SCHEDULE "C"		CONTRACT NO.	RFX4000072077

CONTRACT PRICE AND PAYMENT PROVISIONS
LUMP SUM

1. CONTRACT PRICE AND VAT

1.1	CONTRACT Price
1.1.1	As full and complete compensation for CONTRACTOR's performance of the  WORK   and  all  of CONTRACTOR's obligations hereunder in accordance with the terms and conditions of this CONTRACT, COMPANY shall  pay  CONTRACTOR  a  lump  sum  CONTRACT  Price  of SR:       as set forth in the pricing attachment to this Schedule "C".I Should COMPANY REPRESENTATIVE opt not to issue the written notice within the prescribed period, then CONTRACTOR shall provide Training as listed in Pricing Attachment.1.2	Value Added Tax (VAT)

1.2.1	COMPANY shall, in addition to the CONTRACT Price set forth in Paragraph 1.1 of this Schedule "C", pay CONTRACTOR a sum equal to the VAT chargeable on the value of Goods supplied and Services completed in accordance with the CONTRACT on the following conditions:

1.2.1.1	The chargeable VAT shall only be payable by COMPANY if CONTRACTOR issues a valid Tax Invoice within the time limits and requirements set forth in the Saudi Arabia Value Added Tax Law and its Implementing Regulations. 1.2.1.2	The VAT on the value of the supplied Goods and completed Services under the CONTRACT shall be charged at the prevailing rate. 1.2.1.3	COMPANY shall have the right to hold paying such paid VAT amounts till final acceptance of Work or Services. 1.2.1.4	The VAT shall be shown separately on all CONTRACTOR invoices submitted pursuant to the CONTRACT as a strictly net extra charge to make each such invoice a valid Tax Invoice for VAT purposes. 1.2.1.5	Payment of a Tax Invoice by COMPANY will not be construed as an evidence that the Goods have been supplied and the Services have been completed by CONTRACTOR in accordance with the CONTRACT but as a payment on account only. 1.2.1.6	CONTRACTOR shall indemnify COMPANY on continuing basis against any liability, including any financial charges, penalties or costs incurred, which is levied, demanded or assessed on COMPANY at any time in respect of CONTRACTOR's failure to account for or to pay any VAT relating to payments made by COMPANY to CONTRACTOR under the CONTRACT. Any amounts due under this Paragraph 1.2.1.5 shall be paid by CONTRACTOR to COMPANY within seven (7) calendar days before the date upon which the tax or other liability is payable by COMPANY. 1.2.2	The provisions of this Paragraph 1.2 shall also apply to all other VAT payments by COMPANY to CONTRACTOR under the CONTRACT

2. COMPENSATION FOR CHANGES

The compensation due CONTRACTOR or the credit due COMPANY for Changes shall be established on one or more of the following bases, as determined by COMPANY:

2.1  	Lump Sum price to be negotiated between COMPANY and CONTRACTOR,
2.2  	Unit Rates and Prices as set forth in the Pricing Attachment of this Schedule "C",
2.3  	Such negotiated unit rates lower than those established under Subparagraph 2.2 above.handover to COMPANY all the Special Tools and Test Equipment listed in Pricing Attachment.4.11 	Pursuant to Paragraph 31.2 of Schedule "A" of this CONTRACT, COMPANY shall deduct from each and every Non-Resident CONTRACTOR's invoice as applicable according to Regulations of Income Tax law. 4.12  CONTRACTOR shall submit together with its progress/monthly invoices a written statement that CONTRACTOR has fully paid its obligations toward subcontractors and suppliers under this CONTRACT. Failure by CONTRACTOR to submit the required statement may cause COMPANY to withhold any amount due CONTRACTOR until such statement is submitted to COMPANY

5. COMPANY'S AUDIT RIGHTS

CONTRACTOR and its affiliated companies shall maintain, and shall cause SUBCONTRACTORS   to   maintain,  books,  records,  correspondence, instructions,  plans,  drawings,  receipts, vouchers, memoranda and other evidence (the foregoing constitute "records" for the purpose of this Paragraph), according to such accounting procedures and practices as are satisfactory to COMPANY,  sufficient to accurately and properly reflect costs incurred by CONTRACTOR  and  invoiced to COMPANY under this CONTRACT and the disposition of any materials, tools or equipment provided by COMPANY to CONTRACTOR.(exclusive of any applicable VAT)
1.1.2	The CONTRACT Price constitutes the entire compensation due CONTRACTOR for the WORK and all of CONTRACTOR's obligations hereunder  regardless  of  difficulty,  hours  worked, or materials or equipment required.3.2.2	Consular Invoice.3.4.6.7.8.9.