HANOI CITY RING ROAD NO.

3 CONSTRUCTION PROJECT Package 2: Trung Hoa - Thanh Xuan Section

ADDENDUM NO.1 TO CIVIL-WORK CONTRACT NO.535/PMUTL-DA1

DATED MARCH 29 2010 FOR PACKAGE 3: THANH XUAN NORTH LINH DAM LAKE SECTION OF HANOI CITY RING ROAD NO.3 CONSTRUCTION PROJECT (JBIC Loan Agreement No. VN XV-4 dated March 31 2008)

AUGUST, 2011
BETWEEN PROJECT MANAGEMENT UNIT THANG LONG OF MINISTRY OF TRANSPORT AND JOINT VENTURE Of THANG LONG CONSTRUCTION CORPORATION And CIVIL ENGINEERING CONSTRUCTION CORPORATION NO.8 And CIVIL ENGINEERING CONSTRUCTION CORPORATION NO.4
Contract ADDENDUM No.1
Page 1 of 4

HANOI CITY RING ROAD NO.3 CONSTRUCTION PROJECT Package 2: Trung Hoa - Thanh Xuan Section

THIS ADDENDUM NO.1 is made this of August 2011. BETWEEN the Ministry of Transport of the Socialist Republic of Vietnam, represented by Project Management Unit Thang Long (PMU Thang Long) (hereinafter called the Employer) of the one part AND the Joint Venture of Thang Long Construction Corporation and Civil Engineering Construction Corporation No.8 and Civil Engineering Construction Corporation No.4 (hereinafter called the Contractor) of the other part.

WHEREAS, the Parties entered into Contract No.535/PMUTL-DA1 dated March 29 2010 for preparation of working drawings, supply, construction, installation, testing and warranty of the Works of Package 3: Thanh Xuan North Linh Dam Lake Section under Hanoi City Ring Road No.3 Construction Project (hereinafter referred to as Package 3 Contract); WHEREAS, the Contractor wishes to increase the rate of advance payment in order to receive additional resources for expedient execution and early completion of the Works of Package 3; WHEREAS, the Employer issued Notice No.265/TB-BGTVT dated August 18 2011 and one of the requests stated therein is to finalize procedures for advance payment of thirty (30) percents to the Contractor to facilitate his Cashflow with an aim to early completion of the Works of Package 3;

NOW, THEREFORE, in consideration of mutual covenants herein contained the Parties hereto agree that the following amendments shall be made to the Package 3 Contract.

Contract ADDENDUM No.1

Page 2 of 4

HANOI CITY RING ROAD NO.3 CONSTRUCTION PROJECT Package 2: Trung Hoa - Thanh Xuan Section

CONDITIONS OF CONTRACT CONDITIONS OF PARTICULAR APPLICATION Sub-Clause 60.7 Advance Payment To add the following paragraph to the end of Sub-Clause 60.7 (a) to read: Notwithstanding the above paragraph, the Employer may, at a reasonable necessary time, decide to make an additional interest-free advance payment to the Contractor exclusively for the costs of mobilization in respect of the Works in an amount equivalent to ten percent (10%) of the Effective Contract Price, payable in the proportions of foreign and local currencies of the Effective Contract Price, subject to provision by the Contractor (i) either an additional unconditional bank guarantee in a form and by a bank acceptable by the Employer in amounts and currencies equal to the amounts of additional advance payment; or an adjusted unconditional bank guarantee in a form and by a bank acceptable by the Employer in amounts and currencies equal to the remaining amounts of advance payment after deductions of any repaid amounts of advance payment as stipulated in the above paragraph and the amounts of additional advance payment. Such guarantee(s) shall remain effective until the total advance payment has been repaid pursuant to paragraph (b) below.
(ii)

To delete Sub-Clause 60.7 (b) entirely and replace with: The advance payment shall be repaid through percentage deduction from the Interim Payments certified by the Engineer in accordance with this Clause. Deductions shall commence in the next Interim Payment Certificate following that in which the total of all interim payments certified to the Contractor has reached the twenty percent (20%) of the Effective Contract Price, and shall be made
(i)

at the twenty percent (20%) of the amount of all Interim Payment Certificates in the types and proportionate amounts of currencies of the advance payment; and

(ii)

at the .. percent (%) of the amount of all Interim Payment Certificates in the types and proportionate amounts of currencies of the total advance payment after the additional advance payment is made by the Employer to the Contractor pursuant to Sub-Clause 60.7 (a) above, if any,

Contract ADDENDUM No.1

Page 3 of 4

HANOI CITY RING ROAD NO.3 CONSTRUCTION PROJECT Package 2: Trung Hoa - Thanh Xuan Section

until such time as the total advance payment has been repaid; always provided that the total advance payment shall be completely repaid prior to the time when 80% of the Effective Contract Price has been certified for payment. APPENDIX TO BID To insert the following statements after Percentage of Advance Payment: Percentage of Additional Advance Payment 60.7 Ten percents (10%) of the Effective Contract Price as may be decided by the Employer at a reasonable necessary time.

To add the following statements regarding Amortization of Advance Payment Amortization of Advance Payment 60.7 To add the following: and percent (%) of Interim Payments after the Additional Advance Payment is made by the Employer, if any. All the terms and conditions set forth in the Package 3 Contract shall remain intact and effective except as amended herein. The amendments made by Addendum No.1 to Package 3 Contract shall be effective after approval by the Ministry of Transport (MOT) and the Japan International Cooperation Agency (JICA). In witness whereof the Parties sign: The Employer The Contractor

______________________________ VU XUAN HOA General Director Project Management Unit Thang Long Ministry of Transport

____________________________

Contract ADDENDUM No.1

Page 4 of 4