EXHIBIT 10.138.09
CHANGE ORDER
TO THE
AMENDED AND RESTATED CONTRACT
FOR THE
ENGINEERING, PROCUREMENT AND CONSTRUCTION
OF THE
UPPER BHOTE KOSHI HYDROELECTRIC PROJECT
CHANGE ORDER NO. 009
RECITALS:
Whereas, in accordance with Article 6, the Contractor and Owner mutually agree
to amend certain terms in the Amended and Restated Contract for the Engineering,
Procurement and Construction of the Upper Bhote Koshi Hydroelectric Project,
dated December 19, 1996 including Change Orders 1, 2, 3, 4, 5, 6, 7 and 8 (the
"Contract"), the parties mutually agree to amend the Milestone Payment Schedule,
by this Change Order No. 009.
Whereas, there has been a request from the Contractor to amend the Milestone
Payment Schedule.
Now, therefore, the Parties agree to the following:
A. SPECIAL CONSIDERATIONS
1. The Parties acknowledge that Bonus for Early Delivery and Schedule
Liquidated Damages shall remain in full force.
2. This Change Order No. 009 shall constitute the entire agreement between
Owner and Contractor relating to the subject matter hereof and shall operate
as an amendment to the Contract. This Change Order shall supercede, as
appropriate, previous change orders. All other terms and conditions of the
Contract are hereby ratified and confirmed and shall remain in full force
and effect.
B. SCHEDULE ADJUSTMENT
There shall be no schedule adjustment to the Amended and Restated EPC
Contract as a result of this Change Order No. 009.
C. MILESTONE PAYMENT SCHEDULE ADJUSTMENT
The Parties agreed to amend and restate the Milestone Payment Schedule
attached as Exhibit E-2 to the Contract as previously amended in Change Order
No. 003, Exhibit 3.2, Change Order No. 005, Exhibit 5.2, Change Order No.
007, Exhibit 7.2. Attached as Exhibit 9.1 entitled Milestone Payment Schedule
to this Change Order No. 009.
D. COST ADJUSTMENT
There shall be no cost adjustment to the Amended and Restated EPC Contract as
a result of the Change Order No. 009.
This Change Order shall constitute a full and final settlement on all the issues
addressed herein.
Agreed this 22nd day of December, 1999 by and between:
OWNER: CONTRACTOR
Bhote Koshi Power Company China Gezhouba Construction Group
Private Limited Corporation for Water Resources
and Hydropower
By: /s/ ▇▇▇ ▇. ▇▇▇▇▇▇ By: /s/ WANT ▇▇▇▇▇▇
▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
Senior Vice President Project Manager
Page 2
MILESTONE PAYMENT SCHEDULE Each milestone shall be deemed complete when each
EXHIBIT 9.1 activity describing each milestone listed below
is complete to the satisfaction of the Owner and
in accordance with the Scope of Work.
MILESTONE NO. MILESTONE DESCRIPTION PERCENT OF AMOUNT IN
CONTRACT PORTION US$
------------- --------------------- ---------------- ---------
1 Mobilization payment upon receipt of Notice to Proceed 10.00% 4,634,000
2 Health, Safety and Environmental Plan submitted and
approved by Owner; Owner's temporary office and
residence complete, mobilization complete and in
compliance with Health, Safety and Environmental Plan
and environmental laws. 0.39% 180,726
3 Project engineering design and desanding basin physical
model and testing complete;Project design report,
including design drawings, and report on desanding
basin physical model testing delivered to Owner. 1.67% 773,878
4 River crossing No. 1 complete. 0.15% 69,510
5 River crossing No. 2 complete. 0.91% 421,694
6 Construction roads for access along the left bank at
the headworks, adit A, adit B, penstock and surge shaft
complete. 1.99% 922,166
7 Construction roads for switchyard and powerhouse
construction area complete. 0.78% 361,452
8 Left bank high slope protection above elevation 1435 m.
complete; Cutoff wall under spillway section complete. 1.40% 648,760
9 Diversion tunnel and diversion channel complete (not
including the roof of box culvert and gate slot). 2.44% 1,130,696
10 Upper and lower cofferdams complete; Cutoff wall under
right bank slope section complete. 2.50% 1,158,500
11 Desanding basin intake and riverside wall foundation
excavation and spillway ▇▇▇▇ body foundation excavation
completed; Spillway ▇▇▇▇ body and desanding basin
riverside wall foundation concrete (1m) placement
completed; Stage 1 cofferdam removed. 3.12% 1,445,808
12 Gravity dam block 1 through 3 foundation excavation
complete and foundation concrete (2m) placement. 1.56% 722,904
13 By-pass conduit and desanding basin intake trench
concrete placed to EL.1420m;Riverside wall body
concrete block A and B placed to EL.1417m,block C
placed to EL.1415m; Spillway ▇▇▇▇ body concrete placed
to El.1420m; Flood protection for construction of
spillway and desanding basin completed. 7.50% 3,475,500
14 Cut-off wall under right abutment slope section
completed (excluding Aniko high way section and connect
section) 0.77% 356,818
15-A HEADRACE TUNNEL INTAKE EXCAVATION COMPLETED; DESANDING
BASIN INTAKE,BY-PASS CONDUIT INTAKE CONCRETE PLACED TO
EL.1430M; AND RIVERSIDE WALL (EXCEPT END WALL) CONCRETE
PLACED TO EL.1425M;SPILLWAY PIERS CONCRETE PLACED TO
EL.1433M. 3.50% 1,621,900
15-B Desanding basin intake,by-pass conduit intake and
riverside wall (except end wall) concrete placed to
El.1435m;Spillway piers concrete placed to EL.1435m. 1.50% 695,100
16 Headworks gates installation and cut-off wall
(including Aniko high way section and connect section)
completed;Rubble masonry for protection and backfill
completed;Desanding basin concrete complete. 2.33% 1,079,722
17-A GRAVITY DAM BODY CONCRETE PLACED TO EL.1434M. 2.30% 1,065,820
17-B GRAVITY DAM BODY CONCRETE PLACED TO EL.1435M;SPILLWAY
▇▇▇▇ SURFACE CONCRETE COMPLETE. 0.50% 231,700
18 Adit A and B excavation and rock support complete,
headrace tunnel excavation and support from surge shaft
to downstream outlet complete. 0.68% 315,112
19 600m headrace tunnel excavation completed. 1.76% 815,584
20 Milestone 19 plus 700m headrace tunnel excavation
completed. 2.03% 940,702
21 Milestone 20 plus 700m headrace tunnel excavation
completed. 2.03% 940,702
22 Milestone 21 plus 700m headrace tunnel excavation
completed. 2.03% 940,702
23 Headrace tunnel excavation completed. 2.03% 940,702
24 750m of headrace tunnel rock support and lining (side
wall and arch where necessary) complete. 1.72% 797,048
25 Milestone 24 plus 1000m headrace tunnel rock support
and lining (side wall and arch where necessary)
complete. 2.30% 1,065,820
26 Headrace tunnel rock support and lining complete. 3.62% 1,677,508
27 Grouting and drain holes complete in headrace
tunnel,and adit A and adit B plugged complete. 0.78% 361,452
28-A SURGE SHAFT AND VENT TUNNEL EXCAVATION COMPLETE. 0.30% 139,020
28-B SURGE SHAFT AND VENT TUNNEL EXCAVATION, ROCK SUPPORT
AND CONCRETE COMPLETE. 0.27% 125,118
29 Orders placed for Major Equipment (not including the
additional transformer); Order placed for steel and
hardware for penstock and spillway gates. 3.61% 1,672,874
30 Penstock steel and hardware delivered to the site; and
Contractor penstock construction operation ready to
proceed. 1.88% 871,192
31 Penstock tunnel section, including steel liner,
concrete encasement and grouting, complete. 0.31% 143,654
32-A EXPOSED SECTION OF PENSTOCK COMPLETE, INCLUDING
PROVISIONS FOR DRAINAGE, RESTORATION OF PUBLIC ROADWAY. 1.20% 556,080
32-B COMPLETION OF PENSTOCK AND TUNNEL LEAKAGE TEST. 0.37% 171,458
33 Powerhouse cofferdam in place and tailrace excavation
complete. 0.91% 421,694
34 Powerhouse excavation complete for drainage sump
construction. 0.88% 407,792
35 Powerhouse foundation concrete (below El.1279m)
complete; 0.85% 393,890
36-A POWERHOUSE STAGE1 CONCRETE PLACED TO EL.1292M;YARD
BACKFILLED TO EL.1287M. 1.00% 463,400
36-B POWERHOUSE COFFERDAM REMOVAL; POWERHOUSE BACK
SLOPE(EXCLUDING SWITCHYARD) PROTECTION COMPLETE;
TAILRACE CONCRETE PLACEMENT AND TAILRACE STOPLOG GATE
INSTALLATION COMPLETE. 0.50% 231,700
37 Powerhouse stage 1 concrete placed to EL.1300m;Stage 2
concrete of erection bay placed to El.1292m. 0.72% 333,648
38 Owners office and residence (operators village)
complete. 2.50% 1,158,500
39 Maintenance facility building complete and accepted by
Owner. 1.22% 565,348
40 Transmission towers delivered to the Facility Site 0.83% 384,622
41 Survey and subsurface testing of all tower locations,
foundations for each tower complete. 1.00% 463,400
42 All towers erected and hardware and conductors
installed, inspected and tested, complete. 0.99% 458,766
43 Delivery of First Unit and auxiliary equipment to the
Facility Site 6.89% 3,192,826
44 Delivery of Second Unit to the Facility Site 2.04% 945,336
45 Powerhouse stage 2 concrete, roof structure, inner
brick work complete; Powerhouse bridge crane and draft
tube gate hoisting equipment installation complete. 1.64% 759,976
46 Achievement of First Unit Delivery Date, in accordance
with the requirements of the Contract. 0.91% 421,694
47 Installation of all electrical and mechanical auxiliary
and miscellaneous equipment and systems,including all
switchyard equipment, complete. 2.15% 996,310
48 Achievement of Second Unit Delivery Date, in accordance
with the requirements of the Contract. 0.91% 421,694
49 Final Acceptance in accordance with requirements of the
Contract. 1.83% 848,022
TOTALS 100.00% 46,340,000