THE SOCIALIST REPUBLIC OF VIETNAM Independence ± Freedom- Happiness


No. : 2011/VTP/FCC


Pursuant to functions, construction capability and voluntary cooperation of involving Parties. PARTIES: 1. VIET TIN PHAT PRODUCE ± TRADING J.S Co. ( Abbreviated as ³VTP´) Address: 226 To Ky street, Tam Dong Hamlet, Thoi Tam Thon Commune, Hoc Mon district, HCMC. Tel. : (08)944.2778 Fax: (08) 957.3637 Representative: Mr. Nguyen Van Quang Position: General Director 2. FICO ± COREA CONSTRUCTION COMPANY LTD. (Abbreaviated as ³FCC´) Address: Unit 1, 3rd floor. No. 2 Bertrand Russell, district 7, Tan Phu ward, HCMC Tel. : (08).5413.5299 Fax: (08).5413.5298 Representative: Mr. Kang Il Koo Position: General Director

Today, dated 1st of December 2008 After discussion and negotiation, two Parties agree to sign this Joint Operation Agreement ( Hereinafter referred to as ³ agreement´) with the following content: I. AGREEMENT CONTENT i. Two Parties agree to establish a joint operation to jointly participate in prequalification application, bidding and executing the contract package : ³ Reclamation and Stabilization works´. The joint operation( J.O) is named: ³VTP-FCC Joint Operation´. In the event of receiving bid and signing the contract for construction, two Parties agree to take responsibility to the owner for organization and implementation of the package in accordance with requirements of work quality and construction schedule of works which each Party is assigned. ii. Preparation work for documents applying for participating in construction of the project and work assignment between Parties are mutually agreed in accordance with the following terms: iii. Two Parties agree to assign VTP to be the leader of the J.O. iv. Two Party agree to assign Mr. Nguyen Van Quang, General Director of VTP, as the representative of the J.O. to sign documents, bidding procedure, contract to the owner concerning the construction project. II. RESPONSIBILITIES OF EACH PARTY i. The leader - To execute the bidding, the negotiation and to sign the contract on behalf of the J.O. with owner. - Fully responsibility in front of the owner for the signed contract.

Be responsible to leading Party for quality. management and execution the whole contract with owner .O .Other responsibilities shall be represented in J. ii.Be under the control and management of The leader for the project execution.VTP: Supply sand. Each Party shall execute the assigned works. . In case one of the Parties does not assure to fulfill its responsibilities.O Contract in compliance with the current regulations. the leader has its own right to execute necessary measures inclusive of reassignment to the other or apply another sub-contractors and consequently reports to the Owner according in order to complete the project on schedule.O.Commit to be generally responsible for successful completion of the project and be ready to mobilize its resources to support other Parties if necessary.O Contract. schedule work quantity including its subcontractor¶s performance.Other responsibilities shall be described in Joint Operation Contract made between Parties.O Agreement.O Contract with detailed work assignment and the value of each Party. WORKS ASSIGNMENT BETWEEN PARTIES OF J.O. - . .O in compliance with relevant regulations of J. . The leader shall proceed with inspection and approval procedures and directly receive payment equivalent to work quantity performed by each Party within its scope of work from the Owner and release payment to members of J.Provide VTP with relevant documents and materials so that VTP will complete tender document submission. The leader shall proceed with regular meeting with the Owner and the consultant. Two Parties temporarily agree works assignment for each Party during the contract execution as follows: . Together with other Parties of the J. After the bid is awarded to J. perform its responsibilities and obligation to each other Party and to the Owner during construction stage. . To supervise the performance of works assigned to each Party as well as work quality.The leader shall be responsible for project site management and shall conduct regular meetings together with other Parties of the J. two Parties shall negotiate to sign J.O and the contract is signed with the Owner. iii. . speed up the schedule.. manages the job site according to J.III. .O i. Two Parties commit to be responsible for work quantity and quality within its works scope and be responsible in general for the project overall schedule and quality.FCC: Execution of soft ground improvement works ii. Parties as members of J.

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