BOURI NEW FLOATING STORAGE OFFLOADING (FSO) PROJECT Engineering Procurement Installation Commissioning (EPIC)

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1 MELLITAH OIL AND GAS B.V. BOURI NEW FLOATING STORAGE OFFLOADING (FSO) PROJECT Engineering Procurement Installation Commissioning (EPIC)

2 PAGE 1 TABLE OF CONTENTS 1. PURPOSE 2 2. PROJECT DESCRIPTION AND LOCATION 2 3. SUMMARY SCOPE GENERAL SUB SEA PIPELINE SPM SYSTEM FSO VESSEL CLASSIFICATION, RULES AND REGULATIONS 4 5. ENGINEERING DESIGN GENERAL SUB SEA PIPELINE SPM SYSTEM FSO 7 6. DESIGN, RISK ASSESSMENT AND HAZOP REVIEWS GENERAL DESIGN REVIEWS RISK ASSESSMENT HAZOP REVIEW PROCUREMENT GENERAL MELLITAH OIL AND GAS COMPANY SUPPLIED MATERIAL SPARE PARTS AND TOOLS 9 9. TRANSPORTATION, INSTALLATION AND HOOK UP GENERAL COMMISIONING AND START UP GENERAL START UP DOCUMENT CONTROL SCHEDULING 11

3 PAGE 2 1. PURPOSE The purpose of this scope of work is to provide a su mmary of the work to be performed by CONTRACTOR as specified in the CONTRACT. It also outlines the interfaces with other contractors that will be required during the course of the WORK. 2. PROJECT DESCRIPTION AND LOCATION Mellitah Oil and Gas COMPANY is developing plans to replace the existing Floating Storage Offloading (FSO) SLOUG with a new build vessel well before January 2014 at its offshore field BOURI. The Mellitah Oil and Gas COMPANY offshore BOURI FIELD is located 120 km North West of TRIPOLI. A central processing platform DP4 and a satellite platform DP3 were originally designed to produce 150,000 BOPD of tanker s quality crude oil for export. The existing facilities are performing degassing and dehydration of the crude. The treated oil is pumped and stored via 2 (two) 16 sea lines on the FSO SLOUG (Floating Storage and Offloading) permanently moored to a SPM and offloading to a shuttle tanker from the stern of the vessel throughout Floating Hose having the following diameter 40 to 20 and SUMMARY SCOPE 3.1 GENERAL WORK covered by this CONTRACT shall be carried out in three Parts by CONTRACTOR, as described further below. The Work shall include the detailed design, engineering, procurement, fabrication, construction, installation and commissioning of the OFFSHORE FACILITIES and related components. The OFFSHORE FACILITIES consist of the following: - New subsea pipeline including tie-in to DP4 platform to the new FSO location. A Single Point Mooring (SPM) System. A Floating Storage and Offloading (FSO) Vessel. 3.2 SUB SEA PIPELINE The sub sea Pipeline encompasses all components associated with the new FSO loading line from platform to the SPM system. The sub sea pipeline is divided into three segments as follows: A tie-in to the existing topside facilities at DP4 platform including new risers A new pipeline from the existing topside facilities at DP4 to the new SPM location. Tie in segment which connects the sub sea pipeline to the Pipeline End Manifold (PLEM).

4 PAGE SPM SYSTEM The SPM System consists of the following components: External Turret mooring system for the FSO Vessel. A structural connector (as applicable) between the mooring system and the FSO Vessel A crude transfer system between the FSO mooring system and the pipeline end manifold (PLEM) Pile system for the anchoring of the FSO mooring legs. 3.4 FSO VESSEL The FSO vessel consists of a floating storage and offloading vessel that provides a temporary storage facility for the incoming crude oil with a minimum storage capacity of 1,500,000 Barrels, a measuring system for the crude oil to be exported and a tandem offloading system for transfer of the stored crude to an export tanker. Other structural, mechanical, electrical and related systems as specified in subsequent sections are also part of the FSO The FSO requirements are as follows: - The FSO vessel shall be a new build. - The preferred hull size is to be approximately 210,000DWT. - The cargo capacity excluding Slops tanks is 1,500,000 bbls - The FSO shall be a dumb barge and shall have no propulsion and require no marine crew. - The FSO shall have no thrusters. - All ballast tanks will be segregated - Slop tanks must be large and fully coated. - All cargo tanks shall be smooth, coated top 2m down and bottom 2m up, and equipped with a stripping well and pumps. They shall be equipped with Crude Oil Washing Guns (COW) and with tank heating to ensure that the crude temperature does not fall below the cloud point. - As it must be possible to produce into any tank while discharging any tank, or to produce in any tank while entering any tank for inspection & cleaning, there must be two (2) segregated cargo loading/offloading headers and two (2) segregated Inert Gas headers. - The FSO shall have a single integrated central Control Room (CCR) which will include monitoring of key parameters of the machinery spaces and power generating plant. - The FSO power generation shall be preferably be located on deck. Power generation located in the engine room is acceptable, but is less desirable. - The power generation unit shall be a dual fuel unit capable of burning marine diesel oil, and/or produced crude.

5 PAGE 4 - The FSO oil piping, tank and pump systems shall preferably meet oilfield standards rather than marine standards including double block and bleed isolation for cargo tank access. - The FSO shall have living quarters with permanent beds to accommodate 60 persons. A suitable part of the living quarters shall be constructed so that it can be used as a temporary refuge. - The FSO shall have davit launched survival crafts sufficient for the maximum personnel compliment. These crafts shall be accessible from the living quarters or shelters with minimal or no exposure to smoke or fire. - The FSO shall have a davit launched Fast Rescue Craft (FRC). - The FSO shall be equipped with two (2) offshore type c ranes capable of covering the entire laydown area and supplying the living quarters. The cranes should be large enough to be able to assist in overhauling equipment that need repairing. 4. CLASSIFICATION, RULES AND REGULATIONS The OFFSHORE FACILITIES, including the Sub Sea Pipeline, the SPM system and the FSO vessel shall be built in accordance with the rules of the designated Classification Society. The CONTRACTOR shall be fully responsible for obtaining Classification Society review, approval and Classification Certificates for all aspects of the WORK in accordance with the Classification Society Rules. In addition to the Classification Society Rules, the OFFSHORE FACILITIES shall be built in accordance with any applicable Statutory Rules and Regulations for Certification of the OFFSHORE FACILTY. CONTRACTOR shall be fully responsible through the Classification Society for obtaining reviews, approvals and issue of Statutory Certificates for all aspects of the WORK in accordance with any applicable Rules and Regulations. The FSO will be designed and built to internationally recognized codes and standards for the offshore production industry, suitable for operation in the location. The development will fall under the jurisdiction of government entities. The project will be designed in accordance with the following major standards, codes or regulations: - Appropriate Classification Society rules for the design and construction of steel ships. - Appropriate classification society Guidelines for Floating Offshore Installations. - International Convention for the Safety of Life at Sea, 1974 (SOLAS 1974) plus all protocols and amendments. - International load line conference International Convention for the prevention of pollution from ships as modified by the Protocol of 1978 (MARPOL 73/78). - International Convention on Telecommunications 1973 and Radio regulations MODU Code as applicable - International Convention on Tonnage Measurement International Convention for the Prevention of Collision at sea (COLREG) 1972 including amendments - IMO recommendations for limiting the effects of noise and vibrations onboard ships - International Labor Organization (ILO) - Oil Companies International Marine Forum (OCIMF)

6 PAGE 5 - IEC Publications 92: Electrical Installations on Ships In addition to the requirements of Classification and the Statutory Rules and Regulations, the OFFSHORE FACILITIES shall be built in accordance with the Codes and Standards as specified in the Technical Specifications The scope of the Classification Society Involvement shall include, but is not necessarily limited to the following: Design appraisal and approval of detailed engineering Survey and inspection of materials and equipment at source Survey and inspection during fabrication and construction Survey of the FSO vessel prior to each transit voyage and issue of the required Certificates Survey of transportation, installation and commissioning Preparation of the necessary survey reports and certificates indicating compliance with any applicable Rules of the Classification Society and/or other applicable body. CONTRACTOR shall be responsible for all design submittals, in plant construction surveys and test requirements necessary to obtain Classification and Statutory Certification. 5. ENGINEERING DESIGN 5.1 GENERAL CONTRACTOR shall provide all engineering and design services necessary as appropriate for the WORK. The design shall satisfy the following basic requirements: To perform all the required analysis and calculations to satisfy the intended Service Life of 35 years (without dry dock), these analysis should cover but not limited to: - Design Extreme Condition: 100 year return wave, wind and current with FSO connected to SPM. - Design Operational Condition: 1 year return wave, wind and current with FSO connected to SPM, and export tanker tandem moored to FSO. - Furthermore the hull and utilities systems shall be designed for the worst weather conditions likely to be encountered when the vessel is under tow. The required fatigue life of 50 years should consider a safety fac tor of 2 which means at least 100 years in analysis with the Class Notation in relation. Provide for continuous, safe and efficient operations, requiring only intermittent and scheduled maintenance. In compliance with the requirements of the Classification Society, Regulatory Agencies, etc.

7 PAGE 6 Suitable to be efficiently constructed, transported and installed at site. Suitable to provide protection against environmental pollution. Suitable to achieve the specific design life, with routine in service maintenance and under water survey requirements of Classification Society to be carried out by OWNER. Engineering and design WORK shall include, but not be limited to: surveys and investigations; to develop a hull analysis procedure that uses a combination of computer analysis and model testing; calculations to size and verify the adequacy of materials, equipment and other facility components; preparation of material and equipment specifications; material take-off lists; equipment layout, reviews of Vendor documentation to ensure that equipment is compatible with the facility and overall system design, engineering of interfaces between Pipelines, Mooring System and FSO, mechanical and electrical systems and equipment, detailed fabrication, construction and installation drawings, procedures and specifications; start up procedures; operation and maintenance manuals including normal, abnormal and emergency operations; Vendor data books and as built drawings. 5.2 SUB SEA PIPELINE Engineering and Design WORK associated with the Sub Sea Pipeline shall include, but not be limited to, the following: Review Mellitah Oil and Gas COMPANY existing facilities design data and drawings if required. Geophysical, Geotechnical surveys for pipeline route, PLEM location and Mooring anchoring or piling locations Pipeline route selection and alignment. Verify pipeline size and grade of pipeline material. Develop technical specification. Pipeline detailed design. Pipeline riser design. Corrosion protection design. Pipeline installation analysis. Riser installation analysis. Welding and testing procedures. Hydrostatic testing. Flow analysis/ hydraulic analysis. PLEM Design. Detailed fabrication procedures for the PLEM. Detailed transportation procedures for the PLEM.

8 PAGE 7 Detailed installation procedures for the PLEM. Pigging and Gauging procedures. 5.3 SPM SYSTEM Engineering and design WORK associated with the SPM System shall include, but not be limited to, the following. 5.4 FSO Site selection and survey. Mooring system engineering, design and fabrication. Mooring system transportation. Mooring system installation method. Crude oil transfer system from PLEM to FSO. Possible Electrical Export System from existing DP4 platform to new FSO including electrical swivels, cables, transformers, etc. Welding and testing. Corrosion resistance coating. Cathodic protection. Proof loading testing. Hydrostatic testing. Engineering and design work associated with the FSO vessel shall include, but shall not be limited to, the basic and detailed design and engineering of the following systems and components including primary steel work, all interconnecting pipe work, pipe supports, instrumentation, cabling supports and secondary steel work. Hull structure. Accommodation structure and outfitting. Hotel utilities. Helicopter landing platform. Hawser handling and load sensor alarm system. Crude oil handling system: piping, cargo pumps and hydraulic systems. Crude oil inlet piping and inlet manifold. Crude oil offloading system: piping, export meter, prover and offloading manifold and offloading hose reel. Tank gauging. Inert gas system. Ballast pumping system. Marine growth inhibition system.

9 PAGE 8 Power Generation system. Mechanical Equipments. Electrical systems. Instrumentation and control system. Oily water treatment system. Cathodic protection system. Coating systems. Fire and Safety systems. Navigation and communication systems. Material handling system. Hull Monitoring system. 6. DESIGN, RISK ASSESSMENT AND HAZOP REVIEWS 6.1 GENERAL In addition to the design review process specified in the Coordination procedure, CONTRACTOR will be responsible to a series of scheduled design reviews, risk assessment and hazardous operations (HAZOP) reviews as described in the following sub sections. 6.2 DESIGN REVIEWS CONTRACTOR will demonstrate by means of two (2) supplemental detailed design reviews that the design is safe, reliable, efficient and in accordance with Mellitah Oil and Gas COMPANY s requirements. These reviews will be separate and distinct from Classification Society reviews, the risk assessment and HAZOP. 6.3 RISK ASSESSMENT Mellitah Oil and Gas COMPANY and CONTRSACTOR will jointly conduct two (2) scheduled risk assessments of the OFFSHORE FACILITIES. The first risk assessment will be at design completion following the 100% design review. Second risk a ssessment will be at approximately 50% construction completion. These assessments will look at the potential hazard events, evaluate risk scenarios and review planned safeguards or identify additional; safeguards that may be included in the design, construction or operation to reduce risk. 6.4 HAZOP REVIEW Mellitah Oil and Gas COMPANY and Contractor will jointly conduct a HAZOP study of the OFFSHORE FACILITIES following the risk assessment at the detail design completion but prior to CONTRACTORS construction and installation activities. Mellitah Oil and Gas COMPANY may elect to perform subsequent HAZOP studies at the OFFSHORE FACILITIES construction and installation completion and prior to the execution of critical stages of the WORK.

10 PAGE 9 7. PROCUREMENT 7.1 GENERAL CONTRACTOR shall purchase or provide materials, equipment and services for the OFFSHORE FACILITIES and shall arrange to deliver these materials and equipment to the WORKSITE. CONTRACTOR is responsible for the quality of materials and equipment and shall ensure that all materials and equipment are new. As part of its procurement responsibility, CONTRACTOR shall perform the following functions: Prepare Procurement Specification. Evaluate technical and commercial aspects of proposal. Issue purchase orders for selected materials or equipment. Inspect manufactures of materials or equipment for compliance with purchase specification in accordance with surveillance plan. Prepare a delivery schedule for materials and equipment. Expedite materials and Equipment. Approve payment for purchased items. Store and preserve delivered materials and equipment. 7.2 MELLITAH OIL AND GAS COMPANY SUPPLIED MATERIAL. No material or equipment shall be supplied by Mellitah Oil and Gas COMPANY 8. SPARE PARTS AND TOOLS CONTRACTOR shall procure spare parts and accessories in accordance with the requirements of the Classification Society, regulatory Agencies and manufacturer s standards for all OFFSHORE FACILITIES components. In addition to the above CONTRACTOR shall procure the spare parts and accessories required for testing and commissioning procedures prior to handover to the operating crew. Suitable space shall be provided onboard the FSO Vessel for the storage of spare parts and tools. The spare parts and tools shall be packed by contractor in suitable metallic or wooden boxes separately for each type of machinery, equipment or device in general. Each spare part box shall be marked with identification of its contents and giving the name of machinery, equipment or device for which the spares are.

11 PAGE TRANSPORTATION, INSTALLATION AND HOOK UP. 9.1 GENERAL The OFFSHORE FACILITIES shall be completed, installed, tested and commissioned by CONTRACTOR. The WORK shall be performed in accordance with the requirements of the approved designs, the appropriate specifications and the JOB SPECIFICATION. CONTRACTOR shall prepare the necessary supporting documentation and obtain all necessary permits and government approvals to support the transportation, installation and commissioning activities including the movement of personnel, equipment to the WORK SITE. The transportation schedule shall be timely and in a proper sequence so that installation and commissioning will not be hampered or delayed. CONTRACTOR shall stow, secure, tie down and sea fasten (as applicable) all equipment and materials supplied or installed within its scope of WORK, including OWNER furnished equipment and material, in accordance with the CONTRACT. CONTRACTOR shall provide at least 90 (ninety) calendar days before the appropriate SCHEDULED MILESTONE DATE preliminary up to date data regarding vessel characteristics associated with the transportation to carry out trim and stability calculations. Data shall include but not be limited to hydrostatic curves, trim, longitudinal strength calculations and capacity plan. The data shall be finalized and submitted to OWNER at least fourteen calendar days prior to said SCHEDULED MILESTONE COMPLETION DATE. CONTRACTOR shall provide all necessary labour, equipment and materials required to transport the OFFSORE FACILITIES to the installation site. CONTRACTOR shall provide all services and the necessary towing warranty and procedures required to arrange for the transit voyage of the FSO vessel from the Yard to the installation site. 10. COMMISIONING AND START UP 10.1 GENERAL CONTRACTOR shall develop and implement a commissioning program for the OFFSHORE FACILITIEAS. The CONTRACTOR shall provide qualified personnel to perform the commissioning and any testing required, coordinate the activities, review all test procedures, conduct all checks, prepare all test reports and resolve problems and deficiencies. The commissioning program shall be submitted to COMPANY for approval START UP It is anticipate that the OWNERS operating crew will be on board the FSO vessel during the pre commissioning and commissioning activities at the yard for familiarization. During the installation, commissioning and pre commissioning activities at the WORK SITE the operating crew will remain on board for further familiarization. On the satisfactory resolution of all problems and deficiencies responsibility for operation will be handed over to the OWNERS operating crew.

12 PAGE DOCUMENT CONTROL CONTRACTOR shall develop and maintain a document control program for the WORK in compliance with the COMPANY document control procedures. Hard copies and electronic files of all drawings and documents shall be maintained until transferred to COMPANY. COMPANY shall have read only access to CONTRACTORS document control system. The document control program shall be submitted to OWNER for approval. 12. SCHEDULING CONTRACTOR shall be responsible for all scheduling and schedule control activities require for the performance of the contract. Schedules shall include, but not limited to, job descriptions, milestones, start and completion dates, critical and sub critical paths and equipment deliver dates. The scheduling program shall be submitted to COMPANY for approval.

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