SCHEDULE “A”

SPECIAL CONDITIONS OF CONTRACT

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 1. This is an all-inclusive firm fixed price lumpsum based Contract. The price shall
remain fixed for the entire duration of Contract. The payment shall be made on
completion of Services duly verified by Company Representative.

2. Invoicing:

i. Invoices shall be submitted in Pak Rupees.

ii. Invoices shall be addressed to Finance Manager of Company Maurice Energy

Limited. Company shall make payment of each invoice within sixty (60) days
after receipt of a correctly prepared and adequately documented invoice, duly
verified by Company Representative

ii. If Company disputes all or part of an invoice, Company shall return this invoice
to Contractor specifying the reasons for its rejection. Contractor may then:

 either send back the invoice corrected to the satisfaction of Company,

 Or send back an invoice covering the non-disputed part. The invoice for
the disputed part may be sent as the case may be after the settlement of
the issue.

iii. No claims shall be entertained whatsoever after passage of thirty (45) days of
Work Completion/Job Close-out.

3. Taxation:

In case The Sindh Sales Tax (SST) on Services Act, 2011 is applicable on Services
being provided under this contract, the Contractor will be required to get itself
registered and issue proper sales tax invoices as per the applicable law and share
the monthly returns with Company as and when required (The prices specified in
Schedule D are exclusive of GST/SST for this purpose). If the Contractor does not
get itself registered, the SST will be deducted from its invoices as per the
applicable law and shall be deposited with the relevant authorities, (The prices
specified in Schedule D are inclusive of GST/SST for this purpose).

Company is responsible to withhold tax from the invoices of the Contractor under
the applicable law. This withholding tax is adjusted against the total final tax liability
of the Contractor. Company is only acting as a collection agent under the tax law to
deduct & deposit the tax. For this:

i. Company shall deduct withholding tax at applicable rates from the amount
payable under this Contract. However, Company will not deduct withholding tax
if Contractor submits a valid tax exemption certificate from the tax
commissioner having jurisdiction over the Contractor’s assessment of tax.

ii. Company will provide the Contractor with tax payment receipts for the amount of
tax withheld and deposited to the Federal Government treasury.

4. Modification to the Contract:

Any variation to this Contract shall be valid when agreed upon by both the Parties
in writing and executed through an Amendment to this Contract

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 5. Community Matters:

All community related disputes/resolution of disputes shall be Contractor’s

responsibility at its cost and expense.

Any work stoppage due to community unrest or any other causes reasonably in
control of the Contractor shall be sole responsibility of the Contractor and shall be
resolved on its own cost.

6. Company Responsibilities:

Company shall supply the following items free of charge to Contractor for the
performance of the Services. Such provision shall be subject to Company’s prior
approval and only to the extent practicable:

i. Company shall provide boarding and lodging at Mehar GPF site for Contractor
personnel to a standard as is provided to Company personnel of similar status.
ii. Company shall arrange to provide emergency medical facilities for personnel
while at site to a standard as provided to Company personnel of similar status.
In the event of any medical treatment or evacuation, Contractor will reimburse
the cost thereof forthwith to Company or Company may withhold such amount
from payments due to Contractor. However the Contractor shall not hold
Company liable for any treatment or medication provided to the Contractor
during emergency or otherwise.

7. Contractors Responsibilities:

Contractor shall be deemed to have read carefully the document(s) relating to the
Work in order to determine the class, quantity and quality of equipment and personnel
that will be required and to have obtained for itself a full understanding and
knowledge of the nature and Scope of the Work and of the prevailing conditions
under which the Work will be carried out.

Contractor shall in relation to the Work at all time carry out the planning and
scheduling necessary to facilitate the timely and efficient prosecution of the Work.
Company considers planning prior to commencement of activities to be of utmost
importance.

Contractor shall be solely responsible for and shall meet all costs incurred in
connection with the employment and administration of its personnel and all other
matters relating thereto.

Contractor shall employ only such persons in connection with the execution of Work,
who are careful, skilled and trained in their trades or professions. Contractor warrants
the performance of all such persons and shall furnish such information relative thereto
as Company may request.

Contractor shall ensure that its employees:

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 a) Execute the Work with due diligence and in accordance with good, safe and
accepted practices in the petroleum industry and with standards laid down in
any applicable governmental regulations; and
b) Conform to the provisions of all applicable health, safety and Environment at
Work.
c) Contractor will develop and provide the management and engineering
services in a professional manner in line with codes and standards
provided/advised by Company.

d) The Contractor shall also provide the following:

a) Methodology for execution of the work. (the methodology must describe the
steps for expediting the design)
b) Quality Plan.
c) List of software that shall be used during design stages.
d) Lump sum cost of the entire job.
e) Resumes of the persons to be deputed along with their replacement.
f) Estimate of traveling required at site for collecting any data.

Contractor's personnel shall be sufficiently fluent in and conversant with the

English/Urdu language to enable Company’s Representative to issue instructions and
to receive verbal and written reports in the English language.

Contractor shall get Company approval regarding use of sub-contractor(s), if any,

prior to getting their services.

8. Time Schedule

a. The Contractor shall complete the work within Ten (10) Weeks from the
effective date of this Contract.
b. The Contractor shall ensure to complete the project within the time period
specified above.

9. Liquidated Damages/Penalties:

Without prejudice to any other Contract provisions whatsoever and/or Company

rights, should Contractor fail to complete the Work assigned to him within agreed
completion time and date, provided such time and date have not been adjusted by
any Amendment to this Contract, a penalty of 2% per week of total value of Work
shall be charged by Company up to 10% of total Work value.

10. Emergency Medical Facilities

Company may provide during emergency or otherwise medical facilities to Contractor

personnel while at site to a standard as provided to Company personnel of similar
status. In the event of any medical treatment or evacuation, Contractor will reimburse
the cost thereof forthwith to Company or Company may withhold such amount from
payments due to Contractor.

The Contractor shall not hold Company liable for any treatment or medication provided
to the Contractor personnel during emergency or otherwise.

11. Notices:

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 All notices, reports and other communications required by the Contract shall be in writing,
and, shall be deemed given when delivered personally to the designated representatives
of the Parties at Site or to the addresses specified below, or when received sent by fax.
The addresses of the parties:

Company (Pakistan) Exploration Contractor

G.m.b.H
For Operational matters: For Operational and Contractual
Engineering & Projects Manager matters:
Company (Pakistan) Exploration G.m.b.H
ISE Towers, Floor No. 17 (To be advised)
55-B, Jinnah Avenue, P.O. Box 2653
Islamabad.
Tel. 051-111-668-668,
Fax. 051-2894870-71

For Contractual matters:

Procurement Manager
Company (Pakistan) Exploration G.m.b.H
ISE Towers, Floor No. 18
55-B, Jinnah Avenue, P.O. Box 2653
Islamabad
Tel. 051-111-668-668,
Fax. 051-2894870-71

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