FACTORING INSURANCE CONTRACT GENERAL CONDITIONS

FACTORING INSURANCE CONTRACT GENERAL CONDITIONS OP/FI-FACT/034-GC-eng 1

GENERAL CONDITIONS Article 1 - DEFINITIONS For the purposes of this Contract: 1. Arab Origin shall mean, for the purpose of this Contract, the goods or services which are produced, manufactured, assembled, or formed in one or more contracting countries members in the Corporation resulting in clear added economic value; 2. Business Day shall mean any official working day as per regulations in force at the addresses of the Parties to this Contract; 3. Collection shall mean the amounts collected by the Insured or the Corporation in respect of any Insured Debt prior to the payment of a compensation; 4. Contract shall mean this Contract, the General Conditions, the Special Conditions, the Annexes attached hereto and any amendment thereof, all of which shall form an indivisible whole in respect of its binding or legal effects it has on the Contract; 5. Convention shall mean the Convention creating the Corporation as attached hereto, in force as of April 1 st, 1974 and all amendments thereto; 6. Corporation shall mean the Arab Investment and Export Credit Guarantee Corporation DHAMAN -; 7. Credit Limit shall mean the maximum monetary sum determined in the Corporation s Insurance Decision Form, (referred to hereinafter as the Insurance Decision ) and shall represent the maximum liability of the Corporation under the Contract at any point in time. 8. Currency of the Factoring Contract shall mean the currency agreed upon between the Seller and the Insured Debtor as per the Invoices; 9. Due Date shall mean the original or amended date for payment mentioned in the Invoices transferred to and accepted by the Insured as per the terms and conditions of the Factoring Contract; 10. Exchange Rate shall mean in respect of any day, the rate set by the central bank of the Insured Debtor s country applicable to foreign trade payments. If in the same day there were multiple rates or if the rate varies, the average of the exchange rates as offered by the principal banks in the Insured Debtor s country will be adopted. Should it be difficult to ascertain the rate in the concerned day, the afore-mentioned rules shall apply in the nearest preceding day when such rules could be so applied; 11. Factoring Contract shall mean the agreement between the Insured and the Seller whereby the Seller transfers its accounts receivable to the Insured. 12. Governmental Entity shall mean: a- The national, regional or local government of the State of the Insured Debtor, or b- Any legal entity established or managed by the entity mentioned in the preceding paragraph and which the Corporation has the sole and absolute discretion to determine that it is a governmental entity; 13. Guarantor shall mean the original guarantor who undertakes to perform the payment of the Insured Debt in case of failure of the Insured Debtor to pay. OP/FI-FACT/034-GC-eng 2

14. Inception of Debt shall mean the date of acceptation by the Insured of the Invoice transferred by the Seller or the date of reception by the Insured Debtor of the shipped goods or services rendered whichever date is later. 15. Inception of Risk shall mean commencing a procedure, the occurrence of the first event, or where the Insured has obtained knowledge of any information which constitutes or is likely to constitute one of the risks covered by this Contract; 16. Insured shall mean the entity contracting with the Corporation as indicated in the Signing Annex attached hereto; 17. Insured Debt shall mean the value of the Invoices accepted by the Insured Debtor and transferred by the Seller to the Insured who accepted them within the limits and conditions of the Credit Limit decision issued by the Corporation. 18. Insured Debtor shall mean the Seller s client and/or any other entity of whatever capacity or association therewith who performs for its account any of the acts required for the execution of the Sale Contract, provided: - The Insured Debtor is a registered company the Corporation agreed to set a credit limit upon in this Contract and; - The Seller invoiced the Insured Debtor and transferred the Invoices to the Insured; - The Insured accepted the Invoices under the Factoring Contract; 19. Invoice shall mean the invoice sent by the Seller to the Insured Debtor specifying among others the list and value of goods and/or services sold and the maturity date, such Invoice being transferred to and accepted by the Insured as per the terms and conditions of the Factoring Contract; 20. Overdues shall mean the value of any matured and unpaid Invoices transferred to and accepted by the Insured as per the terms and conditions of the Factoring Contract; 21. Recovery shall mean the amounts recovered by the Insured or the Corporation in respect of any Insured Debt for which the Corporation paid compensation; 22. Related Parties shall mean: a- the relationship between the Insured and the Insured Debtor where either one of them owns the majority in the capital of the other, or b- where a third party owns the majority in the capital of each of the Insured and the Insured Debtor, or c- where the Insured or The Insured Debtor is subject to the control or supervision of the other, or d- where the Insured and The Insured Debtor are subject to the control or supervision of a third party. e- the relationship between the Seller and The Insured Debtor where either one of them owns the majority in the capital of the other or where both of them are subject to the control or supervision of a third party. f- the relationship between the Insured and The Seller where either one of them owns the majority in the capital of the other or where both of them are subject to the control or supervision of a third party. 23. Sale Contract shall mean the agreement signed between the Seller and the Insured Debtor for the sale of goods or services at a determined price. 24. Seller shall mean the Insured s client. OP/FI-FACT/034-GC-eng 3

Article 2 - SUBJECT OF THE CONTRACT The Corporation undertakes according to this Contract to compensate the Insured at the compensation rate agreed upon for losses suffered as a result of non-receipt of the value of the undisputed receivables transferred to and accepted by the Insured under the Factoring Contract, provided - such receivables result from the sale within the same Member Country of the Corporation or from a Member Country to any other country of goods and/or services from Arab or non Arab origin as per the rules and regulations of the Corporation; and - such goods and/or services were sold during the life of this Contract; and - the maturity date of the receivables does not exceed three hundred sixty (360) days, even if such date falls after the expiry of this Contract, and - the losses resulted directly from the occurrence of one of the risks covered by this Contract. Article 3 - CONTRACT TERM - The Contract shall be for a term of One (1) year commencing at and expiring on the dates as indicated in the signing schedule attached hereto the Contract. - The Contract shall be extended for similar term(s), unless either party notifies the other party in writing 30 days prior to the expiry of the Contract or any extension thereof. Article 4 - RISKS COVERED A- Unless otherwise provided in the Special Conditions, this Contract covers the following risks: Commercial Risks: 1. Bankruptcy of the Insured debtor, which shall mean for the purpose of this Contract, the issuance of a composition or any act limiting the rights of the Insured Debtor from managing its assets and the same if it is subject to liquidation whether it is voluntary or involuntary except where it relates to a reorganization or merger into another entity without prejudice to the rights of the creditors. 2. The Insured debtor s inability or failure to honor its dues to the Insured provided the Insured respected all its obligations under the Sale Contract. This shall mean for the purpose of this Contract that the Insured Debt will remain overdue despite the expiry of the required waiting period specified in the Special Conditions of this Contract. Non-Commercial Risks: 3. Measures taken by the authorities of the country of the Insured Debtor which substantially restrict the ability to transfer the value of the Insured Debt to currency of the Contract, irrespective of whether the measure taken was made by law, decree, regulation or a decision. This includes the refusal or delay to approve of the transfer, or the imposition of transfer to a currency other than that of the Currency of the Sale Contract to another currency if the imposition results in a loss exceeding One percent (1%) of the value of sum calculated on the basis of the Exchange Rate prevailing on the date of transfer. 4. Any measures taken by the authorities of the State of the Insured Debtor which either prevent the Insured from obtaining its rights from the Insured Debtor or result in the loss of the Insured s rights and ownership in the goods sold under the Sale Contract. OP/FI-FACT/034-GC-eng 4

5. The Insured Debtor s inability or failure to honor its dues to the Insured where the Insured Debtor is a governmental entity or the government owns majority share therein, or a public entity guaranteed by the government. 6. Any military action emanating from the state of the Insured Debtor or from a foreign entity which directly affect the Insured Debtor s tangible assets, as well as all public civil disturbances such as revolutions, Coups d Etats, insurrections and acts of violence of a public nature having the same effect, which directly result in the Insured Debtor s inability or delay to effect payment to the Insured or non-receipt by the Insured of the amounts due in respect of goods shipped or services rendered. B- For sales of goods and services within the same Member Country of the Corporation this Contract covers only the Commercial Risks. Article 5 - EXCLUDED RISKS This Contract does not cover losses arising from: 1. Non-receipt of the value of the Insured Debt which arises from sales made to the Insured Debtor during any period in which the Credit Limit was suspended from the Corporation s side. 2. Non-receipt of the value of an Insured Debt which arises from sales made to the Insured Debtor while there were already overdues exceeding thirty (30) days on the same Insured Debtor. 3. Non-compliance of the Seller with the terms and conditions of the Sale Contract whether the non-compliance is in connection with the Insured Debt or not. 4. Temporary measures taken by the authorities of the country of the Insured Debtor in their legal competence and in conformity with the legislation in force in order to maintain public health, public tranquility or public order and which include the destruction of the sold goods. 5. Depreciation or reduction in the currency's rate of exchange. 6. Delay interests due to the Insured. 7. Interests or any amounts due to the Seller as compensation or as a result of a penalty provision included in the Sale Contract or as a result of a court decision. 8. Any act or measure taken with the Insured s consent or for which he is directly responsible such as amending accepted Invoices or entering into a contract, settlement, or arrangement with the Insured Debtor or Guarantor without the prior approval of the Corporation. 9. Risks arising from the non conformity of the sale transaction with the legal conditions and rules in force in the country of sale and/or import and/or internationally. 10. Bankruptcy or failure to honor the obligations by the Insured Debtor which is a Related Party connection to the Insured and/or the Seller; 11. Nuclear, radioactive, or natural events or catastrophes such as earthquakes, hurricanes and others. 12. Receivables resulting from fraud or forgery. OP/FI-FACT/034-GC-eng 5

Article 6 - CREDIT LIMIT 1. Prior to inception of the Insured Debt, the Insured shall present to the Corporation an application (Annex No. 4: Credit Limit Application Form ) requesting to set a Credit Limit for the Insured Debtor. 2. The Corporation shall issue its approval in writing with respect to setting or modifying a Credit Limit according to Annex No. 5 ( Insurance Decision Form ) which includes the coverage specific conditions. 3. The Credit Limit shall represent the maximum liability of the Corporation under the Contract at any point in time. 4. The Credit Limit shall be valid as of the date mentioned in the Corporation s Insurance Decision. 5. The Credit Limit shall replace any other Credit Limits previously accorded by the Corporation for the same Insured Debtor. 6. Suspending the Credit Limit means the non acceptance by the Corporation of any new transactions from the date of suspension of the Credit Limit. This means that the Corporation is not liable for any Invoices transferred to and accepted by the Insured after the date of suspension of the Credit Limit. 7. The Corporation shall have the right to modify or suspend the Credit Limit at any time. Such modification or suspension shall be in force as of the date mentioned in the written notice sent to the Insured or any other date the Corporation determines thereafter. 8. The Credit Limit shall be reinstated as of the date mentioned in the written notice sent by the Corporation to the Insured. Article 7 -PERIODICAL DECLARATIONS 1. The Insured undertakes to provide the Corporation with a declaration (hereinafter Periodical Declaration ) on the fifteenth day of every month in accordance with the form in Annex 6 ( Periodical Declaration Form ). The Periodical Declaration must include: (a) The value of the Invoices transferred to and accepted by the Insured during the preceding month and the corresponding insurance premiums; (b) The amounts of money received during the preceding month from the Insured Debtor as payments for the previously insured Invoices; (c) The value of the outstanding debts that are pass their Due Date with the Insured Debtor. 2. The Insured undertakes to continue to provide the Corporation with the Periodical Declaration, as per this Article, even if no Invoices were transferred to and accepted by the Insured during the preceding month. 3. The undertaking to provide the Periodical Declaration shall remain as long as the Insured has outstanding debts with the Insured Debtor. OP/FI-FACT/034-GC-eng 6

Article 8 - INSURANCE FEES AND PREMIUMS 1. The insurance premiums and fees shall be deemed payable on their due dates without notice or warning. The Special Conditions in this Contract shall specify the method and dates of payment. 2. The Insured shall pay the insurance premiums as calculated in the Periodical Declaration no later than ten (10) Business Days from the date of the Periodical Declaration. 3. The Corporation shall provide the Insured with an invoice indicating the value of the due insurance premiums for the Insured Debt as noted in the received Periodical Declaration. The invoice shall be deemed valid if the Corporation does not receive any objection from the Insured within seven (7) Business Days from the date of receipt of the invoice. The Insured is obligated to pay, within ten (10) Business Days, any shortfall due to the Corporation if the value of invoice is more than the value of the premiums as calculated in the Periodical Declaration. 4. The Insured agrees to pay and to continue to pay the insurance premiums even in case of Inception of Risk. 5. The Corporation shall not cover losses arising as a result of a risk materialization occurring prior to the Corporation's receipt of the insurance premium, and the receipt thereof after its due date shall not be deemed as a waiver of the Corporation s rights under this Contract. 6. Set-off shall not be claimed by the Insured as a ground for the expiry of the obligation to pay all or part of the premium even if the Corporation admits an obligation towards the Insured. 7. The Insured shall not make a claim for the recovery of any due and paid fee or premium. Article 9 -THE INSURED S BREACH OF ITS OBLIGATIONS 1. If the Insured breaches any of its obligations under any provision of this Contract, the Contract shall be deemed automatically rescinded without the need for the Corporation to obtain a judicial decision or send a notice. 2. Without the need for the Corporation to send a notice or to obtain a judicial decision, the Insured shall lose its right for compensation for any loss in respect of which it breached any of its obligations under any provision of this Contract. Without prejudice to the Corporation s right to indemnification against damages it suffers, the loss of the right for compensation shall revert back to the date of amendment of the insured Invoices or the date of amendment of the Insured Debt and the securities attached to it, or the date of assignment. Article 10 -RISK INCEPTION NOTIFICATION 1. The Insured shall, as soon as it becomes aware of any measure, event or information or managed to obtain, notify the Corporation, in accordance with Annex No. 7 ( Risk Inception Notice Form ), which constitutes any of the risks covered in this Contract together with documentation establishing the same. The Insured undertakes to provide the Corporation with any available or may be obtainable evidence, information or additional documents the Corporation may request later, otherwise the Insured shall forfeit its right to compensation. In all circumstances, OP/FI-FACT/034-GC-eng 7

the Insured s right for compensation shall be forfeited if the Insured does not notify the Corporation of the existence of an overdue within two (2) months from the maturity date of the Insured Debt. 2. The Insured shall notify the Corporation of all payments it receives for Overdues of which the Corporation has previously received a Risk Inception Notice Form. Article 11 - RISK MATERIALIZATION An incepted risk shall be deemed materialized when the waiting periods, as noted in the Special Conditions of this Contract, have expired. Article 12 - COMPENSATION APPLICATION Unless the Insured submits an application for compensation as soon as the waiting period has expired, or within three (3) months after its expiry in all cases, the Insured s right for compensation shall be deemed forfeited. Article 13 - CONDITIONS FOR ENTITLEMENT TO COMPENSATION In order to be entitled for compensation, all of the following conditions must be present: 1. the loss for which compensation is claimed must have arisen directly from the materialization of one of the risks covered by the Contract, and 2. the risk in question must be in connection with an Insured Debt which incepted during the life of the Contract, and 3. the Insured must have paid the due insurance premiums pertaining to the Insured Debt referred in the preceding paragraph, and 4. where the risk pertains to provisions referred to in paragraph 3 of Article 4, the Insured must provide evidence that amounts due have been irrevocably deposited and designated for oversees transfer, and 5. the Insured must have not breached any of the obligations under this Contract and/or the Sale Contract and to prove, when required, that it performed such obligations. Article 14 - COMPENSATION ENTITELMENT DECISION 1. The Corporation shall notify the Insured in writing of its decision regarding compensation entitlement within thirty (30) Business Days from the date of fulfilling all the conditions for compensation. 2. The Corporation s compensation entitlement decision shall become final where the Insured does not commence arbitration procedures, provided for in this Contract in Annex No. 8, within thirty (30) Business Days from date of receiving the Corporation s decision. The Insured shall be barred from commencing arbitration procedures if it commenced procedures of subrogation of the Corporation to its rights prior to the expiry of the previously noted period. Article 15 - DISTRIBUTION OF PAYMENTS Regardless of any contrary agreement made between the Insured and third parties, the Insured hereby agrees that monies received from the Insured Debtor or Guarantor prior to the payment of the compensation shall be distributed as follows: OP/FI-FACT/034-GC-eng 8

1. for paying value of the Insured Debt if such monies were designated for such payment, and/or 2. in accordance with the chronological due date whether such monies were or were not designated for the payment of non-insured debts, and/or 3. Proportionally in case such monies were designated for the payment of insured or non-insured debts. Article 16 LOSS CALCULATION METHOD 1. Loss for which compensation is paid shall be calculated as of the day following the expiry of the required waiting period for risk materialization. The loss is calculated on the basis of the value of the Insured Debt less: (a) Payments received by the Insured from the Insured Debtor until loss calculation date. (b) The amounts which the Insured was entitled to deduct as an advance payment or as a result of set-off or a counter-claim and that were not deducted. (c) Fees and commissions not paid by the Insured as a result of ascertainment of loss. (d) Monies received by the Insured, including but not limited to the proceeds from securities or guarantees, proceeds from the resale of repossessed goods, or any other monies belonging to the Insured Debtor that are in the hands of the Insured and that can be seized. 2. Where the current outstanding debt on the Insured Debtor is determined by a court order or a final arbitration award made upon a dispute between the Insured and the Insured Debtor with respect to the Sale Contract, the order or decision shall be adopted for loss calculation. 3. Calculations for loss compensation shall not include, under any circumstance, delay interests due to the Insured or amounts that shall be due to the Insured as compensation or as a result of a penalty provision included in Sale Contract between the Insured and the Insured Debtor. Article 17 - PERCENTAGE OF COMPENSATION The Insurance Decision shall specify the percentage of compensation for materialized losses. It shall also specify the percentage of loss to be borne by the Insured which it shall not insure, assign or transfer to any third party. Article 18 - COMPENSATION PAYMENT 1. The Corporation shall pay the compensation it determines within one (1) month from the date which the Insured completes the subrogation measures. 2. The Insured s entitlement for compensation shall be forfeited if it fails to specify to the Corporation the method of payment of compensation within one (1) year from the date of informing the Insured of the decision of its entitlement for compensation. 3. The Corporation shall not be liable for any late payment interests resulting of the Insured s failure to specify to the Corporation the compensation payment method. 4. Unless the Insured commences arbitration procedures as per annex 8 attached hereto, the Insured s entitlement for compensation shall be forfeited if it fails to complete the subrogation measures within six (6) months from the date the Insured was notified of the compensation decision unless the subrogation process failed for reasons relating solely to the Corporation. OP/FI-FACT/034-GC-eng 9

5. Except where a claim is subject to arbitration between the Corporation and the Insured, or a court action or arbitration between the Insured and the Insured Debtor, the Corporation shall not pay compensation after three hundred sixty (360) days from inception date of a covered risk. Article 19 - DISPUTES BETWEEN INSURED AND INSURED DEBTOR 1. If the Insured Debtor totally or partially contests the Insured s right regarding the Insured Debt, and if it appears to the Corporation that the dispute is legitimate or serious, the Corporation may postpone the payment of compensation until the dispute has been resolved in favor of the Insured either by a final court judgment or a final arbitration award. 2. The Corporation may not, on the grounds of the existence of a dispute, refuse to pay the compensation to the Insured where the latter provides evidence to the Corporation and the Corporation decides, in its sole and absolute discretion, that the dispute is groundless or that the true reason for the loss is due to the Insured Debtor s financial difficulties. Article 20 INSURED - SUBROGATION OF THE CORPORATION ON BEHALF OF THE 1. For compensating the Insured, the Corporation shall be legally subrogated to the rights of the Insured under the Sale Contract and any other collaterals and securities the Insured may have obtained from the Insured Debtor. 2. The Corporation shall acquire the Insured s rights it is subrogated to in the same characteristics, annexes, collaterals and securities. 3. The Insured shall, immediately when required by the Corporation, make all assignments and/or transfers and/or endorsements and/or powers of attorney necessary for the subrogation of the Corporation to its rights and shall deliver all documents substantiating the making of such matters, particularly those concerned with Insured Debt and securities, and shall take necessary measures to effect such subrogation in respect of claims and proceedings which the Insured has initiated for the protection of the rights impacted by the insured risks and the rights it acquires as a result of risk materialization. 4. The Insured warrants to the Corporation that the documents and bills transferred to the Corporation are true in accordance with their terms and that the signatures thereupon are authentic and signed by duly authorized persons, and that they are enforceable in accordance with their terms, and that the rights they represent are free of any liabilities, encumbrances, third party claims or interests or other hindrances except for the risks causing the compensated loss. 5. The Insured shall refrain from taking any action which may impair or affect the rights subrogated to the Corporation. 6. The Corporation may ask the Insured to maintain its subrogated rights, in which case the Insured shall be deemed as a representative and attorney of the Corporation with respect to such rights. The Insured may not incur any costs in representing the Corporation except after obtaining the prior written consent for such costs. The Insured may not disclose its capacity to third parties, unless required by law. Article 21 - RECOVERY 1. Amounts recovered shall be designated exclusively to settle Insured Debt losses. OP/FI-FACT/034-GC-eng 10

2. Amounts recovered shall be distributed between the Corporation and the Insured in proportion to each party s percentage of loss. Article 22 - RECOVERY AND COLLECTION COSTS The Corporation and the Insured shall absorb recovery and collection costs regarding the Insured Debt for which a Risk Inception Notification was made by the Insured, each in proportion to the applicable percentage of loss. Article 23 - AMENDMENT OF INSURANCE CONTRACT 1. The Corporation shall have the right to amend the terms of this Contract for consistency with the Convention establishing it, or any subsequent amendment without the consent of the Insured. 2. An amendment made in accordance with the preceding paragraph shall become effective with respect to Insured Debt thirty (30) day after advising the Insured of the amendment in writing. 3. Where the Credit Limit is cancelled or modified, the cancellation or modification shall become effective as of the time the Insured was advised of such matter, but such shall not apply to Insured Debt that incepted prior to that time. Article 24 - RIGHT TO INSPECT The Insured agrees to allow the Corporation to carry out its right to inspect the information and documentation pertaining to the Insured Debt and to enable it to verify such information and documentation, including ascertaining that the Insured has fulfilled its obligations and filed notices in a complete, accurate and true manner. Article 25 - NATIONALITY PRE-REQUISITE The Insured and the Seller must comply with the nationality prerequisite as required by Article 17 of the Convention attached hereto in annex No. 1 as of the date of concluding this Contract and until the filing of a Risk Inception Notice. Where the Insured and/or the Seller lose this prerequisite, the Contract shall automatically be terminated without notice or warning as of the date of loss of nationality. Article 26 - TRANSFER AND ASSIGNMENT 1. The rights and obligations provided for by this Contract shall be transferred by operation of law to the general successor if it satisfies the conditions of eligibility for the insurance stipulated in the Convention establishing the Corporation. 2. Without prejudice to paragraphs 3, 4, and 5 of this Article, the Insured may, subject to obtaining the prior written consent of the Corporation, assign to third parties any or all of the following rights and obligations only: (a) Payment of insurance premiums as per provisions of Article 8, and/or (b) Risk inception notification as per provisions of Article 10, and/or (c) Submitting a compensation application to the Corporation as per provisions of Article 12, and/or (d) Receiving the compensation as decided by the Corporation. 3. Insurance eligibility conditions according to the Convention must be satisfied by third parties to whom the assignment was made and who by accepting the assignment shall be deemed to have been notified of the provisions of paragraphs 2, OP/FI-FACT/034-GC-eng 11

4, and 5 this Article and therefore does not become a party to this Contract under any circumstance. 4. The assignment shall not become effective except as of the date specified in the Corporation s decision referred to in paragraph 2 of this Article. 5. Notwithstanding provisions of paragraph 2 of this Article, the Insured shall remain the only party contracting with the Corporation under this Contract. Article 27 - REFUND OF INCORRECTLY PAID COMPENSATION 1. Without prejudice to the Corporation s right to terminate this Contract and sue the Insured for damages, the Insured shall refund incorrectly paid compensation, notwithstanding its breach of any of its obligations under this Contract, its failure to meet the conditions of entitlement to compensation, or in excess of the compensation to which it is correctly entitled. 2. The Corporation s right for refund of incorrectly paid compensation shall be barred upon the lapse of three (3) years from the date it has become aware of its right for refund. This right shall in all cases be null and void upon the lapse of fifteen (15) years from the date on which payment of compensation is paid. 3. Against compensation refund, the Corporation must return to the Insured any right previously assigned or transferred to the Corporation so long as it is related to the compensation being refunded pursuant to this Article. Article 28 COMPUTATION OF DATES In all cases where the Contract requires taking a measure within a certain deadline and if the last day happens to be an official holiday for the party required to take the measure, the deadline shall be extended to the next Business Day. Article 29 NOTICE Any demand, notice or matter addressed by one party to the other as per provisions of this Contract shall be in writing. The demand shall be deemed to have been submitted and notice or measure legally actuated, if it was delivered to the other party to its address mentioned in the Contract (or any amendment thereto) during the business hours, whether such delivery was made by registered mail with receipt acknowledgment, by cable, in person, or by email. The Corporation shall be notified and advised of matters pertaining to this Contract to the attention of: The Arab Investment and Export Credit Guarantee Corporation, Shuwaikh, Intersection of Jamal Abdul Nasser Street and Airport Road, P.O. Box: 23568, Safat 13096 Kuwait Telephone: (965) 24959000-24959555 Fax: (965) 24959596/7 Email: operations@dhaman.org The Insured shall be notified and advised of matters pertaining to this Contract to the address specified in the Signing Schedule. Article 30 - ENTIRE CONTRACT This Contract, the Convention establishing the Corporation and all amendments thereto, the General Conditions, the Signing Schedule, the Special Conditions and all annexes attached to this Contract form the entire Contract and understanding between the parties. Any matter outside the documents, contracts and annexes referred in this Article, whether oral or in writing or is dated prior to the date of this Contract does not form part of the OP/FI-FACT/034-GC-eng 12

Contract and understanding between the parties, save and except if it was with the written consent of both parties and dated after the date of this Contract. Article 31 - LANGUAGE OF CONTRACT The language of this Contract is Arabic which shall be the language of reference and interpretation of the Contract. Should a dispute arise regarding the content or meaning of the Contract or any document relating to it, the Arabic version shall prevail and translation into Arabic shall be made by an accredited translator where necessary. Article 32 - DISPUTE SETTLEMENT Disputes arising between the parties shall be settled by arbitration according to the procedures and rules as attached in this Contract in annex no.8 (Dispute Settlement Procedures). OP/FI-FACT/034-GC-eng 13