LNG STADE GMBH

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INVITATION TO TENDER

In respect of Agreement for Engineering, Procurement, Construction and Commissioning of the Stade LNG terminal

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TABLE OF CONTENT 1. 2. 3. 4. 5.

PREAMBLE DEFINITIONS TENDER PROCEDURE GENERAL INSTRUCTIONS TO BIDDERS FORM OF TENDER

PART I - CONTRACT

Annex A: Form of Parent Company Guarantee; Annex B: Form of Advance Payment Bond; Annex C: Form of Performance Bond; Annex D: Form of Defects Liability Bond; Annex D2: Form of Availability Bond; Annex E: Form of Notice to Proceed; Annex F: Price Schedule; Annex G: Spare Parts List; Annex H: Template for Priced Spare Parts List; Annex I: Insurance requirements; Annex J: Acceptance Tests and Liquidated Damages; Annex K: Approved Subcontractors List; Annex L: Project Time Schedule and Key Events; Annex M: Documents for Endorsement; Annex N: Payment Schedule; Annex P: Form of Escrow Agreement;

PART II – SPECIFICATIONS

APPENDIX A - SCOPE OF WORK APPENDIX B – HSE APPENDIX C – FEED APPENDIX C1 – GEOTECHNICAL APPENDIX C2 - SPECS OUT OF AUTHORITY ENGINEERING APPENDIX C3 - TOPOGRAPHY APPENDIX D - PROJECT SITE FACILITIES APPENDIX E - OPERATIONS AND MAINTENANCE TRAINING PLAN APPENDIX F - PROJECT DOCUMENTATION APPENDIX G – PERMITTING

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1.

PREAMBLE

1.1

This Invitation To Tender sets out the procedure and requirements for the Bidders which have been invited by Owner to submit a Tender for the award of the EPC contract (Engineering, Procurement, Construction and Commissioning) (the “Contract”) and consists of:

(i)

(ii)

this ITT;

the contractual and commercial volumes:

(a)

(b)

(b)

main draft Contract;

Part I of the Constituent Documents, namely Annexes A-P; and,

Part II of the Constituent Documents (Specifications), namely Appendices A-G.

1.2

Owner has sent a request for prequalification, after receipt of a signed non-disclosure agreement (“NDA”),. The candidates which submitted a valid request to participate and which met the selection criteria set forth in this request have been selected by Owner and accordingly informed. Accordingly, these candidates are considered Bidders for the purpose of the Tender Procedure and are hereby invited to submit a Tender in accordance with this ITT.

1.3

The purpose of the Contract is the provision of engineering, procurement, construction, commissioning and testing of the Stade LNG terminal, hereafter called the “Project” which is:

(i)

(ii)

(iii)

(iv)

(v)

fit for the purpose intended;

designed and constructed with health, safety and environmental as primary considerations;

compliant with all applicable legislation;

progressed and completed in strict accordance with the Project Time Schedule; and,

subject to the lowest possible full life cycle cost.

1.4

1.5

1.6

1.7

The Bidder which submits the most economically advantageous Tender in accordance with the award criteria set forth by this ITT will, at the end of the Tender Procedure, be invited to enter into a Contract with Owner, in order to become the Contractor who will perform the Works. The Contract will be based on the documents listed above under section 1.1 and on the Bidder’s Tender, as the case may be amended during the negotiations.

Bidders are required to prepare their Tenders in compliance with this ITT, but may, in addition to their Tender, suggest Options (i.e. ‘alternatives’) which will improve effectiveness and reduce costs. Owner will take into account the Options which meet the minimum requirements laid down by this ITT, and which are within the limits of and in accordance with this ITT (cf. infra section 3.9.4 - ’Options’).

The Tenders shall be prepared and submitted in accordance with the requirements of this ITT, together with any further documents and data which may be issued by Owner during the Tender Procedure, all of which will form the basis of the Contract that will be entered into between Owner and the successful Bidder.

By tendering on the basis of this Invitation To Tender, the Bidders accept unconditionally its content and the procedure for Contract award described therein and agree to be bound by the terms of the Invitation To Tender. Should a Bidder have any objection in this regard, it should notify Owner by registered mail within 20 (twenty) Working Days after receipt of

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this ITT.

1.8

Several templates are annexed to this ITT and must be completed by Bidders. The symbol [●] refers to a field which must be filled in by Bidders. Any text between brackets (e.g. [any text]) relates to standard clauses or alternatives from which Bidders are expected to choose (by providing the requested information or removing the brackets where applicable). Text in italics is purely informative (e.g. [informative text]) and should be removed in the Tenders.

DEFINITIONS

In this Invitation To Tender, except as otherwise expressly provided, defined terms shall have the meanings assigned to them in the Contract, or as assigned to them below:

“STADE LNG Project” or “Project” has the meaning given to it in section 1.3.

“Tender” means a Bidder’s offer to be awarded the Contract pursuant to and in accordance with this ITT.

“Bidder” means a party that has submitted a valid request to participate in accordance with the Qualification and has been selected according to the selection criteria established by this Qualification, and which has therefore – by means of this ITT – been invited by Owner to submit a Tender.

“Clarifications Request” has the meaning given to it in section 3.4.5.

“Closing Date For Clarification Requests” means 12.00 pm (midnight) of the day determined by the Tender Timetable, by which Bidders are invited to submit to Owner their questions and comments on any terms or conditions of this Invitation To Tender (including any suggestion for amendments and/or any suggestion to correct any inconsistencies within the Invitation To Tender).

“Closing Date For Clarification Answers” means 12.00 pm (midnight) of the day determined by the Tender Timetable, by which Owner may provide additional information on the Invitation To Tender on its own initiative or in response to a clarification request received from Bidders.

“Closing Date For Receipt Of Tenders” means the cut-off date for submission of Tenders under this ITT, as per section 3.1.

“Contract” means the contract to be concluded between Owner and the Bidder which has submitted the economically most advantageous Tender, in respect of the provision of engineering, procurement, construction and commissioning of the Stade LNG terminal.

“Contract Rates” has the meaning given to it in section 5.1.10.

“Final Tender” has the meaning given to it in section 3.11.4.

“Invitation To Tender” or “ITT” means this document, including the Annexes hereto, which Annexes all form an integral part of the ITT, all as amended or supplemented by Tender Bulletins.

“Owner” means Hanseatic Energy Hub GmbH, with head office in Hamburg, or any of its affiliated companies.

“Price Sheet” means the part of the Tender, to be submitted by Bidders as Attachment A of their Tender, prepared in accordance with section 5.1 of this ITT, and in the format of the template provided in Annex F of this ITT, where Bidders state their Contract Price.

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“Project” has the meaning given to it in section 1.3.

“Project Time Schedule” has the meaning given to it in section 5.3.1.

“Revised Tender” has the meaning given to it in section 3.11.2.

“Scope of Works” means Appendix A of the Contract, in which the Works to be provided by Contractor are described in detail.

“Tender Bulletin” means a formal written clarification or addition with regard to this ITT, communicated by Owner to all Bidders.

“Tender Timetable” means the timetable set out in section 3.1 of this ITT.

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TENDER PROCEDURE

3.1

Indicative Tender Timetable

The tender procedure shall consist of the following steps:

Step

Date

Reference to this ITT

1

ITT sent to Bidders

ITT Date

Section 3.2

2 Acknowledgment of ITT participation ITT

date

10

Section 3.3

Working Days

3

Site visit Stade

Before 30/11/21

Section 3.5

4 Clarification meeting with Owner

Before 15/12/21

Section 3.5

5 Closing Date For Clarification

31/12/21

section 3.4.5

Requests

6 Closing Date For Clarification

31/1/22

section 3.4.6

Answers

7 Closing Date For Receipt Of Tenders 15/2/22

section 3.6

8 Negotiation phase,

including any

Revised Tenders and Final Tenders

From receipt of first Tenders + 3 months

section 3.11

Please note that the above Tender Timetable for the Tender Procedure is indicative only. It may be modified by Owner at its sole discretion at any time. At present, it is the intention of Owner to complete the evaluation of the Tenders and to carry out the negotiations so that the Contract shall be awarded by the Contract award date. However, Owner gives no warranties whatsoever to the effect that it shall adhere to this indicative date.

3.2

Communication of this Invitation To Tender to the Bidders

3.2.1 Owner has sent this ITT with the various documents constituting the ITT Package to the

Bidders via the Sharepoint application.

Bidders are required to verify that the ITT package is complete, and to acknowledge this,

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as well as its receipt, in accordance with section 3.3 below.

3.3

Acknowledgement of ITT reception

3.3.1 Within 10 Working Days after receipt of this ITT, Bidders are required to acknowledge receipt of this ITT in useable condition, and to confirm their interest to submit a Tender, by returning an e-mail confirmation.

3.3.2

In the event that a Bidder should decline to submit a Tender, such Bidder is kindly requested to provide an explanation of the reasons why it decided not to submit a Tender.

3.4

Clarification Requests / Tender Bulletins

(i)

General

3.4.1 All Clarification Requests regarding any aspect of this ITT shall be made in writing and shall be sent to Owner to: Patrick Degroote / Ignacio Casasempere by e-mail to EPC- Tendering@hanseatic-energy-hub.de who shall serve as Owner’s single point of contact for this ITT in its communications with Bidder prior to the Closing Date For Receipt Of Tenders, and all such Clarification Requests shall clearly indicate the following reference: ‘STADE LNG Project - EPC’.

3.4.2 Except for the above named contact, nobody within Owner’s organisation has any authority to make any representation, nor to provide any explanation or clarification with regard to this ITT prior to the Closing Date For Receipt Of Tenders. Bidders shall refrain from contacting any person within Owner’s organisation in relation to the ITT and/or the Project, other than Owner’s above mentioned single points of contact.

3.4.3 All correspondence shall be in English and clearly indicate Owner’s name and the Project’s

name.

3.4.4 Telephone enquiries will not be accepted.

(ii)

Clarification Requests

3.4.5 Should a Bidder have any question regarding the Tender Procedure or wish to have any part of this ITT (including the annexes) clarified, or should a Bidder discover any discrepancy within this ITT or should there be any doubt as to the meaning thereof, or should Bidder wish to suggest any amendment to this ITT that would, in its view, make it possible to submit a more economically advantageous Tender from the point of view of Owner, Bidder should notify the above in writing (each a “Clarifications Request”), using the excel template attached to the ITT.

Owner will accept maximum 2 (two) bundled Clarification Requests per month and per Bidder.

All Clarification Requests must be sent no later than the Closing Date For Clarification Requests. Clarifications requests submitted beyond that date must be limited to the strict minimum, and will be answered (or not) at the sole discretion of the Owner, without commitment on timing.

(iii) Clarification Answers and Tender Bulletins

3.4.6 Owner may, either on its own initiative or in response to a Clarification Request, provide

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additional information, clarify or amend this ITT Package.

3.4.7 Owner reserves the right to communicate to all Bidders the answers to any Clarification Request, by means of Tender Bulletin(s). The answers which are considered necessary to ensure transparency and equal access to the information shall be communicated to all Bidders.

3.5.8 Only Tender Bulletins can change or supplement this ITT, and only if and to the extent that

this is explicitly stated in a Tender Bulletin.

3.4.9 Tender Bulletins will be sequentially numbered and will automatically form part of the ITT. Bidders shall confirm due receipt of each Tender Bulletin within 2 (two) Working Days of the Tender Bulletin having been sent. By submitting a Tender, Bidders acknowledge that they have received, understood and taken into account all information and requirements included not only in the ITT, but also in all Tender Bulletins.

3.5

Site visit and clarification meeting with Owner

Between the issue of the ITT and the Closing Date For Clarification Requests, Bidders shall have the opportunity to visit the Site. Bidders are entitled to 1 (one) day of visit to the Site of the Project. The date shall be agreed on a first come first served basis at least ten (10) days in advance between the Bidder’s proposed manager and the Owner. Visitors shall strictly comply with the safety regulations at the Site, which will be communicated in advance upon request. Site visit is considered to have taken place even if Bidder has not visited the Site.

Just after the Site visit a clarification meeting will be organised by Owner in the offices in Hamburg or any other location notified by the Owner, to have a complete overview of the Scope of Work.

3.6

Submission of Tenders

Latest on the Closing Date For Receipt Of Tenders, Bidders shall upload the full electronic version of their Tender (all documents to be submitted in both native and pdf format files).

The Tender consists of 2 separate sections:

• Section A: Commercial proposal
• Section B: Technical proposal

Any Tender submitted after the Closing Date For Receipt Of Tenders shall automatically be rejected by Owner.

3.7

Validity of Tenders

3.7.1 Bidders shall submit Tenders in full, strict and unconditional compliance with this ITT (as amended or supplemented by Tender Bulletins, if and when applicable). Should a Bidder not comply with any of the requirements set out in or by this ITT (including the technical and the administrative requirements set out by this ITT), or should a Bidder qualify its Tender in any manner not authorised by this ITT, Owner reserves the right to consider such Tender to be non-compliant with this ITT and to exclude it with immediate effect from the Tender Procedure. However, Owner may, at its sole and absolute discretion request Bidder to re-submit its Tender, rectified for any non-compliance with this ITT.

3.7.2 By submitting a Tender, Bidders automatically waive the application of their respective contractual terms and general terms and conditions. Any reference to the applicability of

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any terms and conditions other than those expressly contemplated by this ITT, or expressly accepted by Owner during the course of the negotiations, shall be deemed non-written.

3.7.3 Tenders must be signed by Bidder’s duly authorised signatories.

In case of a consortium, the Tender must be signed by each member of the consortium, and each such member (thereby) acknowledges and agrees that it shall be jointly and severally liable with the other consortium partners in respect of any liability in connection with both the Tender Procedure and, if awarded the Contract, the Contract.

3.7.4 All prices shall be expressed in Euros, and shall be stated exclusive of value added tax.

3.8

Contract award criteria

3.8.1 The Contract shall be awarded following the commercial and technical evaluation of the Tenders by Owner on the basis of the most economically advantageous Tender, from Owner’s point of view.

3.8.2 The criteria against which the Tenders shall be assessed are provided below, together with

a reference to the relevant Attachment to the Tender.

No. Criteria

(A)

Price and Schedule

Reference to this ITT

Attachment to the Tender

(1)

Price and adherence to Owner’s commercial terms and conditions

(a)

Price - Lump Sum

(b)

Adherence to Owner’s terms and conditions

(2)

Project Time Schedule - improvements

(B) Quality, Technical and HSE

(1)

Quality of work methodology – technical quality of the Tender

(2)

Organisation, subcontractors, suppliers

(3)

Details of HSE policies and plan

5.1

5.2

5.3

5.4

5.5

5.6

A

B

C

D

E

F

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3.9

Lots, Options and Free Variants

(i)

Lots

3.9.1 The Contract is not divided into lots.

(ii) Options

3.9.2 Owner reserves the right, at any stage during the procedure, to decide to pursue the negotiations on the basis of the base case only; or on the basis of considering some of the options hereby presented:

Option 1 (to be quoted later, after submission of the 1st Tender as per Section 3.6):

One small scale jetty to unload and load LNG carriers/LNG bunkering vessels of length up to 186 m and a width of 30m, allowing a draft of 9m with a capacity up to 30,000 m³ located in the south part of the harbour (“LKII jetty”) and its associated interconnection piperack with the storage/regasification facilities;

Option 2 (to be quoted as part of the 1st Tender as per Section 3.6): back-up heating

water system designed to provide additional thermal heat to the Heating Water when the total heat and the total flowrate provided by Dow is not enough to withstand maximum send-out scenarios during winter. The system corresponds to an indirect Heating Water heating system by means of a Heat Transfer Fluid (HTF), which is heated by a direct contact Submerged Combustion heater.

Option 3 (to be quoted as part of the 1st Tender as per Section 3.6): A truck loading

station equipped with up to 4 bays for LNG export via road;

Option 4 (to be quoted later, after submission of the 1st Tender as per Section 3.6):

Preliminary Works including tree cutting, soil improvement/levelling/landscaping, and building demolition;

Option 5 (to be quoted as part of the 1st Tender as per Section 3.6): Defects Liability

Period for construction, civil, architectural, painting, coating, cladding and insulation works to expire ten (10) years after Taking Over, calculated from the Taking Over (5 years extra to what is defined as per Clause 42.1 of the Contract).

(iii)

Free Variants

3.9.3 Tenders may contain Bidder “Free Variants”, i.e. alternatives proposed on the initiative of Bidders. These alternatives can only relate to a base case or, as the case may be, a variant. By submitting a Tender, Bidders acknowledge and agree that Owner has the right, at its own and fullest discretion, to lift some, all or none of these Free Variants.

3.9.4 Bidder shall include in respect of each proposed Free Variant at least the following

information:

(i)

(ii)

(iii)

(iv)

(v)

the reason for the proposed Free Variant;

a precise description of the proposed Free Variant;

effects on the Project Time Schedule, if any;

effects on the Project permitting, if any; and,

financial impact of the acceptance or rejection of this Free Variant, expressed as an

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addition or reduction from the original tendered Contract Price.

3.9.5

In particular, Tenders may propose Free Variants to optimize the Tank Design (however remaining in the envelope of diameter and height, as these are permitting values; or, indicating how tank could be optimized further by increased diameter/height, in which case impact on permitting would have to be assessed with Owner). This could also include a heated slab-on-grade or other proposals.

(ii) Compulsory Variants

3.9.6 There is 1 Compulsory Variant.

3.9.7 The Bidders are obliged to submit a Bid for the base case and for the Compulsory Variants which are an alternative to the base case. The Owner will choose between these alternatives.

Variant 1: Two (2) LNG full containment cryogenic storage tanks (as per DIN EN 14620). The working (useful) capacity of each tank shall be 190,000 m³ (net volume per tank) of the full containment type with an inner shell of 9% Ni alloy, a full post-tensioned concrete outer shell, and concrete outer roof. The annular space between the inner and outer tank, the tank base and the suspended deck will be equipped with thermal insulation that will limit the maximum LNG boil-off rate of a full tank under design ambient conditions to 0.05% of tank content per day based on pure methane.

Owner reserves the right, at any stage during the procedure, to decide to pursue the negotiations on the basis of the Base Case only or on the basis of the Compulsory Variant only.

3.10 Determination of the most economically advantageous Tender

In order to determine the most economically advantageous Tender, and taking into account, as the case may be, the outcome of the negotiations carried out in accordance with section 3.11, Owner shall compare Tenders on the basis of the final configuration Owner has chosen (including the chosen options and variant(s)).

Next, Owner will decide which Variant(s) (if any) it decides to accept/retain, and which Variant(s) it decides to reject.

In accordance with the award criteria determined by section 3.8.2, Owner will then establish 1 (one) single ranking with the Variants which have been withheld, if any.

Owner shall award the Contract to the Bidder which has submitted the most economically advantageous Tender, from the perspective of Owner, on the basis of these criteria, and these criteria only.

3.11 Procedure for awarding of Contract - conduct of the negotiations

3.11.1 The procedure for Contract award consists of the following successive steps.

3.11.2 The first step will be carried out after receipt of the Tender and shall consist of the evaluation of the Tender received by Owner in accordance with this ITT. The compliance of the Tenders with the ITT shall be verified by Owner (see above, section 3.7), and the Tenders which are compliant shall be evaluated on the basis of the award criteria determined by section 3.8.2 of this ITT.

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On the basis of this evaluation, Owner reserves the right either to enter into negotiations with one Bidder only, with (a short-list of) the best evaluated Bidder(s), or possibly with all Bidders. The Bidder(s) with which Owner decided not pursue further negotiations will be placed into a ‘waiting room’, and will be informed thereof.

The general purpose of the negotiations will be to clarify the proposed Tender and to adjust the price proposal of the (short-listed) Tenders, in accordance with the award criteria set out by section 3.8.2 of this ITT.

Short-listed Bidders may be invited to participate to meetings. Bidders should therefore be available and prepared to attend, at Owner’s offices in Hamburg (or, at Owner’s discretion, at Owner’s technical advisor’s offices), detailed technical and commercial meetings within 7 (seven) days of a request to this effect from Owner.

These meetings may include interviews of key personnel indicated by Bidder. Bidder’s attendees should include Bidder’s proposed Contractor’s Representative and other key personnel as requested. Owner reserves the right to invite its ‘Owner’s Engineer’, (potential) lenders and/or key customers to these meetings.

After clarification meetings, Owner may, at its discretion, issue (technical) clarifications, minutes of meeting and possibly additional Tender Bulletins, which Bidders shall (be required to) take into account when preparing their revised Tenders (the “Revised Tender”).

The (short-listed) Bidders shall then be invited to submit a Revised Tender, in accordance with the (up-dated) Tender Timetable (including the Closing Date For Receipt Of the Revised Tenders) which shall be determined by Owner.

3.11.3 The second step will be carried out after receipt of the Revised Tenders. Owner shall evaluate these Revised Tenders, and the marks awarded on the basis of the evaluation of the first Tenders shall, as the case may be, be adjusted in order to reflect the changes included in the Revised Tenders when compared to the original Tenders.

Further meetings (as per section 3.11.2 above) may be organised.

At Owner’s sole and absolute discretion, this process of negotiations and Revised Tenders may be repeated several times, possibly with a decreasing number of short-listed Bidders.

At any stage, should discussions with the short-listed Bidders not lead to satisfactory conclusions or for any other reason, and in compliance with the general principles of equality and transparency, Owner reserves the right to resume negotiations with any Bidder which was previously not short-listed and/or placed in the ‘waiting room’.

3.11.4 The third step will be carried out after receipt of the final Tenders of the Bidder(s) invited

by Owner to submit a best and final offer (the “Final Tender”).

At this stage, further clarification meetings (see section 3.11.2 here above) with withheld Bidders might be organised by Owner, which may at the sole discretion of Owner be limited to discussions regarding the provisions of the Contract.

3.11.5 After all clarifications meetings and receipt of the Final Tenders, the Final Tender with the highest total score as per the Contract award criteria shall be deemed to be the most economically advantageous Tender. Since the Contract Price is only one of a number of award criteria, Owner is under no obligation to award the Contract to the Bidder with the lowest Contract Price.

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3.12 Contract

The contractual relationship between Owner and Bidder/Contractor shall arise as from the execution of the Contract.

3.13 Right to modify or discontinue the procedure

Owner shall retain the right at any time and without compensation to the Bidders to decide not to award the Contract and to modify and/or discontinue the award procedure. At any time, and taking into account the general principles of equality and transparency, Owner may decide to send out corrigenda or addenda to this ITT Package.

GENERAL INSTRUCTIONS TO BIDDERS

4.1

Language of Tenders

4.1.1 Bidders shall prepare their Tenders and all related documents as well as any correspondence

in response to this ITT in the English language.

4.1.2 Supporting documents and printed literature provided by Bidder may be in the original language, provided they are accompanied by an accurate translation in the English language.

4.1.3 For the purpose of interpretation of the Tender, the English language will prevail.

4.2

Tender preparation Costs

For the avoidance of doubt, each Bidder is responsible for the entirety of the costs it may incur in participating in the bidding process and Owner shall have no liability whatsoever for any such costs under any circumstances. No costs incurred by Bidders in preparing, submitting and handling their Tender are reimbursable.

4.3

Tender documents ownership

All documents communicated to Bidders, whether or not part of this ITT, shall at all times remain the sole property of Owner.

Owner retains ownership of all Tenders received under this ITT. Consequently, Bidders are not entitled to have their Tenders returned to them.

4.4

Tender validity period

Bidders shall be bound by their Tenders for a period of 12 (twelve) calendar months as from the Closing Date For Receipt Of Tenders. The validity period of the Revised Tenders and, as the case may be, Final Tenders, shall also be 12 (twelve) calendar months, unless expressly agreed otherwise by Owner. Owner may at all times invite Bidders (including the Bidders which have been placed in the ‘waiting room’ in accordance with section 3.12 here above) in writing to extend the validity period of their (Revised or Final) Tenders.

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4.5

Sufficient information

4.5.1 Bidders are required to examine all information contained in this ITT and to obtain all information they may require to enable them to submit a valid Tender. No claim will be accepted arising out of failure to study the details contained in this ITT, or to obtain such information.

4.5.2

It is Bidder’s responsibility to familiarize itself with the scope of the Works to be performed, conditions, locations of the work, programme and all other conditions requiring consideration, including rules and regulations, authorities and permits to be obtained by Contractor, in order that its Tender will be firm and comprehensive. Owner will not allow for any (FEED) endorsement (period) after Contract award.

4.5.3 Bidder shall be deemed to have fully endorsed the entire Contract Constituent Documents (Part II Specifications) before its Tender, to the exception of Rely Upon Information. Bidder shall be responsible for any discrepancies, errors or omissions in the FEED as if the FEED had been prepared by the Bidder, to the exception of Rely Upon Information. For the avoidance of doubt, should Bidder find inaccuracies, mistakes, discrepancies or missing items in the FEED, which, in its opinion, require Owner to be informed or to make a decision, then it shall promptly upon such discovery inform in writing the Owner, as the case may be (and, in any case, always before submitting the first Tender). Owner shall notify in writing its decision related to said discovery within 15 Working Days of receipt of such a notification of the decision.

Bidder may assume as correct the Rely Upon Information, provided however that the Bidder has the obligation to check that the Rely Upon Information is adequate and sufficient to enable the Bidder to execute the Works (refer to ANNEX M). The Bidder shall notify the Owner before submitting its Tender if any Rely Upon Information is inadequate or insufficient. In the absence, thereof the Rely Upon Information shall be deemed to be adequate and sufficient.

Bidder shall consider the geotechnical reports facilitated by the Owner (refer to APPENDIX C1); but shall investigate in, and subsequently be responsible for any risks resulting from geology and hydro(geo)logy.

4.6

Consortium

4.6.1

In case Bidder is a consortium, the Tender (and, as the case may be, the Revised/Final Tender(s)) must be signed by each member of the consortium.

4.6.2 Each member thereof commits itself irrevocably, by signing the Tender, to put at the disposal of the consortium its capabilities and resources which are necessary for the good performance of the Contract.

4.6.3 All participants in the consortium assume joint and several liability for the performance of

Contractor’s obligations. Provisions to this effect will also be included in the Contract.

4.6.4 The Tender, as an annex to its Form of Tender, must clearly indicate the legal form which the consortium will adopt in case it is awarded the contract (example : temporary partnership, or incorporation of a project company), and should provide the relevant documentation in this respect (e.g. a copy of the ‘temporary partnership agreement’, the ‘Memorandum of Understanding’, etc). In case of a company incorporated for the purpose of performing this project, it must be incorporated at the latest on the date of the execution of the Contract, and the members shall remain jointly and severally liable with the project company for the good performance of the Contract.

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4.6.5 A selected consortium may, in the course of the Tender Procedure, with the prior and written consent of Owner, modify its composition or include additional companies. Any request to this effect shall be accompanied by detailed evidence, satisfactory to Owner, that (a) the proposed new/additional consortium member complies with the selection criteria set forth in the request for Qualification and (b) the amended consortium as a whole continues to comply with these criteria. Once the Contract has been awarded the composition of the consortium may not be changed.

4.7

Subcontractors

4.7.1 Bidders may rely on the capabilities of one or several subcontractors (of any tier) in order to perform the Contract. If Bidders intend to use such subcontractors, this must be clearly indicated in their Tender, as well as the identification and the scope of work of the subcontractors which are already known. The subcontractors or specific vendors shall be added to the list of proposed vendors for review and validation by the Owner.

4.7.2 Owner reserves the right to request that Bidders provide an undertaking from their most important subcontractors, vendors and/or suppliers that they will effectively place their resources, which are necessary for the good performance of the sub-contracted part of the Contract, at the disposal of the Contractor.

4.8

Eligibility

Owner may request at any point in time during the Tender Procedure that a Bidder, as well as each member of a joint venture or a consortium, if applicable, proves that it still complies with the necessary legal, technical and financial requirements and has the wherewithal to carry out the Contract effectively, as stipulated in the request for Qualification, in order for such Bidder to be and remain eligible for participation in this ITT. Failure to comply with any such request from Owner and/or these requirements may lead to exclusion of the concerned Bidder from the Tender Procedure.

4.9

Confidentiality

All information regarding the ITT is confidential (“Confidential Information”), and covered by the NDA. This Confidential Information will only circulate within their organisation and will only be communicated to subcontractors on a need-to-know basis.

4.10 Disclaimer & Liability

4.10.1 Although every care has been taken in preparing this ITT, no representation, warranty or undertaking, expressed or implied, in respect of any error or misstatement by or on behalf of Owner, or any of its directors, managers, employees, servants, consultants, advisors, (sub)contractors or agents is or will be made or given to any Bidder or to any other party. No responsibility or liability will be accepted by Owner or any of its any of its directors, managers, employees, servants, consultants, advisors, (sub)contractors or agents in respect of the accuracy or completeness of this ITT or any omissions there from.

4.10.2 It is to be clearly understood that the issuing of this ITT shall in no way bind Owner to enter into a Contract with any Bidder, nor involve Owner in any financial commitment whatsoever.

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4.11 Law - Jurisdiction

By acknowledgment of the participation to the Tender, Bidders agree that this ITT, the Tender Procedure, and (Revised/Final) Tenders pursuant to it and/or any matter related to or connected in any way with this ITT, shall be exclusively governed by and construed in accordance with German law, and that the German courts shall be exclusively competent for any dispute in this respect.

FORM OF TENDER

Introduction

Bidder’s Tender shall comprise a cover letter together with all required Attachments to the Form Of Tender, as detailed below, fully filled in accordance with the instructions contained within this Invitation To Tender and the Tender Bulletins.

For the sake of clarity, the terms “Annex” and “Appendix” refer to the documents appended to this ITT; the term “Attachment” refers to the documents which Bidders are invited to append to their Tender.

5.1

Contract Price (Attachment A)

5.1.1

In consideration of Contractor’s performance of the scope of the Works and complying with all its obligations under the Contract, Owner will pay the Contract Price computed in accordance with the costs and charges detailed in the Price Sheet. The Contract Price is a lump sum price which shall be the full and only compensation for the complete scope of the Works performed under the terms and conditions of the Contract.

5.1.2 A model ‘Price Sheet’ is provided as Annex F to this ITT. The Price Sheet (Attachment A to the Tender) shall be based on this model. In its Attachment A, Bidder is required to detail its tendered fixed lump sum Contract Price, by filling out Annex F.

5.1.3 A model ‘Payment Schedule’ is provided as Annex N to this ITT. Bidders may suggest amendments to this ‘Payment Schedule’, in Annex N (and to be provided both in hard and in Excel soft copy). The Payment Schedule is a schedule of events/Milestones to which payments are linked. All these events are arranged in groups of monthly achieved events and segregated by engineering, procurement and construction headings. These achieved events shall correlate with the expected progress and activities as per the ‘Project Time Schedule’ (see section 5.3 below). Each achieved event is associated with an incremental percentage of the tendered fixed lump sum Contract Price.

5.1.4 All prices and rates, charges and percentages as detailed or referenced within Bidder’s Price

Sheet shall be stated exclusive value added tax, and in Euros only.

5.1.5 Bidder is also required to provide a cash flow forecast for the duration of the Contract,

identifying quarterly expenditures.

5.1.6 The Contract Price shall include, but will not be limited to, the following:

(i)

(ii)

(iii)

all profit required by Contractor to complete the scope of the Works;

all royalties, licences, patents, fees, etc, not specifically identified elsewhere in this Invitation To Tender;

all required insurances normally subscribed by Contractor, and all insurances specifically required under the Contract;

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(iv)

the costs of all bonds and guarantees required under the Contract, if any;

(v)

(vi)

all manpower, Machinery and Equipment required by Contractor to provide the Works;

all costs required to cover overhead, all direct costs and all other costs such as, wages, wage overheads, payroll burden, fringe benefits, travel allowance, fare, insurance premiums, bonuses, administration costs, attributable consumables, financing costs, supervision, transport, warehousing, loading and off loading, disposal, handling costs, site facilities, etc;

(vii)

all costs relating to health, safety and environmental (HSE) provisions;

(viii) all Spare Parts in the Spare Parts list in Annex G and H; and,

(ix)

all costs related to quality assurance and quality control (QAQC).

5.1.7 Bidder’s tendered Contract Price shall be firm and fixed:

(i)

(ii)

the performance of the Works and shall not be increased in the event that Contractor incurs costs in rectifying deficiencies, errors or omissions in the performance of the scope of the Works, nor in the event of a run-over in the total Contract costs; and,

the whole duration of the Contract and shall not be subject to any cost fluctuations. However, exceptionally, in case Bidder has serious doubts concerning the stability of market conditions that may exist between its (Revised/Final) Tender and Commencement Date, and/or during the envisaged Contract execution period and Bidder can justify that economic price adjustment will become unavoidable, Bidder shall identify and value such economic revisions as a separate item within the Price Sheet. The proposed revision mechanism shall be accepted or not at the Owner’s discretion, and in case of acceptance, the transfer of risk that might result from such (partial) price adjustment clause may be taken into consideration for the appraisal of criterion (2) (‘Adherence to Owner’s contractual terms and conditions’).

5.1.8 Bidder is required to provide a break-down by filling in all white fields of all sheets included

in the template included in Annex F (and to be provided in Excel soft copy).

5.1.9 Bidder is required to submit its information to a suitable level of detail in order to demonstrate its full understanding of the scope of the Works. Rates and prices entered against respective items within these categories include for Contractor the carrying out and complying with all the requirements of the scope of the Works. Any item for which Bidder has not entered a price will be deemed to have been included elsewhere.

5.1.10 Furthermore, Bidder is also required to provide Contract Rates which shall be used in case of approved Variation Orders to the Works, in order to determine adjustments to the tendered fixed lump sum price. These rates shall be used as well for upwards and downwards adjustments, and must reflect Bidder’s true cost structure. Owner reserves the right to reject these rates in case these do not reflect the true cost structure. These rates shall apply to Contractor’s own labour and Contractor’s Machinery as well as those provided by Subcontractors. These rates must be “all-inclusive” and shall include the necessary portion of indirect cost/overhead. Bidder is required to detail in a summary the following subjects:

(i)

(ii)

engineering rates;

labour rates; and,

(iii) Contractor’s Machinery rates.

The final agreed rates between Owner and Bidder will be included within the Contract.

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5.1.11 The information provided by Bidder in Attachment A shall be used by Owner to determine Bidder’s individual scoring against criterion A.1.a (‘Price’). As stated above, Owner may require Bidders to provide justifications or clarifications in case some items of the Contract Price appear unrealistic (abnormally high or low), or in case of (arithmetical) mistakes.

5.2

Adherence to Owner’s terms and conditions (Attachment B)

5.2.1 Bidder is required to submit its Tender entirely in accordance with this ITT. However, Bidder may suggest modifications to the commercial and contractual terms and conditions, such as qualifications or alternative proposals.

5.2.2. For each proposed modification, Bidder shall provide:

(i)

(ii)

(iii)

the reasons;

the suggested rewording; and,

the effects in case of acceptance of such proposal, expressed as an addition or reduction from the original quoted tendered fixed lump sum Contract Price. All commercial qualifications and alternatives proposed by Bidder must be stated clearly and concisely.

5.2.3 Any such commercial and contractual proposals may be considered for acceptance or

rejection at the sole and absolute discretion of Owner.

5.2.4 Notwithstanding the above, Bidder has to keep the number of modifications to a minimum.

5.2.5

In order to propose modifications to the contractual terms and conditions, Bidder is required to collect all proposed modifications in 1 (one) document referring to the original document, which, after having been filled in, shall be attached as Attachment B to its Tender. Any exceptions, qualifications, modifications or amendments proposed elsewhere in Bidder’s Tender shall not be considered by Owner. This document will be used in the negotiation phase until final agreement on all items.

5.2.6 Owner will not accept any (FEED) endorsement (period) after Contract award.

5.2.7 The information provided by Bidder in Attachment B shall be used by Owner to determine Bidder’s individual scoring against criterion A.1.b (‘Adherence to Owner’s terms and conditions’), whereby Owner will take into account the number of proposed modifications (whereby less proposed modifications will be lead to a higher scoring) and, more importantly, the individual and aggregate impact of these modifications on the overall Contract balance (including the risks incurred by the parties, the liabilities of the parties, etc).

5.3

Project Time Schedule – improvements (Attachment C)

5.3.1

In preparing this Contract Schedule, Bidder shall take into consideration the relevant external constraints, conditions, codes and regulations. Bidders shall provide their proposed ‘project time schedule’ (the “Project Time Schedule”), based on the Owner’s proposed Key Events as mentioned in Annex L, including detailed information (up to level 3) of each activity included in the Scope of Works. In their Tenders, Bidders shall demonstrate that they will be able to perform the Works while at all times abiding by the Project Time Schedule. Bidder is required, in relation to its Project Time Schedule, to fully describe its understanding of the Works and to propose a method statement on how to perform the Works. To clarify this understanding, Bidder is required to allocate to each activity:

(i)

the adequate time;

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(ii)

the adequate resources in terms of personnel (manpower histograms and estimated manhours per disciplines/activities); and,

(iii)

the adequate resources in terms of Contractor’s Equipment.

5.3.2 Bidder should identify all tasks or activities to be performed during the performance of the

Works (with a particular emphasis on critical activities).

5.3.3 Bidder is required to submit with its Tender a basic critical path network and interactive

bar-chart displaying the activities duration and logic necessary to perform the Works.

5.3.4 Bidder is required to perform and provide Owner with a risk analysis of its planning, in order to assess the possible delays and the mitigations that could be put in place to avoid those delays.

The risk should be assessed by using Monte-Carlo simulations. All the details of the risk analysis should be provided to the Owner to evaluate the reliability. The risk assessment will consider all credible scenarios that could detrimentally impact the schedule e.g. geotechnical conditions, construction within a live operating terminal, etc. This study shall establish whether the proposed Project Time Schedule (and specifically the LNG tanks) is realistic and achievable.

5.3.5 Bidder shall provide details of:

(i)

(ii)

its current and projected workload and resource availability including manpower histograms for project management, engineering, procurement, construction (pre- fabrication and Site activities) and commissioning, covering the total period of the scope of the Works; and,

Bidder shall provide details of its total current manpower and Machinery recourses available, and separately identify those recourses available for use on this Project and those committed elsewhere.

The information shall be presented in a histogram format identifying resources by discipline.

5.3.6 Bidder shall also provide the information mentioned above for each proposed Subcontractor

(of any tier).

5.3.7 Bidder is required to indicate possible actions for improvement with a positive impact on

the Project Time Schedule.

5.3.8 The information provided by Bidder in Attachment C shall be used by Owner to determine Bidder’s individual scoring against criterion A.2 (‘Project Time Schedule - Improvements’). Owner shall assess the quality, the credibility and the level of details of the Project Time Schedule, which demonstrate a clear understanding of the scope of Works to be performed, an efficient project organisation and allocation of (human and technical) resources and a credible approach as to how the deadlines and the Taking Over Date in the Project Time Schedule shall be respected.

5.4 Quality, Technical and HSE – Quality of work methodology, technical quality of the

Tender (Attachment D)

5.4.1 Bidder is invited to include in Attachment D1 his technical proposal highlighting its compliance to the technical requirements of this ITT complemented by possible optimizations.

The proposed modifications must satisfy the requirements of this ITT Package but may involve technical innovation or some other changes in approach/methods which reduce the

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costs and/or improve the performance of the Project, taken into account its life-cycle costs.

In order to propose modifications:

(i) Bidders must collect the proposals in Attachment D1. Any other method of submitting

modifications will not be accepted by Owner;

(ii) Bidder shall include in respect of each proposed modification at least the following

information:

(a) a clear description of the scope of the proposed modification;

(b)

the reason for the proposed modification;

(c)

the effects (if any) on the Project permitting; and,

(d)

the effects (if any) on the Project Time Schedule; and,

(e)

the effects (if any) on the price, expressed as an addition or reduction from the original tendered fixed lump sum price.

Any proposed modification shall be considered for acceptance or rejection at the sole discretion of Owner.

5.4.2 Quality and reliability of the Equipment that shall be put in place (Attachment D2).

Bidder shall provide details of the main Equipment.

(i)

including:

(a)

(b)

(c)

(d)

(e)

(f)

(g)

(h)

reference list of same type and size;

persons which can be contacted by Owner for sharing experiences;

efficiency numbers;

recommended and priced spare parts list for capital spares;

performance curves;

maintenance requirements;

reliability numbers, MTBF;

technology; and,

(ii)

the basic design of the LNG tanks, including all useful information to assess that the LNG tank will be designed and built in accordance with the EN14620 and the best standards and best available techniques.

5.4.3 Quality and reliability of the technologies and technical Contractor’s Machinery that shall

be used for performing the Works (Attachment D3):

(i)

Bidder shall provide details of the following facilities and Contractor’s Machinery proposed for the execution of the Works:

(a)

(b)

(c)

location for performing detailed engineering and procurement activities;

computing facilities detailing respective main hardware and software facilities available and proposed for the execution of the Works; and,

details of major mechanical Contractor’s Machinery that will be mobilized during the Works on Site, inclusive the approximate duration or durations these Contractor’s Machinery are scheduled to be on Site; and

(ii)

Bidder shall illustrate and provide execution methods for all main activities necessary to complete the Works (such as for instance excavating activities, work

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at height, welding activities, concrete casting activities, etc.).

More in particular, Bidder shall illustrate and provide their Project Execution Plan as per PMI® guidelines and standards, covering all personnel, entities, Equipment, materials, and activities for all phases forming part of the Works. Made of other management plans required to meet the requirements of the Contract. These may include but not be limited to the following:

Project coordination and control plan HSE plan Administration plan QAQC plan Engineering execution plan Procurement execution plan Subcontracting plan Construction execution plan Materials management plan Mechanical Completion, Pre-Commissioning and Commissioning

execution plan

Interface Management plan Information Management plan.

5.4.4 The processes that shall be put in place in order to achieve and to control the quality of the

Works (Attachment D4)

(i)

Owner requires that Bidder and its Subcontractors perform all their activities in compliance with quality management systems which – as a minimum - are in accordance with the applicable parts of ISO 9001. Bidder shall therefore be familiar with the ISO 9000 family and ensure compliance with all the appropriate requirements;

(ii)

Bidder shall provide within its Tender the following information and documents:

(a)

(b)

(c)

(d)

(e)

(f)

details of independent accreditation of Bidder’s quality system;

quality assurance manual;

index of QA/QC Procedures;

curriculum vitae of Bidder’s senior QA/QC representative;

typical quality plan for similar work performed by Bidder within the previous three years;

copies of certificates issued by an official body in compliance with EN45012; and,

(g)

copies of the (latest) most recent internal and external audits;

(iii) Bidder is requested to provide also a description of the organisation and resources which Bidder would propose to employ for the execution of the scope of the Works and responsibilities for the key functions which are necessary to assure the satisfactory quality;

(iv) Bidder is also to provide a time schedule for the preparation of the Project’s QA system including preparation of the QA procedures, inspection and test plans, inclusive those of Subcontractors, vendors and suppliers;

(v)

Bidder is requested to provide also a description of the ‘Project Completion System’ it will put in place. The Bidder is requested to provide an insight of the ‘Project

20

Completion System’ included in its Tender and foreseen to be used on the Project.

Bidder is requested to clarify and show by practical examples the way information is filled in the system, the way status of documents are followed up, the way information can be extracted, the complete traceability, the interface (s), etc. Bidder shall take into consideration the following requirements:

 Owner’s team shall have the right to have full access and verification rights;  The content and the build-up shall be fully agreed (upon) with Owner;  Administrative FEED Provisions requirements.

5.4.5 The information provided by Bidder in Attachment D shall be used by Owner to determine Bidders’ individual scoring against criterion B.1 (‘Quality, Technical and HSE – Quality of work methodology, technical quality of the Tender’). Owner shall assess the quality, the credibility and the level of details of the information in the Tender.

5.5 Quality, Technical and HSE – Quality of organisation, human resources, Subcontractors, vendors and suppliers, cooperation with third parties and the authorities, other contractors and existing operations on Site (Attachment E)

5.5.1 Key Personnel (Attachment E1)

Bidder is required to provide the following information on how the Project shall be managed:

(i)

(ii)

(iii)

corporate organisation chart identifying Bidder’s departmental structure and details of any affiliated companies which shall be involved in the project;

curriculum vitae (in particular the work experience of the person and a brief description of the person’s present function and responsibilities) of:

 Bidder’s proposed Contractor’s Representative for this Project;  Bidder’s key personnel proposed to have their activities on the Project;

proposed Project specific organisation detailing and indicating all key personnel, all key position management and supporting staff to perform the scope of the Works, e.g. project manager, engineering manager, site manager, construction manager, commissioning manager, HSE manager, procurement manager, subcontracts manager, QAQC manager, materials manager, contract manager, planning leader, cost control leader, documentation manager, etc….

Bidder is to note that key personnel dedicated to the Contract, once having been accepted by Owner, shall not be removed nor replaced without the approval of Owner (which shall not be unreasonably withheld, provided the replacing personnel is of the same experience and quality); and,

(iv)

lines of authority and communication and nominations for and titles of all key personnel proposed for the Project.

5.5.2 Proposed Subcontractors, suppliers and vendors (Attachment E2)

(i)

Bidder must provide the following information:

(a)

a comprehensive list detailing all Subcontractors, major suppliers and vendors it proposes.

Details of each Subcontractor, major supplier or vendor shall include:

 name and address;  area of work to be subcontracted;

21

 value of work to be subcontracted;  previous work experience;  previous work with Bidder;  health and safety policy;  quality systems; 

references of (LNG) terminals using Subcontractor, supplier or vendor technology.

(b)

Particular attention shall be paid by Owner to the interfaces and reporting relationships, which shall be clearly identified and explained.

(ii)

Furthermore, Bidder is required to commit itself with respect to the following major Equipment manufacturers and service providers and to confirm to Owner such commitment (by means of a procurement agreement):

(a)

Engineering subcontractor, insofar LNG process engineering is not performed in house by Bidder; Geotechnical calculations; Geotechnical Works; Civil Works; and,

(b) (c) (d) (e) Mechanical Works.

(iii)

The list proposed by Owner as Annex K to the Contract shall be reviewed and possibly completed by Bidder during the Tender phase and shall be fixed and validated before Contract award. In its Tender, Bidder is allowed to submit additional Subcontractors which, in its view, should be included in this list, and which shall be taken into consideration by Owner provided they consistently meet the very high level of quality required by Owner for its projects, and taking into account standardisation requirements at the LNG Terminal. The final ‘Approved Subcontractors and Vendor List’ shall be part of the Contract: as a consequence, Contractor will be required to use these approved Subcontractors and vendors only, unless prior written approval of Owner is obtained.

5.5.3 Cooperation with Third Parties, Inspection Authorities, Notified Bodies, compulsory independent experts in frame of permit requirements and other approvals etc (Attachment E3)

Bidder must identify and evaluate how best to optimize the cooperation between the above mentioned parties and Contractor, and this in the domains of Engineering, procurement and production, and construction, and assess as well the impact on the overall Project schedule.

5.5.4 Cooperation with Authorities (Attachment E4)

Bidder will establish and implement a plan detailing how Bidder will apply for and obtain all the permits Contractor is required to obtain as per the Contract. This plan will include at least the following permits:

(i)

permit changes, update, detailed engineering for validation, etc.. i. Civil & Structural permitting validation with Authorities (via Bauamt) and confirmation required by, among others, the Prüfstatiker Expert. ii. Any change management in the permit required based on final design iii. Expert opinions (Noise expert, environmental experts, Safety review,

etc…)

(ii) (iii) (iv)

all permits required to ensure Start of Operations dewatering; pumping of waste water;

22

(v) (vi)

temporary Site buildings and occupation permit to be reviewed and updated; provision urgency plan in case of accidents; and,

The main interfaces/cooperation will occur with the Port Authorities but also with many other Authorities.

Bidder will demonstrate in its Tender that it is capable of managing these regulations and that its organisation is taking the required permits and contacts with authorities into account.

5.5.5 Cooperation with other contractors on Site (Attachment E5)

During the execution of the Works, other contractors may be active on other construction and/or maintenance projects on Site. Bidder is required to provide detailed proposals on how to organise the cooperation between Contractor and such contractors.

5.5.6 Cooperation with existing operations (Attachment E6)

During the execution of the Works, normal DOW operations will continue. Bidder is required to provide detailed proposals on how to organise the cooperation between Bidder and the existing DOW operations. Bidder shall a.o. demonstrate its ability to deal with language requirements and its understanding of the fact that ongoing operations (in particular but not limited to LK1, channel operations, etc.) have priority over the Works.

5.5.7 The information provided by Bidder in Attachment E shall be used by Owner to determine Bidders’ individual scoring against criterion B.2 (‘Quality, Technical and HSE – Quality of Organisation, human resources, subcontractors, vendors and suppliers, cooperation with third parties and the Authorities, other contractors and existing operations on Site’). Owner shall assess the quality, the credibility and the level of details of the information in the Tender.

5.6 Quality, Technical and HSE – details of HSE (Attachment F)

5.6.1 Details of the Health and Safety Policy policies that will be put in place during the Works

(Attachment F1)

Owner‘s policy is that the protection of the HSE of its employees and of the people affected by its operations and projects is an integral part of its business performance. As a consequence, the performance with respect to health and safety will be taken into account in the evaluation and selection of the successful Bidder. Bidder and its Subcontractors are required to fulfil their obligations with respect to health and safety, both contractual and statutory, to ensure that Owner’s health and safety policy will not be compromised (refer to Appendix B).

Bidder shall therefore include the following information in its Tender:

(i)

(ii)

Bidder’s HSE policy;

Bidder’s HSE performance indicators for similar works recently carried out (frequency rate/severity rate/incident rate/inspection rate) including the time lost following incidents for the previous 3 (three) years, with accidents and incidents of Subcontractors to be included in these indicators;

(iii) Details of any recent HSE awards;

(iv)

Index of HSE procedures to cover all aspects of the scope of the Works;

(v)

Copy of the specific HSE procedures (complete digital version) for the following aspects:

23

(a)

(b)

(c)

(d)

all foreseen safety studies (type, methodology, parties involved, planning) as mentioned in the HSE Plan ;

each order of (parts of) installations, Machinery, Contractor’s Equipment, dangerous products has to be screened and signed by an HSE-competent person of Bidder taking into account European and German legislation;

the quality control at delivery on Site (respect of stipulated requirements including documentation and certificates);

Pre-Commissioning and Commissioning processes, the minimum content of the commissioning report defined by Owner as follows:

• declaration of the head of the internal service for prevention and

protection at work of Owner;

last updated punch list for each lead engineer;

inspection reports by supervisory bodies;

• Quality release notes of supervisory bodies;
• Pre-Commissioning reports, including overview of inspection lists of

Machinery tests plus signatures;

supplier manuals;

• overview training courses;

• additional work instructions concerning main risks;

• overview orders of components relevant for the prevention policy, with the orders including safety requirements (see above) and the EC- conformity certificates;

• plans good for execution /as-built;

• conclusions/recommendations of safety studies, plus confirmation that

they have been included in the detailed engineering; legal documents/permits; summary/request for technical intervention.

(e)

the organisation of HSE on Site including the relevant task/risk - analyses as mentioned in the exhibits; specific method statement / risk analysis of perliting activities will be submitted as part of the Tender;

(vi)

(vii)

organisation chart of the HSE structure related to the Project (indicating the number of FTE, as well as the number of FTE with knowledge of the local language), including curriculum vitae of the related senior safety representative;

confirmation and demonstration that Bidder’s health & safety procedures respect at least the Owner’s QSMS-procedures, as well as specification of all points of discussion and/or confusion;

(viii) Bidder’s HSE (or equivalent) certification;

(ix)

a draft HSE management plan for the Contract, or, alternatively, a typical plan used on a similar recent contract.

5.6.2 Details of the environmental policies that will be put in place during the Works (Attachment

F2)

It is the policy of Owner that its activities are organised in a way that minimizes their impact on the environment. Consequently, Bidder and its Subcontractors shall fulfil their contractual and statutory obligations in a manner which ensures that Owner’s environmental policy is not compromised. Therefore, Bidder shall include the following information within its Tender:

24

(i)

(ii)

(iii)

(iv)

Bidder’s environmental policy for this Project;

procedure detailing how Bidder defines environmental responsibilities;

details of Bidder’s previous experience regarding environmental issues on similar projects; and,

examples of measures taken by Bidder to ensure implementation of environmental policy.

Bidder must recognize that there are a number of environmental constraints that must be addressed in order to progress the Works with minimum environmental impact. In addition to the constraints imposed by the permits that will need to be obtained, the Bidder is invited to identify and evaluate any other possible fields for reducing the environmental impact of the Works.

Bidders should ensure that the Works are fully compliant with environmental regulations and with:

 noise and vibration;  air emissions;  storage of gases and hazardous substances;  discharge of waste water;  illumination pollution; and,  energy efficiency of installation.

Bidder shall demonstrate how to manage these aspects both for the duration of the Works and for the definitive installations after adequate Commissioning.

5.6.3 The information provided by Bidder in Attachment F shall be used by Owner to determine Bidders’ individual scoring against criterion B.3 (‘Quality, Technical and HSE – Details of HSE’). Owner shall assess the quality, the credibility and the level of details of the information in the Tender.

5.7

Financial

5.7.1 Bidders financial capability will be continuously monitored and reassessed during Tendering phase and will constitute by itself a key exclusion criteria at the sole discretion of the Owner.

5.7.2 At Owner’s request, bidders shall submit any additional financial information requested by Owner, including updated annual financial statements validated by external recognized auditing company for the last 5 years (for each member of the consortium, their respective parent companies, for the parties providing parent company guarantees, as well as consolidated group statements), and will participate in additional due diligence by Owner, if so requested.

5.7.3 Owner reserves the right to request financial statements for any other group company of any member of the consortium; or to perform a detailed dedicated financial audit as part of the Tendering (for each member of the consortium, their respective parent companies, for the parties providing parent company guarantees, as well as consolidated group statements).

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Project: Q-32794 - Tecnicas - Stade LNG Folder: RFQ Files