SECTION-V:

SPECIAL CONDITIONS OF CONTRACT (SCC)

1.0 DEFINITION OF TERMS:
1.1 ‘Contractor’ shall mean the bidder whose bid will be accepted by the owner for the award of the works shall
include such successful Bidder’s legal representatives, successors and permitted assigns.
1.2 ‘Engineer – in – Charge (EIC)’ shall mean the officer appointed in writing by GAIL to as EIC from time to time
for the purpose of the Contract.

2.0 GENERAL INFORMATION:

2.1 The Special Condition of Contract shall be read in conjunction with the General Conditions of Contract,
Scope of Work, Schedule of rates, Specifications, Drawings and any other documents forming part of
contract, wherever the context so requires. Notwithstanding the sub-division of the documents into these
separate sections and volumes, every part of each shall be deemed to be supplementary to and
complementary of every other part and shall be read with and into the CONTRACT so far as it may be
practicable to do so.
2.2 Where any portion of the General Condition of Contract is repugnant to or at variance with any provisions of
the Special Conditions of Contract, unless a different intention appears, the provisions of the Special
Conditions of Contract shall be deemed to over-ride the provisions of the General Conditions of Contract and
shall to the extent of such repugnancy, or variations, prevail.
2.3 Wherever it is mentioned in the specifications that the CONTRACTOR shall perform certain WORK or
provide certain facilities, it is understood that the CONTRACTOR shall do so at his cost and the VALUE OF
CONTRACT shall be deemed to have included cost of such performance and provisions, so mentioned.
2.4 The intending bidder shall be deemed to have visited the site. Non-familiarity with site condition and
unawareness of General Condition of contract will not be considered a reason either for extra claim or for not
carrying out work in strict conformity with specifications of Job.

3.0 SITE INFORMATION:

There are two regions where these ICDA job will be carried out namely GAIL Agartala and GAIL Lakwa.
GAIL Agartala NG TRANSMISSION
Address : GAIL (India ) Limite,
opp. Radhanagar Bus Stand,
PO: Abhounagar, AGARTALA , Tripua, PIN : 799005

Following are the line details which come under ICDA job in GAIL Agartala:
1. Internal Corrosion Direct Assessment of 0.24 km × 12” KONABAN ONGC GCS TO KONABAN DISPATCH
TERMINAL Pipeline in the AGARTALA Asset

2. Internal Corrosion Direct Assessment of 5.10 km × 4” DUKLI TO MAHARAJGANJ Pipeline in the AGARTALA
Asset

GAIL LAKWA – NG TRANSMISSION

ASSAM REGION
DISTRCT: SIVASAGAR
Following are the line details which come under ICDA job in GAIL Lakwa:
1. Internal Corrosion Direct Assessment of 0.3 km × 16” Bypass RT TO GDT Pipeline in the ASSAM

3. Internal Corrosion Direct Assessment of 1.20 km × 12” GDT TO ASEB-MAIBELLA Pipeline in the ASSAM Asset

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 It is understood that before quoting the rates; the contractor has visited the work site) and has acquainted
himself fully with the nature and quantum of job to be carried out by him in case of Award. Ignorance of this
will not be considered after the award of Contract. The Contractor will be responsible to complete the entire
job in all respects, including any other work necessary to complete the job satisfactorily, though specifically
not covered in the "Scope of Work".
Works as per SOR’s shall be executed at both in Assam & Tripura region.

4.0. ENGINEER – IN – CHARGE’S STATUS:

The Engineer – in – Charge (EIC) shall look after general supervision and direction of the work. He will be
authorized to stop the work and the contract also. He shall also have authority to reject all work which do not
confirm to the specification. The EIC reserves the right to suspend the work or part thereof at any time and no
claim whatsoever on this account will be entertained. In case of any decision shall be final and binding. The
decision of "EIC" for determining the category of work with reference to material of an item not mentioned in
the "Scope of Work" and / or "SOR" shall be final and binding on the Contractor.

5.0 CONTRACT PERIOD:

The contract will be valid for a period of two months w.e.f. date of FOI /LOI or as the date mentioned therein.

6.0 PRICE:
6.1 The initial contract price shall be arrived at by considering jobs description as per the SOR and the rate
quoted by the bidder. Even in the event of large variation of the contract value arising from non-execution of
certain SOR items including optional items / addition / deletion of SOR items, the unit rate as quoted by the
party shall remain the same and no revision in rates whatsoever will be applicable during the present tenure
of contract or extension thereof.
6.2 The rate quoted by the bidder shall remain firm throughout the period of contract. Schedule of Rates shall be
deemed to include and cover all costs, expenses, liabilities, taxes and duties including work contract tax of
every description and all risk of every kind to be taken in executing and completing the work.
6.3 The unit rate quoted shall include all expenditure envisaged by the bidder.

7.0 CONTRACT VALUE:

The value of work under this contract shall be as per attached schedule of quantities. Actual work may vary
to any extent plus or minus to the attached schedule of rates, minimum value of work is not guaranteed.

8.0 TERMS AND MODE OF PAYMENTS:-

Payment shall be made by GAIL within 15 days from the date of submission of the correct Bill along with all
supporting documents as per order to GAIL, through e-banking (SBI, HDFC & ICICI). In the absence of
requisite supporting documents, GAIL will return the Bill to contractor. Further payment shall also be released
through RTGS / NEFT provided the bidder should submit the dully filled attached E-PAYMENT format. No
payment shall be released by way of Cheque / Demand Draft / Bankers Cheque.

Necessary recoveries and all statutory deductions shall be made at the relevant rates [as per rules and
Regulations of the Government] from the Bill payment to the Contractor.

GAIL will not entertain any claim of interest on account of delay in payment raised by the contractor. GAIL
reserves the right to recover any amount on account of security deposit of the contractor, amounts due to the
GAIL against any PRS or as a result of any claim(s)/compensation(s) or due to any statutory imposition etc.,
without prior notice. GAIL also reserves the right to withhold any payment to safeguard the interest of the
GAIL against any due(s)claim(s) etc. No interest shall be payable on withheld amounts.

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 Proof of payment of wages to contract workers, as per work order and applicable minimum wage
rates of the region in the form of Bank Statement, wherein the contract worker name, Bank account
number and amount paid, along with the Bank Statement Copy, as proof of Debit of the amount,
should invariably attached along with the Invoice for payment. ESI, PF (ECR) Challans of previous
month are to be attached along with the Current Invoice / Bill. In the absence of the requisite
documents, the bill shall be returned to the Contractor and the payment will not be released to
Contractor.
.
9.0 MOBILIZATION PERIOD AND ADVANCE:
Contract period will start from the date as mentioned in LOA. The contractor has to mobilize work site in all
respects from the date of start of contract as mentioned in LOA at his own cost. No mobilization advance is
payable for this work.

10.0 SECURITY DEPOSIT:

This clause is applicable only if the order value exceeds Rs. 5.00 lakhs (excluding GST).

''Contract Performance Security / Security Deposit' is to be submitted by the 'successful Bidder / Contractor'
within 'fifteen [30] days' of issue of "Letter of Acceptance [LOA]".

No interest shall be payable by the GAIL to the Contractor for the amount of 'Contract Performance Security /
Security Deposit' remitted by him for fulfilment of the terms and conditions of the Contract.

The 'Contract Performance Security / Security Deposit' shall be in the form of either 'Banker's Cheque' or
'Demand Draft' or Bank Guarantee, and shall be in the currency of the Contract.

The 'Contract Performance Security / Security Deposit' shall be for an amount equal to 10% of One Year's
Contract Value (excluding GST) towards faithful performance of the contractual obligations.

The Contract Performance Guarantee will be obtained for a period of 90 days beyond the contract period/
duration and applicable Warranty/ Guarantee/Defect Liability Period (if any).

The 'Contract Performance Security / Security Deposit' as above, after adjustment of any dues to GAIL,
which may arise during the execution of the Contract, shall be refunded after expiry of the "Defect Liability
Period [DLP]".

The 'Contract Performance Security / Security Deposit' of the Contractor shall be forfeited, if any statement /
document(s) furnished by the 'successful Bidder / Contractor' are found false and/or fabricated.
Note: The BG (SD) from vendors for PO/WO are to received in “SFMS” (Structured Financial
Messaging System) mode only, from the PSU Banks, as per the directive of Ministry of Finance.

11.0 AGREEMENT:
The successful tenderer shall be required to execute an agreement with GAIL within 15 days after receipt
and acceptance of the work order. The agreement to be executed will be in prescribed agreement format of
GAIL.

12.0 TAXES & DUTIES:

The quoted rates shall be inclusive of all taxes and duties (Other than GST) applicable during the contract
period and contractor shall not be eligible for any compensation on this account till the completion of the
contract. Contractor shall be liable for timely payment of all taxes, duties & levies imposed by any
Government / Government Dept. / Agency / Body, including local autonomous bodies, from time to time
without any extra claim from GAIL (India) Limited. However, GST payable by the Contractor, if any, shall be
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 reimbursed on production of receipt thereof. GAIL (India) Limited shall have no liability on these accounts
and Contractor shall indemnify GAIL (India) Limited from any such liability, even if it arises in future.

GST on the basic value shall be paid extra as applicable as per GST Act and Rules w.e.f. 01st July, 2017.
The rate of GST as applicable for this contract is given in the SOR as well as RFQ. The rate should not be
changed by the contractor.

If the Bidder is falling under the exempted category, the bidder is requested to confirm the same by way of
letter duly signed and notarized along with supporting documents if any.

The bidder shall indicate in the bid, the GST registration number along with a copy of registration
certificate, in case the GST registration number is not available, the bidder will give confirmation for
obtaining registration with a copy of application for registration.

The contractor / bidder liable to pay GST for the work/services rendered to GAIL, shall specifically mention
the GST registration numbers of GAIL (INDIA) LTD also in their invoices. Further, the amount and rate of
GST tax shall be separately and distinctly specified in the invoice as per rates indicated in the SOR.

For reimbursement of GST, serially numbered invoice/bill shall be issued by service provider and should
also specify the following:-

The name, address of the service provider.

The name and address of the recipient of the taxable service.
GST Registration no. of Service Provider and GAIL (INDIA) LTD.
Description, SAC Code & value of taxable service provided.
The GST payable on such services.

Contractor should raise GST invoices in proper format and pay the GST amount thereon to government.
GST Remittance Challan of previous month should be submitted along with the Current month Bill/Invoice.
The contractor shall also be liable for the Reconciliation of outward supplies/services provided to GAIL with
the Inword supplies/services received by GAIL from the contractor.

In case of statutory variation in GST rate during currency of the Contract, Contractor shall submit a copy of
the 'Government Notification' to evidence the rate as applicable on the date of submission of Bid and on
the date of revision.

Statutory Variations:
Any statutory variations in GST during the contractual completion period, shall be to the GAIL's account for
which the Contractor will furnish documentary evidence(s) in support of their claims to GAIL. However, any
increase in the rate of GST beyond the contractual completion period shall be to contractor's account and
any decrease shall be passed on to GAIL.

13.0 RECOVERY:
13.1 Income tax shall be deducted from Contractor’s RA bills while releasing the payment as per income tax rules.
Cost of any damage / loss of the property of GAIL, by the contractor shall be
13.2 The above recoveries will be in addition to recovery under Price Reduction Schedule specified elsewhere in
the tender.

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14.0 MEASUREMENT AND BILLING:-
All measurement shall be in metric system (if applicable). Contractor shall submit Running account bill on
monthly basis in triplicate as per the schedule of rates and actual measurements in prescribed format with
the full detail of work for the period of billing. Copies of the following documents are to be submitted along
with RA Bills:-
a) Bill
b) Monthly PF challan(if applicable)
c) Electronic Challan cum Return (ECR) / Electronic challan(if applicable)
d) ESI challan (if applicable).
e) Service tax challan (if applicable)
f) Work compensation insurance copy (if applicable)
In the absence of the above mentioned documents, RA bills shall be returned back to Contractor and
payment payment will not be released to Contractor.

15.0 COMPLETION CERTIFICATE & FINAL BILL:-

The Engineer-in-charge shall normally issue to the contractor, the completion certificate within one month
after receiving an application thereof from the contractor after verifying from the completion documents and
satisfying himself that the work has been completed in all respect in accordance with the instructions,
specifications of the contract documents.
The contractor after obtaining the completion certificate is eligible to present the final bill for the work
executed by him. The final bill shall be prepared on the basis of the final measurements entered in the
measurement book / sheets. The final bill shall be prepared in the prescribed proforma with reference to total
work covered by the contract, such bill to be drawn up by applying the applicable rates, specified in the
schedule or rates to the relative measured quantities. The final bill shall also include all additional claims of
the contractor and will be considered as conclusive.

16.0 FINAL CERTIFICATE:-

Within fifteen days of the contractor’s application after the completion of the contract period, the EIC shall
issue final certificate to the contractor certifying that the contractor has performed his obligations in respect of
the contract and until, issue of such final certificate, the contractor shall be deemed not to have performed
such liabilities not withstanding issue of the completion certificate or payment of the final bill by GAIL.

17.0 GATE PASSES:

All materials and equipments brought to the site will be deemed to be the property of GAIL and shall not be
removed from the site without the permission in writing from the EIC.
All tools and materials shall be brought by the contractor to the work site through a covering notice to be
submitted in 3 copies. One copy of the covering will be delivered to the security staff, one copy to the EIC
and the third copy shall be retained by the contractor after verification by security staff at the factory main
Gate.

18.0 CARE OF WORKS:

From the commencement to completion of the work, the contractor shall take full responsibility for the care for
all works including all temporary works any in case any damages, loss or injury shall happen to the work or to
a part thereof or to any temporary works from any reason

19.0 NUISANCE:

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 The contractor or his representative shall not at any time cause any nuisance on the site or do anything
which shall cause unnecessary disturbance to the owners or tenants or occupants or their properties near the
site and to the public generally.

20.0 ADHERENCE TO SAFETY & SECURITY REGULATIONS

20.1 All personnel deployed by Contractor inside the workplace should strictly follow all safety rules and
regulations. They should be well-conversant with the safety precautions to be followed in the workplace. The
Contractor shall abide by the advice and guidance of the Safety Officer in the workplace. In addition, the
Contractor shall follow all safety codes framed from time to time. Smoking inside the workplace premises is
strictly prohibited.
20.2 Contractor shall also ensure that all existing and amended Fire & Safety Rules / Policies of GAIL (India)
Limited are strictly observed in the services rendered by him. Contractor has to strictly adhere to guidance,
instructions issued from time to time in this regard. Any violation on this account shall be the Contractor's
responsibility. "HSE-document" is enclosed herewith. Provisions of this document are to be complied with
and GAIL (India) Limited will be immuned to all its consequences, whatsoever it may be.
20.3 GAIL (India) Limited will not be responsible for any accident / mishap with the Contractor's employees. The
Contractor shall take necessary action for his employees in case of any incidents.
20.4 GAIL (India) Limited shall not provide any medical assistance and shall have no other liability whatsoever
except as expressly provided under the Contract.
20.5 All employees of the Contractor are required to follow adequate safety and will be responsible for any fault
thereof.
20.6 Contractor must prepare HSE Plan; get it duly approved from GAIL and implement at site. It should be
ensured that the points provided by GAIL are suitably addressed and enforced during construction / O&M.

21.0 INSURANCE AND LIABILITIES:-

The contractor agrees to and does hereby accept full and exclusive liability for the compliance with all
obligations imposed and further agrees to defend, indemnify and hold Owner harmless for any liability or
penalty which may be imposed by the Central, State or Local Authority also from all claims, suits or
proceedings that may be brought against the Owner arising under, growing out of or by reason of the work
provided for by this contract whether brought by employees of the contractor, by third parties or any central
Government, State Government or Local Authority for the following Act(s) and liability(s).
i) Employees State Insurance Act.
ii) Workmen compensation and Employer’s Liability Insurance
iii) Any other insurance required under law or regulations or by owner
iv) Accident or injury to workmen
v) Transit Insurance
vi) Damages to property or to any persons or any third party.
The contractor shall take insurance under – Workmen compensation act for all his workmen to be deployed
for the work and submit a copy of the Policy before commencement of work, if awarded.
The contractor shall indemnify and keeps the Owner harmless of all claims, damages or compensation
payable at law in respect or in consequence of any accident, or damages arising under or by reason of this
agreement or execution of contract..

22.0 At the time of closure of contract:

Indemnity Bond of Rs 100/- duly notarized from Notary indemnifying GAIL from all liabilities w.r.t. the persons
engaged by the contractor regarding payment of wages, Provident Fund / ESI contributions, Insurance and
other payments (Annexure – ).

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23.0 RESPONSIBILITIES OF THE CONTRACTOR
23.1 Contractor is required to deploy sufficient personnel [as per "SOR"] to ensure that all services specified in the
scope of work towards the Service contract for GAIL accomplished satisfactorily, and the same are to be
completed as per time-schedule. The work force deployed by the contractor for maintenance of the
installations shall be of sound relevant professional expertise, which is essential not only for carrying out the
work but also essential from safety point of view for the personnel, as well as for the installations of GAIL.
Contractor or his authorized personnel experienced in the jobs to be undertaken, shall supervise all jobs and
will always head the work force and no extra payments shall be made for such supervision.
23.2 Contractor shall develop a maintenance base in close vicinity of GAIL Office, with a communication facility
and shall deploy personnel and all tools and tackles etc at this base so as to attend the jobs, as stipulated.
Contractor or his authorized supervisory personnel will receive communication from EIC and in turn they shall
mobilize resources to the site.
23.3 Contractor shall ensure availability of his personnel on round the clock, if required by Engineer-in charge,
because of exigency of work. Contractor is required to make all necessary arrangements like relieving his
personnel, arranging food etc. without any liability to GAIL, for smooth continuity and safe completion of job.
23.4 Contractor shall take all precautions for his persons deployed in service/maintenance jobs etc.
23.5 The Contractor shall also deploy personnel, if required, on special occasions without any extra cost to GAIL
(India) Limited.
23.6 It shall be the responsibility of Contractor to provide police-verification documents of the persons to be
engaged to the "EIC" before their deployment under this Contract. GAIL reserves the right to verify the
antecedents of any worker and reject any of the Contractor's employees. GAIL shall be at liberty not to allow
entry into its premises to any of the employees whose activities appear to be prejudicial to the safety, security
or other interest of GAIL (India) Limited. The Contractor will be required to give one [01] day's off every week
to the manpower deployed.
23.7 The 'quoted rates / prices' shall include cost for all essential and contingent works, which although not
specifically mentioned in this Contract, are necessary for the work to the satisfaction of GAIL (India) Limited.
23.8 If the Contractor fails or neglects to observe or perform the terms & conditions of the Contract, GAIL may:
(a) Hold the Contractor liable for all the losses or damages caused to GAIL (India) Limited by such failure or
neglect
(b) Hold the Contractor liable to pay damages and compensation for loss and inconvenience caused by
dislocation of all or any services by the sudden discontinuance / dislocation or stoppages and recover
such losses from the amount payable to the Contractor.
(c) The Contractor shall use the premises only for the purpose of this Contract and he shall not make or
permit it to be made, any structural additions or alterations to the same without the prior approval of GAIL
(India) Limited in writing.
(d) In the event of the Contractor suspending or abandoning services without giving proper notice to the
"EIC" without handing over charge of the assets and materials entrusted to him by GAIL (India) Limited,
the whole of the 'Security Deposit' and other dues payable to him shall stand forfeited, and the Contractor
shall also be liable for any legal action as deemed fit for breach of Contract and the loss suffered by GAIL
(India) Limited.
(e) The authorized officer(s) / concerned official(s) / "EIC" of GAIL (India) Limited shall in their own discretion
make inspection at any time and record suggestions / complaints in the register. Appropriate action must
be taken to correct discrepancies, if any, made therein.
23.9 The Contractor shall regularly submit all relevant records / documents to GAIL representative for verification
and upon such satisfaction only, GAIL will allow reimbursement of the amounts paid if admissible under any of
the provision of this Contract.
23.10 The Contractor must ensure that his workmen should wear uniforms regularly, while on duty.
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23.11 The Contractor shall ensure regular and effective supervision and control of the personnel deployed by him
and gives suitable direction for undertaking the contractual obligations.
23.12 Contractor shall be solely responsible for payment of wages/remuneration including allowance to his/its
personnel that might become applicable under any new act or order of Government. GAIL shall have no
liability whatsoever in this regard.
23.13 Contractor shall be fully responsible for theft, burglary, fire or any mischievous deeds by his/its staff.
23.14 List of persons employed by Contractor for the subject work mentioning qualifications, experience and
residential address shall be submitted to GAIL. In case of any change, the same shall be informed to GAIL
from time to time.
23.15 No other person except Contractor’s authorized representative shall be allowed to enter GAIL Receiving
Terminal, Cherlapalli and associated premises. Contractor shall also not entertain any outsider or extend any
service beyond GAIL’s premises.
23.16 Within the GAIL’s premises, the Contractor’s personnel shall not do any private work other than their normal
duties.

24.0 OWNER NOT BOUND BY PERSONAL REPRESENTATION:

The contractor shall not be entitled to any increases on the schedule of rates or any other right or claim
whatsoever by reason of any representation, explanation statement or alleged representation explanation
statement or alleged representation, promise or guarantees given or called to have been given to him by any
person.

25.0 TERMINATION OF CONTRACT:

25.1 GAIL may without prejudice to its right against the contractor in respect of any delay of otherwise or any
claims for damage, in respect of any breach of the terms of the contract and without prejudice to any right or
remedies under any of the provisions of this contract or otherwise, by notice in writing absolutely terminate
the contract with immediate effect in any of the following cases:
i. In the event of the contractor going into liquidation or winding up his business or making
arrangement with his creditors, GAIL shall have the right to terminate the contract without
prejudice to any other right / remedies.
ii. In the event, if it is found that contract has been procured by submitting incorrect or
incomplete statements by the contractor or by making any misrepresentation.
iii. If in the opinion of GAIL, the contractor has delayed or suspended the execution of work, the
facilities etc., offered by the contractor to be inadequate for effective completion of the job.
iv. In the event of any breach of the terms and conditions of the contract by the contractor or if
the contractor is found to be indulging in activity subversive to GAIL’s interest or activity
prejudicial to the interest of GAIL and for any other good or sufficient reasons.
v. Up to such termination of the contract the security Deposit/Bank Guarantee are liable to be
forfeited / invoked to satisfy the outstanding claims of GAIL.
vi. Notwithstanding anything contained above, GAIL may, as its sole discretion, terminate this
contract by giving the contractor 30 days written notice to the effect, without assigning any
reasons whatsoever. The contract shall be deemed to have expired on expiry of the original
period unless extended.

26.0 SUMMARY OF TERMINATION OF CONTRACT DUE TO SUBMISSION OF FALSE DOCUMENTS:

Bidders are required to furnish the complete and correct information / documents required for evaluation of
their bids. If the information / documents forming basis of evaluation is found to be false/forged, the same
shall be considered adequate group for rejection of the Bids and forfeiture of Earnest Money Deposit.

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 In case, the information/documents furnished by the contractor forming basis of evaluation of his bid is found
to be false/forged after the award of the contract, GAIL shall have full right to terminate the contract
immediate and get the remaining job executed at the risk & cost of such contractor without any prejudice to
the other rights available to GAIL under the contract such as forfeiture of Security Deposits, withholding of
payments etc.
In case of the issue of submission of false document comes to the notice after execution of the work, GAIL
shall have full right to forfeit any amount due to the contractor along with forfeiture of Security Deposit
furnished by the contractor. Further, such contractor / bidder shall be blacklisted for future business with
GAIL

27.0 ASSIGNMENT:
This contract shall not be assigned except with express prior approval of GAIL. The contractor shall not sub-
contract the work or any portion thereof without the prior written consent of GAIL. Any detection of sub-letting
/ assignment may result in termination of the contract without any notice as also debarring / banning of
business of the contractor for further business in GAIL.

28.0 INDEPENDENT STATUS:

In the performance of this contract, the contractor shall be an independent contractor. Neither the contractor
nor any persons deployed by the contractor shall be deemed to be employee or agents of the GAIL. The
Contractor agrees to relieve and indemnify GAIL from and against all claims and demands whatsoever made
against the GAIL by personnel deployed by the contractor and/or for whom the contractor is otherwise
responsible under Laws of the land.

29.0 LIEN IN RESPECT OF CLAIMS IN OTHER CONTRACTS:

Whenever any claim or claims for payment of sum or money arises out of or under the contract against the
contractor GAIL shall be entitled to withhold and also have a lien to retain such sum or sums in whole or in
part from the security deposit, deposited by the contractor and for the purpose aforesaid GAIL shall be
entitled to withhold the said security deposit and also have a lien over the same pending finalization or
adjudication of any such claim.
In the event of the security being insufficient to cover the claimed amount or amounts, GAIL shall be entitled
to withhold and have a lien to retain the extent of the such claimed amount or amounts referred to supra from
any sum or sums found payable of which at any time thereafter may become payable to the contractor under
this contract or any other contract with the GAIL pending finalization or adjudication of any such claims.
Likewise, Bank Guarantee furnished in lieu or security deposit, will be operated similarly.
It is an agreed term of this document that the amounts so withheld or retained under the lien referred to
above by the GAIL till the claim arising out of or under the contract is determined by the GAIL or arbitrator or
by the competent court, as the case may be and that the contractor will have no claim for interest of damages
whatsoever on any account in respect of such withheld or retention under the lien referred to supra. When
the contractor is a partnership firm or a limited company, the GAIL shall be entitled to withheld and also have
a lien to retain towards such claimed amount or amounts in whole or in part from any sum found payable to
any partner/limited company, as the case may be whether in the individual capacity or otherwise.
Any sum of money due and payable to the contractor (including the security deposit returnable to him) under
the contract may be withheld or retained by way of lien by the GAIL against any claim of the GAIL in respect
of payment of a sum of money arising out of or under any other contract made by the contractor with the
GAIL.
It is an agreed term of the document that the sum of money so with-held or retained under this clause will be
kept with-held or retained until the claim under any other contract is either mutually settled or determined by
the GAIL or arbitrator or by the competent court as the case may be and that the contractor shall have no
claim for interest or damages whatsoever on this account or any other amount in respect under this clause
and duly notified as such to the contractor.

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30.0 SET OFF CLAUSE:
Any sum of money due and payable to the contractor, under this contract may be appropriated by the GAIL
and set off against any claim by the GAIL against the contractor in respect of any transaction.

31.0 INDEMNITY
The Contractor shall indemnify and save GAIL its agents, servants, representatives harmless from and
against all actions, suits proceedings, losses, cost, damages, charges, claims and demands of every nature
and description brought or recoveries made against the GAIL by reasons of any act or omission of the
contractor, his agents, representatives or employees in the execution of the contract.

32.0 JURISDICTION:
The Contract shall be governed by and construed according to the laws in force in India. The Contractor,
hereby, submits to the jurisdiction of the courts situated at Delhi that, for the purpose of disputes, actions and
proceeding arising out of the Contract, the courts at Delhi only will have the jurisdiction to hear and decide
such disputes, actions and proceedings.

33.0 DEFENCE OF SUITS:

If any action in court is brought against the owner or an officer or agent of the owner, for the failure, omission
or neglect on the part of the contractor to perform any acts, matters, convenient or things under the contract
or damage or injury caused by the alleged omission or negligence on the part of the contractor, his agents,
representative or his subcontractors or in connection with any claim based on lawful demand of sub-
contractor, shall in such cases indemnify and keep the owner and/or their representatives harmless from all
lesson, damages, expenses or decrease arising out of such action.

34.0 ARBITRATION:
All questions and disputes or difference relating to or arising under these terms and conditions or as to any
other questions, claim right, matter or thing whatsoever in any way arising out of or relating to the terms and
conditions of the contract. Or otherwise concerning the works or the execution or failure to execute the same
whether arising during the progress of work or after the completion of abandonment thereof, shall be referred
to the arbitrator appointed by GAIL. It will be no objection to any such appointment that the arbitrator is an
employee of the GAIL that he had to deal with the matters to which the contract relates and that in matters to
which the contract relates and that in the course of his duties as an employees of GAIL he had expressed
views on all or any of the matters in dispute or differences. The arbitrator to whom the matter is originally
referred being transferred or vacating the office or unable to act for any reason. GAIL at the time of such
transfer, vacation of office or inability to act shall appoint another person to act as arbitrator in accordance
with the terms and conditions of the contract. Such person shall be entitled to proceed with the reference
from the stage of which his predecessor left it. It is also a term of this contract that no person other than
person appointed by GAIL aforesaid should act as arbitrator and if for any reason that is not possible the
matter is not be to referred to arbitration at all.
Subject as aforesaid the provision of the Arbitration Act, 1940 and any statutory modification or reenactment
thereof and the rules made thereunder, and for the time being in force shall apply to the Arbitration
proceeding under this clause.
The venue of arbitration shall be at Hyderabad.
The arbitrator may with the consent of the parties enlarge the time, from time to time to make and publish his
award.
The arbitrator shall decide by whom and what proportion the arbitrator’s fees as cost incurred in arbitration
shall be borne.

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35.0 ABNORMALLY HIGH RATE ITEMS (AHR)
In item rate contract where the quoted rates for the item exceeds 50% of the owners estimated rates, such
items will be considered as Abnormally High Rated items(AHR) and payment of AHR items beyond the
stipulated quantities included in the schedule of rates shall be made at the least of the following rates:
1) Rate as per SOR, quoted by the contractor.
2) Rate of the item, which shall be derived as follows:
a) Based on rate of machine and labour as available from the contract (which includes 10% covered
towards contractor’s profit overhead and other expenses)
b) Based on prevailing market rate of machine material and labour plus 10% to cover supervision,
contractor’s profit & overheads, when the rates are not available in the contracts.
36.0. PERIOD OF LIABILITY/DEFECT LIABILITY:
The contractor shall guarantee the work done for a period of three months from the date of issuance of
completion certificate. Any damage or defect which may arise or lie undiscovered at the time of issue of
completion certificate, connected in any way with the equipment or material maintained by him, or in the
workmanship shall be rectified or replaced by the contractor at their own expense as deemed necessary by
the GAIL or in case of default the GAIL may ask the same to be made good by any other agency and the
expenses for same shall be deducted from the contractor’s bill (of which the certificate of EIC shall be final) or
from the security deposit).
37.0 MEASUREMENT OF BILL:
Where GAIL Executive is Engineer-In-Charge (EIC) (e.g. O&M Contracts):
a) Site-in-charge / Site Engineer will check 100% measurements of executed work.
b) EIC will further check measurements at least 15% of bill value. In case, Site-in-charge / Site
Engineer is not available, EIC will check 100% measurements of executed work.
c) An officer one level above EIC but not below level of HOD will check measurements of 5% of bill
value. In case, HOD is EIC, then he will check measurements of 20% of bill value.
While exercising test check of 5%, 15% level and on random basis as above, it may be ensured that high
rate items, AHR items, items exceeding SOR quantity and concealed items have been covered in the items
selected for checking.
The superior officer should preferably check such items / quantities other than those already checked by
GAIL executives at lower levels and should also ensure that the subordinate officer / officers have exercised
the requisite percentage check as stipulated in the procedure.
All concerned officers should indicate the measurements of SOR items checked by them and marked as
“Checked and verified”.

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