CTS COSTS OF THE COMPLETION AND TAKE OVER SPECIFICATIONS

TO BE PROVIDED BY THE EMPLOYER

IV. CTS COSTS OF THE COMPLETION AND TAKE OVER SPECIFICATIONS

All other Contractor CTS items are provided by Contractor and are included in the Contract Price.

4 Questions 83 and 154 – Round 2.

PAGE 8 OF 44 Exhibit 16-1 Page 1 of 1 DATE: JULY 13, 2009

16. MECHANICAL COMPLETION AND FACILITIES TURNOVER

International Bidding Process N° PCI-002-2008-OFP/PETROPERU EXHIBIT 16-1

EMPLOYER'S PLANNED START-UP SEQUENCE

EMPLOYER desires the following mechanical completion sequence:

Months Prior to Overall Mechanical Completion

Facility

(TO BE PROVIDED BY COMPANY PRIOR TO CONTRACT AWARD)

NOTES:

1. The EMPLOYER will develop its pre-commissioning and start-up schedule in progressively more detail. Contractor is expected to work closely with the EMPLOYER on plant completion details and to cooperate with the EMPLOYER in achieving construction in the manner and sequence which produces short and efficient start-up and earliest onstream operation.

2. The EMPLOYER plans to issue notices to cover turnover of those facilities or systems which the EMPLOYER needs prior to final turnover.

PETROPERU S.A.VO TALARA REFINERY MODERNIZATION PROJECT PROJECT INSTRUCTIONS TO FEED-EPC CONTRACTOR IFP SERVICES AND DELIVERABLES - FEED MASTER JOB SPECIFIC PAGE Ex Page DATE: JULY EXHIBIT 16-2KEY: COMPLETION AND TURNOVER SPECIFICATION (CTS) A = Compan GENERAL (G) C = Contrac MECHANICAL COMPLETIONPRE-COMMISSIONIN NO. ITEM ACTIVITY DESCRIPTION ACTION REVIEW WITNESS INSPECTACTIONREVIEW WITNESS IN International Bidding Process N° PCI-002-2008-OFP/PETROPERU G-1 Drawings and Specificationsa.Inspect entire plant to confirm that erected facilities complywih all applicable diagrams, and instrumentation, construction drawings, vendor, specifications, and other applicable documents.

C A G-2 Subcontractor and Vendor Technical Support

a.Arrange for all required subcontractorand vendor technical personnel to perform necessary activities at the appropriate stages of construction prior to Mechanical Completion.

C A b.Supervision of subcontractor andvendor technical personnel as required. C AC A G-3 Permits and Certification a.Assist the EMPLOYER in securing all government- required documentation for plant construction and operation.

C b.Assist the EMPLOYER in securing all government- required documentation by the Government for startup.C G-4 Equipment Identification a.Label all equipment items (including instrumentation) in accordance with the EMPLOYER instructions for identification (HIMS Labels), legibility, method, etc.

C A

a.Drain orotherwise remove all rust preventativesand oils used for protection during construction. Provide the EMPLOYER with record of such removal.

C A b.Install initial charge of lubricants as supplied bythe EMPLOYER immediately prior to turnover. Provide the EMPLOYER with record of such installation.

C A G-6 Fireproofing and Thermal Insulation

a.Ensure that all fireproofing and the minimum required thermal insulation for process, heat conservation, and personnel protection have been installed.

C A G-7 Painting a.Ensure that minimum amounts of painting scaffolding and numbers of painters remain in areas to be started up.

C A G-8 General Housekeepinga.Ensure that all accessways, platforms, and operating spaces are clear of debris, tools, other materials, etc. in areas to be started up.

C A

PETROPERU, S.A.VO TALARA REFINERY MODERNIZATION PROJECT PROJECT INSTRUCTIONS TO FEED-EPC CONTRACTOR IFP SERVICES AND DELIVERABLES - FEED MASTER JOB SPECIFICATIO PAGE 11 Ex Page DATE: JULY EXHIBIT 16-2 KEY: COMPLETION AND TURNOVER SPECIFICATION (CTS) A = Compan GENERAL (G) C = Contrac MECHANICAL COMPLETIONPRE-COMMISSIONING NO. ITEM ACTIVITY DESCRIPTION ACTION REVIEW WITNESS INSPECTACTIONREVIEW WITNESS IN International Bidding Process N° PCI-002-2008-OFP/PETROPERU G-9 Ladders and Platformsa.Ensure that all ladders and platforms have been erected in compliancewith applicable drawings and specifications.

C A b.Ensure that all the thermal expansion movement of all the components can be accommodated. C A G-10 Lighting a.Verify adequacyof all lighting intensities and submit confirmation satisfactory to the EMPLOYER. C A G-11 Noise a.Verify after startup that noise levels are at or below acceptable limits and submit confirmation satisfactory to the EMPLOYER anpaint bluelines defining perimeter of acceptable noise levels. (Contractor to provide plot plan showing results).

C A G-12 Spare Partsa.Ensurethat all spare parts for which Contractor is responsible are physically present at jobsite as a prerequisite for Mechanical Completion (Ref. Project Instruction N°5 - Procurement)

C A G-13 Flush Water and Test Water Disposal

a.Dispose of all water used for flushing and/or testing in accordance with the EMPLOYER’s instructions. C A G-14 Equipment Protective Maintenance Record a.Provide to the EMPLOYER, at time of equipment turnover, the protective maintenance records for each item being turned over.

C A

C AC AEquipment and Furnishings b.Commission air conditioning, lavatories, elevators, etc., and make all performance tests. C A c. Provide all furniture and business equipment unless otherwise specified. A SB-3 Maintenance a.Assume building and equipment maintenance upon occupancy. A Note: Energizing will be accomplished only under the EMPLOYER’s permit control. Subsequent work on components or systems which have been energized shall be subject to the EMPLOYER’s permit control procedures.

PETROPERU, S.A.VO TALARA REFINERY MODERNIZATION PROJECT PROJECT INSTRUCTIONS TO FEED-EPC CONTRACTOR IFP SERVICES AND DELIVERABLES - FEED MASTER JOB SPECIFIC PAGE Ex Page DATE: JULY EXHIBIT 16-2KEY: COMPLETION AND TURNOVER SPECIFICATION (CTS) A = Compan SPECIFIC-ELECTRICAL EQUIPMENT/MATERIALS (SE)C = Contrac MECHANICAL COMPLETIONPRE-COMMISSIONIN NO. ITEM ACTIVITY DESCRIPTION ACTION REVIEW WITNESS INSPECTACTIONREVIEW WITNESS IN International Bidding Process N° PCI-002-2008-OFP/PETROPERU SE-1 Transformersa.Examine for mechanical damage, oil leaks, etc. C A b.Check no-load tap changers for proper movement. C A c. Perform oil dielectric tests; specify or furnish oil.C A d.Check fan controls and anyalarm connections for proper operation. C A e.Checkfansfor correct phase rotation and polarity before energizing. C A f.Check for proper tap setting, high and low voltage. C A g.Make “megger” test of windings, phase to phase and phase to ground. C A h.Check oil level C SE-2 Switchgeara.Inspect for damage and missing parts, alignment, clearance of moving parts, etc. C A b.Before connecting incoming and outgoing cables, the switchgear shall undergo a 1-minute “megger” test. C A

PETROPERU, S.A.VO TALARA REFINERY MODERNIZATION PROJECT PROJECT INSTRUCTIONS TO FEED-EPC CONTRACTOR IFP SERVICES AND DELIVERABLES - FEED MASTER JOB SPECIFICATIO PAGE 14 Ex Page DATE: JULY EXHIBIT 16-2KEY: COMPLETION AND TURNOVER SPECIFICATION (CTS) A = Compan SPECIFIC-ELECTRICAL EQUIPMENT/MATERIALS (SE)C = Contrac MECHANICAL COMPLETIONPRE-COMMISSIONIN NO. ITEM ACTIVITY DESCRIPTION ACTION REVIEW WITNESS INSPECTACTIONREVIEW WITNESS IN International Bidding Process N° PCI-002-2008-OFP/PETROPERU c. Witness or perform oil dielectric tests, specify or furnish oil. C A d.All circuits, bus bar and connections shall display the following minimum resistance: 600 volts601 volts to15kV and less15kV and up 1/2 meg 50 megs200 megs (Breakers IN)(Breakers OUT) (Breakers OUT)

C A e.Check for proper phaserotation of 1-2-3, counting from; left to right, top to bottom, or front to rear, when viewing from the operating mechanism side.

C A f.Test or check direct trip breakers. C A g.With breaker in test position, test operation with local, remote and manual operation. C A SE-2 Switchgear (Cont’d) h.Test automatic transfer equipment by simulating power failure or under-voltage condition. C A i.Set relays in accordance with job relay schedule and check operation in trip circuit. C j.Check fuse holders for damage and fuses for size and rating. C A k. Paint or tag all electrical apparatus (push button boxes, connection boxes, etc.) according to the EMPLOYER’s color code or regulations.

C A

C SE-4 a.Measure actual resistance to ground at the ground loop or grid. C APlant Ground System b.Check resistance to ground of all equipment and tank grounds which connect to individual ground rods. C A c. With simulated ground, check for properoperation of ground detector system. C A SE-5 Transformer or Generator Neutral Resistance Ground

a.Check grounding transformer, resistor, current transformer and relay for size and rating and set relay in accordance with job relay schedule.

C SE-6 Emergency Generatora.(Refer to Operation Manual for activities. Contractor to undertake activities in conjunction with vendor rep.) C A SE-7 Turbo Generatora.(Refer to Operation Manual for activities. Contractor to undertake activities in conjunction with vendor rep.) C A

Main Power Supply c. Set supply breaker relays and energize supply line. C A SE-11a.Inspect for damage, missing parts, and mechanical operation. C AMotor Starters b.If oil immersed, check oil level and type of oil. C A c. Check relay, meter and control systems for continuity. C A d.Test starter and control circuit with “megger.”C A e.Operate starter from both local and remote control stations. C A SE-12 Induction Motorsa.With motor disconnected from load, check bearing lubrication and rotate by hand. C A b.Perform one-minute “megger” test from phase to phase and phase to ground and dry motorswhich show unacceptable low values.

C A

C A SE-13a.Check batteryand charger for damage and check electrolyte for level and specific gravity. Adjust charging current and voltage.

C AUninterrupted Power Supply (UPS) b.Check emergencygenerator and automatic transfer equipment for automatic starting, generation and transfer with simulated loss of normal power.

C A c. Check static “no-break” power system for AC & DC input voltage and output AC or DC voltage and verify that output is “no-break” by simulating loss of AC supply and loss of battery.

C A

PETROPERU, S.A.VO TALARA REFINERY MODERNIZATION PROJECT PROJECT INSTRUCTIONS TO FEED-EPC CONTRACTOR IFP SERVICES AND DELIVERABLES - FEED MASTER JOB SPECIFIC PAGE Ex Page DATE: JULY EXHIBIT 16-2KEY: COMPLETION AND TURNOVER SPECIFICATION (CTS) A = Compan SPECIFIC-ELECTRICAL EQUIPMENT/MATERIALS (SE)C = Contrac MECHANICAL COMPLETIONPRE-COMMISSIONIN NO. ITEM ACTIVITY DESCRIPTION ACTION REVIEW WITNESS INSPECTACTIONREVIEW WITNESS IN International Bidding Process N° PCI-002-2008-OFP/PETROPERU SE-14a.Check all terminations for proper and tight connections, check loops for continuity and accidental ground. C AElectronic Instrument Loopsb.Inspect all terminal boxes for drainsand breathers, cable seals and ensure moisture free. C A c. Checkfor proper type T/C wire and polarityof connections. C A d.Pour seals (including area classification isolation seals) Then identify seals have been poured by painting seal plugs with red paint.

C A e.Check power supply and fuses at control board, control loops and field instruments. C f.Collaborate with instrument engineer in checking out instrumentation from Provox DCS to field devices. The Contractor shall design and supply the new DCS system to be installed for all the scope of the project, which may come from a manufacturer different from the existing one.

C A SE-15a.Provide to the EMPLOYER all records of electrical testing. C AElectrical Test Records b.Arrange for government inspections as required. C A

PETROPERU, S.A.VO TALARA REFINERY MODERNIZATION PROJECT PROJECT INSTRUCTIONS TO FEED-EPC CONTRACTOR IFP SERVICES AND DELIVERABLES - FEED MASTER JOB SPECIFIC PAGE Ex Page DATE: JULY EXHIBIT 16-2 KEY: COMPLETION AND TURNOVER SPECIFICATION (CTS) A = Company SPECIFIC-FIRE PROTECTION AND SAFETY EQUIPMENT (SF)C = Contractor MECHANICAL COMPLETIONPRE-COMMISSIONIN NO. ITEM ACTIVITY DESCRIPTION ACTION REVIEW WITNESS INSPECTACTIONREVIEW WITNESS IN International Bidding Process N° PCI-002-2008-OFP/PETROPERU SF-1Fire Protectiona.Checkfirewater mains, laterals, and hydrants for completeness of installation. C A b.Hydrotest firewater mains and laterals. As it is mentioned in section 4 of Part C FEED-EPC Services and deliverables of the Master Job Specification (MJS): “It is expected that the selected FEED-EPC Contractor will use these PI’sas a basis for developing its expanded and specific Project Coordination Procedures for the TRM Project”. In this respect, the amendmentsproposed to Project Guideline 16 Mechanical Culmination and Delivery of Facilities shall be revised with the Successful Bidder.

C A c. Test all fire-fighting equipment (including deluge system). C A d.Commission and afterward operate firewater mains, laterals, hydrants and other fire-fighting equipment. C SF-2Safetya.Per Job Specification, either install safetyvalves or testing dummy spools during construction. C A b.With the EMPLOYER’s agreement, schedule safety valve testing so that valves are tested no more than sixty days before turnover.

CA c. Remove safetyvalves from either their installed location or storage and transport to and from third party API Certified test shop Contractor’s test bench.

C d.Bench test, record, and tag all safety valves. Provide the EMPLOYER with test record. CA

C C j.Seal/lock all block valves designated as car sealed and/or locked valves. C k. Test all safety facilities - eye wash fountains, safety showers, etc. C A

C AC A c. Collaborate with electrical engineer in checking out electronic loops, electrical signals, alarms, etc. C A d.Check thermocouples for proper installation and operation. C A e.Calibrate instrument and control systems in accordance with the EMPLOYER’s General Engineering Specifications; tag and record instruments as they are calibrated.

C A f.Set all switches in accordance with instrument data sheets. C A g.Set all controllers with preliminary modes of tuning in accordance with the EMPLOYER’s General Engineering Specifications.

C A h.Blow down and tightness check all instrument air lines and tubing immediately before commissioning. C A i.“Tune” instruments when process fluids are available. (Finalize control mode settings). C A

PETROPERU, S.A.VO TALARA REFINERY MODERNIZATION PROJECT PROJECT INSTRUCTIONS TO FEED-EPC CONTRACTOR IFP SERVICES AND DELIVERABLES - FEED MASTER JOB SPECIFIC PAGE Ex Page DATE: JULY EXHIBIT 16-2KEY: COMPLETION AND TURNOVER SPECIFICATION (CTS) A = Compan SPECIFIC-INSTRUMENTATION EQUIPMENT/MATERIALS (SI)C = Contrac MECHANICAL COMPLETIONPRE-COMMISSIONIN NO. ITEM ACTIVITY DESCRIPTION ACTION REVIEW WITNESS INSPECTACTIONREVIEW WITNESS IN International Bidding Process N° PCI-002-2008-OFP/PETROPERU j.Blow down and the adjument of the main piping of the processes after line flushing. C A k. Install seal fluids where required. C A l.Provide instrument loop diagram at least three months before turnover. C A SI-2 a.Install Blind-off or isolate the pipes during the hydrostatic tests; do not run on water. As it is mentioned in section 4 of Part C FEED-EPC Services and deliverables of the Master Job Specification (MJS):”It is expected that the successful FEED-EPC Contractor will use these PIs as a basis for developing its expanded and specific Project Coordination Procedures for the TRM Project.” In this respect, the amendments proposed to Project Instruction 16 Mechanical Culmination and Facilities Turnover shall be revised with the Successful Bidder5 .

C APositive Displacement Flow Meters (& Other Inline Components inside the pipes) b.Install devices after cleaning/flushing and carry out hydrostatic testing. C A SI-3Orifice Platesa.Checkmaterial, measure the orifice with inside micrometer, check against data sheets, and tag. C A b.Deliver orifice plates to the EMPLOYER for installation. C c. Install orifice plates after completion of line flushing. C A 5 Questions 69, 70, 71,72, 73, 74, 75, 76, 77, 78, 79, 80, 81, 82, 83, 84, 85, 86, 87, 88, 89, 90, 91, 92, 93, 94, 95, 96, 96, 97 y 99 – Round 1.

a.Check mechanical operation and direction. A A SI-5 Float type Switchesa.No calibration required; checkmechanical movement comparing it with an output.C A SI-6Gage Glassesa.Clean and check the illuminators devices. C SI-7 Pressure Gagesa.Install immediately prior to turnover due to the exposure to damage during construction. C A SI-8 Local Thermometersa.Same practice as for pressure gages. C A SI-9 Hand Control Valvesa.Actuate each valve manually to insure that it strokes properly through 100% range. C A b. Lubricate as required. C SI-10 Control Valvesa.Actuate each valve manually to ensure that it strokes properly through 100% range. C A b.Lubricate as required. C SI-11 Positionersa.Check manual linkage. C A

PETROPERU, S.A.VO TALARA REFINERY MODERNIZATION PROJECT PROJECT INSTRUCTIONS TO FEED-EPC CONTRACTOR IFP SERVICES AND DELIVERABLES - FEED MASTER JOB SPECIFIC PAGE Ex Page DATE: JULY EXHIBIT 16-2KEY: COMPLETION AND TURNOVER SPECIFICATION (CTS) A = Compan SPECIFIC-MECHANICAL EQUIPMENT (SM)C = Contrac MECHANICAL COMPLETIONPRE-COMMISSIONIN NO. ITEM ACTIVITY DESCRIPTION ACTION REVIEW WITNESS INSPECTACTIONREVIEW WITNESS IN International Bidding Process N° PCI-002-2008-OFP/PETROPERU SM-1 Atmospheric Tankage a.Conduct hydrostatic testing of tank and internal piping in accordance with Job Specification. C A b.After testing, clean and dry tank. As it is mentioned in section 4 ofPart C FEED-EPCServices and deliverables of the Master Job Specification (MJS): “It is expected that the selected FEED-EPC Contractor will use these PI’s as a basis for developing its expanded and specificProject Coordination Procedures for the TRM Project”. In thisrespect, the amendments proposed to Project Guideline N° 16 Mechanical Culmination and Delivery of Facilities shall be revised with the Successful Bidder.

C A c. Secure all holes of access in accordance with the EMPLOYER’s vessel closure procedure. C A d.Cubing tank and issue record to the EMPLOYER. (Where required by Government regulations, the EMPLOYER shall undertake independent cubing of the tank, and Contractor shall assist as required).

C e.Install all items whose installation was restrained by the testing, and complete painting. C A

PETROPERU S.A.VO TALARA REFINERY MODERNIZATION PROJECT PROJECT INSTRUCTIONS TO FEED-EPC CONTRACTOR IFP SERVICES AND DELIVERABLES - FEED MASTER JOB SPECIFIC PAGE Ex Page 17 of DATE: JULY EXHIBIT 16-2KEY: COMPLETION AND TURNOVER SPECIFICATION (CTS) A = Compan SPECIFIC-MECHANICAL EQUIPMENT (SM)C = Contrac MECHANICAL COMPLETIONPRE-COMMISSIONIN NO. ITEM ACTIVITY DESCRIPTION ACTION REVIEW WITNESS INSPECTACTIONREVIEW WITNESS IN International Bidding Process N° PCI-002-2008-OFP/PETROPERU SM-2Boilersa.Perform a nonoperating (cold hydrostatic) test on boiler pressure components in accordance with Job Specification and applicable codes, draining test water completely on completion. As it is mentioned in section 4 of Part C FEED-EPC Services and deliverables of the Master Job Specification (MJS): “It is expected that the selected FEED-EPC Contractor will use these PI’s as a basis for developing its expanded and specific Project Coordination Procedures for the TRM Project”. In this respect, the amendments proposed to Project Guideline N° 16 Mechanical Culmination and Delivery of Facilities shall be revised with the Successful Bidder

C A b.Undertake air leakage air in the complete structure. C A c. Inspect for completeness and compliance with all applicable drawings and specifications. C A d.Verify that thermal expansion of all components and piping can be accommodated. Provide the EMPLOYER with record of this verification.

C A e.Checkflare and ductwork for cleanliness and check boilerdamper for positioning and travel. Secure the flare and ductwork.

C A

PETROPERU S.A.VO TALARA REFINERY MODERNIZATION PROJECT PROJECT INSTRUCTIONS TO FEED-EPC CONTRACTOR IFP SERVICES AND DELIVERABLES - FEED MASTER JOB SPECIFIC PAGE Ex Page 18 of DATE: JULY EXHIBIT 16-2KEY: COMPLETION AND TURNOVER SPECIFICATION (CTS) A = Compan SPECIFIC-MECHANICAL EQUIPMENT (SM)C = Contrac MECHANICAL COMPLETIONPRE-COMMISSIONIN NO. ITEM ACTIVITY DESCRIPTION ACTION REVIEW WITNESS INSPECTACTIONREVIEW WITNESS IN International Bidding Process N° PCI-002-2008-OFP/PETROPERU

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