ANNEXURE 10

COMPENSATION RESOLUTION PROCEDURES

1 STATUS OF PROCEDURES

2 INTERPRETATION

2.1 Defined terms

2.2 References to the Code

3 PANEL RESOLUTION

3.1 General

3.2 Timetable and Procedure

3.3 Challenge of the Panel Members

3.4 Effect of Panel Resolution

4 CONFLICT OF INTEREST

5 COSTS

5.1 Costs of the Parties

5.2 Costs of the Compensation Resolution Panel

6 POWERS OF THE AUTHORITY

7 GENERAL

7.1 Notices

7.2 Rights of Parties/Exclusion of Liability

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 1 Status of Procedures

These Procedures constitute the Compensation Resolution Procedures as referred to in:

(a) paragraph 7.4 of Section E;

(b) paragraphs 3.3 and 3.4 of Section H; and

(c) paragraphs 3.4 and 3.5 of Section I,

but do not form part of the Network Code.

2 Interpretation

2.1 Defined Terms

2.1.1 In these Procedures, the following words and expressions shall, unless the context otherwise
requires, have the following meanings:

"Claim" means any claim for compensation arising out of or in connection with:

(a) Transporter Injection Imbalances;

(b) Injection Non-Compliant Gas; or

(c) Offtake Non-Compliant Gas;

“Compensation Notice” means a notice issued by:

(a) a Shipper in accordance with paragraph 7.4.1 of Section E;

(b) a Shipper in accordance with paragraph 3.3.2 of Section H;

(c) the Transporter in accordance with 3.4.2 of Section H;

(d) a Shipper in accordance with paragraph 3.4.2 of Section I; or

(e) the Transporter in accordance with 3.5.2 of Section I;

“Gas Licensee” means a person who holds a licence issued by the Authority pursuant to section 7
of the Act, or is exempted from holding a licence pursuant to section 8 of the Gas Act (Chapter
116A);

“Independent Expert” means a person who:

(a) is not a director, officer, employee or agent of the Authority or a Gas Licensee; and

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 (b) possesses a level of legal and commercial knowledge and expertise that can be applied to
a Claim which is acceptable to the Authority;

“Panel Chairman” means a member of the Compensation Resolution Panel appointed by the
Authority to act in such capacity from time to time;

“Panel Majority” means in relation to a Claim to be resolved by the Compensation Resolution

Panel, a majority (in number) of the votes which have been cast by the Panel Members in favour
of a resolution to the Claim;

“Panel Member” means a member of the Compensation Resolution Panel appointed by the
Authority from time to time;

“Panel Secretary” means a member of the Compensation Resolution Panel appointed by the
Authority to act in such capacity from time to time;

"Parties" means the Transporter and the Shipper or Shippers who are a party to a Claim, and
"Party" shall be construed accordingly;

“Procedures” means the procedures contained herein, as the same may, from time to time, be
modified pursuant to a direction of the Authority; and “Procedure” shall be construed accordingly.

2.1.2 Terms used in these Procedures which are defined in the Act or the Network Code shall have the
same meaning as set out in the Act or (as the case may be) the Network Code.

2.1.3 The headings in these Procedures are used for ease of reference only and shall not be taken into
account in construing these Procedures.

2.2 References to the Network Code

The references in these Procedures to the Network Code are made for the purposes of
interpretation and reference only and no provisions in the Network Code shall (whether in whole
or in part) form any part of or otherwise be incorporated howsoever into these Procedures,
unless otherwise expressly stated.

3 Panel Resolution

3.1 General

3.1.1 All Claims shall be resolved in accordance with these Procedures ("Panel Resolution") and no
party shall commence proceedings in any court in respect of or otherwise in connection with
such Claim.

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 3.1.2 A Claim which is to be referred to or resolved by Panel Resolution shall be resolved by a panel
composed of the Panel Chairman and Independent Experts (if any), which panel shall be referred
to as the “Compensation Resolution Panel”.

3.1.3 In the event of a Claim:

(a) the Authority shall appoint the Panel Chairman as soon as practicably after receipt of a
Compensation Notice;

(b) the Panel Chairman shall determine whether two (2) Independent Experts shall be
appointed to the Compensation Resolution Panel provided that where the Claim pertains
to Compensation Resolution procedures, there shall be two (2) Independent Experts
appointed to the Compensation Resolution Panel;

(c) if the Panel Chairman determines that two (2) Independent Experts shall be appointed to
the Compensation Resolution Panel:

(i) in the event that there are two (2) Parties to a Claim, each Party shall nominate one
(1) Independent Expert within the period stipulated in paragraph 3.2.1(a);

(ii) in the event that there are more than (2) Parties to a Claim, the Parties shall jointly
nominate the two (2) Independent Experts within the period stipulated in
paragraph 3.2.1(a);

(iii) in the event that the Panel Chairman does not receive nominations for two (2)
Independent Experts pursuant to paragraph 3.1.3(c)(i) or (c)(ii) within the period
stipulated in paragraph 3.2.1(a), the Panel Chairman shall appoint the two (2)
Independent Experts on behalf of the Parties within the period stipulated in
paragraph 3.2.1(b).

3.1.4 In the event that during the hearing of a Claim, the Panel Chairman notifies the Authority that he
wishes to cease to be a member of the Compensation Resolution Panel or a vacancy for the
Panel Chairman position otherwise arises on the Compensation Resolution Panel:

(a) if the Compensation Resolution Panel then comprises of the Panel Chairman and two (2)
Independent Experts, the Authority shall, by notice to the Panel Secretary, appoint
another Panel Chairman;

(b) if the Compensation Resolution Panel then comprises only of the Panel Chairman, the
hearing of the Claim shall be vacated and fresh proceedings commenced under a newly
constituted Compensation Resolution Panel following these Procedures.

3.1.5 In the event that during the hearing of a Claim, an Independent Expert notifies the Authority that
he wishes to cease to be a member of the Compensation Resolution Panel or a vacancy for the

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 Independent Expert position otherwise arises on the Compensation Resolution Panel, the Panel
Chairman shall, by notice to the Panel Secretary and the Parties to a Claim, appoint another
Independent Expert.

3.2 Timetable and Procedure

3.2.1 The Panel Chairman shall:

(a) within seven (7) Business Days of his appointment as Panel Chairman, notify each Party of
the Claim and if required under paragraph 3.1.3(b), shall request the Parties to submit their
nomination for the two (2) Independent Experts, within seven (7) Business Days from the
date of such notice;

(b) within fourteen (14) Business Days from the date of the notice under paragraph 3.2.1(a),
establish the Compensation Resolution Panel to hear the Claim in accordance with
paragraph 3.1.3; and

(c) convene a hearing with the Parties (which shall, subject to paragraph 3.3, be convened no
later than seven (7) Business Days after the date of establishment of the Compensation
Resolution Panel) at which the Compensation Resolution Panel shall raise any matters upon
which the Compensation Resolution Panel requires clarification and, if necessary, define
the Claim and give directions as to the future conduct and procedural requirements of the
Claim.

3.2.2 The Compensation Resolution Panel may, from time to time, give such procedural directions in
connection with the Claim as it sees fit.

3.2.3 The Parties shall, not later than five (5) Business Days after the hearing referred to in paragraph
3.2.1(c), submit to the Compensation Resolution Panel and to each other Party written submissions
together with all supporting documentation, information and data which they wish to submit in
respect of the Claim; and the Parties may also submit to the Compensation Resolution Panel a
statement of facts which has been agreed among themselves.

3.2.4 Each Party may, not later than ten (10) Business Days after the hearing referred to in
paragraph 3.2.1(c), submit to the Compensation Resolution Panel and each other Party written
submissions together with any additional supporting documentation, information and data, in
reply to the submissions made under paragraph 3.2.3.

3.2.5 The Compensation Resolution Panel shall disregard any documentation, information, data or
submissions supplied or made by any Party later than ten (10) Business Days after the hearing
referred to in paragraph 3.2.1(c) unless the same are provided in response to a request from the
Compensation Resolution Panel.

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3.2.6 If the Compensation Resolution Panel shall wish to obtain independent professional assistance in
connection with the Claim, including legal advice and/or technical advice and/or secretarial
assistance:

(a) the Compensation Resolution Panel shall first provide the Parties with details of the name,
organisation and estimated fees of the legal or technical adviser, or secretarial assistant (as
the case may be); and

(b) the Compensation Resolution Panel may engage the legal or technical adviser, or the
secretarial assistant, with the consent of the Parties (which consent shall not be
unreasonably withheld) for the purposes of obtaining such advice or assistance as the
Compensation Resolution Panel may reasonably require.

3.2.7 Any communications between the Parties and the Compensation Resolution Panel shall be made
or confirmed in writing and a copy of such communications shall be provided simultaneously to
the other Party(ies).

3.2.8 At any time after the period referred to in paragraph 3.2.4 expires, the Compensation Resolution
Panel may (but shall not be required to) convene a subsequent hearing or hearings upon giving
the Parties reasonable notice.

3.2.9 Each Panel Member shall be entitled to one vote and the Compensation Resolution Panel shall
resolve a Claim by Panel Majority and submit its resolution (the “Panel Resolution”) in writing to
the Parties not later than twenty (20) Business Days after the hearing referred to in paragraph
3.2.1(c) or such other time as may be agreed by the Parties in writing.

3.2.10 If any Panel Member becomes unwilling or unable to act, or does not act, on the matter in
respect of which he is appointed, then the Authority shall replace the Panel Member in
accordance with paragraphs 3.1.4 and 3.1.5.

3.2.11 All hearings held in connection with the Claim shall be held in Singapore and shall only take place
if all Parties have been notified in accordance with this paragraph 3.2 that such hearing is to take
place.

3.3 Challenge of Panel Members

3.3.1 Any Panel Member may be challenged if circumstances exist that give rise to justifiable doubts as
to the Panel Member’s impartiality of independence.

3.3.2 A Party may challenge the Panel Member nominated by him only for reasons of which he
becomes aware after the appointment has been made.

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3.3.3 A Party who intends to challenge a Panel Member shall send a notice of challenge within
fourteen (14) days after the circumstances mentioned in paragraph 3.3.1 or 3.3.2 became known
to that Party.

3.3.4 The notice of challenge shall be sent to the Authority, the other Party(ies), and the Panel Members
including the Panel Member who is being challenged. The notice of challenge shall be in writing
and shall state the reasons for the challenge. The Authority may order a suspension of the hearing
of the Claim until the challenge is resolved.

3.3.5 When a Panel Member is challenged by one Party, the other Party(ies) may agree to the
challenge. The challenged Panel Member may also withdraw from his office. In neither case does
this imply acceptance of the validity of the grounds for the challenge.

3.3.6 In instances referred to in paragraph 3.3.5, the procedure provided in paragraphs 3.1.3(a), 3.1.3(b)
or 3.1.3(c) as the case may be shall be used to appoint the substitute Panel Member, even if
during the initial process of appointing the challenged Panel Member, a Party had failed to
exercise his right to nominate. The time-limit provided in those paragraphs shall commence from
the date of receipt of the other Party’s/Parties’ agreement to the challenge or the challenged
Panel Member’s withdrawal.

3.3.7 If the other Party(ies) does not agree to the challenge and the Panel Member who is being
challenged does not withdraw voluntarily within seven (7) days of receipt of the notice of
challenge, the Authority shall decide on the outcome of the challenge.

3.3.8 If the Authority sustains the challenge, a substitute Panel Member shall be appointed in
accordance with the procedure provided in paragraphs 3.1.3(a), 3.1.3(b) or 3.1.3(c) as the case
may be, even if during the initial process of appointing the challenged Panel Member, a Party had
failed to exercise his right to nominate. The time-limit provided in those paragraphs shall
commence from the date of the Authority’s decision to sustain the challenge.

3.3.9 If the Authority dismisses the challenge, the Panel Member shall continue with the hearing.

3.3.10 The Authority may fix the costs of the challenge and may direct who and how such costs should
be borne.

3.3.11 The Authority’s decision made under this paragraph 3.3 shall be final and shall not be subject to
appeal.

3.4 Effect of Panel Resolution

3.4.1 Subject to paragraph 6, the Panel Resolution shall be final and binding on the Parties except in
the event of fraud or manifest error or failure by any Panel Member to disclose any relevant
interest pursuant to paragraph 4.

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3.4.2 The Panel Resolution shall be enforceable by a court of competent jurisdiction on the same basis
as obligations between private parties.

3.4.3 Except as provided in paragraph 3.4.1, no Party shall commence proceedings in respect of, or
refer to any court, any findings of the Compensation Resolution Panel or the Panel Resolution in
relation to a Claim.

4 Conflict of interests

4.1 Each Panel Member shall confirm to the Authority and the Parties before his appointment that he
does not hold any interest or duty which would or would potentially conflict with the
performance of his duties as a Panel Member or else disclose fully to the Parties any such conflict
or potential conflict.

4.2 If after his appointment to the Compensation Resolution Panel, the Panel Member becomes
aware of any interest or duty which conflicts or potentially conflicts with the performance of his
duties as a Panel Member, the Panel Member shall inform the Authority and the Parties forthwith
of such conflict giving full details thereof.

4.3 Any Party may, within five (5) Business Days of the disclosure of any such conflict or potential
conflict, object to the appointment or continued appointment of the Panel Member, in which
case the Panel Member shall not be or shall cease to be appointed and a Panel Member shall be
appointed in his place by the Authority.

5 Costs

5.1 Costs of the Parties

5.1.1 Each Party shall bear its own costs including, without limitation, costs of providing documentation,
information, data, submissions or comments under these Procedures and all costs and expenses
of all witnesses and other persons retained by it.

5.2 Costs of the Compensation Resolution Panel

5.2.1 The Authority shall decide on the terms of appointment, including any remuneration,
disbursements, fees and other costs of the Panel Members and any professional advisers
appointed by the Compensation Resolution Panel to assist in the Claims process.

5.2.2 Any remuneration, disbursements, fees and other costs of the Panel Members and any
professional advisers appointed by the Compensation Resolution Panel to assist in the Claims
process shall initially be paid by the Transporter on behalf of all Shippers as and when they arise
and the Transporter shall prepare a statement of such remuneration, disbursements, fees and
other costs which have been paid by the Transporter at the end of each Claim.

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5.2.3 A statement issued pursuant to paragraph 5.2.2 shall, if requested by the Authority, be audited by
an independent accountant appointed by the Transporter and the cost of such an audit (which
shall be paid by the Transporter in the first instance on behalf of all Shippers) shall be included as
an additional cost item in a revised statement.

5.2.4 The statement amount referred to in paragraph 5.2.2 or the revised statement amount referred to
in paragraph 5.2.3 (as the case may be) shall be borne by and recovered from each Shipper as a
debt to the Transporter in an amount determined in accordance with the following formula:

STT
Cs = CT x ( ________ )
TST
where:

Cs is the statement amount to be paid by Shipper ‘s’;

CT is the total statement amount;

STT is the sum of the Shipper Aggregate Injection Quantity and the Shipper Aggregate Offtake

Quantity for Shipper ‘s’ in respect of all Balancing Periods at Final Settlement in the Month
to which the Claim relates; and

TST is the sum of the Shipper Aggregate Injection Quantity and the Shipper Aggregate Offtake

Quantity for all Shippers in respect of all Balancing Periods at Final Settlement in the Month
to which the Claim relates.

5.2.5 The Transporter shall invoice the amounts payable by each Shipper pursuant to this paragraph 5
as a “Miscellaneous Invoice” under Section N of the Code.

6 Powers of the Authority

Notwithstanding any provisions contained in these Procedures, all Panel Resolutions shall be
reviewed by the Authority and following such review, the Authority shall endorse, reject, reverse
or modify any Panel Resolution, and such decision of the Authority shall be final and binding on
the Parties.

7 General

7.1 Notices

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 7.1.1 Unless otherwise expressly provided, any document, notice or other communication to be given
to or made by any person pursuant to or in accordance with these Procedures shall be in writing.

7.1.2 Any document (including, but without limitation, any representation, objection or report), notice
or other communication may be delivered to the relevant person or sent by pre-paid registered
letter, facsimile transmission or electronic mail to the address, facsimile transmission number or
electronic mail address of that person specified by that person for the time being as being that
person’s address, facsimile transmission number or electronic mail address and shall be effective
notwithstanding any change of address, facsimile transmission number or electronic mail address
which is not notified by that person.

7.1.3 Each such document, notice or other communication shall be treated as having been given or
made and delivered:

(a) if by letter, 48 hours following posting or on the fifth (5th) Business Day following posting
(if sent by airmail overseas or from overseas) and in proving the same it shall be sufficient
to show that the envelope containing the same was duly addressed, stamped and posted;

(b) if by hand, when left at the relevant address; and

(c) if by facsimile transmission or electronic mail upon receipt by the addressee of the
complete text of the document and in proving the same it shall be sufficient to show that a
successful transmission receipt has been received or the electronic mail was sent.

7.2 Rights of Parties/Exclusion of liability

7.2.1 Nothing in these Procedures shall prevent any person from asserting any rights they may have
under any applicable law or under the Code.

7.2.2 No suit or other legal proceeding shall lie against the Compensation Resolution Panel or any Panel
Member, for anything which is in good faith done or not done in the purported execution of the
functions, powers or duties of such office.

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