________________________________________________________________

LEASE AGREEMENT
________________________________________________________________

BETWEEN

__________

AND

_____________
 LEASE AGREEMENT

This Lease Agreement is made the [-] day of [-] 2010 BETWEEN

__________________ (a limited liability company incorporated in accordance with the laws of the
Sultanate of Oman, whose registered office is at P.O. Box [●], Postal Code [●], Sultanate of Oman
(hereinafter referred to as the “Landlord ”) of the first part

AND

__________________ (a limited liability company incorporated in accordance with the laws of the
Sultanate of Oman, whose registered office is at P.O. Box [●], Postal Code [●], Sultanate of Oman
(hereinafter referred to as the “Lessee”) of the second part

(Each a “Party” and together the “Parties”)

WHEREAS

A. The Parties had entered in to a built to lease agreement dated [●], as per the terms of which the land
lord had constructed the building and the Leasee had agreed to lease the same for a period of [●],
years, subject to the terms and conditions stated herein below:

IT IS HEREBY AGREED:

1. DEFINITIONS AND INTERPRETATIONS

1.1. In this Agreement, unless the context requires otherwise, the terms set out below shall have the
meaning specified herein.

“Leased Premises” shall mean the land in Plot No. [●] measuring [●] square meters situated at
Haima, together with the building constructed by the landlord in accordance with the Built to
Lease Agreement more fully described in Schedule 1 hereof.

“Agreement” shall mean this rental agreement as amended from time to time.

“Built to Lease Agreement” shall mean

“Lease Period” shall have the meaning given in Clause 2.3

“R.O.” shall mean Rials Omani.

“Rental Charges” shall mean the monthly rental charges payable by the Lessee at the rates as
detailed in Schedule 1.

“Force Majeure” means an event beyond the control of Landlord which delays, hinders or
prevents Landlord from performing its obligations, and which is not directly attributable to the
fault or negligence of Landlord and which could not have been reasonably foreseen or
prevented by Landlord by exercising reasonable diligence, including but not limited to acts of
God, earthquakes, landslides, floods, cyclone, acts decrees or orders of the government, or any
amendments thereof, explosion & fire, riot, commotion, sabotage or civil disorder, and similar
events.

2. TERM OF THE AGREEMENT

2.1 Subject to the Lessee observing the covenants, Landlord shall provide on lease the Leased
Premises to the Lessee for the duration of the Lease Period. Landlord shall at all times retain
ownership and title to the Leased Premises.

2.2 In consideration for the Rental Charges payable by the Lessee Landlord hereby lets on lease to
the Lessee the Leased Premises to hold for the Lease Period.

2.3 Unless terminated earlier pursuant to the Agreement, the period of lease shall be for an initial
period of 17 (seventeen) months commencing from the date of setting up of the Leased Premises
which shall remain fixed (the “Lease Period”). After the said Lease Period the lease term may
be renewed subject to the mutual consent of the Parties on such terms as the Parties may
mutually agree upon. The Party desirous of renewing the Lease shall serve at least 3 months
written notice on the other Party confirming its intent to renew the Lease for the further duration
and the other Party agrees to the proposed extension for the further term.

It is the intention of the Parties that the minimum term of lease shall be at least ten (10) years from the
commencement date of the lease period. In the event that this Agreement is terminated by
Lessee prior to completion of the first 10 years of the Lease term, for any reason what so ever ,
and not withstanding any provision herein contained which may be contradictory, the Lessee
shall pay to Lessor any rental yet unpaid for the remainder of the minimum ten (10) years period
within thirty (30) days of having served such notice of termination to the Lessor . This clause
shall be applicable if the Lessee fails to occupy and commence payment of rental within one
month from the Completion Date (as defined in The Build To Lease Agreement) or the deemed
Completion date as the case maybe.
2.4 Pursuant to this Agreement, the Parties have, in accordance with the land laws and
administrative practices prevalent in the Sultanate of Oman, signed and executed a Standard
Form of Lease bearing serial no.[-], in Arabic as prescribed by in accordance with the Laws of the
Sultanate of Oman. The Parties hereby agree and undertake to effect registration of the Standard
Form of Lease immediately upon its expiration until the term of the Lease as provided for herein
has been completed in accordance with the terms and conditions of this Lease Agreement.

2.5 The Parties hereby agree and acknowledge that in the event of any inconsistency or contradiction
between the terms of this Lease Agreement and the terms of the Standard Form of Lease, the
terms of this Lease Agreement shall prevail.

3. RENTAL CHARGES AND PAYMENT

3.1 Rental Charges are due even if the Leased Premises is not used for any reason whatsoever
including but not limited to a Force Majeure Event.

3.2 Landlord shall raise invoices on a monthly basis for the Leased Premises rented to the Lessee
and the Lessee shall make the payment of the said invoices to the Landlord within three (3) days
from the date of receipt of invoice from the Landlord.

3.3 Subject to change of law provisions and force majeure provisions in this Agreement the Rental
Charges shall remain firm for the Lease Period

3.4 Lessee shall pay interest to Landlord at twelve percent (12%) per annum or the highest lawful
rate, on any delinquent payment from the date when such payment was due until paid.

4. INSURANCE

4.1 Lessee shall, at its expense, obtain and throughout the term of this Agreement and maintain
following insurances:

4.1.1. Public Liability

 4.1.2. Workmen's Compensation
4.1.3. Medical Costs/Personal Accident
4.1.4. Lessee’s own / employees property

Under its insurance policies Lessee shall grant waiver of subrogation to Landlord and its’
subcontractors.

4.2 Landlord shall, at its expense, obtain and throughout the term hereof maintain insurance
covering the Leased Premises under a fire and allied perils insurance. Any and all deductibles
under the said Insurance shall be to the account of the Lessee, which shall be responsible for
payment of such amounts to Landlord for faults attributable to Lessee, his staff or any other
individual and/or company employed by and/or visiting the Lessee.

5. COVENANTS AND OBLIGATIONS OF Landlord

The Landlord covenants and undertakes during the Lease Period as follows:

5.1. the Leased Premises shall be connected to and have the benefit of power, water, air conditioning
and telephone connections and the Lessee shall have unhindered access to the Leased
Premises at all times and throughout the Lease Period;

5.2. subject to the Lessee observing the covenants set out in this Agreement, the Landlord shall
permit the Lessee to peaceably and quietly hold and enjoy the Leased Premises without any
interruption or disturbance from or by the Landlord or any person claiming to be under the
Landlord;

5.3. the Landlord shall maintain the air-conditioning, sanitary, plumbing and electrical lines so as to
leave the Leased Premises in a liveable condition with the aforesaid facilities in a working order;

5.4. Upon the termination of this Agreement, Landlord shall be entitled to retake possession of the
Leased Premises. Lessee waives any claim whatsoever for damages it may suffer as a result of
this.

5.5. Landlord covenants the availability of the Leased Premises for the duration of Lease Period,
provided that if the Leased Premises is damaged due to Force majeure, Landlord shall have no
liability towards the Lessee subject to clause 4.2 hereinabove.

5.6. In the event that the Lease is disrupted due to Force Majeure, then, the Landlord shall take all
reasonable measures to repair the Leased Premises.

6. COVENANTS AND OBLIGATIONS OF THE LESSEE

6.1. In consideration of Landlord providing the Leased Premises on rent, the Lessee hereby
guarantees the due payment of the Rental Charges and all other sums of money which may
become payable under this Agreement and the performance and observance of the conditions by
the Lessee;

6.2. The Lessee covenants and undertakes during the Lease Period or any renewal thereof as
follows:

6.2.1. To keep the Leased Premises clean and in a satisfactory state of repair, this includes any
ongoing maintenance that may be required. Failure to keep the Leased Premises clean and well
maintained will result in the Landlord making the arrangements and back charging all costs to the
Lessee. At the time of the Lessee's final departure from the Leased Premises, a joint inspection
will be carried out by the Landlord and Lessee and where the Premises are not found to be in
 good condition, apart from minimal wear and tear, the cost of any repairs or refurbishment will be
for the account of the Lessee.

6.2.2. to carry out repairs for all decoration, and other items whether furniture or fixtures brought in by it
within the Leased Premises at its cost and bear the expenses for repairs or maintenance of the
same which may arise due to use of the Leased Premises;

6.2.3. to pay all charges incurred in respect of the usage of electricity, water, drainage system (including
STP) and telephone services at the Leased Premises and to indemnify the Landlord against any
charges levied against him in respect thereof;

6.2.4. to keep the interior of the Leased Premises including all the Landlord’s fixtures and fittings,
installations and appliances in good and tenable repair and conditions;

6.2.5. not to make any structural alterations and/or additions to the Leased Premises without the written
consent of the Landlord;

6.2.6. to permit the Landlord or his servants or agents to enter the Leased Premises at any time during
the Lease Period for the purposes of viewing the state of repair and decoration of the Leased
Premises;

6.2.7. to permit the Landlord’s or his servants or his agents to enter the Leased Premises for the
purposes of the maintenance and repair;

6.2.8. to not assign or sub-let, create any charge or mortgage or otherwise part with the Leased
Premises without the permission in writing of the Landlord;

6.2.9. to not carry on any trade, profession or business within the Leased Premises and to use the
Leased Premises only for private, domestic and residential purposes;

6.2.10. not to do or suffer any act in the Leased Premises which might cause any insurance of the
Leased Premises (or of other adjacent property of the Landlord) to be rendered void or voidable
or any premium payable in respect thereof to be increased;

6.2.11. not to do or suffer to be done anything in, around or on the Leased Premises which might be or
become a nuisance or annoyance to the Landlord or to any of the other tenants residing in the
adjacent or adjoining premises;

6.2.12. Lessee shall be liable to Landlord for all loss and or damage to the Leased Premises during the
term of this Agreement regardless of the cause and shall promptly notify Landlord of same.

6.2.13. To remove all rubbish from the Premises and dispose it in accordance with local regulations.

6.2.14. Lessee shall not suspend, cancel or terminate this Agreement except as provided for by the
terms of this Agreement;

6.2.15. Not to allow their staff to park buses, heavy trucks / tankers in areas other than the areas already
allocated by the Landlord. The maximum speed limit within the camp is 25 Km/hr.

6.2.16. Not to allow its staff to bring any unauthorised personnel into the camp or the bring any alcohol /
drugs in the camp
6.2.17. Not to allow their staff to store or use gas burners or heaters in or around the accommodation
blocks. Should such items be discovered the Landlord retains the right to insist the item is
removed and stored in a suitable location.

6.2.18. Not to allow their staff to carry out any vehicle/equipment maintenance or work activities within
the camp.

6.3. The Lessee's responsibility for ongoing maintenance does not include the following:-

6.3.1. Structural repairs i.e. roofing, wall panels, window frames, doors unless damage is caused
through misuse or malicious intent by the Lessee, his staff or any other individual and/or company
employed by and/or visiting the Lessee or their staff at the Premises.

6.4. Landlord retains the right to insist the Lessee to remove from the Leased Premises an individual
or individuals consistently breaching the terms and conditions of this Agreement.

6.5. The Lessee shall have to arrange on its own for food and laundry and Landlord shall not be
responsible or in any way related to the same.

7. GENERAL PROVISIONS

7.1. The Lessee hereby agrees to indemnify and hold harmless Landlord from any and all claims,
costs and losses arising from any breach, non observance or misrepresentation of the
representations, covenants or warranties of the Lessee or for any other material breach of the
obligations of the Lessee under this Agreement.

7.2. at any time during the Lease Period, the Landlord shall be at liberty to augment, modify, alter or
make changes to the components of the Lease Premises.

7.3. It is understood and agreed that lease is not exclusive to the Lessee and that the Landlord shall
be leasing out to others the remaining facilities (other than the Leased Premises) or using it for its
own requirements. All the common facilities like access, recreational facilities, kitchen, dining
area, STP, RO plant, parking facility and any other common facilities as may be decided by the
Landlord from time to time (together Common Facilities) is intended for the common use of all the
tenants and not exclusively by the Lessee. For the greater enjoyment of these Common Facilities
the Lessee shall ensure that its employees staying in the premises do not act in any way which
shall cause any nuisance or annoyance to any other tenant of or visitor to the Leased Premises.

8. TERMINATION

8.1. The minimum term for this Agreement will be for the Leased Period during which period if Lessee
terminates the Agreement, for any reason whatsoever, Lessee shall pay to Landlord the
Rental Charges yet unpaid for the remainder of the Leased Period before such termination can
be effected.

8.2. If the Lessee defaults in making timely payment of the Rental Charges, breaches any of the
terms and conditions of this Agreement on its part to be observed and performed or if the Lessee
shall do or cause to be done or permit or suffer any act or thing whereby the Landlord’s rights
may be prejudiced or put in jeopardy, Landlord may within seven days’ written notice terminate
the Agreement and it shall thereupon be lawful for Landlord to take possession of the said
Leased Premises and for that purpose to enter into or upon any premises where the same maybe
kept. In the event of termination for such reasons, before the expiry of the Lease Period, the
Lessee shall pay to Landlord the Rental Charges yet unpaid for the remainder of the Lease
Period.
8.3. In the event the IJV Agreement gets terminated due any reason whatsoever, the Lessee shall still
pay the rent for the entire Lease Period

9. NOTICES

Any notice, demand, request, consent, approval or other communication given or made, or
required to be given or made hereunder shall be in writing properly addressed and shall be hand-
delivered or sent by prepaid recorded delivery or registered post and by air mail if crossing an
international border, facsimile, electronic exchange, or telex addressed to the Parties in the
manner Leased Premises forth below:

(i) If notice is to be sent to Landlord , it should be sent to

Bahwan Contracting Company LLC,

P.O. Box # 1098,
Ruwi, 112
The Sultanate of Oman

Fax No. 24591098

To the attention of Mr. S. Z. Nehri

(ii) If notice is to be sent to Lessee, it should be sent to

BCC-DCL Joint Venture

PO Box #. 1098,
Ruwi – 112
The Sultanate of Oman

Fax No. _______________

or to such other address, facsimile, electronic mail or telex number as either Party may hereafter
specify in writing.

10. FORCE MAJEURE

10.1. if Landlord is prevented from performing any of its obligations under this Agreement by Force
Majeure, then it shall give notice to the Lessee of the event or circumstances constituting the
Force Majeure and shall specify the obligations, the performance of which is or will be prevented.
The notice shall be given within 14 days after the Landlord became aware, of the relevant event
or circumstance constituting Force Majeure.

10.2. If Landlord is prevented from performing any of its obligations under this Agreement by Force
Majeure of which notice has been given to the Lessee then Landlord shall be relieved from
liability for any consequent failure to perform.

10.3. If a Force Majeure Event(s) has occurred and the Parties agree that the same has caused
increased cost to Landlord to continue its obligations under this Agreement then, the Parties
shall agree to a mechanism to reimburse Landlord such increased cost either by increasing the
Rental Charges or by some other agreed reimbursement mechanism, such that, Landlord shall
be able to recover the additional costs which it has incurred. Failing which agreement any of the
Parties shall be entitled to refer the matter which is not agreed for determination in accordance
with Clause 11
10.4. If a Force Majeure Event continues or is in the reasonable judgment of the Parties likely to
continue beyond a period of 90 days, the Parties may, mutually decide to terminate this
Agreement or continue this Agreement on mutually agreed revised terms. If the Parties are
unable to reach an agreement in this regard, the affected Party shall be entitled to serve written
notice of termination and this Agreement shall terminate.

11. GENERAL

11.1. Each Party shall be responsible for payment of all tax that it may be liable to pay under the Law,
arising from this Agreement.

11.2. Lessee shall keep the Leased Premises free and clear of all liens, charges, security interests and
encumbrances. Lessee shall not assign, sell, pledge, hypothecate or otherwise part with
possession of the Leased Premises under this Rental Agreement or any of its rights hereunder,
sublease or remove any Leased Premises. No permitted assignment or sublease shall relieve
Lessee of any of its obligations hereunder. Lessee shall indemnify and hold harmless Landlord
from and against any and all costs, claims, actions and expenses in the event that the Leased
Premises becomes subject to any lien, charge, security interest or encumbrance.

11.3. The failure of a Party to exercise or enforce any right under this Agreement shall not be deemed
to be a waiver of that right, nor operate to bar the exercise or enforcement of it at any time or
times thereafter.

11.4. This Agreement (including its Schedules) and the documents referred to in this Agreement
constitutes the entire Agreement of the Parties and supersedes all prior agreements and
understandings between the Parties in connection with the subject matter hereof.

11.5. This Agreement can only be amended thorough the mutual agreement of the Parties and not
otherwise.

11.6. This Agreement shall be governed by and construed in accordance with the laws of the Sultanate
of Oman.

11.7. The Parties irrevocably agree that the Courts of Oman shall have exclusive jurisdiction to settle
any disputes which may arise out of or in connection with this Agreement and that accordingly
any suit, action or proceeding arising out of or in connection with this Agreement may be
brought before it.

IN WITNESS WHEREOF, the Parties have executed this Agreement in two (2) originals.

Agreed and accepted by

For and on behalf of IJV For and on behalf of Bahwan Contracting Company
LLC
Bahwan Contracting Company LLC
____________________________________
____________________________________
Name:_______________________________
Name:_______________________________
Designation:__________________________
Designation:__________________________

Witness: ____________________________ Witness: ____________________________

 DSME Construction LLC

____________________________________

Name:_______________________________

Designation:__________________________

Witness: ____________________________

SCHEDULE 1

LIST OF ACCOMODATION / FACILITIES

Sr. Type of portacabin Rate per month Rate per day (Rials
(Rials Omani) Omani)
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.

I. The accommodation blocks are not furnished or equipped. The accommodation blocks are
provided with Air-conditioners installed.
II. The above rates include reasonably normal usage of Common Facilities.
III. Common External Ablution
IV. Accommodation will be provided block wise on a full monthly basis.
V. Plant, equipment, staff and labour required for installation and setting up of camp will be in
Lessee scope
VI.
VII. Running cost of camp will be in IJV scope which shall include but not limited to following –
1. Power supply
2. Operation, maintenance and consumables of RO plant and STP
3. Transportation of water from RO plant, disposal of waste and effluent from STP including
permission from municipality
4. Catering cost of IJV employees, subcon (including MEP), workers and client.
5. Camp cleaning and garbage disposal
6. Medical facility
7. Any other running cost.
VIII. Rates for additional portacabins shall be charged as shown above
IX. For the purpose of any part of the month, working month shall be assumed to have 30 days.
X. The current rate of 3% (three percent) payable to Muscat Municipality is included in the above
Rental Charges. In the event of any increase in the above percentage, the same shall be
recovered from the Lessee.