INTERNATIONAL COURT OF JUSTICE
Maritime Delimitation in the Indian Ocean
(Somalia v Kenya)
REJOINDER OF THE REPUBLIC OF KENYA
VOLUME II
FIGURES AND ANNEXES
18 DECEMBER 2018
1
LIST OF ANNEXES
FIGURES
Figure KR 1-1 Delimitation of the EEZ contrasting the use of equidistance and
parallels of latitude
Figure KR 1-2 Kenya Territorial Sea and Economic Zone, Survey of Kenya, SK-90
Edition 2, 1983
Figure KR 1-3a Official UNSOA AMISOM Map showing no maritime zones (June
2015)
Figure KR 1-3b Official UNSOMA (UNMAS) AMISOM Map showing no maritime
zones (January 2015)
Figure KR 1-4 UNESCO-IOC Poriferan Species Distribution Map compared to the
UNESCO-IOC Marine Science Country Profile Map
Figure KR 2-1 Somalia’s depiction of the relevant coasts and its excluded section
of Kenya’s coast
Figure KR 2-2 Somalia’s depictions of the relevant area and the relevant coasts
Figure KR 2-3 The relevant areas in Bangladesh/Myanmar (L) and Bangladesh v
India (R)
Figure KR 2-4 The correct identification of the relevant area
Figure KR 2-5 The relevant area excluded by Somalia
Figure KR 2-6 Somalia’s depiction of an ‘equitable’ division of its version of the
relevant area within 200M
Figure KR 2-7 Division of the relevant area within 200M using the equidistance
line
Figure KR 2-8 Division of the relevant area within 200M using the parallel of
latitude
Figure KR 2-9 Somalia’s depiction of an ‘equitable’ division of its version of the
relevant area including the area beyond 200M
Figure KR 2-10 Division of the relevant area, including the area beyond 200M,
using the equidistance line
Figure KR 2-11 Division of the relevant area, including the area beyond 200M,
using the parallel of latitude
2
EXHIBITS
GOVERNMENT DOCUMENTS
Annex 1 Production Sharing Contract between the Government of the Republic of Kenya and
Sohi-Gas Dodori Ltd Relating to Block L13 (3 September 2008) (extract showing map)
Annex 2 Agreed Minutes of the Joint Technical Committee Meeting on the Tanzania/Kenya
Maritime Boundary held in Dar es Salaam, Tanzania (30-31 October 2008)
Annex 3 Agreement between the National Oil Corporation of Kenya and Schlumberger
Offshore Services Limited (known as WesternGeco) (October 2013)
Annex 4 Kenyan Marine & Fisheries Research Institute RV Mtafiti Report, Annex 1 (24
November – 18 December 2016)
Annex 5 Kenyan Marine & Fisheries Research Institute RV Mtafiti Cruise Technical Report,
Annex 2 (6-21 February 2017)
Annex 6 Letter from the Kenyan Marine & Fisheries Research Institute to the Attorney-General
(18 July 2018)
Annex 7 Letter from Lieutenant Colonel Muhia of the Kenyan Navy to Juster Nkoroi, Head of
Kenya International Boundaries Office (23 August 2018)
Annex 8 Letter from MaryJane Mwangi, CEO of NOCK, to the Attorney-General of Kenya (11
October 2018)
DIPLOMATIC CORRESPONDENCE
Annex 9 Note Verbale from the Ministry of Foreign Affairs of Kenya to the Ministry of Foreign
Affairs of the Transitional Federal Government of Somalia, MFA.273/430/001 (26
September 2007)
Annex 10 Note Verbale from the Ministry of Foreign Affairs of Kenya to the Ministry of Foreign
Affairs of the United Republic of Tanzania, MFA.273/430/001 (26 September 2007)
Annex 11 Note Verbale from the Embassy of the Somali Republic in Kenya to the Embassy of
Kenya to Somalia, ESR/4287/V/07 (30 October 2007)
Annex 12 Note Verbale from the Ministry of Foreign Affairs of Kenya to the Ministry of Foreign
Affairs of the Transitional Federal Government of Somalia, MFA.273/430/001A (4
July 2008)
Annex 13 Note Verbale from the Kenya Embassy to Somalia to the Embassy of the Transitional
Federal Government of Somalia in Kenya, MFA.273/430/001A (16 July 2008)
TRANSLATIONS
Annex 14 Certified Translation from Absolute Translations (15 October 2018)
Annex 15 Report from Absolute Translations (26 October 2018)
Kismaayo
Lamu
Mombasa
Malindi
Equidistance
2005 Proclamation
200M EEZ
Equidistance
0 50 100 M
0 50 100 150 200 km
WGS84/Mercator (0°)
SOMALIA
KENYA
TANZANIA
Figure KR 1-1
Delimitation of the EEZ contrasting the use of equidistance and parallels of latitude
KENYA
TANZANIA
KCM 1-6
Kenya Territorial Sea and Economic Zone, Survey of Kenya, SK-90 Edition 2, 1983
Figure KR 1-2
KCM 1-8
Official UNSOA Amisom Map showing no maritime zones
Figure KR 1-3a
Official UNSOMA (UNMAS) Amisom Map showing no maritime zones
Figure KR 1-3b
IOCINCWIO-IV/Inf. 5
page 5
Figure 1. Kenya Territorial Sea and Exclusive Economic Zone
INTERGOVERNMENTAL OCEANOGRAPHIC COMMISSION &
WESTERN INDIAN OCEAN MARINE SCIENCE ASSOCIATION
Marine Science Country Profiles: Kenya (1998) Figure 1
KCM 1-18
NUMBER AND DISTRIBUTION OF PORIFERAN
SPECIES IN THE AFRICAN EEZs
Figure R2.3
Source: Map published by UNESCO-IOC (1998).
UNESCO-IOC Poriferan Species Distribution Map
compared to the UNESCO-IOC Marine Science Country Profile Map
Figure KR 1-4
Somalia’s relevant coast
(733.4 km.)
KENYA
TANZANIA
SEYCHELLES
SOMALIA
ETHIOPIA
Pemba I.
Zanzibar I.
Kismaayo
MOGADISHU
Cadale
Mombasa
40°E 42°E 44°E 46°E
44°E 46°E
0°
2°S
2°N
4°S
6°S
0°
2°S
2°N
4°N
6°N
4°S
6°S
INDIAN
OCEAN
Prepared by: International Mapping
Mercator Projection
WGS-84 Datum
(Scale accurate at 2°S)
0 50 100 150 200
Nautical Miles
0 100 200
Kilometers
300 400
High tide coastlines are based on the NGA Prototype Global Shoreline Data Base.
Supplemental shoreline information was digitized from NGA charts 61210, 61220, 61230,
61240, 61250, 61260,61270, 61280, 62050, 62070, 62080 and 62090.
SOMALIA’S RELEVANT COAST
Figure 6.6
200 M limit
KENYA
TANZANIA
SEYCHELLES
SOMALIA
ETHIOPIA
Pemba I.
Zanzibar I.
Kismaayo
MOGADISHU
Cadale
Mombasa
40°E 42°E 44°E 46°E
44°E 46°E
0°
2°S
2°N
4°S
6°S
0°
2°S
2°N
4°N 4°N
6°N
4°S
6°S
INDIAN
OCEAN
Kenya’s relevant coast
(466.3 km.)
Prepared by: International Mapping
Mercator Projection
WGS-84 Datum
(Scale accurate at 2°S)
0 50 100 150 200
Nautical Miles
0 100 200
Kilometers
300 400
High tide coastlines are based on the NGA Prototype Global Shoreline Data Base.
Supplemental shoreline information was digitized from NGA charts 61210, 61220, 61230,
61240, 61250, 61260,61270, 61280, 62050, 62070, 62080 and 62090.
KENYA’S RELEVANT COAST
Figure 6.7
200 M limit
Kenya’s relevant coast
ignored by Somalia (30km)
Chale Pt
Figure KR 2-1
Somalia’s depiction of the relevant coasts and
its excluded section of Kenya’s coast
Figures 6.6 and 6.7 from Somalia Memorial, annotated in red
Kenya
Tanzania
KENYA
TANZANIA
SEYCHELLES
SOMALIA
ETHIOPIA
Pemba I.
Zanzibar I.
Kismaayo
MOGADISHU
Cadale
Mombasa
40°E 42°E 44°E 46°E
44°E 46°E
0°
2°S
2°N
4°S
6°S
0°
2°S
2°N
4°N
6°N
4°S
6°S
INDIAN
OCEAN
Prepared by: International Mapping
Mercator Projection
WGS-84 Datum
(Scale accurate at 2°S)
0 50 100 150 200
Nautical Miles
0 100 200
Kilometers
300 400
High tide coastlines are based on the NGA Prototype Global Shoreline Data Base.
Supplemental shoreline information was digitized from NGA charts 61210, 61220, 61230,
61240, 61250, 61260,61270, 61280, 62050, 62070, 62080 and 62090.
OVERLAPPING POTENTIAL ENTITLEMENTS
WITHIN 200 M
Figure 6.8
200 M limit
Total Area:
213,863 sq km
Total Area:
319,542 sq km
Kenya
Tanzania
KENYA
TANZANIA
SEYCHELLES
SOMALIA
ETHIOPIA
Pemba I.
Zanzibar I.
Kismaayo
MOGADISHU
Cadale
Mombasa
40°E 42°E 44°E 46°E
44°E 46°E
0°
2°S
2°N
4°S
6°S
0°
2°S
2°N
4°N
6°N
4°S
6°S
INDIAN
OCEAN
Prepared by: International Mapping
Mercator Projection
WGS-84 Datum
(Scale accurate at 2°S)
0 50 100 150 200
Nautical Miles
0 100 200
Kilometers
300 400
High tide coastlines are based on the NGA Prototype Global Shoreline Data Base.
Supplemental shoreline information was digitized from NGA charts 61210, 61220, 61230,
61240, 61250, 61260,61270, 61280, 62050, 62070, 62080 and 62090.
OVERLAPPING POTENTIAL ENTITLEMENTS
WITHIN AND BEYOND 200 M
Figure 6.9
200 M limit
Figure KR 2-2
Somalia’s depictions of the relevant area
and the relevant coasts
Figures 6.8 and 6.9 from Somalia Memorial
(relevant coasts added from SM Figs 6-6 and 6-7)
Somalia’s relevant coast
(733.4 km.)
Somalia’s relevant coast
(733.4 km.)
Kenya’s relevant coast
(466.3 km.)
Kenya’s relevant coast
(466.3 km.)
144
Bangladesh 200M
Myanmar 200M
India 200nm
Andaman Islands 200nm
Myanmar
200nm
Bangladesh 200nm
Bay of Bengal
Sandy Point
INDIA
INDIA
Andaman Islands
(INDIA)
BANGLADESH
MYANMAR
India-Myanmar boundary
Bangladesh-Myanmar boundary
85°0’E 90°0’E
85°0’E
15°0’N 20°0’N 25°0’N
25°0’N 20°0’N 15°0’N
90°0’E
Legend
Relevant coast Bangladesh
Relevant coast India
Relevant area
Exclusive Economic Zone limit
Maritime boundaries
Bangladesh’s CLCS submission
Boundary of relevant area
N
S
E W
Projection / Datum:
Mercator / WGS84 Map 4
The base map is taken from ETOPO2.
This map is for illustrative purposes only.
T O T A L R E L E VA N T A R E A
Nominal Scale at Latitude 20°N - 1:8,194,000
Nautical Miles
100 50 0 100 200 300
Map 4 from the Tribunal’s Award in Bangladesh v India
Sketch map 8 from the ITLOS Judgment in Bangladesh/Myanmar.
200M lines and labels have been added for comparison purposes.
Figure KR 2-3
The relevant areas in Bangladesh/Myanmar (L) and Bangladesh/India (R)
RELEVANT
AREA
Somali continental shelf limit
Coastal length
(natural configuration)
733km
Coastal length
(natural configuration)
511km
KENYA
TANZANIA
200M EEZ
200M EEZ
Mogadishu
Kismaayo
Lamu
Mombasa
Tanga
Malindi
5°S
40°E 45°E 50°E
0°S
0 100 200 300 400 km
0 100 200 M
WGS84/Mercator (0°)
SOMALIA
KENYA
TANZANIA
Pemba Is
Zanzibar
SEYCHELLES
SEYCHELLES
Figure KR 2-4
The correct identification of the relevant area
Ras Wasin
Gees Warshikh
Kenya 200M
Somalia 200M
RELEVANT
AREA
RELEVANT
AREA EXCLUDED
BY SOMALIA
Somali continental shelf limit
Kenya continental shelf limit
Coastal length
(natural configuration)
733km
Coastal length
(natural configuration)
511km
KENYA
TANZANIA
Parallel of latitude
200M EEZ
200M EEZ
Mogadishu
Kismaayo
Lamu
Mombasa
Tanga
Malindi
5°S
40°E 45°E 50°E
0°S
0 100 200 300 400 km
0 100 200 M
WGS84/Mercator (0°)
SOMALIA
KENYA
TANZANIA
Pemba Is
Zanzibar
SEYCHELLES
SEYCHELLES
Ras Wasin
Gees Warshikh
Figure KR 2-5
The relevant area excluded by Somalia
EEZ areas beyond 200M
included by Somalia
Kenya
Tanzania
KENYA
TANZANIA
SEYCHELLES
SOMALIA
ETHIOPIA
Pemba I.
Zanzibar I.
Kismaayo
MOGADISHU
Cadale
Mombasa
40°E 42°E 44°E 46°E
44°E 46°E
0°
2°S
2°N
4°S
6°S
0°
2°S
2°N
4°N
6°N
4°S
6°S
INDIAN
OCEAN
103,627 sq. km.
(48.5%)
110,236 sq. km.
(51.5%)
Division based on equidistance
Prepared by: International Mapping
Mercator Projection
WGS-84 Datum
(Scale accurate at 2°S)
0 50 100 150 200
Nautical Miles
0 100 200
Kilometers
300 400
High tide coastlines are based on the NGA Prototype Global Shoreline Data Base.
Supplemental shoreline information was digitized from NGA charts 61210, 61220, 61230,
61240, 61250, 61260,61270, 61280, 62050, 62070, 62080 and 62090.
DIVISION OF OVERLAPPING POTENTIAL
ENTITLEMENTS WITHIN 200 M
USING EQUIDISTANCE
200 M limit
Figure KR 2-6
Somalia’s depiction of an ‘equitable’ division of its version of the relevant area within 200M
Figure 6.12 from Somalia Memorial
239,200 km2
(68%)
114,400 km2
(32%)
Somali continental shelf limit
KENYA
TANZANIA
200M EEZ
200M EEZ
12M territorial sea
Equidistance
Mogadishu
Kismaayo
Lamu
Mombasa
Tanga
Malindi
5°S
40°E 45°E 50°E
0°S
0 100 200 300 400 km
0 100 200 M
WGS84/Mercator (0°)
SOMALIA
KENYA
TANZANIA
Pemba Is
Zanzibar
SEYCHELLES
SEYCHELLES
Figure KR 2-7
Division of the relevant area within 200M using the equidistance line
Ras Wasin
Gees Warshikh
189,200 km2
(55%)
155,900 km2
(45%)
Somali continental shelf limit
KENYA
TANZANIA
Parallel of latitude
200M EEZ
200M EEZ
12M territorial sea
Mogadishu
Kismaayo
Lamu
Mombasa
Tanga
Malindi
5°S
40°E 45°E 50°E
0°S
0 100 200 300 400 km
0 100 200 M
WGS84/Mercator (0°)
SOMALIA
KENYA
TANZANIA
Pemba Is
Zanzibar
SEYCHELLES
SEYCHELLES
Figure KR 2-8
Division of the relevant area within 200M using the parallel of latitude
Ras Wasin
Gees Warshikh
Total Area:
319,534 sq km
188,749 sq km
(59.1%)
130,785 sq. km
(40.9%)
Kenya
Tanzania
KENYA
SEYCHELLES
COMOROS
SOMALIA
Pemba I.
Zanzibar I.
Kismaayo
MOGADISHU
Cadale
Mombasa
Kenya’s Parallel
Claim Line
40°E 42°E 44°E 46°E
40°E 42°E 44°E 46°E
0°
2°S
4°S
6°S
8°S
0°
2°S
2°N
4°N
4°S
6°S
8°S
Prepared by: International Mapping
THE NON-DISPROPORTIONALITY TEST
BASED ON EQUIDISTANCE
Mercator Projection
WGS-84 Datum
(Scale accurate at 2°S)
0 50 100 150 200
Nautical Miles
0 100 200
Kilometers
300 400
High tide coastlines are based on the NGA Prototype Global Shoreline Data Base.
Supplemental shoreline information was digitized from NGA charts 61210, 61220, 61230,
61240, 61250, 61260,61270, 61280, 62050, 62070, 62080 and 62090.
200 M limit
Figure KR 2-9
Somalia’s depiction of an ‘equitable’ division
of its version of the relevant area including the area beyond 200M
Figure 7.9 from Somalia Memorial
393,600 km2
(75%)
131,600 km2
(25%)
Somali continental shelf limit
KENYA
TANZANIA
200M EEZ
200M EEZ
Equidistance
Mogadishu
Kismaayo
Lamu
Mombasa
Tanga
Malindi
5°S
40°E 45°E 50°E
0°S
0 100 200 300 400 km
0 100 200 M
WGS84/Mercator (0°)
SOMALIA
KENYA
TANZANIA
Pemba Is
Zanzibar
SEYCHELLES
SEYCHELLES
Figure KR 2-10
Division of the relevant area, including the area beyond 200M, using the equidistance line
Ras Wasin
Gees Warshikh
267,900 km2
(51%)
257,400 km2
(49%)
Somali continental shelf limit
KENYA
TANZANIA
Parallel of latitude
200M EEZ
200M EEZ
Mogadishu
Kismaayo
Lamu
Mombasa
Tanga
Malindi
5°S
40°E 45°E 50°E
0°S
0 100 200 300 400 km
0 100 200 M
WGS84/Mercator (0°)
SOMALIA
KENYA
TANZANIA
Pemba Is
Zanzibar
SEYCHELLES
SEYCHELLES
Figure KR 2-11
Division of the relevant area, including the area beyond 200M, using the parallel of latitude
Ras Wasin
Gees Warshikh
Annex 1
Production Sharing Contract between the Government of the Republic of
Kenya and Sohi-Gas Dodori Ltd Relating to Block L13 (3 September 2008)
(extract showing map)
Annex 2
Agreed Minutes of the Joint Technical Committee Meeting on the
Tanzania/Kenya Maritime Boundary held in Dar es Salaam, Tanzania
(30-31 October 2008)
Annex 3
Agreement between the National Oil Corporation of Kenya and Schlumberger
Offshore Services Limited (known as WesternGeco) (October 2013)
i )
'~l i i
AGREEMENT
Between
NATIONAL OIL CORPORATION OF KENYA LIMITED
And
SCHLUMBERGER OFFSHORE SERVICES LTD KENYA BRANCH
October 2013
For a Non-Exclusive Geophysical Survey over Deepwater Blocks L2 I to
L28, Offshore Kenya and other Related Services
2
AGREEMENT FOR A NON-EXCLUSIVEGEOPHYSICAL SURVEY OVERDEEPWATER
BLOCKS L21 TO L28 OFFSHORE KENYA AND OTHER RELATED SERVICES
This Agreement (the "Agreement") is entered into as of this __ day of October 2013 (hereinafter
"Effective Date"), between:
SCHLUMBERGER OFFSHORE SERVICES LIMITED, a company incorporated in British
Virgin Islands with a registered branch in Kenya with Compliance Certificate Number
CF/2012/7695 I and branch address at I st Floor, West End Towers, Muthangari Drive, Westlands,
Nairobi 46979-00 I 00, Kenya, acting on its behalf and on behalf of its affiliates (hereinafter
"WesternGeco");
AND
NATIONAL OIL CORPORATION OF KENYA, a State Corporation incorporated under the
Companies Act, Cap 486 of the laws of Kenya and of Post Office Box Number 58567-00200,
Nairobi in the Republic of Kenya (hereinafter "NATIONAL OIL");
(hereinafter collectively the "Parties" and individually the "Party");
WHEREAS, the government wishes to promote the petroleum acreage onshore and offshore to
prospective oil and gas companies and investors;
WHEREAS, National Oil is a State Corporation incorporated under the Companies Act [Cap 486]
and is engaged in the business of importation, purchase, storage, marketing, selling and distribution
of petroleum products and charged with the mandate of pursuing the Government's exploration
interests and actvities as well as other ancillary business as well as the performance of agency
services on behalf of the Government of Kenya for the co-ordination of petroleum resources
exploration in Kenya;
WHEREAS, WesternGeco is a geophysical contractor that is experienced (inter alia) in the
acquisition, processing, reprocessing, interpretation, brokering, marketing, and licensing of geological
and geophysical information, both onshore and offshore and has the financial ability, technical
competence and professional skills necessary;
WHEREAS, Parties have deliberated upon the possibility of collaborating on the acqu1s1t1on,
processing, reprocessing, interpreting, brokering, marketing and licensing of geological and
geophysical data onshore and offshore, as well as the installation of a National Data Centre and Data
Processing capability;
WHEREAS, WesternGeco, together with its Affiliates, is willing and able to conduct the Survey as
well as the associated data (re)processing, interpretation, marketing and licensing of the Survey Data
on behalf of National Oil in accordance with terms hereunder; and
WHEREAS, the Parties have signed a Memorandum of Understanding for a proposed Joint
Collaboration project on the 26th of July 2013;
THEREFORE, IN CONSIDERATION of the mutual promises and agreements set forth in this
Agreement, the Parties agree as follows:
W estemGeco & National Oil
'
I,
3
Definitions:
"Acquisition Work" means the seismic acquisition work described in Appendix I in accordance
with the provisions of this Agreement.
"Agreement" means the present agreement including articles I to 16 and Appendices 1-8. The
terms and conditions of the Agreement shall be prioritised over any content in the appendices.
"Affiliates" means any entity that, directly or indirectly through one or more intermediaries,
controls, or is controlled by, or is under common control with that party, "control" being at least
fifty percent (50%) ownership.
"Applicable Law" means all laws, regulations, and requirements and orders of any maritime
classification societies and public authorities in Kenya which apply with respect to the fulfilment of
this Agreement and/ or the Acquisition Work performed hereunder.
"Area of Operation" meansthe area described in the Appendix and any other location where
the Acquisition Work is carried out.
"Blocks" means an area within the territory of the Republic of Kenya delineated by geographical
coordinates and designated by the Government of Kenya as an area for licensing to third parties for
the purposes of exploration or production.
"Data" means the geological or geophysical data resulting from the processing of the Survey Data
and for which WesternGeco has the right to grant use licenses in accordance with Appendix 2
("Master License Agreement").
"Default" shall constitute any act contrary to the provisions of this contract which may not be
classified to be 'material breach' under this contract but for which the party claiming the other to
have defaulted shall be entitled to demand that the offending party starts to remedy/rectify the
default within a period of fourteen ( 14) days whereupon the said party shall be entitled to issue a
further notice of fourteen ( 14) days to terminate the contract upon the offending party's neglect to
commence the rectification or remedy the default.
"Derivative Products" means the Data that has been either interpreted or reprocessed with a
technology different from the one used to obtain the Data. Derivative Productsare proprietary to
WesternGeco, unless stated otherwise.
"Licensee" means a third party, to whom the Data is licensed in accordance with Appendix 2
("Master License Agreement").
"Master License Agreement": means the license Agreement issued by WesternGeco on behalf
of National Oil that defines the terms and conditions governing the Licensee's right of use of the
Data, also referred to as "MLA", as per Appendix 7.
"Material Breach" meansacts sufficiently serious to cause substantial faiure in the performance of
an agreement as to release the aggrieved party from its obligations.
"Pre-Commitment" means the offer from a third party to commit to pay wholly or partially the
costs of the Survey prior to its commencement.
"Q Surveys" means Surveys conducted by WesternGeco using WesternGeco's
technology.
WestemGcco & National Oil
proprietary "Q"
4
"Raw Sensor Measurements" For the purpose of Q Surveys, shall mean acoustic measurements
acquired from individual sensors, prior to any type of adaptive (or functionally similar) digital filtration,
rotation to primary axes, conversion to industry standard SEG measurements or digital group forming;
this term refers both to the physical article as well as the intangible property that resides in it,
"Survey" means the conduct by WesternGeco of a geological and/or geophysical data acquisition
services and ancillary services in accordance with Appendix I of this Agreement,
"Survey Data": means the geological and geophysical data acquired by WesternGeco during the
Survey, including tapes and records containing industry standard format geophysical information in the
form and at the spatial and temporal sampling density and any reports as agreed by the Parties in this
Agreement. Survey Data may include navigation, positioning and field data but shall under no
circumstances ever include Raw Sensor Measurements or Contractor Developed Technology in case of
Q Survey.
"WesternGeco Developed Technology" means i) all designs, drawings, specifications, manuals,
procedures, reports, calculations, discs, software (including Omega software), computer models,
know-how, equations, formulae, procedures or other information which WesternGeco has or
develops entirely or incrementally during or subsequent to performance of the Survey and that
WesternGeco considers to be proprietary to it; ii) all technical documents including plans, sketches
and intermediate data gathered by WesternGeco including but not limited to Raw Sensor
Measurements which are associated with the performance of the Survey but not agreed to be
delivered to National Oil as part of the Survey. WesternGeco shall retain all right title and
ownership inWesternGeco Developed Technology and WesternGeco may use such in the research
and development of its own technologies.
ARTICLE I • GRANT OF RIGHTS
1.1 National Oil is a State Corporation incorporated under the Companies Act [Cap 486] and is
engaged in the business of importation, purchase, storage, marketing, selling and distribution
of petroleum products and charged with the mandate of pursuing the Government's
exploration interests and activities as well as other ancillary business as well as the
performance of agency services on behalf of the Government of Kenya for the co-ordination
of petroleum resources exploration in Kenya.
1.2 National Oil hereby grants exclusive rights to WesternGeco to:
a) undertake the design, evaluation, acquisition, processing, reprocessing and where
appropriate, interpretation, and all other activities related to the acquisition, processing,
and interpretation of the Survey Datain the territory offshore Kenya, as described in
Appendix I of this Agreement on behalf of National Oil.
b) Broker, market and license the Survey Dataand/ or Datato Third Parties on behalf of
National Oil.
ARTICLE 2 - TERM AND SCOPE OF SERVICES
2.1 Subject to 2.2, this Agreement shall be valid for an initial period of Seven(7) years from the
Effective Date. At the end of the initial period, this Agreement will be renewed for two
additional periods of three (3) yearseach subject to agreement between the Parties unless a
Party serves a notice of termination of the Agreement to the other Party:
a) in accordance with clause 2.2.
.,
5
b) Not less than two (2) months before the end of the term of the Agreement. The notice
shall formally confirm such Party's intention not to extend the Agreement.
In the event that at the end of the term WesternGeco has not recovered its Survey costs, as
defined in Appendix 2,this Agreement may be renewed for a period of an additional 3 years
upon negotiations or National Oil may opt to pay the deficit of the remainder of costs due to
WesternGeco whereupon no extension of agreeement will be necessary.
2.2 Notwithstanding the above, either Partyshall have the right to terminate this Agreement
immediately should:
a) National Oil's mandate to act in the same capacity it had at the Effective Date be
changed or impaired, including but not limited to any change in the scope of rights
granted by the Government of Kenya to the extent affecting this Agreement; or
b) WesternGeco's ability to act in the same capacity it had at the Effective Date be
changed or impaired; or
b) Either Party commits a material breach of this Agreement or commits any act
constituting Default and fails to remedy the same within the given notice period
c) A dispute arises in accordance with 8.3 hereunder.
2.3 In case of termination in accordance with 2.2;
(a) If the termination is under Clause 2.2 a), National Oil shall release, defend, indemnify
and hold WesternGeco free from any claims resulting from 2.2 a)
(b) WesterGeco shall immediately relinquish its marketing, brokerage, agency and licensing
rights and any other rights created under this agreement.
( c) yYesternGeco shall immediately be ceased of the rights to commercially exploit any
survey data produced under this agreement and shall hold any data in their custody in
confidence and only be permitted to use the same for their internal use. Any
transmission of thesaid data to any third parties shall only be permitted upon National
Oil issuing consent on the same.
ARTICLE 3 -ACQUISITION AND PROCESSING OBLIGATIONS OF WESTERNGECO
3.1 The Parties agree that WesternGeco, in addition to its obligations under clause 5, shall:
a) exclusively acquire.process, reprocess, interpret market, broker and license a new
regional 2D Survey and any associated geological and geophysical dataset out in Map
of Appendix I on behalf of National Oil;
b) subsequently acquire.process, reprocess, interpret market, broker and license a new
regional 3D Survey and any associated geological and geophysical dataset out in Map 2
of Appendix I on behalf of National Oil.
3.2 Subject to the grant of a non-exclusive exploration permit in accordance with Section 5(2) of
the Petroleum (Exploration and Production) Act Cap 308 all equipment temporarily
imported into Kenya for exploration purposes is exempt from customs and import duties.
WesternGeco shall apply for this exemption and National Oil will assist by obtaining
relevant letters in support of the exemption In the event that WesternGeco is not granted
such exemption, any customs duties and import/export taxes incurred by WesternGeco
shall be included in the project cost.
WesternGeco & National Oil
6
3.3 The Parties agree that the decision to conduct the Survey shall be taken at the sole
discretion of WesternGeco and shall depend in part on whether WesternGeco has secured
sufficient industry Pre-Commitment for the Survey as set out in Appendix 2. WesternGeco
reserves the sole right to reduce, extend or terminate any Survey depending on the level of
industry interest in relevant Area of Operations.
3.4 The Parties agree that WesternGeco shall select the Survey Data to be processed and
where appropriate reprocess; conduct the processing and reprocessing and interpretation
and market and License the Survey Data and/ or Data on behalf of National Oil. This activity
shall remain under the full control of WesternGeco and all Survey Data and/or Data licensed
shall be licensed on a non-exclusive basis under terms and conditions of the MLA and in
accordance with WesternGeco's then current licensing rates.
3.5 All practices and processes used by WesternGeco shall meet generally accepted seismic
industry standards. All Survey Data will be processed by WesternGeco at its facilities or at
facilities designated by WesternGeco, including, but not limited to, on board the seismic
vessels and at other WesternGeco processing centers as appropriate. The Parties agree that
some data processing may be carried out at National Oil's data processing facility to be
established in Nairobi as described in Article 5.1 (c). However, such processing shall be done
parallel with the processing carried out at the facilities or at facilities designated by
WesternGeco. The Parties further understand and agree that time is of the essence and
that any delay in processing or delivering the Survey Data may cause WesternGeco to be in
breach of contract with Licensees.
3.6 WesternGeco, as an independent contractor, shall be solely responsible for the manner and
conduct of all operations in connection with the Survey including the processing and
reprocessing of any data pursuant to this Agreement. WesternGeco shall have complete and
exclusive supervision, direction and control of WesternGeco's equipment, personnel and
labour.
3.7 Subject to clause 4.3 below, WesternGeco shall obtain at its own cost from the appropriate
authorities all necessary permits, authorisations and licences required to be obtained by
WesternGeco under Applicable Law for the performance of the Acquisition Work, including
where applicable:
(a) Those import and export approvals and other permits required to use
WesternGeco's equipment, including but not limited to seismic vessel, acquisition
equipment in the Area of Operations; and
(b) All visas, passport, work permits, exit and re-entry permits and all other
governmental authorisations or documentation required in connection with the
entry, presence, employment and/or exit of WesternGeco Group personnel in the
Area of Operations.
National Oil shall provide all necessary assistance to enable WesternGeco to obtain any such
permit or licence.
National Oil undertakes, that it shall not use the environmental permit obtained by
WesternGeco for the Acquisition Work in conjunction with or for the benefit of Third
Parties, including but not limited to competitors of WesternGeco.
WestemGeco & National Oil
7
3.8 To the extent Acquisition Work is rendered in an area requiring access, ingress or egress
across waters subject to the claimed exclusive jurisdiction of a state other than Kenya,
National Oil shall assist WesternGeco in its efforts to obtain the required rights of access,
ingress and egress to the Area of Operations. National Oil shall advise WesternGeco of any
limitations or restrictions affecting access, ingress and egress to the Area of Operations that
they are aware of and WesternGeco shall abide by such limitations or restrictions. If
WesternGeco enters or operates within such areas, it shall be deemed to be in accordance
with the work scope under this Agreement. If the right of access, ingress or egress into such
waters is denied by any state claiming jurisdiction, the Parties shall without undue delay meet
in good faith to agree a course of action mitigating such denial, including but not limited to
release of the property and personnel of WesternGeco and that of its contractors and
Survey Data.
ARTICLE 4- DATA LICENSING
4.1 National Oil shall use its best endeavours to influence the organisation, conduct, and
promotion of competitive licensing rounds for any blocks which are open or become open in
the Survey area prior to issuing licenses to explore for and produce oil and gas in those
blocks after completion of WesternGeco's acquisition of the Survey Dataunder this
Agreement. The licensing rounds shall include all then open acreage of the Survey.
4.2 Licensing of the Survey Data for any blocks applied for shall be a requirement to qualify as a
bidder for those blocks in the licensing round.
4.3 In the event a Block, in which the Survey Data has been acquired by WesternGeco, is
awarded by direct award by the Government of Kenya, rather than as the result of a
licensing round, the awarded Third Party entity shall be required to license the Survey Data
from WesternGeco under the fee structure and terms for late commitment to the project.
ARTICLE 5 - PROVISION OF OTHER SERVICES BY WESTERNGECO
5.1 In addition to the services set out in Clause 3 of this Agreement, WesternGeco shall provide
the following services to National Oil:
a) undertake a Geology and Interpretation Collaboration within Kenya and build a
regional understanding of Kenya offshore including Petroleum Systems modelling
which may be conducted outside Kenya and to identify specific areas for a new 3D
acquisition survey as set out in Appendix 3 of this Agreement;
b) set up a new National Data Centre with associated support, as set out in Appendix
4;
c) provide a new Data Processing Centre initially comprised of WesternGeco's
proprietary Omega seismic processing system and conduct initial training, as set out
in Appendix 5;
d) provide a Collaboration and Visualisation Centre, as set out in Appendix 6.
5.2 WesternGeco's contributions to the projects listed above shall, subject to mutual agreement
be limited to the amounts set out in the respective Appendices. Should National Oil wish to
W estemGeco & National Oji
8
increase the investment for a project, such increase shallbe met by WesternGeco, but shall
always be recovered from National Oil's share of future revenues generated from licensing
of geological and geophysical data to third parties subject to the availability of sufficient
funding.
In the event the Survey is terminated early, WesternGeco's contributions to provide the
services set out in to clause 5.1 (a) shall be limited to the revenue shares due to National Oil.
Any contributions made to National Oil which are in excess of the relevant revenue share
due to National Oil shall be reimbursed to WesternGeco.
ARTICLE 6. DATA OWNERSHIP
6.1 National Oil, as a State Corporation incorporated under the Companies Act [Cap 486) and
engaged in the business of imporation, purchase, storage, marketing, selling and distribution
of petroleum products and other ancillary busines as well as the performance of agency
services on behalf of the Government of Kenya for the co-ordination of petroleum
resources exploration in Kenya grants to WesternGeco the exclusive rights to act as an
exclusive agent and facilitator with view to acquire, process, reprocess, interpret, market,
promote and sell licenses for use of the Survey Data. National Oil further warrants that
such right have not been granted, is not held, nor shall it be granted to any Third Party
throughout the duration of this Agreement and any extension thereof. It is recognised that
the data is owned by the Government of Kenya and managed by National Oil acting on
behalf of the Government of Kenya.
6.2 Once the processing of the Survey Data is completed by WesternGeco or its Affiliates,
WesternGeco will deliver to National Oil one copy of the stack and final migrated sections
of the Survey Data, along with navigation information and base maps for National Oil's
exclusive and internal use. National Oil, hereby expressly agrees and accepts that any
material provided by WesternGeco under this clause 6.2 shall not be copied, shown,
distributed or provided by National Oil to any Third Party and shall be treated as strictly
confidential for the term of this Agreement and any extension thereof.
After the expiry of the term of the Agreement as defined in Article 2.1, WesternGeco shall
deliver to National Oil all outstanding records of the Survey Data, excluding therefrom any
of WesternGeco Developed Technology or Raw Sensor Measurements.
6.3 National Oil and WesternGeco agree that all Survey Data acquired and obtained under the
terms of this Agreement is intended for their sole and exclusive use, shall be kept and
remain confidential at all times and shall not be divulged, transferred, sold or otherwise
disposed of without the prior written consent of the other Party, except as specifically
provided for in this Agreement.
6.4 WesternGeco will be the exclusive licensor of all Survey Data and Data obtained pursuant
to this Agreement during the full term of this Agreement and any extension thereto. After
the expiry of this Agreement, WesternGeco will retain a non-exclusive license to use the
Survey Data for its own internal and non commercial purposes in the event WesternGeco
undertakes future Survey planning offshore Kenya.
6.6 All sales of licenses for use of Survey Data and/ or Data to Licensees will state that the
information is confidential and, WesternGeco has the exclusive rights to market the Survey
Data and/ or Data.
WesternGeco & National Oil
9
All Survey Data and/or Data shall be marked "Confidential • Owned by the Republic of
Kenya, Produced by WesternGeco and Managed by National Oil Corporation of
Kenya on behalf of the Republic of Kenya." or equivalent language
6.7 For avoidance of doubt, should WesternGeco or the Licensee elect to create Derivative
Products, these Derivative Products shall be owned by either WesternGeco or Licensee as
the case may be, but shall be subject to all terms of confidentiality and restrictions upon use,
disclosure and transfer as is provided herein for the original Survey Data.
6.8 While performing the Survey, WesternGeco may utilise expertise, know-how and other
intellectual capital (including intellectual property) and develop additional expertise, knowhow
and other intellectual capital (including intellectual property) which are WesternGeco's
exclusive property and which WesternGeco may freely utilize in providing services for its
other customers. Except where expressly and specifically indicated in writing, and in
exchange for appropriate agreed payment, WesternGeco does not develop any intellectual
property for ownership by National Oil , WesternGeco retains sole ownership of any such
intellectual capital (including intellectual property) created by WesternGeco during the
course of acquiring the Survey Data. WesternGeco grants no title or license or right to
National Oil or the Republic of Kenya to use WesternGeco's intellectual capital (including
intellectual property and WesternGeco Developed Technology).
ARTICLE 7 • REPORTING
7.1 WesternGeco shall provide National Oil with monthly acqu1s1t1on and processing
operational status reports for the Survey, as well as a final acquisition survey report within
45 days of completion of the Survey.Once the Survey is completed, WesternGeco shall, at
the end of each quarter submit a statement of the marketing activities, if any, and Survey
Data and/ or Data licensing activity, if any, to National Oil.
7.2 National Oil may query any reports submitted to it within a period of thirty (30) days upon
submission inquiry of which shall be raised formally and a response given/due within
fourteen ( 14) days from the date of acknowledgment of receipt. Parties shall endeavor to
resolve any disputes arising there from amicably within a period of thi'J (30) days before
opting to explore any other alternative dispute resolution mechanism.
ARTICLE 8- TERMS OF MARKETING OF SURVEY DATA/ DATA/ REVENUE SHARING
8.1 All licensing of the Survey Data and/ or Data shall be undertaken in the name of
WesternGeco, on behalf of National Oil. If an interested Third Party contacts National Oil
directly with a request to purchase a license to the Survey Data and/ or Data, National Oil
will direct the Third Party to WesternGeco.
8.2 WesternGeco shall be responsible for the marketing of the Survey Data and/ or Data and
shall decide on the best method to get interest. Such marketing services shall be reported to
National Oil under the terms of Article 7.1.
8.3 In the event that a dispute arises in connection with the geographical boundaries of the Area
of Operations, as detailed in Appendix I, which dispute affects the performance by
WesternGeco of its obligations under this Agreement thereto, the Parties shall meet to
reach a mutually agreeable resolution of the dispute. Should the Parties to the dispute fail to
reach a mutually agreeable resolution within ninety (90) days and WesternGeco is prevented
from acquiring, processing and/or reprocessing, or marketing the Survey Data and/ or Data
WestemGeco & National Oil
10
as a result of the dispute, WesternGeco reserves the right to terminate Agreement early
without any further liabilities to it.
ARTICLE 9 · FINANCIAL ARRANGEMENTS
9.1 The Parties agree that WesternGeco shall be remunerated in full for the prov1s1on of
services listed in Appendices 3-6 at the rates mentioned in the relevant appendices. Such
remuneration shall be in the form of service credits, which shall be set off against the
revenue share earned by National Oil. For the avoidance of doubt, subject to the provisions
of sub-article 9.3.6 below, the National Oil's revenue share shall be only transferred after
WesternGeco has been paid in full for all costs set out in Appendices 3-6.
9 .2 All acquisition, processing, reprocessing and interpretation costs will be paid for by
WesternGeco.
9.3 All licensing of the Survey Data and/ or Data shall be in US Dollars. No Survey Data and/ or
Data will be licensed on credit terms unless otherwise agreed in writing by WesternGeco.
9.3.1 License pricing will be established to maximize sales for the mutual benefit of
National Oil and WesternGeco. Nevertheless, the pricing will be the sole
responsibility of WesternGeco.
9.3.2 National Oil and WesternGeco shall share the revenue received on sales of licenses
to the Survey Data and/ or Data as set out in Appendix 2 of this Agreement.
9.3.3 WesternGeco has in place robust accounting systems to track revenues and costs
associated with this project and to allow auditing as required by National
Oil.National Oil may query any audit reports submitted to it within a period of thirty
(30) days upon submission of which inquiry shall be raised formally and a response
shall be required to be submitted within fourteen ( 14) days from the date of
acknowledgment. Parties shall endeavor to resolve any disputes arising therefrom
amicably within a period of thirty (30) days before opting to explore any other
alternative dispute resolution mechanism.
9.3.4 License sales will be considered completed only when WesternGeco's bank account
specifically for this project has been credited by the Licensee(s). The amounts
received, less any tax withholding by Licensees, shall be held by WesternGeco to
the credit of National Oil. WesternGeco shall invoice National Oil for its revenue
share froni each data license as compensation for services provided to National Oil.
The amount on WesternGeco's invoices shall be offset against any amounts held by
WesternGeco to the credit of National Oil. WesternGeco shall transfer to National
Oil the balance of amounts held by WesternGeco to the credit of National Oil (less
any tax withholding by Licensees, and the value of WesternGeco's invoices for
services provided) on a quarterly basis, in United States Dollars, to the account
designated by National Oil on receipt of the letter "Request of Transfer of Funds"
from National Oil, as set out in Appendix 8.
9.3.5 WesternGeco shall provide the services and activities covered by the scope of this
Agreement to National Oil. National Oil warrants and represents that it is a
Petroleum Company as defined in the Ninth Schedule of the Kenya Income Tax Act.
Therefore the Parties agree that the services performed by WestsernGeco shall be
subject to Income Tax in Kenya based on Part Ill of the Ninth Schedule of the
Income Tax Act.
9.3.6 WesternGeco shall remit to National Oil an amount equivalent to five and six
WestemGeco & National Oil
'
9.3.7
11
hundred and twenty five percent (i.e. 5.625%) of WesternGeco's invoices in respect
of the withholding tax to be deducted by National Oil from WesternGeco's invoices.
Such amounts shall be remitted to National Oil by WesternGeco within seven (7)
working days of receiving credit from Licensees.
National Oil, shall remit the amounts received from WesternGeco, as specified in
sub-article 9.3.6 above, to the Kenya Revenue Authourity (KRA) within twenty (20)
days following the month in which credit is received from WesternGeco. In
addition, National Oil shall provide to WesternGeco a Tax Certificate to evidence
the amount of withholding tax remitted to KRA and with WesternGeco as
beneficiary. National Oil shall indemnify and protect WesternGeco from and against
any tax assessed by KRA (including any penalty and interest charges) due to National
Oil's non compliance with the provisions of this sub-article 9.3.7. National Oil
represent and warrants that the Services covered by the scope of this Agreement
falls within the First Schedule of the Value Added Tax Act No. 35 of 2013.
Therefore, WesternGeco will establish its invoices without VAT.
ARTICLE JO-INDEMNITY
I 0.1 Subject to clause 3.8 of this Agreement, WesternGeco hereby agrees to indemnify and hold
National Oil harmless from any loss, expense or liability {including reasonable attorney's fees
and related legal expenses), arising out of any claim for damage to WesternGeco's property
and/or injuries to or death of WesternGeco's employees, subcontractors and agents under
this Agreement, regardless of whether any such loss, liability, injury or death may be caused
by negligence, and/or by breach of duty {statutory or otherwise) of National Oil.
I 0.2 National Oil hereby agrees to indemnify and hold WesternGeco harmless from any loss,
expense or liability (including reasonable attorney's fees and related legal expenses), arising
out of any claim for loss or loss or damage to National Oil's property and/or injuries to or
death of National Oil's employees, subcontractors and agents under this Agreement,
regardless of whether any such loss, liability, injury or death, may be caused by negligence,
and/or by breach of duty {statutory or otherwise) of WesternGeco.
I 0.3 Either Party agrees to indemnify and hold the other Party harmless from any loss, expense
or liability (including reasonable attorney's fees and related legal expenses), arising out of any
claim presented by third parties for personal injuries or death, or property loss or damage
irrespective of the negligence, or breach of duty (statutory or otherwise) of the Party
causing the injury, death, or property damage upon which the claim is based.
I 0.4 Subject to clause 3.8 of this Agreement, WesternGeco shall release, defend, indemnify and
hold harmless National Oil from any and all claims related to surface pollution (including
control and removal thereof) emanating from WesternGeco vessels whilst under its sole
custody and control and during the time WesternGeco is engaged in acquiring the Survey .
I 0.5 WesternGeco's sole liability for loss, destruction or damage to the Survey Data or Data while
in WesternGeco' s possession, shall be limited to, at WesternGeco's election either:
(i) Re-shooting that portion of the Survey sufficient to reacquire the lost, destroyed or
damaged Survey Data (provided WesternGeco has not demobilised from the Area of
Operations)or
(ii) If the lost, destroyed or damaged Survey Data may be reasonably corrected through
reprocessing, recopying, reformatting or reconstituting the Survey Data.
WestemGeco & National Oil
12
I 0.6 National Oil and WesternGeco shall not be liable for any special, indirect punitive, incidental
or consequential damages (whether or not foreseeable at the date of this Agreement),
including, without limitation, loss of profits, loss of production or business interruptions
which result in any manner, directly or indirectly, from the performance of this Agreement
regardless of the negligence in any form or breach of duty (statutory or otherwise) of any of
the Parties.
I 0. 7 The indemnities given under the provisions of this Agreement shall extend to the Parties'
parent, subsidiary and affiliated companies, their subcontractors and their respective owners,
shareholders, joint venturers, directors, officers and employees. In the event that this
Agreement is subject to indemnity limitations imposed by any applicable laws, and so long as
such limitations are in force, then it is agreed that the above obligations to indemnify are
limited to the extent allowed by law.
ARTICLE I I -WARRANTY
11.1 WesternGeco warrants that the Survey Data and the Data will comply with the material
aspects of the specifications and other technical requirements of this Agreement and in
accordance with industry standards, until demobilisation from the Area of Operations for
the Survey Data; and for a period of thirty (30) days after completion of the processing of
the Survey Data, for the Data. WESTERNGECO MAKES NOOTHER WARRANTY
OR REPRESENTATION, EXPRESS OR IMPLIED, INCLUDING BUT NOT
LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE, WITH RESPECT TO ANY SURVEY, SURVEY
DATA, DATA, SERVICES, TAPES, OR REPORTS, AND DENIES AND
NEGATES ANY SUCH WARRANTIES OR REPRESENTATIONS.
I 1.2 Any interpretation of the Survey Data and/ or Data (whether made directly from geophysical
or seismic data provided to or by WesternGeco, or by data processing or otherwise) or
interpretation of test or other data, and any recommendations or reservoir description
based upon such interpretations, are opinions based upon inferences from measurements
and empirical relationships and assumptions, which inferences and assumptions are not
infallible, and with respect to which professional geophysicists or analysts may differ.
ACCORDINGLY, WESTERNGECO AND NATIONAL OIL CANNOT AND DO
NOT WARRANT THE ACCURACY, CORRECTNESS OR .COMPLETENESS
OF ANY SUCH INTERPRETATION, RECOMMENDATION OR RESERVOIR
DESCRIPTION. UNDER NO CIRCUMSTANCES SHOULD ANY SUCH
INTERPRETATION, RECOMMENDATION OR RESERVOIR DESCRIPTION BE
RELIED UPON AS THE SOLE BASIS FOR ANY DRILLING, PRODUCTION OR
FINANCIAL DECISION OR ANY PROCEDURE TO BE PERFORMED BY
THIRD PARTIES.
ARTICLE 12 - ANTI-CORRUPTION
12.1 No officer, employee or agent of either Party shall request, accept or pay, directly or
indirectly, any commissions or fees, or grant any rebates to any officer, employee or agent of
the other Party, nor favor, or be favored by, any officer, agent or employee of the other
Party with gifts or entertainment of significant or substantial cost or value, nor enter into any
WestemGeco & National Oil
..
, 13
business arrangements with employees or officers of the other Party, except as
representatives of the Parties respectively.
12,2 The Parties shall notify each other promptly of any violation of this Clause 12.
12.3 The Parties may audit each other's records relating to this Agreement in the event that such
Party reasonably suspects that there has not been compliance with this Clause 12,
12.4 Neither Contractor, its Affiliates nor any of their respective personnel will make, directly or
indirectly, any offer, payment, gift, promise to pay or authorize any payment of money or
anything of value, directly or indirectly, to or for the use or benefit of any official or
employee of any Kenyan governmental entity or instrumentality thereof, including any
employee of a state-owned company such as National Oil or a national oil and gas company,
or to or for the use or benefit of any political party, official or candidate unless such offer,
payment, gift, promise or authorisation is lawful under the written laws and regulations of
Kenya,
ARTICLE 13-CONFIDENTIALITY
13. I Any and all information furnished by WesternGeco to National Oil, whether in writing or
orally, including but not limited to geophysical data, geological data, maps, charts, business
plans, financial information, know-how and trade secrets, costing or pricing policies and
marketing plans (hereinafter "WesternGeco Confidential Material") shall be confidential and
shall be kept and maintained by the National Oil under appropriate safeguards.
13,2 National Oil agrees that all WesternGeco Confidential Material will remain WesternGeco's
sole property and will not be disclosed to others or used by National Oil for any purpose
other than for the performance of this Agreement by National Oil and shall not be used in
any manner that is adverse or detrimental to WesternGeco. National Oil further agrees
that all WesternGeco Confidential Material in tangible and electronic form (including but not
limited to reports, drawings, plans and specifications) shall be returned to WesternGeco
upon request,
13.3 WesternGeco agrees that all confidential information received from National Oil
(hereinafter "National Oil Confidential Information") shall remain National Oil's sole
property and will not be disclosed to others or used by WesternGeco for any purpose
other than for National Oil's benefit, WesternGeco further agrees that all National Oil
Confidential Information in tangible and electronic form (including but not limited to reports,
drawings, plans and specifications) shall be returned to National Oil upon request.
13.4 The confidentiality obligations shall remain in force during the term of this Agreement, and
extend for a further two (2) years from the date of termination or expiry of the Agreement, as
the case may be,
ARTICLE 14- REPRESENTATIVES AND NOTICES
14.1 In order to provide for the management and organisation of all matters related to the
fulfillment of the present Agreement, the Parties shall appoint authorised representatives to
assist to the fulfillment of this Agreement.
WestemGeco & National Oil
14.2 All notices permitted or required under this agreement shall be sent as follows:
a.
b.
National Oil Corporation of Kenya
AON Minet House
Mamlaka Road
Off Nyerere Road
Postal Address
P.O. Box 58567
Nairobi 00200
Kenya
Schlumberger Offshore Services Ltd Kenya Branch
West End T ewers, I st Floor
Muthangari Drive, Off Waiyaki Way, Westlands
Nairobi Kenya
Postal address:
P. 0 . Box 46979-00 I 00
Nairobi
With copy to
Postal address:
Schlumberger House, Buckingham Gate
Gatwick Airport, West Sussex, RH6 0NZ
United Kingdom
14
All notices, with the exception below, shall be deemed duly delivered to the Parties under this
Agreement if such notices are delivered in English via registered mail, hand delivery or electronic
transmission, including fax transmission, provided that confirmation of such transmission is received.
However, all notices relating to transfer of funds, or any other directive, relating to National Oil's
revenue share shall be delivered to WesternGeco in English via registered mail and shall bear
National Oil's official stamp and the signature of the authorising officer and in the form set out in
Appendix 8.
ARTICLE 15 -GOVERNING LAW AND DISPUTE RESOLUTION
15.1 This Agreement is made in English and is governed by and construed in accordance with the
laws of the Republic of Kenya.
15.2 For any dispute arising out of or in connection with the Agreement, including any question
of existence, validity or termination, National Oil and WesternGeco shall first make every
effort to reach an amicable settlement by direct negotiation.
15.3 Amicable Settlement
15.3.1 The Parties hereto shall endeavor to amicably and mutually settle any disputes which
may arise in connection with this Agreement or interpretation thereof and for that
purpose each Party shall select a representative, who shall discuss the matter in
dispute and make all reasonable efforts to reach an agreement.
15.3.2 If no agreement is reached under Article 15.3.1 within 30 days of receipt of the
letter of dispute, the dispute shall be referred to the Managing Directors or
equivalent level of Executive Management of WesternGeco and National Oil.
WestemGeco & National Oil
15
I 5.4. Arbitration
15.4.1. Selection of Arbitrators. In the event that any dispute has not been resolved by the
procedures referred to in Article 15.3, then any such dispute, shall be finally and
exclusively resolved by arbitration. Each dispute submitted by a Party to arbitration
shall be heard by a sole arbitrator or an arbitration panel composed of three
arbitrators, in accordance with the following provisions:
15.4.2.1. Where the dispute concerns a technical matter, the Parties shall
agree to appoint a sole arbitrator or, failing agreement on the identity of such sole
arbitrator within thirty (30) days after receipt by the other Party of the proposal of a
name for such an appointment by the Party who initiated the proceedings, either
Party may apply to the Chairman for the time being of the Chartered Institute of
Arbitrators [Kenya Branch] for a list of not fewer than five nominees and, on receipt
of such list, the Parties shall alternately strike names therefrom, and the last
remaining nominee on the list shall be the sole arbitrator for the matter in dispute. If
the last remaining nominee has not been determined in this manner within sixty (60)
days of the date of the list, Chairman for the time being of the Chartered Institute of
Arbitrators [Kenya Branch] shall appoint a sole arbitrator for the matter in dispute.
15.4.2.2 Where the dispute concerns a technical matter, National Oil and the
WesternGeco shall each appoint one arbitrator, and these two arbitrators shall
jointly appoint a third arbitrator, who shall chair the arbitration panel. If the
arbitrators named by the Parties do not succeed in appointing a third arbitrator
within thirty (30) days after the latter of the two arbitrators named by the Parties
has been appointed, the third arbitrator shall, at the request of either Party, be
appointed by the Chairman for the time being of the Chartered Institute of
Arbitrators [Kenya Branch].
15.4.2.3 If one Party fails to appoint its arbitrator within thirty (30) days after
the other Party has appointed its arbitrator, the Party which has named an arbitrator
may apply to the Chairman for the time being of the Chartered Institute of
Arbitrators [Kenya Branch] to appoint a sole arbitrator for the matter in dispute,
and the arbitrator appointed pursuant to such application shall be the sole arbitrator
for that dispute.
15.4.2. Rules of Procedure. Except as stated herein, arbitration proceedings shall be
conducted in accordance with the rules of procedure for arbitration in the
Arbitration Act of 1995 or any subsequent amendment to the Act as in force on the
date of this Agreement.
15.4.3 Substitute Arbitrators. If for any reason an arbitrator is unable to perform his
function, a substitute shall be appointed in the same manner as the original
arbitrator.
15.4.4 Qualifications of Arbitrators. The sole arbitrator or the third arbitrator appointed
pursuant to Clause 15.4.2.1 and 15.4.2.3 above shall be an internationally recognised
legal or technical expert with extensive experience in relation to the matter in
dispute.
15.4.5 Miscellaneous. In any arbitration proceeding hereunder, the arbitration shall take
place in Nairobi and the language of the proceedings shall be English. The decision of
the sole arbitrator or of a majority of the arbitrators (or of the third arbitrator if
there is no such majority) shall be final and binding upon the parties to the fullest
WestemGeco & National Oil
16
extent permissible by law and shall be enforceable in any court of competent
jurisdiction, and the Parties hereby waive any objections to or claims of immunity in
respect of such enforcement.
ARTICLE 16 - GENERAL
16.1
16.2
16.3
16.4
16.5
16.6
The Parties will each keep confidential any and all information furnished to it by the other in
connection with this Agreement that is identified as confidential or proprietary, except to the
extent any such information may be generally available to the public or other third parties,
and each Party will instruct their respective officers, employees and other representatives
having access to such information of such obligation of confidentiality. Subject to the above,
WesternGeco will have no obligation to disclose to National Oil or any other person or entity
the substance of any know-how, equations, formulae, procedures, WesternGeco Developed
Technology or other information that WesternGeco considers to be proprietary to it and
which WesternGeco has used or may have used in connection with the Survey. In the event
such information is disclosed to National Oil , National Oil shall treat the same in the strictest
confidence in terms of international procedures for the control of proprietary information, and
shall not use nor disclose such information to any third party.
All taxes incurred by WesternGeco in its country of incorporation or registration, including
stamp duty, and taxes related to the acquisition, processing and marketing of the Survey
Data under this Agreement shall be borne by and be the responsibility of WesternGeco.
However, in the event that WesternGeco is required to pay any taxes(including but not
limited to corporate taxes, property taxes, turnover or sales taxes, withholding taxes,
consumption taxes, stamp taxes) outside of its country of incorporation or registration as a
result of the services provided pursuant to this Agreement, such taxes shall represent part
of the costs of providing the services to be reimbursed and recovered by WesternGeco
from license revenues.
Neither Party shall be deemed to be in default of their obligations whilst performance
thereof is prevented or delayed by circumstances beyond their reasonable control, including
but not limited to floods, fire, earthquakes, and other acts of Nature, as well as military
actions and other acts of government, riot, war, strikes, insurrection, civil disturbance or any
other circumstances that are beyond the reasonable control of the Parties. Payment
obligations due hereunder shall not be subject to force majeure relief.
The rights and obligations under this Agreement may not be assigned in whole or in part by
either Party without the written consent of the other Party. Such written consent shall not be
unreasonably withheld. WesternGeco may, however, without the consent of National Oil,
assign any part of the scope of Work, including but not limited to related services pursuant to
clause 5 of this Agreement, to it Affiliiates.
WesternGeco is an independent contractor, and shall in its sole discretion choose the means
and manner of performance of the services and obligations specified in this Agreement. Nothing
in this Agreement shall be construed as creating an employer-employee, agency, partnership,
joint venture, trust, or other relationship between WesternGeco and National Oil. Neither
Party shall have any authority, express or implied, to enter into any contracts, obligations, or
commitments in behalf of or binding on the other Party.
This Agreement constitutes the entire agreement between WesternGeco and National Oil ,
and supersedes all prior communications, representations, and agreements, either oral or
written, with respect to the subject matter hereof.
WestemGeco & National Oil
17
16.7 Should any provision of this Agreement, or a portion thereof, be unenforceable or in conflict
with governing national, state, province, or local laws, then the validity of the remaining
provisions, and portions thereof, shall not be affected by such unenforceability or conflict,
and this Agreement shall be construed as if such provisions, or portion thereof, were not
contained herein. Failure of National Oil or WesternGeco to enforce any of the terms and
conditions of this Agreement shall not prevent a subsequent enforcement of such terms and
conditions or be deemed a waiver of any subsequent breach.
W esternGeco & National Oil
18 ,
IN WITNESS WHEREOF the parties hereto have hereunto duly executed this Contract the day
and year first hereinabove written.
SIGNED BY the duly authorized Representative of
NATIONAL OIL CORPORATION OF KENYA
LIMITED
In the presence of: -
Katherine N Kisila
Advocate • ·~,,,.J-o.-
& JlK.,,,_,
Commissioner for Oaths
P. 0. Box 42306 - 00100
NAIROBI
ADVOCATE
SEALED with the Common Seal of the
SCHLUMBERGER OFFSHORE SERVICES LTD
KENYA BRANCH.
In the presence of: -
Director ....................................................................... .......
name
WestemGeco & National Oil
l
l
l
l
l
l
] ............................... ...
l
l
] sign
l
l
seal
19
APPENDIX I - Acquisition and Processing of Survey Data
1.1 ACQUISITION AREA
WesternGeco will acquire, process, reprocess and market a non-exclusive Survey in the areas
outlined in Map I and 2, and using the parameters detailed in this Appendix, Should any part of the
Survey be awarded foroil and gas exploration, development or production prior to acquisition of the
Survey Data,
MAP I • Reviewed and approved by National Oil
Proposed ( 20km x 20km) 2D survey grid - 9,371 line kilometers 2D acquisition and
underlying lD exclusivity area
* Survey Grid is subject to amendment by pre-committing companies
WestemGeco & National Oil
20
Map 2 • Reviewed and approved by National Oil
Proposed ( 20km x 20km ) 2D survey grid - 9,400 line kilometers 2D acquisition and
underlying 3D exclusivity area, showing 3D that may be acquired by CGG for Anadarko
and Total
* Survey Grid is subject to amendment by pre-committing companies
Potentlalfy2 3,000 sq km
WesternGecPo haseII ( 3D) (Area
to be detennlneda fter 2D survey)
WesternGeco understands and agrees that CGG may be awarded a MC3D seismic
acquisition contract by Anadarko and Total over the area set out in Map 2 of Appendix I.
Subject to the award of such contract to CGG and notwithstanding clauses 1.3 and 3.l(b) of
the Agreement, and unless agreed otherwise with National Oil, WesternGeco agrees not to
carry out any 3D seismic acquisition in the western portion of Block L25 set out in Map 2
until the I st of September 2014.
In the event CGG is not awarded a MC3D seismic acquisition contract by Anadarko and
Total or CGG has not completed the seismic acquisition over the area of Block L25 set out
in Map 2 by the I" of September 2014, WesternGeco's exclusive rights shall extend to the
remaining area of Block L 25.
For sake of clarity, WesternGeco's exclusive right of acquiring a 2D seismic acquisition over
the area set out in Map I of this Appendix shall not be affected by the award of a 3D
WestemGeco & National Oil
seismic acquisition contract to CGG.
DATA ACQUISITION PARAMETERS:
Streamer I x 10,000m Q Solid
Streamer Depth Sm to 35m Linear ObliQ
Trace interval 3.125m single sensor
Record length 12 secs
Near offset 125m
Source Single 5085 cu.in Delta3
Source Depth 6 - 9 - 6 metres
SP interval 25m
Gravity and Magnetics Included
PROPOSED PROCESSING PARAMETERS:
Read SS raw (3200 channels)
Nav Merge (P 190 including water depths) @ 2ms
Trace Edit and QC.
Enhanced DGF
Trace decimation to 6.25m
CMS (shape recorded wavelet to average CMS target signature).
Resample 2ms to 4ms
Tau P linear noise attenuation IF NEEDED
Cascaded MA
Single Streamer Deghosting
Receiver Motion Correction (average boat speed per sail line used)
Trace decimation to 12.5m Group Interval
Zero phasing (operator derived from average CMS target)
2D Surface Multiple Prediction (SMP) using GSMP algorithm
Trace decimation to 25m Group Interval
Velocity Analysis at 2km interval.
Inverse Q compensation (Phase Only).
WLS Radon Demultiple.
Diffracted Multiple attenuation (PRIMAL)
Residual bubble pulse attenuation (if required)
Time variant filter.
FXY decon on offset planes (if required).
Isotropic Kirchhoff PreSTM using 2km smooth velocity field.
Migration Velocity analysis iteration I - 2km interval.
Isotropic Kirchhoff PreSTM with smoothed 2km migration velocity field.
Migration Velocity analysis iteration 2 - I km VP and 2km interval eta.
Full Kirchhoff Anisotropic PreSTM.
Post Migration WLS Radon Demultiple
Dense Spatially Continuous Velocity Analysis (SCVA)
Full offset and AYO angle stack
Inverse Q compensation (amplitude only)
Gun and cable static correction
Time Variant Filter
21
The processes/algorithms proposed in the above sequence have been chosen in the light of
WesternGeco's extensive experience in East Africa. However, the final processes and
parameters chosen will be subject to testing and the response of the Survey Data.
WesternGeco reserves the right to make the necessary decisions to adjust or modify the
WestemGeco & National Oil
22
sequence for optimal results and fulfill the survey objectives.
Security during acquisition
From the Effective Date and throughout the term of the Acquisition Work, WesternGeco shall
supply, in a permanent and continuous manner, if required, Security.
National Oil acknowledges that Security levels in or near the Survey Area/Country of Operation
may be dynamic and shall be revised or reviewed by WesternGeco as circumstances dictate and
based on significant political events or any other events that change the overall Security level within
the Survey Area/ Country of Operation during the term of this Agreement. For the avoidance of
doubt, any costs whatsoever and howsoever associated with ensuring adequate Security for
WesternGeco personnel and equipment, shall be added to the Survey costs, "Security" shall mean a
condition that results from the establishment and maintenance of protective measures that ensure a
state of inviolability from hostile acts or influences. These hostile acts or influences shall include, but
not necessarily be limited to, any acts or actions of a civil or criminal nature such as terrorism,
murder, assault, mugging, theft, blackmail, extortion, threats of any nature, car high-jacking,
kidnapping, piracy, civil insurrection or civil war occurring in or in proximity to the Survey Area/
Country of Operation, and shall further include specific safety risks such as unexploded ordnance,
chemical, biological or radioactive contamination.
WestemGeco & National Oil
23
APPENDIX 2 - Licensing Fees and Revenue Share
LO Service Credit for Provision of Services
1.1 The revenue share to be paid to National Oil shall be made after WesternGeco has
recovered all costs incurred in the provision of services, as set out in Appendices 3 to6.The
items included in the cost recovery for this project shall include but not be limited to costs
associated with mobilisation, data acqusition, data processing, survey security, interpretation,
marketing and training of National Oil staff.The final amount will be calculated on completion
of data acqusition.
Any additional services, requested by National Oil and which are not included in this
Agreement or any increase in the level of investment made by WesternGeco hereunder,
shall be billed to National Oil accordingly. Payment of such services shall be set off from
National Oil'srevenue share.
For the avoidance of doubt, such additional services shall always be subject to the availability
of sufficient funding.
2.0 Licensing Fees
2.1 In order to encourage companies into early partrcrpation in the Survey, there will be a
reduction in the basic license fee for those companies pre-committing before a specified
date.
2.2 The basic license fees are for a single company licensing the Survey Data.and if a bona fide
bidding group licenses the Survey Data, an escalation factor of 50% per additional partner
will apply in addition to the basic license fee.
2.3 Reproduction of tape datasets or seismic sections will be in addition to the basic licensing
fees and will be quoted at WesternGeco's standard rates for the products required.
3.0 Survey Costs
Survey Volume:
New Acquisition and Processing:
Total Survey Costs: (Cost x I)
9,400 Km approx.
2,000 US$/Km
18,800.00 USDollars
The Survey shall be acquired if WesternGeco has secured sufficient industry PreCommitment.
For the 2D acquisition, sufficient industry Pre-Commitment is defined as 35%
of the total Survey cost as defined above.
4.0 Licensing Revenue Share
4.1 New SurveyRevenue Share
Revenue derived from or associated with the purchase by oil companies or groups of oil
companies of licenses to the Survey Data shall be divided between National Oil and
WesternGeco in accordance with the following revenue sharing schedule and only after the
costs incurred by WesternGeco in accordance with Appendices 3-6 are fully recovered:
WestemGeco & National Oil
Tier
First
Second
Third
US$
$1 toCOSTxl
>COSTx I toCOSTx2
>COSTx2
WesternGeco%
90
67
50
National Oil%
10
33
50
24,
Where first Tier represents license revenue from; US $ I up to and including one times the
cost of the Survey (COST);
Where second Tier represents license revenue from; greater than one time COST to
twotimes Survey COST; and
Where third Tier represents license revenue from; greater than twotimes Survey COST,
4.2 Reprocessing Revenue Share
Where the Parties agree to reprocess the Survey Data, such reprocessing shall be
undertaken at National Oil's data processing centre which will be established in Nairobi,
subject to the availability of processing capacity. The costs of reprocessing the Data and
associated marketing costs of the reprocessed data, Reprocessing Costs ("RC"), shall be
agreed by the Parties and revenue derived from or associated with the purchase by oil
companies or groups of oil companies of licenses to the reprocessed Survey Data shall be
divided between National Oil and WesternGeco in accordance with each Party's investment
in the RC.
4.3 Each Partyshallreceive I 00% of the revenues from tape copying and reproduction carried out
at their respective processing centres.
4.4 The Survey Cost recovery and revenue share configuration shall strictly relate to the volume
of Survey Data and Data actually collected and/or reprocessed. The above income share is
based on the approximate number of kilometers proposed for both new acquisition and
processing in addition to reprocessed Public Domain Data. Adjustments will be made after
completion of the Survey.
WestemGeco & National Oil
' ,,
25
APPENDIX 3 - Geology and Interpretation Collaboration
INTERPRETATION
WesterGeco will undertake an interpretation of the 2D seismic data. The proposed interpretation
scheme is likely to follow the work flow detailed below, although may be subject to variation as the
data analysis progresses.
• A full structural and stratigraphic interpretation of legacy 2D/3D and newly acquired 2D/3D
data on a Petrel platform, which will include:
o Load all regional satellite gravity and magnetic data and integrate with seismic
o Digitize all well data, create synthetics and calibrate to seismic
o Create tectonic maps, isopach maps, isochron maps
o Use seismic attributes to determine sand and shale fairways
o Use attributes to identify DHl's
• Horizon and fault interpretation and mapping of multiclient 2D surveys
• Seismic stratigraphic interpretation, seismic attributes analysis and integration with AVO
results
• Create a Depth Structural Framework model of the Kenya offshore basin ( using the MWI -
modelling while interpreting approach)
• Undertake gravity and magnetic modelling to pick basement
In conjunction with the interpretation work, WesternGeco will undertake training in Nairobi on
Petrel for two technical staff from National Oil and two from the Ministry of Energy and then build
on this with progress meetings in UK to review the data and interpretation results.
INVERSION
WesternGeco will also create Seismic AVO attributes to include:
• AVO intercept (P) and gradient (G) stacks
• Intercept and gradient stacks are qualitatively used to indicate fluid and lithology
anomalies.
• P*G stacks
• This combination of intercept and gradient stacks is a good gas indicator. Gas is the only
fluid that will show a positive anomaly on the P*G stack.
• Normal Incidence (NI) x Poisson's Ratio Contrast (PRC) stacks
• Nl*PRC stacks are used for reconnaissance AVO. They allow the interpretation of
potential hydrocarbon filled sands in the reservoir.
• Fluid stacks
• Projection stacks are produced to highlight the differences between fluid and lithology,
to help identify hydrocarbon plays
In conjunction with the inversion work, WesternGeco will undertake training in Nairobi on the
relevant Petrel modules for two technical staff from National Oil and two from the Ministry of
Energy and then build on this with progress meetings in UK to review the data and inversion results.
PETROLEUM SYSTEMS MODELLING
• The available data is to be integrated into an initial data model that includes the key
elements of the petroleum system. Together with National Oil a review of all available
data is to be made in order to possibly expand the existing data base.
• With this data model, an initial assessment of potential kitchen areas and hydrocarbon
generation timing, as well as of potential regional petroleum migration directions and
drainage areas and their evolution through geologic time is to be made. The 3D PSM will
provide key information needed to more completely understand the petroleum
'·westemGcco & National Oil
26
system(s) in the study area and will be fully scalable from basin to high-resolution
prospect scale analyses.
• A clear focus will be made on the hydrocarbon quality prediction, i.e. delineate areas
that are more likely to be gas- or oil-prone.
In conjunction with the Petroleum Systems Modelling, WesternGeco will undertake Petromod
software training in Nairobi for I week for two technical staff, one from National Oil and one from
the Ministry of Energy and then build on this with progress meetings and practical sessions using
Kenyan data in Schlumberger's Centre of Excellence for Petroleum Systems Modelling in Aachen,
Germany.
This phase is included in the Project Cost as quoted in Appendix 2.
WestemGeco & National Oil
APPENDIX 4 - Provision of National Data Centre
National Data Center Scope Overview
27
The Schlumberger NDC Solution comprises ProSourceDataStore software, server infrastructure
and implementation project, plus the provision of additional discretionary data management services.
Schlumberger's NDC solution for National Oil utilizes the same proven technology and service
capability that delivers NDC solutions to a global client base. The proposed National Oil solution
would be the same technical solution in terms of functionality and capability as that deployed for the
UK. The UK NDC solution is now seen as the industry leader in terms of NDC capability.
Schlumberger ProSource application is sustained by an extensive and long-term development road
map. The technology stack proposed for National Oil has been in place for the UKCS NDR for the
CDA Well DataStore since June 2006 and has been extremely well received by the industry and fully
embraced by the user community. The unique self-service and automated work/low features have
contributed towards a significant member and data growth. Kenya NDC users will utilise the
DataStore collection with entitled access dependent upon their role.
Some of the key features of Schlumberger's solution are identified below:
• online portal to facilitate improved access and download of all data
• access to a single unified well, seismic, cultural and geographical data store of Kenya's E&P assets
• business process automation for data submissions and data release
• optimal tool to promote increased data completeness and improved data quality
• open systems technology and data standards
• direct delivery of interpretation ready project data
• enhance application and data security that can restrict visibility and access to data according to
data release or data entitlement
The benefits delivered include increased productivity for an already limited, time constrained
resource base and rapid access to quality assured Kenyan E&P data. We also anticipate a quicker
response to interest in licensing for clients resulting in faster decision making, and subsequent
auditable regulatory compliance.
The implementation project has been scoped to deliver a fully configured system within five months.
The implementation project is designed to deliver the following benefits:
• Knowledge transfer and building local capability within National Oil
• Provide a sustainable long term solution
• A foundation from which to offer expanded NDC services in the future
• Ensure the preservation of the existing National Oil data assets
• Develop online enabled work/lows to be made available to National Oil and the operators as
required
The implementation project includes the first year's software maintenance and support for five
concurrent users. After the first 12 months, application and associated support services are charged
through a monthly service charge related to the number of concurrent users and the
WestemGeco& NationalO il
28
ProSourceDataStore domain modules utilized. Additional discretionary Data management services
will becharged according to published day rates at the date such services are requested.
Published day rates for Data Management Services
(valid for October, 2013) are as follows:
. ..
Expertise Level Rates ·.·
.
I $1,850
2 $2,150
3 $2,350
4 $3,250
5 $4,100
The National Data Center is intended as a foundation which could be extended in the future with
the phased implementation of new functionality and services, subject to the availability of funding.
ProSourceDataStore Application
The ProSourceDataStore solution utilises Schlumberger's ProSource software suite to manage and
store E&P data together with a web enabled browser based user interface.
ProSourceSuite
The ProSource suite comprises an Oracle database, ESRI ArcGIS software and ProSource data
management application. There are no geographical constraints on the data stored and national,
regional or global datasets can be managed. The base ProSourceDataStore database configurations
provide storage for a wide range of E&P data types including:
• Well Data,
• Seismic Data,
• Physical Data Catalogues
• GIS information
For all data types Meta information can be stored in the Seabed database along with storage of
Original format information including Well Logs, Seismic trace, Seismic navigation data, data files and
documents.
Web Enabled User Interface
The ProSourceDataStore Web user interface consists of a number of iTab modules; the modules
may be specifically configured during the initial implementation phase to incorporate client specific
business rules and data requirements. The ProSource Data Store interface enables self-service
management of Digital Documents, Data Files, Data Catalogues, Well Information and Seismic
information via a LAN or Internet connections. Data entitlements allow the application to be made
available to internal National Oil users or external users as required.
WestemGeco & National Oil
AcquisitioCn ampanies
Operators & Consultants
29
NallonalDataCente,
•
Provision ol user support
Dal a Lci.idingandot.1ine
Data Delivel)' •t ·• t '•1 lntr1nelenalie rnte•m etAccess
dalaaccessSse/f L_ ____ _.___ __ _,_ ___ _.___ _..,~ +--------------!
service workfiows
Dnlaaw1i!1>tlelc~,
externaul sers .
throughaiangeo'. •
v1ebserviLes .,..
Web Services
Data Publishing
OirEcsde cure
entitled
;;ipplicatbn
ficce5~ lo NOR
O;il;,
ApplicatioPn lug-ins
Onlinwe mknov.s
performedlh1ou;ih
Web !nlerface,
usedbyNDC &
li'xternaul se,s
GQa ssessroonc! .._.. _:De:•,:l,_,,,,La.,,.;,,,._ ,. ,__;
performeads pario f
d1ita loadingwcr~ffows
NDCP roSourcRee pository
There are three ProSourceDataStore domain modules
• Archive
LAN A cess
DalaAdminislralio
tasks performed
throughP roSource
Web Server Online
Tleredstor.ige
Offline Prcsenledins:ngk
aggrega!!Qview
~ throt1ghV/ebGUi
The base Archive functionality includes forms, data tree and GIS search and display capability. All
data is available to download through excel/ascii export or download of data files through the
Shopping basket functionality. GIS capability is available to visualize the data. Document data and
report files can be uploaded and viewed through the web enabled user interface.
ProSourceDataStoreiTab Modules
My Wells
My Seismic
Licences
Data Entitlements
Data Inventory and Completeness
Data Feedback
Shopping Basket
Data Transmittals
Data Ordering
User Management
Well Log data and Seismic trace data is held only as data catalogs, associated to the well or seismic
survey with reference to the physical media. The Well and seismic data files are not scanned and
loaded to the Seabed database.
WestemGeco & National Oil
30,
• Well Log data
Well Log data provides incremental functionality in addition to the base Archive capability. It can be
utilized separately to or in conjunction with the Seismic Data functionality.
The Well Log Data functionality enables the storage of well log data at the curve level. A Well log
viewer is available in the interface to visualize the data.
This functionality is delivered in the initial National Oil NDC implementation.
• Seismic Data
Seismic Data provides incremental functionality in addition to the base Archive capability. It can be
utilized separately to or in conjunction with the Well Log data functionality.
The Seismic Data functionality enables the storage of Field, Pre and Post Stack Seismic trace data.
Data can be held online, near-line or offline as required. SEG-Y viewing capability is available and data
can be displayed spatially on the G IS application.
This functionality is delivered in the initial National Oil NDC implementation.
Implementation Project Scope and Deliverables
The implementation project will include the following activities and deliverable. Each item will be
fully scoped in the Project Initiation and Planning stage and will be described in the Project Initiation
Document. It is estimated that the implementation project will be delivered in a five month period.
Stage I - Project Initiation and Planning
• Data assessment and data preparation
A data assessment and review will be undertaken for all in scope data items. Data mapping will
be produced to enable migration scripts and processes will be produced to perform the data
migration.
• Project scoping and project planning
Project Initiation Document will be produced that will include, a project plan, project scope and
deliverables, project risks, communication plan, data security and acceptance plan.
Stage 2 • Infrastructure Commissioning
The National Oil NDC application will be supplied on a single preconfigured server. The
procurement, set-up and configuration location of the server will be mutually agreed to during the
Project Initiation and Planning stage. The server will be sized initially to support up to 20 concurrent
users. Further expansion would be possible with upgrades to the infrastructure.
The server is supplied with the following licences to deliver the required NDC functionality: OS
licences, Oracle licences, VMware licence and all SIS ProSourcelicences. As detailed in Section 3, a
service charge covering maintenance and support for the software components is included for the
first year. The service charge for subsequent years is provided on a per user model and is detailed in
the Summary Schedule.
WestemGeco & National Oil
31
It is assume that the ESRI ArcGIS Server component will utilise the existing National Oil ESRI
licence.
Prior to the availability of the production infrastructure a UK hosted version of the application will
be made available. This system will allow National Oil users to access the workflows and familiarise
themselves with the functionality. This infrastructure will be available throughout the implementation
project as a separate test environment.
Stage 3 . Knowledge Transfer
This phase will ensure that National Oil staff receive training in the use of the system and also in best
practices for the management and organisation data within the system. A total of 40 days for training
and knowledge transfer will be provided in National Oil's offices in Nairobi. The user and support
documentation including documented work instructions will allow National Oil to support and
manage the system when the system becomes operational at the completion of the implementation
project. The key deliverables of the stage will be:
• National Oil user training and user documentation
The user training and documentation will be tailored to the National Oil environment and will
be a combination of individual training and group training sessions. The training will be scheduled
throughout the implementation project.
• System Administration training and documentation
The system administration training and documentation will cover the HW and SW environment
as deployed in National Oil. It will cover the software components that comprise the solution
including ProSource, Oracle and ESRI. The training will be scheduled after the infrastructure has
been deployed within the National Oil offices.
• Documented support process and work instructions for the key workflows
• Data Standards, Business Rules and Regulations
In addition to the training and knowledge transfer, consultancy will also be provided to help National
Oil define and publish data standards and a framework for operator and licensee interaction with the
Kenya NDC comprises Petroleum regulations and published processes and best practices that are
consistent with the published Petroleum regulations.
A total of 20 days consultancy will be provided. A detailed plan for the scope and deliverables will be
agreed with National Oil during the project planning and Initiation phase. Scheduling of the activities
will be agreed with National Oil and can be delivered throughout the implementation project.
Stage 4 - Data Capture
• Data Administration and Data capture
• Seismic Data Preparation
• Load all initial data types (including defined loading process for each of the data types)
• Well Header
- Well Log data
Documents, reports and data files, held as scanned images or original format files
WestemGeco & National Oil
32
• Seismic Data
Survey Header
Seismic navigation data to enable spatial analysis and display of the data
Seismic Data catalogue for data products and trace data stored on tape media
Documents, reports and data files, held as scanned images or original format files
• Licence Information
Licence header, Licence equity and Licence history
Licence coordinates would be loaded to enable GIS display of the data
• Documents and reports
Reports and documents associated to basins, fields and licences
• GIS Information and cultural data
• Data entitlements
.. --
-- DRE<A!llG!/1]
Costs
Implementation
----· ------·
•
•
-
-- __ .,
---- -- • -·- -- . 0 --··- 0 ---· -.uo1a..nm117~· ~- 0
.
The Schlumberger NDC implementation project comprises, ProSourceDataStore software, server
infrastructure and implementation effort.
The implementation project includes the first year's software maintenance and support for five
concurrent users. After the first 12 months, application and associated support services are charged
through a monthly service charge related to the number of concurrent users and the
ProSourceDataStore domain modules utilized.
WestemGeco & National Oil
33
The annual service charge provides a cost effective alternative to a software purchase and annual
maintenance model. The service charge also provides support and maintenance for the National Oil
specific configuration and ensures its compatibility with future SIS software releases. The service
charge entitles National Oil to gain access to new functionality that is developed for the domain
modules utilized.
This cost includes the provision of the server and associated licenses as described under Stage 2. If a
suitable server and associated licenses can be provided by National Oil under a separate
procurement process consistent with the time frame for construction of the NDC, these costs will
be reduced appropriately.
Service Charges
The monthly service charges relate to the maximum number of concurrent users with access to the
ProSourceDataStore web enabled interface. A minimum price of 5 users applies in the banding of
choice. The customer can purchase any amount of additional users up to a maximum of 40
concurrent users with I months' notice and similarly reduce the number of users with the same
notice. It is not possible to reduce the number of users below the minimum 5 user threshold.
It is also not possible to mix the bandings such that a customer has 5 Archive users and I Archive
and Logs. All users must be in the banding that contains the increased functionality.
The first year service charge for 5 users with archive and log access is included within the
implementation project.
.Arcbive aijd0S eisl)'li~
~nt:r;ris~ s:luti:~(L:gs and Seismic)
Table I. Annual Per User .Charge
Contract Termination
$
•··.1:,.;lO.O<••
18,900
ProSource stores the data in an open, standards based solution which where required stores data in
original data formats. If at any time following the first year after implementation National Oil wish
to terminate the ongoing support for the National Data Center Schlumberger shall provide the data
in optimal data formats to facilitate the transition to the replacement solution. Schlumberger will
provide:
• Database exports of the tables used to hold data for the Customer ProSourceDataStore
WestemGeco & National Oil
34
• If applicable, copies of the Digital Document data, Tape Image Files, Seismic Trace data and
Seismic navigation written to a disk device, and a translation spreadsheet to cross reference the
database export and the data provided on the disk device.
This work will be undertaken on the same basis as the Discretionary Data Management Services
using the valid Manpower Rates at the time of the termination.
Terms and Conditions of Software, Hardware and Services
The National Data Center (NDC) software and related services proposed shall be governed by the
Terms and Conditions in the National Oil Corporation Kenya and Schlumberger Master Agreement
OSJ035, dated 10 August 2013 and valid until 10 August 2016.
WestemGeco & National Oil
APPENDIX 5 - Provision of Data Processing Centre
Seismic Data Processing Technology Transfer Program
35
The seismic data processing technology transfer program includes training services, software and
hardware products. This is to enable National Oil to develop local expertise in seismic data
processing and to gain access to the latest software/hardware technology in the industry. The scope
of work presented here is considered as an initial design with options for future expandability.
I • Processing System Overview
The processing system is inclusive of hardware equipment and software licenses to enable the
National Oil seismic processing team to handle 2D/3D seismic processing in the time domain. This
system is an initial design of a high end processing centre with scalable and expandable options to
serve a larger community of end users, bigger volumes of data and further computation power in
future.
The following assumptions have been made:
I. The initial design of hardware/software (system) would serve I to 4 concurrent users
undertaking 2D/3D Time Processing with computation power up to 60 CPU cores.
2. The system will be located in a computer room at National Oil's centre with reasonably
controlled room temperature and stable electricity supply, accessible to end users via the
National Oil IT network.
3. The processing end users will have their standard computers to connect to the system
through the National Oil internal network and therefore standard computers are NOT
included in this scope of work. If National Oil require additional standard computers these
items can be procured locally and will be at National Oil's cost.
Omega Software
The Omega seismic processing system is unequalled in the industry. No other software package ,
offers the breadth and depth of capabilities for solving today's geophysical challenges. Omega is
flexible, offers a scalable system that allows for processing and imaging on a single workstation or
massive compute clusters, from a single 2D line to an immense 3D seismic survey.
Omega accurately and efficiently processes:
• Land, Marine and transition zone data
• Time and Depth data
• 2D, 3D and 4D surveys
• Isotropic & Anisotropic (TTI and VTI) velocity fields
• Multicomponent Data
• Reservoir to basin-scale projects
The software is divided into modules to meet the differing needs of all companies and individuals:
Foundation, Time, Depth, Advanced, and a Developers Kit. Within these Modules will be different
Applications, System Codes, and Seismic Function Modules (SFMs)
Foundation Module
The basic QA/QC package includes all Omega infrastructure components and desktop applications
plus algorithms for input/output and basic QC and analysis.
Time Module
A versatile package built on top of the foundation package. Includes a wide array of geophysical
algorithms that allow for signal processing, geometry, statics, velocity analysis and picking, demultiple
WestemGeco & National Oil
36
work, multicomponent processing and time migrations. Time package allows for pre- and post-stack
2D and 3D migrations, including Kirchhoff, Finite Difference and Stolt algorithms.
Omega Hardware
National Oil will be provided with the best possible Omega SPS user experience. WesternGeco will
thoroughly test various hardware components for compatibility with Omega to determine the best
options for use in an Omega Seismic Processing System.
Size of system
Weight of system
Environment conditions
Electricity supply
Omega software maintenance
I rack 120 x 60 x 200 cm (dxwxh)
1000kg max
Floor load 71 Okg/sqm max
4 x I 6Amp single phase from separate power breakers
Support for Omega seismic data-processing software is available online to customers via the
Schlumberger Support Portal.
The Portal is a single online location for all petrotechnical user support needs. It provides access to
assisted support resources and such self-help resources as technical documentation and discussion
forums.
The software customers have access to
• release documents: installation guides, release notes, release
• announcements
• technical documents: quick reference guides, newsletter articles,
• knowledge-based articles
• workflows: Omega software seismic processing workflows
• software downloads: patches
• community resources: events, discussion forums
• new content alerts: RSS feeds, news alert subscriptions, forum subscriptions.
The Support Portal provides rapid access to expert answers 24/7.
The Schlumberger Support Portal is available at https://support.slb.com.
WestemGeco & National Oil
'c
37
2. Processing Training Overview
The proposed training program is designed to provide an introduction to basic processing and
acquisition and Omega fundamental, 3D time processing and IT administration.
This scope of work makes the following assumptions:
I. The end users are graduates or have a relevant background in geophysics and WesternGeco
will provide 5 day theoretical and IO day practical courses in 2D and 3D Marine Time
Processing in Nairobi.
2. The National Oil IT team are reasonably experienced in Linux and Oracle and
WesternGeco will provide a 5 day Omega admin course in Nairobi.
3. National Oil will provide computers and screens in proximity to and networked with the colocated
processing system for a maximum of 4 attendees in each session for the above
courses.
4. The course will be taught in English and all course materials will be in the English language.
5. Course notes in English will be provided. All the courses are copyrighted and duplication of
course material is forbidden without written permission from Schlumberger.
6. All transportation and living costs (hotel, meals, laundry, transportation costs, etc) for the
instructors will be the Schlumberger responsibility.
7. Meals and Transportation for Participants: All transportation and living costs (flights, hotel,
meals, laundry, airport transportation costs, etc.) for the participants will be the
responsibility of NOCK.
8. WesternGeco will ensure that all programs and work sessions are performed in a safe and
secure manner, with all Safety and Security aspects taken into consideration when the
participants are under the responsibility of WesternGeco. However all indemnities will be
the responsibility of NOCK.
Initial Workshop
A one day scoping and high level planning exercise in the form of a workshop will be held. The
purpose of this Workshop is to bring together National Oil and WesternGeco stakeholders in a
group exercise to achieve the following:
• Assess the current state, opportunity, and risks
• Capture challenges, priorities and constraints which will have an impact on scope, project
schedule and what opportunities are realistically achievable
• Plan the rollout on paper
• Conclude and set out next steps
Proposed Training Courses
Course I: Fundamentals of Seismic Acquisition and Processing
Duration: 5 Days
Location: Nairobi
Day I
Day2
o Introduction - Interpreting Seismic Data - Issues & Concerns
o Basic Concepts of Seismic Surveying
o Seismic Wave Propogation - Refraction, Diffraction, Reflection and seismic velocities
o Seismic Reflection Principles
o Properties of seismic waveforms
o Seismic Reflection Principles - Properties of Seismic waveforms and traces - Vertical
resolution - Lateral resolution Amplitude effects
WestemGeco & National Oil
38
o Field Data Acquisition Principles - Types of Seismic Data Acquisition - Marine -
Land - Borehole - OBC - TimeLapse - Signal and Noise - Field Array Design
Day3
Day4
Day 5
o Land Acquisition Systems and Operations - Sources - Sensors - Recording the Data
o Marine Acquisition Systems and Operations - Overall Layout - Sources - Receivers
- Environmental considerations.
o Signal Analysis - Aliasing , both spatial and temporal - Convolution, correlation and
autocorrelation - Fourier analysis - Frequency I Wavenumber - FK transform -
Radon transform
o Data Conditioning
o Near-Surface Distortion Correction
o Wavelet Shaping
o Noise Attenuation
o Multiple Attenuation
o Regularization
o Imaging
o Velocity Model Estimation
o Imaging Methods
o Prestack Amplitude Analysis
o Survey Design Objectives and Considerations - CMP - 3D Surveying - Survey
Calculations -Migration - Artifacts and Footprints
Course 2: Fundamentals of Omega
Prerequisites:
No previous processing knowledge is required.
The course covers a few simple geophysical concepts but focuses mainly on the use of the Omega
Desktop.
Duration: 5 Days
Location: Nairobi
Learning Objective:
At the end of this class, students will have the necessary knowledge to be able to use the Omega
Desktop applications to create a project and run a range of workflows, from data input and QC,
data analysis and production processing. This includes:
• Create an Omega project
• Manage & organise seismic data and meta-data
• Submit jobs
• Monitor jobs
• Create and run basic seismic processing flows
• View and analyse seismic data
• Manage system resources
This course, when taken in conjunction with the applicable Practical processing class, will position
the student to be able to undertake processing projects as member of a production processing team.
Course 3: Practical Time Processing: Marine
Prerequisites:
An understanding of the concepts underlying seismic data processing and common data processing
challenges. Students without any prior knowledge of Omega must have taken the Fundamentals of
Omega class before enrolling for this class.
Duration: IO Days
Location: Nairobi
W estemGeco & National Oil
39
Learning Objective:
At the end of this class students will be have the skills needed to be a contributing member of a
production processing team. These skills will cover common workflows involved in processing a
3 D dataset from raw data to a final time image:
• Perform parameter testing from example flows
• Convert and execute as production flows
• Create and pick velocity analyses
• Identify and carry out appropriate QC
Course 4: Orne~ IT On-the-job Course
Prerequisites:
Students should be experienced with the linux operating system and be able to run command line
functions.
Duration: S Days
Location: Nairobi
Learning objectives:
At the end of the course students will understand and be able to undertake the following:
• Installation, update, or removal of Omega versions and services
• The components of an Omega installation and how they relate to each other
• The routine tasks carried out by Omega administrators
WestemGeco & National Oil
40
3. Costs
Processing System
Item
Hardware Software
Equipment Licenses
I Omega Cluster Module server 8 Core Server Infrastructure
2 Omega Project Module server 8 Core Server Infrastructure
3 Omega Disk server 6 Core Server Infrastructure
4 30Tb disk (external enclosure) N/A
5 Omega Tape server (with fibre card) 6 Core Server Infrastructure
6 Tape drive 3592 TD (includes chassis) N/A
7 Rack/ PDU N/A
8 Network N/A
9 3 Omega Batch Processing Nodes 60 Core Time Batch Processing
10 HW Not included ( locally procured if needed) 4 User Interactive Processing
Item Net Price
Omega software licenses purchase price $130,914
Omega hardware equipment purchase price $90,510
Omega software licenses annual maintenance $26,183
TOTAL $247,607
Processing Training
Item Course Theme #Days #Attendees Price
1 Seismic Acquisition and Processing Theoritical 5 unto 15 $ 38,000
2 Omega Fundamental Software Practical 5 4 $ 15,000
3 Omega Marine Time Processine Software Practical 10 4 $ 30,000
4 Omega Admin Course IT Practical 5 4 $ 15,000
hoTAL-Training Courses 98,oool
WesternGeco & National Oil
41
4. General
Delivery time
The system will be delivered 3 months from receiving written authorisation from National Oil.
Delivery term
Prices exclude shipping charges. Products will be shipped FOB point of origin. Title to Products will
pass to National Oil in the country of origin. Shipping charges and cost of procuring insurance, will
be recharged to National Oil's account. National Oil will assume all risks of loss upon
WesternGeco's delivery to the carrier.
Training Cancellation Fees
Once the course has been confirmed by written instruction, should National Oil cancel the session,
there will be no cancellation fees as long as the cancellation notice is more than 30 days prior to the
start date of the program. National Oil shall pay the below fees for cancellations if less than 30 days'
notice:
50% of the fee if a class/workshop is cancelled with 8 - 30 calendar days' notice before the scheduled
start date of the class/workshop
I 00% of the fee if a class/workshop is cancelled with 7 calendar days or less notice before the
scheduled start date of the class/workshop
In the event of a cancellation with less than 30 days' notice, National Oil will also be responsible for
any non-refundable travel expenses incurred by WesternGeco.
Terms and Conditions for Software, Hardware, Services and Training
The Seismic Data Processing Technology Transfer Program hardware, software and related services
proposed shall be governed by the Terms and Conditions in the National Oil Corporation Kenya
and Schlumberger Master Agreement OSJ035, dated IO August 2013 and valid until IO August 2016
WestemGeco & National Oil
APPENDIX6 -Collaboration and Visualisation Centre
Project Description and Background
42
National Oil is constructing a brand new National Data Centre in Nairobi consisting of Core storage
and viewing, planned laboratories for interpretation and analyzing. On the First Floor will be a large
Visualization Centre, seen as one of the main hub/attractions of the Petroleum Centre.
Schlumberger will design and equip the Visualization Centre and take full advantage of the space
available, using the latest technology available to best match National Oil's requirements and needs.
,.
,' )·,,
During the planning stage of Building construction an area had been allocated for the Visualization
centre, currently shown on the plan above but National Oil do have an option to include the
adjacent area labeled as "Processing Office Area" as well.
This would result in a total floor space should measure 12 x 7.5 metres and would open up
opportunities for rear projection.
The ultimate Visualization Centre requirements are as follows:
• Regional centre of excellence
• Facilitate cross departmental activities
• Improve geological data quality
• Enabler for better decisions to be made collectively and faster
• Increase productivity for exploration and drilling.
• Collaborative working capacity of 8 - IO participants
• Large audience capacity between 30 - 40 people
• Operate more as a state of the art Collaborative Work Environment (CWE).
• Real-Time monitoring capability is to be considered.
• 3D Stereo capability
It will be an invaluable asset and allow larger groups to perform Sedimentary Basin evaluation,
Geochemical Analysis and promote NOCK's status to leverage Petro Technical Services expertise
in the region.
WesternGeco have undertaken a site visit to the New National Oil Data Centre Building in Nairobi
and following this visit will present to National Oil a series of options with assoicated costs for the
Visualisation Centre for National Oil to decide on the level of investment and degree of
sophistication that is required. It is intended that the options presented will be scalable so that the
Visualisation Centre can be expanded as additional funds become available and requirements
change. The likely cost of the initial visualisation centre is estimated to be in the range US$800,000
to US$ I million.
WestemGeco & National Oil
;
C ' 43
Details of the preferred design elected by National Oil will be added as an Appendix to this
contract once the options have been reviewed and a decision has been made.
WestemGeco& N<!tionaOl il
44 ,
APPENDIX7 - Master License Agreement
The Master License Agreement governing any licenses to the Data shall be in a similar form to the
IAGC Master Geophysical Non-Exclusive Data-Use License, which can be downloaded at:
http://www.iagc.org/files/2 181
W estemGeco & National Oil
\
APPENDIX 8 -Request to Transfer funds
Sample letter
On National Oil Letterhead
To:
Schlumberger Oilfield Services Limited
Postal address:
c/o Schlumberger House
Buckingham Gate
Gatwick Airport
West Sussex
RH60NZ
UK
Dear Sirs
Subject: Agreement dated
45
National Oil acknowledges receipt of your fax/letter dated ___ relating to the revenue share of
funds derived from the licensing of seismic data offshore Kenya as governed by the above agreement
(s).
You are kindly requested to transfer the sum of US $ to National Oil's nominated account as
follows:
Bank Name:
Branch:
Branch Code:
Account Name;
Account Number:
Swift Code:
Please advise of the value date when the transfer is complete.
Yours faithfully,
For National Oil Corporation of Kenya
WestemGeco & National Oi1
' 1
"
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS:
That the Compariy,S CHLUMJI.ERGEOR FFSHORES ERVICESL IMITED, a corporation organized
and existing under and by virtue of the Jaws of British Virgin Islands, having its registered office
at Craigmuir Chambers, PO Box 71, Road Town, Tortola, BVI (the "Company"), has made,
constituted and appointed, and by these presents does make, constitute aiJ.d a,ppoint - Mrs.
Efundoyin Adetayo AKINYANJU - a Nigerian citizen holder of a p.issport #A03462398 valid
from l9 DEC 11 to 18 DEC 16, to be agent .ind attorney-in-fact of the Corporation within and
throughout, and hereby expressly limited to KENYA for the purposes and with the powers
herein set forth as follows:
1. To direct, conduct, manage and superintend the business and affairs of the undersigned.
2. To open one or more bank deposit accounts in any bank or banks; to deposit any and all
sums of money which may now or hereafter be the property of the undersigned in any
such account or accounts, ailc:l .in any amounts which he may consider necessary and
convenient to conc!uct the business of the undersigned; to make, sign and deliver
cheques and drafts and other orders for the payment of money drawn upon or made
payable by or at such bank or banks, or drafts against such account, whether drawn to
the individual order or tendered in payment of individual obligations of said attorney or
otherwise; to accept any an<.al U drafts, bills Of exchange or other orders for the payment
of money at any time drawn upon the undersigned, making the same payable at such
bank or banks or otherwise directing the payment thereof by any such bank or banks;
and to endorse and deliver for deposit, wit})drawal or collection by any such bank or
banks or otherwise any and all thegues, drafts, promissory notes, certificates of deposit
o~ other orders or instructions for. the payment of money.
3. From time to time to appoint an~!-ell\ploy any and all such servants, agents and
employees for carrying on the business of the undersigned as said attorney, in his
discretion, may think necessary or prop_er.and at .such rate or rates of remuneration and
upon such terms as saill aJ;J:otneym ay thin}<r easonable; to fix and limit the respective
duties and authorities cif said servants, ag~1'!s an.d employees; to establish and alter
rules and regulations for the control there!?( and to dismiss or suspend any of sue})
employees for such cause oll'reasow;as-, sa·Jd attorney may, in his sole and absolute
discretion, think sufficient, wi\i\'!or·· without assigning any cause or reason, al)d either
absolutely or for such period or periods as })e may think proper, all subjer.:t to
compliance by said attorney with the provisions of any applicable labour Jaws of the said
Country.
4. To ask, demand, sue for, recover, receive and give acquittances for any and all moneys,
debts, claims, interests and demand$ which are or may })ereafter become due and
payable to the undersigned in any capacity, whether from any government, political,
public or civil body, company or corporaUon, public or private, of any description, or any
person or persons and howsoever arising.
5. In the name of the undersigned to commence, prosecute, enforce or defend, answer and
appear hi any action, suit or legal proceeding in any of the courts of the said Country; to
file all kinds of appeals and other recourses; to submit to arbitrators and umpires; to
accept service of process thereunder; to employ attorneys and counsel to represent the
undersigned in any of such proceedings; to discontinue any such action or proceeding;
to submit to judgment thereunder or compromise thereof.
6. To transmit offers, bids and acceptances by the undersigned to any government,
political, public or civil body, company or corporation, public or private, of any
description, or any person or persons.
7. To carry on any and all negotiations and b11sinessa .nd commercial transactions on behalf
of the undersigned in the said Country with any government, political, public or civil
body, company or corporation, public or private, or any person ot persons concerning
the sale of the products or services of the undersigned, or the purchase or sale of
equipment, materials or supplies incidental thereto, to execute and deliver on behalf of
the undersigned all necessary documents, contracts, indentures and other instruments,
and to take any and all aciion in connection therewith necessary or proper to the
consummation of any such transaction.
8. To rent or lease office space or any kind of property or facilities necessary to the
activities of the undersigned in said Country and to acquire furniture or equipment
necessary for said activities and dispose of such acquisitions as are deemed to be no
longer needed.
9.
10.
To appear on behalf of the undersigned before any governmental body or official and to
execute before it or him any declaration, statement or other instrument required for the
conclusion or consummation ()f any transaction in the said Country which such attorney
is aut.horized herein to consummate on behalf of the undersigned including, without
limitation, the registration of the 11ndersigned in said Country, and to take whatever
steps may be required to comply with the requirements of the Jaws of said Country that
may exist covering the qualifications offoreign,corporations ln said Country.
To effect, from time to time, fire or other insuraJe upon the property or interests of the
undersigned as such attorney may deem n~sary and, in case of loss, to file proofs
thereof and to collect or receive any sum ersums which may be due to the undersigned.
And, generally, to do all things necessary and p~er to be done in and about the premises as
fully and to all intents and purposes as the undefsi~d would or could do if itself present, with
power of substitution for periods not e:xceeding three (3) mQnths in duration; hereby agreeing
at all times to ratify and confirm all that said attorney or his substitute may cause to be done by
virtue thereof.
This Power of Attorney is effective from today's date and ratifies all actions taken by the above
named attorney since August 1st, 2012, on behalf of the Corporation within the above described
matters. Unless earlier canceled or t!!VOkedt,h is Power of Attorney will expire two years (2
years) after the date on which it was granted.
IN WITNESS WHEREOF, the undersigned has caused this instrument to be executed by its
authorized attorney-in-fact and its corporate seal to be hereunto affixed this 131h day of
September, 2012.
SCHLUMBERGEORF FSHORSEE RVICELS IMITED
tutJ(JJJJ)/Ju&mrJte
By: Ivana Vuckovic
Its: Assistant Secretary and Attorney-in-fact
{\,J I J • ('I'--;_I , / 'J
Seen for legalization the signature of:
Ivana Vuckovic
by me, Mr Michael John Jose Reinier Lentze,
Lim, civil law notary, residing at The Hague
(The Netherlands),
on this day of: 'lo n.. -°8 -20
~ ~v.::--•~~
*
Legalisation
Seen for legalisation of the signature of
..---.... 11 rnr. M.J.J.R. Lentze
4,r. ·,
~-\ ·.,'! ~\
y me, deputy president of the Regional Court
of Justice at 's-Gravenhage,
rnr·:i,-u..~.. de Lange-Tegelaar
Date: 21 september 2012
No.: 2012-2151/8
'.1.1'"1,! ., '•,.,~ :iUk!·bn1IW.2.lktn
Gezicnvoor~,1!is~: de I ;!11(!;,:,ke:inf'
\ ,I") ·: .... ,. ·-· '·... <----.,_.,' ().,_J_ _
!. -1:H,·.:-,:cr· ;, \lu1 uh!;' /;q:1.:1 \nnr ckze,
i.:"-i- - - -··- . ·G
Annex 4
Kenyan Marine & Fisheries Research Institute RV Mtafiti Report, Annex 1
(24 November-18 December 2016)
Annex 5
Kenyan Marine & Fisheries Research Institute RV Mtafiti Cruise Technical
Report, Annex 2 (6-21 February 2017)
Annex 6
Letter from the Kenyan Marine & Fisheries Research Institute to the
Attorney-General (18 July 2018)
Annex 7
Letter from Lieutenant Colonel Muhia of the Kenyan Navy to Juster Nkoroi,
Head of Kenya International Boundaries Office (23 August 2018)
MARITIME
ZONE
SOUTH
MARITIME
ZONE
NORTH
AMISOM:
MARITIME ZONES OF INTERVENTION
Figure R2.1
Source: Security Council document S/2012/544, p. 225 (2012).
Annex 8
Letter from MaryJane Mwangi, CEO of NOCK,
to the Attorney-General of Kenya (11 October 2018)
Annex 9
Note Verbale from the Ministry of Foreign Affairs of Kenya to the Ministry of
Foreign Affairs of the Transitional Federal Government of Somalia,
MFA.273/430/001 (26 September 2007)
Annex 10
Note Verbale from the Ministry of Foreign Affairs of Kenya to the Ministry
of Foreign Affairs of the United Republic of Tanzania, MFA.273/430/001
(26 September 2007)
Annex 11
Note Verbale from the Embassy of the Somali Republic in Kenya to the
Embassy of Kenya to Somalia, ESR/4287/V/07 (30 October 2007)
Annex 12
Note Verbale from the Ministry of Foreign Affairs of Kenya to the Ministry of
Foreign Affairs of the Transitional Federal Government of Somalia,
MFA.273/430/001A (4 July 2008)
Annex 13
Note Verbale from the Kenya Embassy to Somalia to the Embassy of the
Transitional Federal Government of Somalia in Kenya, MFA.273/430/001A
(16 July 2008)
Annex 14
Certified Translation from Absolute Translations
(15 October 2018)
Annex 15
Report from Absolute Translations (26 October 2018)
Volume II - Figures and annexes