D6463 Po 0923 All Iis11 0002 0 01

PURCHASE CHANGE ORDER
PROJECT D6463-SFNY 9 SLIPOVER JACKETS & DECKS SUBSEA PIPELINES & CABLES
PURCHASE ORDER NO. D6463-PO-0923-ALL-IIS11-0002-0-01 PURCHASER

REVISION NO. 1 MCDERMOTT MIDDLE EAST, INC.
REQUISTION NO. *Refer Header Notes JEBEL ALI FREE TRADE ZONE
DUBAI
PURCHASE ORDER TITLE RTU UNITED ARAB EMIRATES
PURCHASE ORDER ISSUE DATE 19-JUN-2017 PO BOX.16961
SELLER
DELIVERY INCOTERM FCA 2010
EMERSON PROCESS MANAGEMENT CURRENCY USD
DISTRIBUTION LIMITED-ABU DHABI
PAYMENT TERM PROGRESS/EX-WORKS
UNIT NO.2, GLOBAL ASCENT BUSINESS CENTRE,
MUSSAFAH M4 MODE OF TRANSPORT OCEAN IMPORT - KSA TO JEBEL ALI
ABU DHABI PURCHASER REPRESENTATIVE Senthil Kumar Ghandi Karunanithi
UNITED ARAB EMIRATES
TELEPHONE +971 4 8043590
Abu Zaby (Abu Dhabi)
105958 FAX
Attn:SATISH RATNALA EMAIL SKKarunanithi@mcdermott.com
Tel: 0097126972000
EXPEDITOR
EMail: satish.ratnala@emerson.com
THIS REVISED PURCHASE ORDER SUPERSEDES ALL PREVIOUS ISSUES.
THIS REVISION (01) IS ISSUED FOR THE FOLOWING
1.CHANGE IN UNIT PRICE DUE TO DESGIN CHANGE FORTHE PO LINE ITEMS

1 to 9 -
2.CHANGE IN DLEIVERY DATES -REFER PO LINE ITEMS
3.CHANGE IN PR REV - D6463-P-EI-205 Rev 00 to D6463-P-EI-205 Rev 00a
4.CHANGE IN MANUFACTURING & DELIVERY LOCATION : FROM JUBAIL PLANT TO DAMMAM PLANT
1. TOTAL ORDER VALUE PRIOR THIS REVISION:
2. VALUE OF THIS REVISION:
3. TOTAL REVISED ORDER VALUE:
ARAMCO DUMMY NO: CMCI-G62-34(1)-N283-D

9 COM NO: 6000002683 (FOR REMOTE TERMINAL UNIT )
INSPECTION LEVEL: 2
PR NO: D6463-PR-0923-ALL-IIS11-0002-0
VENDOR PLANT ID:
Emerson Process Management Plant id# 30008016- Dammam Facility
Seller shall provide REMOTE TERMINAL UNIT hereinafter defined as Products, in accordance with the terms and conditions of this
Purchase Order which comprises the following sections in the order of precedence as listed:-
Sections
=======
Spmat Report (MMSCM003_2) 1 of 17

PROJECT D6463-SFNY 9 SLIPOVER JACKETS & DECKS

REVISION NO.
MCDERMOTT 1 EAST, INC.
MIDDLE
DUBAI
PO BOX.16961
PURCHASE ORDER ISSUE DATE 19-JUN-2017
Section 1) Special Terms and Conditions

Section 2) General Terms and Conditions of Purchase
Section 3) Purchase Requisition (Engineering Document ref no: D6463-P-EI-205 Rev.00a)
Section 4) Compensation
Section 5) Delivery Terms
Section 6) Procedures
Section 7) Compliance with Import and Export Customs Clearance
SECTION 1) SPECIAL TERMS AND CONDITIONS

=======================================
In accordance with attachment ‘Special Terms and Conditions of Purchase applicable for D6463 - SFNY 9 SLIPOVER JACKETS &
DECKS,PIPELINES, CABLES AND SINGLE WELL PLATFORM (SWOP) AT ZULF PROJECT ’, subject to below agreed exceptions
SECTION 1.A) EXCEPTIONS TO SPECIAL TERMS AND CONDITIONS

======================================================
Clause SC5-Indemnity, Insurance, Consequential Damages

===============================================
Additional assured – limited to extent of Emerson’s negligence or indemnities and subject to the contractual limit of liability cap.
Waiver of Subrogation – Only to the extent of Emerson’s indemnities
Clause SC8-Warranty, Article 13.2

===========================
Modify the wording as follows:
“…after PRODUCTS are delivered to the designated delivery point or as otherwise identified in the PURCHASER ORDER, any… .
LIQUIDATED DAMAGES
===================
In the event of late delivery from the Purchase Order delivery dates, the Purchaser is entitled to claim from the Seller, as damages, the
application of this section. This claim shall be construed as Liquidated Damages and not as a penalty.
1% per week of late delivery up to a maximum of 10 % (ten per cent) of the Total Purchase Order Value and its addendums.Applicable
for delayed portion
Both Seller and Purchaser agree that such damages are genuine pre-estimate of the loss the Purchaser may incur due to delay.The
Purchaser may deduct Seller’s liable amounts in application of this section from any amount, and of any origin whatsoever, due to the
Seller, who is bound to provide the corresponding credit note.
In case of late delivery, the Purchaser reserves the right to transport the delayed items by the most expeditive possible means and to
claim from the Seller the resulting.
SECTION 2) GENERAL TERMS AND CONDITIONS OF PURCHASE

====================================================


REVISION NO.
MIDDLE
DUBAI
PO BOX.16961
In accordance with attachment ‘General Terms and Conditions of Purchase applicable for D6463 - SFNY 9 SLIPOVER JACKETS &
DECKS,PIPELINES, CABLES AND SINGLE WELL PLATFORM (SWOP) AT ZULF PROJECT ’, subject to below agreed exceptions
SECTION 2.A) DEVIATIONS TO GENERAL TERMS AND CONDITIONS

=======================================================
Clause 4.1, -Acceptance
=====================
delete "five (5)" and replace with "twenty (20)”.
Clause-5.1- Delivery Schedule Commitment
5.1 Delete first sentence
5.5 – Insert “due to reasons attributable to the SELLER” after “will not occur
Clause 6.5-Prices and Payment
Delete "acceptable to PURCHASER" and replace with "agreed by both parties".
Clause 8.1.1 -Termination for Cause
Delete all text and replace with "if the maximum amount of liquidated damages has become payable by the SELLER under Article SC1 of
the Special Terms and Conditions of Purchase."
Clause 8.2-Termination for Cause Replace “In the event SELLER does not rectify …” to: “In the event SELLER does not commence
rectification…”
Clause 8.3 Termination for Cause shall be deleted and replaced in its entirety with:
"In the event PURCHASER terminates this PURCHASE ORDER in whole or in part as provided in Article 8.0, PURCHASER may procure,
upon such terms and in such manner as PURCHASER may deem appropriate, PRODUCTS similar to those so terminated and SELLER shall
be liable to PURCHASER for any reasonable costs over and above the PURCHASE ORDER price for such similar PRODUCTS."
New Clause 12.3 -Hazardous and Toxic Substances
"PURCHASER agrees that the PRODUCTS provided hereunder are not sold or intended for use in any nuclear or nuclear related
applications. PURCHASER accepts PRODUCTS in accordance with the foregoing restriction and agrees to communicate such restriction in
writing to any and all subsequent purchasers or users.
Clause 13.1-Warranty
First sentence to be modified to “SELLER represents and warrants that the PRODUCTS herein described are fit for purpose specified…”
Clause 13.2 Superseded by SC7
Clause 13.3, in the first sentence, after 'effect the necessary remedy, the" insert "reasonable", and after "cost" insert “over and above


REVISION NO.
MIDDLE
DUBAI
PO BOX.16961
the contract price".
Clause 13.8 Superseded by SC9
Clause 13.9 shall be deleted in its entirety and replaced with the following:
"All of SELLER’s representations, warranties and guarantees contained in this PURCHASE ORDER constitute SELLER's sole warranty and
PURCHASER's exclusive remedy for breach thereof. No representations, warranties or conditions of any kind, express or implied, shall
apply as to satisfactory quality, merchantability, fitness for any particular purpose or any other matter with respect to any of the
PRODUCTS.”
Clause 13.10 shall be added as follows:
"Not withstanding any of the provision under Warranty clause, SELLER shall not be liable for any defects caused by: fair wear and tear;
materials or workmanship made or furnished by PURCHASER or damage caused by PURCHASER; non-compliance with SELLER's storage,
installation, operation or environmental requirements; lack of proper maintenance; modification or repair not previously authorized by
SELLER in writing; nor the use of non-authorized software or spare or replacements parts. SELLER's direct costs and expenses (which
shall be as per the rates agreed as part of the contract or quoted after investigation) incurred in investigating and rectifying such defects
caused by the above mentioned instances shall be paid by PURCHASER following invoice from the SELLER. PURCHASERS at all times
remain solely responsible for the adequacy and accuracy of all information supplied by it."
New Clause 15.1:Warranty
“PURCHASER shall defend, indemnify and hold SELLER GROUP harmless from and against any loss or liability, including legal
expenses,arising out of any and all claims, demands, debts, damages, losses, actions, suits, expenses or costs arising out of or in
connection withinjury to or death of any member of PURCHASER GROUP and/or damage to or loss of property or equipment owned or
leased by
PURCHASER GROUP in any way sustained or alleged to have been sustained in connection with or by reason of the performance of
thePURCHASE ORDER, even if arising out of the sole or concurrent or contributory negligence or fault, strict liability or breach of duty
(statutory or otherwise) of SELLER GROUP.”
New Clause 15.2 Indemnity
"SELLER hereby agrees to indemnify and hold PURCHASER harmless from and against any loss or liability, including legal
expenses,arising out of any and all claims, demands, debts, damages, losses, actions, suits, expenses or costs arising out of or in
connection with injury to or death of any THIRD PARTY and /or damage to or loss of property or equipment owned or leased by THIRD
PARTY to the extent sustained or alleged to have been sustained in connection with or by reason of any negligent act or omission of
SELLER in the performance of the PURCHASE ORDER".
New Clause 15.3:Indemnity
PURCHASER shall likewise indemnify and hold SELLER harmless from and against any loss or liability, including legal expenses, arising out
of any and all claims, demands, debts, damages, losses, actions, suits, expenses or costs arising out of or in connection with injury to or
death of any THIRD PARTY and/or damage to or loss of property or equipment owned or leased by THIRD PARTY in any way to the
extent sustained or alleged to have been sustained in connection with or by reason of any negligent act of omission of PURCHASER in
the performance of the PURCHASE ORDER.


REVISION NO.
MIDDLE
DUBAI
PO BOX.16961
Clause 17.2.2-Force Majeure
Please add the following:

“Governmental decision effecting a prohibition of exports or re-exports"
Clause 18.1 -Patents and Intellectual Property Rights shall be deleted in its entirety and replaced with the following:
“SELLER shall defend, indemnify and hold harmless PURCHASER GROUP against any and all liability, loss or expense arising out of any
claim, action or litigation in respect of any alleged or actual infringement of any patent, copyright, proprietary or trademark, foreign or
domestic or any other intellectual property right resulting from the use or resale of the PRODUCTS or any part thereof or arising out of
or in connection with SELLER'S performance of its obligations under the PURCHASE ORDER Provided that SELLER shall not be liable to
indemnify PURCHASER in the event that:
(i) Such infringement arises as a result of SELLER having followed a design or instruction furnished or given by PURCHASER, or the
PRODUCTS having been used in a manner or for a purpose or in a country not specified by or disclosed to SELLER prior to the date of the
contract or in association or combination with any other equipment or software, or
(ii) SELLER has at its expense procured PURCHASER the right to continue to use the PRODUCTS or has modified or replaced the
PRODUCTS so that the PRODUCTS no longer infringe
(iii) PURCHASER has failed to give SELLER prompt notice in writing of any claim made or to be made or of any action threatened or
brought against PURCHASER and/or PURCHASER has failed to permit SELLER at SELLER's expense, to conduct and control any litigation
that may ensure and all negotiations for a settlement of the claim, or
(iv) PURCHASER has made without SELLER's prior written consent any admission which is or may be prejudicial to SELLER in respect of
any claim or action, or
(v) The Goods have been modified without SELLER's prior written authorization.”
New Clause 18.5-.Patents and Intellectual Property Rights
“Not withstanding all of the above and except as otherwise provided, PURCHASER holds the Software and documentation in strict
confidence and does not disclose them to others, or permit other to have access to them (other than SELLER's standard operating and
maintenance manuals). PURCHASER may transfer the foregoing license to another party which purchases, rents or leases the
PRODUCTS, provided the other party accepts and agrees in writing to be bound by the conditions of this Clause 18.”
New Clause 22.6.-Compliance with Laws
PURCHASER agrees that all applicable import, export control and sanctions laws, regulations, orders and requirements, as they may be
amended from time to time, including without limitation those of the United States, the European Union and the jurisdictions in which
SELLER and PURCHASER are established or from which items may be supplied, and the requirements of any licenses, authorisations,
general licenses and license exceptions relating thereto will apply to its receipt and use of hardware, software, services and technology.
In no event shall PURCHASER use, transfer, release or re-export any such hardware or technology in violation of such applicable laws,
regulations, orders or requirements or the requirements of any licenses, authorizations or license exceptions relating thereto.
PURCHASER agrees that, in connection with carrying out its obligations under this PURCHASE ORDER, it shall not violate the laws and
regulations in the jurisdiction where PURCHASER carries out such obligations. Furthermore, PURCHASER agrees that neither it nor any
of its employees shall make any illegal payments to SELLER.


REVISION NO.
MIDDLE
DUBAI
PO BOX.16961
Clause 25-Spare Parts
Control Wave Product Family is supported up to 2032. Where spare parts will be available up to 2028 and refurbishment agreement is
offered to Aramco to support the same up to beginning of 2032. A planned long term service agreement between Emerson and Aramco
shall provide support for 25 years and beyond, as applicable.
PURCAHSER agrees as long as the above commitment is in line with agreement with ARAMCO
Clause 27.5, -Title
Delete "until acceptance by PURCHASER" and replace with "until delivery to PURCHASER, as per Incoterms agreed in the PURCHASE
ORDER.”
Clause 27.6.2, -Title
Delete "unlimited and unrestricted".
New Clause 29.3.-Safety
SELLER retains the right to suspend site work and if necessary remove its agents, employees or assigns from the site if SELLER
reasonably feels that the working environment is unsafe.
Clause 32.1 -Consequential Damages
Shall be deleted in its entirety and replaced with the following:

Notwithstanding anything to the contrary contained herein, in no event ( including breach of warranty or representation) shall Parties
be liable in relation to special, incidental, indirect, punitive or any consequential damages, including but not limited to loss of
revenue,loss of any contract or other business opportunity, loss of profits, loss of data, losses resulting from failure to meet other
contractual commitments or deadlines, downtime of facilities or vessels or loss of business and loss of use, irrespective of the cause and
notwithstanding the negligence of the indemnified parties or any other party or entity and shall apply irrespective of any claim in tort,
under contract or otherwise at law.
Clause 32.2 -Consequential Damages
Shall be deleted in its entirety and replaced with the following:

The SELLER's total aggregate liability under the PURCHASE ORDER including liquidated damages and rectification work, whether based
on breach of contract, statutory warranty or otherwise, or in tort (including negligence), and regardless of whether or not the
PURCHASE ORDER is terminated, shall in no event exceed 100 % of the PURCHASE ORDER price; provided however that this limitation
shall not apply to SELLER's obligations under the following clauses: 6.3 (Taxes), 15 (Indemnity), 16 (Insurance, meaning SELLER's costs in
obtaining and maintaining its own insurance under clause 16)), 18 (Patents),19 (Liens and Claims), 22 (Compliance with Laws), or 32
(Consequential Damages meaning SELLER's obligations with respect to its own Consequential Damages).
SECTION 3) PURCHASE REQUISITION

===============================
In accordance with attachment ‘Purchase Requisition –(Engineering Document Number D6463-P-EI-205 Rev.00a)


REVISION NO.
MIDDLE
DUBAI
PO BOX.16961
SECTION 4) COMPENSATION
========================
See below table

PROJECT D6463-SFNY 9 SLIPOVER JACKETS & DECKS SUBSEA PIPELINES &

1REVISION NO.
MCDERMOTT MIDDLE EAST, INC.
REQUISITION NO. *Refer Header Notes JEBEL ALI FREE TRADE ZONE
PURCHASE ORDER TITLE RTU DUBAI
PO ORDER
PURCHASE BOX.16961ISSUE DATE 19-JUN-2017
Currency USD INCOTERM FCA 2010
Line Item No. Qty Units Ident Tag No.

1 1 EA ELXITTPX0010138 385-1D-RTU-0001
Line Item Narrative - "RTU System as per the Technical specification no:RE-987236 & SFNY 19 drawings
(9com Number :6000002683 , Inspection level 2 as per SAEP-1151) Vendor : Emerson Process Management
Facility: SFNY 8
Delivery Place DAMMAM SAUDI INCOTERM FCA 2010 Delivery Date 23-OCT-2017
ARABIA Country of Origin SAU-SAUDI ARABIA

2 1 EA ELXITTPX0010132 385-1L-RTU-0001
Facility: SFNY 19
Delivery Place DAMMAM SAUDI INCOTERM FCA 2010 Delivery Date 16-NOV-2017

3 1 EA ELXITTPX0010131 385-1S-RTU-0001
Facility: SFNY 26

4 1 EA ELXITTPX0010133 385-1E-RTU-0001
Line Item Narrative - "RTU System as per the Technical specification no:RE-987236 & SFNY-19 drawings
Facility: SFNY 9


1REVISION NO.
PO ORDER

5 1 EA ELXITTPX0010136 385-1U-RTU-0001
Facility: SFNY 28

6 1 EA ELXITTPX0010158 385-5F-RTU-0001
Facility: SFNY 228
"
7 1 EA ELXITTPX0010135 385-4X-RTU-0001
Facility: SFNY 159
"
8 1 EA ELXITTPX0010134 385-5G-RTU-0001
Facility: SFNY 234
"


1REVISION NO.
PO ORDER

9 1 EA ELXITTPX0010137 385-5I-RTU-0001
Facility: SFNY 252
"
10 1 LOT ELXITTPX0010139 385-SCADA-001
Line Item Narrative - "Integration of the 9 nos RTUs in Safaniya field to Emerson OE SCADA in GOSP-4 CCR, graphic modifications
etc as per project specification no: RE-987236
Facility: Common SAFANIYA"

11 1 EA ELXITTPX0010140 385-EWS-0001
Line Item Narrative - "Engineering workstation laptop - Part no CF53-0514

Open BSI License with Control Wave Designer - Part no OPENBSILIC
RTU Configuration Cable - Part No - CAB-01
Facility: COMMON-SFNY
-Vendor : Emerson Process Management."
12 1 EA ELXITTPX0010141 385-EWS-0002
Line Item Narrative - "Engineering workstation laptop - Part no CF53-0514

Open BSI License with Control Wave Designer - Part no OPENBSILIC
RTU Configuration Cable - Part No - CAB-01
Facility: COMMON-SFNY
-Vendor : Emerson Process Management."


1REVISION NO.
PO ORDER

13 1 LOT 5000 ---
Line Item Narrative START-UP, AND COMMISSIONING SPARES-AS DETAILED IN THE PO TRAILER NOTES, -, -, -
INCOTERM
Delivery
FCA Date
2010 23-OCT-2017
Country of Origin SAU-SAUDI ARABIA
OTHER COSTS
Other Cost No. Qty Units
3000 1 LOT
Other Cost Narrative FAT (FACTORY ACCEPTANCE TESTING)
(COST FOR THIS ITEM INCLUDED IN THE BASE COST)
3030 1 LOT
Other Cost Narrative INSPECTION & TESTING CHARGES

4300 1 LOT
Other Cost Narrative EXPORT / SPECIAL PACKING CHARGES
4600 1 LOT
Other Cost Narrative COST OF VENDOR DATA
5000 1 LOT
Other Cost Narrative SPARES FOR STARTUP & COMM COST SPARES
PRICING NOTES
==============
The Purchase Order prices are based on fixed and firm Unit Price, not subject to escalation for any reason whatsoever for the
duration of the Purchase Order.
The Purchase Order Total Value is inclusive of all Seller's applicable taxes up to delivery as per the delivery terms of the Purchase
Order.
Should Purchaser order additional Products, the same Unit Prices as the Purchase Order shall apply, and the delivery schedule shall
be adjusted accordingly.


SPECIAL NOTES
=============
A. Price for the Line items 11 & 12 - Engineering Workstation (LapTop) included in the Base price
B.RTU Cabintes of Astral Make 4 bay w/Front access. Dimension:3200X2000X600mm
C.Line Item:13- Start-up & Commissioning Spares:- Following list of spares are included in one lot of this item. USD 13,370
1,ControlWave 24V PSSM with Dual power supply -Part No: 396509-04-5 -Qty 1 /Ea
2,Comm CPU, 3-ENET & 3-RS 232 & 1-RS 485-Part No: CWCPU13--Qty 1 /Ea
3,ControlWave 16 Analogue Input Module 4-20mA -Part No: 396352-01-4- Qty-1/Ea
4 ,ControlWave 08 Analogue Output Module 4-20mA -Part No: 396353-01-0 -Qty 1 /Ea
5 ,ControlWave 32 Digital Input Module--Part No:396357-01-6 -Qty 1 /Ea
6,ControlWave 16 Digital Output Module (Local) -Part No:396358-02-0-Qty 1 /Ea
7 ,ControlWave 16 Digital Output Module (Remote) -Part No:396358-12-8-Qty 1 /Ea
8,16 SPCO Remote Relay Termination Module -Part No:STDE2008-C-Qty 1 /Ea
9,4 PCO Relay 24VDC Hermetically Sealed (or equivalent) -Part No: 782XDXH21-24D -Qty 5 Nos
11,Fuse Terminal UT4-HESILED -Part No:30 46 09 0 -Qty 10Nos
12,Disconnect Terminal UT4-MT -Part No:30 46 13 9 -Qty 10 Nos
13,Terminal Feed Through UT4-MTD -Part No: 30 46 18 4 -Qty 10 Nos
OPTIONAL PRICES
================
Purchaser shall have the right to order any of the below optional items at the agreed Unit Prices and durations.
A. MARSHALLING CABINETS :
Astral Make Marshaling Cabinets- 27 Nos- USD
Note: The price mentioned for the marshalling panels are not “Exe” rated .
If the Purchaser Intend to Buy the Marshalling Cabinet from Emerson .Any difference in pricing to the indicated $196,058.00 will be
additional to the PO for “Exe” rated panels.
B.ETHER NET SWITCH -18 Nos(2 Nos Per RTU) - USD
C. SITE SERVICES- PRICE VALID TILL END DECEMEBR 2019
1 Supervision of Installation and Pre commissioning activities to be performed at Onshore (10 Hrs. per Day for 6 days a week):-
USD/- per Man-day
NOTES FOR ONSHORE SERVICE RATES:-
1. Expenses for Flight Tickets, Medical Insurance & visa will be arranged by SELLER.
2. SELLER will arrange food, accommodation & transportation for its crew.
2 Supervision of Installation and Pre commissioning activities to be performed at Offshore (12 Hrs. per Day for 7 days a week):- USD


/- per Man-day
NOTES FOR OFFSHORE SERVICE RATES:-
1. It is the responsibility of Seller's Personnel that they shall possess all mandatory HSE training certification such as H2S, BA,
BOSIET, TSBB etc. required for offshore works.
2. For site service cost:- Air Travel, Boarding & lodging will be reimbursed at actual or provided by the purchaser at free of cost
PAYMENT TERMS
===============
The following milestone payments shall be made within 60 days from the date of receipt of each acceptable original invoice
A. For Supply of Remote Terminal Unit

==============================
Milestone 1: 10% of the Purchase Order Value: Upon approval of CODE "B" the following critical drawings and documents to allow
manufacture to commence & Issuance of sub orders for long lead items as (list of critical documents is listed below)
• Supported by bank guarantee in purchaser's approved format for the equivalent amount valid till FCA delivery
Milestone 2: 60% of the Purchase Order Value: Upon successful completion of Final inspection & testing and Material delivered on
FCA Vendor work basis.
• Supported by McDermott Inspection Release & Note and Shipping documents
Milestone 3: 20% of the Purchase Order Value: Upon receipt of RTU’S at McDermott Jebel Ali Yard.
Milestone 4: 10% of the Purchase Order Value: Upon approval of final Documentation.
• Supported by performance bank guarantee for 5% of order value in Purchaser’s approved format from first class international bank
valid through warranty period
For Scada Modification

===================
Milestone 1: 90% of the Purchase Order Value: Upon Completion of FAT.
#Supported by Un-commented Punch point free Inspection Release note
Milestone 2: 10% of the Purchase Order Value: Upon approval of final documentation.
#Supported by performance bank guarantee for 5% of order value in Purchaser’s approved format from first class international bank
valid through warranty period
List of critical documents: (requirement for payment Milestone -1)

===================================================
- Inspection Test Plan

1REVISION NO.
PO ORDER
- G.A Drawing,
- SDRL,
- Production Schedule.,
- Sub Vendors List ,
- Electric power supply Datasheet,
- Functional specifications,
- BOM
- I/O Assignment List
- Detailed Wiring Diagram
NOTE: FOR MILESTONE 1, 2 & 3 VENDOR SHALL SUBMIT THE INVOICES ON PRO-RATA BASIS FOR THE COMPLETED WORK.
INVOICING INSTRUCTIONS
=======================
Invoices shall be issued and delivered as per the Terms and Conditions of this Purchase Order, on the (XX) day of each month, in
English language only, bearing the following references:
o Seller's complete name, address

o Seller’s Bank details:
o Name, address and branch of Bank
o Bank account name
o Bank account number
o Bank sort code
o Project Number
o Project Name
o Invoice date of issue
o Invoice reference number
o Purchaser's complete name and address
o Purchase Order Number
o Products delivered (Quantity, Line Item narrative, Ident, Tag No.)
o Milestone Completion Certificate approved by Purchaser
o Price per item
o Total invoice value (net)
o Delivery date
o Copy of the inspection release note of the invoiced item(s), duly approved by Purchaser (as applicable).
Purchaser shall in no event:

o Accept invoices not conforming with the Terms and Conditions of this Purchase Order
o Be held liable for any additional duties, penalties or fines resulting from late payment due to incorrect invoicing
o Accept invoices issued against more than one Purchase Order
o Accept invoices issued from a different company than the Seller acknowledging this Purchase Order
o Accept electronically submitted invoices
The invoices shall be sent to the following address:

Attn: Accounts Payables Supervisor

1REVISION NO.
PO ORDER
Project: D6848-SFNY HEADER #9 AND ASSOCIATED FACILITIES PROJECT

McDermott Middle East, Inc.
P.O. Box 16961
Jebel Ali, Dubai
United Arab Emirates
Contact: Sattar Malik
Tel: +971 8043246
SECTION 5) DELIVERY TERMS
=========================
INCOTERMS of Sale: DELIVERY TERMS: FCA VENDOR WORKS DAMMAM, KSA INCOTERMS 2010
DELIVERY SCHEDULE:
Rev 01
BATCH 1: PO Line items- 1,6,7,8,10,11 & 12 – on or before 23rd OCT 17 FCA Vendor Works DAMMAM KSA
BATCH 2: PO Line items- 2,3,4,5 &9 – on or before 16th NOV 17 FCA Vendor Works DAMMAM KSA
Notes:
1 The above delivery includes SCADA MODIFICTAION & SPARES ,LAPTOPS & OTHER RELATED ACESSORIES OF THIS PACKAGE
2. Above Delivery Schedule Includes 2 weeks document Submission by Seller and 4 Weeks Approval by McDermott/ARAMCO)
3. Documentation to be delivered in accordance with the dates agreed in Supplier Document Register (SDR) & form an integral part
of this purchase order
MANUFACTURING LOCATION
========================
The items covered in this Purchase Order shall be manufactured at SAUDI ARAMCO approved plant ID: 30008016: Emerson Process
Management -Dammam Facility
SHIPPING INSTRUCTIONS
======================
Required documentation to be submitted to Purchaser's nominated freight forwarder along with the shipment.
-1 original commercial invoice.
-1 original certificate of origin (attested by local chamber of commerce at port of origin) - only required for sea freight shipments
-1 original packing list
Do not ship the consignment until in receipt of definite shipping instructions and the items released by Purchaser for shipment.
CONSIGNEE ADDRESS:
--------------------
McDermott Middle East, Inc.
P.O. Box16961
JebelAli, Dubai


1REVISION NO.
PO ORDER
United Arab Emirates.

Contact :Thomas Johny/ Thomas Liju
Tel:+971-4-8034574& 8115318
Fax: +971-4-883 8568
SHIPPING MARKS:
---------------
McDermottMiddle East, Inc.
JAFZA, Dubai, UAE
Purchase order no: D6463-PO-0923-ALL-IIS11-0002-0-01
Requisition no: D6463-P-EI-205 Rev 00a.
ARAMCO DUMMY NO:CMCI-G62-34(1)-N283-D
Project: D6463 - ARAMCO - SFNY Nine Slipover Jackets& Decks, Pipelines , Cables and Single Well Observation Platform(SWOP) at
ZULF Project
No.of packages- 1 OF XXXX
SECTION 6) PROCEDURES
=======================
Document Control Procedures
SELLER shall submit all documents and drawings in accordance to mutually agreed SUPPLIER DOCUMENT REGISTER(SDR).
REPORTING
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Seller shall issue to Purchaser a weekly progress report. The weekly progress report shall cover all work performed under this
Purchase Order including main Sub-Suppliers/Subcontractors.
Any delays to delivery will be reported by the Seller within no later than 48 hours to the Purchaser. A detailed report for eachdelayed
Product shall be attached to the weekly report along with a corrective action plan to remedy the delay.
EXPORT & IMPORT CONTROL REGULATIONS

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With reference to this Purchase Order, Seller agrees to comply with applicable trade regulations of all relevant countries, except
where prohibited or penalized under applicable law. In addition, Seller shall provide appropriate certification to Purchaser regarding
the classification of the product(s) procured under this Purchase Order, including any applicable export control number, harmonized
tariff number and country of origin.
RADIOACTIVE AND HAZARDOUS GOODS REGULATIONS

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With reference to this Purchase Order, Seller agrees to comply with the applicable radioactive and hazardous goods regulations of all
relevant countries. All cargo packaging, marking and shipping documentation must comply with IATA, IMDG and DOT regulations
and all applicable local requirements.
CONFLICT MINERALS DISCLOSURE

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1REVISION NO.
PO ORDER
Unless notified by Seller in writing, it is Purchaser's understanding, and Purchaser shall rely upon such understanding in making
certain filings with the United States Securities and Exchange Commission ("SEC"), that Seller does not procure and has not procured
since January 1, 2013 Conflict Minerals from the Democratic Republic of the Congo or an Adjoining Country, as defined under 17 CFR
§ 249b.400 and SEC Form SD, and if requested, Seller will provide reasonable supporting data.
ETHICS AND COMPLIANCE

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“Agreement with these terms includes acceptance of McDermott’s Ethics and Compliance Program for Vendors, a copy of which may
be found on McDermott’s public website.”
Purchaser Representative: Senthil Kumar Ghandi Karunanithi
AUTHORIZED SIGNATURE
ON BEHALF OF PURCHASER

D6463 Po 0923 All Iis11 0002 0 01

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D6463 Po 0923 All Iis11 0002 0 01

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PURCHASE CHANGE ORDER

PURCHASE ORDER NO. D6463-PO-0923-ALL-IIS11-0002-0-01 PURCHASER

THIS REVISED PURCHASE ORDER SUPERSEDES ALL PREVIOUS ISSUES.

THIS REVISION (01) IS ISSUED FOR THE FOLOWING

1.CHANGE IN UNIT PRICE DUE TO DESGIN CHANGE FORTHE PO LINE ITEMS

2.CHANGE IN DLEIVERY DATES -REFER PO LINE ITEMS

3.CHANGE IN PR REV - D6463-P-EI-205 Rev 00 to D6463-P-EI-205 Rev 00a

1. TOTAL ORDER VALUE PRIOR THIS REVISION:

2. VALUE OF THIS REVISION:

3. TOTAL REVISED ORDER VALUE:

ARAMCO DUMMY NO: CMCI-G62-34(1)-N283-D

Spmat Report (MMSCM003_2) 1 of 17

PROJECT D6463-SFNY 9 SLIPOVER JACKETS & DECKS

PURCHASE ORDER NO. D6463-PO-0923-ALL-IIS11-0002-0-01 PURCHASER

Section 1) Special Terms and Conditions

SECTION 1) SPECIAL TERMS AND CONDITIONS

SECTION 1.A) EXCEPTIONS TO SPECIAL TERMS AND CONDITIONS

Clause SC5-Indemnity, Insurance, Consequential Damages

Waiver of Subrogation – Only to the extent of Emerson’s indemnities

Clause SC8-Warranty, Article 13.2

SECTION 2) GENERAL TERMS AND CONDITIONS OF PURCHASE

Spmat Report (MMSCM003_2) 2 of 17

PROJECT D6463-SFNY 9 SLIPOVER JACKETS & DECKS

PURCHASE ORDER NO. D6463-PO-0923-ALL-IIS11-0002-0-01 PURCHASER

SECTION 2.A) DEVIATIONS TO GENERAL TERMS AND CONDITIONS

delete "five (5)" and replace with "twenty (20)”.

Clause-5.1- Delivery Schedule Commitment

5.1 Delete first sentence

Clause 6.5-Prices and Payment

Delete "acceptable to PURCHASER" and replace with "agreed by both parties".

Clause 8.1.1 -Termination for Cause

New Clause 12.3 -Hazardous and Toxic Substances

Clause 13.2 Superseded by SC7

Spmat Report (MMSCM003_2) 3 of 17

PROJECT D6463-SFNY 9 SLIPOVER JACKETS & DECKS

PURCHASE ORDER NO. D6463-PO-0923-ALL-IIS11-0002-0-01 PURCHASER

the contract price".

Clause 13.8 Superseded by SC9

Clause 13.10 shall be added as follows:

New Clause 15.1:Warranty

New Clause 15.2 Indemnity

New Clause 15.3:Indemnity

Spmat Report (MMSCM003_2) 4 of 17

PROJECT D6463-SFNY 9 SLIPOVER JACKETS & DECKS

PURCHASE ORDER NO. D6463-PO-0923-ALL-IIS11-0002-0-01 PURCHASER

Clause 17.2.2-Force Majeure

Please add the following:

New Clause 18.5-.Patents and Intellectual Property Rights

New Clause 22.6.-Compliance with Laws

Spmat Report (MMSCM003_2) 5 of 17

PROJECT D6463-SFNY 9 SLIPOVER JACKETS & DECKS

PURCHASE ORDER NO. D6463-PO-0923-ALL-IIS11-0002-0-01 PURCHASER

Clause 25-Spare Parts

Clause 27.5, -Title

Clause 27.6.2, -Title

Delete "unlimited and unrestricted".

New Clause 29.3.-Safety

Clause 32.1 -Consequential Damages

Shall be deleted in its entirety and replaced with the following:

Clause 32.2 -Consequential Damages

Shall be deleted in its entirety and replaced with the following:

SECTION 3) PURCHASE REQUISITION

Spmat Report (MMSCM003_2) 6 of 17