FinalTenderProtocol Round1

Ministry of Oil, Iraq
Final Tender Protocol.

Ministry of Oil
Petroleum Contracts and Licensing Directorate (PCLD)

Final Tender Protocol

For the Award of Service Contracts

IRAQS FIRST PETROLEUM LICENSING ROUND

Baghdad, Iraq
April 23, 2009

Final Tender Protocol.

TABLE OF CONTENTS
Page No.
1. INTRODUCTION............................................................................................................... 1
2. OBJECTIVE OF THE OFFERING.................................................................................... 2
3. KEY INFORMATION FOR BIDDERS............................................................................... 4
4. REMAINING PROCESS TIMELINE ................................................................................. 5
5. PARTICIPATING COMPANIES........................................................................................ 6
6. PARTICIPATION REQUIREMENTS ................................................................................ 7
6.1. Participation Fees.................................................................................................. 7
6.2. Consortia............................................................................................................... 7
6.3. Non-Disclosure Undertaking on the part of the PCLD........................................... 8
6.4. Disqualification ...................................................................................................... 8
7. BIDDING........................................................................................................................... 9
7.1. Bidding .................................................................................................................. 9
7.2. Bidding Parameters and Evaluation Criteria........................................................ 10
7.3. Minimum Acceptable Bids ................................................................................... 11
7.4. Tiebreaker ........................................................................................................... 11
7.5. Bid Bond.............................................................................................................. 11
7.6. Proposed Development Approach....................................................................... 13
8. SIGNATURE OF THE CONTRACTS ............................................................................. 14
9. INFORMATION AND VISAS .......................................................................................... 15
9.1. Visas.................................................................................................................... 15
9.2. Phone and E-Mail Questions............................................................................... 15
10. PCLDS RIGHTS AND ASSURANCES.......................................................................... 16

ANNEXES................................................................................................................................... 17
Annex I Payment of Participation Fees
Annex II Power of Attorney of Authorized Representative
Annex III Confidentiality Agreement
Annex IV Model Bid Bond
Annex V Annex A to Contract (Desciption of Contract Area)
Annex VI Annex B to Contract (Map of Contract Area)
Annex VII Annex D to Contract (Definition of Reservoirs)
Annex VIII Annex E to Contract (Minimum Work Obligation)

1. INTRODUCTION
In the first quarter of 2008, the Ministry of Oil of the Republic of Iraq conducted a
prequalification process for international and national oil companies that were interested in
participating in the redevelopment and expansion of Iraqs oil and gas production capacity.
As a result of this process, more than one hundred (100) companies submitted technical
and financial qualification documentation, and thirty-five (35) were formally prequalified by the
Ministry of Oils Petroleum Contracts and Licensing Directorate (PCLD).
On June 30, 2008, H.E. the Minister of Oil, Dr. Hussain Al-Shahristani, formally launched
Iraqs First Licensing Round in which six producing oil Fields the South Oil Companys North
and South Rumaila, West Qurna (Phase 1) and Zubair; Missan Oil Companys Missan Field unit
(Buzurgan, Abu Ghirab and Fauqi) and North Oil Companys Kirkuk and Bai Hassan Fields; and
two undeveloped gas Ffields (Akkas and Mansuriya) were offered under Service Contracts to
the prequalified International Oil Companies (IOCs).
Thirty-two (32) of the thirty-five (35) prequalified companies have paid Participation Fees
for one or more Contract Areas, which has allowed them to receive data packages and the
model contracts and to participate formally in the discussions with the PCLD in respect of the
First Licensing Round.
This Final Tender Protocol defines the rules which must be followed by all companies
participating in Iraqs First Petroleum Licensing Round.

NOTE: unless otherwise defined in this Final Tender Protocol, all defined terms shall have the
meaning they have in the Model Contracts.

2. OBJECTIVE OF THE OFFERING
The objective of the current offering is the award of a Technical Service Contracts to a
Company or consortia of companies, including a State-owned partner, collectively the
Contractor, to carry out development/redevelopment and production activities for eight (8)
Contract Areas comprising six (6) oil projects and two (2) natural gas projects.
Winning companies or consortia must enter into either a Producing Field Technical
Service Contract (PFTSC) or a Gas Field Service Development and Production Contract
(GSDPC), together the Contracts, as defined for each Field, in order to carry out such
activities.
The principal terms of the Contracts are as follows:
(a) All oil and gas in-place and produced belongs to the people of the Republic of
Iraq.
(b) An initial duration of up to twenty (20) years from the Contracts effective date.
All undeveloped reservoirs must be relinquished at specific milestones in each
contract.
(c) The principal objectives are to expand production in both the short and long term
in the case of the six (6) oil Contract Areas, and develop the two (2) Gas
Contract Areas.
(d) The Contractor is entitled to be reimbursed for both its actual costs and a profit
element in the form of Service Fees and Supplementary Fees to be taken in cash
or kind.
(e) All Service Fees are payable from 50% of the Contract Areas revenue
attributable to Incremental Production above a contractually-specified Baseline
Production Rate that declines over the life of the Contract. Supplementary Fees
are payable from a proportion of remaining revenue from the Contract Area.
(f) The State will participate as a carried State Partner with a 25% interest in each
Contract Area.
(g) Contractor will be subject to tax in the Republic of Iraq.
(h) Minimum work and expenditure obligations will apply to each Field.
(i) Contractors will have obligations with respect to the provision of training,
scholarships for higher education and technology transfer, as well as
employment of local personnel and the procurement of local goods and services.
(j) The Contracts will be construed and governed under the Law.
(k) The Contracts will be in both the Arabic and English languages; in the event of a
conflict, the English language version will prevail.
(l) Provisions for resolution of disputes between the parties to the Contracts include
recourse to independent expert, as well as to international arbitration
(International Chamber of Commerce rules; in Paris or mutually agreed alternate
venue; English language).

(m) Activities in the Fields will be subject to the Law and must comply with the
standard practices of the international petroleum industry, particularly with regard
to health and safety of human resources, public safety, and preservation of the
environment.
(n) Contractors will be required to undertake specific commitments regarding general
business ethics and practices and anti-corruption measures.

3. KEY INFORMATION FOR BIDDERS
Table 1:
Information on Contract Areas
Contract
Area
2

Current
Production
Level
Expected
Initial
Production
Rate
2

Minimum
Plateau
Production
Target
3

Minimum
Production
Increment
Bid
4

Required
Technical
Qualification
for Lead
Contactor
Recoverable
Signature
Bonus
5

Minimum
Expenditure
Obligation
Barrels per Day, unless indicated otherwise US$ Million
Rumaila 1,020,000 1,000,000 1,750,000 50,000 Unrestricted Operator 500 300
Kirkuk 403,000 415,000 600,000 25,000 Unrestricted Operator 400 200
West Qurna 279,000 270,000 600,000 25,000 Restricted Operator 400 250
Zubair 227,000 220,000 400,000 25,000 Restricted Operator 300 200
Bai Hassan 147,000 170,000 220,000 10,000 Restricted Operator 300 150
Missan 100,000 110,000 275,000 25,000 Restricted Operator 300 200
Akkas 0 N/A
6
400,000 Mscfd 25,000 Gas Operator 200 150
Mansuriya 0 N/A
6
300,000 Mscfd 25,000 Gas Operator 200 100

Notes:
1. Annexes A (Description of Contract Area), B (Map of Contract Area), D
(Definition of Reservoirs) and E (Minimum Work Obligation) for each Contract
Areas are attached as Annexes V, VI, VII and VIII to this Final Tender Protocol,
respectively.
2. The expected Initial Production Rate for each Contract Area reflects the current
expectation of the Ministry of Oil for each area based on the current activities and
performance in the Contract Areas. For the purposes of the PFTSC, the Initial
Production Rate will be fixed and advised to all participants two (2) weeks prior to
the Bidding based on the performance over the preceding ninety (90) days.
3. Plateau Production Target bids below this level will not be accepted.
4. The minimum production increment for bidding the Plateau Production Target is
25,000 BOPD, except for Rumaila and Bai Hassan which are 50,000 BOPD and
10,000 BOPD, respectively.
5. The Signature Bonus is repaid with interest over five (5) years in quarterly
installments commencing two (2) years after the Contracts Effective Date.
6. Not in production.


4. REMAINING PROCESS TIMELINE
Table 2:
Process Timeline
Event Date
Issue Final Tender Protocol, Definitive Contracts April 23, 2009
Deadline for submitting details for Iraq Visa May 15, 2009
Deadline for payment of Participation Fees June 1, 2009
Submission of Bid Bonds June 15, 2009
Advice as to Initial Production Rate and material Third
Party Contracts
1
for each Contract Area
June 15, 2009
Bidding and award June 29-30, 2009
Ratification of Contract Award During July 2009
Return of Bid Bonds to unsuccessful Bidders July 10, 2009
Submission of proposed development approach by
winning Bidder
July 15, 2009
Submission of Performance Guarantees July 15, 2009
Signature of Contracts/Effective Date During August 2009
Deadline for payment of Signature Bonus 30 days after Effective Date

1
It is recognized that the currently producing Fields have active ongoing operations and that the respective ROCs
may enter into contracts for services with third parties, which may ultimately be assumed by Contractors under the
PFTSC pursuant to Article 9.10 of the Contract. The PCLD will advise two (2) weeks prior to the bidding any material
(above US$5 million) third party contracts that are in place or contemplated within each Contract Area.

5. PARTICIPATING COMPANIES
In order to participate in the bidding for Iraqs First Petroleum Licensing Round, a
company must have been previously individually qualified by the PCLD and have paid a
Participation Fee for the Contract Area on which it wishes to bid.
The companies that have been prequalified to participate in this First Petroleum
Licensing Round and have paid at least one Participation Fee are as follows:
Table 3:
Participating Companies
Participating Companies
BHP Billiton Petroleum Pty Ltd.
BP Exploration Operating Company
Chevron Corporation
CNOOC Limited
CNPC International Ltd.
ConocoPhillips
Edison SpA
Eni Medio Oriente SpA
ExxonMobil Iraq Ltd.
Hess Corporation
INPEX Corporation
Japex (Japan Petroleum Exploration Co., Ltd.)
JSC Gazprom Neft
Korea Gas Corporation (Kogas)
JSC Lukoil
Maersk Olie og Gas AS
Marathon International Petroleum Turquesa Limited
Mitsubishi Corporation
Nexen Inc.
Nippon Oil Corporation
Occidental Petroleum Corporation
ONGC Videsh Limited
PT Pertamina (Persero)
PETRONAS Carigali Sdn Bhd
Repsol Exploracion SA
Shell
Sinochem Corporation
Sinopec International Petroleum Exploration and Production Corporation
StatoilHydro ASA
Total SA
Turkish Petroleum Corporation (TPAO) Trkiye Petrolleri Anonim Ortakligi
Woodside Petroleum Ltd.

6. PARTICIPATION REQUIREMENTS
6.1. Participation Fees
In order to bid on a Contract Area in Iraqs First Petroleum Licensing Round, each
company must have paid a Participation Fee for the relevant Contract Area. The fees
vary according to the Field. Companies may only submit bids for Fields for which they
have paid Participation Fees. Each company in a consortium must pay the Participation
Fee for any Contract Area on which it intends to place a bid.
Table 4:
Participation Fees
Contract Area US$
Rumaila 500,000
Kirkuk 500,000
West Qurna (1
st
Phase) 500,000
Zubair 500,000
Bai Hassan 500,000
Missan 350,000
Akkas 250,000
Mansuriya 250,000
All Contract Areas 2,500,000

1. Participation Fees must be paid in United States Dollars.
2. Companies that have paid Participation Fees for individual Contract Areas, and
then decide to pay additional Participation Fees for other Contract Areas will, in
no event, be charged more than the cost of paying Participation Fees for all
Contract Areas.
3. Companies wishing to bid are required to pay the appropriate Participation Fee
whether bidding alone or in a consortium. Instructions for the payment of the
Participation Fee are attached as Annex I.
4. The deadline for the payment of Participation Fees is June 1, 2009.
6.2. Consortia
While companies that are classified as (Co)-Operators (Lead Contractor or
Contractors Operator in the Contract) may bid singly for those Contract Areas for
which they have been qualified, the Ministry of Oil encourages the development of
consortia between the prequalified companies.
In order to participate in Iraqs First Petroleum Licensing Round, all companies must
have been prequalified individually. Prequalified companies will be free to form bidding
consortia up to the deadline for submission of bids for each Contract Area described in
this Final Tender Protocol. The only restrictions that will apply are:
(a) Each consortium must contain a company qualified as a (Co)-Operator for the
Contract Area in question;

(b) The (Co)-Operator must have a minimum 30% interest in the consortium (prior to
the participation of the State Partner);
(c) The minimum interest that may be held by a member of a consortium is 5% (prior
to the participation of the State Partner);
(d) While companies may bid on any Contract Area for which it had paid a
Participation Fee and it (or a member of its consortium) has been qualified,
awards are limited to a single Contract Area as Lead Contractor or Contractors
Operator and participation in a maximum of three Contract Areas;.
(e) No company will be permitted to make more than one offer for the same Contract
Area, whether individually or in consortia. A company may, however, participate
in different consortia in order to make offers for different Contract Areas; and
(f) In the event a company wishes to withdraw from a consortium following
submission of a successful bid but before signing the contract, the remaining
consortium member(s) must assume the obligation of the withdrawing company.
In no circumstances will new companies be permitted into the consortium during
this period.
6.3. Non-Disclosure Undertaking on the part of the PCLD
Documents submitted by the companies will be considered permanently to be of a
confidential nature and will not be disclosed except where authorized in writing by the
relevant Authorized Representative, or where required by law. Notwithstanding, all bids
submitted by companies, as well as the constitution of any bidding consortia, will be
publicly disclosed at the time of the bidding.
6.4. Disqualification
The prequalification of prospective Bidders may be cancelled in the following
circumstances:
(a) Declaration of bankruptcy, dissolution, or sale of the company;
(b) At the request of the company;
(c) Proven misrepresentation by the company;
(d) Failure to comply with the conditions of this bidding process; or
(e) Any illegal act proved in a court of law.

7. BIDDING
Bidding for the Contract Areas will take place over two days on Monday, June 29, and
Tuesday, June 30, 2009 in Baghdad, Republic of Iraq, commencing at 9:00am Baghdad time.
The venue will be advised in due course. The bidding process will be presided over by a senior
official of the Ministry of Oil (Chairman of the Bid Committee or Chairman).
Bids will be offered by means of a sealed bid, one Contract Area at a time, with bids
opened publicly and results announced before the next Contract Area is offered.
The order of the bids and indicative timing (all Baghdad time) will be:
Monday, June 29:
Introduction/Overview of Bidding Process 8:30am
Rumaila 9:00am
Mansuriya 11:00am
Bai Hassan 2:00pm
Zubair 4:00pm
Tuesday, June 30:
Missan 9:00am
Kirkuk 11:00am
Akkas 2:00pm
West Qurna (1st Phase) 4:00pm
7.1. Bidding
Each Lead Contractor or Contractors Operator that has paid a Participation Fee on a
Contract Area will be provided with a unique official Bid Envelope and Bid Form for that
area. Bids will only be accepted in the official envelope and on the official form for that
Lead Contractor or Contractors Operator.
Contract Areas will be offered sequentially, according to the sequence, and in line with
the schedule provided in this Final Tender Protocol. Companies/consortia have until the
notified deadline to submit a bid, in a sealed Bid Envelope, for the relevant Contract
Area. Consortia do not need to disclose in advance of submitting the Bid Envelope the
composition of their consortium for a bid.
The front of the Bid Envelope will contain details of the company or companies (including
the Lead Contractor / Contractors Operator) making the bid, the percentage interests of
each, information concerning the Bid Bond, the authority of a duly Authorized
Representative of each company (alone or in a consortium) presenting the bid, and
acceptance of all bidding conditions.
Upon receipt, the Bid Envelope will be examined to confirm that all companies identified
on the front are eligible to bid and that it has been completed in conformance with
requirements. The PCLD may ask, at its sole discretion, for any required corrections.
The names of the bidding company or companies will be announced, and the
representative of each will then be invited to place the sealed Bid Envelope in the bid
box.

Lead Contractors / Contractors Operators who accidentally spoil a Bid Form or Bid
Envelope may request a replacement from the PCLD. Replacement Bid Forms or Bid
Envelopes will be issued only in exchange for the spoiled Bid Form or Bid Envelope.
Spoiled Bid Forms or Bid Envelopes should not be disposed of by the Lead Contractor/
Contractors Operator, as an exchange will otherwise not be possible.
When all bids have been accepted and placed in the bid box, the envelopes will be
removed from the bid box, one at a time. After each is removed, it will be opened by the
Chairman of the Bid Committee and the bid examined. Subject to it conforming with
instructions on the Bid Form, the bidding consortium and content of the bid will be
announced.
This process will be repeated until all Bid Envelopes have been opened.
Once the last bid has been announced, the points allocated to each company according
to the formula in Section 7.2 will be made public and the company or consortium with the
highest points will be indicated and, subject to the Remuneration Fee in the highest
scoring bid being equal to or below a pre-defined maximum, the winner will be
announced.
The Chairman of the Bid Committee will then confirm the timing of bids for the next
Contract Area to be offered.
7.2. Bidding Parameters and Evaluation Criteria
For the Fields offered under a PFTSC, bids will comprise two parameters:
(a) The Remuneration Fee Bid, expressed in US$, to the nearest ten (10) cents, per
Barrel of Crude Oil of Incremental Production delivered to the Transfer Point,
(US$x.x0/bbl).
(b) The Plateau Production Target, expressed in Barrel of Crude Oil per day to be
delivered, at or to the nearest increment above the minimum, as specified in
Section 3.
For the Fields offered under a GSDPC, bids will also comprise two parameters:
(c) The Remuneration Fee Bid, expressed in US$, to the nearest ten (10) cents, per
Barrel of Crude Oil Equivalent (US$x.x0/Boe) of Natural Gas delivered to the
Transfer Point.
(d) The Plateau Production Target, at or to the nearest twenty-five (25) million
standard cubic feet of Natural Gas per day above the minimum specified in
Section 3 to be delivered to the Transfer Point.
For the evaluation of bids, each of the bids will be scored by multiplying the Plateau
Production Target (PPT) bid less the Initial Production Rate (IPR) by an amount equal
to one hundred (100) less the Remuneration Fee Bid (RFB).
Bid Score = (PPT- IPR) * (100-RFB)

7.3. Minimum Acceptable Bids
The Ministry of Oil will accept the high scoring bidder for each Contract Area provided
that the RFB of the high scorer does not exceed a Maximum Remuneration Fee (MRF)
pre-defined by the Ministry of Oil.
After all bids for a Contract Area have been opened and scored, the Chairman of the
Bidding Committee will check that the RFB(s) of the highest-scoring bidder(s) is/are
equal to or below the MRF. If:
(a) there is a single high scorer whose RFB is less than or equal to the MRF, that
bidder will be declared the winner.
(b) there is a single high scorer whos RFB exceeds the MRF, the Chairman will
make the MRF public and the high scorer will be invited to accept the MRF within
the timeframe set out in the tie-breaker procedure. If accepted, the high scorer
will be confirmed as the winner for the Contract Area in question. Where such
option is declined, the same option will be afforded to the second place scorer. If
accepted, the second place scorer will be confirmed as the winner. If declined,
the bidding process for the Contract Area will be terminated.
(c) there is a tie between two or more bidders, all tied bidders proceed to the tie-
breaker.
7.4. Tiebreaker
In the event of a tied bid score:
(a) The tied Bidders will be given additional Bid Forms to submit a revised bid by a
deadline to be indicated by the Chairman of the Bidding Committee, as described
below.
(i) Plateau Production Target bids may not be reduced in the tiebreaker bid;
and
(ii) Remuneration Fees may not be increased in the tiebreaker bid. If one or
more of the tied Bidders has exceeded the MRF, the MRF will be
disclosed to all tied Bidders in advance of the tiebreaker. No bid in
excess of the MRF will be accepted.
(b) In the event of a tie in the tiebreaker bid, and the tie is between a consortium and
a single company bidder, the consortium bidder will be declared the winner; if the
tie is between consortia or between single companies, the award will be settled
by random lot.
In the event of either a tiebreaker bid or an option to accept a MRF, as decribed in
7.3(b), the Chairman of the Bidding Committee will set a deadline no less than sixty (60)
minutes after the conclusion of the last bidding process on the day in question. If there
are more than one tied bid or options per 7.3(b), the Chairman will indicate the order and
subsequent process(es) will follow immediately after the conclusion of the first.
7.5. Bid Bond
In order to guarantee the winning Bidders obligation to sign the Contract for the relevant
Field(s), each company or consortium should present a Bid Bond in favor of the Ministry
of Oil for each Contract Area on which the company or consortium presents a bid. Each

Bid Bond will be in the amount of five million United States Dollars (US$5,000,000). The
form of Bid Bond is included as Annex IV to this Final Tender Protocol and must be
delivered to the Ministrys advisors, Gaffney, Cline & Associates (GCA), prior to the
deadline indicated in Section 4 of this Final Tender Protcol, at the following address:
Gaffney, Cline & Associates, Inc.
1360, Post Oak Blvd, Suite 2500
Houston, Tx, 77056
U.S.A.

Attention: Bill Cline / Bob George

Email: BidBond@pcld-iraq.com

Telephone: + 1-713-850-9955
The Bid Envelope will indicate which companys Bid Bond will be used by the consortium
to guarantee the signing of the Contract.
Any Bid Bond used to guarantee a winning bid for any Contract Area will not be able to
be used to guarantee bids on subsequent Contract Areas.
Companies or consortia that have the intention of presenting bids for more than one
Contract Area should ensure that they have a sufficient number of Bid Bonds, so that
they will not be limited in their capacity to present bids.
Bid Bonds will take the form of Letters of Credit issued by banks or financial institution,
which are rated A or better in the publications of Standard & Poors Rating Group or
the equivalent ratings of Fitch Ratings or of Moodys Investors Service.
The Bid Bonds of the participants that were not winners in the relevant Contract Area will
be returned in the week following the bidding, along with all other documentation
necessary for their cancellation. All other documentation sent to the PCLD or GCA will
not be returned.
The PCLD may draw on the Bid Bond in the following circumstances:
(a) The winning company or consortium does not sign the Contract by the date
defined in Section 4 and in accordance with the procedures described in Section
8 of this Final Tender Protocol;
(b) The performance guarantee is not provided to the ROC by the date described in
Section 4 of this Final Tender Protocol;
(c) The Signature Bonus is not paid before the date described in Section 4 of this
Final Tender Protocol; or
(d) In the case of an affiliate signing the Contract, if a company does not present a
guarantee for the performance of that affiliate in accordance with the model and
conditions in Annex F of the Contract.
If none of the foregoing events occur, the Bid Bond will be returned to the company that
presented it, along with the documentation necessary for its cancellation.

7.6. Proposed Development Approach
Within two (2) weeks following the bidding, the winning company or consortium must
submit an overview of the proposed development/re-development approach supporting
the winning bid. This document is expected to outline a description of the main drilling,
seismic and facilities engineering activities along with a breakdown of the expected
production, operating and capital cost profiles throughout the term of the contract.

8. SIGNATURE OF THE CONTRACTS
The winning company or consortia for each Contract Area that is awarded will execute a
Contract with an Iraqi State oil company within approximately one month of the bidding,
following the ratification of the Contract by the Council of Ministers. If the Contract is not ratified
prior to December 31, 2009, the winning company or consortia may withdraw its bid and recover
its Bid Bond.
Winning companies may sign the Contract using a wholly-owned and controlled affiliate
of the qualified company. Obligations under the Contract need to be guaranteed by an affiliate
of the signatory that has net production of at least 250,000 Barrels of Crude Oil Equivalent per
day or the ultimate parent company.
On or before the signing of the Contracts, the winning bidders should provide the
following documents:
(a) In the event the qualified company opts to sign the Contract through one of its
Affiliates, it should provide constituent articles and amendments of the company
that will sign the Contract duly filed in the appropriate places, authenticated by a
legal representative of the signing company;
(b) A legal opinion accepted by the PCLD containing the information concerning the
relationship between the qualified company and the company that will sign the
Contract;
(c) The performance guarantee duly notarized by a Notary Public or equivalent; and
(d) Duly authenticated documents proving the qualification of the legal
representative who will sign the Contract on behalf of the company.
The winning bidders must submit documentation by the deadline indictated in Section 4
of this Final Tender Protocol. In the event these documents are not delivered such that the
Contract can not be signed in a timely manner with the winning companies, the Bid Bond will be
drawn as described in Section 7.5 of this Final Tender Protocol.
In case the winner is a consortium and one of its companies does not present the
necessary documentation, the other companies within the consortium must assume the
responsibilities of the non-conforming company. In this situation, under no circumstance will a
new company be allowed to enter into the winning consortium before the signing of the
Contract.
If a winning bidder, for whatever reason, does not execute the ratified Contract by the
date given for its signature, the runner-up bidder will be summoned and given the opportunity to
sign the Contract for the Contract Area provided it meets the values offered by the winning
bidder, and it also re-submits a Bid Bond.

9. INFORMATION AND VISAS
9.1. Visas
Companies who require assistance from the PCLD for visas for the Republic of Iraq
should send an email containing the name of the person concerned, a PDF copy of the
photo page of the passport (ensuring this also has passport number), and nominating
the city containing the Consulate or Embassy from which the visa is to be collected.
In order to allow for time to process these visa applications, companies should send
these requests no later than May 15, 2009 to visas@pcld-iraq.com. Requests after this
date will not be accepted, and companies will have to utilize their own resources if they
wish to apply for a visa. As such it is suggested that applications are made for visas for
any potential attendee at the bidding.
9.2. Phone and E-Mail Questions
The PCLD is available to provide clarification or additional information regarding the
process, the contract terms, or the Fields to be bid. Questions may be communicated to
the PCLD by telephone or by e-mail at the locations listed below. Questions of general
interest and their respective responses will be published (without disclosing the identity
of the questioning company) on Iraqs First Petroleum Licensing Round web-site
(www.PCLD-Iraq.com).
(a) In Writing:
Iraqs First Petroleum Licensing Round
Petroleum Contracts and Licensing Directorate
Ministry of Oil
Port Said Street
Baghdad, Iraq
Attention: Abdul Mahdy Al-Ameedi, Deputy Director General
(b) By Phone: + 9647902456067
(c) By E-mail: contact@pcld-iraq.com
No technical questions will be answered other than to companies that have paid the
Participation Fee(s) for the Contract Area(s) in question.
Questions or clarifications concerning the Contracts or other legal matters should be
submitted in writing.
All information requests will be handled on a first-come, first-served basis by the PCLD.

10. PCLDS RIGHTS AND ASSURANCES
The PCLD oversees all phases of the licensing process on behalf of the Ministry of Oil.
The PCLD may revoke, in full or in part, at any time, the current offering. The PCLD can take
such steps that it considers necessary to clarify or complement the offering process.
The PCLD reserves the right to unilaterally revise the timetable and related procedures
of Iraqs First Petroleum Licensing Round, as well as to disqualify any previously qualified
company although, in this circumstance, the relevant Participation Fee would be refunded
unless the decision to disqualify is due to misrepresentation, misconduct, or submission of a
non-conforming bid or document.

ANNEXES
Annex I Payment of Participation Fees
Annex II Power of Attorney of Authorized Representative
Annex III Confidentiality Agreement
Annex IV Model Bid Bond
Exhibit 1: Form of Draft
Exhibit 2: Form of Drawing Certificate
Exhibit 3: Form of Expiration Certificate
Annex V Annex A to Contract (Desciption of Contract Area)
Annex VI Annex B to Contract (Map of Contract Area)
Annex VII Annex D to Contract (Definition of Reservoirs)
Annex VIII Annex E to Contract (Minimum Work Obligation)


ANNEX I

PAYMENT OF PARTICIPATION FEES

To: Petroleum Contracts and Licensing Directorate Fax:
From: (Company)
................................................................. (Authorized Representative)
Date: ....................................................................
We wish to submit a Participation Fee in respect of the following fields. In this regard, we have instructed that the sum of
US$................................. be transferred to your bank
1
.
We have placed an X against those fields for which we have paid the Participation Fee (please leave others blank):
Rumaila US$500,000
Kirkuk US$500,000
West Qurna US$500,000
Zubair US$500,000
Bai Hassan US$500,000
Missan US$350,000
Akkas US$250,000
Mansuriya US$250,000
ALL FIELDS US$2,500,000
We understand that payment of the Participation Fee entitles us to receive an information package in respect of each field
for which we have paid and to make a bid for the relevant fields. It does not obligate us to bid on any field, but we may only submit a
bid on a field that is covered by a Participation Fee that we have paid. We understand we may add to the fields on which we may
participate by tendering the appropriate Participation Fee at any time prior to the cut-off date. Finally, we understand that the rules
governing the conduct of this round and bidding are as laid out in the Final Tender Protocol, which we have received, and which will
be superceded in due course by the Final Tender Protocol.
We further acknowledge the necessary (Co)-Operator classification requirements for Iraqs First Petroleum Licensing
Round. To the extent that we have not yet received confirmation of our classification from the PCLD, we understand that the PCLD
will not entertain any claim for a refund of Participation Fees should we subsequently fail to obtain our desired classification status.
We understand the Information Packages may be retrieved by properly credentialed representatives at locations specified
by the PCLD.

Signed: ..................................................................................................(Authorized Representative)

Notes:

1. The Participation Fee should be wired to:

Federal Reserve Bank of New York Account Name: Development Fund for Iraq
33 Liberty St. Routing Number/Account Number: 021086773
New York, New York 10045, U.S.A. SWIFT Code: FRNYUS33


In order to facilitate tracking of your payment, you are requested to email us a copy of the funds transfer instructions. In particular, we
need the tracking number generated by the remitting bank.
ANNEX II
POWER OF ATTORNEY
FOR NOMINATION OF THE AUTHORIZED REPRESENTATIVE
By the present mandate instrument, [insert name of Company], constituted and
existing in accordance with the laws of [insert Companys country of origin] , with
headquarters in [insert address of Company headquarters], through its legal
representative, [insert name(s) of legal representative(s) of Company], in this act
nominates [insert name of and full title of Authorized Representative], as its adequate
Attorney empowered to represent us before the PCLD in respect of Iraqs First Petroleum
Licensing Round, and with specific power for the practice of the acts and assume responsibility
relative to negotiate and to propose that which is being presented, able to, in this regard,
receive, submit and sign documents, pay fees/taxes, propose, resort to/obtain, agree, and also
able to practice other acts necessary for the faithful compliance of this mandate.
IN WITNESS WHEREOF, this certificate has been executed on and as of
., 2009.
By: .............................................................. (Authorized Signatory)
Name: ..............................................................
Title: ..............................................................
The undersigned, of the Company, hereby certifies that the person whose signature
appears immediately above is the duly elected ............................. of the Company and that the
signature set forth above is that of such person.
Name: ..............................................................
Title: ..............................................................

ANNEX III
CONFIDENTIALITY AGREEMENT
The undersigned hereby acknowledges its interest in Iraqs First Petroleum Licensing Round and the
procedures for bidding for rights to enter into a service contract with the PCLD to develop and produce hydrocarbon
reserves in certain specific fields located in Iraq. Capitalized terms used herein and not defined have the meanings
set forth in the Final Tender Protocol, which lays out the procedures that will apply in Iraqs First Petroleum Licensing
Round.
In connection with Iraqs First Petroleum Licensing Round, the undersigned may receive additional materials,
data and information, including without limitation the information package, the Final Tender Protocol and the form of
service contract. All such materials, data and information provided to the undersigned or any party acting on behalf of
the undersigned by the PCLD, or any party acting on their behalf, including any copies of such materials, data and
information and any studies, reports, analyses or other materials based on such materials, data and information, in
connection with Iraqs First Petroleum Licensing Round are referred to as "Confidential Information".
The undersigned agrees to treat all Confidential Information as confidential, and shall not disclose any
Confidential Information to a third party unless the PCLD has given its prior written consent to such disclosure.
Notwithstanding the foregoing, the undersigned may disclose Confidential Information to any of its officers,
directors, employees, affiliate companies and their employees, agents and advisors who (i) has a need to know the
same in connection with carrying out work relating to Iraqs First Petroleum Licensing Round, and (ii) has been
advised of, and agrees to comply with, the restrictions upon such Confidential Information set forth in this Agreement
as if it were the undersigned. In addition, the undersigned may disclose Confidential Information to a third party
without the PCLD's prior written consent to the extent such information:
a. is already known to the undersigned as of the date of disclosure;
b. is already in possession of the public or becomes available to the public other than through an act
or omission of the undersigned;
c. is developed independently by the undersigned without the use of any Confidential Information; or
d. is acquired independently from a third party, which is under no legal obligation known to the
undersigned prohibiting such disclosure.
In the event that the undersigned is required by applicable law, decree, regulation, rule or order of any
competent authority to disclose any Confidential Information, the undersigned shall promptly notify the PCLD in
writing so that the PCLD may seek an appropriate protective order and/or waive the undersigned's compliance with
the confidentiality requirement. In the event that such protective order or other remedy is not obtained, then the
undersigned shall furnish only that portion of such Confidential Information that is legally required to be disclosed.
Upon the instruction of the PCLD, the undersigned shall destroy or return all Confidential Information
following the conclusion of its participation in Iraqs First Petroleum Licensing Round.
This Confidentiality Agreement shall be governed by, and construed in accordance with, the laws of the
Republic of Iraq.
Executed on the ................... day of the month of ........................................, 2009.
Name: ..............................................................
Title: ..............................................................
Company: ..............................................................

ANNEX IV
MODEL BID BOND
IRREVOCABLE STAND-BY LETTER OF CREDIT

Issued by [Name of Bank]

Date: _____________
No.: _____________
Face Amount: [US$5,000,000]

Petroleum Contracts and Licensing Directorate (PCLD)
Ministry of Oil
Port Said Street
Baghdad, Iraq
Dear Sirs:

1. [Name of Bank], a _____________ organized under the laws of __________ (the
Issuer), hereby establishes in favor of the [Development Fund for Iraq], [an agency of]
the Government of the Republic of Iraq its irrevocable stand-by Letter of Credit No.
___________ (this Letter of Credit), whereby the Issuer authorizes the PCLD to draw
hereunder, in a single drawing, the sum of US$5,000,000 (the Face Amount) by
presentation of a Draft and a Drawing Certificate (each as defined below) at the Issuers
office specified in Clause 3 of this Letter of Credit.
2. The Face Amount of this Letter of Credit may be drawn by the PCLD in the manner
specified in Clause 3 of this Letter of Credit between 9:00 a.m. and 5:00 p.m., New York
City time, on any Banking Day, on or after June 30, 2009 and prior to the expiration of
this Letter of Credit. A Banking Day is any day other than a Saturday, a Sunday or a
day on which commercial banks in New York City

are authorized or required by law,
regulation or executive order to close.
3. A drawing may be made hereunder only by the presentation by the PCLD to the Issuer
of a sight draft of the PCLD drawn on the Issuer in the form attached hereto as Exhibit 1
(a Draft) and a certificate executed by the PCLD in the form attached hereto as Exhibit
2 (a Drawing Certificate). Presentation of a Draft and Drawing Certificate must be
made at the Issuers office in New York City located at ____________, or at such other
address in New York City as the Issuer may designate to the PCLD by notice given in
accordance with Clause 8 of this Letter of Credit.
4. Upon the presentation by the PCLD to the Issuer of the Draft and Drawing Certificate at
the office of the Issuer designated pursuant to Clause 3 of this Letter of Credit, the
Issuer shall pay the Face Amount by wire transfer of immediately available funds to the
Development Fund for Iraq as

designated in the Drawing Certificate. If presentation is
duly made at or prior to 11:00 a.m., New York City time, on any Banking Day, payment
shall be made by the Issuer at or prior to 5:00 p.m., New York City time, on the same
Banking Day. If presentation is duly made after 11:00 a.m., New York City time, on any
Banking Day, payment shall be made by the Issuer at or prior to 1:00 p.m., New York
City time, on the immediately following Banking Day.

5. This Letter of Credit shall expire upon the earliest of (i) the date on which a certificate
executed by the PCLD, in the form attached hereto as Exhibit 3 (an Expiration
Certificate), is presented to the Issuer, (ii) the indefeasible payment by the Issuer to the
PCLD in the manner set forth in Clause 4 of this Letter of Credit of the Face Amount
upon a drawing properly made hereunder, and (iii) 5:00 p.m., New York City time, on
December 31, 2009. Notwithstanding the foregoing, any drawing properly made
hereunder prior to the expiration of this Letter of Credit shall be honored by the Issuer.
Notwithstanding anything contained in Article 17 of the Uniform Customs (defined below)
or herein, in the event that the Issuers office designated in Clause 3 of this Letter of
Credit is closed on the date set forth in (iii) of this Clause 5, the expiration date of this
Letter of Credit shall be extended to the next Banking Day on which such office is open.
6. This Letter of Credit may only be drawn by, and other rights hereunder may only be
exercised by, the PCLD.
7. This Letter of Credit is subject to the Uniform Customs and Practice for Documentary
Credits (1993 Revision), International Chamber of Commerce Publication No. 500 (the
Uniform Customs). As to matters not covered by the Uniform Customs, this Letter of
Credit shall be governed by, and construed in accordance with, the laws of the State of
New York, including without limitation Article 5 of the Uniform Commercial Code as in
effect in the State of New York.
8. All notices, demands, instructions, waivers or other communications to be provided
pursuant to this Letter of Credit shall be in writing in English, shall be effective upon
receipt, and shall be sent by personal delivery, courier, first class mail or email, to the
following addresses:
(i) If to the Issuer, to:
(ii) If to the PCLD, to:

Petroleum Contracts and Licensing Directorate
Ministry of Oil
Port Said Street
Baghdad, Iraq
Attention: Abdul Mahdy Al-Ameedi, Deputy Director General
E-mail: contact@pcld-iraq.com

The addresses and email addresses for notices given pursuant to this Letter of Credit
may be changed by the Issuer or the PCLD by means of a written notice given to the
other at least fifteen (15) Banking Days prior to the effective date of such change.

9. This Letter of Credit sets forth in full the Issuers undertaking, and such undertaking shall
not in any way be modified or amended by reference to any document, instrument or
agreement referred to herein, except the Draft, the Drawing Certificate and any
Expiration Certificate.
Very truly yours,
[NAME OF BANK]
By: ______________________________
Name: ______________________________
Title: ______________________________

EXHIBIT 1
FORM OF DRAFT
Letter of Credit No. _________
[New York, New York]
[Date of Draft]
At sight
Pay to the order of the Petroleum Contracts and Licensing Directorate, Ministry of Oil, Iraq the
sum of US$5,000,000 (Five Million U.S. Dollars), for value received. Drawn under [Name of
Issuer] Letter of Credit No. ____________.
PETROLEUM CONTRACTS AND LICENSING
DIRECTORATE, MINISTRY OF OIL, IRAQ
By: ______________________________
Name: ______________________________
Title: ______________________________

To: [Name of Issuer] ________________________________
[Address of Issuer] ________________________________

EXHIBIT 2
FORM OF DRAWING CERTIFICATE
Reference is made to the Letter of Credit (the Letter of Credit), No. __________, dated
____________, issued by ____________ in favor of the Petroleum Contracts and Licensing
Directorate, Ministry of Oil, Iraq. Capitalized terms used herein and not defined have the
respective meanings set forth in the Letter of Credit or the Final Tender Protocol dated [April,
2009].
The undersigned, being duly authorized to execute this certificate on behalf of the PCLD,
hereby certifies that pursuant to a bidding round held in June, 2009 _________________[insert
name of single Bidder or members of bidding consortium, as applicable] (each a Selected
Company and collectively, the Selected Consortium) were selected to enter into a Contract
with [name of Regional Operating Company], and that either:
1. Any Selected Company/Consortium (or any duly designated Jointly Held
company or Affiliate of such Selected Company/Consortium) did not sign the
Contract (and provide the related guarantees) by [_________ __,] 2009; or
2. Any required Letter of Credit for the [Minimum Work Obligation] was not
delivered to the PCLD simultaneously with or prior to execution of the Contract;
or
3. The Signature Bonus was not paid in full concurrently with execution of the
Contract, as provided therein.
Payment of the Face Amount of the Letter of Credit is to be made by the Issuer to the
following account: (to be communicated by the PCLD in due course)

This certificate has been duly executed by the undersigned as of the ___________ day
of ___________, 2009.
By: ______________________________
Name: ______________________________
Title: ______________________________

EXHIBIT 3
FORM OF EXPIRATION CERTIFICATE
Reference is made to the Letter of Credit (the Letter of Credit) No.__________, dated
____________, issued by ____________ in favor of the Petroleum Contracts and Licensing
Directorate (PCLD). Capitalized terms used herein and not defined have the respective
meanings set forth in the Letter of Credit.
The undersigned, being duly authorized to execute this certificate on behalf of the PCLD,
hereby certifies that conditions permitting the expiration of the Letter of Credit have occurred,
and that accordingly the Letter of Credit shall expire as of the date of this Certificate.
This certificate has been duly executed by the undersigned as of the ___________ day
of ___________, 2009.
By: ______________________________
Name: ______________________________
Title: ______________________________


ANNEX V
ANNEX A TO CONTRACT
DESCRIPTION OF CONTRACT AREAS


ANNEX A DESCRIPTION OF CONTRACT AREA RUMAILA
This Annex A is attached to and made part of the
Technical Service Contract for the Rumaila Contract Area.
The Contract Area is defined by the corner points for numbered as shown for U.T.M.
Zone 38N and connected by straight lines as shown in Annex B.
CORNERPOINT NORTHING EASTING
A 3,407,000 733,107
B 3,369,290 730,070
C 3,333,000 744,840
D 3,332,982 744,031
E 3,332,962 743,134
F 3,332,947 742,449
G 3,332,923 741,331
H 3,332,895 740,068
I 3,332,884 739,543
J 3,332,871 738,942
K 3,332,847 737,867
L 3,332,819 736,555
M 3,332,812 736,239
N 3,332,790 735,181
O 3,332,771 734,323
P 3,332,756 733,612
Q 3,332,729 732,317
R 3,332,699 730,895
S 3,332,691 730,504
T 3,332,670 729,538
U 3,332,649 728,502
V 3,332,400 728,185
W 3,331,904 727,551
X 3,331,606 726,657
Y 3,331,751 726,600
Z 3,331,764 726,593
AA 3,347,378 717,116
BB 3,347,643 717,067
CC 3,361,650 714,500
DD 3,407,000 714,500
EE 3,407,000 733,107
FF 3,400,000 732,535
(End of Annex A)

ANNEX A DESCRIPTION OF CONTRACT AREA KIRKUK
Technical Service Contract for the Kirkuk Contract Area.
CORNER POINT NORTHING EASTING
A 3,988,000 378,000
B 3,986,000 378,000
C 3,984,000 378,000
D 3,982,000 379,000
E 3,980,000 381,000
F 3,978,000 383,000
G 3,976,000 385,000
H 3,973,000 388,000
I 3,972,000 390,000
J 3,970,000 393,000
K 3,968,000 396,000
L 3,966,000 398,000
M 3,964,000 400,000
N 3,962,000 403,000
O 3,960,000 406,000
P 3,958,000 407,000
Q 3,956,000 408,000
R 3,954,000 410,000
S 3,952,000 411,000
T 3,950,000 413,000
U 3,948,000 416,000
V 3,947,000 417,000
W 3,946,000 418,000
X 3,944,000 420,000
Y 3,943,000 421,000
Z 3,942,000 422,000
AA 3,940,000 424,000
BB 3,938,000 426,000
CC 3,936,000 428,000
DD 3,934,000 434,000
EE 3,932,000 436,000
FF 3,930,000 438,000
GG 3,928,000 440,000
HH 3,926,000 442,000
II 3,924,000 444,000
JJ 3,922,000 446,000
KK 3,920,000 448,000
LL 3,918,000 450,000
MM 3,916,000 452,000
NN 3,920,000 456,000
OO 3,922,000 454,000
PP 3,924,000 452,000

QQ 3,926,000 450,000
RR 3,928,000 448,000
SS 3,930,000 446,000
TT 3,932,000 444,000
UU 3,934,000 442,000
VV 3,936,000 440,000
WW 3,938,000 438,000
XX 3,940,000 432,000
YY 3,942,000 430,000
ZZ 3,944,000 428,000
AAA 3,946,000 426,000
BBB 3,947,000 425,000
CCC 3,948,000 424,000
DDD 3,949,000 423,000
EEE 3,951,000 422,000
FFF 3,950,000 422,000
GGG 3,952,000 421,000
HHH 3,953,000 420,000
III 3,954,000 419,000
JJJ 3,955,000 418,000
KKK 3,956,000 417,000
LLL 3,957,000 416,000
MMM 3,958,000 415,000
NNN 3,959,000 414,000
OOO 3,960,000 413,000
PPP 3,961,000 412,000
QQQ 3,962,000 411,000
RRR 3,964,000 408,000
SSS 3,966,000 405,000
TTT 3,970,000 399,000
UUU 3,972,000 397,000
VVV 3,973,000 395,000
WWW 3,975,000 393,000
XXX 3,978,000 391,000
YYY 3,980,000 389,000
ZZZ 3,982,000 387,000
AAAA 3,984,000 386,000
BBBB 3,986,000 384,000
CCCC 3,988,000 383,000
DDDD 3,990,000 381,000
EEEE 3,988,000 378,000
(End of Annex A)

ANNEX A DESCRIPTION OF CONTRACT AREA WEST QURNA (1st PHASE)
Technical Service Contract for the West Qurna (1st Phase) Contract Area.

A 3,426,000 714,000
B 3,426,000 731,000
C 3,400,000 731,000
D 3,400,000 714,000
E 3,426,000 714,000
(End of Annex A)

ANNEX A DESCRIPTION OF CONTRACT AREA ZUBAIR
Technical Service Contract for the Zubair Contract Area.

A 3,399,000 750,600
B 3,363,500 760,200
C 3,353,000 771,000
D 3,329,100 771,000
E 3,331,700 764,000
F 3,331,700 760,700
G 3,361,800 742,200
H 3,393,200 738,600
I 3,399,000 750,600
(End of Annex A)

ANNEX A DESCRIPTION OF CONTRACT AREA BAI HASSAN
Technical Service Contract for the Bai Hassan Contract Area.

A 3,936,000 418,000
B 3,936,000 416,000
C 3,938,000 412,000
D 3,939,000 410,000
E 3,941,000 408,000
F 3,943,000 406,000
G 3,944,000 404,000
H 3,945,000 402,000
I 3,945,000 400,000
J 3,946,000 398,000
K 3,947,000 396,000
L 3,948,000 394,000
M 3,950,000 392,000
N 3,952,000 391,000
O 3,954,000 391,000
P 3,956,000 391,000
Q 3,958,000 392,000
R 3,958,000 394,000
S 3,956,000 396,000
T 3,954,000 398,000
U 3,952,000 400,000
V 3,951,000 402,000
W 3,950,000 406,000
X 3,949,000 408,000
Y 3,946,000 412,000
Z 3,944,000 414,000
AA 3,942,000 416,000
BB 3,940,000 418,000
CC 3,938,000 418,000
DD 3,936,000 418,000
(End of Annex A)

ANNEX A DESCRIPTION OF CONTRACT AREA MISSAN
Technical Service Contract for the Missan Contract Area.
The Contract Area is divided into three Field areas, with corner points numbered as
shown for U.T.M. Zone 38N and connected by straight lines as shown in Annex B.
Abu Ghirab Field
A 3,577,500 733,500
B 3,575,400 734,500
C 3,573,500 731,700
D 3,591,000 718,500
E 3,593,750 711,500
F 3,595,750 714,000
G 3,592,000 723,250
H 3,582,250 730,500
I 3,581,675 729,200
J 3,581,000 730,710
K 3,577,650 731,600
L 3,577,500 733,500
Buzurgan Field
A 3,546,300 739,500
B 3,544,000 730,000
C 3,562,000 716,500
D 3,568,800 706,200
E 3,579,500 707,000
F 3,579,000 710,000
G 3,565,700 723,600
H 3,546,300 739,500


Fauqi Field
A 3,549,800 740,400
B 3,561,250 734,400
C 3,566,000 734,400
D 3,566,000 741,655
E 3,564,800 741,655
F 3,563,750 740,800
G 3,562,350 739,400
H 3,561,825 738,100
I 3,561,300 738,450
J 3,559,300 739,000
K 3,558,500 738,400
L 3,556,350 741,400
M 3,555,850 741,050
N 3,555,300 741,800
O 3,555,500 743,050
P 3,555,450 744,150
Q 3,555,800 744,600
R 3,553,750 748,000
S 3,552,800 749,000
T 3,552,700 749,300
U 3,549,800 749,300
V 3,549,800 740,400

(End of Annex A)

ANNEX A DESCRIPTION OF CONTRACT AREA AKKAS
This Annex is attached to and made part of the
Service Development and Production Contract for the Akkas Contract Area.
Where as a result of Appraisal and Development Operations it appears reasonably likely
to the Parties that the Field is larger than originally delineated and extends beyond the Contract
Area originally established in respect thereof, then NOC may grant to Contractor, subject to any
prior grants of rights over the relevant area to a third party, an additional surface area outside
the original Contract Area so that the Field may be fully contained within the extended Contract
Area.

A 3,780,000 665,000
B 3,790,000 667,500
C 3,792,000 678,500
D 3,787,000 682,500
E 3,783,000 684,000
F 3,781,500 686,000
G 3,771,000 700,000
H 3,760,000 710,000
I 3,750,000 710,000
J 3,745,000 700,000
K 3,750,000 690,000
L 3,780,000 665,000
(End of Annex A)

ANNEX A DESCRIPTION OF CONTRACT AREA MANSURIYA
Service Development and Production Contract for the Mansuriya Contract Area.
Where as a result of Appraisal and Development Operations it appears reasonably likely
to the Parties that the Field is larger than originally delineated and extends beyond the Contract
Area originally established in respect thereof, then NOC may grant to Contractor, subject to any
prior grants of rights over the relevant area to a third party, an additional surface area outside
the original Contract Area so that the Field may be fully contained within the extended Contract
Area.
CORNERPOINT NORTHING EASTING
A 3,772,000 500,000
B 3,786,000 490,000
C 3,784,000 486,000
D 3,780,000 486,000
D 3,770,000 494,000
F 3,770,000 498,000
G 3,772,000 500,000
(End of Annex A)


ANNEX VI
ANNEX B TO CONTRACT
MAP OF CONTRACT AREAS


ANNEX B MAP OF CONTRACT AREA RUMAILA
Technical Service Contract for Rumaila Contract Area.

3,320,000
3,330,000
3,340,000
3,350,000
3,360,000
3,370,000
3,380,000
3,390,000
3,400,000
3,410,000
3,420,000
7
1
0
,
0
0
0
7
2
0
,
0
0
0
7
3
0
,
0
0
0
7
4
0
,
0
0
0
7
5
0
,
0
0
0

(End of Annex B)

ANNEX B MAP OF CONTRACT AREA KIRKUK
Technical Service Contract for Kirkuk Contract Area.
3,910,000
3,920,000
3,930,000
3,940,000
3,950,000
3,960,000
3,970,000
3,980,000
3,990,000
4,000,000
3
7
0
,
0
0
0
3
8
0
,
0
0
0
3
9
0
,
0
0
0
4
0
0
,
0
0
0
4
1
0
,
0
0
0
4
2
0
,
0
0
0
4
3
0
,
0
0
0
4
4
0
,
0
0
0
4
5
0
,
0
0
0
4
6
0
,
0
0
0
4
7
0
,
0
0
0

(End of Annex B)


ANNEX B MAP OF CONTRACT AREA WEST QURNA
Technical Service Contract for West Qurna Contract Area.

3,390,000
3,400,000
3,410,000
3,420,000
3,430,000
7
1
0
,
0
0
0
7
2
0
,
0
0
0
7
3
0
,
0
0
0
7
4
0
,
0
0
0

(End of Annex B)

ANNEX B MAP OF CONTRACT AREA ZUBAIR
Technical Service Contract for Zubair Contract Area.

3,320,000
3,330,000
3,340,000
3,350,000
3,360,000
3,370,000
3,380,000
3,390,000
3,400,000
3,410,000
7
3
0
,
0
0
0
7
4
0
,
0
0
0
7
5
0
,
0
0
0
7
6
0
,
0
0
0
7
7
0
,
0
0
0
7
8
0
,
0
0
0

(End of Annex B)

ANNEX B MAP OF CONTRACT AREA BAI HASSAN
Technical Service Contract for Bai Hassan Contract Area.
3,930,000
3,940,000
3,950,000
3,960,000
3
7
0
,
0
0
0
3
8
0
,
0
0
0
3
9
0
,
0
0
0
4
0
0
,
0
0
0
4
1
0
,
0
0
0
4
2
0
,
0
0
0
4
3
0
,
0
0
0

(End of Annex B)

ANNEX B MAP OF CONTRACT AREA MISSAN
Technical Service Contract for Missan Contract Area.

3,540,000
3,550,000
3,560,000
3,570,000
3,580,000
3,590,000
3,600,000
7
0
0
,
0
0
0
7
1
0
,
0
0
0
7
2
0
,
0
0
0
7
3
0
,
0
0
0
7
4
0
,
0
0
0
7
5
0
,
0
0
0
7
6
0
,
0
0
0
Abu Ghirab Buzurgan Fauqi

(End of Annex B)

ANNEX B MAP OF CONTRACT AREA AKKAS
Service Development and Production Contract for Akkas Contract Area.

3,740,000
3,750,000
3,760,000
3,770,000
3,780,000
3,790,000
3,800,000
6
6
0
,
0
0
0
6
7
0
,
0
0
0
6
8
0
,
0
0
0
6
9
0
,
0
0
0
7
0
0
,
0
0
0
7
1
0
,
0
0
0
7
2
0
,
0
0
0

(End of Annex B)

ANNEX B MAP OF CONTRACT AREA MANSURIYA
Service Development and Production Contract for Mansuriya Contract Area.
3,760,000
3,770,000
3,780,000
3,790,000
4
8
0
,
0
0
0
4
9
0
,
0
0
0
5
0
0
,
0
0
0
5
1
0
,
0
0
0

(End of Annex B)


ANNEX VII
ANNEX D TO CONTRACT
DEFINITION OF RESERVOIRS

ANNEX D DEFINITION OF RESERVOIRS RUMAILA
This Annex D is attached to and made part of the
All depths quoted are in metres below Mean Sea Level.
SECTION 1 PRODUCING RESERVOIRS
A. North Rumaila Field
(i) MISHRIF RESERVOIR
Interval from 2,140m to 2,260m in R - 172 well and its lateral equivalents.
(ii) MAIN PAY RESERVOIR
Interval from 3,080m to 3,200m in R - 172 well and its lateral equivalents.
B. South Rumaila Field
Interval from 2,130m to 2,250m in Ru-94 well and its lateral equivalents.
(ii) UPPER SHALE MEMBER RESERVOIR
Interval from 2,940m to 3,035m in Ru-94 well and its lateral equivalents.
(iii) UPPER SANDSTONE MEMBER (MAIN PAY) RESERVOIR
Interval from 3,035m to 3,150m in Ru - 94 well and its lateral equivalents.
SECTION 2 DISCOVERED UNDEVELOPED RESERVOIRS
Nahr Umr, Upper Shale Member, Yamama, Najma, Alan and Mus/Adaiya.
Lower Fars, Nahr Umr, Fourth Pay and Yamama.
SECTION 3 UNDISCOVERED POTENTIAL RESERVOIRS
All reservoirs which may exist below the base of the Mus/Adaiya formation.
All reservoirs which may exist below the base of the Yamama formation.
(End of Annex D)

ANNEX D DEFINITION OF RESERVOIRS KIRKUK
Technical Service Contract for Kirkuk Contract Area.
(i) TERTIARY MAIN LIMESTONE RESERVOIR
Intervals from 68m to 123m in KK-225 well and its lateral equivalents.
(ii) CRETACEOUS RESERVOIRS
Intervals from 806m to 1,590m in KK-216 well and its lateral equivalents.
Transition Beds (above MAIN LIMESTONE RESERVOIR).
All reservoirs which may exist below the base of the Lower Qamchuqa formation
(also referred to as Shuaiba formation).
(End of Annex D)

ANNEX D DEFINITION OF RESERVOIRS WEST QURNA
Technical Service Contract for West Qurna Contract Area.
Intervals from 2,267m to 2,450m in WQ-15 well and its lateral equivalents.
Saadi , Zubair, Khasib, Rumaila, Ahmadi, Ratawi, Yamama and Najma
All reservoirs which may exist below the base of the Najma Formation.
(End of Annex D)

ANNEX D DEFINITION OF RESERVOIRS ZUBAIR
Technical Service Contract for Zubair Contract Area.
Intervals from 2,210m to 2,370m in ZB-89 well and its lateral equivalents.
(ii) THIRD PAY RESERVOIR
Intervals from 3,230m to 3,325m in ZB-89 well and its lateral equivalents.
Upper Shale Member, Forth Pay, Lower Fars, Nahr Umr and Yamama .
All reservoirs which may exist below the base of the Yamama Formation
(End of Annex D)

ANNEX D DEFINITION OF RESERVOIRS BAI HASSNA
Technical Service Contract for Bai Hassan Contract Area.
(i) TERTIARY MAIN LIMESTONE RESERVOIR
Intervals from 599m to 813m in BH-81 well and its lateral equivalents.
(ii) CRETACEOUS RESERVOIRS
Intervals from 1,039m to 1,868m in BH-81 well (Shiranish, Mauddud, Shuaiba)
and its lateral equivalents.
Kometan (Upper and Lower), Garagu and Gotnia.
All reservoirs which may exist below the base of the Gotnia formation.
(End of Annex D)

ANNEX D DEFINITION OF RESERVOIRS MISSAN
Technical Service Contract for Missan Contract Area.
A. Buzurgan Field
MISHRIF RESERVOIR
Intervals from 3,682m to 4,030m in BU-1 well and its lateral equivalents.
B. Fauqi Field
(i) ASMARI RESERVOIR
Intervals from 2,700m to 3,035m in FQ - 1 well and its lateral equivalents.
(ii) MISHRIF RESERVOIR
Intervals from 3560m to 3925m in FQ - 1 well and its lateral equivalents.
C. Abu-Gharib Field
ASMARI RESERVOIR
Intervals from 2,760m to 2,980m in AG - 1 well and its lateral equivalents.
Maudud reservoir of Abu Gharib Field.
A. Buzurgan Field
All reservoirs which may exist below the base of the Mishrif formation.
B. Fauqi Field
All reservoirs which may exist below the base of the Mishrif formation.
C. Abu-Gharib Field
All reservoirs which may exist below the base of the Maudud formation.
(End of Annex D)

ANNEX D DEFINITION OF RESERVOIRS AKKAS
Service Development and Production Contract for Akkas Contract Area.
SECTION 1 DISCOVERED RESERVOIRS
(i) AKKAS RESERVOIR
Intervals from 1,176m to 2,039m in AKK-1 well and its lateral equivalents.
(ii) KHABOUR RESERVOIR
The Khabour reservoir and its lateral equivalents.
All reservoirs which may exist below the base of the Khabour formation.
(End of Annex D)

ANNEX D DEFINITION OF RESERVOIRS MANSURIYA
Service Development and Production Contract for Mansuriya Contract Area.
SECTION 1 DISCOVERED RESERVOIRS
(i) TRANSITION BED RESERVOIRS
Intervals from 1,122m to 1,266m in Mn-1 well and its lateral equivalents.
(ii) JERIBE/DHIBAN RESERVOIRS
Intervals from 1,266m to 1,460m in Mn-1 well and its lateral equivalents.
All reservoirs which may exist below the base of the Jeribe/Dhiban Formation.
(End of Annex D)


ANNEX VIII
ANNEX E TO CONTRACT
MINIMUM WORK OBLIGATION

ANNEX E MINIMUM WORK OBLIGATION RUMAILA
SECTION 1 ADDITIONAL APPRAISAL OPERATIONS
(a) Acquire a 1,500 square kilometre 3-D seismic survey over the Contract Area,
including processing and interpretation thereof; and
(b) Perform detailed geological and reservoir engineering studies, including 3-D
simulation for the reservoirs, and carry out detailed laboratory and reservoir
engineering studies to evaluate the most suitable recovery mechanism for all
producing and undeveloped reservoirs that will be the subject of the
Rehabilitation and Enhanced Redevelopment Plans. Integrate all relevant
available data and information, including such data existing prior to the execution
of Appraisal Operations.
SECTION 2 REHABILITATION WORK
(a) Drill 20 new production and 10 new injection wells;
(b) Workover 130 wells, install new ESPs on 65 wells; perform 100 stimulations;
(c) Agree and execute a thorough Reservoir Surveillance plan, to acquire sufficient
data for development planning and operations; expected to be in the order of
600-800 well integrity surveys PLTs, MDTs, RSTs, well production tests and PVT
measurements;
(d) Design and build two 150,000 BWPD produced water re-injection plants (one
each for North and South Rumaila);
(e) Rehabilitate the existing water intake plant and supply pipeline to achieve a
working capacity of 1.25 MMBWPD;
(f) Refurbish existing or, as necessary, construct additional field gathering and
processing facilities required to process the expected production levels resulting
from implementation of the Rehabilitation Plan. To include an additional 3-phase
separator, expansion of power generation and distribution by an estimated 10-20
MW; 3 new flow tanks, with combined capacity of 30,000 cubic metres of oil;
provision of fiscal metering at the Production Measurement Points; and
(g) Perform engineering studies for improved and enhanced production, and initiate
any studies necessary for preparation of the Enhanced Redevelopment Plan.
(End of Annex E)

ANNEX E MINIMUM WORK OBLIGATION KIRKUK
Technical Service Contract for the Kirkuk Contract Area.
(a) Acquire a 750 square kilometre 3-D seismic survey over the Contract Area,
including processing and interpretation thereof;
(b) Drill 2 appraisal wells; and
(c) Perform detailed geological and reservoir engineering studies, including 3-D
(a) Drill 25 wells;
(b) Workover 80 existing wells; perform stimulations on 50 wells;
data for development planning and operations; expected to comprise in the order
of 500 well integrity surveys, PLTs, RSTs, well tests and PVT measurements;
(d) Rehabilitate the existing water injection system to achieve a working capacity of
1.2 MMBWPD;
(e) Rehabilitate 2 existing gas compression stations and 7 degassing stations;
(f) Provide a new gas lift system inclusive of gas treatment/compression with a
capacity of 100 MMscfd for the Baba Dome wells;
(g) Refurbish existing or, as necessary, construct additional field gathering and
from implementation of the Rehabilitation Plan. To include a corrosion inhibition
system for existing flowlines, test separation systems and expand power
generation and distribution by an expected 10-20 MW; provision of fiscal
metering at the Production Measurement Point(s);
(h) Construct an additional 50 MMscfd gas gathering, treatment/compression, and
transportation facility for Avanah Dome gas; and
(i) Perform engineering studies for improved and enhanced production, and initiate
(End of Annex E)

ANNEX E MINIMUM WORK OBLIGATION WEST QURNA (1st PHASE)
Technical Service Contract for the West Qurna (1st Phase) Contract Area.
(a) Workover 30 wells and complete 35 existing wells; perform stimulations in 270
wells ; new perforations in 150 wells;
(b) Agree and execute a thorough Reservoir Surveillance plan, to acquire sufficient
(c) Design and build a 250,000 BWPD fresh water injection system including water
intake facilities and supply pipeline, all capable of being expanded to 500,000
BWPD, and including facilities to re-inject produced water at a later stage. It is
envisaged that some of the existing wells will be converted to water injection;
(d) Refurbish existing or, as necessary, construct additional field gathering and
from implementation of the Rehabilitation Plan; in particular expand power
generation and distribution by an expected 10-20 MW; 1 new flow tank with a
capacity of 10,000 cubic metres of oil; provision of fiscal metering at the
Production Measurement Point; and
(e) Perform engineering studies for improved and enhanced production, plus initiate
(End of Annex E)

ANNEX E MINIMUM WORK OBLIGATION ZUBAIR
Technical Service Contract for the Zubair Contract Area.
(a) Acquire a 1,500 square kilometre 3-D seismic survey over the Contract Area,
(a) Drill 10 new wells;
(b) Workover 15 existing wells; install new ESPs in 35 wells, perform stimulations in
50 wells;
(c) Agree and execute a thorough Reservoir Surveillance plan to acquire sufficient
(d) Commission of the new 250,000 BWPD injection plant including provision of
additional water filter units and refurbishment of the existing 20 kilometres water
supply pipeline;
(e) Refurbish existing or, as necessary, construct additional field gathering and
from implementation of the Rehabilitation Plan; in particular expansion of power
generation and distribution by an expected 10-20 MW; addition of 3 flow tanks
totalling 30,000 cubic metres of oil; provision of fiscal metering at the Production
Measurement Point; and
(f) Perform engineering studies for improved and enhanced production, plus initiate
(End of Annex E)

ANNEX E MINIMUM WORK OBLIGATION BAI HASSAN
Technical Service Contract for the Bai Hassan Contract Area.
(a) Drill 28 wells, including 3 new horizontal production wells;
(b) Workover 50 existing wells and perform stimulations on 100 wells;
of 400 production tests, PLTs, RSTs, well integrity surveys and PVT
measurements;
(d) Review the existing design, and implement construction of, a 100,000 BWPD
produced water treatment and reinjection system;
(e) Refurbish existing or, as necessary, construct additional field gathering and
from implementation of the Rehabilitation Plan. To include a corrosion inhibition
system for existing flowlines; provision of test separation systems; expand power
generation and distribution by an expected 10-20 MW; provision of fiscal
metering at the Production Measurement Point;
(f) Adopt existing designs/contracts and install three, 50MMscfd gas compression
plants to deliver gas to an existing working gas export line to the North Gas plant;
and
(g) Perform engineering studies for improved and enhanced production, and initiate
(End of Annex E)

ANNEX E MINIMUM WORK OBLIGATION MISSAN
Technical Service Contract for the Missan Contract Area.
SECTION 1 APPRAISAL OPERATIONS
(a) Acquire 500 square kilometre of 3-D seismic data over the Fields/Contract Area,
(a) Drill 20 new wells;
(b) Workover 22 existing wells; install new ESPs on 9 wells, perform stimulations on
35 wells;
(c) Agree and execute a thorough reservoir surveillance plan, to acquire sufficient
of 200 production tests, well integrity surveys, PLTs, RSTs and PVT
measurements;
(d) Design and construct a 50,000 BWPD fresh water injection plant for the Mishrif
reservoir in the Buzurgan field. To the extent that the new wells drilled are
insufficient to implement the water injection scheme, drill such additional new
injection wells as required;
(e) Perform engineering studies for improved and enhanced production, including for
the refurbishment of the Buzurgan CPF;
(f) Refurbish existing or, as necessary, construct additional field gathering,
processing facilities and power generation/utilities required to process the
expected production levels resulting from implementation of the Rehabilitation
Plan including provision of fiscal metering at the Production Measurement Point;
(g) Survey and refurbish the existing oil export pipeline in the period up to
commissioning of the replacement line. Any refurbishment costs in excess of
US$ 20 million will be treated as Supplementary Costs under the Contract;
(h) Design and construct a 100 MMscfd gas gathering system from all 3 fields and a
gas treatment plant at Buzurgan field for delivery of gas to third parties; and
(i) Perform engineering studies for improved and enhanced production, and initiate

SECTION 3 SUPPLEMENTARY WORK
Costs under this Section will be treated as Supplementary Costs under the Contract.
(a) Design and construct a new oil export pipeline to Fao capable of handling the
peak Missan oil flow rate as envisaged in the Enhanced Recovery Plan.
(End of Annex E)

ANNEX E MINIMUM WORK OBLIGATIONS AKKAS
Service Development and Production Contract for the Akkas Contract Area.
SECTION 1 APPRAISAL PROGRAM
(b) Carry out detailed geological and reservoir engineering studies, including 3-D
engineering studies to evaluate the most suitable depletion plan for the reservoirs
expected to come into production within the Final Development Plan. Integrate all
relevant available data and information, including such data existing prior to the
execution of Appraisal Operations.
SECTION 2 DEVELOPMENT WORK
(a) Perform engineering studies for initial production and initiate any engineering
studies required for preparation of the Final Development Plan;
(b) Drill 5 new production wells;
(c) Workover 4 existing wells;
(d) Perform surveillance operations comprising production tests on all 9 wells and
PVT measurements on the 5 new wells; and
(e) Construct an Early Production Facility capable of handling production of 100
MMscfd comprising field gathering, gas treatment and metering, a gas export
pipeline to the Syrian border; condensate stabilization and loading facilities.
(End of Annex E)

ANNEX E MINIMUM WORK OBLIGATIONS MANSURIYA
Service Development and Production Contract for the Mansuriya Contract Area.
SECTION 1 APPRAISAL PROGRAM
(b) Carry out detailed geological and reservoir engineering studies, including 3-D
engineering studies to evaluate the most suitable recovery mechanism for the
reservoirs expected to come into production within the Final Development Plan.
Integrate all relevant available data and information, including such data existing
prior to the execution of the Appraisal Operations.
SECTION 2 DEVELOPMENT WORK
(a) Perform engineering studies for initial production and initiate any engineering
studies required for preparation of the Final Development Plan;
(b) Drill 4 new production wells;
(c) Workover the 4 existing wells;
(d) Perform surveillance operations comprising production tests on all 8 wells and
PVT measurements on the 4 new wells;
(e) Construct field gathering and treatment facilities to handle production of 150
MMscfd including H
2
S treatment and sulphur recovery, condensate stabilization
and loading facilities; and
(f) Construct gas transportation facilities including a gas pipeline to the Baghdad
area, suitable for ultimate field production rates.
(End of Annex E)

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