled through any
combination of primary and excess (umbrella) insurance obtained in accordance with this
Article.

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8.3 Additional Insured

(a) Except for Employer’s Liability or Worker’s Compensation Insurance, CONTRACTOR, will to the
maximum extent permitted by APPLICABLE LAWS, include COMPANY GROUP as an additional
insured on all insurance policies applicable to performance of the CONTRACT, but only to the
extent of CONTRACTOR’s obligations to INDEMNIFY COMPANY GROUP under the CONTRACT.
In the event CONTRACTOR is unable to include COMPANY GROUP as an additional insured,
CONTRACTOR will include an ‘indemnity to principals’ clause and for the purposes of such clause
the ‘principal’ means all members of COMPANY GROUP.
8.4 Subrogation Waiver

(a) All insurance policies applicable to performance of the CONTRACT will, to the maximum extent
permitted by APPLICABLE LAWS, be endorsed to provide that underwriters waive any rights of
recourse, including subrogation rights, against COMPANY GROUP, but only to the extent
CONTRACTOR is obligated to INDEMNIFY COMPANY GROUP under the CONTRACT.
8.5 SUBCONTRACTORS

(a) Where any SUBCONTRACTOR is performing any part of the CONTRACT, CONTRACTOR will
ensure that insurance specified in the SUBCONTRACTS is consistent with the requirements of
this Article. SUBCONTRACTORS are not required to arrange insurances duplicating insurance
CONTRACTOR or COMPANY has agreed to provide.
8.6 Notice and Replacement

(a) CONTRACTOR will notify COMPANY of any cancellation or material change to the terms of any
insurance within seven days of receipt of the insurer’s notification to that effect. If
CONTRACTOR fails to maintain any insurance required by the CONTRACT, COMPANY will have
the right to procure the insurance, set off the costs against amounts owed to CONTRACTOR,
and require prompt repayment by CONTRACTOR.
8.7 Deductibles and Precedence

(a) CONTRACTOR is responsible for paying all deductibles on the insurances stipulated in the
INSURANCE REQUIREMENTS and all insurances are primary in relation to insurance COMPANY
GROUP may have in place, without right of contribution from any COMPANY GROUP insurance.

9 COMPLIANCE WITH APPLICABLE LAWS, BUSINESS PRINCIPLES, AND HSSE STANDARDS


9.1 APPLICABLE LAWS

(a) CONTRACTOR represents that it is familiar with and will comply, and ensure that CONTRACTOR
GROUP complies, with APPLICABLE LAWS in the performance of the CONTRACT.

(b) CONTRACTOR will notify COMPANY in writing of any material breaches of APPLICABLE LAWS
related to the performance of the CONTRACT and remedy non-compliance immediately.
9.2 Business Principles

(a) CONTRACTOR acknowledges that it has actual knowledge of:

(i) the Shell General Business Principles, available at www.shell.com/sgbp, and the Shell
Supplier Principles, available at www.shell.com/suppliers;
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(ii) the Shell Code of Conduct, available at http://www.shell.com/codeofconduct ; and

(iii) the Shell Global Helpline, available at http://www.shell.com/globalhelpline.

(b) CONTRACTOR agrees that CONTRACTOR GROUP will in performance of the CONTRACT adhere
to and notify COMPANY of violations of CONTRACTOR's business and supplier principles if
equivalent to COMPANY's principles contained in the Shell General Business Principles and Shell
Supplier Principles. Where CONTRACTOR does not have equivalent principles, COMPANY’s
principles will apply.

(c) If CONTRACTOR GROUP supplies staff that work on behalf of COMPANY or represent COMPANY,
CONTRACTOR commits that the staff supplied will behave in a manner that is consistent with
the Shell Code of Conduct.
9.3 Anti-Bribery and Corruption

(a) CONTRACTOR represents that, in connection with this CONTRACT and related matters:

(i) it is knowledgeable about ANTI CORRUPTION LAWS and will comply with those laws; and

(ii) CONTRACTOR GROUP has not made, offered, authorised, or accepted, and will not make,
offer, authorise, or accept, any payment, gift, promise, or other advantage, whether
directly or through any other PERSON, to or for the use or benefit of any GOVERNMENT
OFFICIAL or any other PERSON where that payment, gift, promise, or other advantage
would: (A) comprise a facilitation payment; or (B) violate the relevant ANTI CORRUPTION
LAWS.

(b) CONTRACTOR will immediately notify COMPANY if CONTRACTOR receives or becomes aware of
any matter that is prohibited by the preceding paragraph.

(c) CONTRACTOR affirms that no PERSON in CONTRACTOR GROUP is a GOVERNMENT OFFICIAL or


other PERSON who could assert illegal influence on behalf of COMPANY or its AFFILIATES. If a
PERSON in CONTRACTOR GROUP becomes a GOVERNMENT OFFICIAL, CONTRACTOR will
promptly notify COMPANY and remove that individual from performance in connection with
SCOPE at COMPANY’s request.

(d) CONTRACTOR will maintain adequate internal controls and procedures to ensure compliance
with ANTI CORRUPTION LAWS, including the ability to demonstrate compliance through
adequate and accurate recording of transactions in its BOOKS AND RECORDS.

(e) COMPANY will have the right to confirm compliance with ANTI CORRUPTION LAWS and record
keeping by audit. CONTRACTOR will keep BOOKS AND RECORDS available for audit while the
CONTRACT is in effect and thereafter for five years following termination of the CONTRACT.
9.4 Export and Trade Controls

(a) CONTRACTOR will comply with all applicable TRADE CONTROL LAWS and provide COMPANY
with necessary data to comply TRADE CONTROL LAWS.

(b) CONTRACTOR will ensure that, except with the prior written consent of COMPANY: (i)
COMPANY PROVIDED ITEMS are not exported, provided, or made available, to any RESTRICTED
JURISDICTION or RESTRICTED PARTIES; (ii) CONTRACTOR PERSONNEL with access to COMPANY
GROUP’s technical information, information technology resources (including COMPANY
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GROUP’s infrastructure), or COMPANY GROUP WORKSITES, are not RESTRICTED PARTIES or


nationals of a RESTRICTED JURISDICTION; (iii) CONTRACTOR will not utilise SUBCONTRACTORS
that are RESTRICTED PARTIES; and (iv) CONTRACTOR will not source any of the goods,
SOFTWARE or technology in SCOPE to be delivered or supplied to COMPANY under the
CONTRACT, directly or indirectly, from RESTRICTED PARTIES or a RESTRICTED JURISDICTION.
9.5 PERSONAL DATA Protection

(a) For purposes of this sub-article, the following terms have the following meanings:

(i) "DATA CONTROLLER" means the PERSON that alone or jointly with others determines
the purposes and means of the PROCESSING of PERSONAL DATA;

(ii) "PROCESSING" means any operation that is performed on PERSONAL DATA, whether or
not by automatic means, such as collection, recording, storage, organization, alteration,
use, disclosure (including the granting of remote access), transmission or deletion of
PERSONAL DATA;

(iii) "SELL" means renting, releasing, disclosing, disseminating, making available, transferring,
or otherwise communicating orally, in writing, or by electronic or other means,
PERSONAL DATA for monetary or other valuable consideration.

(b) The parties may provide each other with PERSONAL DATA in the course of the performance of
the CONTRACT, the PROCESSING and transfer of which will be done in accordance with
APPLICABLE DATA PROTECTION LAW and the CONTRACT.

(c) For the avoidance of doubt neither PARTY will process, SELL, retain, use or disclose the
PERSONAL DATA for any purpose other than for the specific purpose of performing SCOPE, or
as required or permitted by APPLICABLE DATA PROTECTION LAW. By signing the CONTRACT,
each PARTY certifies that it understands this condition and will comply with it. Each PARTY is a
DATA CONTROLLER in respect of the PERSONAL DATA.

(d) PERSONAL DATA processed by COMPANY is governed by the terms of the Privacy Notice -
Business Customer, Supplier, Partner or Investors, available at
https://www.shell.com/privacy/b2b-notice.html and from the relevant Shell website in each
location.
9.6 Health, Safety, Security, and Environment ("HSSE")

(a) In performing SCOPE at COMPANY GROUP WORKSITES, or other location if specified in the HSSE
STANDARDS, CONTRACTOR will, and will ensure that CONTRACTOR GROUP will, at all times:

(i) pursue Shell’s HSSE principle of Goal Zero;

(ii) comply with IOGP 459 Life Saving Rules, available at https://www.iogp.org/life-
savingrules/; and

(iii) comply with other applicable HSSE STANDARDS.

(b) CONTRACTOR will cause CONTRACTOR PERSONNEL to take precautions necessary to comply
with HSSE STANDARDS. COMPANY may require CONTRACTOR to remove, at no additional cost
to COMPANY, any CONTRACTOR PERSONNEL from any COMPANY GROUP WORKSITE or from
the performance of SCOPE, for violation, in the opinion of COMPANY, of HSSE STANDARDS. In
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such event, CONTRACTOR will provide a suitable replacement for any such CONTRACTOR
PERSONNEL within a reasonable time and at no additional cost to COMPANY.

(c) CONTRACTOR is responsible for the adequacy, stability, and safety of all its operations and
methods necessary for the performance of SCOPE at all WORKSITES, or other location if
specified in the HSSE STANDARDS. CONTRACTOR is solely responsible for determining the
nature and scope of HSSE risks associated with the performance of SCOPE and for managing
those risks.

(d) Where performance of SCOPE requires HSSE accreditations, CONTRACTOR will satisfy all
requirements for the accreditation prior to commencement of performance and will keep its
accreditations in good standing.
9.7 CONTRACT WORKER WELFARE MANAGEMENT PLAN

(a) For the purpose of this sub-article, “CONTRACT WORKER WELFARE MANAGEMENT PLAN”
means a plan prepared by CONTRACTOR which is consistent with the requirements of
COMPANY’s Worker Welfare Manual and includes:

(i) a leadership commitment statement;

(ii) worker welfare risks and detailed controls and activities to mitigate such risks in
adherence with the Building Responsibly Worker Welfare Principles
(https://www.building-responsibly.org/worker-welfare-principles);

(iii) additional requirements for living conditions to comply with internationally recognized
standards for workers accommodation;

(iv) a description of CONTRACTOR coordination with COMPANY worker welfare


requirements, including COMPANY initiated programs and activities such as worker
surveys;

(v) a process to measure effects of worker welfare initiatives including leading and lagging
indicators; and

(vi) a periodic review of the CONTRACT WORKER WELFARE MANAGEMENT PLAN for
effectiveness and incorporation of worker feedback.

(b) CONTRACTOR will provide a CONTRACT WORKER WELFARE MANAGEMENT PLAN to the
COMPANY for review prior to deployment of CONTRACTOR PERSONNEL for performance of the
relevant part of SCOPE. CONTRACTOR will revise the CONTRACT WORKER WELFARE
MANAGEMENT PLAN as and when required, including for any SCOPE not covered by the original
CONTRACT WORKER WELFARE MANAGEMENT PLAN. If at any time, COMPANY reasonably
determines that the CONTRACT WORKER WELFARE MANAGEMENT PLAN is inadequate,
CONTRACTOR will revise the CONTRACT WORKER WELFARE MANAGEMENT PLAN accordingly.
The CONTRACTOR will provide all revisions to the CONTRACT WORKER WELFARE
MANAGEMENT PLAN to COMPANY for review.

(c) CONTRACTOR is solely responsible for implementing the CONTRACT WORKER WELFARE
MANAGEMENT PLAN and CONTRACTOR will, and will cause CONTRACTOR GROUP to, comply
with the CONTRACT WORKER WELFARE MANAGEMENT PLAN, including subsequent revisions.

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10 CONFIDENTIALITY
10.1 Obligations in Connection with CONFIDENTIAL INFORMATION

(a) CONTRACTOR will not disclose CONFIDENTIAL INFORMATION to any third party without the
prior written consent of COMPANY, and will not use CONFIDENTIAL INFORMATION except in
the performance of SCOPE.
10.2 Exceptions

(a) Information that CONTRACTOR can prove: (i) at the time of disclosure, is either in the public
domain or in the possession of CONTRACTOR without binder of secrecy; or (ii) was developed
independently of CONFIDENTIAL INFORMATION, is not CONFIDENTIAL INFORMATION.
CONTRACTOR's obligations regarding CONFIDENTIAL INFORMATION will cease if CONTRACTOR
can prove that the information subsequently becomes part of the public domain through no
fault of CONTRACTOR GROUP or is subsequently disclosed to CONTRACTOR without an
obligation of confidentiality by a third party who has the legal right to do so.
10.3 Mandatory Disclosures

(a) If CONTRACTOR is required by any court, judicial, governmental, or regulatory body, or


otherwise under APPLICABLE LAWS, to disclose any CONFIDENTIAL INFORMATION,
CONTRACTOR, to the extent lawful to do so, shall: (i) promptly notify COMPANY of such
disclosure requirement to allow COMPANY or a member of COMPANY GROUP to oppose the
requirement or to seek a protective order and/or take any other action to protect such
information; (ii) reasonably cooperate, if requested by COMPANY or a member of COMPANY
GROUP, in taking any of these actions at the COMPANY’s or member of COMPANY GROUP’s
reasonable cost and expense; (iii) disclose only that portion of such information as
CONTRACTOR is legally required to disclose; and (iv) use reasonable endeavours to ensure that
confidential treatment is given to such information.
10.4 Return

(a) After expiration or termination of the CONTRACT, or on COMPANY's request if earlier,


CONTRACTOR will promptly return or destroy any CONFIDENTIAL INFORMATION, delete it from
electronic storage, and delete or destroy all extracts or analyses that reflect any CONFIDENTIAL
INFORMATION.
10.5 CONTRACTOR Information

(a) CONTRACTOR GROUP will not provide COMPANY GROUP with any proprietary information.
COMPANY GROUP will not have an obligation of non-disclosure or non-use regarding any
information provided by CONTRACTOR GROUP.
10.6 External Communications

(a) CONTRACTOR will not broadcast or publish any external communications related to the
CONTRACT.

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11 INTELLECTUAL PROPERTY
11.1 IP RIGHTS and LICENCES

(a) Except for IP RIGHTS vested with CONTRACTOR as provided below, all right, title, and interest
in and to WORK PRODUCT hereby vests in COMPANY or its designee upon the generation,
creation and/or discovery thereof, and shall be COMPANY's IP RIGHTS. In addition, all IP RIGHTS
generated, created or discovered hereunder that use or are an improvement to COMPANY
GROUP’s IP RIGHTS, or are generated, created or discovered using, or are an improvement to,
CONFIDENTIAL INFORMATION, hereby vests in COMPANY or its designee upon the generation,
creation and/or discovery thereof, and shall be COMPANY's IP RIGHTS. CONTRACTOR will
execute, and will cause CONTRACTOR GROUP to execute documents, and take all other steps
as may reasonably be necessary to document the ownership of COMPANY or its nominee in the
IP RIGHTS to allow COMPANY to secure, protect, and enforce those rights for the benefit and
full use by COMPANY GROUP. CONTRACTOR irrevocably waives, and will cause CONTRACTOR
GROUP to irrevocably waive, any moral or similar, non-transferable rights that any PERSONS in
CONTRACTOR GROUP may have in IP RIGHTS vesting in COMPANY under this sub-article.

(b) All right, title, and interest in and to WORK PRODUCT generated, created or discovered by
CONTRACTOR in the performance of SCOPE that are an improvement to CONTRACTOR's IP
RIGHTS hereby vests in CONTRACTOR or its designee upon the generation, creation and/or
discovery thereof, and shall be CONTRACTOR's IP RIGHTS and shall not be subject to the
obligations of secrecy and restricted use set forth in the CONFIDENTIALITY provisions herein.

(c) CONTRACTOR, warranting that it is entitled to do so, grants to COMPANY GROUP an irrevocable,
non-exclusive, perpetual, worldwide, royalty-free right and licence, with the right to transfer,
assign or grant sub-licences in any of CONTRACTOR’s IP RIGHTS embodied in any WORK
PRODUCT, to use, have used, make, have made, sell, have sold, operate, have operated,
possess, have possessed, import, have imported, export, have exported, copy, have copied,
distribute, have distributed, modify, have modified, create derivative works of, have derivative
works created of, improve, have improved, repair, have repaired, maintain, have maintained
any WORK PRODUCT. CONTRACTOR warrants that the sale, licence, use or distribution by any
member of COMPANY GROUP of any WORK PRODUCT or any other materials made available to
COMPANY GROUP by CONTRACTOR in connection with SCOPE will not infringe or
misappropriate the IP RIGHTS of any third party.
11.2 Indemnity

(a) CONTRACTOR will INDEMNIFY COMPANY GROUP, assignees, transferees, and sublicensees
permitted by this CONTRACT for any LIABILITIES resulting from any claim that: (i) the
CONTRACTOR GROUP's provision of SCOPE; (ii) any WORK PRODUCT provided to COMPANY
GROUP; or (iii) the use of such WORK PRODUCT by any member of COMPANY GROUP, infringes
or misappropriates the IP RIGHTS of any third party.

12 FINANCIAL AND PERFORMANCE AUDIT


12.1 Right and Purpose

(a) COMPANY will have the right to audit:

(i) invoiced charges and proper invoicing;

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(ii) relevant BOOKS AND RECORDS; and

(iii) the performance of any other of CONTRACTOR’s obligations under the CONTRACT, where
capable of being verified by audit.

(b) Within 45 days of any audit findings, parties will settle any amounts charged incorrectly; and
CONTRACTOR will provide any SCOPE, or refund, repair, replace, or re-perform SCOPE where
the requirement to do so is identified by any audit.
12.2 Period to Retain BOOKS AND RECORDS

(a) CONTRACTOR will keep BOOKS AND RECORDS available for audit for the longer of the following
periods: (i) five years following termination of the CONTRACT or any longer period as required
by APPLICABLE LAWS; or (ii) two years after the period expires on any obligation of
CONTRACTOR to refund, repair, replace, or re-perform any SCOPE (including correction of
defects).

(b) If a longer period is specified in the CONTRACT for retention of relevant BOOKS AND RECORDS
for compliance with ANTI-CORRUPTION LAWS, CONTRACTOR will comply with that
requirement.

13 RELATIONSHIP OF PARTIES
13.1 Independent CONTRACTOR

(a) CONTRACTOR is an independent contractor in all aspects of performance under the CONTRACT.
CONTRACTOR is responsible for the method and manner of performance to achieve the results
required by the CONTRACT.
13.2 No Business Relationship

(a) Neither the CONTRACT nor its performance creates a partnership, joint venture or fiduciary
relationship. No party is appointed as an agent of the other. The CONTRACT does not permit
CONTRACTOR to make any commitment on behalf of COMPANY GROUP.

(b) CONTRACTOR and CONTRACTOR PERSONNEL are not to be considered employees of COMPANY
GROUP and are not eligible to participate in any of COMPANY GROUP’s employee benefit plans.
13.3 Exclusive Rights and Responsibilities of COMPANY

(a) COMPANY enters into the CONTRACT on its own behalf and on behalf of its CO-VENTURERS,
where applicable, but CONTRACTOR agrees to look solely to COMPANY for performance and
payment. No obligations are assumed by any CO-VENTURER.

14 CONTRACTOR PERSONNEL AND SUBCONTRACTING


14.1 Responsibility

(a) CONTRACTOR is responsible for any SCOPE performed by and all activities, omissions, and
defaults of any SUBCONTRACTOR and all CONTRACTOR PERSONNEL as if they were the
activities, omissions, or defaults of CONTRACTOR.

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14.2 Condition to SUBCONTRACT

(a) CONTRACTOR may not subcontract any part of its obligations under the CONTRACT except as
agreed in writing by COMPANY.
14.3 Formation and Content of SUBCONTRACTS; Further Requirements

(a) CONTRACTOR will ensure that SUBCONTRACTS are in all material respects consistent with the
terms and conditions of the CONTRACT.
14.4 Payments to SUBCONTRACTORS

(a) If COMPANY becomes aware that CONTRACTOR has failed to pay SUBCONTRACTORS or
COMPANY receives a claim from a SUBCONTRACTOR related to non-payment for SCOPE,
COMPANY will notify CONTRACTOR.

(b) If CONTRACTOR does not promptly pay the SUBCONTRACTORS after receiving notice and to
ensure proper performance of SCOPE (including to discharge a threatened or asserted LIEN),
then COMPANY may issue payment:

(i) directly to those SUBCONTRACTORS; or

(ii) jointly to CONTRACTOR and any SUBCONTRACTORS

(c) Any payment to a SUBCONTRACTOR under this sub-article will be regarded as a payment to
CONTRACTOR for the CONTRACT PRICE. COMPANY may set off these payments against amounts
owed to CONTRACTOR or charge CONTRACTOR for such amounts.

15 ASSIGNMENT
15.1 Assignment by Notice and Consent

(a) An assignment or novation by a party of all or part of the CONTRACT requires the written
consent of the other party, except that COMPANY may assign and novate all or part of the
CONTRACT to an AFFILIATE without the consent of CONTRACTOR by giving written notice to
CONTRACTOR.

16 FORCE MAJEURE
16.1 FORCE MAJEURE EVENTS

(a) COMPANY and CONTRACTOR are each excused from performance of the affected part of an
obligation of the CONTRACT while performance is prevented by a FORCE MAJEURE EVENT
unless the FORCE MAJEURE EVENT or its impact:

(i) was contributed to by the fault of the party or was due to circumstances that could have
been avoided or mitigated by the exercise of reasonable diligence by

(A) any PERSON in CONTRACTOR GROUP where CONTRACTOR claims force majeure or

(B) any PERSON in COMPANY GROUP where COMPANY claims force majeure; or

(ii) relates to an inability to make payments of money or secure funds.

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(b) Only the following are FORCE MAJEURE EVENTS:

(i) riots, wars, blockades, or threats or acts of sabotage or terrorism;

(ii) earthquakes, floods, fires, named hurricanes, typhoons or cyclones, tidal waves or
tsunamis, tornadoes, volcanic eruptions;

(iii) radioactive contamination, epidemics, pandemics, maritime or aviation disasters;

(iv) strikes or labour disputes at a national or regional level or involving labour not forming
part of CONTRACTOR GROUP or COMPANY GROUP;

(v) government sanctions, embargoes, mandates, or laws that prevent performance


including those issued in connection with or as a consequence of any FORCE MAJEURE
EVENT;

(vi) except as expressly provided otherwise in the CONTRACT, inability of a party to timely
obtain licences, permits, or AUTHORITIES' consent, required for performance; or

(vii) non-performance of a party’s SUBCONTRACTOR where the SUBCONTRACTOR has been


or is affected by one of the above FORCE MAJEURE EVENTS. However, performance will
only be excused under this sub-paragraph if the parties to the CONTRACT agree that
substitute performance by another SUBCONTRACTOR is impracticable under the
circumstances.

(c) The parties intend and agree that for any delays, costs, or other impacts related to or as a
consequence of a FORCE MAJEURE EVENT, CONTRACTOR will be entitled only to the remedies
and relief set out in this Article.
16.2 Cost and Conduct during the FORCE MAJEURE EVENT

(a) A party whose performance is prevented will:

(i) notify the other party without delay;

(ii) use all reasonable endeavours (including implementing measures to reduce delays to
schedules on resumption of performance) to mitigate the impacts; and

(iii) provide on a continuing basis plans for resumed performance and revised schedules.
16.3 Termination

(a) COMPANY may terminate the CONTRACT or part of SCOPE if any FORCE MAJEURE EVENT or
combination of FORCE MAJEURE EVENTS results in a delay or projected delay that exceeds 90
consecutive or 180 cumulative days.

17 NOTICES
17.1 Requirements

(a) All notices or other communications under the CONTRACT must be in English and in writing,
and:

(i) delivered by hand;


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(ii) sent by prepaid courier;

(iii) sent by registered post; or

(iv) sent by email with confirmation receipt requested. Notices and communications are
effective when actually delivered at the address specified in the CONTRACT.

18 GOVERNING LAW, DISPUTE RESOLUTION AND REMEDIES


18.1 Governing Law

(a) This CONTRACT, and any dispute or claim arising out of or in connection with this CONTRACT or
its subject matter or formation, including any non-contractual disputes or claims, will be
exclusively governed by and construed in accordance with the laws of the Islamic Republic of
Pakistan, excluding conflict of law rules and choice of law principles that provide otherwise. The
United Nations Convention on the International Sale of Goods will not apply to this CONTRACT.
18.2 Dispute Resolution

(a) In the event of any dispute, difference, controversy, or claim of whatsoever nature arising
under, out of or in connection with the CONTRACT or its subject matter or formation, whether
in tort, contract, under statute, or otherwise, including any question regarding its existence,
validity, interpretation, breach, or termination, and any non-contractual claims (“Dispute”), the
parties shall meet and attempt in good faith to settle such Dispute, within seven working days
of a written request from one party to the other party. The party alleging the Dispute shall give
to the other party written notice setting out the material particulars of the Dispute delivered to
the authorized representative(s) of the other party, as set out in the CONTRACT. A senior officer
of each party shall represent that party at the meeting to resolve the Dispute.

(b) In the event that the parties are unable to resolve the Dispute, the parties shall seek settlement
of the dispute by mediation through appointment of a mediator. The mediator shall be an
accredited mediator of good standing with at least 15 (fifteen) years of experience as an
Advocate of High Courts of Pakistan and a member of a reputable Alternative Dispute
Resolution Center based in Karachi. The mediation shall be carried out in Karachi at a venue as
may be mutually agreed by the parties.

(c) The party initiating submission of the Dispute for mediation shall provide the other party with
a written notice (i) stating that it is submitting the Dispute for mediation; and (ii) nominating
the person it proposes to be the mediator. Within seven (7) days of receipt of such notice, the
receiving party shall respond, notifying the initiating party its acceptance or rejection of
appointment of such nominated mediator. Failing agreement between the parties regarding the
appointment of a mediator, the parties shall appoint one mediator each, and both of them shall
collectively mediate the Dispute. The costs of appointment of the mediator(s) shall be borne
equally by the parties, and each party shall bear its costs in preparing materials for, and making
presentations to, the mediator(s).

(d) Each party is required to submit written materials to the mediator(s), with a copy to the other
party, within seven (7) working days of appointment of mediator(s), setting forth (i) the
description of the Dispute; (ii) a statement of the party’s position, and whether a hearing is
requested by such party; and (iii) copies of records supporting such party’s position. The
mediator(s) shall consider such information and shall be allowed reasonable opportunity to

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respond thereto. If the mediator(s) determines within fifteen (15) working days after
submission of such written materials by both parties that proceedings are necessary to
determine the Dispute, each party shall designate one (1) person knowledgeable about the
issues in the Dispute who shall attend the proceedings on behalf of such party. The mediator(s)
is required to provide a determination within sixty (60) working days of commencement of
mediation, without prejudice to either party, and such determination and agreement reached
between the parties shall be final and binding on both parties.

(e) If the Dispute is not settled within the prescribed time period, or such further period as the
parties, shall agree in writing, the parties shall irrevocably agree to submit to the exclusive
jurisdiction of the courts of Karachi, Pakistan.
18.3 Specific Performance

(a) COMPANY is entitled to specific performance of the CONTRACT.

19 ADDITIONAL LEGAL PROVISIONS


19.1 Retention of Rights

(a) The parties retain their rights and remedies under APPLICABLE LAWS, subject to any provisions
in the CONTRACT that provide otherwise.
19.2 Language

(a) The CONTRACT, and all ancillary notices, correspondence, and other documents, will be in
English. Where translations have been provided, the English version will prevail in case of any
conflicts or inconsistencies between translations.
19.3 Non-Waiver

(a) A provision of the CONTRACT is not waived unless made in writing by an authorised
representative of the waiving party. The waiver of a right or the partial exercise of a remedy
does not limit a party’s entitlement to exercise such right or remedy in the future.
19.4 Invalidity and Severability

(a) If any provision of the CONTRACT is determined invalid or unenforceable in any respect, the
provision will remain enforceable in all other respects and all other provisions of the CONTRACT
will be given full effect.
19.5 Survival

(a) Provisions that state that they survive or by their nature are intended to survive completion of
performance or termination of the CONTRACT do so, along with all remedies attached to them.
19.6 Amendments

(a) Amendments to the CONTRACT must be made in writing and signed by the parties’ authorised
representatives in order to be binding.
19.7 Third Party Rights

(a) CONTRACTOR GROUP or COMPANY GROUP not a party to the CONTRACT, but conferred rights
in it, are entitled to enforce those rights, but their consent will not be required to amend or

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terminate the CONTRACT, even if it affects those rights. Otherwise, the parties do not intend
that any term of this CONTRACT should be enforceable by any PERSON who is not a party to the
CONTRACT.
19.8 Mitigation of Loss

(a) Each party will take all reasonable steps to mitigate any LIABILITIES resulting from breach of
CONTRACT by the other party.
19.9 Entire Agreement, Counterparts, and Digital Signature

(a) The CONTRACT sets forth the entire agreement between the parties concerning its subject
matter and supersedes any other agreements or statements pertaining to the same subject
matter, except those agreements or statements expressly referenced in the CONTRACT. Any
confidentiality agreement pertaining to the subject matter will remain in effect according to its
terms, unless the CONTRACT provides that it is terminated or replaced.

(b) The CONTRACT may be signed in any number of counterparts, all of which constitute a single
instrument.

(c) If requested by COMPANY, CONTRACTOR agrees to use COMPANY’s designated on-line tool to
sign with a digital signature, except where prohibited by APPLICABLE LAWS. If signed digitally,
COMPANY and CONTRACTOR agree to waive any right to dispute the genuineness of the
signature, or the admissibility of the CONTRACT, where such challenge is based on the absence
of a physical signature.

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SECTION IV - SCOPE DESCRIPTISON

1 SCOPE DEFINITION

(a) SCOPE of this contract includes all Preventive Maintenance, Corrective Maintenance, Account
Management and Critical Spare Management.

(b) Preventive Maintenance SCOPE is defined as part of the Tender Package issued for the project
having ARIBA document number Doc1417375217 and as per the Production Resource Tool
(PRT) attached in Section VIII - APPENDIX.

(c) As part of the Account Management SCOPE the CONTRACTOR is also liable to nominate, in
writing to COMPANY focal, a Key Account Manager (KAM) for COMPANY whose responsibilities
will include but are not limited to:

(i) To be single point of contact for all Preventive Maintenance and Corrective Maintenance
activities.

(ii) To share the Performance Summary (Maintenance Record) on a quarterly basis for all the
Equipments covered through this CONTRACT.

(iii) To support in conducting the Root Cause Analysis (RCA) in case of equipment damage.

(iv) To forecast-spare parts requirements based on trending of machine.

(v) To ensure ePTW requirements of COMPANY are met by the CONTRACTOR teams.

(vi) To ensure timely closure of activities and invoice submission.

(vii) To ensure availability of required spare parts and leading the CONTRACTOR team to carry-
out inspections based on previous inspection reports of the asset.

(viii) To be available physically / virtually for Kick-off & Close-out meetings.

(ix) To keep meticulous record of each Shell Asset under their tag name. This record should
include (but not limited to) previous inspection and findings history, corrective
maintenance history and asset care cost history.

(x) To ensure training of CONTRACTOR staff is done in time while ensuring competency of
contractor staff.

(xi) Timely submission of proposals on market competitive rates for items that are not agreed
in contract.

(xii) To ensure submission of proposals post inspection within 2 working days.

(xiii) To ensure adherence to HSSE protocols like ERP and HSSE plan.

(xiv) To submit all relevant documentation (i.e. staff competency certificates, equipment
related documentation, e-PTW documentation, job related technical documentation,
etc.) at least 2-days prior to start of job at site.

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(xv) To ensure availability of PRTs, equipment list, previous report and history along with
findings prior to commencing inspection. Team cannot show-up at site without these
documentations as they may not be allowed to commence work which would impact
delivery timelines.

(xvi) To ensure completion of all Corrective Maintenance within agreed timelines which can
extend maximum up to 3 months only in the case of spare-parts unavailability.

(d) CONTRACTOR is also liable to manage inventory of the critical spare parts on its own cost and
storage. The list of critical spares is defined in Section VIII - APPENDIX. Critical spares list can be
tracked and updated with express written mutual agreement between COMPANY focal and
KAM from CONTRACTOR.

(e) Corrective Maintenance SCOPE covers maintenance tasks that are undertaken to identify,
isolate and repair a fault or breakdown in order to restore equipment, a machine or a system
to an operational condition so it can perform its intended function.

2 TIMELINES

(a) The CONTRACTOR will be liable for successful completion of all Preventive Maintenance scope
for any assigned month by the 3rd week of that month. If CONTRACTOR expects a delay, then
KAM should submit it in writing to COMPANY focal. Failing to do so, COMPANY Focal has the
right to enforce penalties.

(b) COMPANY will ensure they provide required information on preventive maintenance SCOPE at
issuance of PO. In case there is a delay, COMPANY will mutually agree with CONTRACTOR on a
catch-up plan for timely completion of SCOPE.

3 PROJECT PLAN & PROGRESS TRACKING

(a) The CONTRACTOR will be liable to submit a comprehensive project plan for all Corrective
Maintenance SCOPE. This will be verified by the COMPANY and shall be tracked by both parties
on a pre-defined recurrent basis through the course of this CONTRACT.

(b) Any change in the project plan moving forward will have to be authorized by the COMPANY
Focal.

4 KPI & PERFORMANCE SCORECARD

(a) The CONTRACTOR shall be benchmarked against the KPIs set out in the "Performance
Scorecard" as attached in Section VIII - APPENDIX.

(b) The "Performance Scorecard" will be tracked and assessed on a quarterly basis. If the
performance drops below 50%, a "Performance Improvement Plan (PIP)" will be enforced by
the COMPANY. The PIP may also include clearly outlined penalties, which will be enforced if the
CONTRACTOR fails to meet the PIP.

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5 SERVICE LEVEL AGREEMENT (SLA)

(a) The CONTRACTOR is liable to commit to the following service levels for Preventive Maintenance
activities without fail:

Location Reporting Time at Site PM Completion


Chaklala 48 Hours from PO Issuance 4 working days
Keamari 48 Hours from PO Issuance 5 working days
Machike 48 Hours from PO Issuance 5 working days
Daulatpur 48 Hours from PO Issuance 2 working days
Sahiwal 48 Hours from PO Issuance 2 working days
Bhakkar 48 Hours from PO Issuance 2 working days
Shikarpur 48 Hours from PO Issuance 2 working days
Shershah 48 Hours from PO Issuance 2 working days
Tarujabba 48 Hours from PO Issuance 3 working days
Vehari 48 Hours from PO Issuance 2 working days

(b) COMPANY will provide the CONTRACTOR in advance the Maintenance Plan to plan upfront.

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SECTION V - SCHEDULE OF PRICES

1 PREVENTIVE MAINTENANCE UNIT RATES

(a) Following are the prices agreed with CONTRACTOR against the SCOPE of the CONTRACT:

(i) Pumps & Motors


Location Equipment No. of equipment PRT No. Frequency Unit Cost Total cost

CHAKLALA Diesel Engines & Pumps 22 Product pump motors i) D00-PUMD007-02 1 Year 6,000 132,000.00
ii) D00-PUMD008-02
13,500 40,500.00
iii) D00-PUMD002-01
02 Engine Driven Fire Pumps
01 Jockey Driven Fire Pump

KEAMARI Diesel Engines & Pumps 41 Product pump motors i) D00-PUMD007-02 1 Year 6,000 246,000.00
ii) D00-PUMD008-02
03 Motor Driven Fire Pump iii) D00-PUMD002-01 12,500 87,500.00
02 Engine Driven Fire Pump
02 Jockey Driven Fire Pump

MACHIKE Diesel Engines & Pumps 25 Product pump motors i) D00-PUMD007-02 1 Year 8,000 200,000.00
ii) D00-PUMD008-02
01 Motor Driven Fire Pump iii) D00-PUMD002-01 13,000 65,000.00
01 Engine Driven Fire Pump
01 Jockey Driven Fire Pump
02 Foam Pump

SHIKARPUR Diesel Engines & Pumps 08 Product pump motors i) D00-PUMD007-02 1 Year 8,000 64,000.00
ii) D00-PUMD008-02
02 Engine Driven Fire Pump iii) D00-PUMD002-01 16,000 64,000.00
02 Jockey Driven Fire Pump

TARUJABBA Diesel Engines & Pumps 12 Product pump motors i) D00-PUMD007-02 1 Year 8,000 96,000.00
ii) D00-PUMD008-02
16,500 82,500.00
iii) D00-PUMD002-01
02 Motor Driven Fire Pumps
02 Engine Driven Fire Pumps
01 Jockey Driven Fire Pump

VEHARI Diesel Engines & Pumps 05 Product pump motors i) D00-PUMD007-02 1 Year 8,000 40,000.00
ii) D00-PUMD008-02
01 Fire pump electric engine iii) D00-PUMD002-01 17,000 68,000.00
02 Engine Driven Fire Pumps
01 Jockey Driven Fire Pump

BHAKKAR Diesel Engines & Pumps 05 Product pump motors i) D00-PUMD007-02 1 Year 8,000 40,000.00
ii) D00-PUMD008-02
01 Motor Driven Fire Pump iii) D00-PUMD002-01 16,000 48,000.00
01 Engine Driven Fire Pump
01 Jockey Driven Fire Pump

SHERSHAH Diesel Engines & Pumps 06 Product pump motors i) D00-PUMD007-02 1 Year 8,000 48,000.00
ii) D00-PUMD008-02
01 Motor Driven Fire Pump 16,000 48,000.00
iii) D00-PUMD002-01
01 Engine Driven Fire Pump
01 Jockey Driven Fire Pump

SAHHIWAL Diesel Engines & Pumps 4 Product pump motors i) D00-PUMD007-02 1 Year 8,000 32,000.00
ii) D00-PUMD008-02
01 Motor Driven Fire Pump iii) D00-PUMD002-01 16,000 48,000.00
01 Engine Driven Fire Pump
01 Jockey Driven Fire Pump

DAULATPUR Diesel Engines & Pumps 09 Product pump motors i) D00-PUMD007-02 1 Year 8,000 72,000.00
ii) D00-PUMD008-02
01 Motor Driven Fire Pump iii) D00-PUMD002-01 16,000 48,000.00
01 Engine Driven Fire Pump
01 Jockey Driven Fire Pump

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(ii) Compressor
Item Location Equipment No. of PRT No. Frequency Unit Cost Total cost
equipment

1 CHAKLALA Air Compressor 03 D00-KOMD002-01 1 Year 6,000 18,000.00

2 KEAMARI Air Compressor 04 D00-KOMD002-01 1 Year 5,000 20,000.00

3 MACHIKE Air Compressor 02 D00-KOMD002-01 1 Year 9,000 18,000.00

4 SHIKARPUR Air Compressor 02 D00-KOMD002-01 1 Year 12,000 24,000.00

5 TARUJABBA Air Compressor 02 D00-KOMD002-01 1 Year 9,000 18,000.00

6 VEHARI Air Compressor 01 D00-KOMD002-01 1 Year 14,000 14,000.00

(iii) DKI

No. of
Item Location Equipment PRT No. Frequency Unit Cost Total cost
equipment

1 KEAMARI DKI 11 DPK-LOAD002-01 6 Month 10,000.00 110,000.00


2 CHAKLALA DKI 02 DPK-LOAD002-01 6 Month 10,000.00 20,000.00
3 SHIKARPUR DKI 02 DPK-LOAD002-01 6 Month 10,000.00 20,000.00
4 MACHIKE DKI 05 DPK-LOAD002-01 6 Month 10,000.00 50,000.00
5 TARUJABBA DKI 02 DPK-LOAD002-01 1 Year 10,000.00 20,000.00

6 VEHARI DKI 01 DPK-LOAD002-01 6 Month 17,000.00 17,000.00

(iv) Genset I
Item Location Equipment No. of
PRT No. Frequency Unit Cost Total cost
equipment

1 DAULATPUR 80 KVA 2 D00-ELED012-01 2 Month 14,000 34,000


150 KVA 20,000
2 SHIKARPUR 250 KVA 2 D00-ELED012-01 2 Month 20,000 34,000
60 KVA 14,000
3 KEAMARI 100 KVA 6 D00-ELED012-01 3 Month 10,000
27 KVA 8,000
320 KVA 13,000
65,000
45 KVA 8,000
315 KVA 13,000
315 KVA 13,000
4 VEHARI 100 KVA 2 D00-ELED012-01 3 Month 18,000
30,000
12 KVA 12,000
5 SHERSHAH 100 KVA 1 15,000
D00-ELED012-01 3 Month 15,000
6 BHAKKAR 100 KVA 1 15,000
D00-ELED012-01 3 Month 15,000
7 MACHIKE 500 KVA 3 D00-ELED012-01 6 Month 15,000
20 KVA 10,000 40,000
320 KVA 15,000
8 CHAKLALA 500 KVA 2 D00-ELED012-01 1 Year 15,000
30,000
220 KVA 15,000
9 TARUJABBA 250 KVA 2 D00-ELED012-01 1 Year 16,000
28,000
30 KVA 12,000
10 SAHIWAL 210 KVA 1 1 Year 16,000
D00-ELED012-01 16,000

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(v) Genset II
Item Location Equipment No. of equipment PRT No. Frequency Unit Cost Total cost

1 DAULATPUR 80 KVA 2 D00-ELED013-01 2.5 Year 14,000 34,000


150 KVA 20,000
2 SHIKARPUR 250 KVA 2 D00-ELED013-01 2.5 Year 20,000 34,000
60 KVA 14,000
3 KEAMARI 100 KVA 6 D00-ELED013-01 5 Year 10,000
27 KVA 8,000
320 KVA 13,000
65,000
45 KVA 8,000
315 KVA 13,000
315 KVA 13,000
4 VEHARI 100 KVA 2 D00-ELED013-01 5 Year 18,000
30,000
12 KVA 12,000
5 SHERSHAH 100 KVA 1 15,000
D00-ELED013-01 5 Year 15,000
6 BHAKKAR 100 KVA 1 15,000
D00-ELED013-01 5 Year 15,000

7 MACHIKE 500 KVA 3 D00-ELED013-01 5 Year 15,000


20 KVA 10,000 40,000
320 KVA 15,000
8 CHAKALA 500 KVA 2 D00-ELED013-01 5 Year 15,000
30,000
220 KVA 15,000
9 TARUJABBA 250 KVA 2 D00-ELED013-01 5 Year 16,000
28,000
30 KVA 12,000

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2 CORRECTIVE MAINTENANCE UNIT RATES

(a) Following are the prices agreed with CONTRACTOR against the SCOPE of the CONTRACT:

# Item Unit KMR SKP SSH VHR MCH CKL TJB DLP SWL BHK

1 Service Charges

1.1 Engineer PKR/day 12,000 12,000 12,000 12,000 12,000 12,000 12,000 12,000 12,000 12,000
1.2 Technician PKR/day 8,000 8,000 8,000 8,000 8,000 8,000 8,000 8,000 8,000 8,000
1.3 Labor PKR/day 6,000 6,000 6,000 6,000 6,000 6,000 6,000 6,000 6,000 6,000

2 Travelling, Boarding, Lodging (complete in all respects)

2.1 Engineer PKR/day - 24,000 24,000 24,000 - - 24,000 24,000 24,000 24,000
2.2 Technician PKR/day - 8,500 8,500 8,500 - - 8,500 8,500 8,500 8,500
2.3 Labor PKR/day - 6,500 6,500 6,500 - - 6,500 6,500 6,500 6,500
Material, sparepart or services from third party
3 % 25% 25% 25% 25% 25% 25% 25% 25% 25% 25%
(mark up % with credible bill attached)
Remark:
3.1 - Bill must be issued from dealer, credible, material must be subject to Govt tax deduction
- Quotation will be issued to Shell for prior consideration and agreement

(b) All Corrective Maintenance SCOPE and Cost Estimations are to be submitted in writing to
COMPANY focal for prior authorization before commencing work. Once COMPANY focal has
authorized in writing the SCOPE and Cost Estimation based on Unit Rates agreed as part of this
CONTRACT, only then will the CONTRACTOR mobilize for execution.

3 PRICES OF CRITICAL SPARES

(a) CONTRACTOR will manage the acquisition and inventory of critical spares within its own storage
and on its own cost. Cost will only be charged to the COMPANY when the part is utilized with
express written authorization from COMPANY focal which should include all material evidence
resulting in the landed cost of spare.

(b) CONTRACTOR is liable to furnish all necessary and requested information by the COMPANY to
ensure transparency of cost of spare.

(c) CONTRACTOR will not be reimbursed for critical spares if prior written authorization from
COMPANY focal is missing in the invoice.

4 MALUS SCHEME

(a) The CONTRACTOR agrees on the following penalties to be enforced by the COMPANY for all
PURCHASE ORDERS (PO) issued for Preventive Maintenance (PM).

Description Maximum Lead Applicable


Time Penalty

Availability of Services (Preventive) Within first 10 days of 2% PO Value / Day


month
Breakdown Maintenance-Reporting at 1-2 days 2% PO Value / Day
site
Arrangement of certified testing 2 days 2% PO Value / Day
equipment & tools for inspections at
site

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Provision of Inspection reports with 5 days after site visit 3% PO Value / Day
recommendation to terminals
MS / JSA rework On site visit 0.5% PO Value /
Rework
Unavailability of appropriate PPE On site visit 1% PO Value / Day

Submission of final invoice Within 45 days of WCC 0.5% PO Value / 30


signing days

(b) The CONTRACTOR agrees that the COMPANY retains the right to impose penalty of up to
maximum 10% of the PURCHASE ORDER (PO) value in cases of delays, sub-par performance,
non-performance, non-response and other factors for Corrective Maintenance (CM) POs.

(c) Penalties or any other applicable Deductions shall be made directly by the COMPANY from
CONTRACTORS billing.

(d) No additional LIQUIDATED DAMAGES will be applicable on this SCOPE apart from those set out
in this section.

5 PAYMENT SCHEDULE

(a) The CONTRACTOR will be paid based on work completion against each PURCHASE ORDER.
CONTRACTOR will be liable to submit all necessary supports with invoice which includes and but
is not limited Work Completion Certificate (duly signed by COMPANY focal), Submission of
Reports, Closure of Punch List Items, and any other requirements as may be defined by
COMPANY.

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SECTION VI - INSURANCE REQUIREMENTS

1 TYPES AND AMOUNTS OF INSURANCE TO BE PROVIDED BY CONTRACTOR


1.1 Employer's Liability and Worker's Compensation Insurance

(a) CONTRACTOR will arrange employer’s liability coverage for personal injury to or death of
employees of CONTRACTOR, who are engaged in the performance of SCOPE, to the minimum
limit required by any applicable legislation, including extended cover (where required) for
working offshore, but in any case, in an amount not less than PKR 500,000 per occurrence.

(b) CONTRACTOR will arrange worker’s compensation only where required in the jurisdiction in
which SCOPE is to be supplied or where required in the locale where CONTRACTOR PERSONNEL
are employed.
1.2 General Third Party Liability Insurance

(a) CONTRACTOR will arrange third party liability insurance, including coverage for sudden and
accidental pollution and contractual liability, for any incident or series of incidents covering the
operations of CONTRACTOR in the performance of the CONTRACT, in an amount not less than
PKR 1,000,000 per occurrence.
1.3 Third Party and Passenger Liability Insurance

(a) CONTRACTOR will arrange third party and passenger liability insurance as may be required by
applicable law or similar regulation in the countries of use for motor vehicles used by
CONTRACTOR in connection with the execution of SCOPE, in an amount not less than PKR
1,000,000 per occurrence.
1.4 Additional Insurance Requirements

(a) CONTRACTOR will arrange such further insurance as may be required under APPLICABLE LAWS.

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Section VII - HSSE REQUIREMENTS


PART A

1 PURPOSE
1.1 Purpose of HSSE requirements schedule

(a) This Section is intended to provide both mandatory HSSE requirements which CONTRACTOR
GROUP must comply with in execution of SCOPE and minimum required elements for the
management of HSSE risks.

(b) In setting out requirements, COMPANY GROUP assumes no liability for CONTRACTOR’s HSSE
responsibilities.

2 ADDITIONAL DEFINED TERMS


Where used in this Section, the following capitalised words and expressions will have the
following meanings. Other capitalized words in this Section have the meaning given to them in
the DEFINITIONS AND INTERPRETATION Section of the CONTRACT.

ALARP: (As Low As Reasonably Practicable) meaning the point at which the cost (in time, money
and effort) of further Risk reduction is grossly disproportionate to the Risk reduction achieved.

CONTRACT HSSE PLAN: a document prepared by CONTRACTOR which describes how HSSE
management is implemented for the CONTRACT SCOPE.

EMERGENCY RESPONSE: The activity of mitigating the consequences of an INCIDENT and


facilitating the return to normal operations.

HAZARD: An agent with the potential to cause harm to people, damage to assets, or an impact
on the environment or community.

HIGH POTENTIAL INCIDENT: An INCIDENT or near miss in which the potential consequence(s)
could have resulted in

(i) Permanent total disability, fatality or multiple fatalities

(ii) Major or massive damage to asset, community, and/or environment.


HSSE MANAGEMENT SYSTEM (HSSE-MS): A documented system comprising the structure,
practices, procedures, processes, resources and responsibilities that a business does to manage
and meet its HSSE objectives.

INCIDENT: an unplanned event or chains of events that result or could result, as in the case of
near misses, in injury or illness to people or damage to assets, the environment or reputation.

PERMIT TO WORK (PTW): a written system used to control and approve work and to
communicate work requirements. It identifies the individuals who are responsible for specifying
controls, verifying conditions at the work site authorising the work, and records by signature
their understanding of these controls and duties.

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3 COMPLIANCE WITH COMPANY GROUP WORKSITE REQUIREMENTS


3.1 Compliance with COMPANY GROUP worksite requirements:

(a) In connection with performance of the CONTRACT, CONTRACTOR will adhere to the following
requirements:

(i) CONTRACTOR in performing SCOPE will conduct all activities in accordance with
COMPANY HSSE-MS and the agreed risk management controls and recovery measures
between CONTRACTOR and COMPANY, the elements of which are further detailed below.

(ii) Where CONTRACTOR identifies that there are risks associated with SCOPE which are not
covered by the HSSE STANDARDS, or where CONTRACTOR concludes the HSSE
STANDARDS may be inadequate, CONTRACTOR will immediately notify COMPANY.
CONTRACTOR will thereafter diligently work with COMPANY to agree on additional or
revised HSSE STANDARDS prior to proceeding with the relevant part of the SCOPE.

4 HSSE MANAGEMENT SYSTEM (HSSE-MS)


4.1 CONTRACTOR’s Obligation for an HSSE-MS

(a) CONTRACTOR will effectively implement the HSSE requirements provided by COMPANY. At
COMPANY’s request, and without limiting CONTRACTOR’s obligations, CONTRACTOR will
provide to COMPANY information documenting CONTRACTOR’s implementation of the HSSE
requirements for review by COMPANY.
4.2 General HSSE requirements to be implemented from the HSSE-MS

(a) CONTRACTOR will at all times demonstrate its commitment to HSSE and will ensure that all
managerial and senior supervisory personnel of CONTRACTOR GROUP:

(i) be mindful of HSSE risks;

(ii) demonstrate visible HSSE leadership through communication, worksite visits,


participation in HSSE activities, HSSE interventions, and feedback;

(iii) motivate, coach, and develop personnel in effective HSSE management; and;

(iv) hold individuals accountable to comply with HSSE STANDARDS and CONTRACTOR’s own
manuals, standards, rules and procedures.

(b) CONTRACTOR will establish and maintain the resources needed, including people, equipment,
materials, information, and time, to implement COMPANY HSSE requirements and comply with
APPLICABLE LAWS.

(i) CONTRACTOR will implement a competency assurance process that assures that all
CONTRACTOR PERSONNEL have and maintain the HSSE competencies necessary to
perform activities supporting performance of the CONTRACT.

(ii) CONTRACTOR will have a training programme for CONTRACTOR PERSONNEL that
supports the management of the HSSE risks of the CONTRACT.

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(iii) For activities determined to have high HSSE risks, CONTRACTOR will identify personnel
responsible for implementing and managing HSSE controls and recovery measures and
the accompanying competency and assurance requirements. These will be subject to
approval by COMPANY prior to the start of performance of SCOPE.

(c) CONTRACTOR will continuously manage the HSSE risks associated with the SCOPE and any
changes to the SCOPE by means of a structured methodology following internationally
recognised practices. The risk management activities will demonstrate that HAZARDS (and
associated risks) are identified and where the HAZARD cannot be eliminated, the risks are
managed to ALARP.

(i) CONTRACTOR’s risk management activities will include:

(A) development of a list of all activities that will be used as a basis to determine the
HSSE risks;

(B) development of a list of the HSSE HAZARDS of each identified activity;

(C) the assessment of the risk associated with the each identified activity in SCOPE,
and applying the COMPANY risk assessment matrix (RAM);

(D) a description of how each HAZARD will be controlled and the need for specific job
hazard analysis when the normal procedures and controls are expected to be
inadequate;

(E) implementation of risk reduction measures to control or mitigate the HAZARD and
its effects; and

(F) planning for recovery in the event of a loss of control leading to an unacceptable
effect.

(d) CONTRACTOR will comply with:

(i) COMPANY PERMIT TO WORK process to manage the risks of hazardous work;

(ii) COMPANY’s Management of Change procedures; and

(iii) COMPANY EMERGENCY RESPONSE plans, including those for medical emergencies and
spills or releases to the environment to maintain preparedness.

(e) CONTRACTOR will provide processes to select, maintain, test, inspect, calibrate, certify and
verify performance of tools and equipment used for SCOPE, and ensure tools and equipment
are operated within defined design and operating limits at all times. Processes to manage tools
and equipment are performed at frequencies appropriate to the level of risk, and deviations
from specified criteria are managed.

(f) CONTRACTOR will ensure it has a fully implemented fitness to work process (including a Drugs
and Alcohol policy) that assures that all CONTRACTOR PERSONNEL engaged in supply of SCOPE
are medically and physically fit to perform work within SCOPE.

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(g) CONTRACTOR will report HSSE performance that meets the performance and monitoring
requirements as communicated from time to time by COMPANY, including leading and lagging
key performance indicators (“KPIs”) as agreed between COMPANY and CONTRACTOR.

(h) CONTRACTOR will take corrective action to improve HSSE performance that does not meet the
KPIs agreed between CONTRACTOR and COMPANY.

(i) CONTRACTOR will report all incidents, including near misses, to COMPANY.

(j) CONTRACTOR will comply with COMPANY’s reporting requirements regarding INCIDENTS
associated with the SCOPE and cooperate in all cases where COMPANY determines to
investigate the INCIDENT. CONTRACTOR PERSONNEL will, at the request of COMPANY, attend
and contribute to COMPANY's INCIDENT investigation in a manner prescribed by COMPANY.

(k) COMPANY may recommend and communicate corrective action arising from an INCIDENT
investigation to CONTRACTOR and CONTRACTOR will be solely responsible to ensure that all
relevant recommended actions are taken.

(l) CONTRACTOR will periodically perform self-audits, reviews and inspections to determine the
effectiveness of the various HSSE programs and initiatives. CONTRACTOR will also perform
audits, reviews, and inspections on its SUBCONTRACTORS. CONTRACTOR will implement areas
of improvement arising from CONTRACTOR audits, reviews and inspections. COMPANY has the
right to review CONTRACTOR audits, reviews and inspections.

(m) COMPANY will have the right to review CONTRACTOR’s compliance with the HSSE STANDARDS
on a scheduled basis. These reviews may take place prior to commencement of the SCOPE,
during its execution (e.g, at the conclusion of certain major milestones), and at completion of
the SCOPE. The reviews may include capability assessments, WORKSITE visits, document
reviews, and CONTRACTOR PERSONNEL interviews.

(i) Implementation, monitoring and closure of action items from COMPANY reviews:

(A) CONTRACTOR will ensure that responses to non-compliance findings and areas of
improvement from its own and COMPANY capability assessments, audits,
inspections, and reviews are documented. CONTRACTOR will implement all
recommendations from such capability assessments, audits, inspections, and
reviews within time scales mutually agreed between COMPANY and CONTRACTOR.

(B) CONTRACTOR will develop and maintain an action tracking register for all
recommendations resulting from both CONTRACTOR and COMPANY audit
activities. The status of all actions in the action tracking register will be monitored
and reported as part of the monthly reporting cycle. The resolution of each
recommendation will be documented in the action tracking register.

5 SUBCONTRACTOR MANAGEMENT REQUIREMENTS


5.1 Requirements for Subcontractor Management

(a) Where CONTRACTOR has received approval from COMPANY to SUBCONTRACT portions of the
SCOPE, and without limiting CONTRACTOR liability, CONTRACTOR will have a documented
process for the selection and management of SUBCONTRACTORS that ensures that any

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SUBCONTRACTOR engaged to perform any portion of the SCOPE complies with HSSE
STANDARDS.

6 CONTRACT HSSE PLAN


6.1 Requirements for CONTRACT HSSE PLAN

(a) CONTRACTOR will submit the CONTRACT HSSE PLAN, applicable to the SCOPE, to COMPANY for
approval, unless otherwise agreed by COMPANY. The CONTRACT HSSE PLAN will summarise the
SCOPE and at a minimum, will include:

(i) full incorporation of IOGP 459 Life Saving Rules, available at https://www.iogp.org/life-
savingrules/;

(ii) a description of the HSSE organisation and resources to support execution of the SCOPE
to include competency and training requirements for CONTRACTOR PERSONNEL
performing and managing high risk activities;

(iii) HSSE risk assessment(s) and control and recovery measures for execution of SCOPE
activities (including SUBCONTRACTOR SCOPE);

(iv) a monitoring and reporting plan, regularly reviewed with the COMPANY, that enables the
COMPANY to verify the implementation of the CONTRACT and CONTRACT HSSE PLAN and
ensure they are effective at managing the risks;

(v) a process to identify and mitigate performance gaps against the CONTRACT HSSE PLAN
with COMPANY agreement on gap closure plans; and

(vi) a process to identify and regularly review with the COMPANY any agreed leading and
lagging HSSE key performance indicators (KPIs) and any other management data required
to be collected in performance of the SCOPE.
6.2 CONTRACTOR responsibilities for CONTRACT HSSE PLAN

(a) CONTRACTOR will revise the CONTRACT HSSE PLAN as and when required, including upon
addition of any SCOPE not covered by the original CONTRACT HSSE PLAN. If at any time the
CONTRACT HSSE PLAN is considered by either COMPANY or CONTRACTOR to be inadequate in
practice, CONTRACTOR will revise the CONTRACT HSSE PLAN accordingly. All revisions to the
CONTRACT HSSE PLAN must be approved by COMPANY prior to implementation.

(b) CONTRACTOR is solely responsible for implementing the CONTRACT HSSE PLAN, communicating
its relevant parts, including subsequent revisions, to CONTRACTOR PERSONNEL and requiring
CONTRACTOR PERSONNEL to comply with the CONTRACT HSSE PLAN.

(c) CONTRACTOR will include SUBCONTRACTOR activities in the CONTRACT HSSE PLAN.

7 SCOPE SPECIFIC HSSE REQUIREMENTS - PART B


7.1 Requirements for CONTRACTOR

(a) Cleaning of Storage Tanks

(i) CONTRACTOR will apply the hierarchy of control as follows:


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(A) minimise the need for, or reduce the frequency of, tank cleaning;

(B) use online cleaning methods (while tank is in operation) that do not require the
opening of, or entry into, tanks;

(C) use mechanical cleaning options that do not require people to enter tanks; and

(D) allow personnel entry and manual cleaning of tanks where supported by a
documented risk assessment, with reference to the Confined Space Work provision
of the HSSE STANDARDS.

(ii) CONTRACTOR will establish and maintain procedures for tank cleaning in accordance with
internationally recognised standards that include:

(A) pre-cleaning inspection to assess the tank contents and roof condition;

(B) precautions during gas freeing to include vehicle and personnel access restrictions,
control of ignition sources, and weather conditions; and

(C) emergency response arrangements during tank cleaning.

(iii) CONTRACTOR will apply PERMIT TO WORK requirements for all tank cleaning.
CONTRACTOR will recognise, as a minimum, the HAZARDS of:

(A) fire and explosion;

(B) toxic substances and asphyxiation;

(C) static electricity due to steam and water jetting and grit blasting; and

(D) pyrophoric scale.

(b) Confined Space Work

(i) CONTRACTOR will identify Confined Space Work (CSW) and implement procedures to
manage the risk of CSW that:

(A) describe local requirements, responsibilities, competence, and monitoring; and

(B) must be controlled by PERMIT TO WORK and include a job-specific risk assessment
and identification of controls as part of planning the SCOPE.

(ii) CONTRACTOR will inform CONTRACTOR PERSONNEL of the existence and HAZARDS of
confined spaces.

(iii) CONTRACTOR will reduce risk by applying the following hierarchy of controls:

(A) eliminate the need for CSW;

(B) avoid the need for respiratory protection or skin protection for CSW by eliminating
or minimising flammable, toxic, asphyxiant, or other HAZARDS through emptying,
flushing, clearing, and ventilating, and avoid the need for hearing protection, fall
protection, lifelines, or other types of personal protective equipment by removing
or controlling HAZARDS; and
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(C) specify respiratory protection or other protective equipment and apply working
methods that reduce the exposure time of people in the confined space.

(iv) CONTRACTOR will:

(A) verify that the confined space is isolated from all potential sources of hazardous
material and energy, including radiation; and

(B) use isolation points as close as possible to the confined space, in line with the Safe
Isolation - Lock Out Tag Out provision of the HSSE STANDARDS.

(v) CONTRACTOR will verify that atmospheric conditions meet the following criteria before
entry, and are maintained throughout the work:

(A) Oxygen %

(I) Without Respiratory Protection: 20 to max. 21.5

(II) With Respiratory Protection: >16 to max. 21.5

(III) Inert Entry: <4

(B) Toxics

(I) Without Respiratory Protection: < ½ Occupational Exposure Limit

(II) With Respiratory Protection: < level that is Immediately Dangerous to Life
or Health

(III) Inert Entry: Not applicable

(C) Flammables % of Lower Flammable Limit

(I) Without Respiratory Protection: Not detectable (<1)

(II) With Respiratory Protection: <10 For hot work - not detectable

(III) Inert Entry: <10

(vi) CONTRACTOR will ensure that:

(A) an authorised person for gas testing carries out the gas test before the PERMIT TO
WORK is issued; and

(B) the test results are documented and provided with the PERMIT TO WORK.

(vii) CONTRACTOR will ensure that the authorised person for gas testing:

(A) repeats the test at a frequency sufficient to verify that occupants in the confined
space are protected from atmospheric HAZARDS; and

(B) investigates any deviation in the oxygen level or in the contaminant level of toxics
or flammables, and assess risks and take appropriate action.

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(viii) CONTRACTOR will allow entry into confined spaces, with respiratory protection, only
when the source, nature, and concentration of the hazardous atmosphere are
understood, and when an authorised person has:

(A) approved the selection of respiratory protection.

(B) verified the quality of air supplied from bottles, compressors, or ventilators.

(C) CONTRACTOR agrees that if contaminants or heat in the confined space can affect
entrants’ health, CONTRACTOR will:

(ix) provide a plan for ventilation or other controls prior to entry;

(A) list the controls with the PERMIT TO WORK;

(B) verify that the controls are put in place; and

(C) not use oxygen or oxygen-enriched air to ventilate a confined space.

(x) CONTRACTOR will include in the PERMIT TO WORK the controls required to manage the
risks from any energy sources used inside the confined space.

(A) If electrical equipment is needed inside the confined space (e.g. lighting),
CONTRACTOR will use low voltage equipment if available. If low voltage equipment
is not available, an earth leakage current device or ground fault circuit interrupter
must be used to protect entrants against electric shock.

(xi) CONTRACTOR will verify that lighting in the confined space allows entrants to see well
enough to work safely and to exit the space quickly in an emergency.

(xii) CONTRACTOR will establish a rescue plan for recovering people from the confined space,
and ensure that all equipment and other resources needed for a rescue are readily
available whenever people are in the confined space.

(xiii) CONTRACTOR will indicate the entry points to be used and barricade or use signs at all
other openings to prevent unauthorised entry.

(xiv) CONTRACTOR will station an attendant outside the confined space.

(xv) CONTRACTOR will:

(A) verify that the attendant is present at all times while entrants are in the confined
space; and

(B) before people enter the confined space, establish effective means of
communication between the people inside the confined space, the attendant
outside, and the control room or the emergency response team.

(xvi) CONTRACTOR will prevent unauthorised entry and take action if conditions change,
including:

(A) maintaining a record of numbers and names of people in the confined space;

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(B) monitoring the confined space from outside at all times while entrants are inside,
and maintaining communication with the entrants;

(C) stopping any ongoing work and evacuating the confined space if ventilation
systems fail, contaminants exceed agreed limits, conditions become unsafe, or
other emergencies at the site require evacuation;

(D) activating the emergency response team in the event of emergency; and

(E) refraining from attempting a rescue unless it is conducted as defined in the rescue
plan.

(c) Electrical Safety

(i) CONTRACTOR will use only authorised persons to work on electrical equipment in line
with the qualification and authorisation process within the agreed upon electrical safety
rules.

(ii) CONTRACTOR will use equipment or work instructions that manage ignition sources
caused by electrical equipment or static electricity in classified areas by:

(A) managing the selection, installation and inspection/maintenance of electrical


equipment in classified areas; and

(B) using equipment and work practices that manage static electricity.

(iii) CONTRACTOR will manage work on or near electrical equipment and provide safe
isolation through the following:

(A) provide PERMIT TO WORK for electrical work that could expose CONTRACTOR
PERSONNEL to harmful electrical energy as specified by the electrical safety rules;

(B) de-energise and isolate equipment as required in the Safe Isolation - Lock Out, Tag
Out provision, as set out in the CONTRACT, or if not set out in the CONTRACT, as
required by COMPANY;

(C) verify that there is no voltage and, when required, using earthing, physical barriers,
protective equipment, special tools, or other controls to prevent harm to
personnel when it is not possible to de-energise equipment;

(D) obtain signed authorisation from an authorised person designated by the electrical
safety rules for switching, testing, and working on electrical equipment; and

(E) control work, equipment near underground and overhead electrical HAZARDs to
prevent contact with energised lines or equipment.

(iv) CONTRACTOR will control electrical work in design and construction by:

(A) providing a mutually agreed upon system to review and approve the design,
installation, and bringing into service of permanent or temporary electrical systems
and facilities;

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(B) obtaining COMPANY approval whether newly constructed electrical equipment


may be connected to COMPANY electrical power distribution and generation
systems; and

(C) verifying that electrical drawings are provided and maintained.

(d) Hot Work

(i) CONTRACTOR will apply the following hierarchy of controls:

(A) carry out the work outside the classified area when the classified area is free of
flammable materials;

(B) eliminate ignition sources by selecting alternative work methods or equipment;


and

(C) implement controls to avoid co-existence of flammable materials and ignition


sources during Hot Work.

(ii) CONTRACTOR will inspect, and maintain equipment to be used as a control for Hot Work
in classified areas.

(iii) CONTRACTOR will manage Hot Work through PERMIT TO WORK requirements.

(iv) CONTRACTOR will:

(A) confirm that equipment that could contain flammable materials is gas free and
isolated in line with the requirements of the Safe Isolation - Lock Out Tag Out
provision of the HSSE STANDARDS before the work begins;

(B) inspect the work area and adjacent areas, and clear them of flammable materials
and combustible materials; and

(C) have an authorised person for gas testing establish that the work area and adjacent
areas are free of flammable materials.

(v) CONTRACTOR will test the atmosphere frequently enough to establish that the area
remains free of flammable materials.

(A) CONTRACTOR will stop the work and investigate any exceedance of flammable gas
limits; and

(B) take corrective action before restarting work.

(vi) CONTRACTOR will, when required by the PERMIT TO WORK, maintain a fire watch who is
in direct communication with CONTRACTOR PERSONNEL performing the Hot Work.

(e) Ionising Radiation

(i) CONTRACTOR will apply the following hierarchy of control for work with sealed and
unsealed radioactive sources and generation devices:

(A) use alternative non-radioactive applications where practicable;

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(B) minimise the strength of sources and energy from devices selected for use; and

(C) minimise the time that sources are on the location and remove when not in use.

(ii) CONTRACTOR will appoint an individual (e.g. a radiation protection officer) at the
WORKSITE who is competent in radiation matters to be responsible for establishing and
maintaining detailed radiation procedures (Radiation Procedures) which include:

(A) protective measures to keep exposures below dose limits.

(B) provision of a secure, lockable source store with managed access to keys.

(C) a system to identify, track and record details of all sources on the location; and.

(D) methods to minimise radioactive waste generated.

(iii) The radiation procedures for work with Naturally Occurring Radioactive Material
(“NORM”), the procedures will include the following:

(A) methods to minimise NORM generated, such as scale inhibition, and to move work
with NORM to specialist premises where practicable;

(B) methods to identify locations, areas of plant and equipment that may be
contaminated with NORM;

(C) testing of potentially contaminated equipment for NORM before work begins and
when potentially contaminated surfaces become accessible;

(D) protective measures when handling NORM or NORM-contaminated equipment;

(E) methods to minimise environmental impact of disposal routes; and

(F) a system to record locations and activities of NORM encountered, names of staff
involved in work with NORM, and amounts, activities, and disposal routes of NORM
disposed.

(f) Lifting and Hoisting

(i) CONTRACTOR will establish competence assurance for people in HSSE CRITICAL
POSITIONS who supervise or perform lifting and hoisting operations and who inspect and
maintain lifting equipment.

(ii) CONTRACTOR will apply procedures that are approved by a COMPANY subject matter
expert for lifting and hoisting, which must include the following:

(A) for routine lifts, develop general lifting procedures that identify and control the
HAZARDS;

(B) for all non-routine lifts, assign the authorised person for the lifting and hoisting
operation, and the individual in charge of the lift;

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(C) for non-routine simple lifts, conduct a specific job hazard analysis to define the lift
plan, assess site factors to define logistics, crane stability, and radius of operation,
and assess load factors to define load integrity and stability; and

(D) for non-routine complex lifts, appoint a CONTRACTOR subject matter expert for
lifting and hoisting to establish the lifting plan, assess site factors to define logistics,
crane stability, and radius of operation, assess load factors to define load integrity
and stability, provide the requirements for lifting of personnel, and provide the
requirements for performing blind lifts.

(iii) CONTRACTOR will ensure that equipment to be used for lifting and hoisting is:

(A) inspected and maintained in line with the manufacturer’s recommendations;

(B) certified; and

(C) used only for its intended purpose and within its designed operating limits.

(iv) CONTRACTOR will manage non-routine lifting and hoisting in line with the issued PERMIT
TO WORK for the specific activity.

(v) CONTRACTOR will check the lifting and hoisting equipment before all lifts and confirm
that:

(A) equipment is suitable for its intended purpose; and

(B) safety devices are installed and operational.

(vi) CONTRACTOR will confirm that required controls are in place and the lift is carried out as
per the applicable lift procedure.

(vii) CONTRACTOR will keep people clear of overhead loads and areas of potential impact.

(viii) CONTRACTOR will assign a flagman when moving cranes near overhead electrical lines,
reversing, or manoeuvring in an area with plant, machinery, or personnel.

(g) Personal Protective Equipment

(i) CONTRACTOR will apply the following hierarchy of control to manage personal protective
equipment use:

(A) eliminate the HAZARD or exposure;

(B) substitute materials or equipment to reduce the hazard or exposure;

(C) use engineering control of the HAZARD or exposure;

(D) use procedural control of the HAZARD or exposure; and

(E) use personal protective equipment.

(ii) CONTRACTOR will verify that personal protective equipment remains effective when the
HAZARD, exposure, or controls change.

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(iii) CONRACTOR will establish and maintain a procedure to manage the use of personal
protective equipment. In particular, CONTRACTOR will:

(A) document the arrangements for people to have fitness evaluation prior to the use
of respiratory protection in line with the requirements in the Fitness To Work
provision, as set out in the CONTRACT, or if not set out in the CONTRACT, as
required by COMPANY; and

(B) specify:

(I) where and when personal protective equipment must be used;

(II) the types of personal protective equipment to be used;

(III) methods for making people aware of when and where personal protective
equipment must be used;

(IV) how people are fitted for personal protective equipment;

(V) how people are trained to put on and use personal protective equipment
and trained in the limitations of its use; and

(VI) how to issue, inspect, maintain, store, and replace personal protective
equipment.

(h) Safe Isolation – Lock Out Tag Out

(i) CONTRACTOR will protect people from energy and hazardous substances by isolating
equipment, locking movable isolation devices, and placing a tag at each point of isolation.

(ii) CONTRACTOR will establish and maintain isolation and lock out tag out procedures that
specify:

(A) the authorised persons for isolating, locking out and tagging out equipment;

(B) the types of work that need to be managed by lock out and tag out and the
methods of isolation;

(C) how to place and remove locks and tags at each point of isolation and how to
manage locks and keys;

(D) the additional controls required and how to use tags on valves instead of locks
downstream of unit (battery limit) isolation blinds;

(E) the additional controls to maintain an equivalent level of protection when the
person who placed a lock or tag is not available to remove it; and

(F) the tests to prove that isolation is complete.

(iii) CONTRACTOR will, for work not classified as short duration work, apply the following
hierarchy of control for isolation:

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(A) remove equipment from HAZARDS, or create an air gap or physical break to
prevent the HAZARD from affecting people;

(B) isolate equipment from HAZARDS using a solid physical barrier. Blinding is the
minimum isolation requirement for confined space entry and for work covered by
the requirements in the Hot Work provision, of the HSSE STANDARDS; and

(C) move to the safe position and lock movable devices, electrical circuit breakers, and
valves that isolate HAZARDS.

(iv) When applying the hierarchy of control from the previous paragraph to isolate electrical
equipment, CONTRACTOR will verify that electrical back-feed is not possible. When
applying the hierarchy of control from the previous paragraph for valves, two valves must
be closed and a drain opened between them (double block and bleed), or if a single valve
is used, verify that it provides isolation, and provide at least one additional control (such
as personal protective equipment). Where the single valve is the barrier to an acute toxic
substance, a pressure greater than four bar, a material above its flash point or a material
above 60°C (Celsius), this method of control can only be used to install a blind.

(v) For work not classified as short duration work and where all the elements in the hierarchy
of control cannot be applied, CONTRACTOR will:

(A) include a requirement to undertake a risk assessment to identify alternative


controls;

(B) after a risk assessment is in place, approve any variance from the hierarchy of
control or delegate the authority for approval of the variance.

(C) when delegating the authority to approve a variance, verify that the delegate
obtains additional approval of another independent, authorised person.

(D) approve single-valve process isolations only when it is proven that the system is
de-pressurized prior to intrusive work being performed (zero energy check).

(vi) Before executing short duration work, CONTRACTOR will verify that a:

(A) zero-energy check has been performed and a zero energy condition is confirmed;

(B) single operating and/or maintenance team is involved (i.e. no handover or shift
change to a new team is involved, and the WORKSITE is not left unattended) while
the system is isolated; and

(C) documented and approved risk assessment shows single valve process isolation to
be a safe alternative to full application of the hierarchy of control.

(vii) For all work covered by Safe Isolation Lock Out Tag Out, CONTRACTOR will apply a PERMIT
TO WORK and an isolation list to manage work and to identify every point where locks
and tags are to be applied.

(viii) CONTRACTOR will manage isolation, placement, and removal of locks and tags by:

(A) shutting down equipment and removing or draining any reserve of stored energy;

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(B) isolating equipment from HAZARDS by either disconnecting equipment or installing


or operating isolation devices as close as possible to the equipment being worked
on;

(C) installing blinds or placing locks and completed tags at isolation points to make it
clear to anyone who wants to use or work on the equipment that it is isolated;

(D) using locks and tags that are readily identifiable as being used only for isolation,
identifying the person who placed the lock and tag and the time the tag was placed,
and ensuring the locks and tags are weatherproof and secure enough to prevent
unauthorised or inadvertent removal;

(E) verifying that all isolation valves remain in full sight and are under the exclusive
management of the team installing the blinds when using isolation tags without
locks to install blinds.

(F) verifying that the equipment is properly isolated and that no stored energy or
HAZARDS remain;

(G) when the work is complete, telling affected people about the plans to remove
isolation and put equipment back in service;

(H) verifying that each person removes their individual lock, and the individuals
authorised remove the tags following an agreed plan; and

(I) telling affected people what equipment has been put back in service.

(ix) CONTRACTOR will ensure that CONTRACTOR PERSONNEL engaged in Safe Isolation - Lock
Out Tag Out:

(A) always retain keys used for isolation in their sole possession unless otherwise
required by a group lock out tag out procedure;

(B) do not remove a lock or tag placed by someone else unless authorised to do so by
the Lock Out Tag Out procedure;

(C) do not operate or energise a device that is locked or tagged;

(D) advise the person named on the tag, or the supervisor, of any tag that has fallen
off, or has been misplaced; and

(E) remove and return tags as specified by the Lock Out Tag Out procedure.

(i) Working at Height

(i) CONTRACTOR will determine if the work can be done in a way that better controls the
risk of a fall by applying the following hierarchy of controls:

(A) eliminate the work at height;

(B) work from a permanent work platform with guardrails and toe boards;

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(C) work from a temporary work platform (scaffold) or mobile work platform with
guardrails, and assess the HAZARDS of installing, operating or maintaining the work
platform when deciding whether it is reasonably practicable; and

(D) use personal fall-protection equipment (this includes industrial rope access
techniques).

(ii) CONTRACTOR will ensure CONTRACTOR PERSONNEL:

(A) inspect, maintain or repair fall protection equipment;

(B) inspect, maintain or repair ladders;

(C) use fall protection equipment;

(D) construct, or inspect temporary work platforms; and

(E) perform work using rope access techniques and equipment.

(iii) Before using chain or rope ladders, CONTRACTOR will verify that all other means of
accessing the WORKSITE have been discounted as not reasonably practicable.
CONTRACTOR will ensure that chain and rope ladders will only be used with an inertia fall
arrestor.

(iv) CONTRACTOR authorised person who inspects fall protection equipment and ladders is
responsible for conducting periodic inspections in line with manufacturers’
recommendations. Fall protection equipment and ladders that fail inspection will not be
used.

(v) CONTRACTOR PERSONNEL who gain access to and work at height are required to:

(A) Visually inspect fall protection equipment and ladders before each use.

(B) Wear personal fall protection equipment and be tied off at all times while moving
to and from the work at height, moving at height, and moving at height within 6
feet or 1.8 metres of a flat roof or platform edge without a guardrail, or moving at
height on any pitched roof regardless of proximity to the edge.

(I) Verify that anchor points meet Internationally Recognised Standards or


APPLICABLE LAWS, as appropriate, before starting work.

(II) Use a fit-for-purpose harness and lanyard to tie off personal fall protection
equipment to an acceptable anchor point.

(III) Climbing up and down ladders less than 20 feet or 6.1 metres is allowed
without the use of personal fall protection equipment.

(C) Use three points of contact when climbing up and down ladders.

(D) Use a ladder climbing safety device when climbing up or down uncaged ladders
when these are 20 feet or 6.1 metres or longer.

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(vi) CONTRACTOR will build, operate, inspect, and maintain scaffolds, or use mobile work
platforms, and equipment for lifting people (e.g. winches, basket transfer equipment) in
line with internationally recognised standards, i.e.:

(A) whenever reasonably practicable, build ladders within the structure of multilevel
scaffolds to minimise the potential fall distance;

(B) when it is not reasonably practicable to build a ladder within the scaffold, and the
potential fall distance is greater than 20 feet or 6.1 meters, use a ladder-climbing
device such as an inertia reel fall arrestor;

(C) tie off as required per accepted practices for work at height, equipment design, or
manufacturer recommendations.

(vii) CONTRACTOR PERSONNEL who plan or are involved in emergency response will
determine the method(s) used to rescue people who have fallen, are suspended in a
harness and could develop suspension trauma

(j) Health Hazard Management

(i) If required by COMPANY, CONTRACTOR will conduct a Health Risk Assessment (HRA) as
prescribed by COMPANY.

(ii) CONTRACTOR will verify that health risks have been identified and assessed and that
controls and recovery measures in line with risk management have been implemented
and maintained.

(iii) CONTRACTOR will verify that health risks, controls, and recovery measures are
understood by impacted people.

(iv) CONTRACTOR will review the contents of the HRA when existing operations are changed
in a way that would change the health HAZARDS or reduce the effectiveness of controls
and recovery measures.

(v) CONTRACTOR, if required by COMPANY, will perform and approve the HRA, including:

(A) recording the HRA in oneHealthIT or an equivalent system;

(B) assessing and documenting gaps in controls and recovery measures; and

(C) providing the results of the HRA to relevant stakeholders.

(vi) CONTRACTOR will implement and maintain controls and recovery measures in the work
environment as documented in the HRA.

(vii) CONTRACTOR will manage occupational exposure to health HAZARDS to whichever of the
following is lower, either:

(A) Occupational Exposure Limits set by APPLICABLE LAW or regulations; or

(B) COMPANY Occupational Exposure Limits, shown below

(I) COMPANY Occupational Exposure Limits for Chemical Hazards: Benzene

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Chemical Abstracts: 71-43-28-


hour time-weighted average: 0.5 ppm or 1.6 mg/m3
15-minute short term exposure limit: 2.5 ppm or 8 mg/m3

(II) COMPANY Occupational Exposure Limits for Chemical Hazards: Ethylene


Oxide
Chemical Abstracts: 75-21-8
8-hour time-weighted average: 1 ppm or 1.8 mg/m3
15-minute short term exposure limit: -

(III) COMPANY Occupational Exposure Limits for Chemical Hazards: Isoprene


Chemical Abstracts: 78-79-5
8-hour time-weighted average: 10 ppm or 28 mg/m3
15-minute short term exposure limit: 50 ppm or 140 mg/m3

(IV) COMPANY Occupational Exposure Limits for Chemical Hazards: Man-Made


Vitreous Fibres (MMVFs) (Refractory Ceramic Fibres)
Chemical Abstracts: -
8-hour time-weighted average: 0.5 fibre/ml
15-minute short term exposure limit: -

(V) COMPANY Occupational Exposure Limits for Chemical Hazards: MMVFs


(Fibreglass, Mineral Wool)
Chemical Abstracts: -
8-hour time-weighted average: 1.0 fibre/ml
15-minute short term exposure limit: -

(VI) COMPANY Occupational Exposure Limits for Biological Hazards: Legionella


Liquid Sample Result: 100 CFU/ml

(VII) COMPANY Occupational Exposure Limits for Physical Hazards: Noise


8-hour limit: 85 dB(A)
Peak Exposure Limit: 140 dB(C)

(k) Alcohol and Drugs

(i) CONTRACTOR will establish an alcohol and drugs policy that includes:

(A) standards of behaviour required by COMPANY;

(B) awareness training;

(C) rehabilitation;

(D) testing; and

(E) disciplinary measures.

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(ii) CONTRACTOR will establish and maintain procedures to implement the alcohol and drugs
policy.

(iii) CONTRACTOR will establish and maintain procedures for alcohol and drugs that include:

(A) design of alcohol and drugs testing;

(B) treatment and rehabilitation programme; and

(C) reintegration of employees into the workplace.

(iv) CONTRACTOR will implement the alcohol and drugs policy and procedures.

(l) Fatigue Risk Management

(i) CONTRACTOR will identify and record any HSSE critical positions where one or more of
the situations covered below occur or may occur

(A) a planned shift length, excluding overtime and handovers, greater than 12 hours
within a 24-hour period;

(B) overtime resulting in working hours exceeding 12 hours more than once per
month;

(C) overtime or call-outs resulting in more than 16 working hours in one calendar day;

(D) shift work or call-outs at any time between 22:00 and 06:00, including shifts that
start during or extend into this period;

(E) day-to-day changes to shift start times that are a change of more than three hours;

(F) more than 28 days of consecutive work without at least 24 hours of continuous
time-off.

(ii) CONTRACTOR will establish and maintain a fatigue risk management plan for HSSE critical
positions identified under this provision.

(iii) CONTRACTOR will provide fatigue risk management awareness training for supervisors
who are in roles that apply the fatigue risk management plan.

(iv) CONTRACTOR will include consideration of the potential contribution of the risk of fatigue
when investigating significant and HIGH POTENTIAL INCIDENTS, as applicable.

(v) CONTRACTOR will make individuals in identified HSSE critical positions aware of the risks
of fatigue associated with lack of time off for sleep.

(m) Fitness to Work

(i) CONTRACTOR will identify all job tasks requiring evaluation of fitness to work, including
evaluations for the following job tasks:

(A) aircraft refuelling;

(B) catering, preparing, or handling unwrapped foods ready for consumption;

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(C) expatriate assignments including long and short term international assignments
and international commuter assignments;

(D) fire-fighting and rescue team member work;

(E) frequent business travel;

(F) crane operator work;

(G) professional driver work;

(H) remote location work; and

(I) use of respiratory protection that requires a tight seal to protect the user.

(ii) CONTRACTOR will review the health risk assessment, and documented demonstration of
ALARP to identify any other job tasks that require fitness to work evaluation.

(iii) CONTRACTOR will, with human resources professionals, define and apply a process to
manage CONTRACTOR PERSONNEL who have been determined to be unfit for a required
task.

(A) CONTRACTOR will include, and provide employees with access to an appeal
process associated with fitness to work.

(B) CONTRACTOR will, where permitted by APPLICABLE LAWS, include a requirement


that CONTRACTOR PERSONNEL advise their supervisor or health professional
designated by CONTRACTOR of a change in their physical or psychological capacity
for work.

(iv) CONTRACTOR will verify that CONTRACTOR PERSONNEL identified by this provision as
having fitness for work requirements complete fitness to work evaluations.

(A) CONTRACTOR will designate CONTRACTOR PERSONNEL having fitness for work
requirements unfit for the task until the fitness to work evaluations are completed
and that person is deemed fit.

(v) CONTRACTOR will identify any CONTRACTOR PERSONNEL who may not be fit for work
and only assign work to CONTRACTOR PERSONNEL who are fit for the work.

(A) CONTRACTOR will refer CONTRACTOR PERSONNEL to a health professional


designated by CONTRACTOR when there is a concern about the individual’s fitness
to work, or before any CONTRACTOR PERSONNEL returns to work following an
injury or illness that could affect fitness for work.

(vi) CONTRACTOR will review any work restrictions provided by the health professional and
subsequently approve changes in work assignment or return to work of any
CONTRACTOR PERSONNEL.

(vii) CONTRACTOR will establish protocols and set criteria for evaluations for fitness to work.

(viii) CONTRACTOR will maintain a process for CONTRACTOR PERSONNEL to appeal against the
results of the fitness to work evaluation.

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(n) PRODUCT STEWARDSHIP

(i) PRODUCT STEWARDSHIP Definitions

(A) For purposes of this Article, the following definitions apply:

(I) HAZARD LABELS: Labels that contain information concerning hazards of a


PRODUCT based on Globally Harmonized System of Classification and
Labelling of Chemicals (GHS) and/or local regulatory requirements, which is
affixed to, printed on, or attached to the immediate container of a Product,
or to the outside packaging. Each HAZARD LABEL must have the following
information from the SAFETY DATA SHEETS: Product Name, Key Hazards,
and Pictograms.

(II) PRODUCTS: Refers to any goods, materials, products and equipment


provided or utilized in connection with the SCOPE in which a SAFETY DATA
SHEET is required by APPLICABLE LAW.

(III) PRODUCT STEWARDSHIP: Responsible management and minimization of


the health, safety and environmental impacts of any PRODUCTS provided or
utilized in connection with the SCOPE.

(IV) SAFETY DATA SHEETS: A document that is intended to provide sufficient


comprehensive information about a Product to allow impacted
Stakeholders (e.g. customers, employers, Contractors and authorities) to
obtain concise, relevant and accurate information with respect to the
Hazards, uses and controls that exist to manage Hazards and Risks. While
there have been some differences in existing industry recommendations
and country specific regulatory requirements around SDS content, adoption
of Globally Harmonized System of Classification and Labelling of Chemicals
(GHS) revisions/building blocks and cut-off limits, and the ISO 11014
standard, has specified 16 sections.

(ii) General PRODUCT STEWARDSHIP obligations

(A) Prior to performance of SCOPE and as early as practicable, CONTRACTOR will


provide to COMPANY all SAFETY DATA SHEETS and other applicable written
information regarding the PRODUCTS pertaining to safety, environment, and
health hazards for COMPANY to disseminate individuals within COMPANY GROUP,
OTHER CONTRACTORS and third parties that may require it under APPLICABLE LAW
and COMPANY policy.

(B) CONTRACTOR will coordinate with COMPANY to provide and maintain a current
listing of all PRODUCTS and quantities at the COMPANY WORKSITE for inventory
reporting, where required by APPLICABLE LAW and COMPANY policy.

(C) CONTRACTOR will provide updated SAFETY DATA SHEETS to COMPANY without
delay in the event of material changes to the HAZARD or control measures required
for safe PRODUCT management.

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(D) Prior to performance of SCOPE and as early as practicable, CONTRACTOR and


COMPANY will ensure SAFETY DATA SHEETS, associated risk assessments, controls
and recovery measures for PRODUCTS are readily available to all individuals who
may be exposed to PRODUCTS, including COMPANY GROUP, CONTRACTOR
GROUP, OTHER CONTRACTORS, and third parties (i.e. any individual who may be
exposed).

(E) Prior to performance of SCOPE and as early as practicable, CONTRACTOR will


provide any additional regulatory or technical information including Globally
Harmonized System for Classification and Labelling (“GHS”) HAZARD classifications
of PRODUCTS and applicable components, subject to COMPANY’s reasonable
accommodations for intellectual property or trade secret considerations.

(F) CONTRACTOR warrants that each and every PRODUCT sold to COMPANY,
transferred by CONTRACTOR to COMPANY, or utilized in connection with the
SCOPE and is required or permitted to be reported for the inventory of PRODUCT
under APPLICABLE LAWS and HSSE STANDARDS has been reported either by
CONTRACTOR, or by others, to the appropriate authorities without restriction (e.g.
low volume exemption, extension of assessment, or other limitations).
CONTRACTOR will notify COMPANY immediately in writing of any inventory listing
deficiencies, along with the plans, including timing, to resolve those deficiencies.

(G) An appropriate HAZARD LABELING, as and if required by law, will precede or


accompany each shipment of PRODUCT. Further, CONTRACTOR shall send to
COMPANY updated SAFETY DATA SHEETS and HAZARD LABELING as required by
APPLICABLE LAWS.

(H) COMPANY will have reciprocal obligations where applicable.

(iii) Additional PRODUCT STEWARDSHIP obligations when CONTRACTOR selects PRODUCTS


for COMPANY or CONTRACTOR use on WORKSITES.
Prior to performance of SCOPE, CONTRACTOR will:

(A) Provide COMPANY with a preliminary risk assessment per HSSE STANDARDS, which
includes, but is not limited to:

(B) Intrinsic hazards of the PRODUCTS, and;

(C) Potential exposure to the selected PRODUCTS.

(D) Ensure that all PRODUCTS are approved for use by COMPANY and required controls
and recovery measures implemented prior to mobilization to WORKSITE.

(iv) Additional PRODUCT STEWARDSHIP obligations where CONTRACTOR is supplying


PRODUCTS for use in manufacturing, rebranding, or any end-product for sale by
COMPANY.

(A) Additional PRODUCT STEWARDSHIP obligations where CONTRACTOR is supplying


PRODUCTS for use in manufacturing, rebranding, or any end-product for sale by
COMPANY.COMPANY shall provide CONTRACTOR with a SAFETY DATA SHEET and
other HSE related PRODUCT information which relates to the safe conduct of the
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manufacturing and/or packaging operations to be conducted by CONTRACTOR.


When and as such information becomes available, COMPANY shall promptly
update such information pertinent to the manufacture and/or packaging of the
PRODUCT.

(B) Where CONTRACTOR manufactures or imports chemicals, CONTRACTOR shall


comply with APPLICABLE LAWS and HSSE STANDARDS on evaluating and classifying
PRODUCTS. All substances supplied by CONTRACTOR shall have been pre-
registered / registered in accordance with APPLICABLE LAWS and HSSE
STANDARDS, with any chemical application requirements under the CONTRACT
exposure scenarios also included in the registration process.

(o) Driver Safety

(i) CONTRACTOR will ensure CONTRACTOR PERSONNEL who drive in the performance of the
SCOPE:

(A) have a current driving license that is valid for the location, type of vehicle and,
where applicable, the cargo;

(B) are physically and mentally capable of operating the vehicle, including:

(I) be rested and alert to maintain attention throughout the trip;

(II) stop the vehicle and take a rest break if attention is lost; and

(III) not operate a vehicle while under the influence of alcohol, drugs, narcotics,
or medication that could impair driving ability;

(C) use three-point seatbelts at all times and make sure passengers do so except for
passengers in buses where only lap belts are available, or in public transport in
which seatbelts are not available.

(D) do not use a mobile phone, pager or similar mobile device (whether hands-free or
not) while driving.

(I) CONTRACTOR may only use a mobile phone in a vehicle where permitted by
APPLICABLE LAW

(II) in case of emergency, personal safety or security situations;

(III) as part of convoy management;

(IV) inside a plant (in safe areas and at safe speeds) when needed to maintain
safe management of equipment or processes during an emergency or time
sensitive operation; or

(V) as a navigation device.

(E) will not allow unauthorised passengers in the vehicle;

(F) visually inspect the vehicle for roadworthiness every day before use, including
tyres and windscreen (windshield);

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(I) perform a complete walk-around of heavy goods vehicles to check for


HAZARDs before each trip.

(G) will drive with lights on during daytime, except where prohibited by APPLICABLE
LAW;

(H) use vehicles equipped with:

(I) three-point seatbelts and head restraints; and

(II) anti-lock braking systems (ABS), vehicle side impact protection, and airbags
for driver and front seat passenger for COMPANY owned, contracted or
leased light vehicles

(ii) CONTRACTOR will periodically question and review the number of journeys with the
intent to eliminate journeys and lower the risk by applying the following hierarchy of
controls:

(A) eliminate the journey;

(B) change to a lower risk transportation mode (air, rail, marine);

(C) apply vehicle controls; and

(D) apply administrative and procedural controls that guide driver and passenger
behaviour, including driver competence requirements and journey management.

(iii) CONTRACTOR will provide an annual online defensive driving course for all CONTRACTOR
PERSONNEL who are not employed primarily to drive vehicles and drive on public roads
in the performance of the SCOPE. CONTRACTOR will also provide an accredited defensive
driving course and manage competence for drivers who:

(I) drive more than 7,500 km per year or 4660 miles per year on COMPANY
business on public roads;

(II) drive in road safety high risk countries, as identified by COMPANY; or

(III) are employed primarily to drive vehicles.

(iv) CONTRACTOR will at least annually engage CONTRACTOR PERSONNEL who drive in the
performance of the SCOPE, to discuss CONTRACTOR PERSONNEL’s approach to Journey
Management Assessments (JMAs) and driving activities and will maintain records of such
engagements. A JMA, for purposes of this article, is a mental risk assessment required
prior to every road trip covering fitness to drive, vehicle condition, the route and road
conditions.

(v) CONTRACTOR will not allow driving for more than 10 consecutive hours, any combination
of work related activities and driving for more than 14 hours or any combination of work
related activities and driving for more than 12 hours in road safety high risk countries;

(vi) CONTRACTOR will not allow the use of motorbikes or other motorised devices with two
or three wheels, all-terrain vehicles (ATVs) or quads in the performance of SCOPE.

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(vii) CONTRACTOR will maintain and equip COMPANY GROUP owned, contracted or leased
vehicles so that they are:

(A) fit for purpose based on an assessment of usage; and

(B) kept in safe working order in line with manufacturers’ specifications and
APPLICABLE LAWS.

(C) CONTRACTOR will document the maintenance work performed pursuant to the
preceding paragraph.

(viii) CONTRACTOR will, in line with HSSE STANDARDS and where installed in COMPANY
GROUP owned, contracted or leased vehicles and allowed by APPLICABLE LAWS, use data
from an in vehicle monitoring system as a monitoring method to:

(A) analyse and improve road transport planning and safety performance;

(B) provide regular, formal feedback to drivers; and

(C) apply consequence management that includes recognition for compliance and
sanction for non-compliance.

(ix) CONTRACTOR will, for transport operations in road safety high risk countries:

(A) perform a risk assessment of COMPANY GROUP and CONTRACTOR GROUP vehicle
use to justify not installing in vehicle monitoring systems; and

(B) submit the Risk Assessment to the COMPANY Principal Technical Expert for road
safety for approval.

(x) CONTRACTOR will ensure that light vehicles used in the performance of the SCOPE:

(A) score a five star safety rating in new car assessment program tests in the region
where the vehicle is purchased; or

(B) meet comparable internationally recognised standards approved by the COMPANY


Principal Technical Expert for road safety.

(xi) CONTRACTOR will provide vehicles with elevated rear lights and brake lights for use off-
road or on gravel or dirt roads.

(p) Professional Driver Safety

(i) (a)CONTRACTOR will ensure the following for CONTRACTOR PERSONNEL who are
employed primarily to drive vehicles (“PROFESSIONAL DRIVER”) and drive in the
performance of SCOPE:

(A) meet the driver requirements of this Article of this Part B on Driver Safety;

(B) to drive heavy goods vehicles and where permitted by APPLICABLE LAWS, be at
least 21 years old and have at least three years’ experience driving the type of
vehicle concerned;

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(C) to drive buses or minibuses in road safety high risk countries and where permitted
by APPLICABLE LAWS, be at least 23 years old and have at least four years’
experience driving the type of vehicle concerned;

(D) apply controls to make sure that the vehicle is safe to load or unload, that the load
is securely contained throughout the journey, and that the load and vehicle are
stable;

(E) inspect vehicles every day and maintain a record of vehicle inspections;

(F) carry all the documentation required for hazardous loads; and

(G) comply with the duty, driving, and rest hours specified by the COMPANY in the
table below, or with APPLICABLE LAWS (if evaluated by a process approved by the
COMPANY Principal Technical Expert for road safety.

(I) Maximum driving hours

At any time (continuous): 4.5

Per day (24 hours): 9 (extendable to 10 hours up to twice in 7 days)

Per 7 days: 56

(II) Maximum duty hours

At any time (continuous): -

Per day (24 hours): 12

Per 7 days: 72

(III) Maximum working week

At any time (continuous): -

Per day (24 hours): -

Per 7 days: 6 consecutive days

(IV) Minimum break

At any time (continuous): 45 minutes per 12 hours (may be split into three
15-minute breaks)

Per day (24 hours): 11 consecutive hours (reducible to 9 hours up to three


times in 7 days)

Per 7 days: -

(V) Minimum shift break

At any time (continuous): 36 consecutive hours when changing shift

Per day (24 hours): -


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Per 7 days: 36 consecutive hours

(ii) CONTRACTOR will provide bus and minibus PROFESSIONAL Drivers an accredited
defensive driving course before driving in road safety high risk countries.

(iii) CONTRACTOR will conduct random drug and alcohol checks for all PROFESSIONAL
DRIVERS, where permitted by APPLICABLE LAWS.

(iv) CONTRACTOR will provide vehicles in accordance with the following

(A) Anti-lock Braking System (ABS)

(I) Light Vehicles: Yes

(II) Heavy Goods Vehicles (HGVs) and Buses: Yes

(B) Rollover Prevention Device

(I) Light Vehicles: Yes, on vehicles ordered after 2009 where available in the
country and there is a high risk of rollover based on experience, or where
the centre of gravity of the Vehicle increases rollover risk.

(II) Heavy Goods Vehicles (HGVs) and Buses: Yes, on all bulk vehicles. Yes on all
other HGVs ordered after 2009 where available in the country and there is
a high risk of rollover based on experience, or where the centre of gravity of
the vehicle increases rollover risk.

(C) Rollover Protection Device

(I) Light Vehicles: Decide based on local Risk Assessment for Vehicles that may
operate in off-road environments

(II) Heavy Goods Vehicles (HGVs) and Buses: Yes, on all bulk vehicles

(D) Airbags

(I) Light Vehicles: Yes

(II) Heavy Goods Vehicles (HGVs) and Buses: No

(E) Vehicle Side Impact Protection

(I) Light Vehicles: Yes

(II) Heavy Goods Vehicles (HGVs) and Buses: No

(F) In Vehicle Monitoring System

(I) Light Vehicles: Yes, in road safety high risk countries; In all other countries,
decide based on risk assessment.

(II) Heavy Goods Vehicles (HGVs) and Buses: Yes

(G) Side and rear under-run protection

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(I) Light Vehicles: No

(II) Heavy Goods Vehicles (HGVs) and Buses: Yes

(H) Reversing alarm

(I) Light Vehicles: No

(II) Heavy Goods Vehicles (HGVs) and Buses: Yes

(v) CONTRACTOR will inspect and maintain HSSE critical equipment in line with
manufacturers’ specifications.

(vi) CONTRACTOR will:

(A) for trips of more than four and a half hours, prepare a journey management plan,
including the loading and discharge site (where applicable); the authorised route;
the identification of route HAZARDS and communication requirements during the
journey, and agree a driving and rest schedule;

(B) verify that the PROFESSIONAL DRIVER understands the journey management plan
before each journey;

(C) verify that the PROFESSIONAL DRIVER reports any change from the journey
management plan that occurs during the journey;

(D) review any changes to decide whether to update the journey management plan;
and

(E) for transport operations in road safety high risk countries where the trip is less than
four and a half hours, perform a local risk assessment that evaluates both safety
and security risks to determine if a journey management plan is needed.

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Section VIII - APPENDIX

1 PRODUCTION RESOURCE TOOLS (PRT)

2 PERFORMANCE SCORECARD

3 LIST OF CRITICAL SPARE PARTS

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PRODUCTION RESOURCE TOOLS (PRT)

(i) DPK-LOAD002-01 DKI System Technical Inspection

(ii) D00-ELED012-01 Genset Technical Inspection.

(iii) D00-ELED013-01 Genset Detail Inspection.

(iv) D00-KOMD002-01 Air Compressor Technical In-Service Inspection.

(v) D00-PUMD007-02 Fire Pump Preventative Maintenance.

(vi) D00-PUMD008-02 Fire Pump Flow Test.

(vii) D00-ENGD001-01 Fire Pump Inspection.

(viii) DPK-PUMD003-01 Product Pumps Monthly.

(ix) DPK-PUMD004-01 Product Pump 6 Month.

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Global Distribution Engineering
Inspection & Maintenance Practices

Inspection Category Form Number Reference Standard


Technical DPK-PUMD004-01 I&M Practice

Inspection Activity Horizontal-Centrifugal Pump overhaul


(Preventive maintenance)
Site Name
Asset(s) Covered by this Inspection Date

Safety First Follow the rules and regulations of the site


Visual Inspection Objective & Scope: This scope of work includes to pump overhaul vibration and temperature analysis.
Operator’s technical surveillance is not limited to the Product Pump and components but may extend to areas where the system
operates.

TASK TASK COMPLE RESULTS/OBSERVATIONS/REMARKS MX03


ID TED FOLLOW ON TASKS
(Y/N)
P.1 Replace oil in pump bearings or
if applicable take a sample of
oil from each bearing in a clean
sample bottle and send to the
lab for analysis. Results sheets
to be sent to R&I engineer.

(Ref: Further Actions #2)

P.2 If applicable apply correct type


of grease to each bearing in
accordance with the
manufacturer’s lubrication
schedule and specification.

P.3 Using the handheld Motor NDE:


Thermometer measure pump
and motor (when in operation) Motor DE:
bearing temperatures at the
specified measuring point and Pump DE:
record readings (to be less than
60oC). Pump NDE:

(Ref: Further Actions #5)

P.4 Measure the RMS vibration Motor NDE Horiz: Pump NDE Horiz:
levels (mm/s) for each bearing,
at the specified measuring
point, in each plane –
Horizontal, Vertical, Axial.

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Global Distribution Engineering
Inspection & Maintenance Practices

(Maximum Vibration level as Motor NDE Vert: Pump NDE Vert:


per Manufacturer /
Table 4.1 e.g., 100kW = 4mm/s
Motor NDE Axial: Pump NDE Axial:
and 300kW = 5mm/s).

(Ref: Further Actions #1) Motor DE Horiz: Pump DE Horiz:

Motor DE Vert: Pump DE Vert:

Motor DE Axial: Pump DE Axial:

P.5 Close visual inspection of pump


casing, joints, pipes, valves,
small bore pipework, instrument
tubing for any leaks. ). Check
Cast Iron pump casing with
Dye Penetrant test (DPT).
Record any leaks identified.

P.6 Check mechanical seals for leaks


and for general condition (where
possible) and record
observations. (Hazardous Area
Certification.) Option is to remove
and check seal surface as per
maintenance plan (e.g., every 3-5
years)

(Ref: Further Actions #3)

P.7 Check pipe supports, flexible


joints and small-bore tubing for
damage, corrosion, threaded
connections and record
observations. (Measurements of
main pipe vibration may be
required).

P.8 Close visual inspection of the


baseplate and foundations and
record observations including
checks on levels in both
directions.

P.9 Check that all pressure


monitoring points, pump drainage
points etc. are properly locked or
plugged. Record observations.

P.10 Gearbox (if applicable):


Should be clear from leaks from
the casing.
Oil in the reservoir should be at
the correct level.

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Global Distribution Engineering
Inspection & Maintenance Practices

Take a Sample of the oil in a


clean sample bottle and send to
the lab for analysis, results to be
forwarded to R&I engineer.
(Option is to change the oil.)
Measure and record the bearing
temperatures.
Measure and record Vibration
levels at input shaft and output
shaft.

(Ref: Further Actions #1 & #5)

P.11 Check external or internal pump


bypass valve operation for noise
and correct setting. Record
observations.

P.12 If applicable check that pump


shutdown fusible loop
pneumatic tubing is not leaking
and is in good condition.

P.13 Visual inspection of motor cable


connections, glands and
junction box. Ensure in good
condition, correctly fitted and no
damage.

P.14 Check earth bonding system


cables and connections and
ensure that they are in good
condition with no damage.

Check earth continuity reading


is less than 0.1 Ohm and record
reading (may be part of another
notification and has its own PRT
- Refer to Note d) at end of
form).

(Ref: Further Actions #4)


P.15 Check filter for any significant
debris and where necessary
clean or replace filter (Note:
Depending on Filter type).

Check pump/driver coupling for


wear of gears/flexible elements.
If issues are identified, then
exchange elements and align
P.16
the pump-motor arrangement.

(Ref: Further Actions #6)

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Global Distribution Engineering
Inspection & Maintenance Practices

If any issues are identified with Tasks S.6 to S.11 than in most instances Corrective Actions will normally require
Third Party involvement.

Notes:
a) If a pump-set is idle for a longer than 1 month it is good practice that the shaft be rotated by 390 o to avoid
fretting of bearings and sagging of the shafts. If this is not practiced and/or the pump-set has been out of
Service for greater than 3 months, then third party involvement will be required prior to bringing the unit
back into Service.
b) Findings to be forwarded to R&I Engineer for further analysis (Optional).
c) Duty/Standby pumps – Are they switched over on a regular basis.

Overall Results (✓ the appropriate box)


No follow up actions identified
Actions have been identified as a result of this activity and will be followed up as appropriate per the
Maintenance Execution Process. Identify action and describe follow up in space below.

Form Completed By Form Reviewed By

Name: Name:

Title: Title:

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Global Distribution Engineering
Inspection & Maintenance Practices

Inspection Category Form Number Reference Standard


Surveillance DPK-PUMD003-01 I&M Practice

Inspection Activity Horizontal-Centrifugal Pump


Site Name
Asset(s) Covered by this Inspection Date

Safety First Follow the rules and regulations of the site


Visual Inspection Objective & Scope: Operator’s surveillance is not limited to the Product Pump and components but may
extend to areas where the system operates.

TASK ID TASK REPORT IF (in the REPORTABLE UNIT MX03


As Found (Y/N)
Condition
S.1 Instruments (pressure gauges, level Gauge level is out
(RTF Check) gauges etc.) are indicating the correct with the maximum
level/set point. (Good Practice - Max & or minimum levels.
min. levels marked on all gauges will
give the Operator an objective measure).

S.2 Check seal system (tanks, tubing, small Any leak (no matter
(RTF Check) bore pipes) and the mechanical seals for how small) is
any leaks. found).

S.3 Check the coupling guard is in place, that Any of the coupling
(RTF Check) it is mounted properly and is not touching guard conditions
any rotating part (evidence of flexible are not met.
element degradation i.e., black powder,
small rubber type debris).

S.4 Check the pump casing, pipe Any leak (no matter
(RTF Check) connections, flanges, valves, threaded how small) is
connections etc. for signs of product found).
leakage.

S.5 Check for any unusual noise from the Any unusual noise
(RTF Check) pump – e.g., high pitched (noticeable is heard.
even with hearing protection in place),
low rumbling or crackling (possible
cavitation), grinding (metal to metal
contact).

If any issues are identified with Tasks S.1 to S.5 than in most instances Corrective Actions can normally be carried
without any third-party involvement.

S.6 Check pump foundation bolts are tight Any bolt movement
(Good Practice - match-marking the bolts is found.
will give an objective and easy check).

05/May/ 2022/Page 1
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D
Global Distribution Engineering
Inspection & Maintenance Practices

S.7 Check bearing housing oil level sight Level is below min.
glass/auto greaser (where applicable) level, any visible
and ensure oil level is visible and above water or dirt in the
min. level or grease pot is at least 25% oil, grease level is <
full. (Good practice – min. levels on sight min. level and any
glass). leak.

S.8 Using the handheld Thermometer Any bearing


measure pump and motor bearing temperature> 60oC
temperatures. (Suggest temperatures
above 60oC. are reported and Good
Practice to mark measuring points on
bearing locations for consistent
measurements).

S.9 Check that pipes (main process and Any pipe is seen to
small bore) are not subject to (excessive) be vibrating.
vibration. (i.e. report if pipe(s) are seen
vibrating. In case of doubt, consult
TM/FE.

S.10 Check the pump baseplate, supports and Any change in the
foundations for any evidence of cracking, baseplate or
settling or movement. (Good Practice is foundation is noted.
to install small spirit levels on baseplate
to check for any change in level over
time).

S.11 Check that the motor cooling fan cover is Any damage to the
in place, free from damage and that the cover and the fan
fan is operating. not rotating.

S.12 Using the handheld Motor NDE:


Thermometer measure
pump and motor (when in Motor DE:
operation) bearing
temperatures at the Pump DE:
specified measuring point
and record readings (to be Pump NDE:
less than 60oC).

(Ref: Further Actions #5)

05/May/ 2022/Page 2
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D
Global Distribution Engineering
Inspection & Maintenance Practices

S.13 Measure the RMS Motor NDE Horiz: Pump DE Horiz:


vibration levels (mm/s) for
Motor NDE Vert: Pump DE Vert:
each bearing, at the
specified measuring point, Motor NDE Axial: Pump DE Axial:
in each plane –
Motor DE Horiz: Pump NDE Horiz:
Horizontal, Vertical, Axial.
(Maximum Vibration level Motor DE Vert: Pump NDE Vert:
as per Manufacturer /
Table 4.1 e.g., 100kW = Motor DE Axial: Pump NDE Axial:
4mm/s and 300kW =
5mm/s).

(Ref: Further Actions #1)

If any issues are identified with Tasks S.6 to S.11 than in most instances Corrective Actions will normally
require Third Party involvement.

Notes:
a) If a pump-set is idle for a longer than 1 month it is good practice that the shaft be rotated by 390 o
to avoid fretting of bearings and sagging of the shafts. If this is not practiced and/or the pump-set
has been out of Service for greater than 3 months, then third party involvement will be required
prior to bringing the unit back into Service.
b) Findings to be forwarded to R&I Engineer for further analysis (Optional).
c) Duty/Standby pumps – Are they switched over on a regular basis.

05/May/ 2022/Page 3
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D
Global Distribution Engineering
Inspection & Maintenance Practices

Overall Results (✓ the appropriate box)


No follow up actions identified
Actions have been identified as a result of this activity and will be followed up as appropriate per the
Maintenance Execution Process. Identify action and describe follow up in space below.

Form Completed By Form Reviewed By

Name: Name:

Title: Title:

05/May/ 2022/Page 4
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

Global Distribution Engineering


Inspection & Maintenance Practices

Inspection Category Form Number Reference Standard


Technical DPK-LOAD002-01 I&M Practice

Inspection Activity Technical Inspection of DKI System


Site Name
Asset(s) Covered by this Surveillance Date

Safety First Follow the rules and regulations of the site


Visual Inspection Objective & Scope
Visually inspect of DKI system components for Housekeeping and damage or operational
problems.
DKI System Verification  DKI VALVE
 Check DKI system tags in list provided matches field Authorization Signal
markings. ball valve cable

Solenoid
Technical Inspection valve
 Check loading arm break is functioning properly.
Pressure
 Lock the loading arm by clamp bolt and move loading arm Air regulator
up/down in order to check clamp bolt holds loading arm supply
tubing
in position.
 Press Deadman push button and check if light
illuminates after 10 seconds (Default value).
 Press Deadman push button and check if valve shuts down
Position
after 20 seconds (Default value). switch
 Keep Deadman push button pressed for more than 20  SLIDING COLLAR
seconds to check authorization ball valve closes Upper
automatically. Follower collar
 Check position switch of authorization ball valve is Lower
adjusted as per operational requirement. collar
HI &
 Check authorization ball valve opens only in arm down HHI
position. Probe
 Check HI level probe inside probe cover is 223 mm down cover
from bottom of follower. Adjust if required.
 Check HHI level probe inside probe cover is 80 mm down Bottom Clamp
from bottom of follower. Adjust if required.
 BENZENE REDUCTION
 Check control, power and signal cables are properly
CONTROL PANEL
connected.
 Check authorization ball valve flow is reduced after EXME power
liquid reaches Hi level probe. switch
 Check authorization ball valve is closed after liquid
reaches HHI level probe. HHI
HHI level
 Check HHI level indicator light mounted on Exd device level
probe
alarm
illuminates once HHI liquid level is reached. light monitor
 Check EXME power switch is in ON position and power
light illuminates on all probe monitors.
 Check loading arm proximity/arm down sensor is not EXD
damage and working properly. enclosure
 Check follower is not bent and proximity sensor is panel
secure. Adjust if required. EXE
enclosure
JB HI level probe
monitors

Date: 11 June 2018


FORM: DPK-LOAD002-01 Page 1 of 2
BY: SUK
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

Global Distribution Engineering


Inspection & Maintenance Practices

 LOADING ARM BREAK


 Check Benzene Reduction Control panel having EXD Clamp bolt
enclosure panel (PLC, PLC I/O, 24V power supply and
Barrier Relays), EXE enclosure JB, EXME power switch,
HI level probe monitors, HHI level probe monitor and
HHI level alarm light are functional and its cabling Locking
are secure. tube mount
 Check all components installed on Benzene reductions
control panel are in good condition. Sliding rod Locking tube
 Check valves of pressure balancing tubing installed
on authorization ball valve are in open position.
 Check 5.5 Barg pressure is shown on pressure gauge of Deadman
pressure regulator. Adjust pressure regulator if push button
required.

Documentation
 Check that any follow on corrective orders from
inspections have been initiated are closed.
Cable
gland

Butterfly valve

Overall Results ( the appropriate box)

No follow up actions identified


Actions have been identified as a result of this activity and will be
followed up as appropriate per the Maintenance Execution Process. Identify
action and describe follow up in space below

Form Completed By Form Reviewed By


Name: Name:
Title: Title:

Date: 11 June 2018


FORM: DPK-LOAD002-01 Page 2 of 2
BY: SUK
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

Global Distribution Engineering


Inspection & Maintenance Practices

Inspection Category Form Number Reference Standard


Technical D00-PUMD008-02 I&M Practice 05-001

Inspection Activity Fire Pump Flow Test


Site Name
Asset(s) Covered by this Test Date

Safety First Follow the rules and regulations of the site


Flow Test Objective & Scope
A test is recommended for each fire pump set (electric motor powered) and jockey pump.
A test of each pump assembly should be conducted under minimum, rated, and peak flows of the fire
pump by controlling the quantity of water discharged through approved test devices.

Activity
Faults & Rectification
Item Completed
Completed/Action Required
Y, N, NA
At No-flow conditions:
➢ Check circulation relief valve for operation to
discharge water.
➢ Check pressure relief valve (if installed) for
proper operation.
➢ Test conducted for a minimum of ½ hour.
At Each Flow Condition:
➢ Record electric motor(s) voltage and current (all
lines):
Flow Voltage Current

➢ Record pump speed in rpm:


Flow Pump Speed

➢ Record simultaneous (approximately) readings


of pump suction and discharge pressures and
pump discharge flow for, as a min for no flow,
Rated Flow and 150% of rated flow. Plot these
points on the original pump curve ( Head vs
Flow) for comparison.
Flow Suction P Discharge P

Last Issue: July 2012. Updated: 6th Jan2022


DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

Global Distribution Engineering


Inspection & Maintenance Practices

Automatic Transfer Switch


➢ Simulate a power failure condition while the
pump is operating at peak load.
➢ Verify that the transfer switch transfers power to
the alternate power source.
➢ Verify that the pump continues to perform at
peak load.
➢ Remove the power failure condition and verify
that after a time delay, the pump is reconnected
to the normal power source.
Other Fire Pump System Tests
➢ Automatic transfer switches tested routinely and
exercised in accordance with NFPA 110,
Standard for Emergency and Standby Power
Systems.
➢ Tests of appropriate environmental pump room
space conditions (e.g., heating, ventilation,
illumination) made to ensure proper manual or
automatic operation of the associated
equipment.
➢ Parallel and angular alignment of the pump
and driver checked during the test. Any
misalignment corrected.
Relief Valves
➢ Verify the closure of the circulation relief valve
is in accordance with the manufacturer’s
specifications.
➢ Verify the pressure relief valve is correctly
adjusted and set to relieve at the correct
pressure and to close below that pressure
setting.

Overall Results (✓ the appropriate box)

No follow up actions identified

Actions have been identified as a result of this activity and will be followed up as appropriate per
the Maintenance Execution Process. Identify action and describe follow up in space below

Form Completed By Form Reviewed By


Name: Name:
Title: Title:

Last Issue: July 2012. Updated: 6th Jan2022


DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

Global Distribution Engineering


Inspection & Maintenance Practices

Inspection Category Form Number Reference Standard


Technical D00-PUMD007-02 I&M Practice 05-001

Inspection Activity Fire Pump Preventative Maintenance


Site Name
Asset(s) Covered by this Technical Inspection Date

Safety First Follow the rules and regulations of the site


Preventative Maintenance Objective & Scope
This preventative maintenance is recommended for each fire pump set (electric motor and diesel engine
powered) and jockey pumps.
This work is to be done in addition to the interim preventative maintenance.
For acceptance criteria, reference NFPA 25
Follow manufacturer’s recommendations. In the absence of manufacturer’s recommendations, the scope
of this preventative maintenance includes (as applicable):
Activity
Faults & Rectification
Item Completed
Completed/Action Required
Y, N, NA
Pump System:
 Lubricate pump bearings
 Check pump shaft end play
 Check accuracy of pressure gauges and
sensors (change or recalibrate when 5% out of
calibration)
 Check pump coupling alignment
Mechanical Transmission:
 Lubricate coupling
 Lubricate right-angle gear drive
Electrical Systems (Electric Pumps):
 Trip circuit breaker (if mechanism provided)
 Inspect and operate emergency manual starting
means (without power)
 Tighten electrical connections as necessary
 Lubricate mechanical moving parts (excluding
starters and relays)
 Calibrate pressure switch settings
 Grease motor bearings
Fuel System (Diesel Engines):
 Check for water or foreign material in tank,
including checking for haziness, sediment or
darkening
Last Issue July 2012
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

Global Distribution Engineering


Inspection & Maintenance Practices

 Check and test tank vents and overflow piping


for obstructions
 Inspect fuel piping
Lubrication System (Diesel Engines)
 Change Engine Oil
 Change Oil Filter(s)
Cooling System (Diesel Engines)
 Check Antifreeze
 Rod out Heat Exchanger
 Inspect duct work, clean louvers (combustion
air)
Exhaust System (Diesel Engines)
 Test for excessive back pressure
 Inspect system hangers and supports
Electrical System (Diesel Engines)
 Check voltmeter and ammeter for accuracy
 Check for corrosion on printed circuit boards
 Check for cracked cable/wire insulation
 Check for signs of water on electrical parts

Overall Results ( the appropriate box)

No follow up actions identified

Actions have been identified as a result of this activity and will be followed up as appropriate per
the Maintenance Execution Process. Identify action and describe follow up in space below

Form Completed By Form Reviewed By


Name: Name:
Title: Title:

Last Issue July 2012


DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

Distribution Maintenance and Inspection Form


Form No: D00-KOMD002-01
Air Compressor Technical In-Service Inspection

Site Name Surveillance Conducted By Surveillance Date

Organisation

Name

Item Item Acceptance Criteria/Ref. Yes No Note Fault &


No Standard Rectification
Completed/Action
Required.
Unit Identification/Tag
No.
1.0 Unit in Operation
1.1 Compressor unit Any abnormal vibration, noise, smell, or heat from
unit?
Are all compressor hold down bolts & fixings free
from abnormal vibration & in good condition?
1.2 Compressor piping Any abnormal pipe vibration?
Are all pipe connections free from audible air leaks?
1.3 Temperature Is the compressor casing operating temperature
normal? Is the discharge temperature normal?
1.4 Compressor Vacuum & Are the gauge readings normal?
pressure
1.5 Oil Levels Are oil levels adequate? Are there leaks?

1.6 Drive Belts (where Do all drive belts appear correctly tensioned and
fitted) that there are no frayed or damaged belts?

1.7 Safety Relief valve Any air leaks from the relief valve? Is the relief valve
correctly installed for its required function?
Any gags, blinds, closed valves or obstructions that
would prevent the valve from functioning correctly?

1.8 Valves Are valves in normal operating position and easy to


operate?

1.9 Air Receiver Water Drain Is the receiver free of water? Is the drain operating
correctly?

1.10 Air Pressure Control Are marked settings matching pressure (in and out)?
Switch For adjustments notify Engineering.

1.11 Air Receiver Integrity Are there signs of corrosion, bulging, cracking,
Defects support failure or excessive denting?

1.12 Housekeeping Is area generally clean & tidy?

Signed Confirmed

Technically Qualified Person Supervisor/ Approved Company Representative

FORM D00-KOMD002-01 Page 1 of 1 Revised on 5/7/2009 5:07 PM


Revision No.: 0
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

Distribution Maintenance and Inspection Form


Ref No: D00-ENGD001-01
DIESEL: ENGINE PREVENTATIVE MAINTENANCE SCHEDULE
CHECK SHEET Sheet 1 of 1

Site Name Maintenance Conducted By Maintenance Date


Organisation
Name
Instructions
• This Check Sheet applies to the Annual Preventative Maintenance Schedule recommended required for each
Fire Pump diesel Engine.
• Refer to REP 05-001
• This work is to be done in addition to the interim service schedule ENG002
• Records should be maintained on all work performed on the pump, driver, controller, and auxiliary equipment.
• Acceptance Criteria/Ref. NFPA 25
• In the absence of manufacturer’s recommendations for preventive maintenance, the following schedule should
be applied.
• Results are to be documented as:
Y = Completed; N = Not Done; NC = Not Completed; NA = Not Applicable.
Where an N, NA or NC is recorded, detail is to be provided in designated area at base of this form
Equipment No’s Item Name

Inspection Faults &


Completed Rectification
Item Details
Y, N, NC, Completed/Action
NA Required
Fuel
a Check for - water and foreign material in tank
Check and test - Tank vents and overflow piping is
b
unobstructed
c Inspect - Fuel piping
Lubrication System
d Change - Engine Oil
e Change - Oil Filter(s)
Cooling System
f Change - Antifreeze
g Rod out - Heat exchanger
h Inspect - Duct work, clean louvers (combustion air)
Exhaust System
i Test for - Excessive back pressure

j Inspect - Exhaust system hangers and supports

Signed………………………………………. Signed………………………………………..

Date…………………………………………. Date………………………………………….
Maintainer Supervisor/Engineer

FORM: D00-ENGD001-01 Page 1 of 1 REF: REP05-001

The reference document for this procedure is the Recommended Engineering Practice (REP) 05-001
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

Distribution Maintenance and Inspection Form

Form Ref D00-ELED013-01

Detailed Inspection Checklist for Standby Equipment and Battery


Systems

Site Name Surveillance Conducted By Surveillance Date

Organisation

Name

Equipment name

Equipment location.
Record N A for item not applicable. NC not checked
Compliance 

Item Item Acceptance Criteria/Ref. Yes No Note Fault & Rectification


No Standard Completed/Action
Required.
1.0 Close Inspection
1.1 Close Inspection Carry out a Close Inspection
2.0 Equipment Condition Checks
2.1 Standby Generators Inspect the internal condition of generators, in accordance with
supplier’s recommendations. Checks to include bearings,
bushes and any filters. Test the generator winding Insulation
resistance for any signs of deterioration since the last test.
Blow out / remove dust and insects.
2.2 Standby Lighting Dismantle and inspect the condition of standby lighting
fittings. Check batteries for and signs of bulge or distortion.
Replace discoloured lamps.
3.0 Basic Functionality and Preparedness
3.1 Standby Generators Carry out a full load test of the generator and record voltage
and current levels for comparison with previous results.
Change generator settings if voltage levels are outside of the
operating window for the specified load. Load test should run
for at least 1-2 hours
3.3 Protection Check the operation of the equipment protection relays on
Circuits/Relays generators, UPS systems and battery chargers. Typically to
include charger fail, over voltage, excess speed etc, and record
the results and settings associated with each test. Check the
protection setting points against suppliers recommended
settings
3.4 Battery Equipment Carry out a detailed inspection and tests sequence on each
battery system, including full discharge and boost cycles. Test
each cell in a discharged and fully charged state. See supplier’s
recommendations to ensure that the batteries will not be
damaged by this.
4.0 Documentation
4.1 Corrective work Any follow on corrective orders from inspection have been
initiated.
4.2 Electrical Verification Original of this form is filed in the site/area Electrical
Dossier Verification Dossier folder.

Signed ________________________ Confirmed


Surveyor Worksite Manager

FORM: D00-ELED013-01 Page 1 of 1 REF: REP08-001

The reference document for this procedure is the Recommended Engineering Practice (REP) 08-001
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

Distribution Maintenance and Inspection Form

Form Ref D00-ELED012-01

Close Inspection Checklist for Standby Equipment and Battery Systems

Site Name Surveillance Conducted By Surveillance Date

Organisation

Name

Equipment name
Equipment location
Record N A for item not applicable. NC not checked
Compliance 

Item Item Acceptance Criteria/Ref. Yes No Note Fault & Rectification


No Standard Completed/Action
Required.
1.0 Visual Inspection
1.1 Visual Inspection Carry out a Visual Inspection.
2.0 Equipment Condition Checks
2.1 Equipment Panel Open up standby plant / equipment panels and battery
Inspections enclosures and check cable terminations for corrosion,
tightness, signs of burning or arcing and any build up of dust
or moisture / vermin ingress.
2.2 Batteries Check all batteries for signs of cell distortion, test electrolyte
(see suppliers recommendations for values). Remove any
corrosion and clean and regrease terminations
3.0 Basic Functionality and Preparedness
3.1 Standby Generators Start and run up to speed the generator under at least 50% load
conditions for at least 1hours and record output voltage and
current. Check that load shedding, where present, operates
correctly during the test.
3.2 Standby Lighting Carry out a full functional test on the standby lighting
including Manual and Automatic discharge times. Investigate
significant changes from previous tests. Use suppliers details
to check unit performance Remove any dust or insect build up
in the fittings.
3.3 UPS Systems Carry out a full functional test of each UPS under mains fail
conditions. Record all the readings and check for any
significant deterioration from the last test results. Investigate
any significant changes. Use suppliers details to check unit
performance
3.4 Battery Systems Check the functionality of each battery system against normal
load conditions and investigate any significant changes from
the previous tests. Check charger float voltages and the voltage
of each battery cell. Use suppliers details to check unit
performance
4.0 Documentation
4.1 Corrective work Any follow on corrective orders from inspection have been
initiated.
4.2 Electrical Verification Original of this form is filed in the site/area Electrical
Dossier Verification Dossier folder.

Note that some of these tests and checks may disrupt site operations

Signed ________________________ Confirmed


Surveyor Worksite Manager

FORM: D00-ELED012-01 Page 1 of 1 REF: REP08-001

The reference document for this procedure is the Recommended Engineering Practice (REP) 08-001
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

PERFORMANCE SCORECARD

Performance Scorecard
Weighted Score: Σ (Score x Weightage)
Overall Score: 0.5RR + SC + 2QS + PO + 0.5M Result analysis
Score 1-10 1: Worst 10: Best 0-10 Unacceptable
Weightage 0-100% 11-20 Probation
Input Required 21-35 Needs improvement
Fixed 36-50 Acceptable
Result

Metric Evaluation Criterion Scoring


Reporting readiness Score Weightage Result
Equipment availability 20% 0
Equipment certification availability 20% 0
Safety plan (ERP) availability 20% 0
PPE availability 20% 0
Work plan availability 20% 0

Weighted Score (RR) 0

Safety & Compliance Score Weightage Result


Safety inspector's availability 20% 0
Safety guidelines followed 30% 0
Proactive safety checks 10% 0
Reactive safety checks 20% 0
Updated documents 20% 0

Weighted Score (SC) 0

Quality of Service Score Weightage Result


Supervision required 5% 0
Follow-ups required 5% 0
Time management 7.5% 0
Solution provision 10% 0
Scope understanding 10% 0
Post work checks 5% 0
Housekeeping 5% 0
Pre-service response 7.5% 0
Post-service response 5% 0
Job quality/result 10% 0
Root-cause analysis 10% 0
Job insight/history 5% 0
Troubleshooting 5% 0
Past data availability 5% 0
Asset health-check 5% 0

Weighted Score (QS) 0

Pricing & Offering Score Weightage Result


Offer validity period 10% 0
Competetiveness in same category 30% 0
Negotiation potential 20% 0
Offer completion 20% 0
Timely quotation provision 20% 0

Weighted Score (PO) 0

Management Score Weightage Result


Workforce training 10% 0
Adequacy of workforce 10% 0
Multiple project management 10% 0
Respect for site protocols 10% 0
Work completion 15% 0
Site damages 10% 0
Timely invoicing 5% 0
Communication clarity 10% 0
Conflict resolution 10% 0
Alternate arrangements 10% 0

Weighted Score (M) 0

Overall Score 0
*All scoring will be basis job Kick-off/Close-out and email communication records

HSSE Requirements Schedule


Ver. 2021a
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

LIST OF CRITICAL SPARE PARTS

1 Genset

S.No. Description Qty

1 Self Starter (New) 5


2 Engine Oil Seal Set 20
3 AVR
4 Hours Meters 2
5 Panel Light 20
6 Volt Meter 9
7 Selector Switch 9
8 Coolant As per need
9 Engine safety – Control Module 2
10 Starter Motor Solenoid 5
11 Fuel Solenoid 5
12 Diode & Varsities 5
13 Fuel shut Off valve 5
14 Relay Timers 9
15 12 V DC Automatic Static Battery Charger (5amps) 5
16 Radiatore core assembly 1
17 Water jacket sensor 2
18 Water circulation pump 1
19 Piston 1
20 Piston ring set 1
21 Cylinder liner assembly 1
22 Pin piston 1
23 O ring set 5
24 Valve inlet 1
25 Valve exhaust 1
26 Valve guide 1
27 Valve seal 1

HSSE Requirements Schedule


Ver. 2021a
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

28 Front oil seal 5


29 Rear oil seal 5
30 Injector nozzle 2
31 Head gaskit with packing kit 5
32 Turbocharger kit 1
33 Main bearing 2
34 Bearing big end 2
35 Bush cam shaft 1
36 Bush connecting rod 1
37 Oil filter As per need
38 Fuel filter As per need
39 Air filter As per need
40 Water filter As per need
41 Fan belt As per need
42 Electronic fuel control assembly 1

HSSE Requirements Schedule


Ver. 2021a
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

2 Pump & Motors

S.No Description Qty


1 Bearing 10
2 Pump seal 50
3 Impeller Maintenance As per need
4 Casing As per need
5 Pump shaft As per need
6 Fan guard 10
7 Cooling Fan 1
8 Pump starting drive 1
9 Soft starters 1
10 Pump sleeves 1
11 Pump coupling 5
12 Pump Covers 10
13 Pump pedestals and mounting base 10

HSSE Requirements Schedule


Ver. 2021a
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

3 DKI

S.No. Description UOM Qty


1 Position Indicator of Authorization Valve Set 1
2 LDP Optic Level Sensor No. As per need
3 Proximity Sensor in Delrin Housing -assembled with instructions No. 10
Complete Control Station - Polyester, No. As per need
IP66 600V AC Rated, Exe, Exde IIC As per need
T6 Zone 1 & 2 AUS EX 2441X. 2 off As per need
4
20mm Gland holes, one plugged. 1 off 1
38mm Mushroom Head pushbutton 1
with 1 N.O. & 1 N.C. and 24v DC LED Indicator. 1
Control Station Kit including No. 1
1 x Contact Block, 1 NO /1 NC 1
5 1 x 38mm Mushroom Head 1
Pushbutton Operator 1
1 x 24v DC LED Indicator 1
6 Light Shield Kit No. 1
7 Locking Arm Rod for Arm Brake Assembly 4" No. 1
8 Arm Rod Holding Part for Brake Assembly 4" No. 1
9 Sliding Coller Assembly size 4" No. 1
10 Solenoid Valve Assembly No. 5
11 Pressure Filter / Regulator with Gauge 10 bar. No. 1
12 I.S. Barrier Relay . No. 1
13 Mini Monitor, 200mA, 11VDC- 30 CDV No. 1
14 Monitor, Overfill Sensor, 8 Channel,11VDC-30CDV No. 5
15 PLC Base Unit - 24v DC, 24 D Input, 16 Relay Out, plus Transistor No. As per need
16 Power Supply Unit No. As per need
17 (Authorization) Valve 4" No. 1
18 Pneumatic actuator Assembly. No. 1
19 Maintenance Over-ride Switch Assembly. No. 1
20 Mechanical Butterfly Valve Ф 4" No. 2
21 Glands Exe Cable Glands TWAE1M16 No. 5
22 Field Junction Box Polyester 4" x 4" No. 1

HSSE Requirements Schedule


Ver. 2021a
DocuSign Envelope ID: 65BB6FF1-D3E6-42BB-BE03-F8AA3D551F1D

4 Air Compressor

Item Description Qty


1 Air Filter 5
2 Driving Belt 5
3 Pressure Gauge 2
4 Air Breather Assembly 2
5 Safety Valve 2
6 Check Valve (NRV) 5
7 Inspection Window/Eye 2
8 Oil Seal 10
9 Lubricating/Compressor Oil As per need
10 Air Filter Housing/Assembly As per need
11 Pulley Motor End As per need
12 Pulley Compressor End As per need
13 Auto Pressure Switch 1
14 Starter/Magnetic Contactor 1
15 Bearing of Basic Compressor 2
16 Bearing of Motor 2
17 Motor Fan 1

HSSE Requirements Schedule


Ver. 2021a
Certificate Of Completion
Envelope Id: 65BB6FF1D3E642BBBE03F8AA3D551F1D Status: Completed
Subject: CW810411 - Inspection & Maintenance Contract - SAS
Source Envelope:
Document Pages: 102 Signatures: 6 Envelope Originator:
Certificate Pages: 4 Initials: 168 Saad, Muhammad SHELLPK-PTC/D/TA
AutoNav: Enabled VAT : NL802464506B01
EnvelopeId Stamping: Enabled Carel van Bylandtlaan 30
Time Zone: (UTC-03:00) Brasilia Den Haag, 2596 HR
Muhammad.Saad@shell.com
IP Address: 35.198.142.164

Record Tracking
Status: Original Holder: Saad, Muhammad SHELLPK-PTC/D/TA Location: DocuSign
9/6/2023 9:05:29 AM Muhammad.Saad@shell.com

Signer Events Signature Timestamp


Amiruddin Ahmed Sent: 9/6/2023 9:14:19 AM
amir.d.ahmed@gmail.com Viewed: 9/8/2023 4:59:26 AM
Chief Manager Signed: 9/8/2023 5:03:40 AM
Security Level: Email, Account Authentication
(None), Authentication Signature Adoption: Pre-selected Style
Using IP Address: 39.51.26.80

Authentication Details
SMS Auth:
Transaction: df873793-b446-4925-9466-51df1ab2f18f
Result: passed
Vendor ID: TeleSign
Type: SMSAuth
Performed: 9/8/2023 4:59:00 AM
Phone: +92 302 8245543
Electronic Record and Signature Disclosure:
Accepted: 9/8/2023 4:59:26 AM
ID: 6244f4f2-048a-4f9a-b723-20c235ce8223

Usman Ahmed Sent: 9/8/2023 5:03:52 AM


sascentre0@gmail.com Viewed: 9/8/2023 6:56:39 AM
Operations Manager Signed: 9/8/2023 7:07:09 AM
Security Level: Email, Account Authentication
(None), Authentication Signature Adoption: Pre-selected Style
Using IP Address: 39.51.26.80

Authentication Details
SMS Auth:
Transaction: 25507a26-8351-40ec-bb43-0ed5ec874660
Result: passed
Vendor ID: TeleSign
Type: SMSAuth
Performed: 9/8/2023 6:49:45 AM
Phone: +92 321 2629396

SMS Auth:
Transaction: af80155d-b507-40e6-8f9f-74ad9bb0b794
Result: passed
Vendor ID: TeleSign
Type: SMSAuth
Performed: 9/11/2023 3:36:48 AM
Phone: +92 321 2629396
Signer Events Signature Timestamp

SMS Auth:
Transaction: 0cc1cec7-0c0d-4b5a-bece-2835d7c84ca9
Result: passed
Vendor ID: TeleSign
Type: SMSAuth
Performed: 9/11/2023 3:40:30 AM
Phone: +92 321 2629396
Electronic Record and Signature Disclosure:
Accepted: 9/8/2023 6:56:39 AM
ID: 1fc59b5b-94db-4209-a49c-5697cc36f5b3

Bilal Mirza Sent: 9/8/2023 7:07:19 AM


bilal@sascorporation-pk.com Viewed: 9/8/2023 7:15:33 AM
Operations Officer Signed: 9/8/2023 7:17:40 AM
Security Level: Email, Account Authentication
(None), Authentication Signature Adoption: Pre-selected Style
Using IP Address: 39.51.26.80

Authentication Details
SMS Auth:
Transaction: acd8e9be-61eb-4140-8489-7e4bfa27158f
Result: passed
Vendor ID: TeleSign
Type: SMSAuth
Performed: 9/8/2023 7:14:41 AM
Phone: +92 331 2343747

SMS Auth:
Transaction: 76804193-b23e-4f83-bf85-df8c8222e12c
Result: passed
Vendor ID: TeleSign
Type: SMSAuth
Performed: 9/8/2023 7:19:09 AM
Phone: +92 331 2343747

SMS Auth:
Transaction: 08d1061c-d175-44b0-86a2-c9b4de44e7ec
Result: passed
Vendor ID: TeleSign
Type: SMSAuth
Performed: 9/11/2023 1:31:43 AM
Phone: +92 331 2343747
Electronic Record and Signature Disclosure:
Accepted: 9/8/2023 7:15:33 AM
ID: 7d7f863b-b11d-4dbc-bd08-fdff9cc0aff4

Waqas Zafar Sent: 9/8/2023 7:17:53 AM


Waqas.Zafar@shell.com Viewed: 9/8/2023 8:07:45 AM
Country CP Manager Signed: 9/8/2023 8:09:00 AM
Security Level: Email, Account Authentication
(None), Authentication, Login with SSO Signature Adoption: Uploaded Signature Image
Using IP Address: 182.181.171.185

Authentication Details
SMS Auth:
Transaction: 74b0359e-509a-490b-98c7-368806828881
Result: passed
Vendor ID: TeleSign
Type: SMSAuth
Performed: 9/8/2023 8:07:12 AM
Phone: +92 300 8228327
Electronic Record and Signature Disclosure:
Accepted: 9/8/2023 8:07:45 AM
ID: d07ee415-2372-4055-9d50-988bcdbd01aa
Signer Events Signature Timestamp
Abdul Rehman Ali Sent: 9/8/2023 8:09:14 AM
abdul-rehman.ali@shell.com Viewed: 9/11/2023 12:35:41 AM
Snr Ops Maint. Coordinator Signed: 9/11/2023 12:36:54 AM
Security Level: Email, Account Authentication
(None), Authentication Signature Adoption: Pre-selected Style
Using IP Address: 134.144.10.6

Authentication Details
SMS Auth:
Transaction: 446977df-bbfa-4e04-9ff3-7e33bf135b5c
Result: passed
Vendor ID: TeleSign
Type: SMSAuth
Performed: 9/11/2023 12:35:11 AM
Phone: +92 336 2633453
Electronic Record and Signature Disclosure:
Accepted: 9/11/2023 12:35:41 AM
ID: 97d2d71c-c055-4c79-83bb-4d77ae327b8d

Muhammad Saad Sent: 9/11/2023 12:37:08 AM


muhammad.saad@shell.com Viewed: 9/11/2023 12:39:02 AM
CP Lead PK Signed: 9/11/2023 12:39:47 AM
Shell Pakistan Limited
Signature Adoption: Pre-selected Style
Security Level: Email, Account Authentication
(None), Authentication Using IP Address: 101.53.254.60
Signed using mobile
Electronic Record and Signature Disclosure:
Not Offered via DocuSign

In Person Signer Events Signature Timestamp

Editor Delivery Events Status Timestamp

Agent Delivery Events Status Timestamp

Intermediary Delivery Events Status Timestamp

Certified Delivery Events Status Timestamp

Carbon Copy Events Status Timestamp

Witness Events Signature Timestamp

Notary Events Signature Timestamp

Envelope Summary Events Status Timestamps


Envelope Sent Hashed/Encrypted 9/6/2023 9:14:19 AM
Certified Delivered Security Checked 9/11/2023 12:39:02 AM
Signing Complete Security Checked 9/11/2023 12:39:47 AM
Completed Security Checked 9/11/2023 12:39:47 AM

Payment Events Status Timestamps


Electronic Record and Signature Disclosure
Electronic Record and Signature Disclosure created on: 7/18/2018 12:48:19 AM
Parties agreed to: Amiruddin Ahmed, Usman Ahmed, Bilal Mirza, Waqas Zafar, Abdul Rehman Ali

For information about your personal data please refer to the relevant privacy notice at
http://www.shell.com/privacy/b2b-notice.html

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