“CRCC” -CERTIFICATE OF REGISTRATION IN

PETROBRAS’S DATABASE OF VALIDATED SUPPLIERS AND SERVICE PROVIDERS (“RCC”) -

CRCC (Anacrym for “Certificado de Registro no Cadastro Corporativo”)

The CRCC is a certificate of registration with Petrobras’ s database of validated suppliers and service providers (“RCC”), in which the provider of services or goods submits for review: information, documents and certificates (e.g. ISO 9,001, 14,001, 18,000) related to the products/services such provider wishes to offer. Based on the information comprised therein (once validated by Petrobras's inspections), Petrobras invites companies to participate in tenders and direct purchase negotiation.

Many companies have been recently disqualified in Petrobras's’ tenders due to the lack of CRCC. Even companies that have been working for Petrobras for over 30 years are now being pressed on a daily basis to register in the RCC or to update their existing registration.

Companies that were already registered also experienced problems in the renewal of their contracts just because they failed to timely update their CRCC or failed to include a particular product/service. We dare to say that the RCC registration is close to become mandatory in the Petrobras's’ tenders and contracts.

TABLE OF CONTENTS

PHASE ONE – IDENTIFICATION

CRCC ENROLLMENT PROCESS FLOWCHART

PHASE TWO – ASSESSMENT

OTHER CONSIDERATIONS

FIRM’S SERVICES

CRCC ENROLLMENT PROCESS FLOWCHART (SIMPLIFIED)

First Phase Questionnaire

Company Access to Petrobras's Suppliers

Registry (“RCC”) Website

Petrobras accepts Documents

Petrobras requests more Documents / Audit

Petrobras's Analysis

Second Phase Questionnaire

Company is included in the RCC

CRCC is issued

Petrobras accepts Documents

Petrobras requests more Documents / Audit

Petrobras's Analysis

TABLE OF CONTENTS

PHASE ONE – IDENTIFICATION

CRCC ENROLLMENT PROCESS FLOWCHART

PHASE TWO – ASSESSMENT

OTHER CONSIDERATIONS

FIRM’S SERVICES

FIRST PHASE – IDENTIFICATION

COMPANY’S QUALIFICATION

Trade Manufacturer

Non-Trade Manufacturer

Distributor

Reseller

Services Providers

INFORMATIONS TO BE DELIVERED

Product line or Services to be rendered

Commercial Representative

Manufacturer Accreditation Letter

Guarantees

Commitment Letter

Documents confirming that company operates in the indicated market

area (e.g. Pipelines, hydraulic pumps, etc)

Corporate Information (Headquarter and

Branches)

CONCLUSION

Evaluation of the provided documents

and information

Company may be required to correct the registry and/or present

more documents

Petrobras Acceptance

Second Phase Questionnaire will be available at Suppliers

Registry Website

Goods Supplier

FIRST PHASE – IDENTIFICATION

FIRST PHASE IDENTIFICATION

SELECTION OF SUPPLIERS QUALIFICATION

SELECTION OF GOODS/SERVICES

COMPANY’S GENERAL INFORMATION

PETROBRAS ANALYSIS

During this stage, Petrobras analyses the information filled by the Company (mainly documents regarding the evidence of company’s operation in the indicated market field and company’s general information). Petrobras may requests Company to provide more documents or modify any data filled in the identification questionnaire.

TABLE OF CONTENTS

PHASE ONE – IDENTIFICATION

CRCC ENROLLMENT PROCESS FLOWCHART

PHASE TWO – ASSESSMENT

OTHER CONSIDERATIONS

FIRM’S SERVICES

SECOND PHASE – ASSESSMENT REPORT

QUESTIONS RELATED TO THE FOLLOWING

Technical Aspects

Economical Aspects

Legal Aspects

HSE Aspects

Managerial Aspects

Petrobras analyses anwsers and audit

Documents

Company may be required to amend the

application, submit documents and/or modify Product or

Facilities Tech Specs

PETROBRAS SCHEDULE A VISIT TO SUPPLIER FACILITIES

CRCC Certificate is issued

SECOND PHASE QUESTIONAIRE IS

AVAILABLE

COMPANY ANWSERS THE QUESTIONS AND

SUBMITS DOCUMENTS

SECOND PHASE – PETROBRAS ANALYSIS AND IN LOCO AUDIT

At this phase of the enrollment, Petrobras analyses all the Questionnaire answers and provided documents.

Petrobras CRCC specialized team contacts the Supplier to schedule a visitation to its facilities, in order to verify some technical specifications comprised in the Questionnaire.

Engineers responsible for the CRCC procedure are overloaded with several visitations in different countries. Therefore, this particular step usually takes a lot of time to be concluded.

Petrobras may also request new documents or even schedule new visitations depending on the updated information provided in Company’s rectification.

SECOND PHASE – ASSESSMENT REPORT REQUIREMENTS

Company must answer the questionnaire and attach all Documents regarding each applicable criterion

Category of Supplier

Evaluation Criteria Technical Economical Legal HSE Managerial

Trader Manufacturer YES YES YES YES YES

Non-Trader Manufacturer YES - - YES YES

Distributor - YES YES YES -

Reseller - YES YES YES -

Service Provider YES YES YES YES YES

Specific (requirements depending on the services/goods)

Classificatory (for punctuation purposes only)

Mandatory

Evaluation Requirements may be

SECOND PHASE – ASSESSMENT REPORT CRITERIA

Technical Criterion (Mandatory)

Economical Criterion (Mandatory)

Legal Criterion (Mandatory)

HSE Criterion (Classificatory)

Managerial Criterion (Classificatory)

Facilities and Production Units

Equipments and Materials

Personnel

Technology

Technical Portfolio

Accounting Credibility

Structure

Solvency

Profitability

Economic-Financial Management

Legal Capacity

Legal Status

Compliance with Tax and Legal issues

Legal Risks (Tax, Regulatory, Labor, etc)

Legal Management

ISO 140001 / OSHAS 18001

Environmental Policies

Planning, Implementation and Operation

Monitoring and Corrective Actions

HSE Management and information

ISO 9001

Resources and Quality Management Systems

Directors Liability

Products and Services Production

Product analysis and improvement

FACILITIES: Documents informing the location, type, quantity, features, among others, related to administrative and industrial facilities.

Mandatory,

Classificatory and Specific

EQUIPMENTS: Documents informing the location, type, quantity, capacity, maintenance status, among others, related to the equipments of the Company’s ownership.

Classificatory and Specific

MATERIALS: Documents informing the type of materials acquired by the Company, also indicating the Company’s procedures related to the inspection and test of manufacturing, control of storage, among others.

Mandatory and Classificatory

PERSONNEL: Documents informing the location where the Company’s personnel is allocated, quantity, cargo, time of experience, qualification, among others.

TECHNOLOGY: Documents informing the Company’s technical capacity, softwares used in the execution of the services, outsourcing management, indicating the subcontractors hired to perform the services as well as indicating the outsourced services.

Specific

TECHNICAL ASSISTANCE: Documents informing the methods to perform technical assistance, Petrobras’s personnel training, supplying of spare parts, periodic maintenance etc.

TECHNICAL CRITERION – DOCUMENTATION (SOME EXAMPLES)

Presentation of Accounting Documents related to the Last 3 Fiscal Years, which shall be in accordance with Law No. 11.638/07

Balance Sheet, Income Statement, Cash Flow Report and Independent Audit Report if applicable.

LIMITED

LIABILITY COMPANIES

CORPORATION Balance Sheet, Profit and Loss Statement, Income Statement, Cash Flow Report among others.

FOREIGN

SUPPLIERS

Published Balance Sheet and Income Statement, which shall be in English or Spanish, exempted of sworn translation. In case of non-publishing, they shall be notarized and consularized in the nearest Brazilian Consulate and translated by a sworn translator.

ECONOMICAL CRITERION – DOCUMENTATION (SOME EXAMPLES)

Presentation of Documents related to Legal Criterion are Mandatory for Good Suppliers and Services Provides.

BRAZILIAN

COMPANIES

Last amendment to the Articles of Association/Bylaws of the Company duly registered before the competent body, document certifying the Company’s registry before the respective Union, CNPJ card, State and Municipal enrollment certificates, INSS certificate, FGTS certificate, Bankruptcy and Restructuring Registry Office certificates, applicable judicial and fiscal certificates among others.

FOREIGN

COMPANIES

Certificate issued by Governmental Entity stating the foreign company is duly incorporated under the laws of the respective Country, power-of-attorney appointing a legal representative to act in Brazilian territory, with powers to receive judicial and administrative notices.

Document certifying the Company’s registry before the respective Union.

MANDATORY

FOR SERVICES PROVIDERS

Document certifying that the foreign company is not subject to bankruptcy or concordat (Legal Opinion or Statement signed by the company’s legal representative.

LEGAL CRITERION – DOCUMENTATION (SOME EXAMPLES)

GENERALY

ISO 14.001 and OHSAS 18001 : Management certificate related to the environmental management (ISO) and health and safety administration (OHSAS).

Documents to be Provided by Company.

ENVIRONMENTAL POLICIES: Studies of environmental impacts, pollution prevention, compliance with applicable environmental legislation

ENVIRONMENTAL ASPECTS: Identification, updating, settlement, coverage.

SGA PLANNING: Method to identify and access the environmental legislation, environment management program

SGA INSTALLATION AND OPERATION: Function definition, essential guarantees to the implementation and control, appointment of representative, training planning, identification of personal training, training registry, etc.

HSE CRITERION – DOCUMENTATION (SOME EXAMPLES)

CLASSIFICATORY

MANDATORY

Presentation of Documents related to Managerial criterion are Mandatory for Good Suppliers and Services Provides.

ISO 9001:2000 QUALITY

MANAGEMENT SYSTEM

Indicate the certificate related to the quality management, informing its purpose, present quality manual, control procedures, control registries, etc.

MANAGEMENT’S RESPONSIBILITIES

Documents certifying the management politics, management communication registries, participation in events, critical analysis of the products requirements, implementation of the quality politics, planning and control methods, internal and external environmental analysis, strategic planning meetings, position manual, disclosure methods, registry of amendments in the politics etc.

MANAGEMENT RESOURCES

Documents related to quantification of the Company’s personnel, Human resource planning – mobilization and demobilization, training planning, training registry, environment improvement planning and implementation, environment types and features, among others.

MEASUREMENT, ANALYSIS AND

IMPROVEMENTS

Documents related to methods, planning and procedures to define measurements and monitoring, acceptance criteria, measurement registry, internal audit registry, control planning, evaluation and segregation methods, data analysis, etc.

MANAGERIAL CRITERION – DOCUMENTATION (SOME EXAMPLES)

Presentation of Documents related to Managerial criterion are Mandatory for Good Suppliers and Services Provides.

ISO 9001:2000 QUALITY

MANAGEMENT SYSTEM

Indicate the certificate related to the quality management, informing its purpose, present quality manual, control procedures, control registries, etc.

MANAGEMENT’S RESPONSIBILITIES

Documents certifying the management politics, management communication registries, participation in events, critical analysis of the products requirements, implementation of the quality politics, planning and control methods, internal and external environmental analysis, strategic planning meetings, position manual, disclosure methods, registry of amendments in the politics etc.

MANAGEMENT RESOURCES

Documents related to quantification of the Company’s personnel, Human resource planning – mobilization and demobilization, training planning, training registry, environment improvement planning and implementation, environment types and features, among others.

MEASUREMENT, ANALYSIS AND

IMPROVEMENTS

Documents related to methods, planning and procedures to define measurements and monitoring, acceptance criteria, measurement registry, internal audit registry, control planning, evaluation and segregation methods, data analysis, etc.

MANAGERIAL CRITERION – DOCUMENTATION (SOME EXAMPLES)

Critical Services/Products (E&P, Engineering, among others)

SECOND PHASE – SERVICES PROVIDER CRITERIA REQUIREMENTS

Non Critical Services/Products

Technical Criterion Tech Capacity and Experience

(Equipments, Resumes, Testimonials)

Economical Criterion Financial Demonstrations

(Companys Balance Sheet, etc)

Legal Criterion Legal Status, Capacity and Regularity

HSE Criterion ISO 14001 and OSHAS 18001

Managerial Criterion Ethos Report

Technical Criterion Facilities and Units, Technology, Materials,

etc.

Economical Criterion Management

Legal Criterion Risks and Management

HSE Criterion -

Managerial Criterion ISO 9001

+

Products that require technical qualification

SECOND PHASE – GOODS SUPPLIER CRITERIA REQUIREMENTS

Products that do not require technical qualification

Technical Criterion Experience

(Supply Report, Testimonials, etc)

Economical Criterion Financial Demonstrations

(Companys Balance Sheet, etc)

Legal Criterion Legal Status, Capacity and Regularity

HSE Criterion Monitoring all Legal liabilities

Managerial Criterion Ethos Report

Technical Criterion Specific requirements

(statements, field tests, etc)

Economical Criterion -

Legal Criterion -

HSE Criterion -

Managerial Criterion ISO 9001

+

TABLE OF CONTENTS

PHASE ONE – IDENTIFICATION

CRCC ENROLLMENT PROCESS FLOWCHART

PHASE TWO – ASSESSMENT

OTHER CONSIDERATIONS

FIRM’S SERVICES

CRCC RENEWAL AND EXTENSION OF THE RANGE OF SUPPLY/SERVICES

CRCC Renewal Usually, CRCC expiration period is up to 1 (one) year. To renew the Corporate Registration, the company shall request the opening of economic and legal criteria to update the information 60 days before the expiration of the respective CRCC. Distributors and resellers must update the Accreditation and the Guarantee and Commitment of Inspection letters as well.

Extension of the CRCC Range of Supply/Services The company that decides to expand the list of provided services or goods supply shall inform its intention by email. Such inclusion can only be made after the completion of the registration or renewal of registration. For resellers and distributors that wishes to add new supplies in their range of supply, must attach the Accreditation letter and the Guarantee and Commitment of Inspection letter, issued by the manufacturer of the goods.

1. DEFINITION OF THE WORK TO BE ACQUIRED

2. BID OR DIRECT NEGOTIATION

3. CONTRACT EXECUTION

4. MANAGEMENT AND MONITORING

5. CONTRACT CONCLUSION – COMPANY’S WORK EVALUATION

RCC

PRODUCT REQUIREMENTS (HSE, etc)

PERFORMANCE EVALUATION REPORT

COMPANY’S EVALUATION

2.1 CONSULTATION

PETROBRAS REGISTRY – GRADES AND CLASSIFICATION

PETROBRAS REGISTRY – GRADES DURING THE REGISTRATION PROCEDURE

II I

III IV 7.0 to 10

5.0 to 6.9

3.0 to 4.9

1.2 to 2.9

Not Recommended <1.2

COMPANY’S EVALUATION

COMPANY’S CLASSIFICATION

During the assessment of the documents provided in the registration procedure, Petrobras issues the company’s grade, based on all criteria previously indicated.

PETROBRAS REGISTRY – GRADES AND CLASSIFICATION

All the information regarding company’s registry and grade is provided in the Supplier’s Website. All grades are subject to modification through the Performance Evaluation Report issued during throughout the commencement of the contracted works up to its conclusion.

TABLE OF CONTENTS

PHASE ONE – IDENTIFICATION

CRCC ENROLLMENT PROCESS FLOWCHART

PHASE TWO – ASSESSMENT

OTHER CONSIDERATIONS

FIRM’S SERVICES

FIRM’S SERVICES – RCC REGISTRATION

RCC registration is a long and complex procedure. Companies are required to submit literally more than a hundred in-depth detailed documents, information and certificates.

The enrollment procedure also involves some key steps, such as the PETROBRAS ON-SITE INSPECTION at Company’s sites/facilities, which may take several months to be scheduled. In view of these constraints, the CRCC enrollment procedure usually lasts for over two years to be dully concluded.

However, owing to the expertise developed over the years, our company is now in a position to obtain CRCC numbers (the certificates of registration in the RCC) within 90-120 days following the filing of CRCC application form and the basic documentation required.

FIRM’S SERVICES – RCC REGISTRATION

Our RCC registration service is rendered by a multidisciplinary group composed by lawyers, engineers and accounting people specialized in this kind of registration, most of them former Petrobras's engineers who worked at the RCC division.

Further, our firm provides FCPA (Foreign Corrupt Practices Act, 15 U.S.C. Section 78dd-1, et. seq.) statements to clients for the registration service.

The price of the RCC registration is fixed and established upon assessment of client’s needs and number of products or services to be included. Payments are as follows: 20% down payment and 80% upon completion of the registration process (issuance of CRCC numbers).

Heller Redo Barroso hrb@hrblaw.com.br www.hrblaw.com.br