THIS AGREEMENT is made this .day of .2012 BETWEEN Mr.

ADEMOLA ADEBOGUN, principal partner, DOLPRA PROPERTIES LIMITED for and on behalf of DOLPRA PROPERTIES LIMITED, a company incorporated in Nigeria under the Companies and Allied Matters Act, Cap C20, Laws of the Federation of Nigeria, 2004, whose registered office is at Plot 10/13, Adetokunbo Ademola, Wuse II, Abuja (Hereinafter called The Employer which expression shall where the context so admits, include the successors-in-office and assigns) of the first part, AND SPRINT POWER & ENERGY LIMITED, a company incorporated in Nigeria under the Companies and Allied Matters Act, Cap C20, Laws of the Federation of Nigeria, 2004, whose registered office is at Suite A17, Humuani Plaza, Oregun, Ikeja, Lagos (hereinafter called the Contractor which expression shall where the context so admits, include its successors-in-title, liquidators and assigns) of the second part. The Employer and the Contractor are hereinafter jointly referred to as the Parties WHEREAS:A. In pursuance of the goals of Gov. Ibikunle Amosun Administration in Ogun State to improve on the infrastructure in the States Public Schools, the Employer is one of the shortlisted Contractorsesirous of constructing blocks of classrooms in the Imeko/Afon LGEA, more particularly described in the schedule to this Agreement and the Drawings and Bill of Quantity forming part of this Agreement (hereinafter called the works). B. The Employer, by this agreement has consented to awarding the construction of One Block of Three Classrooms at Alaketu High School, Imeko, Imeko/Afon LGA to the Contractor in accordance with the Schedules of this agreement. C. The Contractor is a building contractor and the Employer has consented to the Contractor the construction and completion of the said Works. D. The Contractor has agreed to carry out the said Works for the Contract Sum herein specified in accordance with the Drawings and Specifications. E. The Parties have now entered into this Agreement upon the terms and conditions hereinafter appearing. NOW THIS AGREEMENT WITNESS AS FOLLOWS 1.0 SCOPE OF THE AGREEMENT 1.1 This Agreement is for the construction of One block of Three classrooms as described in the Schedule to this Agreement and in the manner described in the Drawings and Bill of Quantity within the said duration specified in the agreement. 2.0 DOCUMENTS FORMING PART OF AGREEMENT 2.1 The following documents shall be deemed to form and be read and construe as part of this Agreement. a) The Drawings b) Bill of Quantity. 3.0 3.1 DURATION The Agreement shall take effect from the date of its signing and shall continue in force for a period of twelve (12) weeks unless extended by the Employer. Upon the

3.2

4.0 4.1

signing of the Agreement, the Contractor shall move to site within two (2) weeks failure of which the agreement will be terminated. The Contractor shall within two days of the completion of the works, give notice thereof in writing to the Employer to this effect (Provided the Works has been executed in accordance with the agreed specifications) and the date of the notice shall be taken as the date of the final completion of the Works for the purposes of this Agreement. CONSIDERATION In consideration of the Works to be executed by the Contractor, the Employer shall pay to the Contractor the total sum of Six Million, Three Hundred and Seventy Thousand, One Hundred and Fifty-Two Naira and Seventy-Two Kobo (#6, 370,152.72) to be paid as specified in Clause 5 herein.

5.0 5.1

5.2 6.0 6.1 7.0 7.1 8.0 8.1

PAYMENTS The payments schedule for the Works shall be as follows:On valuation Basis:1st Installment: 15% of the Contract Sum as advance payment for mobilization of Material/Labour to site, 2nd Installment: 10% of Contract Sum for sub-structural works (up to DPC level) (Four weeks duration) 3rd Installment: 40% of Contract Sum for superstructure block walling, Column/Beams and Roofing (Five weeks duration) th 4 Installment: 30% of Contract Sum for Ceiling, metal Doors/Window Plastering/Rendering, Painting, Dwarf wall, Name Insignia (three weeks duration) 5th Installment: 5% Retention fee payable 3 months after final completion The Parties agree that 5% With-holding Tax, 5% VAT and 1% for sundry bank charges are included in the Contract Sum. BANK GUARANTEE The Contractor will execute a Bank Guarantee in favour of the 15% advance payment. OBLIGATION OF THE EMPLOYER The Employer agrees to pay the Contractor for the Works done as agreed by the Parties and in accordance with this Agreement. OBLIGATIONS OF THE CONTRACTOR The Contractor shall: (i) move to site within two (2) weeks of the execution of this Agreement; (ii) Observe the building regulations and all other lawful requirements of the appropriate Local Government Authorities; (iii) Use new and acceptable prescribed quality materials in accordance with the supervising officers approval; (iv) Protect from damage materials arising from replaced items; which materials are to become the property of the Employer except otherwise provided and where specified for re-use;

(v) upon receiving complaints of any defects, shrinkage or materials defects or not being in accordance with approved specifications, to carry out the repair of the defects without any extra cost to the Employer. 8.2 (i) the (ii) 9.0 9.1 The Contractor shall not: Without the written consent of the Employer, assign or sublet any portions of Works to a third party; and Execute any extra work in deviance from the original plans and specifications.

9.2

TERMINATION This Agreement may be terminated by the Employer where the Contractor defaults or fails to complete the Works or each stage of the Works within the period stated in the Contract document or upon the breach of any of the obligation of the Contractor or at the expiration of the twelve (12) weeks stated under clause 3.1. The Contractor shall commit a default where he: (i) Without reasonable cause suspends the Works for seven (7) consecutive days before completion; (ii) Refuses or fails to notify the Employer in writing in situations where he is to re-use materials, to remove defective or improper materials; (iii) neglects or delays in the opinion of the Employer to correct or make good any defect and the defaults continues for seven days after he has been notified; (iv) Is adjudged bankrupt.

10.0 FORCE MAJUERE 10.1 If by reason of force majeure (which shall mean for the purpose of this Agreement any cause beyond the reasonable control of the affected party, including but not limited to acts of God, war, riot, strikes, labour disputes, accidents or any act in consequence of compliance with any order of any Government authority) either party is delayed or prevented from complying with its obligation under this Agreement, it shall immediately give notice of such inability to the other party with estimated dates when the force majeure shall end, abate or be removed. 11.0 NOTICES 11.1 Any notice or other communication required or permitted under this Agreement shall be in writing and shall be deemed to have been duly given when received. 11.2 A notice may be served personally or by facsimile or by courier delivery addressed to the respective Parties at the address set forth above or at such other addresses as may be specified from time to time by either party.

12.0 GOVERNING LAW 12.1 This Agreement shall be interpreted and construed in accordance with the laws of the Federal Republic of Nigeria. 13.0 DISPUTE RESOLUTION 13.1 Any dispute or controversy arising out of or in connection with this Agreement shall be referred to mediation and decision of the Mediator shall be final.

THE SCHEDULE OGUN STATE UNIVERSAL BASIC EDUCATION BOARD OKE MOSAN, ABEOKUTA. CONSTRUCTIONS (JUNIOR SECONDARY SCHOOL) SPRINT POWER & ENERGY LIMITED 1 3C Rooms Alaketu High School 6,370,152.72 IMEKO/AFON Imeko 3

IN WITNESS WHEREOF the Parties hereto set their hands and seals the day and year first above written. SIGNED, SEALED AND DELIVERED by Mr. ADEMOLA ADEBOGUN Principal Partner, DOLPRA Properties Limited

SIGNATURE..

In the presence of: SIGNATURE .. NAME: DESIGNATION: ADDRESS: THE COMMON SEAL OF SPRINT POWER & ENERGY LIMITED Was affixed hereunto

.. COMMON SEAL

In the presence of: . SIGNATURE OF DIRECTOR .. NAME OF DIRECTOR SIGNATURE OF SECRETARY ... NAME OF SECRETARY