Contract # 10/2004-06
Pertaining to scientific research, development, and technological works
Moscow, Russia 04 June 2004
Limited Liability Company (LLC) "Geodata Consulting", further referred to as the
"Operator", in the person of Director General Xxxxxxxxx Xxxxxxx, acting in
compliance with the Statute, on one side, and LLC "Zauralneftegaz" in the person
of Director General Xxxx X. Xxxxxxxxx, further referred to as the "Client", on
the other side, have entered a current contract specifying the following:
1. SUBJECT OF AGREEMENT
1.1 The Client assigns, and the Operator accepts the duty to complete the
following operations:
"Independent control over the progress and completion of field and cameral
seismic Two-Dimensional (2-D) works, throughout the 2004 season, being conducted
within the territory of licensed blocks to which LLC "Zauralneftegaz" holds
title"
1.2 For the period of performing field works, the Operator arranges the
services of a qualified supervisor to oversee the maintenance of and
alignment along the "Technical project of field seismic works progress".
1.3 Control over the analysis, processing, and interpretation of generated data
is performed by the Operator in Moscow, by means of consulting and
analyzing results provided by the Subordinate delivering the data.
1.4 The period of works completion is to be aligned and coordinated along the
schedule of "Bashneftegeofizika" Service Company.
2. COST OF WORKS AND COMPENSATION
2.1 Independent control over the progress of field works is compensated daily,
from the moment the supervisor enters field processes based on a bid, in
accordance with the agreement protocol concerning the agreed price
(attachment #2), totaling 3300 (three thousand and three hundred) rubles
per day, in addition to a Tax levied on the added expense on a bid 18% 594
(five hundred and ninety-four) rubles, total 3894 (three thousand eight
hundred and ninety-four) rubles. Upon supervisor's arrival to the work
site, the Client organizes and makes food and shelter provisions to the
supervisor.
2.2 The agreement protocol on the agreed price (Attachment #2) is an
indispensable element of the current Contract.
2.3 Compensation for the works occurs monthly upon signing the act of works
release and acceptance by both sides, on the basis of a sales invoice from
the subordinate, within 30 days by a payment order to the account of the
subordinate.
3. THE ORDER OF WORKS RELEASE AND ACCEPTANCE
3.1 The Operator must inform the Client about the completion of each project
phase, as well as progress in general, after which the sides assemble a
bilateral act of release and acceptance in 2 or 3 original copies with one
copy to each side and one for attachment to a statement when required by
the bank. Upon the Client's failure to secure a formal acceptance of a
project phase within 3 days after receiving notice, the Operator holds the
right to assemble a unilateral act, to serve a sufficient basis for
payment.
3.2 Upon completion of the works, the Operator presents the Client with a
summary of work completed, experts' evaluation and other documentation (as
requested by the Client), negotiated in the contract in two original copies
and hard copies of negotiated format. If the Client has comments or
complaints in connection with work completed, the Client is granted the
right to file such comments or complaints to the Operator within 30 days
after obtaining scientific and technical summary and other documentation.
4. SIDES' LIABILITIES
4.1 For breach/violation of accepted obligations in this contract, the sides
are held liable in accordance with the laws and regulations of the Russian
Federation.
4.2 In case the performed works fail to satisfy the terms of the current
contract, the Operator delivers all necessary revisions at own expense and
within a negotiated time period.
4.3 Results and materials generated by the Operator in accordance with the
current contract are the Client's property and cannot be disclosed to third
parties or utilized for promotional, scientific, or educational purposes
without a written consent.
4.4 The Operator guarantees that completed works are not subject to rights or
complaints of any kind, which are based on commercial or other intellectual
property of third parties.
4.5 Both sides oblige to conform to the clause of information confidentiality
relating to the subject of this agreement, the course of its completion and
generated data.
4.6 When faced with unforeseen circumstances and disruptions/terminations in
relation to this contract, any losses borne by the sides are not
compensated, payments in advance are subject to refunds minus expenses
borne.
5. RESOLUTION OF DISPUTES
5.1 The sides will take measures to settle disputes by filing complaints, with
a 30 day period of examination from the moment received. Upon failure to
reach an agreement, disputes are settled in the arbitration court by
jurisdiction.
6. LEGAL ADDRESSES OF SIDES
Operator
--------
LLC "Geodata Consulting
Varvarka Street. 14
Office 222
Moscow, Russia 103688
/s/ Xxxxxxxxx Xxxxxxx
-----------------------
Xxxxxxxxx Xxxxxxx
Client
------
LLC "Zauralneftegaz"
Xxxxxx Xxxxxx 00/X
Xxxxxx xxxx, Xxxxxx 000000
/s/ Xxxx X. Xxxxxxxxx
-----------------------
Xxxx X. Xxxxxxxxx