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DRAFT PURCHASE CONTRACT

FOR

PROVISION OF FPSO INTEGRITY AND SPECIALISED PIPELINE INSPECTION AND MAINTENANCE


SERVICES ON BONGA (CATEGORY A-C)

BETWEEN

[SHELL NIGERIA EXPLORATION & PRODUCTION COMPANY LTD]

and

[**insert]

NO: CW…………………

NCDMB CERTIFICATION OF AUTHORIZATION NUMBERS:


ES/NCDMB/SNEPCo/TITT/021122/UPD/ FPSO INTEGRITY AND SPECIALIZED PIPELINE
INSPECTION MAINTENANCE SERVICES ON BONGA
ES/NCDMB/SNEPCo– CITT-TEMPL/021122-UPD/FPSO INTEGRITY AND SPECIALIZED PIPELINE
INSPECTION MAINTENANCE SERVICES ON BONGA

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TABLE OF CONTENTS PAGE

Section I – The completed and signed Form of Agreement:……………………………………………..3-7

Section II – DEFINITIONS AND INTERPRETATION:……………………………………………………………8-16

Section IIIA – SPECIAL TERMS AND CONDITIONS:…………………………………………………………17-24

Section IIIB – GENERAL TERMS AND CONDITIONS:……………………………………………………….25-46

Section IV – SCOPE DESCRIPTION:………………………………………………………………………………47-153

Section V – SCHEDULE OF PRICES:…………………………………………………………………………….154-166

Section VI – INSURANCE REQUIREMENTS:………………………………………………………………..167-169

[**ATTACHMENT]:

**SECTION VII – HSSE REQUIREMENTS:……………………………………………………..171-181

**SECTION VIII - ADMINISTRATION INSTRUCTIONS :…………………………………..182-200


**SECTION IX - CONTRACTORS AND SUBCONTRACTORS’ MANAGEMENT
PLAN………………………………………………………………………………………………………… 201
**SECTION X - WORKERS' WELFARE MANGEMENT PLAN…………………………….. 202

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SECTION I – FORM OF AGREEMENT

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SECTION I – FORM OF AGREEMENT

TABLE OF CONTENTS PAGE

1 DEFINITIONS:………………………………………………………………………………………………. 5

2 CONSIDERATION:………………………………………………………………………………………… 5

3 PURCHASE ORDERS:……………………………………………………………………………………. 5

4 EFFECTIVE DATE:…………………………………………………………………………………………..5

5 NOTICES:………………………………………………………………………………………………………5

6 ADDITIONAL TERMS:…………………………………………………………………………………….6

7 SECTIONS FORMING THE CONTRACT:……………………………………………………………6


7.1 Sections Included:………………………………………………………………………………………..6
7.2 Ambiguities or Contradictions:…………………………………………………………………….6

7.3 Signature Page………………………………………………………………………………………………7

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SECTION I – FORM OF AGREEMENT
THIS CONTRACT IS MADE ON [**insert date] BETWEEN:
[**SHELL COMPANY],
whose registered office is at [**, (**) **, **] (“COMPANY”),
and
[**CONTRACTOR],
whose registered office is at [**, (**) **, **] (“CONTRACTOR”),
RECITALS
SHELL and CONTRACTOR wish to establish a CONTRACT so that COMPANY may make purchases
from CONTRACTOR of SCOPE. SCOPE includes [**PROVISION OF FPSO INTEGRITY AND
SPECIALISED INSPECTION & MAINTENANCE SERVICES] and is more completely described in the
SCOPE DESCRIPTION.
THE PARTIES AGREE AS FOLLOWS

1 DEFINITIONS
Capitalised words and phrases have the meanings given to them in the DEFINITIONS AND
INTERPRETATION Section (Section II).

2 CONSIDERATION
In consideration of the obligations undertaken by CONTRACTOR under the CONTRACT, COMPANY
agrees to pay the CONTRACT PRICE.

3 PURCHASE ORDERS
This CONTRACT provides for separate PURCHASE ORDERS for SCOPE.

4 EFFECTIVE DATE
The CONTRACT has an effective date of [**date] and will terminate on [**date] with an option to
extend by a maximum period of 12 months under unchanged terms and conditions. This option
shall be exercised at the sole discretion of the COMPANY by giving the CONTRACTOR notice in
writing at least thirty (30) days prior to the end of the duration of the CONTRACT.

5 NOTICES
Notices under the CONTRACT must be made in the manner set out in the GENERAL TERMS AND
CONDITIONS (Section IIIB) and delivered:
To COMPANY:
[via COMPANY REPRESENTATIVE (***************)
21/22 Marina, PMB 2418, Lagos, Nigeria]

To CONTRACTOR:
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[**include details]

6 ADDITIONAL TERMS

(a) A discount of at least (minimum discount is 2.5% per 30 days)] will be applied on an invoice for
COMPANY’s benefit if payment is made within (30] days of receipt by COMPANY of the invoice.

(b) In addition to any LIQUIDATED DAMAGES provided in the SCHEDULE OF PRICES or in an individual
PURCHASE ORDER, the following LIQUIDATED DAMAGES are applicable to SCOPE purchased
under this CONTRACT:

Where time is of essence for work, it will be so stated on the PURCHASE ORDER for the Work.
Where time is of essence term is applicable to a PURCHASE ORDER, LIQUIDATED DAMAGES shall
apply for lack of performance from the CONTRACTOR.
LIQUIDATED DAMAGE to be applied to Purchase Order with time of essence term is as follows:
[o.5% of PURCHASE ORDER value for every day of delay in performance subject to a maximum of
5% of the Purchase Order value]

7 SECTIONS FORMING THE CONTRACT


7.1 Sections Included
The CONTRACT consists of the following Sections, which are attached:
(i) Section I – The completed and signed Form of Agreement;
(ii) Section II – DEFINITIONS AND INTERPRETATION;
(iii) Section IIIA – SPECIAL TERMS AND CONDITIONS;
(iv) Section IIIB – GENERAL TERMS AND CONDITIONS;
(v) Section IV – SCOPE DESCRIPTION;
(vi) Section V – SCHEDULE OF PRICES;
(vii) Section VI – INSURANCE REQUIREMENTS;
(viii) **Attachments includes:
• Section VII – HSSE SUPPLEMENT/REQUIREMENT
• Section VIII – ADMINISTRATIVE INSTRUCTIONS
• Section IX - SUBCONTRACTORS AND SUBCONTRACTORS’ MANAGEMENT PLAN
• Section X - WORKERS’ WELFARE MANAGEMENT PLAN
7.2 Ambiguities or Contradictions
Any ambiguity or contradiction will be resolved by reading the CONTRACT as a whole so that each
provision will have effect. If a reading of the CONTRACT as a whole does not resolve the ambiguity
or contradiction, then precedence will be given to each section of the CONTRACT in the order it is
listed, beginning with Section I.
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Signatories

For and on behalf of [**insert full Shell name] For and on behalf of [**insert full CONTRACTOR
name]

______________________________ ______________________________

Name: Name:
Position: Position:

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SECTION II – DEFINITIONS AND INTERPRETATION

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SECTION II – DEFINITIONS AND INTERPRETATION

TABLE OF CONTENTS PAGE

1. DEFINITIONS:……………………………………………………………………………………………………….10-15

2. INTERPRETATION:…………………………………………………………………………………………….16

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SECTION II – DEFINITIONS AND INTERPRETATION
1. DEFINITIONS
Capitalised words and expressions have the following meanings when interpreting the CONTRACT:
ACCEPTANCE COMPANY accepts SCOPE in writing or is deemed to have accepted SCOPE in the
manner specified by the CONTRACT.
AFFILIATE in reference to a PERSON, any other PERSON that: (a) directly or indirectly controls
or is controlled by the first PERSON; or (b) is directly or indirectly controlled by a
PERSON that also directly or indirectly controls the first PERSON. A PERSON
controls another PERSON if that first PERSON has the power to direct or cause the
direction of the management of the other PERSON, whether directly or indirectly,
through one or more intermediaries or otherwise, and whether by ownership of
shares or other equity interests, the holding of voting rights or contractual rights,
by being the general partner of a limited partnership, or otherwise. Any AFFILIATE
of Royal Dutch Shell, plc is an AFFILIATE of COMPANY.
AGENCY those CONTRACTOR PERSONNEL who are not direct employees but are working
PERSONNEL under the direct control and supervision of CONTRACTOR GROUP.
ANTI- the United States Foreign Corrupt Practices Act of 1977, the United Kingdom
CORRUPTION Bribery Act 2010, and all other APPLICABLE LAWS that prohibit tax evasion, money
LAWS laundering or otherwise dealing in the proceeds of crime or the bribery of, or the
providing of unlawful gratuities, facilitation payments, or other benefits to, any
GOVERNMENT OFFICIAL or any other PERSON.
APPLICABLE DATA all laws, rules, regulations, governmental requirements, codes as well as
PROTECTION LAW international, federal, state, provincial laws applicable to COMPANY when acting
as a controller or processor of PERSONAL DATA, in particular REGULATION (EU)
2016/679 (GDPR).
APPLICABLE where applicable to a PERSON, property, or circumstance, and as amended from
LAWS time to time: (a) statutes (including regulations enacted under those statutes);
(b) national, regional, provincial, state, municipal, or local laws; (c) judgments and
orders of courts of competent jurisdiction; (d) rules, regulations, and orders issued
by AUTHORITIES; and (e) regulatory approvals, permits, licences, approvals, and
authorisations.
AUTHORITIES the government and any county, municipality, local government, or other political
subdivision, instrumentality, ministry, or department which has jurisdiction over
any part of SCOPE, or any county, municipality, local government or other political
subdivision thereof.
BOOKS AND books, accounts, contracts, records, and documentation, in electronic format, or
RECORDS otherwise, in respect of the CONTRACT and performance of SCOPE.
COMPANY the party identified as such in Section I.
COMPANY COMPANY and: (a) its CO-VENTURERS and JOINT VENTURES; (b) any AFFILIATE of
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GROUP COMPANY, its JOINT VENTURES, or its CO-VENTURERS; and (c) any director,
officer, employee, or other individual working under the direct control and
supervision of COMPANY, its JOINT VENTURES, or CO-VENTURERS, or the
AFFILIATES of COMPANY, its JOINT VENTURES, or CO-VENTURERS. A reference to
COMPANY GROUP includes a reference to each of its members severally.
COMPANY items of materials, equipment, services, or facilities, provided by COMPANY to
PROVIDED ITEMS CONTRACTOR to perform SCOPE.
CONFIDENTIAL all technical, commercial, photographic or other information, and all documents
INFORMATION and other tangible items that record information, whether on paper, in machine
readable format, by sound or video, by way of samples or otherwise, relating to a
PERSON’s business, including WORK PRODUCT, PERSONAL DATA, and SCOPE
provided to that PERSON, business plans, property, way of doing business,
business results or prospects, the terms, negotiations, and existence of the
CONTRACT, proprietary software, IP RIGHTS, and business records. A reference to
COMPANY GROUP’S CONFIDENTIAL INFORMATION includes WORK PRODUCT and
the terms, negotiations, and existence of the CONTRACT.
CONSEQUENTIAL (a) indirect or consequential losses; and (b) loss and/or deferral of production, loss
LOSS of product, loss of use, and loss of revenue, profit, or anticipated profit, whether
direct, indirect, or consequential, and whether or not the losses were foreseeable
at the time of entering into the CONTRACT.
CONTRACT the agreement formed by Section I and the Sections which follow.
CONTRACT PRICE the total amount payable by COMPANY to CONTRACTOR in accordance with the
CONTRACT.
CONTRACTOR the party identified as such in the CONTRACT.
CONTRACTOR any machinery, plant, tools, equipment, goods, materials, supplies, and other
EQUIPMENT items (including all appropriate associated spare parts, storage containers,
packing, and securing) owned or contracted for by CONTRACTOR GROUP, provided
title has not passed and will not pass to COMPANY under the CONTRACT.
CONTRACTOR CONTRACTOR and: (a) its SUBCONTRACTORS; (b) any AFFILIATE of CONTRACTOR
GROUP or its SUBCONTRACTORS; and (c) any director, officer, employee, other PERSON or
AGENCY PERSONNEL employed by or acting for and on behalf of CONTRACTOR, its
SUBCONTRACTORS, or the AFFILIATES of CONTRACTOR and its SUBCONTRACTORS.
A reference to CONTRACTOR GROUP includes a reference to each of its members
severally.
CONTRACTOR any individual provided by CONTRACTOR GROUP, whether directly or indirectly,
PERSONNEL and assigned to work in connection with the performance of SCOPE, whether or
not an employee of CONTRACTOR GROUP.
CO-VENTURER any PERSON who is a party to a joint operating agreement, unitisation agreement,
including a JOINT VENTURE, or similar agreement: (a) with COMPANY or any of its
AFFILIATES; and (b) which agreement is related to SCOPE performed under the
CONTRACT. A reference to CO-VENTURERS includes a reference to each CO-
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VENTURER severally and to its respective successors and permitted assigns.
DEFINITIONS AND this Section, setting out defined terms.
INTERPRETATION
FORCE MAJEURE the events qualifying as a force majeure event as expressly set out in the
EVENT CONTRACT.
GENERAL TERMS Section IIIB, setting out the general terms and conditions.
AND CONDITIONS
GOODS goods, materials, products, and equipment to be supplied by CONTRACTOR under
the CONTRACT.
GOVERNMENT (a) any official or employee of any government, or any agency, ministry, or
OFFICIAL department of a government (at any level); (b) anyone acting in an official capacity
for a government regardless of rank or position; (c) any official or employee of a
company wholly or partially controlled by a government (e.g. a state-owned oil
company), political party, or any official of a political party; (d) any candidate for
political office, or any officer or employee of a public international organisation
(e.g. the United Nations or the World Bank); and (e) any immediate family
member (meaning a spouse, dependent child, or household member) of any of the
foregoing.
GROSS any act or failure to act (whether sole, joint, or concurrent) that is so great as to
NEGLIGENCE cause harm to people, property, or the environment and that: (a) seriously and
substantially deviates from a diligent course of action; or (b) is in reckless
disregard of or wanton indifference to a risk known or so obvious that it should
have been known.
HSSE health, safety, security, and environment.
HSSE STANDARDS (a) all HSSE policies, manuals, standards, rules, and procedures, as communicated
to CONTRACTOR, by or on behalf of COMPANY, designed to manage HSSE risks
during performance of SCOPE under the CONTRACT; (b) all APPLICABLE LAWS
relating to HSSE; and (c) any other rules and procedures (whether issued by
COMPANY GROUP or otherwise) in force at a relevant COMPANY GROUP
WORKSITE at the time of performance of SCOPE.
INCOTERM the current version of INCOTERMS as published by the International Chamber of
Commerce.
INDEMNIFY release, save, indemnify, defend, and hold harmless.
INDIRECT TAXES any of the following: (a) value added tax; (b) goods and services tax; or (c) sales tax
or a similar levy.
INSOLVENCY if a PERSON: (a) stops or suspends, or threatens to stop or suspend, payment of all
EVENT or a material part of its debts, or is unable to pay its debts as they fall due;
(b) ceases or threatens to cease to carry on all or a substantial part of its business;
(c) begins negotiations for, starts any proceedings concerning, proposes or makes
any agreement for the reorganisation, compromise, deferral, or general
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assignment of, all or substantially all of its debts; (d) makes or proposes an
arrangement for the benefit of some or all of its creditors of all or substantially all
of its debts; (e) takes any step with a view to the administration, winding up, or
bankruptcy of that PERSON; (f) is subject to an event in which all or substantially
all of its assets are subject to any steps taken to enforce security over those assets
or to levy execution or similar process, including the appointment of a receiver,
trustee in bankruptcy, or similar officer; or (g) is subject to any event under the
law of any relevant jurisdiction that has an analogous or equivalent effect to any
of the INSOLVENCY EVENTS listed above.
INSURANCE Section VI, setting out the types and amounts of policies of insurance required and
REQUIREMENTS related matters.
IP RIGHTS all patents, copyright, database rights, design rights, rights in CONFIDENTIAL
INFORMATION, including know-how and trade secrets, inventions, moral rights,
trademarks and service marks (all whether registered or not and including all
applications for any of them and all equivalent rights in all parts of the world),
whenever and however arising for their full term, and including any divisions, re-
issues, re-examinations, continuations, continuations-in-part, and renewals.
JOINT VENTURE any entity: (a) which itself is not an AFFILIATE OF COMPANY; (b) in which an
AFFILIATE OF COMPANY has a direct or indirect ownership interest; and (c) the
activities of which are related to SCOPE.
LIABILITIES liabilities for all claims, losses, damages, costs (including legal fees), and expenses.
LIENS liens, attachments, charges, security interests, claims, or other encumbrances
against SCOPE or property of COMPANY GROUP, including leases, COMPANY
PROVIDED ITEMS, and products produced by COMPANY GROUP (such as oil, gas,
or other products produced by a well, refinery, or chemical plant).
LIQUIDATED amounts agreed in the CONTRACT, that CONTRACTOR must pay to COMPANY if
DAMAGES certain events or obligations as specified in the CONTRACT are not achieved or not
timely achieved.
OTHER any other contractor engaged by COMPANY GROUP to perform work at the
CONTRACTOR WORKSITE.
OTHER OTHER CONTRACTOR and: (a) its subcontractors; (b) any AFFILIATE of OTHER
CONTRACTOR CONTRACTOR or its subcontractors; and (c) any director, officer, employee, other
GROUP PERSON, or agency personnel employed by or acting for and on behalf of OTHER
CONTRACTOR, its subcontractors, or the AFFILIATES of OTHER CONTRACTOR and
its subcontractors; with the exception of any members of COMPANY GROUP and
CONTRACTOR GROUP. A reference to OTHER CONTRACTOR GROUP includes a
reference to each OTHER CONTRACTOR severally.
OTHER (a) JOINT VENTURES; and (b) SHELL CONTRACTORS.
PERMITTED
BUYER
PERSON a natural person or a legal entity, including any partnership, limited partnership,
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limited liability company, corporation, firm, trust, body corporate, government,
governmental body or agency, or unincorporated venture.
PERSONAL DATA any information relating to an identified or identifiable individual, unless
otherwise defined under APPLICABLE LAWS related to the protection of
individuals, the processing of such information, and security requirements for and
the free movement of such information.
PURCHASE a written order issued as permitted by the CONTRACT from COMPANY to
ORDER CONTRACTOR to purchase SCOPE.
RESTRICTED countries or states that are subject to comprehensive economic or trade
JURISDICTION sanctions, restrictions or embargoes (as may be amended by the relevant
AUTHORITIES from time to time).
RESTRICTED (i) any PERSON resident, established or registered in a RESTRICTED JURISDICTION;
PARTY (ii) any PERSON classified as a US Specially Designated National or otherwise
subject to blocking sanctions under TRADE CONTROL LAWS; (iii) any AFFILIATES of
such PERSONS; and (iv) any PERSON acting on behalf of a PERSON referred to in
the foregoing.
SCOPE the GOODS to be delivered or the SERVICES to be performed, as the case may be,
by or on behalf of CONTRACTOR under this CONTRACT, and all other activities and
obligations to be performed by or on behalf of CONTRACTOR under this
CONTRACT.
SCOPE Section IV of the CONTRACT, setting out the description of SCOPE.
DESCRIPTION
SERVICES services to be supplied by CONTRACTOR under the CONTRACT, including the
results of those services.
SHELL a PERSON acting as contractor of an AFFILIATE of Royal Dutch Shell plc.
CONTRACTOR
SOFTWARE any software forming part of SCOPE or necessary for the intended use of SCOPE,
including, as applicable, the database and all machine codes, binaries, object
codes or source codes, whether in a machine or human readable form, and all
improvements, modifications, and updates, flow charts, logic diagrams,
passwords, and output tapes, and any future updates, releases, and generally
available associated software items, together with the licence to use them or
ownership rights in them.
SPECIAL TERMS Section IIIA, setting out the category or special terms and conditions.
AND CONDITIONS
STANDARDS OF with reference to SCOPE and the performance of SCOPE, the sound standards,
PRACTICE methods, skill, care, techniques, principles, and practices that are recognised and
generally accepted in the international oil, gas, and petrochemical industry.
SUBCONTRACT any contract between CONTRACTOR and a SUBCONTRACTOR or between a
SUBCONTRACTOR and another SUBCONTRACTOR of any tier for the performance
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of any part of SCOPE, including any call off under framework agreements of
COMPANY or an AFFILIATE of COMPANY and supply agreements for materials.
SUBCONTRACTOR any party to a SUBCONTRACT, other than COMPANY and CONTRACTOR, including
any employers of AGENCY PERSONNEL (except as explicitly provided otherwise).
TAXES all taxes, duties, levies, import, export, customs, stamp or excise duties (including
clearing and brokerage charges), charges, surcharges, withholdings, deductions, or
contributions that are imposed or assessed by any competent authority of the
country where SCOPE is performed or any other country in accordance with
APPLICABLE LAWS.
TRADE CONTROL all APPLICABLE LAWS concerning trade or economic sanctions or embargoes,
LAWS RESTRICTED PARTY lists, trade controls on the import, export, re-export, transfer
or otherwise trade of goods, services, software, or technology, including those of
the European Union, the United Kingdom and the United States of America.
VARIATION a modification or alteration of, addition to, or deletion of, all or part of SCOPE.
VARIATION a proposal prepared by CONTRACTOR in respect of a VARIATION in which it
ASSESSMENT provides full detail of the following: (a) the impact of the proposed VARIATION on
SCOPE; (b) a detailed schedule for the performance of adjusted SCOPE; (c) the
effect on the CONTRACT PRICE (if any), determined in accordance with the
CONTRACT; and (d) any other information COMPANY concludes is necessary for its
evaluation.
VARIATION a written order for a VARIATION authorised by COMPANY.
ORDER
WILFUL a deliberate act or omission, the consequences of which were foreseen or
MISCONDUCT foreseeable, that was intended to cause harm to people, property, or the
environment.
WORK PRODUCT any and all information, reports, data, drawings, computer programs, source and
object codes, program documentation, spread sheets, presentations, analyses,
results, conclusions, findings, solutions, calculations, studies, concepts, codes,
manuals, inventions, business models, designs, prototypes, magnetic data, flow
charts, recommendations, working notes, specifications or other information,
documents, or material, which arises or is made, created, or generated under the
CONTRACT, in connection with SCOPE, or is made, created, or generated from or
using COMPANY GROUP's CONFIDENTIAL INFORMATION or COMPANY GROUP’s IP
RIGHTS.
WORKSITE lands, waters, and other places on, under, in, or through which SCOPE or activities
in connection with SCOPE are to be performed, including manufacturing,
fabrication, or storage facilities, offshore installations, floating construction
equipment, vessels, offices, workshops, camps, or messing facilities. WORKSITE
does not include any lands, waters, or other places used during transportation to
and from WORKSITES.

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2. INTERPRETATION
All provisions of the CONTRACT will have the following rules of Interpretation.

(b) The terms “including” and “includes” mean “including without limitation” and “includes without
limitation”.

(c) References to “parties” mean the parties to the CONTRACT. References to a “party” mean one of
the parties to the CONTRACT and its respective successors and permitted assigns, unless the
context otherwise requires.

(d) The terms “will”, “must”, and “shall” have equivalent meanings and create a present and ongoing
obligation, unless the context otherwise requires.

(e) Words indicating the singular also include the plural, and words indicating the plural include the
singular, unless the context otherwise requires.

(f) Where a term is defined, a derivative of that term will have a corresponding meaning, unless the
context otherwise requires.

(g) Unless expressly stated otherwise, the term "day" used in the CONTRACT refers to a calendar day,
regardless of whether considered a working day, non-working day, or holiday.

(h) References to an “Article” refer to its entirety (e.g., Article 1 or “this Article”). References to parts
of an Article are made by reference to a “sub-article” (e.g., sub-article 1.1) and include its
paragraphs (e.g. paragraph (a)), sub-paragraphs (e.g. sub-paragraph (i)), and clauses (e.g. clause
(A)), unless specific reference is made to the paragraph, sub-paragraph, or clause.

(i) No heading, index, title, subtitle, subheading, or marginal note of the CONTRACT limits, alters, or
affects the meaning or operation of the CONTRACT.

(j) Wherever in the CONTRACT CONTRACTOR GROUP is stated as having an obligation, this means
that CONTRACTOR will cause all members of CONTRACTOR GROUP to comply with such
obligation.

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SECTION IIIA – SPECIAL TERMS AND CONDITIONS

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SECTION IIIA – SPECIAL TERMS AND CONDITIONS

TABLE OF CONTENTS PAGE

1 PURCHASE ORDERS:…………………………………………………………………………………………………………..19

2 REQUIREMENTS PERTAINING TO SCOPE:……………………………………………………………………………19

3 REQUIREMENTS PERTAINING TO GOODS:…………………………………………………………………………..20

4 REQUIREMENTS PERTAINING TO SERVICES:……………………………………………………………………….20

5 COMPENSATION, PAYMENT, AND INVOICING :………………………………………………………………….21

6 QUALITY ASSURANCE:……………………………………………………………………………………………………….22

7 COMPANY PROVIDED ITEMS, INFORMATION SYSTEMS, AND FRAMEWORK AGREEMENTS:.22

8 VARIATIONS:……………………………………………………………………………………………………………………..22

9 INSPECTIONS, TESTING, AND ACCEPTANCE OF SCOPE:………………………………………………………23

10 REMEDIAL ACTIONS :…………………………………………………………………………………………………………23

11 LIMITATION OF LIABILITY AND EXCLUSIONS:…………………………………………………………………….23

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SECTION IIIA – SPECIAL TERMS AND CONDITIONS

1 PURCHASE ORDERS

(a) SCOPE is to be purchased through separate PURCHASE ORDERS. Each PURCHASE ORDER is a
stand-alone contract between the parties to the PURCHASE ORDER. Each PURCHASE ORDER
incorporates the terms of this CONTRACT.

(b) No terms in CONTRACTOR’s quotation, acknowledgment, confirmation accepting the PURCHASE


ORDER, invoice, specification, or similar document will form part of the agreement between the
parties. CONTRACTOR waives any right to rely on such terms and conditions.

(c) COMPANY may issue separate PURCHASE ORDERS for SCOPE. Where COMPANY is an AFFILIATE of
Royal Dutch Shell plc, then AFFILIATES of COMPANY and OTHER PERMITTED BUYERS in
COMPANY’s jurisdiction may also issue PURCHASE ORDERS for SCOPE in their own name. For
PURCHASE ORDERS issued by AFFILIATES of COMPANY or OTHER PERMITTED BUYERS, references
to “COMPANY” in this CONTRACT will refer to the issuer of the PURCHASE ORDER. Only the issuer
of the PURCHASE ORDER will have any liability in connection with that PURCHASE ORDER.

2 REQUIREMENTS PERTAINING TO SCOPE

(a) This CONTRACT is non-exclusive and carries no requirement for COMPANY to place any orders or
purchase any minimum quantities. COMPANY may acquire same or similar SCOPE from other
suppliers.

(b) Time is of the essence for the performance of SCOPE.

(c) Without excusing CONTRACTOR’s obligation to perform on time, CONTRACTOR will give
COMPANY prompt notice in writing if CONTRACTOR has reason to expect any delay in the
performance of SCOPE.

(d) CONTRACTOR has agreed to perform SCOPE after it has conducted reasonable due diligence in
connection with COMPANY’s intended use for SCOPE. CONTRACTOR has investigated general and
local conditions, and all other matters that could affect the performance of SCOPE.

(e) CONTRACTOR has received all information reasonably necessary to perform SCOPE under the
CONTRACT. CONTRACTOR will promptly review information supplied by COMPANY and give
prompt notice of issues of correctness or sufficiency.

(f) Any information supplied by COMPANY is the property of COMPANY and will not be used by
CONTRACTOR for any purpose other than for performance of the CONTRACT.

(g) CONTRACTOR will provide COMPANY all documentation and, if applicable, SOFTWARE, reasonably
required to make use of SCOPE. CONTRACTOR guarantees that its information provided as SCOPE
or in support of SCOPE is complete, accurate, and up-to-date.

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3 REQUIREMENTS PERTAINING TO GOODS – NOT APPLICABLE

(a) CONTRACTOR guarantees that GOODS supplied in connection with the performance of SCOPE will
be: (i) without fault, defect, or deficiency; (ii) new on delivery, unless otherwise specified in the
CONTRACT; (iii) fit for use for any purpose specified in the CONTRACT; and (iv) in strict
conformance with the CONTRACT and any specification, drawing, or other description supplied by
COMPANY to CONTRACTOR and agreed to as part of the CONTRACT.

(b) Unless a different period is specified in the scope description, CONTRACTOR’s warranty for
GOODS applies to all defects arising within [12 months] of COMPANY’s ACCEPTANCE of GOODS.

(c) Following ACCEPTANCE by COMPANY of the GOODS, the warranties set out in this Article are in
lieu of all other warranties expressed or implied by statute, common law, custom, usage, or
otherwise.

(d) GOODS are to be delivered in the quantity ordered. COMPANY will not pay for excess quantities,
which will remain at CONTRACTOR’s risk for loss and damage.

(e) CONTRACTOR retains risk of loss of and damage to the GOODS until delivery is complete in
accordance with the INCOTERMS in any case where INCOTERMS are specified, otherwise when
COMPANY takes physical possession of the GOODS.

(f) Title to the GOODS will pass to COMPANY at the earlier of: (i) risk of loss of and damage to the
GOODS passing to COMPANY; or (ii) as COMPANY makes payment for the GOODS.

(g) No deviation is permitted from named manufacturers, specified manufacturing locations, or


countries of origin of GOODS, except with COMPANY’s prior written consent.

(h) CONTRACTOR will pack the GOODS so that they may be transported and unloaded safely.
CONTRACTOR represents that, on delivery, the GOODS will have been accurately described,
classified, marked, and labelled, in accordance with the CONTRACT, all APPLICABLE LAWS, and
STANDARDS OF PRACTICE.

(i) CONTRACTOR will ensure that the GOODS comply with the requirements of APPLICABLE LAWS. To
the extent the GOODS contain toxic, corrosive, or hazardous (dangerous) materials, CONTRACTOR
will advise COMPANY of any hazard inherent in the GOODS.

(j) CONTRACTOR will ensure that a proper notice accompanies each delivery of GOODS and that it
includes information regarding safety, environment, and health hazards, including toxicity,
flammability, reactivity, and corrosiveness, together with handling and storage requirements,
actions to be taken in case of fire or spillage, and health precautions to be observed.

4 REQUIREMENTS PERTAINING TO SERVICES


4.1 SERVICES Warranties

(a) CONTRACTOR warrants that all SERVICES supplied in connection with the performance of SCOPE
will be: (i) performed in accordance with the CONTRACT; (ii) fit for use for any purpose specified in
the CONTRACT; and (iii) free from any defect or deficiency.
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(b) Unless a different period is specified in the scope description, CONTRACTOR’s warranty for
SERVICES applies to all defects arising within [12 months] of COMPANY’s ACCEPTANCE of the
SERVICES.

(c) Following ACCEPTANCE by COMPANY of the SERVICES, the warranties set out in this Article are in
lieu of all other warranties expressed or implied by statute, common law, custom, usage, or
otherwise.
4.2 Additional SERVICES Assurances
CONTRACTOR will supply SERVICES diligently, efficiently, and carefully, in a good and professional
manner, and in accordance with the CONTRACT and all STANDARDS OF PRACTICE. CONTRACTOR
will furnish all skills, labour, supervision, equipment, goods, materials, supplies, transport, and
storage required for SERVICES.
4.3 CONTRACTOR PERSONNEL in Connection with SERVICES

(a) In performing any SERVICES, CONTRACTOR will only use CONTRACTOR PERSONNEL who are
properly permitted, trained, and skilled, and in accordance with all STANDARDS OF PRACTICE and
as required by the CONTRACT. CONTRACTOR will verify all relevant qualifications and experience
of CONTRACTOR PERSONNEL, including all requirements of APPLICABLE LAWS and the CONTRACT.

(b) Where required by COMPANY, CONTRACTOR will perform at its own expense security background
checks and obtain entry credentials for CONTRACTOR PERSONNEL on COMPANY GROUP
WORKSITES.

(c) CONTRACTOR is responsible for CONTRACTOR PERSONNEL used in connection with SERVICES,
including the direction, transport, payment, board, lodging, permits, and entry credentials which
may be required. CONTRACTOR will INDEMNIFY COMPANY GROUP for LIABILITIES resulting from
the failure by any member of CONTRACTOR GROUP to pay or timely pay any salary or other
remunerations to CONTRACTOR PERSONNEL.

5 COMPENSATION, PAYMENT, AND INVOICING

(a) COMPANY agrees to pay the CONTRACT PRICE to CONTRACTOR in the currency requested by
COMPANY, if not otherwise specified in the Schedule of Prices, and at the times and in the
manner specified in this Article. The CONTRACT PRICE is all-inclusive except for value added tax or
sales tax.

(b) CONTRACTOR will invoice only after ACCEPTANCE of SCOPE, except as otherwise provided in the
CONTRACT.

(c) COMPANY will pay CONTRACTOR any undisputed amount within [45 days] after receipt of a
correct and adequately supported invoice. An invoice is considered unsupported when COMPANY
cannot reasonably verify the legitimacy or accuracy of the invoice using the information provided
by CONTRACTOR or if supporting documentation is missing.

(d) COMPANY may use certain electronic tools and services for notifications of completion of SCOPE,
invoicing, payment of invoices, and other related transactions. CONTRACTOR will use the tools

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and services identified in the CONTRACT or otherwise by COMPANY and will make its information
technology systems compatible with those tools and services. For tools and services facilitated by
a third party provider, CONTRACTOR will enter into contracts with the relevant provider.

(e) Payment of an invoice is not: (i) by itself an accord and satisfaction, or otherwise a limitation of
the rights of the parties in connection with the matter; or (ii) evidence SCOPE was performed in
accordance with the CONTRACT.

(f) If COMPANY disputes an invoice, COMPANY may withhold payment of any disputed part of an
invoice and pay only the undisputed part. COMPANY may, on notice to CONTRACTOR, set off any
liabilities between CONTRACTOR and COMPANY arising out of the CONTRACT or any other
agreement. Any exercise by COMPANY of its rights under this provision will be without prejudice
to any other rights or remedies available to COMPANY.

6 QUALITY ASSURANCE
CONTRACTOR must have quality assurance programs in place adequate to support its
performance of SCOPE.

7 COMPANY PROVIDED ITEMS, INFORMATION SYSTEMS, AND FRAMEWORK AGREEMENTS


7.1 COMPANY PROVIDED ITEMS Used in Connection with Completion of SCOPE
CONTRACTOR will use COMPANY PROVIDED ITEMS where specified in the CONTRACT. COMPANY
will provide COMPANY PROVIDED ITEMS at its own cost as of the dates set out in the CONTRACT
or as otherwise agreed in writing between the parties. CONTRACTOR will, except to the extent of
any reasonable wear and tear, have risk of loss and damage to COMPANY PROVIDED ITEMS when
in CONTRACTOR's care, custody, or control. CONTRACTOR will inspect and will be deemed to have
received the COMPANY PROVIDED ITEMS in complete and undamaged condition after they are
accepted.
7.2 Access to COMPANY Systems, Information, or Infrastructure
In the event that performance of SCOPE requires CONTRACTOR or CONTRACTOR PERSONNEL to
access COMPANY GROUP’s technical information, information technology, or resources (including
COMPANY’s infrastructure), CONTRACTOR will sign and comply with COMPANY’s standard terms
and conditions for access and security, unless other terms applicable to the CONTRACT were
agreed on by the parties in writing.

8 VARIATIONS

(a) COMPANY may initiate VARIATIONS by: (i) requesting CONTRACTOR provide a VARIATION
ASSESSMENT; or (ii) by issuing a VARIATION ORDER for reasons of emergency, safety, or other
reasonable necessity. A VARIATION ORDER will reflect a fair and reasonable judgment by
COMPANY of the impact of the VARIATION on price and schedule. Where a VARIATION ORDER is
issued by COMPANY other than by accepting CONTRACTOR’s VARIATION ASSESSMENT,
CONTRACTOR must give written notice to COMPANY within 14 days of receipt of a VARIATION

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ORDER if it disagrees with any portion of the VARIATION ORDER. Each party will each bear its own
expenses in resolving any disagreements.

(b) CONTRACTOR may propose VARIATIONS by providing a VARIATION ASSESSMENT to COMPANY.


CONTRACTOR is not entitled to a VARIATION for matters that were included in SCOPE, or matters
that CONTRACTOR agreed to perform or take into account in connection with the CONTRACT.

9 INSPECTIONS, TESTING, AND ACCEPTANCE OF SCOPE

(a) To confirm SCOPE complies with the CONTRACT, CONTRACTOR will perform all tests and
inspections required by the CONTRACT, APPLICABLE LAWS and, unless otherwise specified in the
CONTRACT, STANDARDS OF PRACTICE.

(b) CONTRACTOR will request ACCEPTANCE from COMPANY: i) of GOODS by completion of delivery;
or ii) of SERVICES by writing on completion of SCOPE. COMPANY will not unreasonably delay any
response to a request for ACCEPTANCE. Where any SCOPE has not otherwise been accepted or
rejected by COMPANY in writing, ACCEPTANCE will be deemed to have occurred 30 days after
GOODS or the results of SERVICES have been placed in commercial use by COMPANY GROUP.
Other than to start the period for any warranty of limited duration, ACCEPTANCE does not limit or
waive any remedies.

10 REMEDIAL ACTIONS
If defects in SCOPE are discovered, CONTRACTOR will provide a plan to remedy the defects and
will remedy the defects in an expeditious manner. Without prejudice to other remedies it may
have, COMPANY may perform or have others perform some or all of the remedial actions, and
CONTRACTOR will pay or promptly reimburse COMPANY for all costs CONTRACTOR would have
been liable for under the CONTRACT where: (i) emergency situations or other HSSE risks require
the immediate performance of remedial actions; (ii) CONTRACTOR presents a plan which does not
provide for expeditious completion of warranty work; or (iii) CONTRACTOR does not timely
complete the actions according to the agreed schedule. CONTRACTOR’s warranties against
defects are assignable, and CONTRACTOR will assign to COMPANY all manufacturers’ warranties
or will pursue for COMPANY or its assignee all warranties that cannot be assigned.

11 LIMITATION OF LIABILITY AND EXCLUSIONS

(a) CONTRACTOR’s liability for damages claims by COMPANY for breach of the CONTRACT or for
negligence will not exceed an amount equal to [two times] the CONTRACT PRICE, being for this
purpose is the amount payable by COMPANY assuming complete performance of the CONTRACT.

(b) CONTRACTOR’s liability will not be limited by this Article for any LIABILITIES arising in connection
with CONTRACTOR’s obligations in the following areas and these amounts will not be counted in
assessing whether the limitation has been reached:
(i) CONTRACTOR's responsibilities to pay its TAXES, including, if applicable, any obligation to
INDEMNIFY COMPANY GROUP for such TAXES, provided in Article 2 of Section IIIB;

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(ii) CONTRACTOR's responsibilities to remedy defects in title and LIENS, provided in Article 3 of
Section IIIB;
(iii) amounts payable by CONTRACTOR to COMPANY for termination provided in Article 5 of
Section IIIB;
(iv) allocated LIABILITIES for people, property, pollution, own CONSEQUENTIAL LOSSES, punitive
LIABILITIES, fines, and penalties, or LIABILITIES to third parties provided in Article 7 of
Section IIIB and in Article 11 of Section IIIA as applicable;
(v) insurances provided in Article 8 of Section IIIB, and the INSURANCE REQUIREMENTS
SECTION;
(vi) APPLICABLE LAWS, Shell General Business Principles, ANTI-CORRUPTION LAWS, PERSONAL
DATA laws, and HSSE STANDARDS (Article 9 of Section IIIB);
(vii) CONFIDENTIAL INFORMATION provided in Article 10 of Section IIIB;
(viii) IP RIGHTS of COMPANY and third parties provided in Article 11 of Section IIIB;
(ix) amounts payable to COMPANY as a result of audit findings in Article 12 of Section IIIB; or
(x) any LIQUIDATED DAMAGES.

(c) CONTRACTOR’s liability limitation will not be reduced by the price or value of SCOPE performed
during the course of the CONTRACT. CONTRACTOR’s liability limitation under this Article will in no
event limit CONTRACTOR’s obligation to perform the SCOPE in accordance with the CONTRACT.

(d) CONTRACTOR’s liability will not be limited by this Article in respect of:
(i) a deliberate refusal to provide SCOPE to COMPANY in breach of the CONTRACT in favour of
other commercial opportunities;
(ii) claims based on WILFUL MISCONDUCT of any member of CONTRACTOR GROUP;
(iii) claims based on GROSS NEGLIGENCE of any member of CONTRACTOR GROUP’s managerial
or senior supervisory personnel;
(iv) illegal or unlawful acts; or
(v) any liability that cannot be excluded or limited under APPLICABLE LAWS.

(e) The limitations or exclusions in this Article will exclude or limit such liability not only in contract
but also in tort, including negligence or otherwise at law.

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SECTION IIIB – GENERAL TERMS AND CONDITIONS

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SECTION IIIB – GENERAL TERMS AND CONDITIONS

TABLE OF CONTENTS PAGE


1 PERFORMANCE AND FINANCIAL SECURITY…………………………………………………………………………..27
2 TAXES…………………………………………………………………………………………………………………………………..27
3 LIENS……………………………………………………………………………………………………………………………………28
4 SUSPENSION………………………………………………………………………………………………………………………..28
5 TERMINATION……………………………………………………………………………………………………………………..28
6 LIQUIDATED DAMAGES………………………………………………………………………………………………………..30
7 LIABILITIES AND INDEMNITIES……………………………………………………………………………………………..31
8 INSURANCE………………………………………………………………………………………………………………………….34
9 COMPLIANCE WITH APPLICABLE LAWS, BUSINESS PRINCIPLES, AND HSSE STANDARDS……….35
10 CONFIDENTIALITY………………………………………………………………………………………………………………..40
11 INTELLECTUAL PROPERTY…………………………………………………………………………………………………….40
12 FINANCIAL AND PERFORMANCE AUDIT……………………………………………………………………………….41
13 RELATIONSHIP OF PARTIES………………………………………………………………………………………………….41
14 CONTRACTOR PERSONNEL AND SUBCONTRACTING…………………………………………………………….42
15 ASSIGNMENT……………………………………………………………………………………………………………………….43
16 FORCE MAJEURE………………………………………………………………………………………………………………….43
17 NOTICES………………………………………………………………………………………………………………………………44
18 GOVERNING LAW, DISPUTE RESOLUTION AND REMEDIES…………………………………………………..44
19 ADDITIONAL LEGAL PROVISIONS…………………………………………………………………………………………46

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SECTION IIIB – GENERAL TERMS AND CONDITIONS

1 PERFORMANCE AND FINANCIAL SECURITY

(a) CONTRACTOR will participate in business performance reviews to discuss HSSE performance,
CONTRACTOR's financial condition and other key performance indicators (KPIs).

(b) The frequency of business performance reviews will be established by the SCOPE DESCRIPTION or,
alternatively, by COMPANY's representative.

(c) COMPANY may require CONTRACTOR to provide security or additional security satisfactory to
COMPANY when: (i) stated in the CONTRACT; (ii) COMPANY reasonably concludes at any time that
the ability of CONTRACTOR to perform its obligations is or may become impaired, including if
CONTRACTOR GROUP is unable to pay its SUBCONTRACTORS; or (iii) COMPANY makes pre-
payments or milestone payments prior to performance of SCOPE not previously arranged in the
CONTRACT.

(d) Any guarantees or bonds to secure performance provided under the CONTRACT will be on
COMPANY’s forms in accordance with COMPANY’s usual requirements, unless otherwise required
by APPLICABLE LAWS.

2 TAXES
2.1 CONTRACTOR TAXES
CONTRACTOR will be responsible for payment of all TAXES, and any interest, fines, or penalties
for which CONTRACTOR GROUP is liable for: (a) income, capital gains, and wages; and (b) import
or export of CONTRACTOR EQUIPMENT, or the movement of CONTRACTOR PERSONNEL.
2.2 INDIRECT TAXES
If INDIRECT TAXES apply, CONTRACTOR will add them to the invoice as a separate item, and
COMPANY will pay them in addition to the CONTRACT PRICE.
2.3 Withholding

(a) Where required under APPLICABLE LAWS, COMPANY will withhold, or deduct and pay over to
relevant AUTHORITIES, TAXES from amounts payable to CONTRACTOR. CONTRACTOR
acknowledges that any sum withheld or deducted will, for the purpose of the CONTRACT, be
deemed to have been paid to CONTRACTOR and that the sum is a corresponding discharge of
COMPANY´s liability to CONTRACTOR under the CONTRACT.

(b) Where COMPANY makes a withholding or deduction as required by APPLICABLE LAWS, COMPANY
will provide CONTRACTOR with credit notes upon receipt from the Federal Inland Revenue Service
(“FIRS”) or appropriate tax authority.
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(c) If CONTRACTOR holds a valid exemption certificate, it will provide copies or further information to
substantiate an entitlement to avoid the withholding, which COMPANY may then rely on to apply
the exemption.
2.4 Concessions, Incentives, and Exemptions
COMPANY and CONTRACTOR will each provide the other with all reasonable assistance and
provide all necessary information for the purpose of seeking any exemption, reduction, or refund
of INDIRECT TAXES, or other levies or duties, including the use of optimisation regimes available,
such as temporary importation.

3 LIENS

(a) CONTRACTOR warrants good and clear title to SCOPE supplied.

(b) CONTRACTOR will not permit CONTRACTOR GROUP to place any LIENS or claim any LIENS.

(c) CONTRACTOR will immediately notify COMPANY and promptly remove any LIENS by
CONTRACTOR GROUP.

(d) CONTRACTOR will INDEMNIFY COMPANY GROUP for any LIABILITIES in connection with LIENS by
CONTRACTOR GROUP.

4 SUSPENSION

(a) COMPANY may suspend the CONTRACT or part of SCOPE for cause by written notice with
immediate effect pending COMPANY’s decision on termination where COMPANY concludes it has
grounds to terminate the CONTRACT for cause. Where suspending for cause, CONTRACTOR will
not be entitled to any VARIATION, nor will it be entitled to other compensation or relief for the
suspension. COMPANY may recover from CONTRACTOR any costs incurred in connection with
securing items related to SCOPE or obtaining alternate sources of supply upon suspension.

(b) COMPANY may suspend the CONTRACT or part of SCOPE for convenience at its own discretion
with seven days’ prior written notice. CONTRACTOR may seek a VARIATION if actions required by
suspension impact the schedule or timing of SCOPE.

(c) COMPANY may at any time withdraw by written notice all or part of a suspension, and upon
receipt of that notice, CONTRACTOR will promptly resume and diligently continue performance of
SCOPE for which the suspension was withdrawn.

5 TERMINATION
5.1 Termination by COMPANY for cause

(a) COMPANY may terminate the CONTRACT or part of SCOPE for cause by written notice with
immediate effect if:

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(i) in connection with performance of the CONTRACT, CONTRACTOR GROUP (in the opinion of
COMPANY) breaches its own Business Principles, or if it has no equivalent principles, then
Shell's Business Principles;
(ii) CONTRACTOR GROUP violates (in the opinion of COMPANY) any ANTI-CORRUPTION LAWS,
applicable competition laws, TRADE CONTROL LAWS, other APPLICABLE LAWS, or HSSE
STANDARDS in connection with the performance of the CONTRACT, or causes COMPANY to
be in violation of those laws or HSSE STANDARDS;
(iii) CONTRACTOR GROUP becomes a RESTRICTED PARTY; or
(iv) CONTRACTOR is subject to an INSOLVENCY EVENT.

(b) COMPANY may terminate the CONTRACT or part of SCOPE for cause where COMPANY determines
CONTRACTOR breached a term or condition of the CONTRACT other than those set out in the
preceding paragraph and the effect of the breach, or culmination of a series of breaches, is
material. COMPANY will first provide written notice which may require CONTRACTOR to remedy
the breach, or COMPANY may terminate the CONTRACT if COMPANY determines the breach is not
capable of timely remedy, or it is not subsequently remedied.
5.2 Termination by COMPANY for convenience

(b) COMPANY may terminate the CONTRACT or part of SCOPE for convenience at its own discretion
with 30 days’ prior written notice.
5.3 Termination by CONTRACTOR for cause

(a) CONTRACTOR may terminate the CONTRACT if COMPANY fails to pay an undisputed amount to
CONTRACTOR that is properly presented, due, and payable for more than 60 days and exceeds
5% of the CONTRACT PRICE, assuming complete performance of the CONTRACT, subject to:
(i) CONTRACTOR giving COMPANY with prior written notice specifying the unpaid amount which
is due and payable for more than 60 days and requiring it to be paid within a further period of 45
days of such notice; and (ii) COMPANY failure to cure or provide proper grounds for non-
payment during the notice period.

(b) CONTRACTOR's termination rights do not apply to non-payment in the case of COMPANY's valid
exercise of set off rights.
5.4 CONTRACTOR Obligations on Termination
On any termination, CONTRACTOR will:
(i) cease performance and provide access to the SCOPE specified in the notice;
(ii) Secure the WORKSITE, where applicable, and turn over materials and equipment, including
CONTRACTOR EQUIPMENT, COMPANY may require in connection with SCOPE, and remove
the remainder promptly from any COMPANY GROUP WORKSITE, at its own expense, and
without unreasonably interfering with the activities of others;
(iii) use reasonable endeavours to minimise any termination costs;
(iv) return any amounts COMPANY has paid, including any pre-payments, that are greater than
the amount CONTRACTOR is entitled to on termination;
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(v) assign to COMPANY or its nominee any SUBCONTRACTS requested by COMPANY to be
assigned; and
(vi) deliver to COMPANY:
(A) all of COMPANY’s documents and information supplied to CONTRACTOR for
performance of the CONTRACT;
(B) all documents and information needed to assist in completing SCOPE in progress; and
(C) all documentation for SCOPE and SOFTWARE which was to be supplied in connection
with the CONTRACT.
5.5 Compensation in the Event of Termination

(a) If COMPANY terminates the CONTRACT or part of SCOPE for cause, COMPANY will determine the
only amounts owed to CONTRACTOR as follows: (i) for any portion of SCOPE that was performed
in accordance with the CONTRACT prior to termination and for which the CONTRACT provides a
means of valuation, CONTRACTOR is entitled to the amounts due and payable for such SCOPE as
determined in accordance with the CONTRACT, (ii) for any portion of SCOPE that was performed
in accordance with the CONTRACT prior to termination and for which the CONTRACT does not
provide a means of valuation, CONTRACTOR is entitled to the market value of such SCOPE in the
region for SCOPE and contractors performing work of a similar nature and carried out under
similar conditions as SCOPE; and (iii) for any portion of SCOPE that was not performed in
accordance with the CONTRACT, CONTRACTOR is not entitled to any amount.

(b) If COMPANY terminates the whole of the CONTRACT for convenience or CONTRACTOR validly
terminates for non-payment, COMPANY will determine the amounts owed to CONTRACTOR for
SCOPE properly performed in accordance with the CONTRACT prior to termination. Those
amounts will be limited to: (i) the amounts due and payable for such SCOPE under the CONTRACT;
(ii) any reasonable, unavoidable, and auditable demobilisation and work in progress costs of
CONTRACTOR.
5.6 Exclusive Reasons for Termination
The parties waive any right to terminate, rescind, or otherwise end the CONTRACT on grounds
other than those set out in the CONTRACT.

6 LIQUIDATED DAMAGES
Where any LIQUIDATED DAMAGES are set out in the CONTRACT, the following applies:
(i) unless expressly provided otherwise in the CONTRACT, payment of LIQUIDATED DAMAGES
will not relieve CONTRACTOR from its obligations to complete SCOPE in accordance with
the CONTRACT.
(ii) the parties agree that any LIQUIDATED DAMAGES are:
(A) genuine pre-estimate of the losses that may be sustained by failure of performance; and
(B) Not a penalty.

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(iii) If LIQUIDATED DAMAGES are invalid and unenforceable, COMPANY may claim
demonstrated damages, subject to any limitations that may be set out in the CONTRACT.

7 LIABILITIES AND INDEMNITIES


7.1 CONTRACTOR GROUP People and Property
CONTRACTOR will INDEMNIFY COMPANY GROUP for LIABILITIES in respect of:
(i) death, injury, or disease of any person in CONTRACTOR GROUP; and
(ii) damage to or loss of:
(A) property owned by CONTRACTOR GROUP;
(B) COMPANY PROVIDED ITEMS while in CONTRACTOR GROUP’s care, custody, or control;
and
(C) property for which the CONTRACT provides that CONTRACTOR GROUP has the risk of
loss.
7.2 COMPANY GROUP People and Property
COMPANY will INDEMNIFY CONTRACTOR GROUP for LIABILITIES in respect of:
(i) death, injury, or disease of any person in COMPANY GROUP; and
(ii) damage to or loss of property owned by COMPANY GROUP (except for COMPANY
PROVIDED ITEMS while in CONTRACTOR GROUP’s care, custody, or control, or property for
which the CONTRACT provides that CONTRACTOR GROUP has the risk of loss).
7.3 LIABILITIES for Pollution

(a) CONTRACTOR will INDEMNIFY COMPANY GROUP for LIABILITIES related to pollution or
contamination emanating from:
(i) premises of and property owned by CONTRACTOR GROUP, including CONTRACTOR
EQUIPMENT;
(ii) COMPANY PROVIDED ITEMS while in CONTRACTOR GROUP’s care, custody, or control; and
(iii) property for which the CONTRACT provides that CONTRACTOR GROUP has the risk of loss.

(b) COMPANY will INDEMNIFY CONTRACTOR GROUP for LIABILITIES related to pollution or
contamination emanating from:
(i) property owned by COMPANY GROUP (except for COMPANY PROVIDED ITEMS while in
CONTRACTOR GROUP’s care, custody, or control, or property for which the CONTRACT
provides that CONTRACTOR GROUP has the risk of loss); or
(ii) COMPANY GROUP’s well or reservoir.

(c) The two preceding sub-articles, regarding the obligation of a party to INDEMNIFY for LIABILITIES
for people or property prevail over this sub-article regarding the obligation of a party to
INDEMNIFY for pollution.

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7.4 Indemnity for Own CONSEQUENTIAL LOSS

(a) COMPANY will INDEMNIFY CONTRACTOR GROUP for LIABILITIES for COMPANY GROUP’s own
CONSEQUENTIAL LOSS that COMPANY GROUP would otherwise be entitled to from CONTRACTOR
GROUP.

(b) CONTRACTOR will INDEMNIFY COMPANY GROUP for LIABILITIES for CONTRACTOR GROUP’s own
CONSEQUENTIAL LOSS that CONTRACTOR GROUP would otherwise be entitled to from COMPANY
GROUP.

(c) A party’s own CONSEQUENTIAL LOSS does not include:


(i) LIABILITIES to third parties; or
(ii) LIQUIDATED DAMAGES or other compensation that the CONTRACT explicitly provides for
one party to recover from the other, where applicable.
7.5 Applicability of Obligations to INDEMNIFY in Case of Negligence, GROSS NEGLIGENCE, WILFUL
MISCONDUCT, or other Circumstances

(a) The requirements in the preceding four sub-articles of this Article, for a party to INDEMNIFY for
LIABILITIES for people, property, pollution, or CONSEQUENTIAL LOSS apply:
(i) to the maximum extent permitted by APPLICABLE LAWS;
(ii) regardless of the cause of the LIABILITIES; and
(iii) regardless of the negligence, breach of statutory or other duty, or other fault of the
indemnified party.

(b) The requirements in the preceding four sub-articles of this Article, for a party to INDEMNIFY for
LIABILITIES for people, property, pollution, or CONSEQUENTIAL LOSS do not apply to:
(i) LIABILITIES that did not arise in connection with the CONTRACT or that are unrelated to the
SCOPE of the CONTRACT;
(ii) LIABILITIES caused by GROSS NEGLIGENCE of managerial or senior supervisory personnel or
WILFUL MISCONDUCT of (A) any PERSON in CONTRACTOR GROUP where a PERSON in
CONTRACTOR GROUP claims INDEMNIFICATION or (B) any PERSON in COMPANY GROUP
where a PERSON in COMPANY GROUP claims INDEMNIFICATION; or
(iii) fines, punitive or exemplary damages, or penalties payable to any governmental or non-
governmental third party by (A) any PERSON in CONTRACTOR GROUP where a PERSON in
CONTRACTOR GROUP claims INDEMNIFICATION or (B) any PERSON in COMPANY GROUP
where a PERSON in COMPANY GROUP claims INDEMNIFICATION.

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(c) The requirements in the preceding four sub-articles of this Article to INDEMNIFY for LIABILITIES
for people, property, pollution, or CONSEQUENTIAL LOSS, do not apply to LIABILITIES arising from
disclosure of CONFIDENTIAL INFORMATION and LIABILITIES related to IP RIGHTS.

(d) Neither party excludes or limits its LIABILITIES to the other party to the extent they may not be
excluded or limited under APPLICABLE LAWS.

7.6 Conflicts or Precedents


In the event of any conflict between COMPANY’s obligation to INDEMNIFY for LIABILITIES for
people, property, pollution, or CONSEQUENTIAL LOSS, as provided above in this Article, and
provisions elsewhere in the CONTRACT requiring CONTRACTOR to INDEMNIFY for such
LIABILITIES, the allocation of such LIABILITIES (and corresponding limitations) in this Article will
prevail, unless such other provision specifically states otherwise.
7.7 LIABILITIES to Third Parties

(a) Except to the extent other indemnity provisions in this CONTRACT apply:
(i) CONTRACTOR will INDEMNIFY COMPANY GROUP for LIABILITIES to third parties arising in
connection with the CONTRACT to the extent of and in proportion to the negligence, breach
of statutory or other duty, or other fault of CONTRACTOR GROUP; and
(ii) COMPANY will INDEMNIFY CONTRACTOR GROUP for LIABILITIES to third parties arising in
connection with the CONTRACT to the extent of and in proportion to the negligence, breach
of statutory or other duty, or other fault of COMPANY GROUP.

(b) For the purpose of this Article, “third party” means any party that is not a PERSON in COMPANY
GROUP or CONTRACTOR GROUP.
7.8 Notification
If either party becomes aware of any incident likely to give rise to a claim under the above
INDEMNITIES, that party will notify the other party, and both parties will cooperate fully in the
investigation of the incident.
7.9 Mutual Waiver and Indemnity

(a) This mutual waiver and indemnity provision applies:


(i) in the event COMPANY GROUP has any agreement at the relevant time with any OTHER
CONTRACTOR that may be relevant to SCOPE or is performed at a WORKSITE where
CONTRACTOR GROUP is present performing SCOPE; and
(ii) to the extent the agreement includes a similar obligation as that provided in this sub-article
requiring an OTHER CONTRACTOR to directly or indirectly INDEMNIFY CONTRACTOR
GROUP.

(b) If this mutual waiver and indemnity provision applies, CONTRACTOR will INDEMNIFY OTHER
CONTRACTOR GROUPS for LIABILITIES related to the CONTRACT in respect of:
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(i) death, injury, or disease of any person in CONTRACTOR GROUP;
(ii) damage to or loss of property owned by CONTRACTOR GROUP; and
(iii) CONSEQUENTIAL LOSS of CONTRACTOR GROUP.

(c) These indemnities apply in all those cases (including instances of negligence) that govern the
applicability of CONTRACTOR’s obligation to INDEMNIFY for CONTRACTOR GROUP’s people and
property, or CONSEQUENTIAL LOSS as set out in this Article.

(d) CONTRACTOR will ensure that its insurers will waive any rights of recourse and subrogation rights
against OTHER CONTRACTOR GROUPS in respect of the indemnities given by CONTRACTOR to
OTHER CONTRACTOR GROUPS in this mutual waiver and indemnity provision.

(e) The indemnities given by CONTRACTOR to OTHER CONTRACTOR GROUPS in this mutual waiver
and indemnity provision are intended to be enforceable by those OTHER CONTRACTOR GROUPS
that have included a similar obligation as that provided in this sub-article requiring an OTHER
CONTRACTOR to directly or indirectly INDEMNIFY CONTRACTOR GROUP. If APPLICABLE LAWS do
not allow OTHER CONTRACTOR GROUPS to enforce any of these indemnities, COMPANY is
entitled to enforce the indemnities against CONTRACTOR on OTHER CONTRACTOR’s behalf.

8 INSURANCE
8.1 Requirements

(a) Prior to commencement of performance, CONTRACTOR will arrange at its own expense at least
the types and limits of insurance specified in the INSURANCE REQUIREMENTS, which are required
to be in effect throughout the duration of the CONTRACT.

(b) All insurance will be arranged with substantial insurers.

(c) Satisfaction of the obligation to procure insurance and perform other actions in connection with
this Article will not relieve CONTRACTOR GROUP of any obligations or LIABILITIES.

(d) COMPANY may require CONTRACTOR to provide certificates of insurance, evidence of policy
exclusions and endorsements acceptable to COMPANY, or other proof of insurance. COMPANY
GROUP reviewing or accepting any certificate, insurer, or terms or limits of insurance proposed by
CONTRACTOR GROUP, will not relieve CONTRACTOR GROUP of any obligations or LIABILITIES.
8.2 Excess Insurance
All insurance limits included in the INSURANCE REQUIREMENTS may be fulfilled through any
combination of primary and excess (umbrella) insurance obtained in accordance with this Article.
8.3 Additional Insured
Except for Employer’s Liability or Worker’s Compensation Insurance, CONTRACTOR, will to the
maximum extent permitted by APPLICABLE LAWS, include COMPANY GROUP as an additional
insured on all insurance policies applicable to performance of the CONTRACT, but only to the
extent of CONTRACTOR’s obligations to INDEMNIFY COMPANY GROUP under the CONTRACT.
8.4 Subrogation Waiver
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All insurance policies applicable to performance of the CONTRACT will, to the maximum extent
permitted by APPLICABLE LAWS, be endorsed to provide that underwriters waive any rights of
recourse, including subrogation rights, against COMPANY GROUP, but only to the extent
CONTRACTOR is obligated to INDEMNIFY COMPANY GROUP under the CONTRACT.
8.5 SUBCONTRACTORS
Where any SUBCONTRACTOR is performing any part of the CONTRACT, CONTRACTOR will ensure
that insurance specified in the SUBCONTRACTS is consistent with the requirements of this Article.
SUBCONTRACTORS are not required to arrange insurances duplicating insurance CONTRACTOR or
COMPANY has agreed to provide.
8.6 Notice and Replacement
CONTRACTOR will notify COMPANY of any cancellation or material change to the terms of any
insurance within seven days of receipt of the insurer’s notification to that effect. If CONTRACTOR
fails to maintain any insurance required by the CONTRACT, COMPANY will have the right to
procure the insurance, set off the costs against amounts owed to CONTRACTOR, and require
prompt repayment by CONTRACTOR.
8.7 Deductibles and Precedence
CONTRACTOR is responsible for paying all deductibles on the insurances stipulated in the
INSURANCE REQUIREMENTS. All insurance policies which CONTRACTOR GROUP is required to
arrange in accordance with the INSURANCE REQUIREMENTS are primary in relation to insurance
COMPANY GROUP may have in place, without right of contribution from any COMPANY GROUP
insurance.

9 COMPLIANCE WITH APPLICABLE LAWS, BUSINESS PRINCIPLES, AND HSSE STANDARDS


9.1 APPLICABLE LAWS

(b) CONTRACTOR represents that it is familiar with and will comply, and ensure that CONTRACTOR
GROUP complies, with APPLICABLE LAWS in the performance of the CONTRACT.

(c) CONTRACTOR will notify COMPANY in writing of any material breaches of APPLICABLE LAWS
related to the performance of the CONTRACT and remedy non-compliance immediately.

(d) CONTRACTOR will INDEMNIFY COMPANY GROUP for any LIABILITIES arising out of CONTRACTOR
GROUP’s non-compliance with APPLICABLE LAWS.
9.2 Business Principles

(a) CONTRACTOR acknowledges that it has actual knowledge of:


(i) the Shell General Business Principles, available at www.shell.com/sgbp, and the Shell
Supplier Principles, available at www.shell.com/suppliers;
(ii) the Shell Code of Conduct, available at http://www.shell.com/codeofconduct; and
(iii) the Shell Global Helpline, available at http://www.shell.com/globalhelpline.

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(b) CONTRACTOR agrees that CONTRACTOR GROUP will adhere to and notify of violations of the
principles contained in the Shell General Business Principles and Shell Supplier Principles (or
where CONTRACTOR has adopted equivalent principles, to those equivalent principles) in all its
dealings with or on behalf of COMPANY in connection with this CONTRACT and related matters.

(c) If CONTRACTOR GROUP supplies staff that work on behalf of COMPANY or represent COMPANY,
CONTRACTOR commits that the staff will behave in a manner that is consistent with the Shell
Code of Conduct.
9.3 Anti-Bribery and Corruption

(a) CONTRACTOR represents that, in connection with this CONTRACT and related matters:
(i) it is knowledgeable about ANTI-CORRUPTION LAWS applicable to the performance of the
CONTRACT, including the Corrupt Practices and Other Related Offences Act, Laws of the
Federation of Nigeria 2004; Criminal Code Act Cap. 38, Laws of the Federation of Nigeria
2004; the Penal Code (Northern States) Federal Provisions Act Cap.P3, Laws of the
Federation of Nigeria, 2004; the Economic and Financial Crimes Commission
(Establishment) Act Cap. E.1, Laws of the Federation of Nigeria, 2004, (all as amended from
time to time), and will comply with all such laws; and
(ii) CONTRACTOR GROUP has not made, offered, authorised, or accepted, and will not make,
offer, authorise, or accept, any payment, gift, promise, or other advantage, whether
directly or through any other PERSON, to or for the use or benefit of any GOVERNMENT
OFFICIAL or any other PERSON where that payment, gift, promise, or other advantage
would: (A) comprise a facilitation payment; or (B) violate the relevant ANTI-CORRUPTION
LAWS.

(b) CONTRACTOR will immediately notify COMPANY if CONTRACTOR receives or becomes aware of
any matter that is prohibited by the preceding paragraph.

(c) CONTRACTOR affirms that no PERSON in CONTRACTOR GROUP is a GOVERNMENT OFFICIAL or


other PERSON who could assert illegal influence on behalf of COMPANY or its AFFILIATES. If a
PERSON in CONTRACTOR GROUP becomes a GOVERNMENT OFFICIAL, CONTRACTOR will promptly
notify COMPANY and remove that individual from performance in connection with SCOPE at
COMPANY’s request.

(d) CONTRACTOR will maintain adequate internal controls and procedures to ensure compliance with
ANTI-CORRUPTION LAWS, including the ability to demonstrate compliance through adequate and
accurate recording of transactions in its BOOKS AND RECORDS.

(e) COMPANY will have the right to confirm compliance with ANTI-CORRUPTION LAWS and record
keeping by audit. CONTRACTOR will keep BOOKS AND RECORDS available for audit while the
CONTRACT is in effect and thereafter for five years following termination of the CONTRACT.

(f) CONTRACTOR will INDEMNIFY COMPANY GROUP for any LIABILITIES arising out of CONTRACTOR
GROUP’s breach of ANTI-CORRUPTION LAWS or any related undertakings under this Article.
9.4 Export and Trade Controls

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(a) CONTRACTOR represents that it is knowledgeable about, will keep up to date with, and will
ensure that CONTRACTOR GROUP complies with, all applicable TRADE CONTROL LAWS.

(b) CONTRACTOR will provide COMPANY, in writing, the relevant export control classification number
(“ECCN”) and applicable jurisdictions for any dual-use or military items (i.e. goods, SOFTWARE, or
technology), as well as harmonised system codes for any items provided pursuant to the
CONTRACT. In addition, CONTRACTOR will ensure that COMPANY PROVIDED ITEMS are used in
accordance with applicable TRADE CONTROL LAWS.

(c) CONTRACTOR will be responsible for obtaining all necessary import and export licences, or any
other customs licences, which may be required by APPLICABLE LAWS for any goods, SOFTWARE,
or technology provided by or on behalf of CONTRACTOR in connection with performance of the
CONTRACT, including sale and delivery of the goods, SOFTWARE or technology to COMPANY,
except where the CONTRACT provides otherwise. When those licences or authorisations are
obtained, CONTRACTOR will provide COMPANY written notice of all applicable conditions,
including those restricting their further export, use, or release.

(d) CONTRACTOR will ensure that, except with the prior written consent of COMPANY: (i) COMPANY
PROVIDED ITEMS are not exported, provided, or made available, to any RESTRICTED JURISDICTION
or RESTRICTED PARTIES; (ii) CONTRACTOR PERSONNEL with access to COMPANY GROUP’s
technical information, information technology resources (including COMPANY GROUP’s
infrastructure), or COMPANY GROUP WORKSITES, are not RESTRICTED PARTIES or nationals of a
RESTRICTED JURISDICTION; (iii) CONTRACTOR will not utilise SUBCONTRACTORS that are
RESTRICTED PARTIES; and (iv) CONTRACTOR will not source any of the goods, SOFTWARE or
technology in SCOPE to be delivered or supplied to COMPANY under the CONTRACT, directly or
indirectly, from RESTRICTED PARTIES or a RESTRICTED JURISDICTION.
9.5 PERSONAL DATA Protection

(a) CONTRACTOR will, and will ensure that CONTRACTOR GROUP will, implement all appropriate
security measures to protect PERSONAL DATA against accidental, unlawful, or unauthorized (i)
destruction (ii) loss, (iii) alteration, (iv) disclosure, or (v) access (including remote access).
CONTRACTOR will, and will ensure that CONTRACTOR GROUP will, protect PERSONAL DATA
against all other forms of unlawful processing, including unnecessary collection, transfer, or
processing, beyond what is strictly necessary for the performance of SCOPE.

(b) CONTRACTOR will, and will cause all members of CONTRACTOR GROUP to, process COMPANY
GROUP’s PERSONAL DATA in strict conformity with the data privacy agreement entered into by
CONTRACTOR with COMPANY and in accordance with APPLICABLE LAWS.
9.6 Health, Safety, Security, and Environment (“HSSE”)

(a) In performing SCOPE at COMPANY GROUP WORKSITES, or other location if specified in the HSSE
STANDARDS, CONTRACTOR will, and will ensure that CONTRACTOR GROUP will, at all times:
(i) pursue Shell’s HSSE principle of Goal Zero;
(ii) comply with IOGP 459 Life Saving Rules, available at https://www.iogp.org/life-savingrules/;
and

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(iii) comply with other applicable HSSE STANDARDS.

(b) CONTRACTOR will cause CONTRACTOR PERSONNEL to take precautions necessary to comply with
HSSE STANDARDS. COMPANY may require CONTRACTOR to remove, at no additional cost to
COMPANY, any CONTRACTOR PERSONNEL from any COMPANY GROUP WORKSITE or from the
performance of SCOPE, for violation, in the opinion of COMPANY, of HSSE STANDARDS. In such
event, CONTRACTOR will provide a suitable replacement for any such CONTRACTOR PERSONNEL
within a reasonable time and at no additional cost to COMPANY.

(c) CONTRACTOR is responsible for the adequacy, stability, and safety of all its operations and
methods necessary for the performance of SCOPE at all WORKSITES, or other location if specified
in the HSSE STANDARDS. CONTRACTOR is solely responsible for determining the nature and scope
of HSSE risks associated with the performance of SCOPE and for managing those risks.

(d) Where performance of SCOPE requires HSSE accreditations, CONTRACTOR will satisfy all
requirements for the accreditation prior to commencement of performance and will keep its
accreditations in good standing.
9.7 Local Content and Opportunity

(a) CONTRACTOR will abide by and comply, and cause its SUBCONTRACTORS to comply, with all
APPLICABLE LAWS on Nigerian content, which is defined in the Nigerian Oil & Gas Industry
Content Development Act to mean “the quantum of composite value added to or created in the
Nigerian economy by a systematic development of capacity and capabilities through the
deliberate utilisation of Nigerian human, material resources, and services in the Nigerian oil and
gas industry”. CONTRACTOR will also maximise Nigerian Content in performance of SCOPE.

(b) CONTRACTOR will promote the sustainable development of Nigerian businesses as suppliers and
service providers, establish training programs when specified by COMPANY, as well as utilise, as
much as possible, goods and services procured from Nigerian markets.

(c) Any contravention of the Nigerian Oil and Gas Industry Content Development Act or failure by
CONTRACTOR to comply with its Nigerian content obligations as outlined in the CONTRACT, will
entitle COMPANY to terminate the CONTRACT. CONTRACTOR will include the provisions of this
Article in all its SUBCONTRACTS.
9.8 CONTRACT WORKER WELFARE MANAGEMENT PLAN

(a) For the purpose of this sub-article, “CONTRACT WORKER WELFARE MANAGEMENT PLAN” means
a plan prepared by CONTRACTOR which is consistent with the requirements of COMPANY’s
Worker Welfare Manual and includes:
(i) a leadership commitment statement;
(ii) worker welfare risks and detailed controls and activities to mitigate such risks in adherence
with the Building Responsibly Worker Welfare Principles (https://www.building-
responsibly.org/worker-welfare-principles);
(iii) additional requirements for living conditions to comply with internationally recognized
standards for workers accommodation;

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(iv) a description of CONTRACTOR coordination with COMPANY worker welfare requirements,
including COMPANY initiated programs and activities such as worker surveys;
(v) a process to measure effects of worker welfare initiatives including leading and lagging
indicators; and
(vi) a periodic review of the CONTRACT WORKER WELFARE MANAGEMENT PLAN for
effectiveness and incorporation of worker feedback.

(b) CONTRACTOR will provide a CONTRACT WORKER WELFARE MANAGEMENT PLAN to the
COMPANY for review prior to deployment of CONTRACTOR PERSONNEL for performance of the
relevant part of SCOPE. CONTRACTOR will revise the CONTRACT WORKER WELFARE
MANAGEMENT PLAN as and when required, including for any SCOPE not covered by the original
CONTRACT WORKER WELFARE MANAGEMENT PLAN. If at any time, COMPANY reasonably
determines that the CONTRACT WORKER WELFARE MANAGEMENT PLAN is inadequate,
CONTRACTOR will revise the CONTRACT WORKER WELFARE MANAGEMENT PLAN accordingly. The
CONTRACTOR will provide all revisions to the CONTRACT WORKER WELFARE MANAGEMENT PLAN
to COMPANY for review.

(c) CONTRACTOR is solely responsible for implementing the CONTRACT WORKER WELFARE
MANAGEMENT PLAN and CONTRACTOR will, and will cause CONTRACTOR GROUP to, comply with
the CONTRACT WORKER WELFARE MANAGEMENT PLAN, including subsequent revisions.

10 CONFIDENTIALITY
10.1 Obligations in Connection with CONFIDENTIAL INFORMATION

(a) CONTRACTOR will, and will ensure that CONTRACTOR GROUP will, not disclose or permit a
disclosure to a third party of COMPANY GROUP’s CONFIDENTIAL INFORMATION without the prior
written consent of COMPANY and will use COMPANY GROUP's CONFIDENTIAL INFORMATION only
in connection with performance of the CONTRACT.

(b) Information that CONTRACTOR can prove at disclosure is public knowledge, in the possession of
CONTRACTOR without binder of secrecy, or developed independently of COMPANY’s
CONFIDENTIAL INFORMATION is not CONFIDENTIAL INFORMATION. Restrictions on disclosure of
COMPANY’s CONFIDENTIAL INFORMATION will cease if CONTRACTOR can prove that the
information has become part of the public knowledge through no fault of CONTRACTOR GROUP
or is subsequently disclosed to CONTRACTOR without an obligation of confidentiality by a third
party who has the legal right to do so.

(c) On COMPANY’s request, CONTRACTOR will return promptly any CONFIDENTIAL INFORMATION
and delete it from electronic storage, and delete or destroy all extracts or analyses that reflect any
CONFIDENTIAL INFORMATION.
10.2 CONTRACTOR Information
Except where the obligation is expressly stated elsewhere in the CONTRACT or through a separate
agreement, COMPANY GROUP will not have an obligation of non-disclosure or non-use regarding
information provided by CONTRACTOR GROUP.

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10.3 External Communications
CONTRACTOR must obtain written approval from COMPANY before proceeding with any external
communications in connection with the CONTRACT, disclosure of business relationships, or use of
COMPANY’s trademarks.

11 INTELLECTUAL PROPERTY
11.1 COMPANY’s IP RIGHTS

(a) Except for IP RIGHTS vested with CONTRACTOR as provided below, all ownership rights, title, and
interest in and to SCOPE and WORK PRODUCT, including IP RIGHTS, will vest with and be assigned
to COMPANY or its nominee promptly upon creation or generation. This CONTRACT does not
grant CONTRACTOR GROUP any rights, title, or interest in or to COMPANY GROUP’s IP RIGHTS,
other than those set out in the CONTRACT.

(b) CONTRACTOR, warranting that it is entitled to do so, grants to COMPANY GROUP the irrevocable,
non-exclusive, perpetual, worldwide, royalty-free right and licence, with the right to grant sub-
licences, to possess, use and modify any of CONTRACTOR’s IP RIGHTS embodied in SCOPE and
WORK PRODUCT to the extent necessary to allow COMPANY GROUP to possess, use, exploit, and
modify SCOPE and WORK PRODUCT, including the right to import, export, operate, sell, maintain,
and repair SCOPE. CONTRACTOR warrants that any possession or use of SCOPE or of
CONTRACTOR’s IP RIGHTS will not infringe the IP RIGHTS of any third party.
11.2 IP RIGHTS derived from COMPANY’s IP RIGHTS

(a) IP RIGHTS created by modifications, amendments, enhancements, or improvements (including


tailor-made to the specifications of COMPANY) to COMPANY GROUP’s IP RIGHTS, or made using
COMPANY GROUP’s CONFIDENTIAL INFORMATION:
(i) will vest with COMPANY or its nominee when created; and
(ii) are assigned, along with all rights, title, and interest in those IP RIGHTS by CONTRACTOR to
COMPANY or assignee.

(b) CONTRACTOR irrevocably waives, and will cause CONTRACTOR GROUP to irrevocably waive, any
related moral or similar, non-transferable rights that any PERSONS in CONTRACTOR GROUP may
have.

(c) CONTRACTOR will execute, and will cause CONTRACTOR GROUP to execute documents, and take
all other steps as may reasonably be necessary to document the ownership of COMPANY or its
nominee in the IP RIGHTS to allow COMPANY to secure, protect, and enforce those rights for the
benefit and full use of COMPANY GROUP.
11.3 CONTRACTOR’s IP RIGHTS

(a) COMPANY’s ownership rights in SCOPE under this article will not extend to CONTRACTOR
GROUP’s IP RIGHTS that:
(i) pre-existed the performance under the CONTRACT;
(ii) are developed independently from performance of the CONTRACT; or
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(iii) are used by CONTRACTOR in connection with or to perform the CONTRACT, but are not
based on or arising out of COMPANY GROUP’s IP RIGHTS or CONFIDENTIAL INFORMATION.

(b) CONTRACTOR warrants that the possession, use, or distribution by COMPANY GROUP and their
customers or nominees of WORK PRODUCT or of any other materials made available to COMPANY
by CONTRACTOR GROUP in connection with SCOPE, will not infringe or misappropriate the IP
RIGHTS of any third party.
11.4 Safekeeping
CONTRACTOR will hold all original documents comprising WORK PRODUCT in safekeeping and will
maintain BOOKS AND RECORDS evidencing the process of independent creation. At COMPANY’s
request, CONTRACTOR will deliver to COMPANY any WORK PRODUCT related to SCOPE designed
for COMPANY.
11.5 Indemnity

(a) CONTRACTOR will INDEMNIFY COMPANY GROUP, assignees, transferees, and sub-licensees
permitted by this CONTRACT for any LIABILITIES resulting from any claim that the ownership
possession or use of any SCOPE or WORK PRODUCT infringes or misappropriates the IP RIGHTS of
any third party.

(b) CONTRACTOR will not, without the prior written consent of COMPANY, settle or compromise any
infringement claim if the settlement or compromise obligates COMPANY GROUP to part with any
property, assume any obligation (including the payment of money), grant any licence or other
rights, or be subject to any injunction by reason of the settlement or compromise.
11.6 Substitution on Infringement
Where items, designs, processes, methods, information, SCOPE, WORK PRODUCT specified or
delivered by CONTRACTOR and used or proposed to be used by COMPANY GROUP or its
nominees, are held to constitute infringement or misappropriation of a third party’s IP RIGHTS
and their use is wholly or partially prevented, CONTRACTOR will promptly at its own expense
either procure the right to use the same or replace them with non-infringing items, designs,
processes, methods, information, materials, goods, or services of at least equivalent functionality.

12 FINANCIAL AND PERFORMANCE AUDIT

(a) COMPANY will have the right to audit: (i) invoiced charges and proper invoicing; (ii) other BOOKS
AND RECORDS; and (iii) the performance of any other of CONTRACTOR’s obligations under the
CONTRACT, where capable of being verified by audit.

(b) Based on the findings of the audit, the parties will settle any amounts charged incorrectly within
45 days of any audit finding; and CONTRACTOR will provide any SCOPE, or refund, repair, replace,
or re-perform any SCOPE where the requirement to do so is identified by any audit within 45 days
of any audit finding.

(c) CONTRACTOR will keep BOOKS AND RECORDS available for audit for the longer of the following
periods: (i) five years following termination of the CONTRACT or any longer period as required by

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APPLICABLE LAWS; or (ii) two years after the period expires on any obligation of CONTRACTOR to
refund, repair, replace, or re-perform any SCOPE (including correction of defects).

(d) If a longer period is specified in the CONTRACT for retention of relevant BOOKS AND RECORDS for
compliance with ANTI-CORRUPTION LAWS, CONTRACTOR will comply with that requirement.

13 RELATIONSHIP OF PARTIES
13.1 Independent CONTRACTOR
CONTRACTOR is an independent contractor in all aspects of performance under the CONTRACT.
CONTRACTOR is responsible for the method and manner of performance to achieve the results
required by the CONTRACT.
13.2 No Business Relationship

(a) Neither the CONTRACT nor its performance creates a partnership, joint venture or fiduciary
relationship. No party is appointed as an agent of the other. The CONTRACT does not permit
CONTRACTOR to make any commitment on behalf of COMPANY GROUP.

(b) CONTRACTOR and CONTRACTOR PERSONNEL are not to be considered employees of COMPANY
GROUP and are not eligible to participate in any of COMPANY GROUP’s employee benefit plans.
CONTRACTOR will INDEMNIFY COMPANY GROUP for any LIABILITIES related to claims for private
or governmental benefits by CONTRACTOR GROUP.

(c) COMPANY enters into the CONTRACT on its own behalf and on behalf of its CO-VENTURERS,
where applicable, but CONTRACTOR agrees to look solely to COMPANY for performance and
payment. No obligations are assumed by any CO-VENTURER.

14 CONTRACTOR PERSONNEL AND SUBCONTRACTING


14.1 Responsibility

(a) CONTRACTOR is responsible for any SCOPE performed by and all activities, omissions, and
defaults of any SUBCONTRACTOR and all CONTRACTOR PERSONNEL as if they were the activities,
omissions, or defaults of CONTRACTOR.
14.2 Condition to SUBCONTRACT

(a) CONTRACTOR may not subcontract any part of its obligations under the CONTRACT except as
agreed in writing by COMPANY.
14.3 Formation and Content of SUBCONTRACTS; Further Requirements

(a) CONTRACTOR will ensure that SUBCONTRACTS are in all material respects consistent with the
terms and conditions of the CONTRACT.
14.4 Payments to SUBCONTRACTORS

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(a) If COMPANY becomes aware that CONTRACTOR has failed to pay SUBCONTRACTORS or
COMPANY receives a claim from a SUBCONTRACTOR related to non-payment for SCOPE,
COMPANY will notify CONTRACTOR.

(b) If CONTRACTOR does not promptly pay the SUBCONTRACTORS after receiving notice and to
ensure proper performance of SCOPE (including to discharge a threatened or asserted LIEN), then
COMPANY may issue payment:
(i) directly to those SUBCONTRACTORS; or
(ii) jointly to CONTRACTOR and any SUBCONTRACTORS

(c) Any payment to a SUBCONTRACTOR under this sub-article will be regarded as a payment to
CONTRACTOR for the CONTRACT PRICE. COMPANY may set off these payments against amounts
owed to CONTRACTOR or charge CONTRACTOR for such amounts.

15 ASSIGNMENT
An assignment or novation by a party of all or part of the CONTRACT requires the written consent
of the other party, except that COMPANY may assign and novate all or part of the CONTRACT to
an AFFILIATE without the consent of CONTRACTOR by giving written notice to CONTRACTOR.

16 FORCE MAJEURE

(a) COMPANY and CONTRACTOR are each excused from performance of the affected part of an
obligation of the CONTRACT while performance is prevented by a FORCE MAJEURE EVENT unless
the event: (i) was contributed to by the fault of the party or was due to circumstances that could
have been avoided or mitigated by the exercise of reasonable diligence by (A) any PERSON in
CONTRACTOR GROUP where CONTRACTOR claims force majeure or (B) any PERSON in COMPANY
GROUP where COMPANY claims force majeure; or (ii) relates to an inability to make payments of
money or secure funds.

(b) Only the following are FORCE MAJEURE EVENTS:


(i) riots, wars, blockades, or threats or acts of sabotage or terrorism;
(ii) earthquakes, floods, fires, named hurricanes or cyclones, tidal waves, tornadoes;
(iii) radioactive contamination, epidemics, maritime or aviation disasters;
(iv) strikes or labour disputes at a national or regional level or involving labour not forming part
of CONTRACTOR GROUP or COMPANY GROUP, which materially impair the ability of the
party claiming force majeure to perform the CONTRACT;
(v) government sanctions, embargoes, mandates, or laws that prevent performance;
(vi) except as expressly provided otherwise in the CONTRACT, inability of a party to timely
obtain licences, permits, or AUTHORITIES’ consent, required for performance; or
(vii) non-performance of a party’s SUBCONTRACTOR where the SUBCONTRACTOR has been or is
affected by one of the above FORCE MAJEURE EVENTS. However, performance will only be

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excused under this sub-paragraph if the parties to the CONTRACT agree that substitute
performance by another SUBCONTRACTOR is impracticable under the circumstances.

(c) A party whose performance is delayed or prevented will: (i) notify the other party without delay;
(ii) use all reasonable endeavours (including acceleration of schedules on resumption of
performance) to mitigate the effects; and (iii) provide on a continuing basis plans for resumed
performance and revised schedules.

(d) COMPANY may terminate the CONTRACT or part of SCOPE if any FORCE MAJEURE EVENT results
in a delay that exceeds 90 consecutive or 180 cumulative days, except where COMPANY provides
a VARIATION ORDER.

17 NOTICES
All notices or other communications under the CONTRACT must be in English and in writing, and:
(i) delivered by hand; (ii) sent by prepaid courier; (iii) sent by registered post; or (iv) sent by email
with confirmation receipt requested. Notices and communications are effective when actually
delivered at the address specified in the CONTRACT.

18 GOVERNING LAW, DISPUTE RESOLUTION AND REMEDIES


18.1 Governing Law
This CONTRACT, and any dispute or claim arising out of or in connection with this CONTRACT or its
subject matter or formation, including any non-contractual disputes or claims, will be exclusively
governed by and construed in accordance with the laws of the Federal Republic of Nigeria,
excluding conflict of law rules and choice of law principles that provide otherwise. The United
Nations Convention on the International Sale of Goods will not apply to this CONTRACT.
18.2 Dispute Resolution

(a) Any dispute or claim arising out of or in connection with the CONTRACT or its subject matter or
formation, whether in tort, contract, under statute, or otherwise, including any question
regarding its existence, validity, interpretation, breach, or termination, and including any non-
contractual claim, will be finally and exclusively resolved by arbitration under the Arbitration and
Conciliation Act, Cap. A18, Laws of the Federation of Nigeria, 2004 (“the ACT”), and any
amendments to the ACT.

(b) The arbitral tribunal, to be appointed in accordance with the ACT, will consist of one arbitrator.
However, if either party asserts the amount in controversy exceeds USD $5 million, then the
tribunal will consist of three arbitrators.

(c) The seat of the arbitration will be Lagos, Nigeria.

(d) The language of the arbitration will be English.

(e) The International Bar Association (IBA) Rules on the Taking of Evidence in International Arbitration
will apply to the arbitration.

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(f) Each party waives, to the fullest extent permitted by law, any right under the laws of any
jurisdiction:
(i) to apply to any court or other judicial authority to determine any preliminary point of law;
and
(ii) to appeal or otherwise challenge the award, other than on the same grounds on which
recognition and enforcement of an award may be refused under Article V of the United
Nations Convention on the Recognition and Enforcement of Foreign Arbitral Awards of
1958 (“The New York Convention”).

(g) Nothing in this Article will be construed as preventing any party from seeking conservatory or
similar interim relief from any court with competent jurisdiction. Any award rendered by the
arbitral tribunal will be made in writing and will be final and binding on the parties. The parties
will carry out the award without delay. Judgment upon any award or order may be entered in any
court having jurisdiction. All aspects of the arbitration will be considered confidential.

18.3 Specific Performance


COMPANY is entitled to specific performance of the CONTRACT.

19 ADDITIONAL LEGAL PROVISIONS

(a) The parties retain their rights and remedies under APPLICABLE LAWS, subject to any provisions in
the CONTRACT that provide otherwise.

(b) The CONTRACT, and all ancillary notices, correspondence, and other documents, will be in English.
Where translations have been provided, the English version will prevail in case of any conflicts or
inconsistencies between translations.

(c) A provision of the CONTRACT is not waived unless made in writing by an authorised
representative of the waiving party. The waiver of a right or the partial exercise of a remedy does
not limit a party’s entitlement to exercise such right or remedy in the future.

(d) If any provision of the CONTRACT is determined invalid or unenforceable in any respect, the
provision will remain enforceable in all other respects and all other provisions of the CONTRACT
will be given full effect.

(e) Provisions that state that they survive or by their nature are intended to survive completion of
performance or termination of the CONTRACT do so, along with all remedies attached to them.

(f) Amendments to the CONTRACT must be made in writing and signed by the parties’ authorised
representatives in order to be binding.

(g) CONTRACTOR GROUP or COMPANY GROUP not a party to the CONTRACT, but conferred rights in
it, are entitled to enforce those rights, but their consent will not be required to amend or
terminate the CONTRACT, even if it affects those rights. Otherwise, the parties do not intend that

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any term of this CONTRACT should be enforceable by any PERSON who is not a party to the
CONTRACT.

(h) Each party will take all reasonable steps to mitigate any LIABILITIES resulting from breach of
CONTRACT by the other party.

(i) The CONTRACT sets forth the entire agreement between the parties concerning its subject matter
and supersedes any other agreements or statements pertaining to the same subject matter,
except those agreements or statements expressly referenced in the CONTRACT as included. Any
confidentiality agreement pertaining to the subject matter will remain in effect according to its
terms, unless the CONTRACT provides that it is terminated or replaced.

(j) The CONTRACT may be signed in any number of counterparts, all of which constitute a single
instrument.

(k) If requested by COMPANY, CONTRACTOR agrees to use COMPANY’s designated on-line tool to
sign with a digital signature, except where prohibited by APPLICABLE LAW. If signed digitally,
COMPANY and CONTRACTOR agree to waive any right to dispute the genuineness of the
signature, or the admissibility of the CONTRACT where such challenge is based on the absence of
a physical signature.

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SECTION IV – SCOPE OF WORK

FOR

PROVISION OF FPSO INTERGRITY AND SPECIALISED PIPELINE INSPECTION


& MAINTENANCE SERVICES ON BONGA

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SECTION IV – SCOPE OF WORK

TABLE OF CONTENTS PAGE

SECTION IV –SCOPE DESCRIPTION:………………………………………………………………………………………………..49

ARTICLE 1 : GENERAL……………………………………………………………………………………………………………………49

Article 2 : Detailed Scope of Work for Provision of FPSO Intergrity and Specialised Pipeline
Inspection & Maintenance Services in Bonga:………………………………………………………..50

Article 2.1: CATEGORY A - Provision of Specialised Pipeline Maintenance & Repair Services for
SNEPCo Offshore Pipelines:…………………………………………………………………………………….50-63

Article 2.2: CATEGORY B: Provision of Specialised Pipeline Inspection Services for SNEPCo
Offshore Pipelines:…………………………………………………………………………………………………64-78

Article 2.3: CATEGORY C: Provision of Maintenance Inspection Services on Bonga FPSO:…..79-154

Article 2.3.1: Package 1 – Diving and Mooring Services:………………………………………………………80-108

Article 2.3.2: Package 2 – FPSO Hull Tanks/NDT Inspections:……………………………………………109-137

ARTICLE 3: CONTRACTOR’S Responsibilities:………………………………………………………………………136


ARTICLE 4: COMPANY Responsibilities:……………………………………………………………………………..136
ARTICLE 5: Safety, Health and Environment:…………………………………………………………………….136

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SECTION IV –SCOPE DESCRIPTION
ARTICLE 1 -GENERAL

1.1 COMPANY requires on Call-off basis, services for the following work Categories for COMPANY’s
Offshore Facilities hereafter referred to as the WORKS:

• Category A: Provision of Specialised Pipeline Maintenance and Repair Services for SNEPCo
Offshore
• Category B: Provision of Specialised Pipeline Inspection Services for SNEPCo Offshore Pipelines
• Category C: Provision of Maintenance Inspection Services for Bonga FPSO:
(i). Package 1 - Diving & Mooring Services
(ii). Package 2 - FPSO Hull Tanks & NDT Inspection Services

1.2 The WORK shall be performed strictly in accordance with the terms and conditions of the
CONTRACT.
1.3 The CONTRACTOR warrants that the WORK shall be performed in a safe manner to the required
standard, using good working practices by properly skilled, experienced and suitable personnel
and equipment.
1.4 The CONTRACTOR shall ensure that all supervisory personnel employed on the SERVICE are
capable of speaking fluently, understanding, reading and writing the English Language.
1.5 In addition to the CONTRACTOR’S other responsibilities and duties under the CONTRACT , the
CONTRACTOR shall provide Personnel in accordance with the terms and conditions of this
CONTRACT and shall be responsible for ensuring that the CONTRACTOR Personnel are fully
aware of and abide by all terms and conditions of the CONTRACT that relate to the performance
by the CONTRACTOR Personnel of their duties and work obligation under the CONTRACT.
1.6 In addition, the CONTRACTOR shall ensure that each CONTRACTOR Personnel abides by and
complies with the COMPANY GROUP BUSINESS PRINCIPLES (SGBP) as outlined in Section VIII –
Administration Instructions.
1.7 CONTRACTOR shall execute the WORK as per the PURCHASE ORDER and as directed by
COMPANY Authorized Representative.
1.8 The CONTRACTOR shall provide all tools and equipment the Contractor Personnel require for
execution of the WORK.
1.9 The CONTRACTOR shall be responsible for the provision of all competent manpower required for
the execution of this CONTRACT. All Contractor Personnel must have current COMPANY
approved tropical BOSIET certificates and must be medically certified fit to work offshore.
1.11 The WORKSITE shall primarily be Offshore Nigeria Bonga with some elements being executed
Onshore at the CONTRACTOR’s base. COMPANY shall provide Rotary Wing flights for
CONTRACTOR Personnel to and from the Bonga FPSO and other COMPANY designated locations.
1.12 COMPANY shall provide accommodation and meals for CONTRACTOR personnel whilst the
WORK is being carried out on board the Bonga FPSO.
1.13 CONTRACTOR shall provide yard and logistics base with all necessary manpower, equipment and
consumables required for COMPANY’s scope of work.
1.14 CONTRACTOR shall submit a report and / or a detailed data book for maintenance and repair
scope.
1.15 Contractor must be registered to practise as an engineering company in Nigeria evidence by
possession of a valid COREN Certification
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ARTICLE 2 – DETAILED SCOPE OF WORK FOR PROVISION OF FPSO INTERGRITY AND SPECIALISED
PIPELINE INSPECTION & MAINTENANCE SERVICES IN BONGA

2.1 CATEGORY A: PROVISION OF SPECIALISED PIPELINE MAINTENANCE AND REPAIR SERVICES


FOR SNEPCO OFFSHORE

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ARTICLE 2 – DETAILED SCOPE OF WORK FOR PROVISION OF FPSO INTERGRITY AND SPECIALISED
PIPELINE INSPECTION & MAINTENANCE SERVICES IN BONGA

2.1 CATEGORY A: PROVISION OF SPECIALISED PIPELINE MAINTENANCE AND REPAIR SERVICES


FOR SNEPCO OFFSHORE

The scope of this CONTRACT shall cover all SNEPCo offshore flowlines and pipelines, and
their ancillaries located on the topsides and subsea. The water depth in the field is
approximately 1,000m to 1,200m. The CONTRACTOR shall have all necessary manpower,
equipment, and consumables to carry out the WORK as detailed below.

2.1.2 Pipeline Assets and Components


The key Bonga pipelines asset components are listed below with diameters ranging from
2” to 16” from the topsides to subsea.
The key SNEPCo pipelines asset components are listed below:
1. Pigging Facilities
2. Topside Piping
3. Production Flowlines (Pipe- in- Pipe: 10”x12” PIP and 12” x 14” PIP)
4. Production Risers (Single Pipe)
5. Water Injection Flowline (12” Single Pipe)
6. Water Injection Risers (Single Pipe)
7. Production Flowline Sleds (Wet-Insulated, Internal Clad)
8. Water Injection Sleds
9. Production Flowline Jumpers (Wet-Insulated, Internal Clad)
10. Water Injection Flowline Jumper
11. Gas Lift Risers
12. Gas Export Pipeline
13. Gas Export Riser
14. Bonga Oil Offloading Risers (BOORS)
The flowlines, riser base, pipelines, sleds and jumpers are located subsea at
approximately 1200m water depth.

2.1.3 Maintenance & Repair Scope Summary


The following maintenance/repair activities are required for the pipeline assets:
The WORK is to be covered under this CONTRACT generally consists of all works
incidental and necessary to the successful completion of Maintenance & Repair Services
as highlighted in the table below in THE COMPANY’s offshore assets. This WORK shall
cover the following scope as summarized in the table below:

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ACTIVITY SCOPE SUMMARY
Maintenance and repair of Periodic servicing of pipeline valves, Inspection of passing valves,
valves repairs, Valve sealing, provision and replacement of defective and
passing offshore pipeline valves and actuators.
Procurement of valves/actuators if required
Maintenance and repair This activity will be carried out on offshore equipment and
services on pipeline ancillary components such as piping, barrel doors and accessories, barrel door
equipment and components seals, non-intrusive pig signallers, pressure gauges
Procurement of ancillary equipment and components if required
Minor and medium pipeline This activity will be carried out on topsides piping, risers and subsea
repairs pipelines and will include all minor and medium repair activities
including clamping, rectification of large free spans, riser flex joint
repair, vortex induced vibration (VIV) strake replacement, anodes
retrofitting etc. Welding activities may be required.
Coating repairs This activity will be carried out on all damaged coating on the offshore
pipeline assets

Cathodic protection repairs This activity will be carried out on all damaged cathodic protection on
the offshore pipeline assets

Process maintenance This covers all activities to ensure steady operation of the offshore
pipeline

Process commissioning This covers all activities to pre-commission/commission offshore


pipelines and bring it into service
Decommissioning, isolation This covers all activities to reinstate offshore pipeline into service
and re-commissioning of after a leak repair
pipeline after a leak repair
Nitrogen purging activities This covers all activities to inert offshore pipelines
Auxiliary pumping activities This covers all activities to provide additional pressure to mediums in
offshore pipelines

Tooling for subsea pipeline This covers provision of tools for subsea pipeline repair that are not
repair covered in the minor and medium pipeline repair. The tools will
include pipe cutting tool, concrete weight coating removal tool,
corrosion coating removal tool, weld seam removal tool, ovality and
straightness gauges, pipe end preparation tool, excavation tool
Fabrication of repair spool This covers provision of fabrication materials and onshore/offshore
activities for repair of subsea pipeline spools.

Engineering Studies This covers engineering studies to provide offshore pipelines repair
solutions.

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2.1.4 Maintenance & Repair Services Overview
The following description summarises the work required for the Maintenance & Repair
Services of the pipeline assets consisting mainly of:
• Valves maintenance and repair including periodic servicing of pipeline valves,
repairs, valve sealing, provision and replacement of defective and passing
pipeline valves
• Provision of maintenance and repair services on pipeline ancillary equipment
and components such as barrel doors and accessories, barrel door seals, non-
intrusive pig signallers, pressure gauges, valves etc.
• Minor and medium pipeline repairs including rectification of large free spans,
riser flex joint repair, vortex induced vibration (VIV) strake replacement, anodes
retrofitting
• Coating repairs
• Cathodic protection repairs
• Process maintenance
• Process commissioning
• Decommissioning, isolation and re-commissioning of pipeline after a leak repair
• Nitrogen purging activities
• Auxiliary pumping activities
• Tooling for subsea pipeline repair including pipe cutting tool, concrete weight
coating removal tool, corrosion coating removal tool, weld seam removal tool,
ovality and straightness gauges, pipe end preparation tool, excavation tool
• Fabrication of repair spool
• Engineering Studies/ Technicians Training

2.1.5 Detailed Description of Work/Services:

2.1.5.1 Valve Maintenance and Repair Services


Various types and sizes of valves are in use offshore. These valves may require
maintenance offshore and/or onshore. The scope of works includes:

• Servicing of Valves
• Inspection of Passing Valves
• Refurbishment/Repair/Sealing of the valves, actuators and associated
equipment as and when required.
• Supply of all associated spare parts necessary for the refurbishment/repair of
the valves and actuators.
• Provision of equipment, tools/devices and handling/lifting equipment for
complete execution of such works in accordance with both COMPANY and
manufacturers specifications.

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• Provision of suitably qualified, certified competent valve maintenance
technicians/engineers to carry out all works in accordance with both COMPANY
and manufacturers specifications.

2.1.5.2 Maintenance and Repair Services on Pipeline Ancillary Equipment and Components
Various types and sizes of equipment and components exist on the pipeline asset.
These include piping, barrel doors, seals, pig signallers, pressure gauges etc. The scope
of works includes:

• Servicing of the equipment and components


• Refurbishment/repair of the equipment and components as and when required.
• Supply of all associated spare parts necessary for the refurbishment/repair of the
equipment and components.
• Replacement of equipment and components
• Provision of equipment, tools/devices and handling/lifting equipment for complete
execution of such works in accordance with both COMPANY and manufacturers
specifications.
• Provision of suitably qualified, certified competent maintenance technicians/engineers
to carry out all works in accordance with both COMPANY and manufacturers
specifications.

2.1.5.3 Minor and Medium Pipeline Repairs


This covers all the pipelines assets are as listed in sub-section 2.2. The scope of works for
minor and medium repairs includes:

• Clamping of leak sections


• Rectification of large free spans
• Repair of riser flex joint
• Replacement of vortex induced vibration (VIV) strake
• Retrofitting of anodes
• Subsea Valve Repair and Replacement
• Supply of all associated spare parts necessary for the refurbishment/repair
of the pipeline
• Provision of equipment, tools/devices and handling/lifting equipment for
complete execution of such works in accordance with both COMPANY and
manufacturers specifications.
• Provision of suitably qualified, certified competent maintenance
technicians/engineers to carry out all works in accordance with both
COMPANY and manufacturers specifications.

2.1.5.4 Coating Repairs/Cathodic Protection Repairs


The scope of works includes:
• Repair of coating and cathodic protection repairs
• Supply of all associated coating materials necessary for the repair activities
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• Provision of equipment, tools/devices and handling/lifting equipment for
complete execution of such works in accordance with both COMPANY and
manufacturers specifications.
• Provision of suitably qualified, certified competent maintenance
technicians/ engineers to carry out all works in accordance with both
COMPANY and manufacturers specifications.

2.1.5.5 Process Maintenance and Decommissioning, Isolation and Re-commissioning of


Pipeline
The scope of works includes the following activities:

• Leak Testing
• Hydro Test/Pressure Test
• De-watering
• Drying
• Nitrogen Purging
• Auxiliary pumping activities
The scope of work shall include but not limited to the following:
• Provision/handling of all necessary test and measuring equipment and
materials, inclusive of test medium.
• Provision of equipment for the test i.e. water pump, chart recorder, air
pressure pump etc.
• Calibration of instrumentation equipment for the test
• Provision of utilities (water, air supply etc.) for the test.
• Provision of consumables
• Provision of manpower and supervision for the work.
• All activities required for successful pressure test.
• The contractor shall ensure that HSE risks are assessed, and measures taken
to forestall any incident.
• Obtaining and complying with the necessary permits and approvals.
• Documented recording and reporting.
• All other commissioning related activities and provisions.

2.1.5.6 Fabrication of Repair Spool


This activity involves welding, and the following will be required.

• Development/Review of welding procedures.


• Provision of all consumable materials required for successful welding works.
• Provision of coded welders and competent manpower for welding works
and supervision
• Provision of necessary tools and equipment.
• Pre-heat/Heat treatment where necessary.
• Completion of documentation and handover documentation.
• All activities and services required ensuring successful welding works.

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• Full compliance to applicable codes and Shell DEP’s including but not limited
to B31.3, B31.4, B31.8, AWS D1.1, API 1104, ASME B31G, DNV-RP-F113, is
required.
• Non-Destructive Tests on the welds

2.1.5.7 Tooling for Subsea Pipeline Repair


This covers provision of tools for subsea pipeline repair that are not covered in the
minor and medium pipeline repair. The tools will include pipe cutting tool, concrete
weight coating removal tool, corrosion coating removal tool, weld seam removal tool,
ovality and straightness gauges, pipe end preparation tool, excavation tool.

2.1.5.8 Method Statement


The CONTRACTOR shall prepare and include a detailed method statement of the
maintenance and repair activities requested in the scope of work.
The Contractor shall ensure that the method statement minimizes interruption to the
ongoing production operation as low as reasonably possible (ALARP).
The scope of work to be performed by the CONTRACTOR comprises services as
necessary for successful execution of call-out works. This includes but not limited to:
1. Site survey; and site preparation work for repair sections
2. Performing good housekeeping practices at all areas.
3. Provision of all necessary management supervision and labor.
4. Ensuring of safety in accordance with COMPANY HSE policies.
5. Obtaining from and complying with necessary permits and approvals.
6. Mobilization of resources (manpower, material, equipment, applicable and
necessary tools etc.) to complete the works on agreed schedule.
7. All other related activities and provisions of equipment, materials and resources
necessary for the work.

ARTICLE 2.1.6 -GENERAL CONDITION

2.1.6.1 Logistics:
The CONTRACTOR shall provide all of the logistical support required to support its
operations, except where otherwise stated to be provided by COMPANY. COMPANY’s
current Logistics Base is at the Onne Port but could be at any other COMPANY
designated location. There are, however, certain mandatory support requirements that
are identified below:

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2.1.6.2 Local Service Base (Shore Base)

The CONTRACTOR shall provide a suitable Local Service Base for the support of his
offshore operations, along with an appropriate logistical support organization.
COMPANY’s current Logistics Bases are at the Onne/LADOL FZE Ports but could be at
any other COMPANY designated location.

2.1.6.3 Medivac Procedures

The CONTRACTOR shall provide Medivac procedures for all the WORKSITES that are
under his direct control, which shall be approved by COMPANY, before the start of the
WORK.

2.1.6.4 Equipment:

The CONTRACTOR shall supply all the equipment used for operations of this scope
including consumables used to carry out operations, maintenance and calibration of
equipment. The equipment are to be fit for purpose and are to meet the COMPANY
HSSE standards. The equipment shall be rated for water depths ranging from 0m to
1200m and be ROV deployable for Deepwater scope.

The scope for the contractor shall include but not be limited to the following:

o Provision of complete equipment and accessories (hose, cabling,


nozzles, etc.) required for the works.
o Provision of equipment certifications, tests, approvals etc.
o Handling of equipment
o Provision of consumables for the equipment.
o Tests to demonstrate adequacy of equipment.

2.1.6.5 Equipment Calibration


Equipment calibration is applicable to all equipment used for maintenance and repair
activities under this CONTRACT. All equipment and instruments calibrated, shall have a
certificate of calibration issued by COMPANY approved agency. The COMPANY shall not
accept the use of any equipment or instrument without valid calibration certificate. The
COMPANY shall not accept results of potential surveys carried out with malfunctioning
or non-functional equipment
2.1.6.6 Specialist Equipment
The CONTRACTOR may be required to engage the services of a third-party contractor to
provide specialist repair and maintenance equipment and services not covered in
contract schedule of rates. This will be quoted as reimbursable price
2.1.6.7 Personnel:

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The CONTRACTOR is to supply all types of managerial, HSE, Quality, technical and field
staff to perform the work. Personnel are to be competent to carry out the work.
CONTRACTOR is to provide logistics to the COMPANY operated helipad and PPE to all
personnel working for this contract.

Personnel mobilization and demobilization includes provision of temporary work


permits (TWP), visas and international flights for expatriate personnel. It also includes
provision for local flights, accommodation, feeding, all welfare, medical fitness
certificate and BOSIET as applicable for mobilized personnel.

The CONTRACTOR will also be responsible for the mobilization and demobilization of
personnel as well as provision of personal tools.
Where Rope access scopes is involved, the CONTRACTOR is to supply the rope access
technicians with their rope access/abseiling kits and will be included in the personnel
rate.

A list of minimum personnel and their competencies are listed below however it is not
conclusive.

The CONTRACTOR is to supply all types of managerial, HSE, Quality, technical and field
staff to perform the work. Personnel are to be competent to carry out the work.
CONTRACTOR is to provide logistics to the COMPANY operated helipad and PPE to all
personnel working for this contract.

Personnel mobilization and demobilization includes provision of temporary work


permits (TWP), visas and international flights for expatriate personnel. It also includes
provision for local flights, accommodation, feeding, all welfare, medical fitness
certificate and BOSIET as applicable for mobilized personnel.

For Rope access scopes, the CONTRACTOR is to supply the rope access technicians with
their rope access/abseiling kits and will be included in the personnel rate.

A list of personnel and their competencies are listed below however it is not conclusive.

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Type of Minimum Qualification and Experience
CONTRACTOR’s
Personnel
required
Project Degree in Engineering with ten (10) years of experience in offshore
Manager or inspection. Or at least five (5) years of experience in offshore
Operation inspection plus Internationally accredited project management
Manager certification e.g APM/PMP/PRINCE/CPMP/CPM
BOSIET/HUET, DPR OSP, Medically certified fit-to-work offshore
Rope Access IRATA Level 3(supervisor), Level 2 (technician)abseiling certification +
personnel at least one relevant (1) NDT certification and five (5) years of
experience and capable of multi-tasking.
BOSIET/HUET, DPR OSP, Medically certified fit-to-work offshore
HSE Internationally recognized HSSE certification e.g NEBOSH/IOSH or
Coordinator better. Relevant degree holder with 5-10 years’ experience of
Offshore HSE.
BOSIET/HUET, DPR OSP, Medically certified fit-to-work offshore
Quality Relevant degree holder with 5-10 years of experience of pipelines
Coordinator QA/QC
BOSIET/HUET, DPR OSP, Medically certified fit-to-work offshore
Field 7-10 years relevant offshore experience in supervisory positions.
Supervisor CSWIP 3.4U or equivalent
BOSIET/HUET, DPR OSP, Medically certified fit-to-work offshore
NDT Inspectors ASNT certified NDT Level 3 and Level 2 with at least 5 years of
experience in the respective field.
BOSIET/HUET, DPR OSP, Medically certified fit-to-work offshore
Technicians At least 5 years relevant experience in respective fields and
internationally accredited certification for relevant skill and capable
of multi-tasking.
BOSIET/HUET, DPR OSP, Medically certified fit-to-work offshore

2.1.6.8 Contract Management:

The CONTRACTOR shall perform contract management as per COMPANY standard and
acceptance. The CONTRACTOR shall provide upfront, the outline of project management
to THE COMPANY for approval.

Two business performance reviews will be held annually in accordance with the KPIs
below on schedule, quality and HSSE especially.

The CONTRACTOR will provide the required personnel and equipment at agreed time to
execute the call off scope of work during the entire duration of the CONTRACT in line

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with the Key Performance Indicators (KPI) shown below. The quality of the inspection
data and report shall also be in line with the KPIs.
PERFORMANCE INDICATOR ACCEPTANCE LEVEL
Adherence to timely mobilization of 95% of call-offs
personnel and equipment to site and
work scope execution
Quality of inspection data and report 100% data quality
Green Banding (where
HSE Banding
applicable)
HSSE: % of stop-work intervention < 5% interventions
Correctly invoiced payment 100% on-time payment
remittance within 45days
% schedule overrun from issuance of <5% schedule overrun
agreed work order
Timely subcontractor payment Zero percent
Compliance with Financial Risk 100% up to date
Management Obligation in line with insurances/financial
Contract Terms & Condition instruments
Number of repetitive scope failures <2
HCD plan implementation 100% compliance
NCDF remittance: % compliance 100% compliance
100% compliance with CTRs,
Turnaround time for CTRs, RFQ’s, VOs RFQs and VO's target service
time
Number of RFQ’s declined by awardee 0

2.1.6.9 HSE:
The CONTRACTOR is to manage HSE on the CONTRACT. A separate document on HSE
requirement is attached to Section V – HSSE & SP. The CONTRACTOR shall provide an
HSE management document for the CONTRACT in the prescribed format to specify site
specific HSE management for the inspections.

The CONTRACTOR shall provide personnel, equipment and plant to manage HSE during
the entire duration of the CONTRACT in line with the Key Performance Indicators (KPI)
shown below.

PERFORMANCE INDICATOR ACCEPTANCE LEVEL


HSE plan compliance 90% of project HSE KPIs achieved/year
HSE Banding Green Banding (where applicable)
HSSE: % of stop-work < 5% interventions
intervention

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2.1.6.10 Quality Management
The CONTRACTOR shall be responsible for providing QA/QC necessary to ensure
CONTRACTOR and SUBCONTRACTOR’s deliverables are in full compliance with the
requirements of the CONTRACT and the PO therefrom. The CONTRACTOR shall be
responsible for establishing, documenting, maintaining and applying a formal quality
system for all work. Contractor’s quality system shall comply with ISO 9001 or an
alternative internationally recognised standard approved by COMPANY. The
CONTRACTOR shall apply quality systems requirements to all subcontracted and
purchased items or services.
The CONTRACTOR shall provide Quality management documents to COMPANY in line
with the provision of Section IIIA- Special Terms and Conditions for Approval.
2.1.6.11Materials certification
Materials without traceability records shall not be acceptable for use in this contract. In
the event such materials are sourced for use on this contract, requisite test(s)
specifications shall be proposed and agreed with COMPANY as basis of acceptance for
use. The basis of acceptance for use shall indicate clear and unambiguous acceptance
criteria, within pre-determined and COMPANY agreed independent testing facility

2.1.6.12 Nigerian Content:


The CONTRACTOR shall provide their project specific Nigerian Content Development
Plan in line with the CONTRACT.

The CONTRACTOR will provide personnel, equipment and plant in accordance with the
approved Nigerian Content Plan during the entire duration of the CONTRACT in line with
the Key Performance Indicators (KPIs) and the Nigeria Oil and Gas Industry Content
Development Act (NOGICD)
The CONTRACTOR will provide personnel, equipment and plant in accordance with the
approved Nigerian Content Plan during the entire duration of the CONTRACT in line with
the Key Performance Indicators (KPI) shown below.

PERFORMANCE INDICATOR ACCEPTANCE LEVEL


Nigerian Content target 100% of contract plan
HCD plan implementation 100% compliance
NCDF remittance: % compliance 100% compliance

2.1.6.13 Engineering Studies


This covers engineering studies to provide fit for purpose offshore pipelines repair
solutions based on the particular problem at hand.

Engineering works shall comply with Nigerian Laws, Shell Global Standards, Project
Specification/Standards and Industry Standards and design codes. Design works must
consider all the HSE requirements on the facilities e.g., hazardous area classification,
escape route, production operations etc. It will include specification of any coatings i.e.

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painting or other preservation requirements in accordance with prescribed
standard/specification.
2.1.6.14 Third Party Services
These include provision of Sub-contractors and Vendors from specific/specialized
services as maybe required by COMPANY to complete the scope of works. These
services may include:
• Specialist/OEM Repair Equipment and Services
• Third Party Certification of the Repair
2.1.6.15 Work Reports
Reports will be submitted for all maintenance and repair scope. A detailed data book
shall be provided with as built drawings within four weeks of the activity.

2.1.16 Minimum Standards

The CONTRACTOR shall perform all maintenance/repair works under this CONTRACT in a
professional and safe manner to the specified acceptance standards using best industry
work practices, skilled, competent, experienced and suitable personnel working
according to the COMPANY approved procedures. All CONTRACTOR’s key personnel to
be employed under this CONTRACT shall understand, speak and write the English
language fluently.

The CONTRACTOR shall comply with the requirements of COMPANY’s technical


specifications associated with assigned work. The CONTRACTOR shall not modify,
amend or otherwise alter the technical specifications without COMPANY’s prior
approval. The CONTRACTOR shall submit separately to COMPANY, any deviations to the
technical specifications

Prior to execution of a work scope, CONTRACTOR shall submit to the COMPANY detailed
work procedures, comprehensive list of equipment and personnel to be mobilised
complete with relevant documents and date for pre-mobilisation inspection(s) etc. The
COMPANY shall review and approve all procedures prior to commencement of site
works. In addition, the COMPANY shall complete pre-mobilisation inspections prior to
mobilisation to site.

THE COMPANY shall also review the CVs of all key personnel and certify them
competent for the intended Works prior to mobilisation for site works.

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2.1.6.17 RESPONSIBILITY MATRIX FOR MAINTENANCE & REPAIRS

COMPANY CONTRACTOR Joint


Plan Annual work plan for Detailed PEP Endorse
each part of the scope of incorporating Project
work. work schedule, Execution
Equipment availability JHA, QA/QC, Plan Endorse
planning. Work planning site specific
Security plan,
on IAP. HSE Plan,
logistics and Security Plan
Maintenance & Repair communication. and QA/QC
specifications/procedures Resource Plan Pre-
As built drawings / Planning mobilisation
information [hard copy] (equipment and inspection
personnel)
Obtain valid
BOSIET, Offshore
Safety Permit
(OSP) and fitness
to work
certificates
Do Provide access to work Provide and Site
offshore mobilise all management
Monitor and enforce THE resources to site /
COMPANY HSE policy execute site
works .
Ensure
compliance with
THE COMPANY
HSE policy
Analyse Analysis/acceptance of QA/QC of Endorse
reports and detailed data maintenance and relevant
book/as built drawings. repair activities reports and
Review of periodic detailed data
project performance book/as built
reports drawings.

Improve Periodic performance Work Endorsement


reviews performance of close-out
End project performance close-out report report
reviews QA/QC, HSE and with
Nigerian Content recommendations
performance reviews for improvement.

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ARTICLE 2 – DETAILED SCOPE OF WORK FOR PROVISION OF FPSO INTERGRITY AND SPECIALISED
PIPELINE INSPECTION & MAINTENANCE SERVICES IN BONGA

2.1 CATEGORY B: PROVISION OF SPECIALISED PIPELINE INSPECTION SERVICES


FOR SNEPCO OFFSHORE

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ARTICLE 2.2 – SCOPE WORK FOR CATEGORY B: PROVISION OF SPECIALISED PIPELINE
INSPECTION SERVICES FOR SNEPCO OFFSHORE

2.2.1 The scope of this CONTRACT shall cover all SNEPCo offshore flowlines and pipelines, and
their ancillaries located on the topsides and subsea. The maximum water depth in the
field is approximately 1,000m to 1,200m. The CONTRACTOR shall have all necessary
manpower, equipment and consumables to carry out the WORK as detailed below.

2.2.2 Pipeline Assets and Components


The key Bonga pipelines asset components are listed below with diameters ranging from
2” to 20” from the topsides to subsea.
The key SNEPCo pipelines asset components are listed below:
15. Pigging Facilities
16. Topside Piping (2”-24”)
17. Pipe- in- Pipe (PIP) Production Flowlines (10”x12” PIP and 12” x 14” PIP)
18. Single pipe Production Risers (10”-12”)
19. Water Injection Flowlines (12” Single Pipe)
20. Water Injection Risers (Single Pipe)
21. Production Flowline Termination assemblies
22. Water Injection Sleds Termination assemblies
23. Production Flowline Jumpers (Glass Syntactic Polyurethane-GSPU insulated/FBE coated,
Internally Clad)
24. Water Injection Flowline Jumpers
25. Gas Lift Risers – 6” pipe bundle
26. Gas Export Pipeline (16” Single Pipe with FBE coated/concrete coated sections)
27. Gas Export Riser
28. Bonga Oil Offloading Risers (BOORS) -Unbonded flexible risers
29. SPM associated piping and valves
The flowlines, riser base, pipelines, sleds and jumpers are located subsea at a maximum
of approximately 1200m water depth.

2.2.3 Inspection Scope Summary


The following inspection activities are required for the pipeline assets.
The WORK is to be covered under this inspection CONTRACT generally consists of all
works incidental and necessary to the successful completion of inspection and survey
works as detailed in the table below in the COMPANY’s Offshore assets. This WORK shall
cover the following scope as summarized in the table below:

ACTIVITY SCOPE SUMMARY


Inspection of topside piping from pig Visual inspection of the facilities including condition of
traps to boarding valve (Above coating, supports, flanges, valves and related Ancillaries.
water) Wall thickness inspection using NDT techniques.

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UT/ACFM/PEC will be used at the first instance and where
required, other non-intrusive techniques, suitable for the
location type and material type will be further deployed
Riser Inspection from boarding valve This activity is carried out on the riser interface spool from
to splash zone using abseilers the boarding valves to the splash zone section using
(Above water) inspection abseilers.
The visual inspection involves observing any corrosion,
coating deterioration or damage to the riser section.
Wall thickness inspection using NDT techniques.
UT/ACFM/PEC will be used at the first instance and where
required, other non-intrusive techniques, suitable for the
location type and material type will be further deployed.
Riser Underwater Survey using This activity is carried out by divers on the riser section
divers (up to 30m water depth) from the splash zone to diver depths.
Diver deployable equipment will be used for cleaning, 3D
photogrammetry inspection of flex joints, inspecting
coating and measuring wall thickness
Riser Underwater Survey using Provision of fixed platform/small personnel carrier craft-
ROV/AUV (up to 1,200m water deployable class 1 (Pure observation class) ROV mini and
depth) micro (eyeball) ROV, Provision of fixed platform/small
personnel carrier craft-deployable class 1 (Pure observation
class) ROV / Class 2(Observation class with Payload option)
ROV services , Provision of fixed platform/small personnel
carrier craft-deployable class 3 (Work class) ROV / Class 5
(AUV vehicle), ROV deployable equipment for cleaning,
inspecting coating and measuring wall thickness , ROV
deployable equipment will be used for cleaning, 3D
photogrammetry inspection of flex joints, inspecting
coating and measuring wall thickness
Pipeline and associated Subsea Visual inspection, wall thickness inspection using subsea
Equipment Inspection including non- magnetic eddy current/UT/magnetic tomography external
pig gable pipelines (up to 1,200m or inline intelligent MFL/UT inspection techniques.
water depth) Defect mapping as required, Cathodic Protection (CP)
inspection (field gradient/contactless/spot CP checks as
may be required), Flowline/Riser coating survey

2.2.4 Inspection Overview


The following description summarises the work required for the inspection, survey and
reporting of the pipeline assets consisting mainly of:
2.2.4.1 Above-water Abseiler-deployed specialised ATEX/IEC EX-rated Inspection techniques:

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These inspections cover the topside piping from Boarding Valve to pig traps and riser
inspection above splash zone including inspection under insulation, neoprene and
coatings. All equipment utilized shall be ATEX/IEC EX-rated.

• Pulsed Eddy Current (PEC) Measurement


• Ultrasonic Testing (UT) measurements using techniques including Automated
Ultrasonic Testing (AUT), Phase Array UT, Time of Flight Diffraction (TOFD), Long
Range Ultrasonic Testing (LRUT)
• Close Visual Inspection (CVI)/General Visual Inspection (GVI)
• Coating Inspection
• Weld Crack Inspection
• X-Ray/Digital Radiography
• Magnetic Particle Inspection (MPI)
• Provision of Inspection Abseilers
• Field gradient/contactless/DCVG/CIPS Cathodic protection system inspection
2.2.4.2 Remotely Operated vehicle (ROV)-deployable Subsea Inspection ATEX/IEC EX-rated
Services including:

• Ultrasonic Testing Methods (UT, MUT, LRUT, AUT)


• Alternating Current Field Measurement (ACFM)
• Magnetic Particle Inspection (MPI)
• Riser Flex joint Cleaning
• Magnetic Eddy Current Method
• Magnetic Tomography Method
• 3D Laser-aided Photogrammetry
• Provision of fixed platform/small personnel carrier craft-deployable class 1 (Pure
observation class) ROV / Class 2(Observation class with Payload option) ROV
services
• Leak detection using techniques such as acoustic leak detection
• In-line Inspection methods (Intelligent Pigging)
• Cathodic Potential Survey
2.2.4.3 Inspection of Non-piggable offshore pipelines - ATEX/IEC EX-rated:
• Specialized Tethered /crawler inline inspection tools for non-piggable pipelines
• Electromagnetic Acoustic Transducer (EMAT) inspection services- Diver & ROV
deployable
• Magnetic Tomography inspection services- Diver & ROV deployable
• Provision of fixed platform/small personnel carrier craft-deployable class 1 (Pure
observation class) ROV / Class 2(Observation class with Payload option) ROV
services
2.2.4.4 Engineering studies
This cover:
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• Engineering Assessment
• Strategy Proposals
• Risk based Inspection studies/workshops
• Engineering of solutions following inspection findings.
2.2.4.5 Third Party Services
This covers novel inspection technologies particularly suited to the problem at hand and
inspection techniques based on improvement/advancement in technology provided by
third party vendors via the CONTRACT.
2.2.5 Method Statement
The CONTRACTOR shall prepare and include a detailed method statement of the
offshore survey techniques requested in the scope of work.
The Contractor shall ensure that its inspection method statement eliminates any
requirement for production shutdown and minimizes interruption to the ongoing
production operation.
The scope of work to be performed by the CONTRACTOR comprises services as
necessary for successful execution of call-out works. This includes but not limited to:
• Site survey; and site preparation work for inspection areas
• Performing good housekeeping practices at all areas.
• Provision of all necessary management supervision and labor.
• Ensuring of safety in accordance with COMPANY HSE policies.
• Obtaining from and complying with necessary permits and approvals.
• Mobilization of resources (manpower, material, equipment, applicable and
necessary tools etc.) to complete the works on agreed schedule.
• All other related activities and provisions of equipment, materials and resources
necessary for the work.
• Reporting

ARTICLE 2.2.6 -GENERAL CONDITION

2.2.6.1 Logistics:

The CONTRACTOR shall provide all of the logistical support required to support its operations,
except where otherwise stated to be provided by COMPANY. COMPANY’s current Logistics
Bases are at the Onne Port and LADOL, Lagos but could be at any other COMPANY designated
location. There are, however, certain mandatory support requirements that are identified
below:

2.2.6.2 Local Service Base (Shore Base)

The CONTRACTOR shall provide a suitable Local Service Base for the support of his
offshore operations, along with an appropriate logistical support organization.
COMPANY’s current Logistics Base are at the Onne Port and LADOL, Lagos but could be
at any other COMPANY designated location.

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2.2.6.3 Medivac Procedures

The CONTRACTOR shall provide Medivac procedures for all the WORKSITES that are
under his direct control, which shall be approved by COMPANY, before the start of the
WORK.

2.2.6.4 Equipment:

The CONTRACTOR is to supply all the equipment used for operations of this scope
including consumables used to carry out operations, maintenance, and calibration of
equipment. The equipment is to be ATEX/IEC EX-rated, fit for purpose and are to meet
the COMPANY HSSE standards. The equipment includes those listed below.

2.2.6.4.1 Above Water Inspection Equipment – ATEX/IEC EX-rated


• Pulsed Eddy Current (PEC) measurement equipment.
• Manual UT, Phased Array UT, Automated Ultrasonic Testing (AUT) and Long-
Range UT(LRUT) Equipment
• Digital Radiography Equipment
• Equipment
• Time of Flight Diffraction (TOFD) Equipment
• Coating Survey Equipment
• Equipment for inspection under insulation and coatings
• Weld Crack Inspection Equipment
• Magnetic Particle Inspection (MPI) Equipment
• Magnetic Eddy Current (MEC) Equipment
• Alternating Current Field Measurement (ACFM) Equipment
• Acoustic Leak detection equipment
• FLIR oil/gas leak detection cameras
• Non-intrusive pig signallers/tracker
2.2.6.4.2 Under water and subsea Inspection Equipment
These equipment shall be rated for water depths ranging from 0m to 1200m and be
ROV deployable.
• Automated Ultrasonic Testing (AUT) Equipment
• Phase Array UT Equipment
• Time of Flight Diffraction (TOFD) Equipment
• Equipment for inspection under insulation and coatings
• Weld crack inspection Equipment
• Magnetic Particle Inspection (MPI) Equipment
• Long Range Ultrasonic Testing (LRUT) Equipment
• Alternating Current Field Measurement (ACFM) Equipment

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• Fluid propelled, tethered/crawler and Free swimming in-line pigging inspection
equipment. OEM shall be an accredited Pigging PPSA member with an additional
requirement to qualify such tool with Shell Global Services International (SGSI)
for SNEPCOs pipe sizes and wall thickness and asset configuration requirement
at contractors cost Technologies include but are not limited to Magnetic Flux
Leakage (MFL), Ultrasonic Testing (UT), Saturated Low Frequency Eddy Current
(SLOFEC), Shallow Internal Corrosion (SIC), Gyro XYZ Mapping etc
• Tethered /Crawler external inspection equipment
• Electromagnetic Acoustic Transducer (EMAT)
• Magnetic Tomographic Tool
• Micro-ROV Equipment
• Leak Detection Tools
• Riser Flex joint ROV deployable Cleaning Tools
• 3D Photogrammetry Tools

2.2.6.4.3 Inline Fluid propelled Pipeline/Risers Routine/Intelligent Pigging tools -ATEX/IEC EX-
rated
The CONTRACTOR is to supply all the equipment and required transportation required
for operations of this scope including consumables used to carry out operations, pre-
inspection cleaning and gauging, maintenance and calibration of equipment, waste
management. Supplied equipment requested may be specified to be Fluid propelled,
tethered/crawler and Free swimming in-line pigging inspection equipment. OEM shall
be an accredited Pigging PPSA member with an additional requirement to qualify such
tool with Shell Global Services International (SGSI) for SNEPCO’s pipe sizes and wall
thickness and asset configuration requirement at contractors cost Technologies include
but are not limited to Magnetic Flux Leakage (MFL), Ultrasonic Testing (UT), Saturated
Low Frequency Eddy Current (SLOFEC), Shallow Internal Corrosion (SIC), Gyro XYZ
Mapping etc. These equipment shall be intrinsically safe and fit for purpose.
• 10"/12" UT Tool Thick-walled Pipe-in-Pipe
• 12"/14" UT Tool Thick-walled Pipe-in-Pipe
• 8”, 10”, 12”, 16”, 18”, 20”, 24” and 32” UT/MFL tools
In addition, for the above pipe sizes, the following tools may be called out as required
on the contract.
• Pipeline data Logger tool
• Shallow Internal Corrosion tool
• Geometric/Calliper tools
• Gyro XYZ Mapping tool
• Low/Medium and High-density Foam pigs
• Descaling/dewaxing pigs
• Gauge plate pigs
• Bidirectional pigs
• Pig trackers (GPS/magnetic/acoustic/electromagnetic/radioisotopes)

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2.2.6.4.4 Flexible Pipelines Inspection tools - ATEX/IEC EX-rated
The CONTRACTOR is to supply all the equipment and required transportation for
operations of this scope including consumables used to carry out pre-inspection,
cleaning, visual and specialized inspection. These shall be covered in lumpsum price
quoted in schedule of rates or reimbursable. These equipment shall be intrinsically safe
and fit for purpose.
• Annulus gas pressure testing Equipment
• Flexible Scanning/Inspection tool (UT/Magnetic Eddy Current, etc.)
• Inline Cleaning tool
• Flexible riser external cleaning tool
2.2.6.4.5 Equipment Calibration
Equipment calibration is applicable to all equipment used for inspection activities under
this CONTRACT. All equipment and instruments calibrated, shall have a certificate of
calibration issued by COMPANY approved agency. The COMPANY shall not accept the
use of any equipment or instrument without valid calibration certificate. The COMPANY
shall not accept results of potential surveys carried out with malfunctioning or non-
functional equipment

2.2.6.4.6 Specialist Equipment

The CONTRACTOR may be required to engage the services of a third-party contractor to


provide specialist inspection equipment and services not covered in contract schedule
of rates. This will be quoted as reimbursable price

2.2.6.5 Personnel:

The CONTRACTOR is to supply all types of managerial, HSE, Quality, technical and field
staff to perform the work. Personnel are to be competent to carry out the work.
CONTRACTOR is to provide logistics to the COMPANY operated helipad and PPE to all
personnel working for this contract.

Personnel mobilization and demobilization includes provision of temporary work


permits (TWP), visas and international flights for expatriate personnel. It also includes
provision for local flights, accommodation, feeding, all welfare, medical fitness
certificate and BOSIET as applicable for mobilized personnel.

For Rope access scopes, the CONTRACTOR is to supply the rope access technicians with
their rope access/abseiling kits and will be included in the personnel rate.

A list of personnel and their competencies are listed below however it is not conclusive.

Type of CONTRACTOR’s Minimum Qualification and Experience


Personnel required
Project Manager or Degree in Engineering with ten (10) years of experience in offshore
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Operation Manager inspection. Or at least five (5) years of experience in offshore
inspection plus Internationally accredited project management
certification e.g. APM/PMP/PRINCE CPMP/CPM/BOSIET/HUET/DPR
DPR OSP, medically certified fit-to-work offshore
Rope Access personnel IRATA Level 3(supervisor), Level 2 (technician)abseiling certification
+ at least one relevant (1) NDT certification and five (5) years of
experience, BOSIET/HUET, DPR OSP, medically certified fit-to-work
offshore
HSE Coordinator Internationally recognized HSSE certification e.g. NEBOSH/IOSH or
better. Relevant degree holder with 5-10 years’ experience of
Offshore HSE. BOSIET/HUET, DPR OSP, medically certified fit-to-
work offshore
Quality Coordinator Relevant degree holder with 5-10 years of experience of pipelines
QA/QC. BOSIET/HUET, DPR OSP, Medically certified fit-to-work
offshore
Field Supervisor 7-10 years relevant offshore experience in supervisory positions.
CSWIP 3.4U or equivalent BOSIET/HUET, DPR OSP, Medically
certified fit-to-work offshore
NDT Inspectors ASNT certified NDT Level 3 and Level 2 with at least 5 years of
experience in the respective field.
BOSIET/HUET, DPR OSP, Medically certified fit-to-work offshore
Technicians At least 5 years relevant experience in respective fields and
internationally accredited certification for relevant skill.
BOSIET/HUET, DPR OSP, Medically certified fit-to-work
offshore

2.2.6.6 Contract Management:

The CONTRACTOR shall perform contract management as per COMPANY standard and
acceptance. The CONTRACTOR shall provide upfront, the outline of project management
to THE COMPANY for approval.

Two business performance reviews will be held annually in accordance with the KPIs
below on schedule, quality and HSSE.

The CONTRACTOR will provide the required personnel and equipment at agreed time to
execute the call off scope of work during the entire duration of the CONTRACT in line
with the Key Performance Indicators (KPI) shown below. The quality of the inspection
data and report shall also be in line with the KPIs.

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PERFORMANCE INDICATOR ACCEPTANCE LEVEL
Adherence to timely mobilization of personnel and 95% of call-offs
equipment to site and work scope execution
Quality of inspection data and report 100% data quality
Green Banding (where
HSE Banding
applicable)
HSSE: % of stop-work intervention < 5% interventions
Correctly invoiced payment remittance within 45days 100% on-time payment
% Schedule overrun from issuance of agreed work <5% schedule overrun
order
Timely subcontractor payment Zero percent
100% up to date
Compliance with Financial Risk Management
insurances/financial
Obligation in line with Contract Terms & Condition
instruments
Number of repetitive scope failures <2
HCD plan implementation 100% compliance
NCDF remittance: % compliance 100% compliance
100% compliance with
Turnaround time for CTRs, RFQ’s, VOs CTRs, RFQs and VO's target
service time
Number of RFQ’s declined by awardee 0

2.2.6.7 HSE:

The CONTRACTOR is to manage HSE on the CONTRACT. A separate document on HSE


requirement is attached to Section V – HSSE & SP. The CONTRACTOR shall provide an
HSE management document for the CONTRACT in the prescribed format to specify site
specific HSE management for the inspections.

The CONTRACTOR shall provide personnel, equipment and plant to manage HSE during
the entire duration of the CONTRACT in line with the Key Performance Indicators (KPI)
shown below.

PERFORMANCE INDICATOR ACCEPTANCE LEVEL


HSE plan compliance 90% of project HSE KPIs achieved/year
HSE Banding Green Banding (where applicable)
HSSE: % of stop-work < 5% interventions
intervention

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2.2.6.8 Quality Management
The CONTRACTOR shall be responsible for providing QA/QC necessary to ensure
CONTRACTOR’s and SUBCONTRACTORS’ deliverables are in full compliance with the
requirements of the CONTRACT and the PO there from. The CONTRACTOR shall be
responsible for establishing, documenting, maintaining and applying a formal quality
system for all work. Contractor’s quality system shall comply with ISO 9001, or an
alternative internationally recognised standard approved by COMPANY. The
CONTRACTOR shall apply quality systems requirements to all subcontracted and
purchased items or services.
The CONTRACTOR shall provide Quality management documents to COMPANY for
approval.

2.2.6.9 Nigerian Content:

The CONTRACTOR shall provide their project specific Nigerian Content Development
Plan in line with the CONTRACT.

The CONTRACTOR will provide personnel, equipment and plant in accordance with the
approved Nigerian Content Plan during the entire duration of the CONTRACT in line with
the Key Performance Indicators (KPI) shown below.

PERFORMANCE INDICATOR ACCEPTANCE LEVEL


Nigerian Content target 100% of contract plan
HCD plan implementation 100% compliance
NCDF remittance: % compliance 100% compliance

2.2.6.10 Description of Work/Services:


This section reflects a brief summary and shall be complemented by the provisions of
sections 2.2.4, 2.2.6.4 and 2.2.6.5

2.2.6.10.1 Inspection of topside piping from pig traps to boarding valve:


This scope will cover the piping, instrumentation, valves and pig traps. It will involve the
periodic inspection through general visual inspection, external painting/coating
inspection, inspection under insulation, wall thickness measurements using PEC or
suitable NDT techniques not limited to Manual UT, AUT, Phase Array UT, Long Range
Ultrasonic Testing (LRUT), Time of Flight Diffraction (TOFD), Digital Radiography,
Magnetic Particle Inspection (MPI) may be deployed.
2.2.6.10.2 Riser Inspection from boarding valve to splash zone:
This activity will be conducted periodically using inspection abseilers. It will include
general visual inspection, cleaning, external coating inspection, inspection under
insulation, wall thickness measurements using PEC as a screening tool. If further wall
thickness/wall loss/cracks measurements are required suitable NDT techniques such as
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Manual UT, AUT, Phase Array UT, Long Range Ultrasonic Testing (LRUT), Time of Flight
Diffraction (TOFD), Digital Radiography, Magnetic Particle Inspection (MPI), may be
deployed. Weld crack inspection may also be deployed if required. The abseilers will be
provided by CONTRACTOR.
2.2.6.10.2 Riser Underwater Survey:
These activities will be conducted periodically using divers for the riser sections within
diving depths and using ROV for sections in greater depths. It will include general visual
inspection, cleaning, external coating inspection, inspection under insulation, status of
CP system, weld inspections and wall thickness/wall loss/cracks using suitable NDT
techniques such as PEC, AUT, Phase Array UT, Long Range Ultrasonic Testing (LRUT),
Time of Flight Diffraction (TOFD), Digital Radiography, Magnetic Particle Inspection
(MPI), Alternating Current Field Measurement (ACFM) may be deployed. Inspection
services using a Micro ROV will be required where deployment is to be from the FPSO.

There are flex joints on each riser which require cleaning using a flex joint cleaning tool
and flex joint inspection using a 3D photogrammetry tool.
These techniques should be deployable by ROV

2.2.6.10.2 External Subsea Pipeline and associated subsea equipment Inspection:


These activities will be conducted periodically using ROV. It will include general visual
inspection using Micro-ROV, external coating inspection and inspection under
insulation, weld inspections using advanced subsea technologies such as
MPI/ACFM/UT/EC/digital radiography, wall thickness measurements using suitable NDT
techniques such as PEC, UT, Time of Flight Diffraction (TOFD), Digital Radiography,
Electromagnetic Acoustic Transducer (EMAT), Magnetic Tomographic Tool may be
deployed. Inspection services using a Micro-ROV will be required where deployment is
to be from the FPSO. Leak detection techniques to inspect for leaks using techniques
such as acoustic leak detection.

The flowline loops have flowline Jumpers, flowline termination assemblies (FTAs),
pigging loop modules with their associated valves and piping. These inspection
techniques may also be applied to them.

2.2.6.10.3a Non-piggable flowlines:


These inspection activities will be conducted internally and/or externally. The internal
inspection activities will include deployment of Free swimming in-line inspection,
crawler/tethered tools, or external tools. Inline inspection tool OEM shall be an
accredited Pigging PPSA member with an additional requirement to qualify such tool
with Shell Global Services International (SGSI) for SNEPCO’s pipe sizes and wall thickness
and asset configuration requirement at contractor’s cost.

2.2.6.10.3b Inline Inspections (ILI):


These inspection activities will be conducted internally. The internal inspection activities
will include deployment of Intelligent Pigging, Free swimming, crawler, or tether in-line
inspection pigging tools inclusive of pre-inspection cleaning tools and post-inspection
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work, sampling testing and waste management. OEM shall be an accredited Pigging
PPSA member with an additional requirement to qualify such tool with Shell Global
Services International (SGSI) for SNEPCO’s pipe sizes and wall thickness and asset
configuration requirement at contractor’s cost.

2.2.6.10.3c Flexible pipeline Inspection:


This inspection activity will be conducted internally or externally. Include deployment of
cleaning tools, scanning/inspection tools and Annulus Test.

2.2.6.10.4 Engineering:
Engineering works shall comply with Nigerian Laws, Industry Standards and design
codes. Design works must consider all the HSE requirements on the facilities e.g.,
hazardous area classification, escape route, production operations etc. It will include
specification of any coatings i.e., painting or other preservation requirements in
accordance with prescribed standard/specification.

2.2.6.10.5 Third Party Services:


These include provision of Sub-contractors and Vendors from specific/specialized
services as maybe required by COMPANY to complete the scope of works.

2.2.6.11 Work Reports


Reports are deemed included in the quoted technician costs. Reports will be submitted
for all inspections and engineering scope. The inspection findings will be documented in
a report. A preliminary report will be submitted within one week of the inspection and a
detailed report within four weeks. In total is required one (01) softcopy and three (03)
hardcopies of the final report

The CONTRACTOR shall take digital photographs of an anomaly, deficiency or non-


conformance as found during the visual inspection. CONTRACTOR shall take sufficient
shots of photographs from different positions to be directed by THE COMPANY site
representative. The CONTRACTOR shall incorporate the digital photographs into his
report.
2.2.6.12 Minimum Standards

CONTRACTOR shall perform all inspection works under this CONTRACT in a safe manner
to the specified acceptance standards using best industry work practices, skilled,
competent, experienced, and suitable personnel working according to the COMPANY
approved procedures. All CONTRACTOR’s key personnel to be employed under this
CONTRACT shall understand, speak, and write the English language fluently.

The CONTRACTOR shall comply with the requirements of COMPANY’s technical


specifications associated with assigned work. The CONTRACTOR shall not modify,
amend or otherwise alter the technical specifications without COMPANY’s prior
approval. The CONTRACTOR shall submit separately to COMPANY, any deviations to the
technical specifications
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Prior to execution of a work scope, CONTRACTOR shall submit to the COMPANY detailed
work procedures, comprehensive list of equipment and personnel to be mobilised
complete with relevant documents and date for pre-mobilisation inspection(s) etc. The
COMPANY shall review and approve all procedures prior to commencement of site
works. In addition, the COMPANY shall complete pre-mobilisation inspections prior to
mobilisation to site.

The COMPANY shall also review the CVs of all key personnel and certify them
competent for the intended Works prior to mobilisation for site works.

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2.2.6.13 RESPONSIBILITY MATRIX FOR INSPECTION AND SURVEY

COMPANY CONTRACTOR Joint

Plan Annual work plan for each Detailed PEP Endorse


part of the scope of work. incorporating work Project
Equipment availability schedule, Execution
planning. Work planning JHA, QA/QC, Plan Endorse
on IAP. site specific
Security plan,
HSE Plan,
Inspection logistics and Security Plan
specifications/procedures communication. and QA/QC
As built drawings / Resource Planning Plan Pre-
information [hard copy] (equipment and mobilisation
personnel) inspection
Obtain valid BOSIET,
Offshore Safety Permit
(OSP) and fitness to
work certificates
Do Provide access to work Provide and mobilise all Site
offshore resources to site / management
Monitor and enforce THE execute site works
COMPANY HSE policy Ensure compliance with
THE COMPANY HSE
policy
Analyse Analysis/acceptance of QA/QC of inspections Endorse
Inspection reports and analysis of relevant
Review of periodic project inspections [visual inspection
performance reports inspections, UT/PEC records
inspections, coating
inspections, materials
inspections etc]
Improve Periodic performance Work performance Endorsement
reviews close-out report with of close-out
End project performance recommendations for report
reviews QA/QC, HSE and improvement.
Nigerian Content
performance reviews

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ARTICLE 2.3 – SCOPE OF WORK FOR CATEGORY C: PROVISION OF MAINTENANCE
INSPECTION SERVICES ON BONGA FPSO:

(I). Package 1 – Diving and Mooring Services ………………Page 80 - 111

(II). Package 2 – FPSO Hull Tanks/NDT Inspections…………Page 112-121

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CATEGORY C, PACKAGE 1 - PROVISION OF LLOYDS APPROVED DIVING AND MOORING
MAINTENANCE INSPECTION SERVICES FOR IN-WATER SURVEY

TABLE OF CONTENT PAGE

1.Introduction……………………………………………………………………………………………………………… 81

2.OBJECTIVE…………………………………………………………………………………………………………………..81

3.Scope of Work…………………………………………………………………………………………………………… 866


3.1.General requirement……………………………………………………………………………………………… 866
3.2.Survey Contractor…………………………………………………………………………………………………… 877
3.3.Contractor responsibility to report findings……………………………………………………………… 877
3.4.Hull and Appurtenances…………………………………………………………………………………………… 877
3.5.Risers & BOORs 1, 2 & 3………………………………………………………………………………. 97
3.6.Mooring Systems (refer to Figs. 3.6 and 3.6.1a & b)……………………………………. 98
3.7.Marine Growth assessment (FPSO & Buoy)…………………………………………………103
3.8.Outstanding Remedial Works…………………………………………………………………… 104
3.9.Detection and Mitigation of Anomalies………………………………………………………106 104
3.10.Reporting………………………………………………………………………………………………… 105

4.CLASSIFICATION INFORMATION…………………………………………………………………………………105
4.1.Bonga Classification Details…………………………………………………………………………105

5.HEALTH, SAFETY AND ENVIRONMENT…………………………………………………………………… … 105


5.1.Work preparation……………………………………………………………………………………… 105
5.2.Risk Assessment………………………………………………………………………………………… 106
5.3.Mitigation of Risks…………………………………………………………………………………… 106

6. SPECIALISED INSPECTION SERVICES……………………………………………………………………… 108

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ABBREVIATIONS

SNEPCo Shell Nigeria Exploration and Production Company


SPM Single Point Mooring
FPSO Floating, Production, Storage and Offloading Structure
BOOR Bonga Oil Offloading Riser
IMO international Maritime Organisation
NIMASA Nigerian Maritime Administration and Safety Agency
IACS International Association of Classification Society

1. introduction
The major difference between a FPSO and a ship is that (generally) a FPSO will not be
dry-docked periodically. Consequently, “in-water-surveys” or underwater surveys is
performed in-lieu of dry-docking, subject to the operator satisfying regulatory and
statutory conditions. This document defines the underwater survey scope of work for
the Bonga FPSO, mooring lines, risers, and offloading risers and Buoy.

Based on IMO resolution A .883(21) AND PROTOCOLS OF 1988, Res. A.997 (25), Res.
A.744(18) Lloyd’s Register offshore rules and Regulations require a minimum of two
Docking Surveys to be held in each five-year Special Survey period- in this case 30-
monthly routine underwater survey in-lieu of dry-docking. One of the two Docking
Surveys in each five-year period is required to coincide with the Special Survey.

2. OBJECTIVE
The overall objective of the underwater survey of the FPSO and the Buoy is to fulfil the
following objectives: -
▪ To ensure that the structural integrity of the hull and its appurtenances,
risers, moorings hardware and suction piles including the protective
systems in Bonga field is maintained
▪ To establish the conditions of the hull, risers and moorings that might
affect the current and future operating costs and production rates.
▪ To comply with classification society and regulatory requirements for
structural strength and hull integrity

The strategy is to perform underwater visual survey in order to identify anomalies: -


structural damage and defects, marine growth, buckling, coating breakdown, corrosion,
weld defects and fatigue cracks, fractures etc. NDT techniques shall be used, in the

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event visual assessment is not sufficient to establish the extent and severity of suspect
defects/anomalies.

To accomplish these aims with minimum disruption to operations of the FPSO, the
survey is expected to provide an awareness of the general condition of all the items
under survey. Areas of deterioration can then be identified for condition monitoring.

Table 2-1: Overview of 2011 Survey Programme

Activities Bonga FPSO + Stella Buoy (Hull, Mooring, Risers Location 1 Location 2
and appurtenances) In-water Survey activities

1 (1) Cleaning of Marine Growth (FPSO & Buoy) Bonga Bonga


Hull + Appurtenances+ Mooring systems) FPSO Buoy
• Cleaning/Removal from Hull, hydroids,
bryozoans, Calcareous /barnacles etc
• Cleaning of Riser porches
• Cleaning of mooring porches ❖ ❖
• Cleaning of sea chests

(1) Cleaning of Marine Growth (Mooring


systems)
❖ ❖
• Cleaning of Mooring Chains
❖ ❖
• Cleaning of inter-connecting plate/
connections and jewelleries

(2) Cleaning of Marine Growth (Buoy Hull +


Appurtenances)
• Cleaning/Removal from Hull hydroids,
bryozoans, Calcareous /barnacles etc.
• Cleaning of Riser porches.
• Cleaning of mooring porches, cleaning of sea
chests etc.
Deliverables:
• GVI of Marine growth before and after
cleaning.
• Full cleaning of the hull surface and sides
without damages to the coating or
appurtenances.
• Control of Hull surface from damages during
marine growth removal
• Further use of Caviblast/Cavitest for surface

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control
• Use of Silicon brushes and correctness of
specification of brushes and speed of
operations to prevent damage to the hull
coating.

2. (1) Hull survey (FPSO + Buoy) Bonga + Stella


(Underwater & above-water zones.
• Cathodic protection (Hull) (500,000 -
1,000,000.00) data points ❖ ❖
• Hull material Integrity (UT) (500,000 -
1,000,000.00) data points
• Coating assessment (GVI, DFT, etc) (500,000
- 1,000,000.00) data points
• ACFM for Mid-ship for cracks (3-5meter
band of the FPSO hull @ mid-ship) up to the
splash zone.
• ACFM for Mooring Porches, Riser, I-tubes,
Caissons etc connections(all) to the Hull
• GVI and CP assessment of all appurtenances,
Risers etc and Item 1
• Anode’s assessment. (re-visit previously
surveyed anodes + new anodes)
• Damage surveys of areas of ship collision
(reports to be provided]
• Areas of wind-ward direction
• Missing Anodes survey
• 2009 IWS anomalies report for revisit and
rectification to be carried out.
Deliverables:
• Reporting using class UT reporting format.
• Reporting using class CP Mapping, Coating
DFT Mapping/integrity assessment reporting
format.
• Deliver full reports in DVD/CD (10 copies),
Hard copies report.
• Deliver interpretation of reports anomalies
Crondall Energy.

3. (1) Mooring (Chains, Wires, Suction Piles and ❖


jewelleries) ❖


• Wear measurement of Mooring Chains

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(FPSO) 1-50 chains + 15% on the rest
• Wear measurement of Mooring Chains
(BUOY) 1-50 chains + 15% on the rest
• SRB Sample collection and analysis
• Parallelism checks on selected Chain
• CP measurement of the mooring chains.
• Anodes status on the sockets, shackles etc
Mooring Rope GVI for kinking, expansion
and other deformation. -Revisit anomalies
list for Buoy (Damaged rope at depth 455m
to be reviewed) and the FPSO.
(1) GVI of chains at connection to the porch,
rope-chain connections, all lee-ward
direction, all details as agreed in the original
proposals, splash zone, touch-down zones
areas associated with food chutes and
discharges into the sea, Black water and
Grey water discharge areas. Etc.
• 2009 IWS anomalies report for revisit and
rectification to be carried out.

(2) Suction Piles


Coating failure on the suction piles heads.
(Replace with anodes)
Deliverables:
• 1-50 chains + 15% on the rest (21 mooring
lines)
• CVI using ROV + Acoustic emission for
Flooded member detection (FMD).
• Full CVI on all mooring wire ropes. (21
mooring lines)
• Identify all failure prone areas on the chains
and other appurtenances.
• Reporting using UT checks for cracks on all
selected areas prone to failure.
• Reporting using class CP measurements,
/integrity assessment reporting format.
• Deliver full reports in DVD/CD (10 copies),
Hard copies report.
• Delivery of reports interpretation of
anomalies.

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4. Riser Systems Surveys
(3) GVI of Risers (BOOR1-3) + Catenary Risers
(a) (BOOR 1 CVI for sample cleaning)
• Catalogue of marine growths
Cleaning of Catenary Risers and BOORS (1-3)

(b) Water Injection Lines.


• Water line (WL3*) investigate corrosion
damage approximately 400mm x 150mm @
260m water depth
• (c) Catenary risers
Full CVI of the risers and pipelines
Use of laser technology for location marking
etc.

5. NDT Mooring Systems (ACFM & Creep wave


UT/Phased Array)
(4) NDT of mooring chains for crack
(5) NDT of wire for deterioration
(6) Suction lugs
(7) Mooring porch ❖ ❖
(8) Riser porch
(9) I-tubes
(10)Caissons

Deliverables: examine the chains


• Identify all failure prone areas on the chains
and other appurtenances.
• Reporting using UT checks for cracks on all
selected areas prone to failure.
• Reporting using
ACFM/Photogrammetry/Laser Scanning
other techniques to check for cracks on all
selected areas prone to failure. -
Connections to the Hull of (I-tubes, Caissons,
Riser Porch, Mooring Porch
• Reporting using class CP measurements,
/integrity assessment reporting format.
• Deliver full reports in DVD/CD (10 copies),
Hard copies report.
• Deliver interpretation of reports anomalies.

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Further works –post in-water survey
6. 1. Underwater Coating repairs
• Repair of coating underwater (WL3*)
• Coating procurement.
• Coating application (diver application +
equipment)
• Procurements of anodes for the suction
piles and other aspects (WL3, etc)

2. Inclinometers Restoration and


Procurement
• Inclinometers (21 nos to be tested and
functionality recorded in SAP)

3. Scope of Work

3.1 General requirement


The underwater survey scheme presented here covers the FPSO (Bonga) and the Buoy
(Stella) hulls and its appurtenances, risers, riser porches, I-tubes, caissons, moorings
hardware, and suction piles. However, the scope of this survey does not include survey
of tanks, superstructure, deck plate, equipment, or topsides structures, which should be
addressed elsewhere. Findings, anomalies, and other results of the survey exercise shall
be reported and recorded.

Areas of prime concern are structural elements whose failure may lead directly or
indirectly to a catastrophic structural failure or has the ability to cause a major incident
or injury. Potential fatigue cracking in the side shell is of particular significance. Review,
re-inspect, and close out outstanding remedial works from previous surveys in 2008 and
2009.

All mooring hardware for the floating structures shall be subject to close visual survey.
Critical welded connections and complex structural/mechanical assemblies, such as
swivel hinges and universal joints, should also receive the appropriate level of NDT.

API RP 2I 2010 and RMP 37.19.60.50-Gen requirements form part of the scope of work
of this survey. The attached appendixes show additional details of the Scope of Work.

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3.2 Survey Contractor
The survey contractor must be accredited by Lloyds Registers for execution of In-Water
Survey & Mooring Inspections services. He shall develop suitable survey procedures for
company approval in order to meet the objectives. A survey pack shall be developed for
each main work item, while sundry smaller items are covered by suitable generic packs.
The survey shall be conducted using combination of divers and instrumented ROV. The
survey instrumentation on the ROVs or clones and shall have survey technological
capability to meet the objective of the survey-, videos/audio equipment, crawlers NDT
equipment, CP, UT and coating assessment/measurement capability, etc.

3.3 Contractor responsibility to report findings


All corrosion shall be reported to company immediately to request advice for action.
Photographs, videos and relevant data shall be provided for SNEPCo’s assessment.
All coating damage and corrosion shall be assessed per DEP 70.48.11.302.

3.4 Hull and Appurtenances


Specific surveys includes but not limited to the following: -
3.4.1 Bonga and SPM Buoy Hull
Bonga Hull survey requirements as specified by STASCo3 are quoted below. Contractor
shall comply with the requirements provided below.

Quote
“The exterior of a typical FPSO is not subject to the same types of wear and tear
as a trading tanker. Because “Bonga” is a new build, the longevity of the exterior
coating is expected to be superior to that of a converted FPSO. The vessel is
located in an area where degradation from strong sunlight is liable to cause
some eventual damage. Abrasion from docking the FPSO regularly alongside is
clearly not an issue. Supply vessels are procedurally required not to come
alongside which will assist with coating longevity. Under certain conditions
topsides process may discharge water directly overboard in way of the hull
topside. If this continues it may lead to coating damage and fouling. The
inspector should be vigilant for evidence of this type of defect on the side
shell. Details of the paint are provided in the paint schedule specification above.
The hull exterior is protected by a substantial number of coats of epoxy type
paint. The hull shell is divided into 3 regions bottom (flat of bottom to bilge
keel), Boot top (bilge keel to deepest draft level) and finally topside (deepest
draft to upper deck). Each region is painted to a different specification. Each
region has a foundation of two coats of epoxy anti-abrasive of 300 microns total
DFT and an epoxy tie coat of 50 microns.
Main deck is coated with three base coats as specified above and two finish
coats of non-slip epoxy.”

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Unquote

In addition, contractor shall:


• Measure the thickness of the Hull. Select points at mid locations between
nearest anodes at 5 elevations from keel to top of hull.
• Measure thickness at bottom of hull at a grid of every 10 m along the vessel
longitudinal and every 5 m in breadth direction.
• Carry out detail survey on areas where collision had previously occurred, in
particular recent blow by supply vessel and earlier damage in bow. Include in
the report the records and maps of this survey activity.
• Carry out close survey of the Hull penetrations for corrosion and weld integrity.
• Carry out general survey of the Hull exterior for Corrosion/Coating integrity.
• Inspect all welds visually falling within the following hull areas (refer to Fig.
3.4.1a): -
o Areas to cover
▪ Port/Starboard and bottom, +/-20 m from center line
▪ Visually inspect all welds on 3 sides of the vessel
▪ Randomly inspect NDT at 50 locations

Fig. 3.4.1a: Hull welds survey

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Fig. 3.4.1b: Bonga FPSO
SPM Buoy
• Side survey: Wall thickness measurement at mid locations between nearest anodes
at 3 elevations from keel to top of hull.
• Bottom survey: Wall thickness measurement at a grid of every 5x5 m.
• Carry out close survey of the Hull penetrations for corrosion and weld integrity.
• Carry out general survey of the Hull exterior for Corrosion/Coating integrity.

Fig. 3.4.1c: SPM Buoy


3.4.2 Bonga and SPM Buoy Hull Appurtenances
Bonga Hull Appurtenances
• Inspect all opening below and above water line (including water intake) Caissons- zone 1
in Fig. 3.4.1b.
• Inspect all splash zones-waterline for coating conditions and corrosion- zone in Fig.
3.4.1b.
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• Inspect all hull piping and piping supports and porches/I-tubes for all risers and
umbilical’s. Zone 1 in Fig. 3.4.1b. Note that significant corrosion was previously reported
in PFL05 and 06 above water clamp supports.
• Inspect all underwater flange and bolting.
• Inspect all sea chest on the FPSO for corrosion indications
• Inspect all underwater valves, piping and fittings
• Starboard side of the deck is corroding mainly where appurtenances are located.
Mitigation should be carried out as soon as possible under the supervision of a corrosion
expert.
• FPSO Flex joints for production lines and water injection lines: -
• Inspect flex joint by divers, both from top and below. In particular inspect from
below, take photographs, and report any visible leak or damage to rubber
elements. Touch with hand from bottom of bellows to find out if there is any
decay, bulging or material removal from rubber elements. Inspect and
photograph flex joint from bottom, report any leaks or deterioration of rubber
material (extrusion etc) (refer to Fig. 3.4.2a).
• Flex joint sit in a porch, NDT test all the porch attachment welds to the hull. NDT
testing on flex joint support (porch) structure at the point connected to hull
(refer to Fig. 3.4.2a).
• Inspect all the bolts on the top flange attachments
• Inspect all the flex-joint bolts
• Carry out NDT on all structural weld attachments between hull and boat catcher (refer
to Fig. 3.4.2b).

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STEEL CATENARY RISERS HULL FLEX JOINT
INSPECTION
Visual and touch inspection of flex joints

Inspect from

bottom and top

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Fig. 3.4.2a: Flex joint illustration

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BOAT Catcher

All structural weld attachments between hull and boat


catcher to be NDT inspected

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Fig. 3.4.2b: Boat Catcher illustration

• FPSO I tubes (refer to Fig. 3.4.2c).

• Inspect all I-tubes welded attachments to hull

• Inspect I-tube clamps, report any damages or loose clamps.

• Perform NDT on the bottom attachment.

• FPSO BOORs FPSO support

• Inspect BOOR attachment point on hull (NDT& visual)

• Report any leaks or loose items

• FPSO Caissons (refer to Fig. 3.4.2c)

• Inspect caissons and supports from outside for any corrosion or external
damage (visual, NDT and wall thickness)

• Inspect caissons from inside with a camera to be lowered from top. Inspect
internally all the way down to pump area visually.

• Inspect pump attachment area closely and report any corrosion or coating
damages

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Fig. 3.4.2c: Hull I-Tubes and Caissons

Bonga SPM Appurtenances


• Internal visual survey of riser support points
• Visual survey of Underwater flexible I tube exit, bolts etc.
• Visual survey of hull bottom, side and top paint status.
• Visual survey of main bearing as per BON-SBM-007-M-00101-001-C1
• Visual survey of offloading hose as per BON-SBM-007-M-00130-001-C5
• Above water visual survey of swivel, elastomer as per BON-SBM-007-M-
00085-001-C1
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• Above water visual survey of bogie system, rails as per BON-SBM-007-M-
00269-001-C1, BON-SBM-007-M-00277-001-C1
• Visual survey of underwater mooring attachment structure, chain
monitoring system as per BON-SBM-008-E-00219-001-C2

3.4.3 Bonga and SPM Buoy Hull Anodes

• Carry out general Survey of the Hull and Skeg to identify Anodes arrangement
including those of Missing Anodes.
• Inspect all hull anodes to measure their effectiveness in terms of wastage and
voltage. Record the percentage wasted and the original anode size.
• Develop a numbering system for the anodes and propose to SNEPCo for
approval.
• Check that the corrosion protection system of all the hull and SPM buoy is
functioning satisfactorily and record where anodes have become depleted,
damaged or detached.
• Measure the size and electrical capacity of all anodes and estimate the
remaining life.
• Refer to the results of previous surveys done and evaluate the level of anode
depletion.
• Inspect the anodes bonding straps for continuity
• Replace all the anodes missing or depleted- in readiness for this activity,
procure from the same vendor that supplied the original anodes100 pieces of
anodes ahead of the survey.

3.5 Risers & BOORs 1, 2 & 3

• Carry out NDT on all riser porches welds as shown in Fig. 3.5.
• Carry out visual survey of all BOOR supports at FPSO site and SPM site
• Visual survey of all BOORs for entire length and report any leaks or missing
buoys. One BOOR is different than other BOORs consisting of short length
clamped together. Inspect all flanges for leaks and lose bolts.

• All risers which have strakes shall be cleaned (refer to Fig. 3.5.7)

• Obstacles/Clogging on I-tubes and Riser Porches shall be reported and cleaned


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STEEL CATENARY RISERS HULL PIPING

NDT Inspection to be executed both on port


and starboard sides of the vessel

NDT

inspec

t all

flex

joint
NDT
NDT
suppo Inspec
Inspection
Inspection
rt t all
of Lowest
of Lowest
struct clamp
one bay
one bay
ure suppo
welds only
welds only
rts
at
at
and
attachment
attachment
repair
point to hull
point to hull
if
Fig. 3.5:neede
Riser Porches
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3.6 Mooring Systems (refer to Figs. 3.6 and 3.6.1a & b)

Mooring systems to be inspected consists of the following subcomponents: -

• Bonga Hull 12x mooring hardware, chain, synthetic wire and suction pile,
including inclinometers, visual survey of all lines.
• Bonga SPM 9x mooring hardware, chain, synthetic wire and suction pile
including inclinometers, visual survey of all lines.

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Fig. 3.6: FPSO and SPM mooring arrangement

3.6.1 Bonga and SPM Buoy Mooring Hardware (12nr FPSO+ 9nr SPM)

• Survey and NDT on welds (all) of the Mooring Connections to the hull for FPSO
only.
• Survey every mooring chain and measure thickness of top 5 chain segments for
both FPSO and SPM.
• Detailed survey on top 5 mooring chain rings for FPSO mooring only (follow
procedure described in section 3.6.2).
• Detailed visual survey of the mooring Chains, Wires, and suction piles for both
FPSO and SPM as described below.
• Revisit and carry out detailed re-measurements of the degrading chains
(corrosion) at the Aft Port of the ship/near black water/grey water discharge.
Recommend mitigation, replacement and monitoring strategies.

• Carry out wear measurements on all chains, wires and Ropes (P1-P6, S1-S6) and
other jewelleries (Joining shackles, Chain bottom segments, Joining plates and
Tri-plates) and report findings.

• Inspect Chain -wire connections.


• Carry out 100% survey along the length of mooring chains, pay special attention
to the following problems: (1) missing studs; (2) bent links; (3) excessive
corrosion; (4) damage to the chain surface such as sharp gouges and cracks, in
particular stud weld fatigue cracks; (5) wear between links in the grip area and
the area rubbing against the wildcat; (6) excessive permanent elongation.
• Carry out 100% survey along the length of mooring wire ropes. Common
problems with wire ropes in operation include: (1) broken wires at the
termination or locally grouped wire breakage; (2) change in rope diameter by
external wear, excessive stretching or corrosion; (3) deformation and damage,
e.g., severe bending or kinking.

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FPSO MOORING LINES FAIRLEADS INSPECTION
NDT Inspection of all critical welds for all mooring lines

NDT Inspection of all critical


welds for all mooring lines
attachment points to hull
only

Fig. 3.6.1a: FPSO mooring lines Fairleads

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SPM MOORING LINES FAIRLEADS
INSPECTION
NDT Inspection of all critical welds for all mooring
lines

NDT Inspection of all critical


welds for all mooring lines

Fig. 3.6.1b: FPSO mooring lines Fairleads

3.6.2 Mooring chain survey procedure

To be able to inspect top 5 chain sections of mooring lines, survey contractor


shall develop an survey procedure and submit to SNEPCo for approval. Mooring
line loads will have to be reduced for safe diving survey of chains/connections.
Detailed survey of mooring lines is to be carried out by use of a ROV.
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3.6.3 Fender Survey Procedure

Fenders are prone to fatigue loading. Although there are 4 fenders to protect
FPSO risers from impact, only lower 2 bays of each fender to be inspected by
using NDT techniques.

3.6.4 Bonga and SPM Buoy Mooring Inclinometers (12nr FPSO+ 9nr SPM)

• Inspect the inclinometers including the functionality. Recent installation


was inconclusive; as a result, it is currently non-functional (refer to Fig.
3.6.4).
• Carry out Inclinometers Calibration exercises including readings.
• Re-install the Inclinometers, commission and test for perfect
functionality.

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BONGA MOORING INCLONOMETERS
Inspect connections and test connections

Fig. 3.6.4: FPSO mooring Inclinometers

3.6.5 Bonga and SPM Buoy Suction Piles (12nr FPSO+ 9nr SPM)

• Inspect the suction piles connections, suction piles integrity, corrosion,


and wall thickness measurement in a circumference around attachment
point 6 spots on each pile.
• Inspect the suction piles head and pad eyes (12 FPSO+ 9 SPM).
• Anode measurement (size and potential) on all suction piles.

• Carry out sounding of the suction piles.


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• Carry out overview of the seabed within the FPSO and suction plies area
to observe any material dropped off.

• Rectify the Corrosion degradation/paint blisters/Coating failure of the


FPSO Bonga suction piles’’ reported in the 2009 In-Water Survey report.
• Visually inspect for scour, sand movement around each pile. Measure
scour around circumference at 45-degree angles.

3.7 Marine Growth assessment (FPSO & Buoy)

• Marine growth sizing and assessment – hulls and appurtenances,


moorings, risers and BOORs.
• Estimate impact on hydrodynamic coefficients in both strength and
fatigue analysis- Cm and Cd.
• Carry out Classification of Marine growth
o Type (Hard, Soft)
o Thickness
o % Area covered
o Severity (light, moderate, heavy)
• Clean Marine Growths and blockages on all Hull openings and grills- Sea
Chests, central cooling water, main seawater suction, water Ballast Sea
suctions, pump suctions etc.
• Clean Marine Growths with ROV water jet for riser strakes only (refer to
Fig. 3.6.7).

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HELICAL STRAKES

All risers which have strakes shall be cleaned

Fig. 3.6.7: FPSO Helical Strakes

3.8 Outstanding Remedial Works


Review and carry out remedial works recommended from the 2008 and 2009
underwater surveys on Bonga FPSO and Stella Buoy respectively as per
Appendix B.

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3.9 Detection and Mitigation of Anomalies

In the event a damage, non-performance or depletion of CP are found, the


following shall be performed

• If anodes have depleted, a replacement should be carried out.

• If damage to hull or mooring of FPSO or SPM buoy is identified, relevant


Technical Authority will be contacted immediately for advice.

3.10 Reporting
The contractor shall ensure that reports, maps, pictures and videos are of best
quality and demonstrate that they are working and in perfect condition prior to
handing over to Company.
All reports must be in accordance to Lloyds Registers reporting standards as well
as meeting SNEPCO’s reporting requirements.

4. CLASSIFICATION INFORMATION
4.1 Bonga Classification Details
Regulation 7(b) (ii) in Chapter I of Safety of Life at Sea (SOLAS) requires the
annual survey of ship structures, including the outside of the ship's bottom, as
part of the annual Renewal survey for issuance of a Ship Safety Certificate. The
external hull examination is normally performed with the ship in dry-dock.
However, it is also recognized that under certain conditions and for specific
surveys, the external examination of the ship’s hull may be carried out with the
ship afloat. This notice outlines the procedures and circumstances by which the
underwater examination of a ship's hull by divers in lieu of dry-docking may be
permitted.

Based on IMO resolution A .883(21) and PROTOCOLS OF 1988, Res. A.997 (25)
and Res. A.744(18), Lloyd’s Register offshore rules and Regulations require a
minimum of two docking surveys to be held within five years. The maximum
interval between successive docking surveys is not to exceed three years. One of

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the two docking surveys required in each five-year period must coincide with
the Special Survey, i.e 30-monthly routine of dry-docking survey in-lieu.

5. HEALTH, SAFETY AND ENVIRONMENT


All safety requirements as per SHELL procedures shall be adhered to in very
strict terms for safe execution of the scope of this underwater survey.

5.1 Work preparation

Prior to commencing any work activity, it is the responsibility of persons


supervising and controlling, along with the contractor to:

• Prepare and submit diving procedure around FPSO and SPM for SNEPCo
approval.
• Familiarize themselves with the plant and equipment to be used for the
work.
• Familiarize themselves with the associated job card, drawings and
Method Statement (if applicable).
• Read the Permit to Work; understand its requirements and the need to
proceed in the order specified.
• Carry out or attend a "Tool Box Talk" Prior to commencing any work.
• If vendor equipment is being used or installed, ensure good knowledge
of any special requirements or operating instructions.
• Correct PPE shall be used at all times, along with any special protective
equipment mentioned in the Permit to Work.
• Ensure that the Permit to Work is fully endorsed and all isolations if
applicable have been completed.
• IF IN DOUBT STOP WORK AND ASK LINE SUPERVISOR FOR GUIDANCE.

5.2 Risk Assessment


Risk assessment shall be carried out by both SNEPCo team and the contractor
before carrying out the underwater survey in the field and prior to applying for
Permit to Work. Areas of concern and warning in this campaign shall be:

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• Close Proximity to FPSO, i.e. collision.
• Close Proximity to other Vessels including Standby Vessel.
• Fouling/Entanglement of ROV umbilical or tether with the risers/umbilicals.
• Conduct an overview meeting for all parties involved in the activities. The
purpose of the meeting shall be to ensure all parties have a full
understanding of the scope of work, and particularly the boundaries of the
activities.

5.3 Mitigation of Risks

5.3.1 Diving Risk

Risks associated with diving shall be minimized by adoption of optimum use of


Robotics and laser equipment, gauges held by ROVs, crawlers etc in lieu of
divers for survey.

Diving shall be limited the following:

• Only top five chain measurement and visuals surveys.


• The appurtenances (sea chests etc) where ROV is unable to achieve
survey due to proximity to the surface.
• Inside SBM buoy

5.3.2 Vessel Collision

DP of vessels is assured, and tests carried out with Class certification and
routine check and procedures in place.

5.3.3 Umbilical and risers’ entanglement with ROV tethers


• BOORS, and other risers’ position to be identified by their geo-location
and lunching of ROV is deployed at safe distance away from the
umbilical.
• Ensure the field map is used and Risers and umbilical located.
• Use of Laser technology to be deployed in locating the risers and
umbilicals in order to avoid clash.

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5.3.4 Equipment Failure
All equipment for use in execution of this work scope shall be pre-mobilised to
ensure they are in top performance.

5.3.5 Night Operations and visibility

There would be no night operations where risk is adjudged to impact on the


facility.

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5 SPECIALISED INSPECTION SERVICES

During the period of this contract, specialized NDT/Inspection services &/or


inspection disciplines will be required to be provided. When required & specifically
requested, the contractor will arrange for the specialized services to be provided
for the nominated project. The contractor will be provided with a specific work
scope & timing expectation for the provision of such services. All associated costs &
specification requirements for the specialized services shall be agreed upon by the
company’s Inspection & Corrosion section head & the contractor management
prior to the services being expedited to the site. Examples (only) of such specialized
services to be provided are: -

SPECIALISED TECHNIQUES SPECIALISED INSPECTION


DISCIPLINES

Subsea Laser Scanning Inspection Divers 3.1u & 3.2u


(Lloyds Certified)

Photogrammetry 3.4u Inspection Controller (Lloyds


Certified)

Subsea UT Scanning Air Supervisor (Lloyds Certified)

Subsea ACFM Construction Diver/DMT (Lloyds


Certified)

Subsea CP Measurement Dive Technician (Lloyds Certified)

ROV Superintendent (Lloyds


Certified)

ROV Supervisor/ROV Tooling


Supervisor (Lloyds Certified)

ROV Pilot (Lloyds Certified)

ROV Tooling Technician (Lloyds


Certified)

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Laser Scanner/Photogrammetry
Operator (Lloyds Certified)

Subsea Tooling Technician (Lloyds


Certified)

HSE Personnel (Lloyds Certified)

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CATEGORY C, PACKAGE 2 - PROVISION OF FPSO HULL TANKS AND NDT INSPECTION SERVICES

(A) Provision of Lloyds Approved Hull Tanks Maintenance Inspection ……………Page 113 - 129

(B) Provision of NDT Maintenance Inspection Services for Bonga Piping, Structures and
Pressure Equipment ……………………………………………………………………………Page 130 -153

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(A) PROVISION OF LLOYDS APPROVED HULL TANKS MAINTENANCE INSPECTION

CONTENTS PAGE

1.1 GENERAL……………………………………………………………………………………………………………………………..111
1.2 DEFINITIONS………………………………………………………………………………………………………………………..113
1.3 ABBREVIATIONS…………………………………………………………………………………………………………………..113
1.4 DESCRIPTION OF WORK…………………………………………………………………………………………………… …114
1.5 PERSONNEL QUALIFICATIONS……………………………………………………………………………………… ……..114
1.6 SPECIFIC HSE REQUIREMENTS …………………………………………………………………………………………… .115
1.7 GENERIC CATEGORIES OF PERSONNEL……………………………………………………………………………… ..115
1.8 Ultrasonic Inspector…………………………………………………………………………………………………………… 115
1.9 NDT (Surface methods) Inspector…………………………………………………………………………………… … 116
1.10 IRATA Level 3 Rope Access Technician…………………………………………………………………. .117
1.11 IRATA Level 2 Rope Access Technician………………………………………………………………… ..118
1.12 LR Certified Engineer ………………………………………………………………………………………………119
1.13 Mini ROV Pilot…………………………………………………………………………………………………………..119
1.14 3.4U Inspector (LR Certified)……………………………………………………………………………………..120

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1 GENERAL

SNEPCO requires the services of Lloyds Register EMEA certified Hull Tank TM Inspectors and
abseilers with API 653 or ANST level 2 (level 3, For lead Inspector, minimum 10 years’ experience
with traceable evidence) or equivalent for the Bonga FPSO as enumerated below including the
relevant competencies and HSE requirements.

Services to be provided shall include but not limited to the following activities:

(i). Provide 4 nos. Lloyds certified Tank Inspectors and Abseilers (IRATA lev II & III) with
API 653 or ANST level 2 (level 3, for lead Inspector, minimum 10 years’ experience
with traceable evidence) or equivalent on a call off basis
(ii). Make available NDT kits for MPI, Dye Pen, coating inspection tool, and UT (WT and
Flaw Detector) on each call off to be used as required during the inspections
(iii). Provide tank entry equipment such as CCTV Cyclops, rope access pack and rescue,
Gas detectors, radios and chargers, helmet with mounted lights, reporting tools.
Ensure all kits are certified to the required standard
(iv). Execute Cargo and Ballast Tank inspection according to the Shell tank Inspection
work packs to be provided and the Shell Cargo/Ballast Tank Entry and Permit to
Work for confined spaces. Ensure all inspection also meets class specification.

(v). Proper inspection shall include the following: full Video shot of tank (DVD), full
picture shots of tank (DVD), anode status reporting, tank general visual inspection
and close visual inspection, thickness measurement reports with repeatability points
and instrumentation status reporting.
(vi). Execute structural inspection in line with the structural inspection programme for
the Bonga FPSO hull tanks to include an overall examination, consisting of a
thorough visual examination to determine the general condition of the structures
and coatings, and to identify and record the findings. Attention is to be paid to the
condition of coatings, fittings and general fairness of both plating and stiffeners.
The thorough visual examination should record observations of main structural
items such as bulkheads, longitudinal stiffeners, transverse web frames and
horizontal girders and secondary stiffeners. The help sheet for the specific tank
indicates the structures to be observed and a check sheet is provided to record the
findings.

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(vii). Write comprehensive reports for each Cargo Tank, Ballast Tank or Structure and for

all inspection to good standard. Also ensure all work packs are returned with all

the data fields completed wherever this provision has been made.

The contractor is required to provide the service on a call-off basis when required
but as a minimum shall be required to perform scheduled inspection and
maintenance on the Bonga FPSO facilities as listed below:

A. Tanks as listed below.

FPT Fore Peak Tanks TANK-FORE PEAK T-5801A NG.BON.FPSOA.58.T-5801A


No 1 Wing Ballast Port TANK-WTR BALLAST-#1(PORT) T-5801B NG.BON.FPSOA.58.T-5801B
Port TANK-CRUDE OIL STORAGE 1P T-2601C NG.BON.FPSOA.26.T-2601C
Center TANK-CRUDE OIL STORAGE 1C T-2601B NG.BON.FPSOA.26.T-2601B
Starboard TANK-CRUDE OIL STORAGE 1S T-2601A NG.BON.FPSOA.26.T-2601A
Wing Ballast Starboard TANK-WTR BALLAST-#1(STBD) T-5801C NG.BON.FPSOA.58.T-5801C
No 2 Wing Ballast Port TANK-WTR BALLAST #2(PORT) T-5801D NG.BON.FPSOA.58.T-5801D
Port TANK-CRUDE OIL STOR 2P T-2601F NG.BON.FPSOA.26.T-2601F
Center TANK-CRUDE OIL STOR 2C T-2601D NG.BON.FPSOA.26.T-2601D
Starboard TANK-CRUDE OIL STOR 2S T-2601E NG.BON.FPSOA.26.T-2601E
Wing Ballast Starboard TANK-WTR BALLAST #2(STBD) T-5801E NG.BON.FPSOA.58.T-5801E
No 3 Wing Ballast Port TANK-WTR BALLAST #3(PORT) T-5801F NG.BON.FPSOA.58.T-5801F
Port TANK-CRUDE OIL STOR 3P T-2601I NG.BON.FPSOA.26.T-2601I
Center TANK-CRUDE OIL STOR 3C T-2601H NG.BON.FPSOA.26.T-2601H
Starboard TANK-CRUDE OIL STOR 3S T-2601G NG.BON.FPSOA.26.T-2601G
Wing Ballast Starboard TANK-WTR BALLAST #3(STBD) T-5801G NG.BON.FPSOA.58.T-5801G
No 4 Wing Ballast Port TANK-WTR BALLAST #4(PORT) T-5801H NG.BON.FPSOA.58.T-5801H
Port TANK-CRUDE OIL STOR 4P T-2601L NG.BON.FPSOA.26.T-2601L
Center TANK-CRUDE OIL STOR 4C T-2601K NG.BON.FPSOA.26.T-2601K
Starboard TANK-CRUDE OIL STOR 4S T-2601J NG.BON.FPSOA.26.T-2601J
Wing Ballast Starboard TANK-WTR BALLAST #4(STBD) T-5801J NG.BON.FPSOA.58.T-5801J
Wing Ballast Port TANK-WTR BALLAST #5(PORT) T-5801K NG.BON.FPSOA.58.T-5801K

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No 5 Port TANK-CRUDE OIL STOR 5P T-2601O NG.BON.FPSOA.26.T-2601O
Center TANK-CRUDE OIL STOR 5C T-2601N NG.BON.FPSOA.26.T-2601N
Starboard TANK-CRUDE OIL STOR 5S T-2601M NG.BON.FPSOA.26. T-2601M
Wing Ballast Starboard TANK-WTR BALLAST #5(STBD) T-5801L NG.BON.FPSOA.58.T-5801L
No 6 Wing Ballast Port TANK-WTR BALLAST #6(PORT) T- NG.BON.FPSOA.58.T-5801M
5801M
Port TANK-CRUDE OIL STOR 5P T-2601P NG.BON.FPSOA.26.T-2601P
Center TANK-CRUDE OIL STOR 5C T-2601Q NG.BON.FPSOA.26.T-2601Q
Starboard TANK-CRUDE OIL STOR 5S T-2601R NG.BON.FPSOA.26.T-2601R
Wing Ballast Starboard TANK-WTR BALLAST #6(STBD) T-5801N NG.BON.FPSOA.58.T-5801N
APT Aft Peak Tank

Conditions:
The Contractor must use properly skilled, experienced and suitable personnel The
contractor shall be responsible for providing adequate materials and special tools to
meet all requirements of the work including personnel preventative gears such as
coveralls, hard hats, hand gloves, safety glasses and full work boots. The materials
supplied will be free from defects and suitable for their intended purposes.

Contractor Personnel shall have valid Tropical Basic Offshore Survival Training (BOSIET),
DPR OSP Card, a company ID card and a valid medical certificate of fitness.

Expected level of service as a general rule of thumb is:


5 Days to fully inspect a prepared Cargo Tank
4 Days to fully inspect a prepared Ballast Tank
One day to carry out GVI of deck support stools, etc,

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2 DEFINITIONS

Competent Personnel Are personnel employed by the contractor who by virtue of their
education, certification, training & experience, shall be deemed
competent to perform the Non-Destructive Testing & Inspection
Services that they are assigned. Competence includes a detailed
knowledge of the International Standards, National & regional HSE
regulations, inspection codes, techniques, procedures, & the
significance of identified degradation mechanisms/defects that
apply to his NDT/Inspection discipline.

Qualified Personnel Are personnel employed by the contractor who holds current
certification from a recognized inspection certification body (ie:
ASNT, API, PCN, CSWIP, NACE, FROSIO, etc) for the Inspection/NDT
discipline that they are employed to perform.

Contractor/Vendor is suitably qualified/certified by Lloyds Register


for execution of this particular activity.

3 ABBREVIATIONS

NDT Non-Destructive Testing

NDE Non-Destructive Examination

DPT Dye Penetrant Testing

MPI Magnetic Particle Inspection

ROV Remotely Operated Vehicle

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4 DESCRIPTION OF WORK

4.1 The contractor shall provide competent persons, reliable equipment, consumables, transportation
to & from the companies nominated deployment locations, to perform the NDT/Inspection
services referred to in section 1. GENERAL.

4.2 The contractor shall provide any of the specified services referred to in section 1. GENERAL as &
when required within 24 hours of being notified in writing by company Inspection & Corrosion
department site representatives. To fulfill this requirement the contractor shall have always-
competent persons available with valid BOSIET & field security passes for the specialized
Inspection services the requirements are detailed in Section

4.3 Company will use its best endeavours to plan the need for NDT/Inspection services, particularly
for Shutdown surveys/periods & will provide adequate notice to the contractor of the services
that will be required.

4.4 The contractor shall provide a competent & experienced planning resource to ensure that the
NDT/Inspection services provided to SNEPCO are coordinated across all work locations for the
most efficient, effective & economic implementation of those services.

5. CONTRACTOR PERSONEL QUALIFICATIONS

5.1 All Non-Destructive Testing (NDT) & Inspection personnel shall be qualified, experienced & currently
certified to at least one of the following international certification categories or company approved
equivalents, with prior approval from the companies Corrosion & Inspection Manager
• API
• ASME (ASNT II or III)
• Lloyds Register (LR)
• PCN
• CSWIP
• EN 4179
• NACE
• FROSIO
• NACE

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The contractor personnel shall hold relevant qualifications & certification to perform the
specified work scope, examples: -

• ASNT Level II – Ultrasonic examination (Corrosion Mapping)


• ASNT Level II – MPI & DPT (Surface Methods)

5.2 Generic (NDT) Job descriptions

Examples of typical job descriptions for the discipline of inspector that may be required to provide
the stated Inspection/NDT services are provided in appendix II under the following headings:

i) Ultrasonic Technicians/Inspector
ii) NDT (surface methods) Technicians/Inspector
iii) ROV Inspection of the Hull tanks which covers cathodic protection survey, visual inspection,
and wall thickness measurement.

6. SPECIFIC SAFETY REQUIREMENTS FOR THE INSPECTION

6.1 Contractor shall carry out the work in full compliance to the company Permit To Work system,
Inspection & Corrosion Management Policy & in compliance with applicable international codes.
6.2 Contractor shall supply skilled, experienced & currently certified technician’s tools & equipment
to carry out the specified non-destructive testing including Ultrasonic examination, Dye
penetrant testing & magnetic Particle Inspection as specified by company Inspection &
Corrosion department representatives.
6.3 Contractor shall be responsible for always ensuring safe working of his personnel. The
contractor undertakes that all of his personnel engaged on works shall make themselves
thoroughly familiar with the contractor’s safety rules & regulations & the company’s HSE
regulations & the sites Permit To Work system.

1.7 APPENDIX II – CATEGORIES OF GENERIC PERSONNEL

A] ULTRASONIC INSPECTOR

Reports to the Offshore Inspection & Corrosion section Head or designated company Inspection
Engineer.

Qualifications & Experience

• Must have good English language & writing skills.


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• Hold a Current ASNT Level II Ultrasonic Testing Qualification or alternative qualification as
approved by SNEPCO Corrosion & Inspection Manager: to include A-Scan, B-Scan
• Minimum of 5 years current practicing experience in ultrasonic examination of pressure &
structural equipment (including weldments) to ASME & BS design codes in the Oil & Gas
Offshore Industry.
• Minimum 10 years’ experience in the Oil & Gas offshore Industry & have relevant
experience in maintenance inspection of operating process pressure equipment & be fully
conversant with API codes relevant to such inspections.
• Must have a good working knowledge of NDT/Inspection techniques, applications &
limitations, including POD & POFI as applied to Inspection activities.
• Working knowledge of ISO 9001 Quality Management Systems.
• An understanding of the application of typical NDT techniques as a Quality Control &
Process Safety Assurance aid.
• Experience in technical documentation control & reporting requirements.
• Must be computer literate & capable of generating technical Inspection reports using
Windows applications & MS Word processing software to specified Quality Assurance
requirements in a timely manner.

Background Required

The incumbent must have a minimum ten years’ experience as a certified ultrasonic operator &
must be familiar with work in construction yards & petrochemical processing plants. He will be
required to interpret the results of his testing & should therefore be fully conversant with all
relevant sections regarding UT in the specifications being applied, ie: AWS, ANSI, API, ASME & BS. He
must be capable to Visually Inspect pressure & structural equipment (including weldments) for
surface defects & be able to use inspection gauges/tools (ie: pit depth gauge, corrosion profile comb
gauge) to correctly identify & accurately report defective locations on the offshore Assets
equipment.

Duties:

• Must make himself fully conversant with all Company instructions on Health, Safety &
Environmental requirements.

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• Carryout Ultrasonic Corrosion Scanning inspections of plant, process & structural
equipment, including pressure retaining equipment in accordance with specified
procedures.
• Carryout Ultrasonic inspections on structural & welded components & various items of
Bonga hull tanks & equipment.
• Develop & produce detailed technical reports that are Concise, Accurate, Clearly written &
to the Company’s specified reporting requirements for all work that he has been directed to
carryout.
• Carryout other duties as directed provided it is within the individual’s capabilities.

B] NDT (Surface methods) Inspector

Reports to the Offshore Inspection & Corrosion section Head or designated company Inspection
Engineer.

Qualifications & Experience

• Must have good English language & writing skills.


• Hold an ASNT Level II qualification for Surface Methods NDT or alternative as approved by
SNEPCO Corrosion & Inspection Manager.
• Minimum of 5 years current practicing experience in NDT surface methods examination of
pressure equipment & structural weldments to ASME & BS Design codes in the Oil & Gas
Offshore industry.
• Be computer literate & capable of generating technical Inspection reports using Windows
applications & MS Word processing software to specified Quality Assurance requirements in
a timely manner.
• Be experienced in Hardness Testing techniques, procedures & applications.

BACKGROUND REQUIRED

The incumbent must be fully conversant with all aspects of Magnetic Particle Inspection & Dye
Penetrant Testing techniques & applications. He will be required to interpret the results &
should therefore be fully conversant with all relevant sections regarding MPI & DPT in the
specifications being applied ie: AWS, ANSI, API, ASME & BS. Experience in Hardness Testing

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procedures & applications are also required. He must have had a minimum 5 years’ experience
in the above techniques.

Duties

• Must make himself fully conversant with all company instructions on Health, Safety &
Environmental requirements.
• Carryout Visual & NDT Surface methods and maintenance inspection of plant & process
equipment in accordance with specified procedures & carry out Hardness testing
procedures as directed by company Inspection personnel.
• Carry out any other duties as directed provided it is within the individuals capabilities.

C] IRATA Level 3 Rope Access Technician

Reports to the Offshore Inspection & Corrosion section Head or designated company Inspection
Engineer.

Qualifications & Experience

• Must have good English language & writing skills.


• Hold an ASNT Level II qualification for Surface Methods NDT or alternative as approved by
SNEPCO Corrosion & Inspection Manager.
• Minimum of 5 years current practicing experience in NDT surface methods examination of
pressure equipment & structural weldments to ASME & BS Design codes in the Oil & Gas
Offshore industry.
• Must be IRATA Level 3 Certified including having proficiency in theoretical knowledge,
equipment and rigging, maneuvers, climbing and rescue/hauling
• Minimum 2 years of experience as IRATA Certified Level 3 Rope Access Technician
• Ability to demonstrate and execute the skills and knowledge required of Level 1, 2 and 3
IRATA Certified Rope Access Technicians
• Be computer literate & capable of generating technical Inspection reports using Windows
applications & MS Word processing software to specified Quality Assurance requirements in
a timely manner.

BACKGROUND REQUIRED

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The incumbent must have a minimum two years’ experience as a certified rope access level 3
technician in addition to five years’ experience as an ultrasonic operator & must be familiar with
work in construction yards & petrochemical processing plants. He will be required to interpret
the results of his testing & should therefore be fully conversant with all relevant sections
regarding UT in the specifications being applied, ie: AWS, ANSI, API, ASME & BS. He must be
capable to Visually Inspect pressure & structural equipment (including weldments) for surface
defects & be able to use inspection gauges/tools (ie: pit depth gauge, corrosion profile comb
gauge) to correctly identify & accurately report defective locations on the offshore Assets
equipment.

Duties

• Must make himself fully conversant with all company instructions on Health, Safety &
Environmental requirements.
• Carryout Inspection services including a full range of traditional non-destructive testing
(NDT) solutions, including Magnetic Particle testing, Liquid Penetrant testing, Visual testing,
Ultrasonic Thickness Measurement, Eddy Current testing, and Positive Material
Identification to support asset integrity in difficult to access locations
• Supervision and ensuring the safety and performance of the Level 1 and Level 2 rope access
technicians under his/her direction
• Carry out any other duties as directed provided it is within the individuals capabilities.

D] IRATA Level 2 Rope Access Technician

Reports to the Offshore Inspection & Corrosion section Head or designated company Inspection
Engineer.

Qualifications & Experience

• Must have good English language & writing skills.


• Hold an ASNT Level II qualification for Surface Methods NDT or alternative as approved by
SNEPCO Corrosion & Inspection Manager.
• Minimum of 5 years current practicing experience in NDT surface methods examination of
pressure equipment & structural weldments to ASME & BS Design codes in the Oil & Gas
Offshore industry.

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• Must be IRATA Level 2 Certified including having proficiency in theoretical knowledge,
equipment and rigging, maneuvers, climbing and rescue/hauling
• Minimum 2 years of experience as IRATA Certified Level 2 Rope Access Technician
• Ability to demonstrate and execute the skills and knowledge required of Level 1, 2 IRATA
Certified Rope Access Technicians
• Be computer literate & capable of generating technical Inspection reports using Windows
applications & MS Word processing software to specified Quality Assurance requirements in
a timely manner.

BACKGROUND REQUIRED

The incumbent must have a minimum two years’ experience as a certified rope access level 2
technician in addition to five years’ experience as an ultrasonic operator & must be familiar with
work in construction yards & petrochemical processing plants. He will be required to interpret
the results of his testing & should therefore be fully conversant with all relevant sections
regarding UT in the specifications being applied, ie: AWS, ANSI, API, ASME & BS. He must be
capable to Visually Inspect pressure & structural equipment (including weldments) for surface
defects & be able to use inspection gauges/tools (ie: pit depth gauge, corrosion profile comb
gauge) to correctly identify & accurately report defective locations on the offshore Assets
equipment.

Duties

• Must make himself fully conversant with all company instructions on Health, Safety &
Environmental requirements.
• Carryout Inspection services including a full range of traditional non-destructive testing
(NDT) solutions, including Magnetic Particle testing, Liquid Penetrant testing, Visual testing,
Ultrasonic Thickness Measurement, Eddy Current testing, and Positive Material
Identification to support asset integrity in difficult to access locations
• Carry out any other duties as directed provided it is within the individuals capabilities.

E] LR Certified Engineer

Reports to the Offshore Inspection & Corrosion section Head or designated company Inspection
Engineer.

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Qualifications & Experience

• Must have good English language & writing skills.


• Licensed Lloyd’s Register Inspector
• Hold the required API 563, ASNT Level II qualification for tank NDT or alternative as
approved by SNEPCO Corrosion & Inspection Manager.
• Minimum of 10 years current practicing experience in tank NDT as required by ASME & BS
Design codes in the Oil & Gas Offshore industry.
• Be computer literate & capable of generating technical Inspection reports using Windows
applications & MS Word processing software to specify Quality Assurance requirements in a
timely manner.
• Be experienced in Hardness Testing techniques, procedures & applications.

BACKGROUND REQUIRED

The incumbent must be fully conversant with all required tank NDT Inspection techniques & its
applications. He will be required to interpret the results & should therefore be fully conversant
with all relevant sections of the relevant code applied i.e: AWS, ANSI, API, ASME & BS.

Duties

• Must make himself fully conversant with all company instructions on Health, Safety &
Environmental requirements.
• Carryout/Supervise the visual & Tank NDT and maintenance inspection of plant & process
equipment in accordance with specified procedures & carry out Hardness testing
procedures as directed by company Inspection personnel.
• Carry out any other duties as directed provided it is within the individuals capabilities

f] Mini ROV Supervisor/Inspector

Reports to the Offshore Inspection & Corrosion section Head or designated company Inspection
Engineer.

Qualifications & Experience

• Must have good English language & writing skills.


• Licensed Lloyd’s Register Inspector for Mini ROV Inspection/Supervision

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• Hold the required ROV certifications.
• Minimum of 3 years current practicing experience in tank NDT using mini ROV as required
by ASME & BS Design codes in the Oil & Gas Offshore industry.
• Be computer literate & capable of generating technical Inspection reports using Windows
applications & MS Word processing software to specify Quality Assurance requirements in a
timely manner.
• Be experienced in Hardness Testing techniques, procedures & applications.

BACKGROUND REQUIRED

The incumbent must be fully conversant with all required tank NDT Inspection techniques to be
deployed via ROV. He will be required to interpret the results & should therefore be fully
conversant with all relevant sections of the relevant code applied i.e: AWS, ANSI, API, ASME &
BS.

Duties

• Must make himself fully conversant with all company instructions on Health, Safety &
Environmental requirements.
• Carryout/Supervise the visual & Tank NDT and maintenance inspection of plant & process
equipment using ROV in accordance with specified procedures & carry out
• Carry out any other duties as directed provided it is within the individuals capabilities

G] 3.4U Inspector (LR Certified)


Reports to the Offshore Inspection & Corrosion section Head or designated company Inspection
Engineer.

Qualifications & Experience

• Must have good English language & writing skills.


• Hold an CSWIP 3.4U Certification or equivalent or alternative as approved by SNEPCO
Corrosion & Inspection Manager.
• Lloyd’s register certified Inspector
• Minimum of 5 years current practicing experience in NDT surface methods examination of
pressure equipment & structural weldments to ASME & BS Design codes in the Oil & Gas
Offshore industry.
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• Be computer literate & capable of generating technical Inspection reports using Windows
applications & MS Word processing software to specified Quality Assurance requirements in
a timely manner.

BACKGROUND REQUIRED

The incumbent must be fully conversant with all aspects of NDT inspection for hull tanks in line
with requisite certifications. He will be required to interpret the results & should therefore be
fully conversant with all relevant sections of the specifications being applied ie: AWS, ANSI, API,
ASME & BS.

Duties

• Must make himself fully conversant with all company instructions on Health, Safety &
Environmental requirements.
• Carryout Visual & NDT Surface methods and maintenance inspection of plant & process
equipment in accordance with specified procedures And CSWIP 3.4U certification
• Carry out any other duties as directed provided it is within the individuals capabilities.

WORK METHODS

1. Contractor incorporated herein a detailed description of the following methods it proposes to adopt
for the execution of the services.
1.1. Methods of construction/execution arrangements & sequencing.
1.2. Quality Assurance & Control procedures.
1.3. Contract management procedures.
1.4. Work control/supervision procedures.
1.5. Materials ordering, handling & storage procedures.
1.6. Evidence of ISO 9001 QMS certification.
1.7. Contractors own Health, Safety & Environment (HSE) Procedures.

2. In case of a conflict, if any, between the Scope of Services & Contractors proposed work methods,
then the Scope of Service Shall prevail, unless Company shall specifically agree otherwise in writing.

3. Notwithstanding Contractors own HSE procedures, the Agreement shall also include for the cost of
Contractor complying with the Company’s HSE requirements & statutory HSE requirements. The
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Contractor is deemed to have accessed the Company’s HSE Management systems direct from the
SNEPCO website.

4. Company, at its sole discretion, shall ask at any time for Changes in Contractors anticipated work
sequence due to Operational requirements. Such change in work sequence shall not entitle
Contractor to any additional reimbursement.

5. Contractor Personnel shall have valid Tropical Basic Offshore Survival Training (BOSIET), DPR OSP Card,
a company ID card and a valid medical certificate of fitness.

METHODS OF CONSTRUCTION EXECUTION

ARRANGEMENTS & SEQUENCING

[Examples (only) of Procedures to be provided by Contractor]

1. Quality Management System Manual & Procedures.


2. Procedure for
3. General procedure for Visual Inspection for Pressure & Structural.
4. Specific Visual Inspection Procedure for the Recording & Reporting of Externally corroded locations
on Pressure & Structural equipment.
5. General procedure for Ultrasonic Wall thickness measurement (Base line surveys).
6. General Procedure for Ultrasonic Scanning of Internally Corroded equipment.
7. General Procedure for Automated Ultrasonic TOFD Inspection of welded joints.
8. Standard Procedure for Phased Array Ultrasonic Inspection.
9. Standard Procedure for Phased Array Ultrasonic Corrosion Mapping.
10. Standard Procedure for Gamma Radiographic Testing of weldments.
11. Standard Procedure for Gamma Radiographic Profiling Examination.
12. General NDT Procedure for Magnetic Particle Inspection.
13. General NDT Procedure for Liquid Penetrant Inspection.
14. General Procedure for Thermography Inspection.
15. General Procedure for Long Range Ultrasonic Testing (LRUT) using guided waves.
16. General NDT Procedure for Film Digitization.
17. General Procedure for Computed Radiography.
18. Procedure for Procurement.
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19. Procedure for Materials Storage & Handling.

QUALITY ASSURANCE AND CONTROL PROCEDURES

To be provided by Contractor

8. QHSE Manual.
9. Procedure for Operational Control.
10. Procedure for Management Review Meetings.
11. Visual Inspection Quality Control Plan.
12. Ultrasonic Testing Quality Control Plan.
13. Magnetic Particle Inspection Quality Control Plan.
14. Liquid Penetrant Testing Quality Control Plan

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(B). 2.3.2.2 PROVISION OF PROVISION OF NDT INSPECTION SERVICES FOR BONGA PIPING,
STRUCTURES AND PRESSURE EQUIPMENT

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TABLE OF CONTENTS PAGE

1. GENERAL…………………………………………………………………………………………………………………………..132
2. DEFINITIONS……………………………………………………………………………………………………………………..132
3. ABBREVIATIONS………………………………………………………………………………………………………………..133
4. DESCRIPTION OF WORK…………………………………………………………………………………………………….134
5. PERSONNEL QUALIFICATIONS……………………………………………………………………………………………134
a. GENERIC (NDT) JOB DESCRITIONS…………………………………………………………………………135
6. SPECIFIC HSE REQUIREMENTS FOR THE GENERIC NDT DISCIPLINES…………………………………..137
7. SPECIALISED INSPECTION SERVICES…………………………………………………………………………………..138
8. GENERIC CATEGORIES OF PERSONNEL………………………………………………………………………………139
a. Ultrasonic Inspector……………………………………………………………………………………………..139
b. Radiographic Inspector…………………………………………………………………………………………141
c. Radiographic Assistant………………………………………………………………………………………….142
d. NDT (Surface methods) Inspector…………………………………………………………………………143
e. IRATA Level 3 Rope Access Technician………………………………………………………………….144
f. IRATA Level 2 Rope Access Technician………………………………………………………………….146
g. UAV Pilot………………………………………………………………………………………………………………147
h. Specialist Inspector (Eddyfi Lift and Eddyfi HD Scan)…………………………………………… 148

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1. GENERAL

During the term of this agreement the contractor, as an independent inspection agent shall provide
SNEPCO offshore Assets (Bonga,) with Non-Destructive Testing & Inspection services as specified
within this document. These services shall include, but not be limited to; Close Visual Inspection
(CVI), Digital radiography (Gamma ray film radiography, Gamma ray real-time radiography,
Digital/Computed Radiography), Ultrasonic examination & testing (including A-Scan B-Scan, P-Scan,
TOFD, Phased Array UT, Guided wave UT (LRUT), Corrosion Mapping, stainless steel inspection,
Eddyfi lift Insulation Inspection, Eddyfi HD scan for Small bore piping, Hydrogen induced cracking
survey & mapping) Magnetic Particle Inspection (Black ink & Florescent), Dye Penetrant Testing
(fluorescent & non florescent) & hardness testing.

The contractor shall provide the services of appropriately qualified & competent personnel,
calibrated & reliable equipment & appropriate consumables required to perform the specified Non-
Destructive Testing & Inspection Services.

2. DEFINITIONS

Competent Personnel Are personnel employed by the contractor who by virtue of their
education, certification, training & experience, shall be deemed
competent to perform the Non-Destructive Testing & Inspection
Services that they are assigned. Competence includes a detailed
knowledge of the International Standards, National & regional HSE
regulations, inspection codes, techniques, procedures, & the
significance of identified degradation mechanisms/defects that apply to
his NDT/Inspection discipline.

Qualified Personnel Are personnel employed by the contractor who holds current
certification from a recognized inspection certification body (ie: ASNT,
API, PCN, CSWIP, NACE, FROSIO, etc) for the Inspection/NDT discipline
that they are employed to perform.

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3. ABBREVIATIONS

NDT Non-Destructive Testing

NDE Non-Destructive Examination

DPT Dye Penetrant Testing

MPI Magnetic Particle Inspection

MFL Magnetic Flux Leakage

UT A-SCAN Conventional Pulse echo ultrasonic (UT) data display

UT B-SCAN Profile (‘cross-sectional’) display of UT recorded data

UT C-SCAN Plan-type view of location & size indications

UT P-SCAN Projection display of automated Scanning (UT) collected data

TOFD Time Of Flight Diffraction (UT Technique)

PAUT Phased Array Ultrasonic Testing

GWUT Guided Waves UT

RFET Remote Field Electromagnetic Testing

LFET Low Frequency Electromagnetic Testing

SLOFECTM Saturation Low Frequency Eddy-Current

POD Probability of Detection

POFI Probability of False Indications

ACFM Alternating Current Field Measurement

CUI Corrosion Under Insulation

SBP Small Bore Piping

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4. DESCRIPTION OF WORK

4.1 The contractor shall provide competent persons, reliable equipment, consumables,
transportation to & from the companies nominated deployment locations, to perform any of the
NDT/Inspection services referred to in section 1. GENERAL.

4.2 The contractor shall provide any of the specified services referred to in section 1. GENERAL as &
when required within 24 hours of being notified in writing by company Inspection & Corrosion
department site representatives. To fulfill this requirement the contractor shall have always-competent
persons available with valid BOSIET & field security passes for the specialized Inspection services the
requirements are detailed in Section

4.3 Company will use its best endeavours to plan the need for NDT/Inspection services, particularly
for Shutdown surveys/periods & will provide adequate notice to the contractor of the services that will
be required.

4.4 The contractor shall provide a competent & experienced planning resource to ensure that the
NDT/Inspection services provided to SNEPCO are coordinated across all work locations for the most
efficient, effective & economic implementation of those services.

5. CONTRACTOR PERSONEL QUALIFICATIONS


5.1 All Non-Destructive Testing (NDT) & Inspection personnel shall be qualified, experienced &
currently certified to at least one of the following international certification categories or
company approved equivalents, with prior approval from the companies Corrosion &
Inspection Manager
• API
• ASME (ASNT II or III)
• BS
• AWS
• Lloyds Register (LR)
• PCN
• CSWIP
• EN 4179

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• NACE
• FROSIO
• NACE

The contractor personnel shall hold relevant qualifications & certification to perform
the specified work scope, examples: -

o ASNT Level II – Ultrasonic examination (Corrosion Mapping)


o ASNT Level II – Radiographic examination (Projection Radiography)
o ASNT Level II – MPI & DPT (Surface Methods)

5.1.1The personnel to provide Ultrasonic testing/scanning shall have documented & appropriate
knowledge/experience to be able to clearly differentiate between typical Corrosion
degradation mechanisms ie: hydrogen induced cracking (HIC), Stress Corrosion Cracking
(SCC), Stepwise Cracking (SWC), Internal Pitting due to Localised corrosion attack, general
wall thinning, erosion, & laminations; Inclusions & laminar type defects in the process
equipment plates, weldments or components.

The testing equipment employed by contractor shall be of latest generation with adequate

safety arrangements. All of the equipment shall have current calibration certificates,

certified by company approved agencies & appropriate calibration blocks.

5.2 Generic (NDT) Job descriptions

Examples of typical job descriptions for the discipline of inspector that may be required
to provide the stated Inspection/NDT services are provided in appendix II under the
following headings:

i). Ultrasonic Technicians/Inspector


ii). Radiographic Technicians/Inspector
iii). Radiographic assistant
iv). NDT (surface methods) Technicians/Inspector

For all other specialized inspection services, a detailed job description will be issued by
the company Inspection & Corrosion department head, prior to the services being
expedited to the work site.

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These generic job descriptions generally describe the work normally required to be
performed by each type of inspector in order to define the technical profile of the
person required, for the purpose of determining the schedule of prices. When services
are requested some additional & variation to the job description may be quoted but
these shall not affect the agreed schedule of prices.

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6. SPECIFIC SAFETY REQUIREMENTS FOR THE GENERIC NDT DISCIPLINES

6.1 Contractor shall be responsible for full compliance with applicable Nigerian &
International laws & regulations governing safety in the operation of all Radiographic
testing equipment & compliance the company HSE requirements followed at all work sites.
6.2 Contractor shall apply skilled, experienced & certified technicians, materials (radiographic
films, etc) tools, equipment & Safety Retrieval equipment in order to carry out the
Radiographic examination of process equipment &/or welded joints as specified & required
by company Asset Inspection Management.
6.3 Contractor shall carry out the work in full compliance to the company Permit To Work
system, Inspection & Corrosion Management Policy & in compliance with applicable
International codes.
6.4 Contractor shall examine & interpret the radiographs & shall produce/submit a detailed
report to accompany the radiographs to the company Corrosion & Inspection section head
for final review & approval.
6.5 X-Ray radiography Shall Not be employed on this contract unless specifically approved in
writing by the Corrosion & Inspection Manager.
6.6 Radiographic Isotopes shall be Iridium 192 (or company approved equivalent); Minimum at-
site activity of 10 curies & a Maximum 30 curies. Each isotope unit (ie: Techops) shall be
complete with all necessary ancillary & safety equipment.
6.7 Unless otherwise instructed by site management contractor shall provide portable
darkroom, viewing equipment & related consumables for developing & interpretation of
radiographic films (films to be provided in paper sleeves & correctly identified envelopes).
6.8 Contractor shall supply skilled, experienced & currently certified technician’s tools &
equipment to carry out the specified non-destructive testing including Ultrasonic
examination, Dye penetrant testing & magnetic Particle Inspection as specified by company
Inspection & Corrosion department representatives.
6.9 Contractor shall be responsible for ensuring safe working of his personnel at all times. The
contractor undertakes that all of his personnel engaged on works shall make themselves
thoroughly familiar with the contractor’s safety rules & regulations & the company’s HSE
regulations & the sites Permit To Work system.

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7. SPECIALISED INSPECTION SERVICES

7.1 During the period of this contract, specialized NDT/Inspection services &/or inspection
disciplines may be required to be provided to the SNEPCO Assets. When required &
specifically requested, the contractor will arrange for the specialized services to be provided
to the nominated Asset. The contractor will be provided with a specific work scope & timing
expectation for the provision of such services. All associated costs & specification
requirements for the specialized services shall be agreed upon by the company’s Inspection &
Corrosion section head & the contractor management prior to the services being expedited
to the site. Examples (only) of such specialized services to be provided are: -

SPECIALISED TECHNIQUES SPECIALISED INSPECTION DISCIPLINES

Ultrasonic Phased Array Ultrasonic Inspector ASNT Level III

Acoustic Emission Senior Welding Inspector

TOFD Pressure Equipment Inspector

LRUT (Guided Waves) Coatings/Insulation Inspector

IRIS Multi-Disciplined Inspection Technician

Eddy Current Testing RBI Technician

EMAT Thermography Technician

RFET Eddy Current Testing Technician

LFET Phased Array UT Technician

SLOFEC TOFD Inspection Technician

Tank Floor Scanning LRUT Technician

Leak Testing Abseiling NDT Technician Level II & III

Thermography ACFM Technician

Video Endoscope Inspection Inspection Planner/Data Entry Engineer

Holiday Detection NII (Non-Intrusive Inspection) Technician

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ACFM Corrosion Engineer

Digitizing of Radiographs Offshore Inspection Engineers

Replication UAV Pilot

Computed Radiography Testing UAV Technician


(CRT)

ROAV Inspections Eddyfi Lift Inspection Technician

Eddyfi Lift Inspection Eddyfi HD Scan Inspection Technician

Eddyfi HD Scan Stainless steel Tubing Inspection Technician

8. APPENDIX II – CATEGORIES OF GENERIC PERSONNEL

A] ULTRASONIC INSPECTOR

Reports to the Offshore Inspection & Corrosion section Head or designated company Inspection
Engineer.

Qualifications & Experience

• Must have good English language & writing skills.


• Hold a Current ASNT Level II Ultrasonic Testing Qualification or alternative qualification as
approved by SNEPCO Corrosion & Inspection Manager: to include A-Scan, B-Scan & P-Scan,
TOFD, Phased Array UT Techniques and visual Inspection for Stainless steel tubing.
• Minimum of 5 years current practicing experience in ultrasonic examination of pressure &
structural equipment (including weldments) to ASME & BS design codes in the Oil & Gas
Offshore Industry.
• Minimum 5 years’ experience in the Oil & Gas offshore Industry & have relevant experience
in maintenance inspection of operating process pressure equipment & be fully conversant
with API codes relevant to such inspections.
• Must have a good working knowledge of NDT/Inspection techniques, applications &
limitations, including POD & POFI as applied to Inspection activities.

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• Fully familiar with welding fabrication codes ie: ASME, AWS, BSS, API, etc.
• Working knowledge of ISO 9001 Quality Management Systems.
• An understanding of the application of typical NDT techniques as a Quality Control &
Process Safety Assurance aid.
• Experience in technical documentation control & reporting requirements.
• Must be computer literate & capable of generating technical Inspection reports using
Windows applications & MS Word processing software to specified Quality Assurance
requirements in a timely manner.

Background Required

The incumbent must have a minimum five years’ experience as a certified ultrasonic operator &
must be familiar with work in construction yards & petrochemical processing plants. He will be
required to interpret the results of his testing & should therefore be fully conversant with all
relevant sections regarding UT in the specifications being applied, ie: AWS, ANSI, API, ASME & BS. He
must be capable to Visually Inspect pressure & structural equipment (including weldments) for
surface defects & be able to use inspection gauges/tools (ie: pit depth gauge, corrosion profile comb
gauge) to correctly identify & accurately report defective locations on the offshore Assets
equipment.

Duties:

• Must make himself fully conversant with all Company instructions on Health, Safety &
Environmental requirements.
• Carryout Ultrasonic Corrosion Scanning inspections of plant, process & structural
equipment, including pressure retaining equipment in accordance with specified
procedures.
• Carryout Ultrasonic inspections on structural & welded components & various items of plant
& equipment, including on-line monitoring of previously identified/recorded defection
locations on hot/cold surfaces when required.
• Develop & produce detailed technical reports that are Concise, Accurate, Clearly written &
to the Company’s specified reporting requirements for all work that he has been directed to
carryout.
• Carryout other duties as directed provided it is within the individual’s capabilities.

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B] RADIOGAPHIC INSPECTOR

Reports to the Offshore Inspection & Corrosion section Head or designated company Inspection
Engineer.

Qualifications & Experience

• Must have good English language & writing skills.


• Hold an ASNT Level II Industrial Radiography qualification or alternative as approved by
SNEPCO Corrosion & Inspection Manager.
• Minimum of 5 years current practicing experience in Radiographic examination of pressure
equipment & structural weldments to ASME & BS Design codes in the Oil & Gas Offshore
industry.
• Hold a current Nigerian Nuclear Regulatory Authority License.
• Have a full working knowledge of all Nigerian & International safety requirements
concerning the use of ionizing radiation.
• Must have a good working knowledge of NDT/Inspection techniques, applications &
limitations, including POD & POFI as applied to Inspection activities.
• Fully familiar with welding fabrication codes ie: ASME, AWS, BSS, API, etc.
• Working knowledge of ISO 9001 Quality Management Systems.
• An understanding of the application of typical NDT techniques as a Quality Control &
Process Safety Assurance aid.
• Experience in technical documentation control & reporting requirements.
• Must be computer literate & capable of generating technical Inspection reports using
Windows applications & MS Word processing software to specify Quality Assurance
requirements in a timely manner.

BACKGROUND REQUIRED

The incumbent must be fully conversant with all aspects of Industrial X-Ray & Gamma Ray
applications, from calculating exposure times to full dark room processing procedures. He has to
interpret his own radiographs & therefore should be fully conversant with all relevant NDT
sections in the specifications being applied ie: AWS, ANSI, API & ASME. Experience in MPI & DPT
techniques & procedures would be a preferred advantage. He must be capable to Visually
Inspect pressure & structural equipment (including weldments) for surface defects & be able to

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use inspection gauges/tools (ie: pit depth gauge, corrosion profile comb gauge) to correctly
identify & accurately report defective locations on the offshore Assets equipment.

Duties:

• Must make himself fully conversant with all Company instructions on Health, Safety &
Environmental requirements.
• Carryout Radiographic inspections of plant, process & structural equipment, including
pressure retaining equipment in accordance with specified procedures.
• Carryout Radiographic inspections on structural & welded components & various items of
plant & equipment, including on-line monitoring of previously identified/recorded defection
locations on hot/cold surfaces when required.
• To produce & provide interpretation of produced radiographs to the Standards required by
the Company.
• To determine Radiographic techniques for any given application (focusing on the specified
degradation mechanism) & to produce radiographs to the required Quality Standards.
• Carry out projection Radiography inspections of plant, process & structural equipment,
including pressure retaining equipment, in accordance with specified procedures.
• Develop & produce detailed technical reports that are Concise, Accurate, Clearly written &
to the Company’s specified reporting requirements for all work that he has been directed to
carryout.
• The Radiographic examinations will often be required to be performed during night shifts &
the use of very clear Safe Area boundaries & effective barrier surveillance is considered a
Mandatory requirement for all such activities.
• Carryout other duties as directed provided it is within the individual’s capabilities.

C] RADIOGRAPHIC ASSISTANT

Reports to the Offshore Inspection & Corrosion section Head or designated company Inspection
Engineer.

Qualifications & Experience

• Must have good English language & writing skills.

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• Hold an ASNT Level I Industrial Radiography qualification or alternative as approved by
SNEPCO Corrosion & Inspection Manager.
• Minimum of 3 years current practicing experience in Radiographic examination of pressure
equipment & structural weldments to ASME & BS Design codes in the Oil & Gas Offshore
industry.
• Hold a current Nigerian Nuclear Regulatory Authority License.
• Have a full working knowledge of all Nigerian & International safety requirements
concerning the use of ionizing radiation.

BACKGROUND REQUIRED

The incumbent must be fully conversant with all aspects of Industrial X-Ray & Gamma Ray HSE
requirements. He must have a Minimum 3 year’s site experience in pressure piping & structural
equipment radiographic inspections. He must be fully conversant with radiographic film
processing/development & darkroom procedures.

Duties:

• Must make himself fully conversant with all Company instructions on Health, Safety &
Environmental requirements.
• Carryout Radiographic inspections of plant, process & structural equipment, including
pressure retaining equipment in accordance with specified procedures & under direct
supervision of & together with, the company approved Radiographic Inspector.
• The Radiographic examinations will often be required to be performed during night shifts &
the use of very clear Safe Area boundaries & effective barrier surveillance is considered a
Mandatory requirement for all such activities.
• Carryout other duties as directed provided it is within the individual’s capabilities.

D] NDT (Surface methods) Inspector

Reports to the Offshore Inspection & Corrosion section Head or designated company Inspection
Engineer.

Qualifications & Experience

• Must have good English language & writing skills.

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• Hold an ASNT Level II qualification for Surface Methods NDT or alternative as approved by
SNEPCO Corrosion & Inspection Manager.
• Minimum of 5 years current practicing experience in NDT surface methods examination of
pressure equipment & structural weldments to ASME & BS Design codes in the Oil & Gas
Offshore industry.
• Be familiar with welding fabrication codes ie: ASME, AWS, BSS, API, etc.
• Be computer literate & capable of generating technical Inspection reports using Windows
applications & MS Word processing software to specify Quality Assurance requirements in a
timely manner.
• Be experienced in Hardness Testing techniques, procedures & applications.

BACKGROUND REQUIRED

The incumbent must be fully conversant with all aspects of Magnetic Particle Inspection & Dye
Penetrant Testing techniques & applications. He will be required to interpret the results &
should therefore be fully conversant with all relevant sections regarding MPI & DPT in the
specifications being applied ie: AWS, ANSI, API, ASME & BS. Experience in Hardness Testing
procedures & applications are also required. He must have had a minimum 5 years’ experience
in the above techniques.

Duties

• Must make himself fully conversant with all company instructions on Health, Safety &
Environmental requirements.
• Carryout Visual & NDT Surface methods and maintenance inspection of plant & process
equipment in accordance with specified procedures & carry out Hardness testing
procedures as directed by company Inspection personnel.
• Carry out any other duties as directed provided it is within the individuals capabilities.

E] IRATA Level 3 Rope Access Technician

Reports to the Offshore Inspection & Corrosion section Head or designated company Inspection
Engineer.

Qualifications & Experience

• Must have good English language & writing skills.


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• Hold an ASNT Level II qualification for Surface Methods NDT or alternative as approved by
SNEPCO Corrosion & Inspection Manager.
• Minimum of 5 years current practicing experience in NDT surface methods examination of
pressure equipment & structural weldments to ASME & BS Design codes in the Oil & Gas
Offshore industry.
• Must be IRATA Level 3 Certified including having proficiency in theoretical knowledge,
equipment and rigging, maneuvers, climbing and rescue/hauling
• Minimum 2 years of experience as IRATA Certified Level 3 Rope Access Technician
• Ability to demonstrate and execute the skills and knowledge required of Level 1, 2 and 3
IRATA Certified Rope Access Technicians
• Be computer literate & capable of generating technical Inspection reports using Windows
applications & MS Word processing software to specify Quality Assurance requirements in a
timely manner.

BACKGROUND REQUIRED

The incumbent must have a minimum two years’ experience as a certified rope access level 3
technician in addition to five years’ experience as an ultrasonic operator & must be familiar with
work in construction yards & petrochemical processing plants. He will be required to interpret
the results of his testing & should therefore be fully conversant with all relevant sections
regarding UT in the specifications being applied, ie: AWS, ANSI, API, ASME & BS. He must be
capable to Visually Inspect pressure & structural equipment (including weldments) for surface
defects & be able to use inspection gauges/tools (ie: pit depth gauge, corrosion profile comb
gauge) to correctly identify & accurately report defective locations on the offshore Assets
equipment.

Duties

• Must make himself fully conversant with all company instructions on Health, Safety &
Environmental requirements.
• Carryout Inspection services including a full range of traditional non-destructive testing
(NDT) solutions, including Magnetic Particle testing, Liquid Penetrant testing, Visual testing,
Ultrasonic Thickness Measurement, Eddy Current testing, and Positive Material
Identification to support asset integrity in difficult to access locations

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• Supervision and ensuring the safety and performance of the Level 1 and Level 2 rope access
technicians under his/her direction
• Carry out any other duties as directed provided it is within the individuals capabilities.

F] IRATA Level 2 Rope Access Technician

Reports to the Offshore Inspection & Corrosion section Head or designated company Inspection
Engineer.

Qualifications & Experience

• Must have good English language & writing skills.


• Hold an ASNT Level II qualification for Surface Methods NDT or alternative as approved by
SNEPCO Corrosion & Inspection Manager.
• Minimum of 5 years current practicing experience in NDT surface methods examination of
pressure equipment & structural weldments to ASME & BS Design codes in the Oil & Gas
Offshore industry.
• Must be IRATA Level 2 Certified including having proficiency in theoretical knowledge,
equipment and rigging, maneuvers, climbing and rescue/hauling
• Minimum 2 years of experience as IRATA Certified Level 2 Rope Access Technician
• Ability to demonstrate and execute the skills and knowledge required of Level 1, 2 IRATA
Certified Rope Access Technicians
• Be computer literate & capable of generating technical Inspection reports using Windows
applications & MS Word processing software to specify Quality Assurance requirements in a
timely manner.
• BACKGROUND REQUIRED

The incumbent must have a minimum two years’ experience as a certified rope access level 2
technician in addition to five years’ experience as an ultrasonic operator & must be familiar with
work in construction yards & petrochemical processing plants. He will be required to interpret the
results of his testing & should therefore be fully conversant with all relevant sections regarding UT in
the specifications being applied, ie: AWS, ANSI, API, ASME & BS. He must be capable to Visually
Inspect pressure & structural equipment (including weldments) for surface defects & be able to use
inspection gauges/tools (ie: pit depth gauge, corrosion profile comb gauge) to correctly identify &
accurately report defective locations on the offshore Assets equipment.
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Duties

• Must make himself fully conversant with all company instructions on Health, Safety &
Environmental requirements.
• Carryout Inspection services including a full range of traditional non-destructive testing
(NDT) solutions, including Magnetic Particle testing, Liquid Penetrant testing, Visual testing,
Ultrasonic Thickness Measurement, Eddy Current testing, and Positive Material
Identification to support asset integrity in difficult to access locations
• Carry out any other duties as directed provided it is within the individuals capabilities.

G] UAV Pilot

Reports to the Offshore Inspection & Corrosion section Head or designated company Inspection
Engineer.

Qualifications & Experience

• Must have good English language & writing skills.


• Possesses excellent analytical, interpersonal, verbal and written communication skills to
accurately interface with all levels of employees, customers, contractors and aircrew
• Should typically have five or more years’ experience at least seven hundred (700) hours
flight experience in a manned aircraft or UAV in UAS operation or aviation
• Possesses requisite international certifications as applicable in the operations of UAV within
the airspace industry
• Be computer literate & capable of generating technical Inspection reports using Windows
applications & MS Word processing software to specify Quality Assurance requirements in a
timely manner.

BACKGROUND REQUIRED

The incumbent must have a minimum five years’ experience as a certified UAV pilot & must be
familiar with operation of UAVs in offshore oil and gas facilities. He will be required to interpret
the results of his inspections & should therefore be fully conversant with all relevant sections
regarding visual inspections in the specifications being applied, ie: AWS, ANSI, API, ASME & BS.
He must be capable to Visually Inspect pressure & structural equipment (including weldments)

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for surface defects to correctly identify & accurately report defective locations on the offshore
Assets equipment.

Duties

• Must be fully conversant with all company instructions on Health, Safety & Environmental
requirements.
• Serves as Pilot-in-Command (PIC) of assigned Unmanned Aircraft Systems (UAS).
• Ensures compliance with service guidance, company policy and procedures and Nigerian
Civil Aviation Authority (NCAA) regulations.
• Develop & produce detailed technical reports that are Concise, Accurate, Clearly written &
to the Company’s specified reporting requirements for all work that he has been directed to
carryout.
• Expected to work in a safe manner in accordance with established operating procedures and
practices.
• Carry out any other duties as directed provided it is within the individuals capabilities.

H] SPECIALIST INSPECTOR (Eddyfi Lift and Eddyfi HD Scan)

Reports to the Offshore Inspection & Corrosion section Head or designated company Inspection
Engineer.

Qualifications & Experience

• Must have good English language & writing skills.


• Hold a Current ASNT Level II Ultrasonic Testing Qualification and training from Eddyfi
technologies on use of the Eddyfi lift or Eddy HD scan Inspection techniques.
• Minimum of 5 years current practicing experience in pulsed eddy current inspection of
static equipment according to ASME & BS design codes in the Oil & Gas Offshore Industry.
• Minimum 5 years’ experience in the Oil & Gas offshore Industry & have relevant
experience in maintenance inspection of operating process pressure equipment & be fully
conversant with API codes relevant to such inspections.
• Must have a good working knowledge of NDT/Inspection techniques, applications &
limitations, including POD & POFI as applied to Inspection activities.
• Fully familiar with welding fabrication codes ie: ASME, AWS, BSS, API, etc.

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• Working knowledge of ISO 9001 Quality Management Systems.
• An understanding of the application of typical NDT techniques as a Quality Control &
Process Safety Assurance aid.
• Experience in technical documentation control & reporting requirements.
• Must be computer literate & capable of generating technical Inspection reports using
Windows applications & MS Word processing software to specify Quality Assurance
requirements in a timely manner.

Background Required

The incumbent must have a minimum five years’ experience as a certified ultrasonic operator &
use of Eddyfi technologies like Eddyfi-Lift for Corrosion Under Insulation Inspection or Eddyfi-HD
Scan for Small Bore Piping Inspection. He/she must be familiar with work in construction yards &
petrochemical processing plants. He will be required to interpret the results of his testing &
should therefore be fully conversant with all relevant sections regarding Eddyfi technologies.
He/She must be capable to visually Inspect pressure & structural equipment (including
weldments) for surface defects & be able to use inspection gauges/tools (ie: pit depth gauge,
corrosion profile comb gauge) to correctly identify & accurately report defective locations on the
offshore Assets equipment.

Duties:

• Must make himself fully conversant with all Company instructions on Health, Safety &
Environmental requirements.
• Carryout required specialist inspections of plant, process & structural equipment,
including pressure retaining equipment in accordance with specified procedures.
• Develop & produce detailed technical reports that are Concise, Accurate, Clearly written &
to the Company’s specified reporting requirements for all work that he has been directed
to carryout.
• Carryout other duties as directed provided it is within the individual’s capabilities.

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WORK METHODS

1. Contractor incorporated herein a detailed description of the following methods it proposes to adopt
for the execution of the services.
1.1 Methods of construction/execution arrangements & sequencing.
1.2 Quality Assurance & Control procedures.
1.3 Contract management procedures.
1.4 Work control/supervision procedures.
1.5 Materials ordering, handling & storage procedures.
1.6 Evidence of ISO 9001 QMS certification.
1.7 Contractors own Health, Safety & Environment (HSE) Procedures.

2 In case of a conflict, if any, between the Scope of Services & Contractors proposed work methods,
then the Scope of Service Shall prevail, unless Company shall specifically agree otherwise in writing.

3 Notwithstanding Contractors own HSE procedures, the Agreement shall also include for the cost of
Contractor complying with the Company’s HSE requirements & statutory HSE requirements. The
Contractor is deemed to have accessed the Company’s HSE Management systems direct from the
SNEPCO website.

4 Company, at its sole discretion, shall ask at any time for Changes in Contractors anticipated work
sequence due to Operational requirements. Such change in work sequence shall not entitle
Contractor to any additional reimbursement.

5 Contractor Personnel shall have valid Tropical Basic Offshore Survival Training (BOSIET), DPR OSP
Card, a company ID card and a valid medical certificate of fitness.

METHODS OF CONSTRUCTION EXECUTION

ARRANGEMENTS & SEQUENCING

[Examples (only) of Procedures to be provided by Contractor]

1. Quality Management System Manual & Procedures.

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2. Procedure for
3. General procedure for Visual Inspection for Pressure & Structural.
4. Specific Visual Inspection Procedure for the Recording & Reporting
of Externally corroded locations on Pressure & Structural
equipment.
5. General procedure for Ultrasonic Wall thickness measurement
(Base line surveys).
6. General Procedure for Ultrasonic Scanning of Internally Corroded
equipment.
7. General Procedure for Automated Ultrasonic TOFD Inspection of
welded joints.
8. Standard Procedure for Phased Array Ultrasonic Inspection.
9. Standard Procedure for Phased Array Ultrasonic Corrosion Mapping.
10. Standard Procedure for Gamma Radiographic Testing of weldments.
11. Standard Procedure for Gamma Radiographic Profiling Examination.
12. General NDT Procedure for Magnetic Particle Inspection.
13. General NDT Procedure for Liquid Penetrant Inspection.
14. General Procedure for Thermography Inspection.
15. General Procedure for Long Range Ultrasonic Testing (LRUT) using
guided waves.
16. General NDT Procedure for Film Digitization.
17. General Procedure for Computed Radiography.
18. Procedure for Procurement.
19. Procedure for Materials Storage & Handling.

QUALITY ASSURANCE AND CONTROL PROCEDURES

To be provided by Contractor

1. QHSE Manual.
2. Procedure for Operational Control.
3. Procedure for Management Review Meetings.
4. Visual Inspection Quality Control Plan.
5. Ultrasonic Testing Quality Control Plan.

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6. Radiography Testing Quality Control Plan.
7. Magnetic Particle Inspection Quality Control Plan.
8. Liquid Penetrant Testing Quality Control Plan
9. Specialist Inspection (Eddyfi lift/Eddyfi HD scan) Quality Control Plan

ARTICLE 3 - CONTRACTOR’s RESPONSIBLITIES.

3.1 The CONTRACTOR shall be required to provide suitable, qualified, competent personnel to
execute the WORK with minimal impact on the Environment

3.2 The CONTRACTOR shall be responsible for all travel, meals and accommodation arrangements
for CONTRACTOR PERSONNEL travelling to and from Nigeria.

Where SERVICES are provided onshore in Nigeria, the CONTRACTOR shall be responsible for
arranging all accommodation and subsistence requirements for CONTRACTOR PERSONNEL.

3.3 The CONTRACTOR shall be responsible for obtaining, in a timely manner, all necessary work
permits, entry visas and consents, including but not limited to, arranging for and conducting
meetings with the respective regulatory authorities, where applicable. The CONTRACTOR shall
keep COMPANY informed at all times of the status of all permits and consent activities on the
part of the CONTRACTOR.

3.4 This CONTRACT is purely for provision of Services; therefore, the CONTRACTOR shall arrange for
his own customs agent to aid in the importation of materials and equipment into Nigeria

3.5 The CONTRACTOR shall establish a Quality Management System and submit to COMPANY for
approval. CONTRACTOR shall implement the approved Quality Management System for the
duration of the CONTRACT. The Quality Management System shall include, but not limited to,
details of organisation structure, responsibilities, activities, resources and events that together
provide organised procedures and methods of implementation to ensure the WORK conforms to
the requirements specified in the CONTRACT. The Quality Management System shall be in
accordance with ISO 9001 2008.

ARTICLE 4 - COMPANY’s RESPONSIBILITIES.

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4.1 COMPANY will undertake to provide the following:

i) Induction and emergency evacuation procedures on arrival onboard Bonga FPSO

ii) Familiarisation training with COMPANY procedures onboard Bonga FPSO.

iii) Accommodation and subsistence as required to a reasonable standard, at the


OFFSHORE INSTALLATION, either onboard the FPSO or one of the Bonga support vessels.

iv) Offshore transportation at COMPANY’s discretion, either by helicopter or marine


personnel carrier. The Heliport shall be located at Caverton Ikeja, or any other location
as may be designated by COMPANY.

ARTICLE 5 - SAFETY, HEALTH AND ENVIRONMENT

5.1 CONTRACTOR shall furnish COMPANY with a copy of its Health, Safety and Environmental (HSE)
policy, including the CONTRACTOR’s objectives, procedures, and plans.

5.2 It is the duty of CONTRACTOR to familiarise itself with COMPANY’s HSE specifications. If
CONTRACTOR shall be inattentive to safety prevention or procedures as demonstrated by its
accident record and/or disregard for safe working practices, CONTRACTOR may be excluded
from further COMPANY tenders. COMPANY shall not be liable in the event of failure by
CONTRACTOR to comply with safety regulations.

5.3 CONTRACTOR shall ensure that all CONTRACTOR PERSONNEL are fully aware of both statutory
and COMPANY regulations and procedures (concerning HSE) that exist during the life of the
CONTRACT.

5.4 CONTRACTOR shall at all times strictly adhere to any statutory Law(s) or regulations (that may
come into operation during the life of this Contract) and all COMPANY HSE Procedures.

5.5 CONTRACTOR shall ensure that its personnel observe, obey, and follow all normal oil field safety
standards, all Safety Laws and all safety regulations issued by COMPANY applicable to the
operations in which the CONTRACTOR is engaged.

5.6 CONTRACTOR shall regularly monitor its HSE performance, and complete and submit a ‘Health
and Safety Statistics Monthly Return’ Form to the COMPANY each month. CONTRACTOR shall

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report to COMPANY all findings emerging from any CONTRACTOR HSE management reviews,
audits, inspections and other performance monitoring arrangements.

5.7 CONTRACTOR shall report to COMPANY and investigate all work-related incidents in accordance
with COMPANY’s procedure for incident investigation, notification and follow-up.

SECTION V – SCHEDULE OF PRICES

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SECTION V – SCHEDULE OF PRICES

CONTENTS PAGE

Article 1 - General ………………………………………………………………………………………………………………………….156

Article 2 – Contract Price………………………………………………………………………………………………………………..157

Article 3 - Invoicing………………………………………………………………………………………………………………………...158

Article 4 - Variations……………………………………………………………………………………………………………………….159

Article 5 - Nigerian Content…………………………………………………………………………………………………………….162

Article 6- Mob & Demob………………………………………………………………………………………………………………..165

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ARTICLE 1 - GENERAL

1.1 Definitions
Words and terms in this Schedule of Prices shall have the meaning assigned to them, if any, in Section
IIIA – Special Terms & Conditions and Section IIIB – General Terms & Conditions.

1.2 WORK under this CONTRACT shall be authorised via PURCHASE ORDERS issued on ad-hoc Call-off basis
by the COMPANY to the CONTRACTOR. Payment shall only be made on the satisfactory execution of
each PURCHASE ORDER.

1.3 There is no guaranteed level of WORK to be done under this CONTRACT, and hence, no guarantee of a
minimum payment by the COMPANY to the CONTRACTOR.

1.4 In establishing the CONTRACT PRICE, the prices, rates, sums, charges, and percentages
contained within this Section V - Schedule Of Prices shall be the full and complete compensation
for performance of the SCOPE and are deemed to be fully inclusive of all costs, overheads, and

contribution to profit, including but not limited to engineering, management procurement, the

provision of onshore support base and facilities, office and fabrication facilities, transportation
and materials (including such transport to and from SUBCONTRACTOR's facilities) storage of all

materials, equipment, tools, plant, consumables, personnel, labour, supervision, management,

fees, taxes, import duties, customs charges, emoluments, and all other costs incurred by
CONTRACTOR arising out of or in connection with the performance and completion of the SCOPE
in accordance with the provisions of CONTRACT.
1.5 The descriptions contained in this Schedule are intended only as brief descriptions, sufficient for

identification purposes only. They are not exhaustive and do not detail every provision required

to perform the SCOPE. They have been prepared on the basis that CONTRACTOR is experienced

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in the requirements of the type of SCOPE to be provided.

Any definition of the SCOPE or any part thereof contained within this Section V - Schedule Of
Prices shall not limit or qualify the Scope and Technical Specification or any part thereof.

ARTICLE 2 – CONTRACT PRICE

2.1 The PRICE payable by the COMPANY to the CONTRACTOR shall be the lump sum prices associated
with each PURCHASE ORDER authorised by the COMPANY and completed by the CONTRACTOR in
accordance with this CONTRACT.

2.2 Prior to authorisation of a PURCHASE ORDER, the COMPANY shall determine the associated lump sum
PRICE by applying the appropriate rates contained in the SCHEDULE OF PURCHASE ORDER RATES set
out below.

2.3 Pursuant to the Articles titled TAXATION and THE CONTRACTOR’S NIGERIAN CONTENT
OBLIGATIONS in Section IIIB - General Terms and Conditions, a 1% deduction imposed under the
Nigerian Oil and Gas Industry Content Development Act shall apply to rates and prices of the
contract price

2.4 All amounts expressed in the CONTRACT shall mean United States Dollars (US$) or
Nigerian Naira. Payment for all rates and prices expressed in US$ alone shall be made on a
minimum of 60% US$ / 40% Naira split. Where Third party quoted price is expressed in local
currency (naira) only, then payment shall be made in accordance with the source currency.

2.5 The exchange rate will be jointly reviewed by COMPANY and CONTRACTOR bi-yearly in June and
December. Provided there has been a minimum +/-10% fluctuation in the exchange rate, both
COMPANY and CONTRACTOR will have an opportunity to accept a new exchange rate. If either
COMPANY OR CONTRACTOR decides to accept the new exchange rate, the new rate will be
made effective for both parties. Declining the opportunity to accept the new exchange rate
does not stop the other party from choosing to accept it. The new exchange rate will be the
prevailing CBN rate on the last day of June or December. In the event the exchange rate is
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changed as set out in this Article 2.5, a letter signed in duplicate by COMPANY and CONTRACTOR
will suffice as documentation purposes for this adjustment.

2.6 For the performance and completion of the SCOPE in accordance with the CONTRACT, SNEPCo
shall pay CONTRACTOR the rates and prices stated in the Article headed Contract schedule of

Rates.
2.7 All lump sums, prices, amounts, rates, charges and percentages contained within this
Section V - Schedule of Prices shall be fixed and not subject to any fluctuation or revision unless
as provided in the CONTRACT.
2.8 In the event that the COMPANY Considers taking up the option to extend the current CONTRACT
PERIOD for a further period from the date specified in Article 5 of Section I – Form of Agreement,
the rates, prices shall not be affected unless it will lead to improvement on CONTRACT value
addition and optimization. `
Any extension to the current contract shall be made at the sole discretion of SNEPCo.
2.9 Contingencies for Risk/Fluctuation in Prices:

It is assumed that the CONTRACTOR has considered all matters that may affect his obligations
under the CONTRACT and has included sufficient contingencies in the appropriate lump sum
prices and rates to cover any risk or additional needs with respect to design, schedule, quality,
HSES, performance, community affairs and community disturbances, environmental conditions,
and the like.
Prior to receiving any payment especially for third party/Reimbursable NETCOST payment,
CONTRACTOR shall have provided a bank transfer receipt of payments and PARENT Company
Guarantee where applicable which shall remain valid from the EFFECTIVE DATE for the duration
of the CONTRACT and any periods of renewal as may be agreed in accordance with Article 4 of
Section I – Form of Agreement and Article 1.2(b-d) of Section IIIB – General Terms and
Conditions of this CONTRACT.

ARTICLE 3 - INVOICING

3.1 The CONTRACTOR shall submit invoices on the completion of each PURCHASE ORDER. A work
Completions acceptance certificate shall be issued by the COMPANY Authorised Representative
for WORK performed by the CONTRACTOR in accordance with the provisions of the CONTRACT.
The work Acceptance Certificate shall be used by the CONTRACTOR as supporting documents for
all invoices. The invoices shall be submitted at the COMPANY’s Vendors Services Centre.

3.2 The invoice value shall be derived from the product of the volume of work contained in all
authorised and completed PURCHASE ORDERS and the appropriate unit rates set out in the
Schedule of Rates.

ARTICLE 4 -VARIATIONS
4.1 General

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4.1.1 VARIATIONS shall be governed by all the provisions of the CONTRACT, evaluated in accordance
with this Section V and administered in accordance with Section VIII- ADMINISTRATION
INSTRUCTION
4.1.2. Any costs incurred by the CONTRACTOR in estimating and evaluating the effects of a VARIATION
shall not in themselves result in an adjustment to the CONTRACT PRICE.

4.1.3 The COMPANY shall specify on the relevant part of the VARIATION FORM the basis upon which
either estimates or evaluation of the effects of a VARIATION shall be prepared.

4.2 Rates Prices and percentages

4.2.1. Except where specific exclusions have been made in this Section V, the rates, prices and
percentages included in the Appendix are deemed to be fully inclusive of all overheads, taxes,
contribution to profit and all costs incurred by the CONTRACTOR arising out of or in connection
with the performance of the WORK.

4.2.2 Where required, additional rates shall be established on a basis consistent with the existing
rates included in the Appendices to this Section V and such new rates shall be established using
one of the following methods.
(a) Proration of Existing Rates: the existing rates being interpolated or prorated to establish the new
rates for similar work; or
(b) Setting of New Rates, where interpolation or proration of existing rates is not appropriate, and
no similar rate can be used as a basis for establishing an additional rate then the new rate shall
be established in a manner consistent with the make-up of the relevant existing rates.

Such additional rates shall be developed by the CONTRACTOR and agreed by the COMPANY
prior to such rates being used to evaluate VARIATIONS. The additional rates when approved by
the COMPANY shall remain valid for the duration of the CONTRACT. In the event that the
COMPANY and the CONTRACTOR cannot agree on any additional rate, the COMPANY shall
proceed in accordance with Section IIIA – Special Terms & Conditions and Section IIIB – General
Terms & Conditions, the Clause headed VARIATIONS AND SUSPENSION.

4.3 Reimbursable Third-Party Services and Subcontracts: Reimbursable Costs shall be limited to those
items not specified in the CONTRACT and the basis for the valuation and payments of such items
shall be in accordance with the following:

(a) Third Party Services used for execution of the WORK:


The NET COST of Third-Party Services, including the NET COST of associated incidental
services/WORKS shall be purchased with the prior agreement of COMPANY and paid for by the
CONTRACTOR from suppliers.
CONTRACTOR will be reimbursed by way of VARIATION as described in the CONTRACT plus a mark-
up percentage to the NET COST as agreed in the Schedule of Rates. The applicable mark-up shall
cover all the CONTRACTOR's costs, overheads and contribution to profit related to such Service(s)
including but not limited to expediting, receiving, handling Charges, inspecting, offloading, storing,
protecting and all other items etc.

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(b) Subcontracts and Services.
The Agreed NET COST of any SUBCONTRACT and/or service provided (excluding the provision of
personnel and equipment normally used by such personnel which shall be chargeable in accordance
with the rates and prices listed in Appendix A Schedule of Rates/Prices). CONTRACTOR will be
reimbursed as described in the CONTRACT plus a mark-up percentage to the NET COST as agreed in
Appendix A schedule of rates.

The applicable mark-up which shall be on a sliding scale should cover the CONTRACTOR's costs,
overheads, and contribution to profit in connection with the SUBCONTRACT but shall exclude
attendance provided by the CONTRACTOR to enable the SUBCONTRACTOR to carry out the WORK
where such WORK is executed at the WORKSITE.
The payment, administration, and Authorisation to expend procedures for such parts of the WORK is
set out in Section VIII – Administration Instructions. Furthermore, supporting documentation shall
include Bank Statement of transfer receipt, Subcontract-tor’s quote etc.

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Table 1.0 Schedule of Rates

TO BE ADDED ON AWARD

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ARTICLE 5 - NIGERIAN CONTENT (GENERAL)

5.1 NIGERIAN CONTENT DEFINITION


“Nigerian Content" is defined in the Nigerian Oil & Gas Industry Content Development Act as
“The quantum of composite value added to or created in the Nigerian economy by a systematic
development of capacity and capabilities through the deliberate utilization of Nigerian human,
material resources and services in the Nigerian oil and gas industry.’’

5.2 LOCAL CONTENT AND OPPORTUNITY

(a) CONTRACTOR will abide by and comply, and cause its SUBCONTRACTORS to comply, with all
APPLICABLE LAWS on Nigerian content, which is defined in the Nigerian Oil & Gas Industry
Content Development Act to mean “the quantum of composite value added to or created in
the Nigerian economy by a systematic development of capacity and capabilities through the
deliberate utilisation of Nigerian human, material resources, and services in the Nigerian oil
and gas industry”. CONTRACTOR will also maximise Nigerian Content in performance of
SCOPE.
(b) CONTRACTOR will promote the sustainable development of Nigerian businesses as suppliers
and service providers, establish training programs when specified by COMPANY, as well as
utilise, as much as possible, goods and services procured from Nigerian markets.
(c) Any contravention of the Nigerian Oil and Gas Industry Content Development Act or failure by
CONTRACTOR to comply with its Nigerian content obligations as outlined in the CONTRACT,
will entitle COMPANY to terminate the CONTRACT. CONTRACTOR will include the provisions
of this Article in all its SUBCONTRACTS.

5.3 GUIDELINES ON THE IMPLEMENTATION OF NIGERIAN CONTENT


5.3.1 Introduction
THE COMPANY is committed to the development of the Nigerian Oil and gas business in
alignment with the Nigerian Oil and Gas Industry Development Content Act 2010 on Nigerian
Content.
It is important that Tenderers familiarize themselves and comply with the provisions of the
Nigerian Oil & Gas Industry Content Development Act otherwise referred to as “The Nigerian
Content Act” in their Tender and in execution of contract(s) that may result from this tender.
As from the commencement of this Act, the minimum Nigerian Content in any project, service
or product specification to be executed in the Nigerian oil and gas industry shall be consistent
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with the level set in Schedule of The Nigerian Content Act (see Schedule attached to the ITT)
and any other targets as may be directed by Nigerian content Monitoring Board.
5.3.2 Contractor’s Obligations
The Contractors shall comply with all the provisions of The Nigerian Content Act that relate to
this contract but in particular the Contractor must comply with the minimum Nigerian Content

% Targets for the following scope which are covered in Schedule of The Nigerian Content Act.

5.4 Human Capacity Development

In compliance with Nigerian Oil and Gas Industry Content Development (NOGICD) Act 2010 and
the Human Capacity Development (HCD) Training Guideline, CONTRACTOR shall be obligated to
carry out HCD training program for Nigerian. All the cost associated with the HCD training
program shall be borne by CONTRACTOR in line with the NCDMB Human Capacity Development
Guidelines (HCD) 2020 on determination of HCD Training Manhours and Training Budget Fund.
See Table below.

In view of the forgoing, Tenderer is expected to estimate and make budgetary provision for the

statutory Human Capacity Development (HCD) training. Though this cost constitutes an integral

part of tenderer’s quote for the scope of work, tender is to provide this as cost as a separate line

item for visibility purpose. Tenderer is expected to implement the training upon contract award.

Table 5.1: HCD Budget Matrix (NCDMB HCD Guideline June 2020)

Project Contracts Service Contracts (% Procurement Contracts


Category of Contracts (% of Total of Total Contract (% of Total Contract
Contract Cost) Cost) Cost)

MAJOR
1% 1% 1%
(Above $500M)

MEDIUM
2% 2% 2%
($100M - $500m)

SMALL
3% 3% 3%
($1M to $100M)

CALL OFF CONTRACTS 3% 3% 3%

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Appendices to Section V
Appendix A - Minimum Scope for Nigerian Content
1 General Introduction
For the purposes of this CONTRACT, NIGERIAN CONTENT shall be measured as a value and
expressed as a percentage of the price and quantity of LABOUR, MATERIAL, SERVICE,
EQUIPMENT and TOTAL CONTRACT PRICE in line with the applicable Nigerian Content Act
Schedule categories in Article 1.2.1 below.
The total Nigerian Content value shall be broken down into the applicable Nigerian Content
Act Schedule Categories found in Section IV - Scope Description Nigerian Content Act Schedule
Targets and each category shall further be broken down into the following elements, with
each element being
(i) Manpower
(ii) Materials and goods
(iii) Equipment
(iv) Services.
Taxes and duties are to be reported separately as separate line items.

1.2 Nigerian Content Breakdown of the Contract Price.

1.2.1 Nigerian Content Act Schedule Category 1

Total Nigerian Total Cost Nigerian %NC Measuring


Quantity Quantity Cost Pledge Metrics
Manpower xxhr xxhr
Procured material & goods
Service
Equipment
Total

Summary
S/N NC Act Schedule Total Cost Nigerian Cost %NC Measuring
Category Metrics
1
2
3 Taxes & Duties
Total Spend
Note:
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1. Details of Taxes and Duties should include the total value of all taxes and fees paid to the
Nigerian Government or regulatory agencies by Contractor in connection with the
performance of the SCOPE during the reporting period.
2. For rate-based contracts, the CONTRACTOR shall complete the above template in
percentage (not Naira) terms.
3. In compliance with Nigerian Oil and Gas Industry Content Development (NOGICD) Act
2010 and the Human Capacity Development (HCD) Training Guideline, CONTRACTOR
shall be obligated to carry out HCD training program for Nigerian. All the cost associated
with the HCD training program shall be borne by CONTRACTOR in line with the NCDMB
Human Capacity Development Guidelines (HCD) 2020 on determination of HCD Training
Manhours and Training Budget Fund.

Details of Nigerian Content


The CONTRACTOR shall submit as part of his commercial submission, details of the Nigerian Content
scope and cost.

ARTICLE 6- MOB & DEMOB.

6.1 General
6.1.1 CONTRACTOR PERSONNEL charges shall apply from the time the necessary CONTRACTOR
PERSONNEL arrives at the designated work site, until the time such CONTRACTOR
PERSONNEL depart the DRILLING UNIT.
6.2 Mobilisation and Demobilisation Charges
6.2.1 Any personnel mobilisation fee shall cover all costs and expenses incurred by CONTRACTOR
in mobilising CONTRACTOR PERSONNEL to the COUNTRY OF OPERATION regardless of actual
costs, including airfares, accommodation, and subsistence costs. No day rate shall be
payable for CONTRACTOR PERSONNEL whilst travelling. No mobilisation charges shall be
payable for CONTRACTOR PERSONNEL who are resident in the COUNTRY OF OPERATION.
6.2.2 Any personnel demobilisation fee shall cover all costs and expenses incurred by
CONTRACTOR in returning CONTRACTOR PERSONNEL to their home base regardless of
actual costs, including airfares, accommodation, and subsistence costs. No day rate shall be
payable for CONTRACTOR PERSONNEL whilst travelling. No demobilisation charges shall be
payable for CONTRACTOR PERSONNEL who are resident in the COUNTRY OF OPERATION.
6.3 Rate per Day on Location
6.3.1 The rate per day on location shall apply for those days on which CONTRACTOR PERSONNEL
on board the designated work location and available to perform the WORK. The rate per
day on location shall cease on the day that CONTRACTOR PERSONNEL depart the work
location.

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6.4 Offshore Working Cycle
6.4.1 Crew changing of CONTRACTOR PERSONNEL shall take place as follows:
Personnel Crew Change Requirements
CONTRACTOR PERSONNEL who reside Such personnel shall be changed out after a
outside of the COUNTRY OF maximum continuous WORK period not exceeding
OPERATION twenty-eight (28) days.
CONTRACTOR PERSONNEL who reside Such personnel shall be changed out after a
in the COUNTRY OF OPERATION maximum continuous WORK period not exceeding
fourteen (14) days.

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SECTION VI – INSURANCE REQUIREMENTS

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SECTION VI – INSURANCE REQUIREMENTS

1 TYPES AND AMOUNTS OF INSURANCE TO BE PROVIDED BY CONTRACTOR:


1.1 Employer’s Liability and Worker's Compensation Insurance

(a) CONTRACTOR will arrange employer’s liability coverage for personal injury to or death of
employees of CONTRACTOR, who are engaged in the performance of SCOPE, to the minimum
limit required by any applicable legislation, including extended cover (where required) for
working offshore, but in any case, in an amount not less than USD $1,000,000 per occurrence.

(b) CONTRACTOR will arrange worker’s compensation only where required in the jurisdiction in
which SCOPE is to be supplied or where required in the locale where CONTRACTOR
PERSONNEL are employed.
1.2 General Third-Party Liability Insurance
CONTRACTOR will arrange third party liability insurance, including coverage for sudden and
accidental pollution and contractual liability, for any incident or series of incidents covering
the operations of CONTRACTOR in the performance of the CONTRACT, in an amount not less
than USD $5,000,000 per occurrence.
1.3 Third Party and Passenger Liability Insurance
CONTRACTOR will arrange third party and passenger liability insurance as may be required by
applicable law or similar regulation in the countries of use for motor vehicles used by
CONTRACTOR in connection with the execution of SCOPE, in an amount not less than USD
$1,000,000 per occurrence.
1.4 Marine Insurance

(a) If any of SCOPE supplied under the CONTRACT involves the provision of vessels by
CONTRACTOR or is performed on or over navigable waters, CONTRACTOR will require the
owner or operator of those vessels to arrange the following additional insurances:
(i) marine hull and machinery (“H&M”) or property insurance, including war risk coverage
and, to the extent not provided below, collision liability in respect of all vessels used by
CONTRACTOR GROUP in the performance of SCOPE in an amount not less than the full
value of all vessels, craft, or floating equipment owned or hired by CONTRACTOR
GROUP; and
(ii) protection and indemnity (“P&I”) liability insurance for each vessel used in the
performance of SCOPE including, but not limited to, coverage for injuries to or death of
masters, mates, and crews, wreck and debris removal, collision and (if applicable)
tower’s liabilities not covered under the H&M insurance, third party injury, and
property damage liability, excess collision liabilities, and pollution liabilities.

(b) The policy limit for this insurance must be not less than the following United States dollars per
occurrence limits:

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type/category of vessel/watercraft minimum limits minimum limits
outside US for US operations
• standard limits for USD $50,000,000 USD $150,000,000
vessels/watercraft, except as otherwise
noted below
• drilling vessels, heavy lift vessels, USD $250,000,000 USD $ 500,000,000
and pipe laying vessels
• other vessels/rigs classified as
mobile offshore units and not falling into
one of the other categories
• vessels not engaged in the service of USD $20,000,000 USD $50,000,000
tankers, offshore oil rigs, service or
installation of pipelines and single point
mooring buoys
• small craft (< 1000 gt) or inland craft USD $10,000,000 USD $20,000,000
(rivers and littoral areas), which are not
engaged in the service of tankers, offshore
oil rigs, service or installation of pipelines
and single point mooring buoys

(c) Vessels involved in specialised operations within the meaning of the P&I Club rules will carry a
limit of not less than USD $100,000,000 for such special operations to cover loss or damage to
third party installations.
1.5 Aircraft Liability Insurance
If any of SCOPE supplied under the CONTRACT involves the provision of aircraft by
CONTRACTOR, or aircraft is used by CONTRACTOR GROUP in connection with the execution of
SCOPE, CONTRACTOR will arrange or require its SUBCONTRACTORS to arrange aircraft liability
insurance with a minimum limit of USD $150,000,000 per occurrence, unlimited as to the
number of occurrences.
1.6 Additional Insurance Requirements
CONTRACTOR will arrange such further insurance as may be required under APPLICABLE
LAWS.

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ATTACHMENTS:

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SECTION VII – HSSE REQUIREMENTS

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SECTION VII – HSSE REQUIREMENTS

CONTENTS PAGE

PART A
Article 1 : Purpose…………………………………………………………………………………………………………………173
Article 2: Additional Defined Terms……………………………………………………………………………………….173
Article 3: Compliance with COMPANY GROUP Worksite Requirements………………………………….174
Article 4: HSSE Management System (HSSE-MS)…………………………………………………………………….174
Article 5: Subcontractor Management Requirements………………………………………………………….… 177
Article 6: Contract HSSE Plan ……………………………………………………………………………………………….. 177

PART B
ARTICLE 1 – Work Over/Around Water………………………………………………………………………………….158
ARTICLE 2 –Personal Protective Equipment (PPE)………………………………………………………………….158
ARTICLE 3 Required Qualification for HSSE Professional………………………………………………………..158
ARTICLE 4 Premobilisation…………………………………………………………………………………………………….158
ARTICLE 5 HSSE Induction……………………………………………………………………………………………………..159
ARTICLE 6 – Health………………………………………………………………………………………………………………..159

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PART A
1 PURPOSE
This Section is intended to provide both mandatory HSSE requirements which CONTRACTOR
GROUP must comply with in execution of SCOPE and minimum required elements for the
management of HSSE risks.
In setting out requirements, COMPANY GROUP assumes no liability for CONTRACTOR’s HSSE
responsibilities.

2 ADDITIONAL DEFINED TERMS


Where used in this Section, the following capitalised words and expressions will have the
following meanings. Other capitalized words in this Section have the meaning given to them in
the DEFINITIONS AND INTERPRETATION Section of the CONTRACT.
ALARP (As Low As Reasonably Practicable) meaning such level of reduction of risk
where the cost and effort of further reduction measures becomes unreasonably
disproportionate to the additional risk reduction obtained.
CONTRACT HSSE PLAN a document prepared by CONTRACTOR which describes the HSSE activities for
each phase of the SCOPE which are necessary to meet the HSSE STANDARDS.
The document will address HSSE risk management, associated controls,
personnel competence, personnel with performance assessments, and
continuous improvement initiative.
EMERGENCY RESPONSE The activity of mitigating the consequences of an INCIDENT and facilitating the
return to normal operations.
HAZARD an agent with the potential to cause harm to people, damage to assets, or an
impact on the environment or community.
HIGH POTENTIAL INCIDENT an INCIDENT which has a consequence with a severity rating to people, the
environment, assets or reputation of 4 or 5 on COMPANY Risk Assessment
Matrix (RAM). A HIGH POTENTIAL INCIDENT can result in injury or illness to
people or damage to assets, the environment or COMPANY GROUP’s
reputation, or it can be a near miss.
HSSE CRITICAL ACTIVITY an activity necessary for the development, implementation or maintenance of a
Barrier established for managing Hazards with COMPANY RAM red risks or
yellow 5A or 5B risks.
HSSE CRITICAL ROLE a job that can impact significantly on the execution of an HSSE critical activity at
the front line operational or planning/supervisory level.
HSSE-MS (HSSE Management System) meaning a documented system comprising the
structure, practices, procedures, processes, resources and responsibilities that a
business does to manage and meet its HSSE objectives.
INCIDENT an unplanned event or chains of events that result or could result, as in the case
of near misses, in injury or illness to people or damage to assets, the
environment or reputation.
PERMIT TO WORK (PTW) a written system used to control and approve work and to communicate work
requirements. It identifies the individuals who are responsible for specifying
controls, verifying conditions at the work site authorising the work, and records
by signature their understanding of these controls and duties.
SIGNIFICANT INCIDENT an INCIDENT that has a consequence with a severity rating to people, the
environment, assets or reputation of 4 or 5 on COMPANY Risk Assessment
Matrix (RAM).
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3 COMPLIANCE WITH COMPANY GROUP WORKSITE REQUIREMENTS
In connection with performance of the CONTRACT, CONTRACTOR will adhere to the following
requirements:

(a) CONTRACTOR in performing SCOPE will conduct all activities in accordance with the
COMPANY HSSE-MS, the elements of which are further detailed below.

(b) Where CONTRACTOR identifies that there are risks associated with SCOPE which are not
covered by the HSSE STANDARDS, or where CONTRACTOR concludes the HSSE STANDARDS
may be inadequate, CONTRACTOR will immediately notify COMPANY. CONTRACTOR will
thereafter diligently work with COMPANY to agree on additional or revised HSSE STANDARDS
prior to proceeding with the relevant part of the SCOPE.
4 HSSE MANAGEMENT SYSTEM (HSSE-MS)
4.1 CONTRACTOR’s Obligation for an HSSE-MS

(a) CONTRACTOR will effectively implement the HSSE-MS provided by COMPANY. At COMPANY’s
request, and without limiting CONTRACTOR’s obligations, CONTRACTOR will provide to
COMPANY information documenting CONTRACTOR’s implementation of the HSSE-MS for
review by COMPANY.

(b) COMPANY has the right to verify the overall effectiveness of the HSSE-MS in place, including
interfaces with SUBCONTRACTORS.

(c) CONTRACTOR will reasonably cooperate with COMPANY where required to assure that where
the HSSE-MS is certified by a recognised body, it remains in place during the entirety of the
performance of the SCOPE.
4.2 General HSSE requirements to be implemented from the HSSE-MS

(a) CONTRACTOR will at all times demonstrate its commitment to HSSE and will ensure that all
managerial and senior supervisory personnel of CONTRACTOR GROUP:
(i) be mindful of HSSE risks
(ii) demonstrate visible HSSE leadership through communication, worksite visits,
participation in HSSE activities, HSSE interventions, and feedback
(iii) motivate, coach, and develop personnel in effective HSSE management; and
(iv) hold individuals accountable to comply with HSSE STANDARDS and CONTRACTOR’s own
manuals, standards, rules and procedures.

(b) CONTRACTOR will establish and maintain the resources needed, including people, equipment,
materials, information, and time, to implement COMPANY HSSE-MS and comply with
APPLICABLE LAWS.
(i) CONTRACTOR will identify HSSE CRITICAL ROLES, accompanying competence
requirements and related assurance requirements. These will be subject to approval by
COMPANY prior to the start of performance of SCOPE.
(ii) CONTRACTOR will implement a competency assurance process that assures that all
CONTRACTOR PERSONNEL have and maintain the HSSE competencies necessary to
perform activities supporting performance of the CONTRACT.

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(iii) CONTRACTOR will have a training programme for CONTRACTOR PERSONNEL that
supports the management of the HSSE Risks of the CONTRACT.

(c) CONTRACTOR will continuously manage the HSSE risks associated with the SCOPE by means of
a structured methodology following internationally recognised practices in line with HSSE
STANDARDS. The risk management activities will demonstrate that HAZARDS (and associated
risks) are identified and where the HAZARD cannot be eliminated, the risks are managed to
ALARP.
(i) CONTRACTOR’s risk management activities will include:
(A) development of a list of all activities that will be used as a basis to determine the
scope of reviews;
(B) development of a list of the HSSE HAZARDS of each identified activity;
(C) the assessment of the risk associated with the each identified activity in SCOPE, and
applying the COMPANY risk assessment matrix (RAM);
(D) a description of how each HAZARD will be controlled and the need for specific job
hazard analysis when the normal procedures and controls are expected to be
inadequate;
(E) implementation of risk reduction measures to control or mitigate the HAZARD and
its effects; and
(F) planning for recovery in the event of a loss of control leading to an unacceptable
effect.
(G) Comply with applicable part of the IOGP 577 on Construction/Fabrication Site Safety
Standards

(d) CONTRACTOR will comply with:


(i) COMPANY PERMIT TO WORK process to manage the risks of hazardous work;
(ii) COMPANY’s Management of Change procedures; and
(iii) COMPANY EMERGENCY RESPONSE plans, including those for medical emergencies and
spills or releases to the environment to maintain preparedness.

(e) CONTRACTOR will ensure it has a fully implemented fitness to work process that assures that
all CONTRACTOR PERSONNEL engaged in supply of SCOPE are medically and physically fit to
perform work within SCOPE.

This process should be aligned with regulatory requirements for medical fitness for work offshore
and in remote location and aligned with COMPANY Fitness to Work Protocol for the following work
activities

• catering, preparing, or handling unwrapped foods ready for consumption;

• expatriate assignments including long and short-term international assignments and


international commuter assignments;

• fire-fighting and rescue team member work;

• crane operator work;

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• remote location work; and

• use of respiratory protection that requires a tight seal to protect the user.

(f) CONTRACTOR will provide and maintain safe and healthy working conditions for all
CONTRACTOR PERSONNEL. Tools or equipment that the CONTRACTOR plans to use must be
suitable and safe to use for SCOPE.

(g) CONTRACTOR will report HSSE performance that meets the performance and monitoring
requirements as communicated from time to time by COMPANY, including leading and lagging
key performance indicators (“KPIs”) as agreed between COMPANY and CONTRACTOR.

(h) CONTRACTOR will take corrective action to improve HSSE performance that does not meet the
KPIs agreed between CONTRACTOR and COMPANY.

(i) CONTRACTOR will report all incidents, including near misses, to COMPANY.

(j) CONTRACTOR will comply with COMPANY’s reporting requirements regarding INCIDENTS
associated with the SCOPE and cooperate in all cases where COMPANY determines to
investigate the INCIDENT.

(k) CONTRACTOR PERSONNEL will, at the request of COMPANY, attend and contribute to
COMPANY's INCIDENT investigation in a manner prescribed by COMPANY.

(l) COMPANY may recommend and communicate corrective action arising from an INCIDENT
investigation to CONTRACTOR and CONTRACTOR will be solely responsible to ensure that all
recommended actions are taken.

(m) CONTRACTOR will periodically perform self-audits, reviews and inspections to determine the
effectiveness of the HSSE-MS and various HSSE programs and initiatives. CONTRACTOR will
also perform audits, reviews, and inspections on its SUBCONTRACTORS. CONTRACTOR will
implement areas of improvement arising from CONTRACTOR audits.

(n) COMPANY will have the right to review CONTRACTOR’s compliance with the HSSE STANDARDS
on a scheduled basis. These reviews may take place prior to commencement of the SCOPE,
during its execution (e.g., at the conclusion of certain major milestones), and at completion of
the SCOPE. The inspections may entail WORKSITE visits, document reviews, and CONTRACTOR
PERSONNEL interviews.
(i) For implementation, monitoring and closure of action items from such audit findings:
(A) CONTRACTOR will ensure that responses to non-compliance findings and areas of
improvement from its own and COMPANY audits, inspections, and reviews are
documented. CONTRACTOR will implement all recommendations from such
audits, inspections, and reviews within time scales mutually agreed between
COMPANY and CONTRACTOR.
(B) CONTRACTOR will develop and maintain an action tracking register for all
recommendations resulting from both CONTRACTOR and COMPANY audit
activities. The status of all actions in the action tracking register will be monitored
and reported as part of the monthly reporting cycle. The resolution of each
recommendation will be documented in the action tracking register.

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5 SUBCONTRACTOR MANAGEMENT REQUIREMENTS
Where CONTRACTOR has received approval from COMPANY to SUBCONTRACT portions of the
SCOPE, and without limiting CONTRACTOR liability, CONTRACTOR will have a documented
process for the selection and management of SUBCONTRACTORS that ensures that any
SUBCONTRACTOR engaged to perform any portion of the SCOPE complies with HSSE
STANDARDS.

6 CONTRACT HSSE PLAN


6.1 Requirements for CONTRACT HSSE PLAN
CONTRACTOR will submit the CONTRACT HSSE PLAN, applicable to the SCOPE, to COMPANY
for approval, if and when requested by COMPANY. The CONTRACT HSSE PLAN, at a minimum,
will include:
(i) full incorporation of IOGP 459 Life Saving Rules, available at https://www.iogp.org/life-
savingrules/;
(ii) specification of the controls the CONTRACTOR will use to manage the HSSE Risks of
SCOPE;
(iii) a monitoring and reporting plan, regularly reviewed with the COMPANY, that enables
the COMPANY to verify the implementation of the HSSE STANDARDS and CONTRACT
HSSE PLAN and ensure they are effective at managing the risks;
(iv) a process to identify and mitigate performance gaps against the CONTRACT HSSE PLAN
with COMPANY agreement on gap closure plans;
(v) a list of HSSE CRITICAL ROLES associated with the SCOPE and the competencies of
CONTRACTOR PERSONNEL assigned to those roles;
(vi) a process to identify and regularly review with the COMPANY any agreed leading and
lagging HSSE key performance indicators (KPIs) and any other management data
required to be collected in performance of the SCOPE;
(vii) a schedule of all HSSE meetings together with typical agenda and participants;
(viii) (a detailed plan of CONTRACTOR's proposed HSSE activities during the SCOPE including
those activities intended to support any leading KPIs agreed upon; and
(ix) a schedule of monitoring activities and HSSE audits that may be undertaken by
CONTRACTOR in performance of the SCOPE.
6.2 CONTRACTOR responsibilities for CONTRACT HSSE PLAN

(a) CONTRACTOR will revise the CONTRACT HSSE PLAN as and when required, including upon
addition of any SCOPE not covered by the original CONTRACT HSSE PLAN. If at any time the
CONTRACT HSSE PLAN is considered by either COMPANY or CONTRACTOR to be inadequate in
practice, CONTRACTOR will revise the CONTRACT HSSE PLAN accordingly. All revisions to the
CONTRACT HSSE PLAN must be approved by COMPANY prior to implementation.
(b) CONTRACTOR is solely responsible for implementing the CONTRACT HSSE PLAN,
communicating its relevant parts, including subsequent revisions, to CONTRACTOR
PERSONNEL and requiring CONTRACTOR PERSONNEL to comply with the CONTRACT HSSE
PLAN.
(c) CONTRACTOR will include SUBCONTRACTOR activities in the CONTRACT HSSE PLAN.
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PART B
ARTICLE 1 – WORK OVER/AROUND WATER

(a) All Contractor personnel working in offshore installations must be certified in Basic Offshore
Safety Induction and Emergency Training (BOSIET) from OPITO or equivalent international
certified training establishment’s approved Service Provider at Contractor’s expense.

ARTICLE 2 –PERSONAL PROTECTIVE EQUIPMENT (PPE)

(a) The basic PPE required for the Work shall include fire retardant and electrostatic insulating
coverall, hard hat and Safety Shoes/Boots (Ankle high boots).
(b) Other PPE such as, raincoat, floatation device, swamp Wellington boots, eye goggles,
respirators, escape hoods, shin guards, aprons, hand gloves etc., shall be provided on a risk
assessment basis in relation to the Work.
(c) Contractor shall ensure that PPE provided to Contractor Personnel and Subcontractor
Personnel have sufficient quality assurance certifications [CE markings and standard references]
and that the PPE manufacturers are certified to ISO 9000 or equivalent.
(d) All PPE [Including Personal Floatation Devices] shall be inspected and approved by the
Company Representative before they are deployed for use by Contractor Personnel and
Subcontractor Personnel.

ARTICLE 3 REQUIRED QUALIFICATION FOR HSSE PROFESSIONAL

Any HSSE Professional provided in the contract shall have a minimum of two (2) year’s cognate
work experience with a minimum of International General Certificate in occupational health and
safety (NEBOSH, IGC or its equivalent)

ARTICLE 4 PREMOBILISATION

(a) All equipment mobilised for the purpose of this contract shall undergo and pass the Shell
premobilisation inspection in accordance with the Shell premobilsation inspection procedure.

(b) Shell shall issue Premob stickers and certificates for all pass Equipment appropriate for
environment where they will be used. Any equipment without valid and appropriate premob
sticker shall not be allowed on the worksite

(c) Any work on Bonga will comply with the following site-specific requirements
1. Bonga Matrix of Permitted Operations
2. SCIN Procedure for Hot Work Management and Use of Safe Habitat
3. Bonga Hazardous Area Classification
4. Bonga House Rules
5. Bonga Green Hart Policy
6. Bonga PTW Procedure
7. Bonga Code of practice for Temporal Equipment
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ARTICLE 5 HSSE INDUCTION

(a) All personnel employed in this contract shall be inducted on Company HSSE policy and site
specific HSE requirements and the IOGP Lifesaving rules

(b) The personnel shall also be inducted on the scope of work, the risk associated with the work
and the controls agreed in the HSSE Plan.

ARTICLE 6 – HEALTH

6.1 –Medical Emergency

(a) Contractor shall provide tier structured medical emergency response plan in line with
Company’s requirement in the HSSE & SP Control Framework1.

(b) Contractor shall provide emergency first responders training to all personnel and provide
sufficient appropriately trained designated first aiders for the size of the workforce.

(c) Contractor shall also provide certified tier 2 competent site doctor, nurse or paramedic where
required. Where this is unachievable a fresh Health Risk Assessment must be conducted with
appropriate mitigation measures acceptable to Shell instituted

(d) Contractor shall hold and maintain a Medical Retainer Hospital approved by Shell Health to
provide emergency medical and surgical treatment or Tier 3 Hospital (from within or without
the Health Maintenance Organisation (HMO network) acceptable to Company for Contractor
personnel and Subcontractor personnel for the duration of the Contract. Parties agree that
Company shall not under any circumstance whatsoever, by reason of any acceptance of such
Medical Retainer Hospital or Tier 3 Hospital, be liable to the Contractor or Subcontractor or
third party.

(e) Where appointed Medical Retainer Hospital or Tier 3 Hospital does not fully comply with the
Company’s requirement in (d) above, the Contractor shall appoint a new hospital, which
complies with the requirement. Under no circumstances should the Contract commence if the
hospital is not in compliance with the provisions of this Section VI.

1
The requirements are to provide:
- First aid treatment, including defibrillation, by a Designated First Aider (A person trained and Accredited in First Aid and receiving regular skills
maintenance) within four minutes;
- Assessment and stabilisation by a medical Emergency professional within one hour;
- Admission to and care at the nearest Local Hospital (A hospital approved by Shell Health to provide emergency medical and surgical treatment)
within four hours; and
- Referral to an appropriate Specialist Hospital (A hospital approved by Shell Health to provide specialist medical or surgical care required for further
treatment of injury or illness. The hospital may be outside the country where the injury or illness occurred) (casualty specific).
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6.2 – Access to Health Facilities/Services

(a) Where the Work and/or Service arising from this Contract requires personnel to work in
Company location, the Contractor shall provide sufficient medical services to Contractor
personnel to cover management of common, acute and chronic medical conditions
(b) The Contractor shall demonstrate 13.2(a) above via registration of all Personnel with a
National Health Insurance Scheme (NHIS) accredited and registered Health Maintenance
Organisation (HMO) acceptable to Company for the duration of the Contract.

6.3 – Medical Fitness

(a) Contractor shall ensure that every recruited worker shall be medically examined and
certified fit to work in accordance with the Labour Act (Section 28 (1)]. A medical certificate
of fitness shall be provided to satisfy the requirements of this Act.
(b) Company reserves the right to remove from the Work Contractor Personnel or
Subcontractor Personnel whose medical fitness to execute the Work is, in the opinion of
the Company not up to standard required for the Work and the industry ‘fitness to work’
standard ‘Oil and Gas producers (OGP) report No. 6.55/251 (1996)’ and ‘Protocols and
Guidance Notes on the Medical Evaluation of Fitness to Work – Report HEMS.G.2000.03 (A
copy will be provided at the contract kick off meeting). Company shall not be held
responsible for costs, direct or indirect associated with the removal of such personnel.

6.4 – Medical Intervention

(a) If in the opinion of the Company, any Contractor Personnel or Subcontractor Personnel is
not medically fit to travel or work, the Company reserves the right to:
i. refuse permission for that Contractor Personnel or Subcontractor Personnel to
travel; or
ii. return that Contractor Personnel or Subcontractor Personnel from the location.

(b) Where Contractor Personnel or Subcontractor Personnel is injured or suffers a serious illness
in the course of the Work under this Contract, and there is immediate threat to life or limb,
the Company may, without assuming any obligation or liability to either the Contractor,
Subcontractor or injured person, provide medical evacuation (”medevac”) and treatment in
Company medical facilities (where available) to the injured person [or a third party injured
or seriously ill as a result of an incident related to the Work], to stabilise the condition until
such person is fit to be transferred or referred to Contractor’s Tier 3 Hospital or other
external hospital for any further medical management at Contractor’s costs and expense.

(c) For the avoidance of doubt, it is expressly agreed and understood by the parties that
Company shall not by reason of the provision of such medevac or treatment in Company
medical facilities be liable in any way to such Contractor Personnel or Subcontractor
Personnel or third party.

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(d) CONTRACTOR shall establish and maintain a Fatigue Management Plan for personnel
exposed to fatigue risk at the worksite

(e) CONTRACTOR shall provide Fatigue Risk Management training for supervisors within scope if
exposure to Fatigue risks exists

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SECTION VIII - ADMINISTRATION INSTRUCTIONS

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SECTION VIII - ADMINISTRATION INSTRUCTIONS

CONTENTS PAGE

ARTICLE 1 – INTRODUCTION…………………………………………………………………………………………………163

ARTICLE 2 – ORGANISATION………………………………………………………………………………………………’..163

ARTICLE 3 – COMMUNICATION………………………………………………………………………………………….. 164

ARTICLE 4 - NIGERIAN CONTENT REPORTING AND MEASUREMENT GUIDELINES………………….165

ARTICLE 5 – WORK PROCEDURE…………………………………………………………………………………………..169

ARTICLE 6 - VARIATION TO THE WORK…………………………………………………………………………………169

ARTICLE 7 - REPORTING ……………………………………………………………………………………………………….170

ARTICLE 8 - EMERGENCY PROCEDURE GUIDE………………………………………………………………………170

ARTICLE 9 - INCIDENT REPORTING PROCEDURE……………………………………………………………………170

ARTICLE 10 - SUBCONTRACTING PROCEDURE………………………………………………………………… ...170

ARTICLE 11 - INSURANCE CERTIFICATES………………………………………………………………………… … 172

ARTICLE 12 - PLANNING ………………………………………………………………………………………………… …. 172

ARTICLE 13 - DOCUMENTATION AND DOCUMENT CONTROL…………………………………………….. 172

ARTICLE 14 – HANDOVER…………………………………………………………………………………………………….173

ARTICLE 15- COMPLETION AND CONTRACT CLOSURE PROCEDURE……………………………………. 174

APPENDIX V.1_ – NIGERIAN CONTENT MONITORING FORM TEMPLATE…………………………. 175

APPENDIX V.2_ – NIGERIA CONTENT SPEND MONITORING SHEET ………………………………… 176

APPENDIX V. 3 - CERTIFICATE OF MILESTONE COMPLETION……………………………………………… 176

APPENDIX V .4 - HANDOVER CERTIFICATE..............................................................................177


APPENDIX V.5 – NOTIFICATION OF COMPLETION…………………………………………… 178
APPENDIX V.6 – CERTIFICATE OF COMPLETION……………………………………………………179

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SECTION VIII - ADMINISTRATION INSTRUCTIONS

ARTICLE 1 - INTRODUCTION
This Part of the CONTRACT describes the procedures that shall be employed by the COMPANY and
CONTRACTOR in their respective administration responsibilities. CONTRACTOR shall ensure that
where detailed requirements are not comprehensively set out in this section of the CONTRACT, such
requirements shall be developed in time to carry out the Work efficiently and effectively.

ARTICLE 2 - ORGANISATION

2.1 SHELL

Mail address:
Telephone number:
Fax number:

SHELL AUTHORISED REPRESENTATIVE shall be:

Name:

Ref. Indicator:

Title:

Location:

Telephone:

SHELL AUTHORISED DEPUTY REPRESENTATIVE shall be:

Name:

Ref. Indicator:

Title:

Location:

Telephone:

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SHELL hereby notifies the CONTRACTOR that its AUTHORISED REPRESENTATIVE shall be empowered
to handle day-to-day administration of the CONTRACT (including issuance of PURCHASE ORDERS and
Supervise the CONTRACTOR and is also empowered to delegate his duties to the Authorised Deputy
Representative, if necessary.

2.2 CONTRACTOR

The CONTRACTOR Representative is ……………... He may be contacted at ……………………………. and on


telephone line ………………………………. and the CONTRACTOR notifies SHELL that its Representative
shall be empowered to ensure that all jobs are carried out effectively.

ARTICLE 3 - COMMUNICATION

3.1 Correspondence in General

Correspondence shall be in English and shall be by letter or telex in that order of preference.

3.2 Correspondence by Letter

All correspondence shall bear the following headings: Date, CONTRACT reference number,
CONTRACT title, CONTRACTOR name.
If more than one subject or item is dealt with, then each subject or item shall be referenced
(A), (B), etc. as appropriate.
All correspondence shall indicate to whom copies have been sent.

3.3 Correspondence by Telex or Fax

A standard format using the following headings, shall be used for all telexed
correspondence: From:, To:, Attention:, Copy for:, Telex/Fax reference number and date:,
CONTRACT number:, CONTRACT title:, Confidentiality Classification:, Subject:, Urgency:,
Contents of Telex/Fax:.......
If more than one subject or item is dealt with, then each subject or item shall be referenced
(A), (B), etc. as appropriate.

3.4 Meetings

If required by the COMPANY, the CONTRACTOR shall prepare minutes of any meetings held
in connection with the performance of the CONTRACT. The CONTRACTOR shall submit
proposed minutes to the COMPANY for confirmation. If appropriate, the COMPANY shall
acknowledge the agreed minutes as being a true record of the meeting in question.

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Minutes shall carry the following information on the front pages: Date of issue:, Sheet
number and total number of sheets: (e.g. sheet 2 of 3); Circulation list:, CONTRACT reference
number:, Name of CONTRACTOR:, Subject:, Venue and Date of meeting:, Personnel in
attendance:

3.5 Change in Addresses


Both the COMPANY and the CONTRACTOR shall have the right to change their
correspondence addresses by notice in writing to the other party. All notices shall be
effective when received.

ARTICLE 4 - NIGERIAN CONTENT REPORTING AND MEASUREMENT GUIDELINES

Nigerian Content shall be measured in line with the definition in the Article titled THE
CONTRACTOR’S NIGERIAN CONTENT OBLIGATIONS in Section II - General Conditions of
Agreement, subdivided into Labour, Materials, Equipment and Services. Each element shall
be measured and reported separately for each project using the attached reporting
template which is subject to change by the Nigerian Content Development Monitoring
Board.

4.1 Labour (Manpower costs)

Monitoring of manpower costs shall be by value and rates. Man-hour rates for all level of
personnel on the project (both expatriates and Nigerians), manpower distribution,
organisational charts showing the Project management team, company management profile
and supervisory personnel at all levels shall be provided.

The average rates admissible as Nigerian content man-hour rate shall be calculated by
dividing the stated percentage as a fixed factor of the gross man-hours worked by each
category of personnel, whether Nigerian or Foreign.

All gross payments (inclusive of salaries, allowances, tax, etc.) to Nigerian citizens employed
in the direct performance and indirect support of the WORK and for the period of the
WORK, shall be deemed to be 100% Nigerian Content.

All expenses reimbursements or payments (exclusive of salary, allowances, tax, etc. but
inclusive of hotel bills, transport allowances etc. expended in-country) made on behalf of
non- Nigerian citizens employed in the direct performance and indirect support of the WORK
and for the period of the WORK, shall be deemed to be 20% of the hourly rate of such
employees and as such, only that proportion of the hourly rate shall be included in the
determination of Nigerian Content.

For comparative and statistical purposes, the payments shall be split between payments to
Managerial/Professional staff and Artisan/Junior staff.

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In recognition of the need to incur costs in executing the training and development
programmes in the Nigerian Content development plan, all personnel costs related to
training, capability development and transfer of technology programmes for Nigerian
manpower on training in-country shall be regarded as 100% Nigerian content. Where
training is carried out abroad, 20% of related personnel costs shall be taken as Nigerian
Content.
No foreign costs like base salaries of expatriates should be considered as part of the Nigerian
content component, however expenses of the expatriate in-country can be considered as
Nigerian Content.
The base salaries of Nigerians who work with project team outside the country are to be

calculated as Nigerian Content, while the living expenses abroad are not Nigerian Content.

4.2 Materials (related to goods & services provided).

This covers materials procured for use either as a direct input in fabrication, construction,
installation and commissioning or indirectly such as software etc.

Where the product is manufactured in Nigeria using Nigerian raw materials, then the
Nigerian content is 100% of the cost.

In all other instances where the product or its components are not of Nigerian origin, then
the Nigerian content is simply the added value to the product by Nigerians (working in a
company registered and domiciled in Nigeria) in the course of assembly, product finishing
and delivery.

For consistency and ease of calculation in cases where the value added cannot be easily and
objectively determined, this shall be regarded as the price of the product as charged to the
COMPANY less the foreign elements of the costs made up of:

- Cost of importing raw materials including Insurance & Freight;


- Import duties plus other clearing costs such as taxes & levies (NPA, ECOWAS fund,
etc.)
- Any other costs incurred in the course of importation.

For items purchased from the Nigerian market where the determination of the above costs
will be laborious and time consuming, the following percentages for Nigerian Content shall
be assumed2:

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Description % Nigerian Content
Imported (sourced directly from foreign 0
company)
Imported (but sourced through local 5
company)
Assembly done in Nigeria 20
Manufacturing done in Nigeria with over 40
60% of input materials being imported or
less than 40% local input materials
Manufacturing done in Nigeria with over 100
60% of the input materials being local
materials

Also, please note that where services are procured through a local sub-contractor, a mark-up of
5% on sub-contracted services would be awarded as Nigerian content.

4.3 Capital Assets/Equipment

A prime objective of Nigerian Content development is to encourage increased investment in


manufacturing & fabrication facilities.

This item refers to costs incurred in the acquisition/development of capital assets and
infrastructure in Nigeria as it relates to the delivery/execution of a project, the provision of a
service or the manufacture of components for direct input into a project.

The goal is to recognise the contribution of the Asset/Equipment to Nigerian Content in


monetary terms. This will be the total cost of the Asset/Equipment less the taxes and import
duties paid3 subject to the next paragraph.

As Capital assets by their nature are of a permanent nature and expected to have a useful life of
several years the following guide is applicable:
100% of the cost where the useful life of the Capital Asset is less than the contract duration or
the asset has a zero or negligible realisable value at the end of the contract.
In all other cases i.e., where the asset life is longer than the contract duration, the value to be
considered for each contract shall be apportioned on the basis of the time spent on the contract
multiplied by the cost spread over the useful life of the asset –

(cost/asset life (months) X number of months spent on contract)

3
This is for consistency with the method used for materials and the overall guideline
that taxes & duties are expressly excluded from the computation of Nigerian content.
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Where an equipment is leased, the Nigerian content will depend on the category of the owner/lessor
companies weighted as follows: Wholly Indigenous - 100%; Majority Nigerian Shareholding Company
- 75%; Alliance or Joint Venture between an Indigenous & a foreign company - 50%; Majority Foreign
Shareholding Company - 25% and; Foreign Company - 5%.

4.4 Services/Contracts (Including Sub Contracting)

All services rendered in Nigeria by Nigerians funded in Naira shall be deemed 100% Nigerian
Content.

For sub-contracts, Sub-Contractors shall be expected to provide information at the same


level of detail as the Main Contractor (which shall include details of Nigerian content in
labour, materials, equipment, and sub services) and the total Nigerian content value shall
then be included here.

Statutory payments made to Nigerian governmental organizations for permits, licences, and
levies in order to execute the contract shall not be taken as Nigerian content.

4.5 Reporting
Measurements shall be reported by means of Nigerian Content Monitoring Form attached
as Appendices V.1. CONTRACTOR shall include a preliminary Nigerian Content Plan in the
Technical Tender package. The plan shall be finalized with the COMPANY before contract is
awarded and a copy submitted to COMPANY.

The Plan shall be reviewed and agreed during the Kick-Off meeting and shall form part
of the elements of the Quarterly Business Performance Review (BPR).

After contract award, the CONTRACTOR shall be required to submit monthly reports, which
shall also include details of deviations from the agreed Nigerian Content Plan to the Shell
Authorised Representative. The CONTRACTOR shall notify the COMPANY in writing where
deviations from the agreed Nigerian Content Plan are observed.

At the end of the contract, the CONTRACTOR shall submit a final Nigerian Content report to
the Shell Authorised Representative, which shall be evaluated to rank CONTRACTOR’s
performance as either below target, threshold, on target or above target.

The COMPANY shall officially recognize CONTRACTORS that consistently perform above
target and where specific contractors consistently default, the COMPANY shall flag this and
penalized in accordance with the provisions of the CONTRACT.

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CONTRACTOR’s must familiarise themselves and comply with reporting requirements in the
Nigerian Oil & Gas Industry Content Development Act

ARTICLE 5 – WORK PROCEDURE

5.1 Prior to commencement of WORK under the CONTRACT, the COMPANY shall issue
to the CONTRACTOR, one or more Purchase Order(s) (PO(s)covering the WORK to be
carried out. The PO shall state, among other things, the Value of the WORK, the duration,
the PO Number, the COMPANY Contact Person and any other necessary details as may
be relevant to the WORK.

5.2 On completion of WORK stated under a PO, the COMPANY shall issue to the CONTRACTOR a
Work Completion Certificate (WCC). The WCC shall state the PO number, Service Entry
Number for the WORK and the actual value of the WORK carried out by the CONTRACTOR.
The CONTRACTOR shall thereafter raise an invoice which corresponds to the value on the
WCC, attach the invoice to the WCC and submit to the SHELL Vendor Services Centre in
either Lagos, Warri or Port Harcourt Main Offices for payment in accordance with the
payment terms of the CONTRACT.

5.3 The total PO Value shall mean the maximum anticipated value of WORK to be executed
under the PO for the duration stated on the PO. Notwithstanding the stated total PO Value,
the parties expressly acknowledge that the CONTRACTOR is not entitled to the total PO
value unless the WORK executed and reflected in the Work Completion Certificate(s) (WCC)
aggregate to that value. The total payments due to the CONTRACTOR shall always be limited
to the value of WORK carried out and reflected on the WCC.

ARTICLE 6 - VARIATION TO THE WORK

6.1 Introduction

This article sets out the procedures for issuing Variations to the WORK in accordance with
Section II Articles of Agreement, article headed VARIATION.

6.2 Request for Variation

To request an estimate for a proposed VARIATION to the WORK, the COMPANY shall issue a
formal request in writing to CONTRACTOR. This information shall form an integral part of the
proposed VARIATION for which an estimate is requested.

6.3 Documentation
The CONTRACTOR shall submit supporting documents showing the elements of the prices
and details of the changes to the WORK programme, if any, incorporating the proposed
VARIATION.

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6.4 Approval of Variation

Should the COMPANY wish to proceed with the proposed VARIATION, it shall instruct the
CONTRACTOR in writing to perform the VARIATION using the CONTRACT Variation Form. The
form shall detail the effects of the VARIATION and shall be signed in two originals, one to be
retained by the COMPANY and one by the CONTRACTOR.

ARTICLE 7 - REPORTING

7.1 General

The CONTRACTOR shall keep the COMPANY informed on the progress of the WORK and on
deviations from the WORK programme and trends and events likely to affect the
performance of the WORK and shall promptly provide such reports.

7.2 The CONTRACTOR shall ensure that he submits all the reports as may be specified

during the contract start-up meeting to satisfy the requirements of effective Contract

Management.

7.3 Reporting Procedure

The CONTRACTOR shall provide reports as detailed in the CONTRACT.

ARTICLE 8 - EMERGENCY PROCEDURE GUIDE

In the event of an emergency, the CONTRACTOR shall comply with the latest version of the
Emergency Procedure Guide of THE COMPANY. It is the responsibility of the CONTRACTOR to
ensure that he has such a copy. Copies of this guide may be obtained from the COMPANY
Project Engineer.

ARTICLE 9 - INCIDENT REPORTING PROCEDURE

9.1 Incident Reporting

Pursuant to the provisions of the CONTRACT, the CONTRACTOR shall complete the Incident
Report Form in full and hand over to the COMPANY Representative in the event of:
(a) any loss of, or damage to, or theft of the CONTRACTOR's property or the
property of the COMPANY or any other property involved in the WORK,
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(b) any personal injury to Personnel of the CONTRACTOR or sub-contractors,
(c) any injury to any Third Party,
(d) any automotive incident,
(e) a near miss incident.

A specimen copy of the Incident Report Form may be obtained from the COMPANY
Representative.

9.2 Insurance Claims


In the event of any incident giving rise to an insurance claim, the CONTRACTOR shall, within
seven (7) days of the incident, prepare a detailed report of the incident and deliver to the
COMPANY Representative.

ARTICLE 10 - SUBCONTRACTING PROCEDURE

10.1 Subcontract Document

The CONTRACTOR shall submit to the COMPANY two copies of any proposed Subcontract
prior to issuing any Tender, together with a CONTRACT plan. The CONTRACTOR shall allow a
period of ten days for the COMPANY to review the proposed Subcontract Tender.

10.2 Re-imbursable Subcontracts

Where the cost of the Subcontract is to be reimbursed separately by the COMPANY the
Subcontract shall be subject to competitive tendering with at least three tenderers.
Reimbursement of such cost shall be evidence by submission of Bank statement of transfer
and subcontractor’s receipt of payment.

10.3 Notification to CONTRACTOR

THE COMPANY shall within the ten days specified in Article 10.1 above either notify the
CONTRACTOR to proceed with the Tenders or submit written comments to the
CONTRACTOR concerning the form of the Subcontract Tender, the choice of the sub-
contractor, the part of the WORK to be covered by the sub-contract or the cost of the
proposed sub-contract. The latter shall only apply where the COMPANY is required to
separately reimburse the sub-contractor.

ARTICLE 11 - INSURANCE CERTIFICATES

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11.1 Requirements

Within fifteen working days of CONTRACT signature, the CONTRACTOR shall supply THE
COMPANY with evidence that all the insurance requirements set out in Articles 31 of this
CONTRACT, have been obtained.

11.2 Renewable Insurances

In the event that any of the insurances are renewable during the term of the CONTRACT, the
CONTRACTOR shall provide the COMPANY, no later than fifteen working days after expiry of
the insurances, with evidence of renewal of such insurances.

ARTICLE 12 - PLANNING

The CONTRACTOR shall be fully responsible for all detailed planning and scheduling
necessary to ensure the WORK is completed in accordance with the CONTRACT. The
CONTRACTOR’s planning and scheduling shall encompass all phases of the WORK, including
those performed by its SUBCONTRACTORS.

ARTICLE 13 - DOCUMENTATION AND DOCUMENT CONTROL


13.1 The CONTRACTOR shall be responsible for providing and maintaining all
documentation required for the performance of the WORK, as well as documentation to be
provided for the COMPANY in accordance with the CONTRACT.
13.2 No later than two (2) months after the EFFECTIVE DATE OF COMMENCEMENT OF THE
CONTRACT, the CONTRACTOR shall submit to THE COMPANY a list of all drawings (except shop
drawings, if any) and documents it proposes to create during the course of the WORK.
13.3 Within fourteen (14) days of receipt of the list described in Clause 15.2 above, the
COMPANY shall return it to the CONTRACTOR notated to show which documents
(a) The COMPANY shall approve (e.g. welding specifications and the like),
(b) The COMPANY shall comment on,
(c) Area for information only and,
(d) The COMPANY does not need to see.

ARTICLE 14 - HANDOVER
14.1 When the CONTRACTOR considers that it has completed all work required to enable
HANDOVER of the PERMANENT WORK or part of the PERMANENT WORK to take place, the
CONTRACTOR shall request the COMPANY to issue a HANDOVER Certificate. If the
COMPANY agrees that part or all of the PERMANENT WORK has been completed, it shall
issue the requested HANDOVER Certificate. Alternatively the COMPANY shall inform the
CONTRACTOR of any deficiencies.
14.2 In the event that the CONTRACTOR fails to achieve HANDOVER by a SCHEDULED HANDOVER
DATE and the COMPANY requires use of the PERMANENT WORK or part of the PERMANENT
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WORK on or after the SCHEDULED HANDOVER DATE, then the COMPANY shall issue a
HANDOVER Certificate to the CONTRACTOR. The COMPANY shall detail on the Certificate
that part of the WORK scheduled to be complete but which is not complete.
14.3 A pro forma of the HANDOVER Certificate to be used when administering HANDOVER is
attached as Appendix 4.

ARTICLE 15- COMPLETION AND CONTRACT CLOSURE PROCEDURE

15.1 Completion

Following completion of the WORK under a PURCHASE ORDER and in accordance with the
provisions of the CONTRACT, the CONTRACTOR shall issue to the COMPANY a Notification of
Completion. The COMPANY shall thereupon issue to CONTRACTOR a Work Completion
Certificate (WCC). A specimen copy of the Notification of Completion and the Work
Completion Certificate may be obtained from the COMPANY REPRESENTATIVE.

15.2 CONTRACT Closure Certificate

15.2.1 Within ninety DAYS of issue of the last WCC under the CONTRACT, the COMPANY

shall issue to the CONTRACTOR a CONTRACT Closure Certificate in duplicate.

For WORKS where the provision of the Article headed ‘Defects Correction’ in the Articles of
Agreement is applicable, the calculation of the ninety DAYS period shall become effective
from the expiration date of such Defects Correction Period or, in cases where defects are
corrected, from the expiration of the Defects Correction Period for such corrected defects.

15.2.2 If there are monies due from the COMPANY to the CONTRACTOR, in accordance with the
CONTRACT, the CONTRACTOR shall submit to the COMPANY within 30 days of receiving the
last WCC, an invoice for the monies due, referring to the WCC. The COMPANY shall within
forty-five DAYS of receipt of such invoice pay to CONTRACTOR the final amount of monies
due.

15.2.3 If there are no monies due to the CONTRACTOR or if there are monies due, when these are
paid, then the CONTRACTOR shall sign a copy of the CONTRACT Closure Certificate and
return it to.

15.2.4 When the COMPANY has received from the CONTRACTOR a copy of the CONTRACT Closure
Certificate signed by the CONTRACTOR and the COMPANY is satisfied that all monies due
under the CONTRACT have been settled, then the COMPANY shall close and archive the
account for the applicable CONTRACT.

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APPENDIX V.1_ – NIGERIAN CONTENT MONITORING FORM TEMPLATE

COMPANY NAME:
FORM 1 (LEVEL 0) DETAILS OF EPC/EPIC NIGERIA CONTENT CONTRACTS

MAIN CONTRACTOR : _______________________________ DATE OF AWARD: ____________________________

CONTRACT TITLE: _____________________________________________________________________________

DESCRIPTION OF CONTRACT: _____________________________________________________________________________

TOTAL CONTRACT VALUE: ______________________________________________________________

Report Date: Status Through:

NIGERIAN SUB
NAME OF NC SUB
CONTENT CONTRACT CONTRACT DESCRIPTION
CONTRACTOR
SCOPE** NUMBER^

FEED
ENGINEERING DETAILED
OTHERS
SUB TOTAL
FIXED PLATFORMS
STEEL STRUCTURES (Piles,
Anchors, etc.)
PROCESS EQUIP
FABRICATION
PRESSURE VESSELS
STORAGE TANKS
FPSO INTEGRATION
OTHERS
SUB TOTAL
FIXED PLATFORMS
STEEL STRUCTURES (Piles,
Anchors, etc.)
PROCESS EQUIP
PRESSURE VESSELS
STORAGE TANKS
FPSO INTEGRATION
DRILLING EQUIP
COMPRESSORS & ACCESSORIES
PUMPS & ACCESSORIES
PROCUREMENT ELECTRICAL EQUIPMENT & MATERIALS
INSTRUMENTATION & PROCESS CONTROL EQUIPMENT
OTHER MECHANICAL EQUIP.
PIPES / TUBES / HOSES AND FITTINGS
VALVES AND ACCESSORIES
STEEL / METAL MATERIALS

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APPENDIX V.2_ – NIGERIA CONTENT SPEND MONITORING SHEET

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APPENDIX V. 3 - CERTIFICATE OF MILESTONE COMPLETION

SHELL ………<Insert corporate entity name)

Project:

CONTRACTOR:

CONTRACT No:

CONTRACT Title:

Location:

MILESTONE No. : .................................................................................

CERTIFICATE OF MILESTONE COMPLETION


In respect of the above numbered MILESTONE, SHELL hereby issues to the CONTRACTOR this
Certificate of MILESTONE Completion.

(On receipt of this Certificate the CONTRACTOR shall invoice SHELL for the amount due in
accordance with Section III - SCHEDULE OF PRICES for completion of the above numbered
MILESTONE, specified on the attached MILESTONE Summary Sheet.) Note: Delete if not applicable

This Certificate does not relieve the CONTRACTOR of any of its obligations to SHELL under the
CONTRACT,
nor does it affect any statutory or common-law rights held by SHELL or the CONTRACTOR.

For SHELL

By:

Name:

Title: SHELL REPRESENTATIVE Date:

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APPENDIX V .4 - HANDOVER CERTIFICATE

SHELL……<Insert corporate entity name>……………

Project:
CONTRACTOR:
CONTRACT No:
CONTRACT Title:
HANDOVER CERTIFICATE

In respect of the <Insert ‘PERMANENT WORK’ or some clearly defined part of it>, SHELL
hereby issues to the CONTRACTOR this HANDOVER Certificate.
This Certificate does not relieve the CONTRACTOR of any obligations to SHELL under the
CONTRACT not does it affect any statutory or other legal rights held by SHELL or the
CONTRACTOR.
Capitalised words and phrases in this Certificate shall have the meanings ascribed to
them in the CONTRACT.

For SHELL

By: ............................................... . Name ..................................................

Date of Signature: ...............................................

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APPENDIX V.5 – NOTIFICATION OF COMPLETION

SHELL……<Insert corporate entity name>……………

Project :

CONTRACTOR :

CONTRACT No :

CONTRACT Title :

NOTIFICATION OF COMPLETION

The CONTRACTOR hereby notifies SHELL that it considers its obligations under the CONTRACT to be
fulfilled and requests that SHELL issue a Certificate of Completion

For CONTRACTOR

BY:

(Name and Title)

DATE:

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APPENDIX V.6 – CERTIFICATE OF COMPLETION

SHELL……<Insert corporate entity name>……………

Project :

CONTRACT No :

CONTRACT Title :

CONTRACTOR :

CERTIFICATE OF COMPLETION

In respect of the above CONTRACT, SHELL hereby issues to the CONTRACTOR this Certification of
Completion

On receipt of this Certificate the CONTRACTOR shall invoice Shell for release of the first portion of
the retention monies in accordance with Section II – ARTICLES OF AGREEMENT, the Article headed
TERMS OF PAYMENT

This certificate does not relieve the CONTRACTOR of any continuing obligation to SHELL under the
CONTRACT, nor does it affect any statutory or common-law rights held by SHELL.

FOR: SHELL

BY:

SHELL REPRESENTATIVE

Date of Signature:

COMPLETION DATE:

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SECTION IX - CONTRACTORS AND SUBCONTRACTORS’ MANAGEMENT PLAN

Please attach Contractor’s and Subcontractor’s Draft Plan

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SECTION X - WORKERS' WELFARE MANGEMENT PLAN

Attached is the attached the workers welfare Management plan template.

Please note the following:

1. This is required with regard to the industry-wide drive to improving workers welfare
2. You are to develop this plan using the word document, the attached excel is just
a guide and it is not compulsory for you to fill them
3. It is an urgent MANDATORY requirement for the Contract
4. Building responsibly self-assessment (attached MS Excel) tool could assist you in
identifying gaps within your organization in relations to executing services in your
contract with SNEPCo and any gaps closure mitigative actions required.

Contract Worker Building


Welfare Management Plan TEMPLATE.docx
Responsibly Self-Assessment Tool_MASTER.xlsm

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