Instructions to the Bidders

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					Asphalt Maintenance, Concrete Maintenance                             Tender No.HT 840 CB09
and Sand Removal Service

                                Instructions to Bidders
                                              for
     Asphalt Maintenance, Concrete Maintenance and Sand Removal
                               Service
Aramco Gulf Operations Company Limited (“AGOC”) and Kuwait Gulf Oil Company (K.S.C.)
("KGOC"), jointly operating at and from Al-Khafji, Saudi Arabia, for oil and gas exploration,
development and production in the offshore area of the divided ex-Neutral Zone between Saudi
Arabia and Kuwait ("Al-Khafji Joint Operations") hereby call for tenders of performance of the
captioned work, and request each intending bidder to make his proposal in strict compliance
with the following instructions;

1.      Eligibility of Bidder
       1.1      The bidder must be a commercial entity organized and existing under the laws of
                Saudi Arabia or Kuwait, and registered at the Chamber of Commerce of either
                country, or a Saudi or Kuwait national with an establishment on his name,
                qualified to undertake commercial transactions under the laws of his country, and
                registered at the Chamber of Commerce there.

       1.2    The bidder must qualify to lawfully undertake the works and services required
              under the intended contract ("Contract") on his account at the time of bidding and
              throughout the duration of the Contract. The bidder must also have sufficient
              experiences in satisfactory prosecution of works and services similar to those
              required under this Tender.

       1.3    The bidder shall have the financial, technical and administrative resources and
              capabilities sufficient to satisfactorily and timely commence, carry out and
              complete the entire works and services under the Contract by himself.

              The bidder shall also have such experiences as being active for at least ten
              (10) years in the field of Asphalt and Concrete Maintenance Services,
              including undertaking of at least one (1) project which shall not be less
              than United States Dollar twenty million (US$ 20,000,000) in total or United
              States Dollar five million (US $ 5,000,000) per year in value.

              The following are required as the prerequisite conditions for the eligibility of the
              bidder:

              The bidder has at least ten (10) years experience in major/repair and
              maintenance works in Asphalt, Concrete and earthworks etc.

              The bidder must have asphalt and concrete batching plants, and be able to
              keep the same in Al-Khafji, Saudi Arabia throughout the service period of
              the Contract. The bidder must own asphalting and concrete equipment
              sufficient to carry-out major and minor asphalt and concrete works.

              The bidder must have the following manpower under his own sponsorship at the
              time of bidding available for assignment to this project:


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              Project Manager                                         One (1)
              Civil Engineer (Road Designer)                          One (1)
              Civil/Structural Engineer                               Two (2)
              Civil Site Engineer (Asphalt and Concrete)              Two (2)
              QA/QC Engineer                                          Two (2)
              Quantity Surveyor                                       Three (3)
              Health, Safety and Environment Officer (HSE)            One (1)
              Surveyor (Asphalt and Concrete)                         Three (3)
              Draftsman                                               Four (4)
              Asphalt Laying Supervisor                               One (1)
              General Foreman (Asphalt 1, Concrete 1)                 Two (2)
              Laboratory Technician                                   Three (3)
              Skilled Labor, Technician and others                   Sixty three (63) as minimum


2.      Tender Documents
       2.1 For this Tender, the following documents are issued;

              (a)     Instructions to Bidders (this document) with the Price Proposal Form (Bid
                      Forms 1 and 2) and the Qualification Proposal Form (Bid Forms 3 to 9).

              (b)     Form of Agreement with its Exhibits, namely;

                      Exhibit A     General Terms and Conditions
                      Exhibit B     Scope of Service
                      Exhibit D     Safety, Health and Environmental Requirements
                      Exhibit E     Settlement of Disputes, Arbitration and Choice of Law
                      Exhibit F     Taxes, Duties and Related Obligations
                      Exhibit H     Special Terms and Conditions
                      Exhibit K     Sample Undertaking on Conflict of Interest
                      Exhibit Q     Quality Assurance and Quality Control


              (c)     Sample of bank guarantees (Bid Bond, Mobilization Bond and
                      Performance Bond)

       2.2    The bidder shall carefully study and fully understand the intents and contents of
              the above listed documents, particularly the terms and conditions of the Contract,
              no provisions of which shall be negotiable by the bidder, and, in making the
              proposal for this Tender, the bidder shall refer only to the above listed
              documents.

              Misinterpretation of or deviation from the intents and contents of the above listed
              documents or reference to any other sources of information and data on the part
              of the bidder shall in no event be entertained.

       2.3    The bidder shall not disclose or divulge any part of the said documents or any
              information or data contained therein to any third party. Should the bidder, for
              preparing his proposal hereunder, need to disclose such documents, information

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               or data to third party(ies) including his associates and subsidiaries and the
               intended subcontractors, he shall give AGOC/KGOC a prior written notice
               specifying the party(ies) to whom such disclosure will be made and the
               documents, information and data to be disclosed, for AGOC/KGOC's approval.

3. Prerequisite Conditions
   3.1        Knowledge of the Circumstances
              The bidder shall, in the course of preparation of his proposal, examine and
              familiarize himself with the nature of the works and services required of him to
              carry out under the Contract, the location and peculiarities of the place of such
              works and services including the relevant facilities, utilities, and equipment of
              AGOC/KGOC, the general and particular characters, qualities and quantities of
              equipment, tools, materials, supplies, facilities, utilities, vehicles, personnel and
              labor required preliminary to and during prosecution of the said works and
              services, and all other matters which could affect such works and services under
              the Contract.

               The bidder shall also fully study, examine and be familiar with all laws and
               regulations including the ministerial orders, regulations and decrees applicable
               under the jurisdiction of Saudi Arabia and Kuwait and any other countries which
               will be the sources of any of his provisions required to perform the Contract.

               Note: Should the bidder wish to inspect AGOC/KGOC's relevant facilities,
                     utilities and equipment, he is required to contact Manager, Contracts
                     Department of Al-Khafji Joint Operations in Al-Khafji, submitting the
                     names and nationalities of the persons who will conduct such inspection
                     together with the photocopies of their Iqamas or passports with valid visa
                     necessary for such inspection.

               Failure by the bidder to have familiarized himself with the above said matters or
               to have reasonably discovered any matters which affect the contemplated works
               and services shall be entirely his responsibility and any request for compensation
               in this regard shall not be entertained.

4. Proposal to be made
   4.1       General
             4.1.1 The proposal, which the bidder shall prepare and submit for this Tender,
                     shall consist of the Price Proposal and the Qualification Proposal, which
                     shall be accompanied by a) the original bank guarantee (Bid Bond) as
                     mentioned in 4.4 hereof, and b) the original receipt issued by
                     AGOC/KGOC against the bidder’s purchase of the Tender documents for
                     this Tender.

               4.1.2 The bidder shall make the proposal of the above contents in duplicate, in
                     clear English language and typewritten, complete and accurate in every
                     part.

                      The proposal as such shall not contain any reservations, alternatives or
                      variations except when such is expressly required or allowed hereunder.




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              4.1.3 Any bidder's proposal shall be disregarded or any bidder shall be
                    disqualified under the following circumstances;

                      -      The proposal is incomplete failing to cover any items required to
                             be submitted under this Tender which are specifically itemized in
                             Appendix I to Instructions to Bidders.

                      -      The proposal is illegible for any reason or inaccurate of its
                             meanings, or

                      -      The proposal contains any reservation, alternative or variation
                             except when expressly so required or allowed hereunder.

              4.1.4 It is advisable for the bidder to check his submission by referring to
                    Appendix I to Instructions to Bidders "List of Submissions" to avoid
                    submitting incomplete, insufficient or inadmissible proposal.

       4.2    Price Proposal
              4.2.1 The bidder shall make his Price Proposal in the attached Price Proposal
                     Form (Bid Forms 1 & 2) signed by his authorized representative and
                     dated with the date of submitting his proposal, with the bidder’s name
                     typewritten and the bidder’s official seal or stamp affixed to it. Such Price
                     Proposal as made in different form(s) shall in no event be considered. Bid
                     Forms 1and 2 shall be submitted in Hard and Soft copies.

              4.2.2 All the rates to be quoted by the bidder shall be expressed only in United
                    States Dollars. Such Price Proposal as containing rates expressed only
                    in other currencies or both in US Dollars and in other currencies for any
                    reason shall in no event be considered.

                      Unit rates shall be written both in numerals and in words, and in case of
                      any discrepancy between the numerals and the words, the amount in
                      words shall prevail and unit rates shall be resolved in favor of unit rates.
                      Errors in addition shall be corrected by AGOC/KGOC. Corrected total
                      amounts shall be considered as price bid.

              4.2.3 The bidder shall make sure that the rates as quoted in his Price Proposal
                    shall be inclusive of and cover any and all costs and expenses to be
                    incurred by him, when awarded the Contract, for and in regard to the
                    Contract, particularly for delivery and completion of the works and
                    services under the Contract at AGOC/KGOC's designated places such
                    as, but not limited to, costs and expenses for supervision, labor,
                    equipment, materials, supplies, consumables, services, visas and
                    permits, mobilization and demobilization, overheads, profit, insurance
                    premiums, Ramadan premiums, provisions for risks and contingencies
                    including risks of fluctuations of any costs and currencies values, Zakat,
                    withholding tax, income tax, custom duties and any other taxes and
                    imposts to be levied and payable on account of the Contract.

              4.2.4 In connection with the foregoing 4.2.3, the bidder shall particularly take
                    into account the following requirements:

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                      Costs and expenses for provision of the equipment, tools, vehicles,
                      materials, goods, supplies, consumables and any other things to be
                      required for prosecution of or incorporation into the works and services
                      under the Contract shall be calculated on the basis of delivery of these
                      items at the site(s) of such works and services in Al-Khafji, Saudi Arabia,
                      ready for their intended use. Accordingly, these costs and expenses shall
                      be inclusive of, among others, custom duties that may be levied by the
                      Saudi Arabian taxation authorities in respect of such things to be imported
                      from outside Saudi Arabia and shall be paid by the Contractor, at his own
                      cost, when so levied.

              4.2.5 The bidder shall also take into account that all the rates quoted in his
                    Price Proposal shall be fixed throughout the duration of the Contract and
                    that no adjustment to such rates shall be accepted by AGOC/KGOC,
                    except when otherwise provided for in the Contract.

                      AGOC/KGOC shall not be liable to pay any extra money other than that
                      expressly rendered payable or reimbursable by AGOC/KGOC pursuant to
                      the relevant provisions of the Contract.

              4.2.6 The Price Proposal submitted by the successful bidder on Bid Forms 1
                    and 2 shall make the Exhibit C, “Consideration” and its Attachments of
                    the Contract, when awarded to him.

              4.2.7 In connection with AGOC/KGOC's payment to the Contractor, the bidder
                    shall take note of the provisions set out in Article 5 of the Form of
                    Agreement to the effect that AGOC/KGOC is required by the taxation
                    authorities of Saudi Arabia to retain a certain portion of the payment
                    amount due to the Contractor not to be paid to him until he properly
                    discharges his Zakat and tax liabilities.

                      The rate of such retention, expressed by percentage, will vary depending
                      on the Contractor's nationality and the composition of ownership interests
                      in the Contractor as follows;

                      (a)    0.375 percent in the event that the Contractor is a Saudi or
                             Kuwaiti individual, or a Saudi or Kuwaiti company which is wholly
                             owned by a Saudi or Kuwaiti national(s), or a Saudi or Kuwaiti
                             company which is jointly owned by a Saudi and/or Kuwaiti
                             nationals(s) and the other Gulf Cooperation Council ("GCC")
                             countries national(s).

                      (b)    6.0 percent in the event that the Contractor is a foreign company
                             in which neither Saudi, Kuwaiti nor the other GCC countries
                             national(s) hold interests.

                      (c)    4.0 percent in the event that the Contractor is a company which is
                             owned jointly by the GCC countries national(s) (including Saudi
                             and Kuwaiti national(s)) and other foreign interests.


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                      (d)    6.0 percent in the event that the Contractor is a group comprising
                             of two (2) or more companies on a joint venture agreement.

       4.3    Qualification Proposal
              The bidder shall make his Qualification Proposal of the contents as set out in
              4.3.1 through 4.3.14 hereof. Each document which constitutes the bidder's
              Qualification Proposal as such shall be signed by his authorized representative,
              who shall be the same as the signatory of his Price Proposal, dated with the date
              of submitting his proposal, with the bidder's name typewritten and the bidder's
              official seal or stamp affixed to it.

              Bidders are advised that notwithstanding the submission of their Qualification
              Proposal as part of their bids, the successful bidder shall be required, post
              Contract, to submit any other submittals as may be stipulated in the Contract
              documents. Submittals made as part of a bid shall not be accepted as submittals
              for the purpose of satisfying the requirements of the Contract, unless otherwise
              specified.

              4.3.1 Corporate Registration, etc.
                    The bidder shall submit a certified copy of his current corporate
                    registration together with the breakdown of his shareholders showing their
                    nationalities and the percentage of the shares or interests held by each of
                    them, or other documentary evidences, as properly certified, to
                    demonstrate his legal status. No specific form is provided for this
                    purpose.

                      The bidder shall also submit a copy of his current registration at the
                      Chamber of Commerce as required in 1.1 hereof.

                      The bidder shall also submit the same aforesaid documents for all his
                      nominated subcontractors, if any.

              4.3.2   Representation on Financial Capability
                      The bidder shall submit his representation on financial capability duly
                      signed as per the Qualification Proposal Form (Bid Form 3) attached
                      hereto.

              4.3.3 General Information
                    The bidder shall submit, in the attached Qualification Proposal Form (Bid
                    Form 4), the general information of the bidder such as Commercial
                    Registration Number and Chamber of Commerce Number.


              4.3.4   General Organization for Social Insurance (GOSI) Certificate
                      The Bidder shall submit a certificate issued by the appropriate insurance
                      office evidencing that his firm has been registered with the Organization
                      and that he has discharged all his obligations towards the Organization or
                      otherwise that he is not subject to the provisions of this Law. Kuwaiti
                      bidders shall submit a certificate from the Public Institute for Social
                      Security (PISS).


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              4.3.5   Audited Financial Statement
                      The bidder shall submit his Audited Financial Statements for the last three
                      (3) years. When such financial statements are expressed in language
                      other than English, an authenticated English translation shall be
                      submitted together with the original statements. The most recent financial
                      statements shall not be older than 16 months at the date of bid
                      submission.

              4.3.6 Acknowledgement of Mobilization
                    The bidder shall prepare and submit, in the attached Qualification
                    Proposal Form (Bid Form 5), the acknowledgement of mobilization (to
                    which the detailed schedule shall be attached, showing reasonably in
                    detail, the activities sequence of operations necessary for the completion
                    of mobilization with time scale for each phase and activity) by which the
                    bidder is required to make a representation that he shall complete the
                    mobilization within a period of time not exceeding two (2) months from the
                    date of acceptance of the award of the Contract.

              4.3.7   Record of Experiences
                      The bidder shall submit a record of the experiences in the field of asphalt
                      and concrete works of his own and the intended subcontractors whom the
                      bidder proposes for performance of the Contract. Such record shall cover
                      the past ten (10) years, and shall include these experiences as required
                      in 1.3 hereof for works and services similar to those contemplated under
                      this Tender. Such record of experiences shall include the following
                      information:
                                 a. Client name, address, and principal contact.
                                 b. Title of project with brief description of scope of service.
                                 c. Value of project in United States Dollars (for the bidder’s
                                    part of the service).
                                 d. Start and finish dates of projects
                                 e. Number of personnel on each project.
                                 f.   Personnel (from item 4.3.8 hereof) involved in these
                                      projects and their job titles.

                      Each of such records shall be supported by authenticated documentary
                      evidence, such as copies of contract and/or certificates from the previous
                      client(s).

                      The bidder shall submit his record of experiences in the attached Bid
                      Form 6.

              4.3.8 List of Personnel
                    The bidder shall submit the list of all personnel whom the bidder intends to
                    assign for the performance of the works and services contemplated under
                    this Tender, provided that the bidder’s proposal as such shall meet the
                    minimum requirements set out in Exhibit B / Attachment 4 to Exhibit B.



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                      The bidder shall attach to this list, curricula vitae for the below mentioned
                      key personnel. The curricula vitae shall include, without limitation, names,
                      nationalities, dates of birth, qualifications and work experiences, and shall
                      be accompanied by certificates of degrees or diplomas for such
                      personnel.

                                  Project Manager – 1 no.
                                  Civil Engineer (Road Designer) – 1 no.
                                  Civil/structural Engineer – 2 nos.
                                  Civil Site Engineer (Asphalt & Concrete) – 2 nos.
                                  QA/QC Engineer – 2 nos.
                                  Quantity Surveyor – 3 nos.
                                  Health, Safety & Environment Officer – 1 no.
                                  Surveyor (Asphalt & Concrete) – 3 nos.
                                  Draftsman – 4 nos.
                                  Gen. Foreman - 2 nos.

                      In this regard, the successful bidder shall take note that it is required of
                      him, when awarded the Contract, to show AGOC/KGOC the original of
                      Iqamas and the foregoing certificates of such key personnel to be
                      assigned by him under the Contract, well in advance of the date upon
                      which the service will commence.

                      AGOC/KGOC reserves the right to demand submission of original or duly
                      authenticated copies of these documents if it deems fit or necessary.

              4.3.9   Organization Chart
                      The bidder shall submit an organization chart showing the lines of
                      responsibility of the key personnel mentioned in item 4.3.8 hereof and
                      their interrelationship. No specific form is provided for this organization
                      chart.

              4.3.10 List of Equipment
                     The bidder shall submit a list of equipment which the bidder intends to
                     utilize for the performance of the Contract together with their description
                     including their models and manufacturers, quantity, age, quality, type and
                     specifications, together with the manufacturer's catalogues or brochures
                     for each of these equipment and any other relevant information, provided
                     that the specifications of such equipment shall meet the requirements set
                     out in Exhibit B / Attachment 4 to Exhibit B.

              4.3.11 Health, Safety and Environment Program
                     The bidder shall submit his Health, Safety and Environment program in a
                     format as determined by the bidder.

              4.3.12 Ethics Compliance
                     All bidders and the employees shall comply with the requirements of laws,
                     rules and regulations establishing ethical standards for the conduct of
                     business in the Kingdom of Saudi Arabia, and all the rules and
                     regulations specific to AGOC/KGOC. In signing the proposal, the bidder
                     certifies full compliance with those provisions for any present or future

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                      dealings, transactions, sales, contracts, services, offers, relationships,
                      etc., involving AGOC/KGOC and/or its employees. Failure to comply with
                      those provisions may result in disqualification from the solicitation
                      process, termination of Contract, and/or other civil or criminal proceedings
                      as required by law.

                      The bidder shall make an undertaking on conflict of interest on the
                      bidder’s official letter head in accordance with the sample undertaking
                      attached herewith. Such undertaking submitted by the successful bidder
                      shall make the Exhibit K of the Contract, when awarded to him.

             4.3.13 Estimated Performance Time
                    The bidder shall prepare and submit, in the attached Qualification
                    Proposal Form (Bid Form 7), his estimated performance time for each
                    category of works by indicating the volume of work which the bidder is
                    able to complete within the time specified.

             4.3.14 List of Subcontracts
                    The bidder shall submit a list of all the subcontracts, in the attached Non-
                    Commercial Proposal Form (Bid Form 8), which the bidder intends or is
                    required to make for the execution of the works and services under the
                    Contract. Such list of subcontracts shall indicate the name and address of
                    each subcontractor and a brief description of the works and services to be
                    undertaken by him. This list shall be accompanied by such
                    subcontractors’ record of experience for works and services similar to
                    those contemplated and shall be authenticated by former employers as
                    well as any other information to substantiate such subcontractor’s
                    capabilities.

                     Such subcontractor(s) shall not be replaced with others for the works and
                     services sublet to him (them) except for reasons beyond the control of the
                     bidder in his performance of the Contract when awarded.

                     The subcontracts shall be limited to the following:

                     (a)     Engineering Consultants for “Testing and Design”(for evaluation of
                             damaged structure for further study and necessary solutions.)
                     (b)     Subcontractor for “Major Concrete Repair Work” (for repair of
                             complex damaged structure).
                     (c)     Subcontractor for “Material Testing”
                     (d)     Supply of Asphalt materials
                     (e)     Asphalt batching plant
                     (f)     Supply of Ready-mix concrete
                     (g)     Any other subcontractors to whom the bidder intends to sublet
                             certain portion of the work under the Contract, if any.

                      Intent for Contract (Subcontracts)
                      The bidder shall, for submission to AGOC/KGOC, make and execute
                      such an "Intent for Contract" with each of the subcontractor(s) stated in
                      the List of Subcontracts as per the attached Non-Commercial Proposal
                      Form (Bid Form 9) to the effect that if the bidder is awarded the Contract,

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                      each subcontractor shall enter into a separate contract (as may be called
                      a subcontract) with the bidder to undertake the services described in such
                      "Intent for Contract".

                      Such "Intent for Contract" shall clearly state the scope of services to be
                      subcontracted, information on the resources and other items as required
                      in the said Non-Commercial Proposal Form sufficiently in detail, provided
                      that none of such statements shall conflict with the requirements of the
                      Contract.

                      In this regard, the bidder shall take note that it is required of him, when
                      awarded the Contract and thereby entering into each of the above-said
                      separate contracts, (as may be called a subcontract) to clearly define the
                      responsibility, indemnity & warranty undertaken by each party to such a
                      separate contract in favor of the other party so as to fully cover and
                      respond to the Contractor's undertaking of the responsibility, indemnity
                      and warranty under the Contract.

                      AGOC/KGOC may later request submission of a copy of any of the said
                      separate contracts with the price provisions being crossed out.

       4.4 Bank Guarantee
           4.4.1   The bidder shall obtain and submit an irrevocable bank guarantee ("Bid
                   Bond") in the amount of United States Dollars Two Hundred Eleven
                   Thousand ( U S $ 211,000.00 ). The Bid Bond shall be issued by a
                   bank licensed and operating in Saudi Arabia or Kuwait or an international
                   bank having correspondence with such banks in Saudi Arabia or Kuwait
                   and kept valid for one hundred twenty (120) calendar days counting from
                   the closing date of this Tender to the effect that the issuing bank shall at
                   any time while the Bid Bond is so kept valid and upon AGOC/KGOC's
                   written request, pay to AGOC/KGOC an aggregate amount of money not
                   more than the above said amount unconditionally and irrespective of any
                   contestation on the part of the bidder, and provided that the Bid Bond,
                   once issued, shall not be withdrawn, canceled or in any way modified
                   without AGOC/KGOC's written consent.

              4.4.2 The Bid Bond shall be made out in the issuing bank's own official letter
                    form for such purpose and the Sample of Bank Guarantee (Bid Bond)
                    attached hereto is for reference purpose only. However, a bank
                    guarantee failing to set out the conditions specified in the said Sample of
                    Bank Guarantee may lead to disqualification of the bidder.


                      Important Note
                      The Bid Bond shall be made in the name of Aramco Gulf Operations
                      Company Limited or Kuwait Gulf Oil Company (K.S.C.) as per the
                      attached sample; not to Al-Khafji Joint Operations.

              4.4.3 The Bid Bond is intended to warrant the bidder's proposal submitted to
                    AGOC/KGOC, and should the bidder withdraw or cancel his proposal for
                    this Tender, either in whole or in part, after its submission to

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                      AGOC/KGOC or should the successful bidder refuse to enter into the
                      Contract with AGOC/KGOC after AGOC/KGOC's decision to award the
                      Contract to him, AGOC/KGOC shall confiscate the full amount of the Bid
                      Bond and the bidder shall forfeit any right to claim for the money paid to
                      AGOC/KGOC through the Bid Bond.

              4.4.4 Upon award of the Contract to the successful bidder, AGOC/KGOC shall
                    return the Bid Bonds to the unsuccessful bidders without delay. The
                    successful bidder shall keep the Bid Bond valid until execution of the
                    Contract and his submission of another bank guarantee as mentioned in
                    item 4.4.5 here below.

              4.4.5 The bidder shall take note that upon execution of the Contract, the
                    successful bidder is required to furnish AGOC/KGOC with another bank
                    guarantee in assurance of the timely completion of the mobilization and
                    commencement of the services contemplated under the Contract pursuant
                    to Sub-Article 6.1 of the Form of Agreement ("Mobilization Bond"), and
                    after commencement of the services, the Mobilization Bond shall be
                    replaced with another bank guarantee to assure the proper performance
                    of the Contract and the services there under ("Performance Bond")
                    pursuant to Sub-Article 6.2 of the Form of Agreement.

                      The Mobilization Bond and the Performance Bond shall be made out in
                      the issuing bank's own official letter form for such purpose, and the
                      Samples of Bank Guarantees (Mobilization Bond and Performance Bond)
                      attached hereto are for reference purpose only.

5.     Submission of Proposal
       For submission of his proposal, the bidder shall put his Price Proposal in a package and
       mark the package as “Package A – Price Proposal”, and shall put his Qualification
       Proposal together with (i) the original bank guarantee (Bid Bond) and ii) the original
       receipt issued by AGOC/KGOC against the purchase of the Tender documents for this
       Tender in another package and mark the package as “Package B – Qualification
       Proposal, and firmly seal each of these two packages with stamped red wax.

       Any bidder's proposal shall be rejected or any bidder shall be disqualified, if the proposal
       fails to cover any items required to be submitted under this Tender which are specifically
       itemized in Appendix I to Instructions to Bidders.

       The bidder shall arrange the so prepared packages to be hand delivered to the Tender
       Box No 2      at the Contracts Department of Al-Khafji Joint Operations in Al-Khafji, not
       later than 14:00 hours on 14 December 2009 (local time), which is the closing date of
       this Tender. AGOC/KGOC will not consider any proposal brought to it after such date
       and time.

       Notwithstanding the above, the bidder who has neither an agent nor a partner in Saudi
       Arabia may, at his sole risk, send the so prepared packages by registered mail or courier
       service addressed to:

       Manager, Contracts Department
       Al-Khafji Joint Operations

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Asphalt Maintenance, Concrete Maintenance                             Tender No.HT 840 CB09
and Sand Removal Service

       P.O.Box 256 Al-Khafji, 31971
       Saudi Arabia

       to be received by the said closing date and time.

       AGOC/KGOC will not consider any proposal that has failed to reach AGOC/KGOC at all
       or by such date and time as stated here above, for whatsoever reasons.

6.    Validity and Irrevocability of Proposal
      The bidder shall, in submitting his proposal which shall be made pursuant to the
      instructions set out in this document, render his proposal valid in its entirety for one
      hundred twenty (120) calendar days counting from the said closing date of this Tender,
      and keep his proposal, once submitted, irrevocable throughout the said period of validity.

       It is reiterated that should the bidder withdraw or cancel his submitted proposal, he shall
       forfeit any right to claim for the money to be paid to AGOC/KGOC by the bank having
       issued the Bid Bond. Once submitted, the proposal shall in no event be revised,
       modified, altered or supplemented by any means and for any reasons including mere
       typographical errors, errors in cost calculation or risk computation and misinterpretation
       of the terms and conditions of the Contract or other conditions of this Tender.

7.     AGOC/KGOC's Discretion on Award of the Contract
       7.1  The bidder shall understand that AGOC/KGOC will decide on award of the
            Contract at its discretion, while the price quoted by each bidder is not necessarily
            decisive for AGOC/KGOC to select the successful bidder.

              AGOC/KGOC may decide not to award the Contract to any bidder at all, or may
              even suspend or cancel this Tender without bearing any obligations to the bidder,
              and no acts of AGOC/KGOC before making a decision on award of the Contract
              shall constitute any commitment by AGOC/KGOC to award or not to award the
              Contract to any particular bidder.

              No bidder shall have the right or be allowed to make any claim to AGOC/KGOC
              in regard to AGOC/KGOC's decision on award for any reason, and AGOC/KGOC
              shall never be obligated to explain to any bidder the reason of his being not
              awarded the Contract or AGOC/KGOC's evaluation of any proposal or decision
              on award.

              AGOC/KGOC reserves the right to reject any or all proposals submitted for any
              reason. AGOC/KGOC is under no obligation to award to a bidder the business
              which is the subject of this Tender. A bidder's failure to conform to any
              requirement, specification or condition expressed or implied by this document is
              not waived by AGOC/KGOC if such bidder's proposal is accepted.

       7.2    The Contract to be awarded to and made with the successful bidder shall be
              written in exactly the same language as that of the Form of Agreement and its
              Exhibits (except for typographical errors), no provisions of which shall be
              negotiable by the bidder in the course of this Tender or even after
              AGOC/KGOC's decision to award the Contract to him.



                                                                Instructions to Bidders (Rev. B)
                                                                                   Page 12 of 14
Asphalt Maintenance, Concrete Maintenance                             Tender No.HT 840 CB09
and Sand Removal Service

       7.3    Upon the decision of award of the Contract to a bidder (“the successful bidder”),
              AGOC/KGOC shall send the successful bidder a Letter of Intent to enter into the
              Contract. By the successful bidder’s counter signature of the Letter of Intent for
              acceptance, it shall be deemed that the Contract is entered into by and between
              AGOC/KGOC and such successful bidder, to be further substantiated by way of
              the parties signing the formal Contract.

       7.4    After award of the Contract, if it turns out that the bidder has misrepresented /
              cancelled any requirement under the laws and regulations of Saudi Arabia &/or
              Kuwait, which is mandatory at the time of bidding and during performance of the
              Contract and which prevents the bidder from commencing or continuing the
              works and services contemplated under this Tender in accordance with the
              requirements specified herein, AGOC/KGOC may terminate the Contract
              forthwith by giving a written notice of termination and shall confiscate the full
              amount of the bank guarantee available with AGOC/KGOC and the bidder shall
              forfeit any right to claim for the money paid to AGOC/KGOC through such bank
              guarantee.

8.     Costs and Expenses for this Tender
       All the costs and expenses incurred by the bidder on account of or in connection with
       this Tender shall be solely for the bidder's account, and AGOC/KGOC shall in no event
       accept any claim by or involving the bidder for such costs, expenses, or loss or damage,
       whether direct or indirect or consequential, which may arise or result from or in
       connection with this Tender.

9.     Use of Bidder’s Proposal and Accompanying Material
       All proposals and associated materials submitted by the bidder shall become the
       property of AGOC/KGOC and may be evaluated by any employee or agent of
       AGOC/KGOC. All proprietary information provided by the bidder will be treated as
       confidential by AGOC/KGOC. All proprietary information provided by AGOC/KGOC shall
       be treated as confidential by the bidder.

10.    Inquiry on this Tender
       All inquiries from the bidders in regard to this Tender must be received no later than ten
       (10) calendar days prior to the closing date of this Tender.

       The bidder shall always make his inquiries, if any, in writing, and address the same to:
                     Division Administrator, Procurement & Tendering
                     Contracts Department
                     Al-Khafji Joint Operations
                     P.O.Box 256, Al-Khafji, 31971
                     Saudi Arabia
                     Facsimile: (03) 765 5148

       AGOC/KGOC may communicate any bidder’s inquiries and AGOC/KGOC’s response to
       such inquiries to the other bidders, when necessary, at AGOC/KGOC’s sole judgment.

       No inquiries of whatsoever nature in regard to this Tender shall be accepted by
       AGOC/KGOC after the closing date of inquiries.

                                                *********

                                                                Instructions to Bidders (Rev. B)
                                                                                   Page 13 of 14
Asphalt Maintenance, Concrete Maintenance                         Tender No.HT 840 CB09
and Sand Removal Service

       Attachments:
       - Appendix I to Instructions to Bidders "List of Submissions"
       - Bid Forms 1 to 9
       - Sample Undertaking on Conflict of Interest
       - Sample of Bank Guarantees (Bid Bond and Mobilization Bond)




                                                            Instructions to Bidders (Rev. B)
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