PROJECT OVERVIEW

TAPCO has signed many Contracts with various parties to carry out the business.

TAWEELAH B STRUCTURE

The Power and Water Purchase Agreement (PWPA)

The Power and Water Purchase Agreement (PWPA) was signed between ADWEC, the “Procurer”, and Asia Gulf Power Holding Company, and novated to Taweelah Asia Power Company (TAPCO) the “Project Company” to manage sale of Power and Water Capacity and Output as per the terms of the PWPA.

The EPC Contract

This governs the fixed price turnkey agreement for the engineering, procurement and construction of the Taweelah B Plant Extension, and its integration with the New Existing Assets. The EPC is with Siemens for Power Units, Fisia for Desalination Units, and Babcock for rehabilitation and upgrade of the existing plant, with Siemens being the lead Contractor.

The Operation and Maintenance Contract (O&M Contract)

The O&M Contract appoints Asia Gulf Power Services Company (AGPS) to be responsible for the operation and maintenance of the Taweelah B Plant during the life of the PWPA i.e. 20 years after PCOD. All the foreign sponsors of TAPCO are also the partners in the AGPSCo with the same ratio as of Asia Gulf Power Holding Company (AGPH) as highlighted in diagram above.

The Assets Transfer Agreement (ATA)

The ATA governed the conditional sale, delivery and transfer of the Existing Assets and ancillary items from the Al Taweelah Power Company (ATPC) to TAPCO. In addition to Asset Transfer, all the Staff from ATPC were transferred to AGPS as shown in the above diagram.

The Land Lease Agreement

The Land Lease Agreement grants a lease over the site on which the Project is to be located and it details the procedures for the decommissioning, transfer and redelivery of the Old Existing Assets back to ADWEA.

Long Term Maintenance Agreement (LTMA)

TAPCO has entered into an agreement with Siemens for the maintenance of the new GT’s to be installed as the New B Extension (STG-4000F).

The Shareholders Agreement (SHA)

TAPCO has been formed under the SHA by Taweelah United Power Company a wholly owned subsidiary of ADWEA with 60% shareholding in TAPCO, and Asia Gulf Power Holding Company (AGPH), a joint Investment Company established by Marubeni (35%), BTU (25%), Powertek (25%), and JGC (15%). The SHA details the contribution obligations of the parties and restrictions on the transfer of shareholdings.