FORM OF AGREEMENT

TENDER NAME: Engineering, Procurement and Construction of 33KV Sub-Station at Al Marjan Island, Ras Al Khaimah. TENDER No.: 5108879/14.01/2001 THIS AGREEMENT MADE IS ENTERED TO AND MADE IN RAS AL KHAIMAH, U.A.E. THIS ..twenty eighth............ DAY OF...........October................ YEAR TWO THOUSAND AND thirteen. BUT EFFECTIVE FROM THE...first ... DAY OF November., YEAR TWO THOUSAND AND thirteen. BY AND BETWEEN Al Ghail Power LLC duly organized under the laws of Ras Al Khaimah, having its postal address as P.O. Box 3 4 2 5 1 , R a s A l K h a i m a h , U.A.E. (hereinafter referred to as "AGPL", which expression shall, where the context so permits, include its successors in- interests and assignees) of the one part; AND Electro RAK LLC duly organized under the laws of Ras Al Khaimah, having its postal address as P.O. Box. 14521, Ras Al Khaimah, U.A.E. (hereinafter referred to as "CONTRACTOR" which expression shall, where the context so permits, include his successors in- interest and assignees) of the other part. WHEREAS 1. 2. AGPL desires to have certain SERVICES performed as hereinafter specified. CONTRACTOR represents that he has the necessary experience, capability and competent personnel to carry out such SERVICES, and is willing to do so on the terms and conditions herein contained. NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS HEREIN CONTAINED, IT IS HEREBY AGREED AND DECLARED BY AND BETWEEN THE PARTIES HERETO AS FOLLOWS: 1. In this AGREEMENT, words and expressions shall have the same meanings as are respectively assigned to them in the Conditions of the AGREEMENT hereinafter referred to, except where the context otherwise requires. 2. The following documents, which are listed in accordance with their order of priority, shall be deemed to form and be read and construed as part of this AGREEMENT: i. ii. This Form of AGREEMENT. All post tendering correspondence, which includes, but is not limited to, the following: AGPL PO No. AGNP2 151 dated 21 October, 2013 and CONTRACTORs Acknowledgement on the PO dated ...., 2013 iii. Other relevant post tendering correspondence
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All Addenda/Clarifications.

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iv. v. vi. vii. viii. 3.

Section 4: General Conditions of Contract. Section 3 : Instruction to Tenderers Section ___: Annexure __Scope of SERVICES. Section___: Bills of Quantities/Pricing Schedule (Priced Part). CONTRACTORS Offered Bid (Priced and Unpriced) and responses, clarifications thereof. In consideration of the payments to be made by AGPL to the CONTRACTOR as hereinafter mentioned, the CONTRACTOR hereby covenants with AGPL to execute and complete the SERVICES and remedy any defects therein in conformity in all respects with the provisions of the AGREEMENT.

4.

AGPL hereby covenants to pay the CONTRACTOR in consideration of the execution and Completion of the SERVICES and the remedying of defects therein the CONTRACT PRICE of Dirhams 30,794,908.00 (Dhs. Thirty Million Seven Hundred Ninety four Thousand Nine Hundred Eight) or such other sum as may become Payable under the provisions of the AGREEMENT at the times and in the manner prescribed by the AGREEMENT.

IN WITNESS WHEREOF, THE PARTIES HERETO HAVE ENTERED INTO THIS AGREEMENT A S OF THE DAY AND YEAR ABOVE WRITTEN. 1. Signed and delivered for and on behalf of: AL GHAIL POWER LLC (AGPL) By Title Date : : : _________________________ Deputy General Manager 28 Oct2013
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duly authorized in that behalf in the presence of: By Title Date 2. : : : _________________________ Finance Controller 28 Oct2013
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Signed and delivered for and on behalf of: Electro RAK LLC By Title Date : : : _________________________

duly authorized in that behalf in the presence of: By Title Date : : : _________________________

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