General conditions of contract oe for construction works aN Er ireGENERAL CONDITIONS OF CONTRACT FOR r : CONSTRUCTION WORKS (Second Edition) (2010) a. saice South African Institution of Civil Engineering Physical Address: Postal Adress: SAICE House Private Bag x200 Block 19 Halhray House Thormhil Offce Park 1685, Bekker Street MIDRAND ‘Contact Number: Mai & ntemet ‘Tol(011) 205-5047 E-mail chlnfo@saice.org 20 Fae (011) 808.5971 hp saee.org. 2a (© Copyright 2010 by the South African Institution of Civil Engineering @Allrights reserved Print 3.4Foreword ‘The South Afican Institution of Civil Engineering has a strong tradition of developing, publishing and maintaining conditions of contract and had over several decades published six editions of the General Conditions of Contract for Civil Engineering Works. This was teplaced in 2004 by the General Conditions of Contract for Construction Works, First Edtion, to satisly the Constuction Industry Development Board's requirements for standard conditions of contract Following on six years of application in construction engineering works, the General Conditions of Contract for Construction Works, Second Edition, 2010, has now been revised to clear up responsibilies and to provide for a wider spectrum of construction works. In this regard the Second Edition is suitable for both construction and building works contracts and although its focal point is on the contracting strategy of design by the ‘employer, its also suitable for the design and built contracting strategy. Thus, in addition {o the traditional civil engineering construction work, itis also appropriate for mechanical and electrical work as well as for building work. Its ideal to deal with civil, mechanical, clectrical and building projects or a combination of these various lypes of projects ‘These General Conditions of Contract are to be used with the contract documentation format as preseribed by the Construction Industry Development Board in the Standard for Uniformity in Construction Procurement and in conjunction with SANS 1921 to set out the requirements and constraints relating to the manner in which the contract work is to be performed ‘Acknowledgement ‘The South African Institution of Civil Engineering wishes to acknowledge the valuable ‘contributions made by the following organisations who endorsed GCC 2010, + Consulting Engineers South Afica ‘+ Electrical Contractors! Association of South Arica ‘+ Institute of Municipal Engineers of Souther Alica ‘+ South African Federation of Civil Engineering Contractors + South African Insitute of Eledtrcal Engineers + South African Insitute of Mechanical Engineers‘The South African Institution of Civil Engineering wishes to acknowledge the valuable Contributions made by the following persons in the development of GCC 2010: Contractors: ‘+ Bryan Westcott - of Bryan Westcott (Ply) Lid ‘+ Leon Dison - Retired CEO of Basil Read Lid + Frank Crowley ~ Retired CEO of LTA ‘+ Graham Estethuysen ~ Engineering Manager of TRAC (Pty) Ltd Ted Thomas ~ Manager of SAFCEC Employers: + Evert Viljoen ~ Director of Department of Water Affais and Forestry + Gerard Damstra ~ Chief Director of Department of Public Works + Henri Kotzé ~ Chief Engineer of Free State Province ‘+ Paul Vink and Henk Bakker - of the City of Cape Town (Through MESA) + Pieter Joubert ~ Director of Department of Public Works Engineers: ‘+ Andre Oosthuizen ~ of APC Oosthuizen Pr Eng Chris Binnington - Managing Director of Binnington Copeland + Craig Clarke ~ of Clinkscales Maughn-Brown + Derok Burger - of Vela VKE ‘+ Mike Rivarola ~ of Carifro Consulting Engineers ‘and ‘+ Dr Valerie van der Wart ~ Language Expert. Genera Concitions of Contract for Construction Works, Second Elion, 2010, For ease of reference the ile ofthis document should be abbreviated to "GCC 2010",GENERAL CONDITIONS OF CONTRACT FOR CONSTRUCTION WORKS, ‘SECOND EDITION, 2010 CONTENTS (Corresponding GCC 2004 clause numbers in brackets) Page 41. GENERAL 1.4 Defiritions 14.1 Definitions (1.1) 1.2 Interpretations 121 Delivery of Notices (1.2) 422. Extent of indemnification (1.5) 1.23 Authodiy of representatives (1.7) 4.2.4 Singular and plural, masculine and feminine (1.8) 1.25. Marginal notes or headings (1.9) 1.8 Goneral provisions 18.1 Concessions not o constitute waivers (1.3) 132. Governing law (1.4) 433. Language (new) 1.34 Supplementary agreement (364) 4.35 Contractor's copyright (8.1) 2. BASIS OF CONTRACT 2.4. Avallable daa and information 2.4.1. Available data (new) 2.4.2 Inspection ofthe Site (new) 2.1.3. Obtaining information (new) 2.2. Adverse physica conditions 221 Adverse physical conditions (87.1) 22.2. Further notices (47.2) 223 Contractor to cary out adtonal work (47.4) 224 Contractor's ight to claim (47 4) 23 Technical data . 23:1 Technical data (new)24 Ambiguity or discrepancy 2.4.1. Ambiguity o discrepancy (3.1) 24.2 Additional cost due to ambiguity (3.2) 25 Assignment 25.1 Assignment (6.1) 3, ENGINEER 3.1. Functions of the Engineer 3.1.1. Function ofthe Engineer (2.1) 3.1.2 Engineer to consult with Contractor and Employer (2.2) 3.1.3 Specific approval of the Employer required (2.3) 3.1.4 Employer's agent for health and safety (new) 3.2. Engineer's Representative 3.2.1 Nomination of Enginoer’s Representative (2.4) 32.2 Authority of Engineer's Representative (2.5) 3.2.3 Limitation of authority of Engineer's Representative (2.6) 3.2.4 Engineer's authoity to delegate (2.7) 3.2.5 Limitations on delegations (2.9) 3.2.6 Contractor's right to refer to Engineer (2.8) 4. CONTRACTOR'S GENERAL OBLIGATIONS. 4.1. Extent of obligations and liability 4.1.1 Extent of Contractor's obligations (4.1) 4.1.2. Contractor's liability or own design errors (4.2) 42. Engineer's instructions 4.2.1. Works to comply to Engineers instructions (4.3) 4.2.2 Instructions from Engineer only (4.4) 43. Legal provisions 4.3.1. Compliance with applicable laws (4.5) 4.32 Proof of good standing (36.8) 4.4 Subcontracting 44.1. Subcontracting whole Contract (6.1) 44.2. Liability for subcontractors (6.4) 44.3. Selection of subcontractors in Zonsultaion with Employer (6.3) 444 Contractors lability unaffected by selection of subcontractors (6.4) 10 10 10 10 10 10 10 10 1“ " " " 13 13 8 13 13 8 3 13 18 13 18 13 4 “ 44.45 Assignment in the case of termination (new) 4.4.8 Assignment of benefit of subcontractors (new) 4.5. Notices and foos 45.1. Giving notices and payment of foos (14.1) 4.52 Employer's responsibility for approval (14.2) 45.3 Contractor's responsibilty for consents (14.3) 4.5.4 Contractor to be compansated (14.4) 4.6 Patent rights 4.6.1 Patent and protected rights (16.1) 4.6.2. Payments for rights (16.2) 47 Fossils 47.4 Fossils, ete. (15.1) 48 Facilties for thers 4.8.1 Facilities for thers (18.1) 4.82 Additional compensation for providing facies (18.2) 49 Construction Equipment 4.1. Prohibition on removal of Construction Equipment (30.4) 4.10. Contractor's employees 4.10.1 Engagement of employees (20.1) 4.10,2 Information in respect of employees (20.2) 4.11. Competent employees: 4.11.4. Competent employees (21.1) 4.11.2. Removal of incompetent employees (21.1) 4.12 Contractor's superintendence 4.12.1 Contractor's superintendence (22.1) 4.42.2 Contractors Site Agent (22.2) 4.123 Site Agent o receive instructions (22.3) 6, TIME AND RELATED MATTERS 5.1. Time calculations 5.11 Time caleulations(new) 5.2 Commencement of the Contract 5.2.1 Commencement ofthe Contract (new) 5.3 Commencement of the Works “4 “4 “4 “ 18 15 18 6 16 18 18 18 16 16 16 7 7 w a 7 7 17 7 18 18 18 18 19 19 19 19 19 1953.1 Commencement of he Works (10.1) 6.3.2 Unacceptable documentation (new) 53.9. Timeto instruct commencement ofthe Works (ne) 54 Access tthe Site 5.4.1 Access to and possession of Site (11.1) 5.4.2 Access not exclusive (new) 54.3. Delays in ging possession (11.2) 55. Time for Practical Completion 5.5.1 Time for Practical Completion (42.1) 56. Programme 56.1. Programme of Works (12:2) 5.6.2 Contents of the programme (12.3) 563 Approval ofthe programme (new) 564 Review and adjustment ofthe programme (124) 56.5. Approval means no reli of Contractors responsbios (12.5) 5.7 Progress ofthe Works 57.4. Rate of progress (40.1) 57.2. ight work (40.2) 5.7.3 Acceleration (new) 58. Nonworking times 5.8.1 Nonorking times (38.1) 5.8.2 Notice for work during nonworking mes (6) 59 Instructions 5.9.1 Drawings and instucons (13.1) 59.2 Further drawings ad instuctions (13.2) 5.9.3 Contractor to sive notice timeousty (13.3) 5.9.4 Documents tobe provided timeousty (13.4) 5.95 Contractor to oie efecto srawings (13.5) 59.6. Engineer’ fice to comply tmeousl (13.6) 59.7 Engineer to approve Contractor's designs and drawings (13.7) 5:10 Delays atbutabe to the Employer 5.10.1 Delays attbutabo tothe Employer (81.1) 511. Suspension ofthe Works 19 19 19 20 20 20 20 20 20 20 20 at a a a 2 2 2 23 23 23 23 23 23 23 23 24 24 24 24 24 255.11.1. Suspension of the Works (39.1) 5.11.2 Claim as a consequence of suspension (39.1) 5.11.3 Suspension lasting more than 84 days (39.2) 5.12 Extension of ime for Practical Completion 5.12.1 Extension of time for Practical Completion (42.2) 5.122 Some reasons for extension of time (42.3) 5.123 Relevant adjustments to General lems (42.4) 5.12.4 Acceleration in stead of extension of ime (new) 5.13 Penalty for delay 5.13.1 Penalty for delay (43.1) 5.13.2 Reduction of penalty (43.2) 5.14 Completion 5.14.4 Practical Completion (51.1) 5.142 Issue of Certificate of Practical Completion (51.2) 5.14.3 Consoquences of Practical Completion (51.3) 5.14.4 Cerificate of Completion (51.4) 5.14.8 Consequences of completion (51.5) 5.146 Occupation by the Employer (new) 5.147 Different dates of Practical Completion (51.6) 5.18 Clearance of Site 5.15.1 Clearance of Site on completion (19.1) 5.16 Approval 5.16.1 Final Approval Certificate (52.1) 5.162 Approval only by Final Approval Certificate (52.2) 5.16.3 Latent defects labilty (52.3) 6. PAYMENT AND RELATED MATTERS 6.1. Payment to Contractor 6.1.1. Payment to Contractor (8.1) 62. Security 62.1. Delivery of security (7.1) 622 Contractor failing to select or provide security (new) 623. Vality of performance guarafie (new) 63 Variations 25 25 25 25 25 28 26 26 26 26 26 ar ar or ar or 28 28 28 28 28 29 29 29 29 30 30 30 30 30 30 30 305.3.1 Variations (38.1) 6.3.2 Orders for variations tobe in writing (36.2) 63.3 Changes in quantities (96.3) 6.4 Value of variations 64.1 Valuation of variations (37.1) 6.42. Delivering and applying the variation (ne) 6.4.3. Delay in dotivering valuation (new) 65. Dayworks 65.1 Basis of payment for dayworks (37.2.1 -37.2.3) 6.5.2 Quotations for materials (37.2.4) 65.3 Detals to be recorded (97.2.5) 65.4 Dayworks statement (37.2.6) 6.6 Provisional sums and prime cost sums 66.1 Provisional sums (45.1) 6.6.2 Prime cost sums (46.2) 6.6.3 Provisionalprime cost sums and contingency allowance (45.3) 6.6.4 Supporting documents (45.4) 6.7 Measurement of the Works 6.7.1 Quantities (44.1) 67.2. Work to be measured (44.2) 6.7.3 Engineer’ intention to measure (44.3) 6.7.4 Contractor's failure to comply (44.4) 6.7.5 Method of measurement (44.5) 68 Adjustment in rates andior prices 6.8.1 Rates and prices final and binding (46.1) 6.8.2 Application ofthe Contract Price Adjustment Factor (46.2) 6.8.3. Variation in cost of special materiats (46,3) 6.8.4 Subsequent changes in legislation (46.4) 69 Vesting of Plant and materials 69.1 Vesting of Plant and materials (29.1) 6.9.2 Definition of materiats" (29.2) 6.9.3 Identification of Plant and materials (29.9) 6.9.4 Prohibition on removal of plant and materials (29.4) a at a 3t 32 32 2 32 33 33 34 BEE 35 35 35 35 36 sees 36 36 ar 37 37 a7 376.9.5 No approval by vesting (29.5) 6.10 Payments 6.10.1 Interim payments (49.1) 6.10.2 Valuation of material brought onto Site (49.2) 6.10.3 Retention money (49.3) 6.10.4 Delivery, dissatisfaction with and payment of payment certificate (49.4) 6.10.5 Payment of retention money (49.5) 6.10.6 Seto and delayed payments (49.7) 6.10.7 Corrections to payment certificates (49.8) 6.10.8 Contractor's compltion statement (49.9) 6.10.9 Final payment certificate (£9.10) 6.11 Variations exceeding 15 per cent 6.11.1 Variations exceeding 15 per cont (50.1) 7. QUALITY AND RELATED MATTERS, 7A. Quality of Construction Equipment 74.4 Quality of Construction Equipment (23.2) 7.2 Quality of Plant, workmanship and materials. 7.2.1 Quality of Plant, workmanship and materials (23.1) 7.3 Aocess to the Works 7.8.1 Access tothe Works (24.1) 7.4 Samples and testing 7A. Samples of materials (23.4) 7.4.2 Test specimens from the Works (23.8) TAS Tests (23.6) 7.44 Cost of test specimens and tests (23.7) 7.4.5 Exchange of reports on tests (23.8) 7.8. Examination ofthe Works 7.5.1 Examination of work before covering up (25.1) 7.5.2. Delivery of Panto Site (new) 7.5.3 Notice to be given when ready for testing (25.2) 7.54. Delay by Employer to take delivery of Plant (new) 7.5.5 Uncovering and making opertings (25.3) 7.8 Defective Plant, materials and work 37 a7 37 38 39 39 39 40 40 40 4" a a 43 43 43 43 43 43 43 8 43 a4 4a “4 “4 45 45 45 45 45 457.6.1 Making good and retesting of Plant (now) 7.6.2 Consequences of failure of retesting Plant (new) 7.6.3 Removal of improper work and materials (26.1) 7.8.4 Default of the Contractor in compliance with Engineer's orders (26.2) 7.7 Search for defects TTA Contractor to search for defects (27.1) 7.8 Defects 7.8.1 Making good of defects in Defects Liabilly Period (53.2) 7.8.2 Cost of making good of defects (53:3) 7.83. Remedy on Contractor's failure to cary out required work (53.4) 7.9 Urgent remedial work 7.9.1 Urgent remedial work (28.1) 8, RISKS AND RELATED MATTERS 8.1. Protection of the Works. 8.1.1 Protection ofthe Works (31.1) 8.1.2 Pollution prevention and interferences (17.1) 8.1.3 Excessive loads and traffic (17.2) 8.14 Indemnity by Contractor (17.3) 8.1.5. Prices for protection of the Works (31.1) 82 Care of the Works 8.2.1 Care ofthe Works (32.1) 82.2 Damage or physical loss (32.2) 83 Excoptod risks 8.3.1 Excepted risks (32:3) 8.4 Indemniications 8.4.1. Injury to persons and damage to property (38.1) 8.4.2 Indemnity by Employer (33.2) 8.5 Reporting accidents 8.5.1 Reporting of accidents (34.1) 8.6 Insurances 8.6.1 Insurances ta be effected (36.1) 8.6.2 Liability of deductibles (35.2) 8.6.3 Requirements relaing to subcontractors (36.3) 46 46 ar ar ra ar ar 48 8 48 48 60 50 50 50 50 50 50 50 50 51 51 51 52 82 53 Bees 558.6.4 Contractor to effect insurances obtainable (36.4) 86.5 Employer to approve insurance policy (35.8) 8.6.6 Contractor to produce proof of payment (35:6) 86.7 Remedy on Contractor's failure to insure (35.7) 9, TERMINATIONS OF CONTRACT 9.1 Termination of Contract 9.1.1 Outbreak of war, hostilities, sanctions, etc. (64.1) 9.4.2 State of emergency (54.2) 9.1.3 Existing structure destroyed (new) 9.1.4 Increased costs (54.3) 9.1.5 Payment if Contract is terminated (54.4) 9.1.6 Over-iding provisions (54.5) 9.2 Termination by Employer 9.2.4 Termination by the Employer (55.1) 9.2.2 Payment to complete the Works (55.2) 9.2.3 Notices to trusteerliquidator (new) 83 Termination by Contractor 9.3.1 Termination of Contract by Contractor (56.1) 9.3.2 Removal of items and payment to Contractor (56.2) 913.3 Other rights of the Contractor (56.3) 9.3.4 Notices to trusteesiliquidators (56.4) 10. CLAIMS AND DISPUTES 10.1 Contractor's claim 10.1.1 Contractor's claim (48.1) 10.1.2 Extended period for claim (48.2) 10.1.3. Records of facts and circumstances for claim (48.3) 10.1.4 Contractors failure to comply with notice period (48.4) 10.1.5 Engineer's ruling on Contractors claim (48.5) 10.2 Dissatisfaction claim 10.2.1 Dissatisfaction claim (57.1) 10.2.2 Failure to claim dissatisfaction (new) 10.2.3 Engineer's ruling on dissatisfaction (67,2) 10.3 Dispute notice 55 56 7 sr ‘7 57 58 58 58 59 59 et 6 61 61 e 2 aeeee 65 66 66 68 66 67 67 o40.3.1 Dispute notice (68.1.1) 10,32 Dispute tobe referred (58.1.4) 10.3.3. Ruling in ful force (68.1.5) 10.4 Amicable settlement 10.4.1 Dispute resolution by amicable settement (new) 104.2 Amicable settlement failure (new) 10.4.3 Binding settlement (new) 10.4.4 No reference of amicable settlement outcomes (new) 10.5 Adjudication 10.5.1 Dispute resolution by standing adjudication (new) 10.5.2 Dispute resolution by ad-hoc adjudication (58.3) 40.53 Rules for adjudication (new) 106 Disagreement with Adjudication Board's decision 106.1 Disagreement with Adjudication Board's decision (new) 10.6.2 Failure to comply with a decision (new) 10.6.3 Failure to give a decision in time (new) 40.7 Arbitration 40.7.1 Reference to arbitration (58.4.1) 10.7.2 Rules for arbitration (58.4.2) 10.7.3 Reasoned award (58.4.3) 10.8 Court proceedings 10.8.1 Reference to court (58.5) 10.9. Appointment 40.9.1 Appointment of dispute resolving persons (new) 10.10 Common provisions 10.10.41 Contractor’ right to court proceedings (58.6.1) 10.102 Engineer as witness (58.8.2) 10.103 Arbitrator or court's power regarding a ruling oF @ decision (58.6.3) 10.14 Continuing valicity 10.11.4 Continuing validity (58.8) Coniract Price Adjustment Schedule ‘Adjudication Board Rules . or 67 68 geek 68 6 68, 69 69 69 69 69 69 70 0 70 70 0 0 0 n n n n n n n 5ro Formas: ‘Appendix 1: Form of Offer and Acceptance ‘Appendix 2: Contract Data ‘Appendix 3: Performance Guarantee Appendix 4: Disclosure Statement ‘Appendix 5: Adjudication Board Member Agreement Alphabetical subject index e2 83 89 96 100 101 108GENERAL CONDITIONS OF CONTRACT FOR CONSTRUCTION WORKS, ‘SECOND EDITION, 2010 4. GENERAL 1.4. Deftritions 4414 In the Contract (as hereinafter defined) the following words and Definitons expressions shall have the meanings hereby assigned to them except where the context otherwise requires: 41.4.4 “agreed” means agreed by the Employer and the Contractor, unless specifically stated otherwise. 414.2 “Bill of Quantities" means the document so designated in the Pricing Data, if any. 4.44.3. “Cetticate of Completion" means the certificate issued by the Engineer stating the date on which completion was achieved, 1.4.1.4 *Centficate of Practical Completion” means the certificate issued by the Engineer stating the date on which Practical Completion was achieved. 1.1.4.5 “Commencement Dato" means the date that the Agreement, made in terms of the Form of Offer and Acceptance, comes into effect 4.4.4.6 “Construction Equipment” means all appliances oF things of whatsoever nature required in of for the execution, completion or fects correction of the Works, but does not include materials, Pant or other things thal ae part of, o intended to form pat ofthe Permanent Works. 1.4.1.7 *Contraet” means the documentation of the agreement between the partes in terms ofthe Form of Offer and Acceptance, and such ‘written amendments or adbitions to the Contract as may be agreed to betwoen the partis. 1.1.1.8 "Contract Data" means the specific data which, together with these General Conditions of Cofiract, collectively describe the risks, liabilties and obligations of the contracting parties and the1449 444.10 staat sate 144.43 aatad 44415 111.16 aaaa7 procedures forthe administration ofthe Contract. “Contractor” means the person named in the Contract Data whose olfer has been accepted in the Form of Offer and Acceptance and the legal successors intitle ofthis person, “Contract Price" means the Contract Sum subject to such addition thereto or deduction therefrom as may be made from time to time Under the provisions ofthe Contract, Contract Suny’ means the accepted amount provided for in the ‘agreement made in terms ofthe Form of Offer and Acceptance. "Day" shall mean a calendar day. “Detects Liability Period” means the period stated in the Contract Data, commencing from the issue of the Cerificate of Completion (oF Certificates of Completion in the event of more than one Certificate of Completion having been issued for different parts of the Works, during which the Contractor has both the right and the ‘obligation to make good defects in the materials, Plant and ‘workmanship covered by the Contract, “Due Completion Date” means the date of expiry ofthe time stated in the Contract Data for achieving Practical Completion of the Works, calculated from the Commencement Date and es adjusted by such extensions of time or acceleration as may be allowed in terms of Contract. “Employer” means the person for whom the Works are to be ‘executed and who is named as the Employer in the Contract Data, ‘and the legal successors intitle ofthis person. “Engineer” means the person named as the Engineer in the Contract Data or any other person appointed from time to ime by the Employer and of whom the Contractor is notified, in wring, to act a5 Engineer for the purposes of the Contract as substitute for the Enginoor so named. “Engineer's Representative" means the natural person appointed from time to time by the Engineer in terms of the Contract.144.48 144.19 1.4.4.20 satan 144.22 144.28 144.28 114.25 14.41.26 144.27 "Final Approval Certificate" means the certificate issued by the Engineer stating the date on which the Works were completed and all defects corrected in accordance with the Contract. “Fixed Price Contract” means the Contractor is paid the Contract Sum for execution of the Works subject to adjustments in ‘accordance with the Contract, "Form of Offer and Acceptance” means the document that formalises the legal process of offer and acceptance and gives rise to the Contract. "General llems" means items stipulated in the Pricing Data relating to general obligations, site services, facities, andlor items that ‘cover elements of the cost ofthe work which are not considered as. proportional tothe quantities of the Permanent Works. "Permanent Works" moans the permanent works to be constructed In accordance with the Contract, “Plant* means machinery, apparatus, articles and things of al kind that become part of the Permanent Works to be provided in ‘accordance withthe Contract, "Practical Completion’ means that the whole or portion of the Works has reached a state of readiness, fit for the intended purpose, and occupation without danger or undue inconvenience to the Employer, although some work may be outstanding, “Pricing Data” means the document that sets out the Pricing ‘Strategy and provides the criteria and assumptions which it will be assumed in the Contract were taken into account by the Contractor when developing the Contract Sum, “Pricing Strategy” means the strategy stated in the Contract Data Which is adopted to secure prices and to remunerate the Contractor In forms of the Contract. "Re-measurement Contract" means the Contractor is paid an ‘amount determined from the actual quantities of work completed ‘multiplied by the rales or prices for such work subject toadjustments in accordance with the Contract, 4.1.1.2 *Scope of Work" means the document that specifies and describes the Works which are to be provided, and any other requirements ‘and constraints relating to the manner in which the work is to be carried out. 144.29 ite’ means the land and other places made available by the Employer, for the purposes of the Contract, on, under, over, in or through which the Works are to be executed, 4.1.4.30 “Site Information” means the document that describes the Site as atthe time of tender to enable the tendarer to price the tender and to decide upon the method of work and the programme, 4.1.4.31 "Supplementary Agreement” means an additonal contract between the Employer and the Contractor for executing work, supplemental to the original Contract, which does not meet the requirements to be executed by a Variation Order in toms of Clause 6.3.4 4.1.4.82 "Temporaty Works’ means the temporary works required for or in ‘connection with the execution of the Permanent Works and shall include items which are not intended to be permanent or to form part of the Permanent Works. 4.1.4.33 ‘Works’ means the Permanent Works together with such ‘Temporary Works as may be necessary for the execullon of the Works. 4.1.4.34 “witing” means any hand-writen typed or printed communication (comprising words, figures or drawings) inchuding facsimiles, tlectronic communication or any similar communication resuling in a permanent record. “in writing” and “written” shall have corresponding meanings 1.2 Interpretations 4.2.4. Any writen communication between the parties shall have been duly Delivery of delivered it notices: 1.2.4.4 Handed to the addressee orto his duly authorised agent, or1.2.1.2 Delivered at the address of the addressee as stated in the Contract Data: Provided that the Employer, Engineer and Contractor shall be entiled, by writen notice to each other, to change their said addresses. 4.2.2. Inrespect of any indemnification against ability to third parties given by either party to the other, the indemnification shall cover all claims, demands, proceedings, damages, costs, charges and expenses in relation thereto or arising therefrom, 4.2.3 The common or statute law shall determine whether any person acting ‘or purporting o act an behalf of the Employer, Engineer or Contractor is ‘duly authorised, save to the extent that a party shal, by written notice to each ofthe others, designate a person or the holder of any office, tothe exclusion of another person or holder of office, o have such authority, ‘oF to limit in any way, oF terminate the authority of such designated person or holder of office. 1.2.4 Where the context requires: 4.24.1 Words importing the singular also include the plural and vice versa, and 4.2.4.2 Words importing the masculine gender also include the feminine ‘and the neuter. 41.2.5. The marginal notes or headings in these General Conditions shall not bbe deemed to be part thereof nor be taken into consideration in the interpretation or construction thereof, or ofthe Contract. 4.3 General provisions 4.3.1. No grant by the Employer or the Contractor to the other of any concession, waiver, condanation or allowance shal, in respect of any speeiic event or circumstance other than that in respect of which the trant was made, constitute a waiver ofthe rights of the grantor in terms of the Contract or an estoppel of the grantor's ight to enforce the provisions ofthe Contract. 4.3.2. The law which is 0 apply to the Contract, and according to which the Coniract is to be interpreted, shall be the law of the Republic of South Extent of Indemnification ‘Authority of ‘representatives ‘Singular and plural, masculine and feminine Marginal notes or headings Concessions otto constitute waivers ‘Governing law133 134 135 ‘Africa, unless otherwise stated in the Contract Data “The language of the Contract and of writen communications shall be English, unless otherwise stated in the Contract Data In the event that the Contractor and the Employer conclude a Supplementary Agreement, the additional work executed in terms of such an agreement shall not be taken to be a variation or addition under Clause 6, but to be @ separate contract. The value of such ‘additional work shall forthe purposes of Clause 6.11, not be taken into account for this Contract, but it shall be taken ino account for tho separate contract concluded in terms of the supplementary agreement Except where otherwise provided in the Contract, the Contractor shal ‘ean the copyright and other intellectual property rights in documents supplied to the Employer or Engineer under the Contract ‘The Contractor shall be deemed to have given the Employer a non- {erminable, transferable, non-exclusive, royalty-free licence to copy, Use ‘and communicate the Contractor's documents, including making and sing modifications of such documents forthe purposes of further work requied to the Works. Language ‘Supplementary ‘Agrooment Contractors ‘copyright2. BASIS OF CONTRACT 2.4 Available data and information 2.1.1 The Employer shall have made available to the Contractor, as part of or Available data by ‘reference in the Site Information, data relevant to the Works ‘obiained by or on behalf of the Employer, but the Contractor shall be responsible for his own interpretation thereof and deductions therefrom, 24.2 The Contr shall be deemed to have inspected the Site and its Inspection of surroundings and to have studied all available information pertaining the Site thereto before submiting his tender. The Contractor shall thus be ‘deemed knowledgeable in respect of 24.2.4 The form and nature of the Site and its suroundings. 24.22 Environmental, hydrological and climatic conditions. 24.238 The extent and nature of the work and materials required for ‘execution and complation of the Works. 2.1.24 The means of access to tho Site and the accommodation he may require 24.25 The design of the Works and site conditions insofar as they affect the execution of the Works with regard to health, safety and the environment 2.4.3 The Contractor shall, in general, be deemed to have obtained all Obtaining ‘attainable information on risks, contingencies and all other information ‘circumstances which may influence or affect the Works 22 Adverse physical conditions 2.2.1. If, during the execution of the Works, the Contractor shall encounter Adverse: ‘adverse physical conditions (ther than weather conditions atthe Site physical (oF the direct consequences of those particular weather conditions) ot conditions artificial obstructions, which condlions oF obstnictions could not have been reasonably foreseen by an experienced contractor at the time of ‘submitting is tender, and the Contractor is of the opinion that ‘additional work will be necessary wich would not have been necessary if the particular physical conditions or artificial obstructions had natbeen encountered, he shall give notice to the Engineer in writing as soon as he becomes aware of the conditions or obstructions aforesaid, stating: 22.1.4 The nature and extent of the physical condltions and antficial ‘obstructions encountered, and 2.2.1.2 The additional work required by reason thereof 22.2 Should additional or more extensive adverse physical conditions oF artificial obstructions within the meaning of Clause 22.1 be encountered by the Contractor, he shall give futher notices thereof in terms of Clause 2.21. 2.2.3 Unless otherwise instructed by the Engineer, the Contractor shall carry cut the additional work proposed in the notice or notices under Clauses 2.2.4 and 2.2.2 without limiting the right of the Engineer to order @ suspension of work in terms of Clause 5.11 oF a variation in terms of, Clause 6.3. 2.2.4 ifthe Contractor has duly given the notice referred to in either Clauses 2.2.1 oF 2.2.2, he shall be entitled, in respect of the delay to Practical Completion andior to proven additional cost, to make a claim in ‘accordance with Clause 10.1, provided that the cost and time of all work done by the Contractor prior to giving the notice or notices in terms of Clauses 2.2.1 and 2.2.2 shall be deemed to be covered by the rates andior prices set out in the Pricing Data and the time stated in the Contract Data relating to Clause 5 5.1. 23 Technical data 23.1 ‘The Contractor shall be deemed to have based his tender on the technical data provided in the Contract and if, in the performance of the Contract, any circumstances shall differ from the said technical data which diference causes delay to Practical Completion andlor brings about proven additional cost, the Contractor shal be entitled to make @ claim in accordance with Clause 10.4 Further notices Contractor to carry out ‘additional work Contractor's Fight to claim Technical data24 Ambiguity or discrepancy 2.4.1. If an ambiguly in or discrepancy between the documents is found, the Engineer shall provide the necessary clarification or instruction 2.4.2 If compliance with any such instruction shal result in delay to Practical Completion andlor the incurtence of proven additional cost. the Coniractor shall be entitled to make a claim in accordance with Clause 10.1 25 Assignment 25.1. Neither the Contractor nor the Employer shall, without the waitlon consent of the other, assign the Contract or any part thereof, or any jbligation under the Contract, or cede any right or benefit thereunder. Ambiguity oF discrepancy ‘Additional cost due to ambiguity Assignment3, ENGINEER 3.4. Functions of the Engineer 3.1.4. The function of the Engineer is to administer the Contract as agent of the Employer in accordance withthe provisions ofthe Contract. 31.2 Whenever the Engineer intends, in terms of the Contract, to exercise any discretion or make oF issue any ruling, contract interpretation oF price determination, he shall frst consult with the Contractor and the Employer in an attempt to reach agreement. Failing agreement, the Enginoer shall act impartially and make a decision in accordance with the Contract, taking into account al relevant facs and circumstances, 3.1.3 Inthe event of the Engineer being required in terms of his appointment by the Employer to obtain the specific approval of the Employer for the ‘execution of any part of his funetions or duties, such requirement shall be set out in the Contract Data 3.4.4 ‘The Employer may, by written notice to the Contractor and the Engineer, authorise an agent to act as his representative relating tothe responsibiltes imposed by the Occupational Health and Safety Act on the Employer, Such an agent, f nt the Engineer, shall be responsible to the Engineer in terms of these Concitions of Contract. 3.2. Engineer's Representative 322.1. The Engineer shall be entitled, by writen notice to the Contractor, 10 appoint a porson as Engineer's Representative and shall have the power by further written notice from time to time to terminate or change ‘such appointment 32.2 The Engineer's Representative shell 32.2.1 Observe the execution of the Works, examine and test materials ‘and workmanship, and receive from the Contractor such information as he shall reasonably requi. 3222 — Have the authori 3.2.2.2.1 Assigned to him by any provisions of the Contract, 3.22.2.2 Assigned to him by the Engineer in terms of Clause 3:24, 10 Function of the Engineer Engineer to ‘consult with Contractor and Employor Speeiic approval ofthe Employer required Employer's agent for health and safety ‘Nomination of Engineer's Representative ‘Authority of Engineer's Representative32.22 3.2.22. 323 323.4 32.32 324 325 326 3 To deliver to the Contractor oral or writen communications from the Engineer, and 4 To receive, on behalf of the Engineer, oral or written communications from the Contractor. Notwithstanding the aforesaid, the powers and authoriy of the Engineer's Representative shall be subject tothe folowing conditions: He shall have no authority to relieve the Contractor of any of his obligations under the Contract and, unless he is authorised thereto in terms of Clause 3.2.4, he shall have no authority to order any ‘work involving delay or any additional payment by the Employer, oF to affect any variation of or in the Works; "Notwithstanding any authority assigned to him in terms of Clauses 322 and 3.24, failure by the Engineer's Representative to disapprove of any work, workmanship or materials. shall not Prejudice the power of the Engineer thereafter to disapprove thereof and exercise any of his powers in terms of the Contract in respect thereof ‘The Engineer may, by writen notice to the Contractor and the Employer, from time to time, authorise the Engineer's Representative, ‘or any other person accountable to the Engineer, to act on his behalf «either generally in respect of the Contract, or specifically in respect of particular provisions of the Contract, and the act of any such person within the scope of his authority shall, forthe purposes of the Contract, ‘constitute an act ofthe Engineer. ‘Such authorisation shall continue until terminated by written notice to the Contractor and Employer. No authority in terms of Clause 3.2.4 shall be given or be effective in respect of any decision to be taken or certificate to be issued under Clauses 2.2, 5.12, 6.14, 5.16, 92, 10.1, or 10.2 IF the Contractor is dissatisfied with any order or instruction of the Engineer's Representative, of any other person appointed by the Engineer to act on his behalf, he shall be entitled to refer the matter to " Limitation of authority of Engineer's Representative Engineer's authority to delegate Limitations on delegations: Contractor's Fight to refer to Engineerthe Engineer who shall promplly confim, reverse or vary such order or instruction 24. CONTRACTOR'S GENERAL OBLIGATIONS: 4a 44a Extent of obligations and liability ‘The Contractor shall, save insofar as it is legally or physically impossible, design (to the extent provided in the Contract), execute ‘and complete the Works and remedy any defects therein in ‘accordance withthe provisions ofthe Contract where the Contract expressly provides that part of the Permanent Werks shall be designed by the Contractor, he shall, notwithstanding approval by the Engineer, be liable for any error or deficiency in any rawing oF document supplied by him for that part of the Works, and for any loss or damage arising out of such error or deficiency. 4.2. Engineers instructions 424 422 “The Contractor shall, in carrying out his aforesaid obligations, comply vith the Engineer's instructions on all matters relating tothe Works. ‘The Contractor shall take instructions only from the Engineer, the Engineer's Represeniaive or & person authorised by the Engineer in torms of Clause 3.24 4.3. Legal provisions 434 The Contractor shall, in fulfiling the Contract, comply with all applicable laws, regulations, statutory provisions and agreements, and shall, at the request of the Engineer, provide proof that he has ‘complied therewith It required, the Contractor shall provide proof to the Engineer that the Contractor is in good standing with respect to duties, taxes, levies and contributions required in terms of legistation applicable to the work in this Contract. 44° Subcontracting 444 ‘The Contractor shall not subcontract the whole Contract Extent of Contractors obligations Contractor's abi design errors for own Works to comply to Engineer's Instructions Instructions from Engineer only Compliance with applicable laws Proof of good standing Subcontracting ‘whole Contract442 443 444 445 446 ‘The Contractor shall be lable for the acts, defaults and negligence of any subcontractor, his agents or employees as fully as if they were the acts, defaults or negligence of the Contractor. The contractual relationship between the Contractor and any subcontractors selected by the Contractor in consultation with the [Employer in accordance with the requirements of and a procedure sot ‘ut in the Scope of Work, shall be the same as ifthe Contractor had appointed the subcontractor in terms of Clause 4.4.2. ‘Any appointment of a subcontractor in accordance with Clause 4.4.3, shall not amount to @ contract between the Employer and the ‘subcontractor, oF a responsibilty or labilly on the part ofthe Employer {o the subcontractor and shall not relieve the Contractor from any liability or obligation under the Contract In the event of termination of the Contract under Clause 9.2, the ‘subcontract in forms of Clause 4.4.3 shall be assigned to the Employer ‘upon such an instruction by the Employer. In the event of any subcontractor having undertaken towards the ‘Contractor in respect of work executed, or goods, materials, Plant or ‘sorvices suppliod by such subcontractor, any continuing obligation extending beyond the final approval in terms of Clause 5.16, the Contractor shall advise the Engineer thereof and at the Employer's ‘request and cost assign to the Employer the benefit of such obligation {or the unexpired duration threo 48 Notices and Fees. 45a 4544 4gA4 48.14 “The Contractor: ‘Shall in the execution of the Works comply with the provisions of, ‘and give all notices and pay all foes, taxes, levies and other ‘charges required to be given or paid in terms of 1 Any Act of Parliament, Ordinance, Regulation or By-law of any focal or other statutory authority, and 2 Conditions imptsed by any other body or person stated in the Scope of Work. 4 ability for subcontractors Selection of subcontractors in consultation with Employer Contractors liability unaffected by selection of ‘subcontractors Assignment in case of termination Assignment of benefit of ‘subcontractors Giving of notices ‘and payment of foes4.5.1.2 Indemnifies the Employer against any liability for any breach of the provisions of Clouse 4.5.1.1 4.5.2. The Employer shall bo responsible for obtaining any planning approval Employer's requited in respect of the Permanent Works and in respect of responsibilty for “Temporary Works, which is specified or designed by the Engineer. approval 4.5.3 The Contractor shall be responsible for obtaining all requisite consent, Contractor's permission and permis for the execution of the Works arising from the responsibilty for provisions referred to in Clause 4.5.1.1 and arising from the approvals consents referred to in Clause 4.5.2. 45.4 The Employer shall refund to the Contractor all such sums as the Contractor to be Engineer shall cerlfy as justly payable and paid by the Contractor in compensated ‘compliance with the aforesaid provisions of this Clause, unless the necessity for such payment was identified inthe Pricing Data or such sums are payable by the Contractor in the ordinary course of his business. 4.6 Patent rights 4.6.1 Save in respect of the Employers or the Engineer's design of the Patent and Works or method of construction and proprietary brand materials protected rights, specified by the Employer or the Engineer, the Contractor indemniies the Employer against any Habit arising from the infringement of any patent rights, design, trade-mark or name or other protected right in respect of any design work, Construction Equipment, Plant, machine, _work, method of construction or material used for or in connection with the Works. 4.6.2. Except where otherwise specified in the Contract, the Contractor shall Payments for pay all amounts due by him in respect of the rights referred to in rights Clause 4.6.1 AT Fossils 4.7.4 Allfossils, coins, articles of value or antiquity and structures and other Fossils, ote remains or things of geological or archaeological interest discovered fon the Site shall, as between the Employer and the Contractor, be domed to be the absolute property of the Employer. 6The Contractor shall take reasonable precautions to prevent any person from removing or damaging any such article or thing and shall, immediately upon discovery thereof and before removal, inform the Engineer of such discovery and carry out the Engineer's instructions for dealing therewith , by reason of such instructions, the Contractor suffers delay to Practical Completion andior incurs proven additonal cost he shall be Centidad to make a claim in accordance with Clause 10.1 48. Facities for others 484 4gaa 48.12 4813 482 4824 4822 The Contractor shall, in accordance with the Contract or the requirements of the Engineer, afford on the Site all reasonable ‘opportunites for carrying out their work to: The Employer, ‘Any otter contractors employed and other persons authorised by the Employer, and ‘Any local or other statutory authorities, who may be engaged in the execution on the Site of any work not included in the Contract, provided that adequate notice of the ‘necessity thereof is given to the Contractor. H, pursuant to Clause 4.8.1, the Contractor, on the written Instruction by the Engineer: Makes available to the Employer, or to any such contractor or any ‘such authority, any roads or ways for the maintenance of which the Contractor is responsible, or Provides any other faciity or service of whatsoever nature to any ofthe said persons or authorities, the Contractor shall, unless otherwise provided in the Contract, be entitled to make a claim in accordance with Clause 10.1 forthe delay to Practical Completion andior incurrence of proven addtional cost by him. 16 Faaiities for others Additional ‘compensation for providing facies4.9 Construction Equipment 49.1. All Construction Equipment provided by the Contractor shall, when brought onto the Site, be deemed Io be exclusively intended for the execution of the Works and the Contractor shall nat remove the same from the Site without the consent in wring of the Engineer, which ‘consent shall not be unreasonably withheld, The Contractor shall noi the Engineer, in vting, of the name and address of the owner of any such Construction Equipment not owned by the Contractor. 4.10 Contractor's employees 4.10.1 The Contractor shall, unless otherwise provided in the Contract, make his own arrangements for the engagement of all employees and for their payment, housing, feeding and transport (provided that any use of any part ofthe Site fo the said purposes shall be subject tothe prior approval ofthe Engineer) and the Contractor indemifis the Employer against any liability arising out of the Contractor's said arrangements, ‘whether such arrangements involve the use of the Site of not. 4.10.2 The Contractor shall, if instructed by the Engineer, deliver to the Engineer information, in such form and at such intervals as the Engineer may prescribe, in respect of employees employed by the Contractor on the Site from time fo time 4.11. Competent employees 4.11.4 The Contractor shall employ on the Site, for the execution and ‘completion of the Works, only such persons es are careful, competent and efficiont in their various trades and professions. 4.11.2 The Engineer shall be eniilled to instruct the Contractor to remove forthwith from the Works any person employed by the Contractor in or ‘about the execution of the Works who is gui of misconduct, or is incompetent or negligent in the propor performance of his duties, oF “whose presence on the Site is undesirable, and such person shall not ‘again be employed on the Works without the permission of the Engineer, 7 v Prohibition on removal of Construction Equipment Engagement of employees Information in respect of ‘employees ‘Competent ‘employees Removal of incompetent ‘employees‘4,42 Contractor's superintendence 4.12.4 The Contractor shall provide all necessary superintendence during the ‘execution of the Works. 4.12.2 The Contractor of @ competent and authorised agent or representative approved of in writing by the Engineer (which approval may at any time be withdrawn in writing), hereinafter called the Contractors Site ‘Agent, shal be on the Site at all imes when work is being performed for when the Engineer shall, with reason, require his presence. 4.12.3 The Contractor's Site Agent shall have authority to receive, on behalf ‘of the Contractor, all oral or written communications from the Engineer or the Engineer's Representative or other person authorised by the Engineer in toms of Clause 3.2.4 6 Contractor's superintendence Contractor's Site Agent Site Agent to receive Instructions5, TIME AND RELATED MATTERS 5.1 Time calculations 5.11 Except where otherwise provided by the Contract, where a speciic lime-span is stipulated in the Contract for carrying out any task or for the termination of any right or the duration of any event or circumstance, 5.1.1.1 The special non-working days set out in the Contract Data that fll within the said ime-span, as woll as 5.4.1.2. The day on which the time-span commences hall be excluded from the calculation ofthe time-span concerned. 5.2 Commencement ofthe Contract 5.2.1 The Contract shall commence on the Commencement Date, 15.3 Commencement of the Works 5.3.1 Upon the Engineers instruction the Contractor shall, save as may be fiherwise provided in the Contract or be legally or physically Impossible, commence executing the Works. Such instruction shall be subject fo the submission by the Contractor, and approval by the Engineer, of documentation requited before commencement with Works execution, as set out in the Contract Data 5.3.2. If the documentation referred to in Clause 5.3.1 Is not submitted within ‘the number of days stipulated in the Contract Data from the ‘Commencement Date, of is found to be unacceptable, the Employer ‘may terminate the Contract in tems of Clause 9.2. 5.3.3 I the Engineer’ instruction to commence executing the Works, or to resubmit documentation, is not received by the Contractor within 7 days from the actual date of submission of the documentation referred to in Clause 5.3.1, commencement of the Works shall be deemed to be on the expiny of such 7 days. 0 Time calculations Commencement ‘of the Contract, Commencement of the Works Unacceptable documentation Time to instruct commencement of the Works.5.4 Access tothe Site 54a 542 543 ‘The Employer shall, upon the Engineers instruction to commence ‘executing the Works raferred to in Clause 5.3.1, give to the Contractor Fight of access to the Site, the location of which is stated in the Site Information (including physical access to the extent stipuated in the Site Information) and possession of the whole of the Site subject to any provision to grant the Contractor possession of the Site in portions andlor any requirements as to the order in which the Works shall be executed, all as stipulated inthe Site Information, Ir the access to and possession of Site referred to in Clause 5.4.1 shall not be exclusive to the Contractor, such limitations shall be set out in the Contract Data Iv the Contractor suffers delay to Practical Completion andlor incurs proven additional cost from fallure of the Employer to give possession in accordance withthe terms of this Clause, the Contractor shall be ented to make a claim in accordance with Clause 10.1, for which purpose the time limit of 28 days provided in Clause 10.1.1.1 shall ‘commence to run only from the time when possession of the Site has actually been given, 55. Time for Practical Completion 55.1 Subject to any requirement in the Contract as 1 the Practical ‘Completion of any portion of the Permanent Works before Practical Completion of the whole, the whole of the Works shall be completed within the Due Completion Date. 56 Programme 56.1. The Contractor shall deliver to the Engineer as part of the documentation required before commencement with Works execution in accordance with Clause 5.3.1, an inal programme of carrying out the Works in order to meet the Due Completion Date. Whenever the approved programme no longer reflecis that actual progress wi meet the Due Completiot Date, the Contractor shall deliver to the Engineer an adjusted programme. 20 ‘Access to and possession of Site ‘Access not exclusive Delays in giving possession Time for Practical ‘Completion Programme of, Works5.6.2. The initial programme and all subsequent adjusted programmes shall show and, when relevant, describe in statements, the entire scope of the work to be performed including but not limited to: 5.621 The Commencement Date, commencement of the Works, Due Completion Date, and the planned completion date, 56.22 The sequence, timing and resources for carying out the Works, 5.6.2.3 The dates for Site accesses and possessions, approvals, instruction, inspections, tests and all information required to execute the Works, 5.6.24 The events influencing the execution ofthe Works, 5.6.25 Other programming information set out in the Scope of Work, 56.2.6 A detailed cash flow forecast, and 56.2.7 On adjusted programmes, the actual progress achieved for the various parts ofthe Works and the amounts paid. 5.6.3. The Engineer shal, within 7 days after the Contractor has submited the inital or adjusted programme, approve such programme or, giving his reasons, instruct the Contractor to amend it, failing which, the submitted programme shall be deemed to be the approved programme. ‘The programme and the cash flow forecast shall be subject to roviow fon a monthly basis. If so instructed by the Engineer, the approved programme shall be adjusted by the Contractor: ‘When it no longer reflects that the actual prograss will meet the Due Completion Date in which case the approved programme is suspended, or When @ specific probable future event or circumstance may increase the Contract Price or delay the execution of the Works. ‘The submission to and approval by the Engineer of such programme Or its adjustment, oF the delivery of any relevant particulars, shall not relieve the Contractor of any of his duties or responsibiliies under the Contract. a Contents of the programme ‘Approval ofthe programme Review and. ‘adjustment of the programme Approval means: no relief of, Contractor's responsibilities5.7 Progress of the Works 514 612 573 “The Engineer may if, at any time the rate of progress of the Works or «any part thereof has fallen behind the approved programme ori there Is no approved programme, making his own assessment, he shall 80 notiy the Contractor in writing, with specific reference to this Clause. The Contractor shall thereupon, subject to the approval of the Engineer, which approval shall not be unreasonably withheld, take the necessary steps to expedite progress s0 as to complete the Works, oF the said part thereof, by the Due Completion Date, The Engineer may instruct the Contractor to submit an adjusted programme to ‘accommodate the stops agreed upon between them to meet the Due Completion Date [No instruction by the Engineer to the Contractor to improve his rate of ‘progress inthis regard will qualify for additional compensation, In respect of any action arising from Clause 5.7.1, ifthe work is not being carried out by day and by night and the Contractor requests permission fo work by night as woll as by day then, if the Engineer ‘rans permission, the Contractor shall nat be entilled to any additional ‘payment for night work and all such work shall be carried out without ‘excessive noise and disturbance, In such an event the Contractor shall pay the additional attendance costs incurred by the Engineer or the Employer in acceding to the Contractor's request “The Contractor indemnifies the Employer against any liablly resulting from noise oF other disturbance created if the work is carried out at right ‘The Engineer may request the Contractor to submit, oF the Contractor may submit to the Engineer, a revised programme and cost termined in accordance with Clause 6.4 for accelerating the rate of progress to achiove Practical Completion before the Due Completion Date. If accepted by ane Employer, the Due Completion Date shall be adjusted accordingly and the conditions for payment of cost shall be agreed in writing by the Engineer. 22 Rate of progress [Night work ‘Acceleration5B Ne 584 58.14 58.12 58.1.3 5814 582 fon-working mes None of the Works shall be executed between sunset and sunrise and. fon the non-working and special non-working days stated in the Contract Data unless: ‘The Engineer's written permission is obtained, subject to such conditions as may be laid down by the Engineer, Provision is specifically made for such workin the Contract, It is customary to camry out the work concemed by multiple shits, Work is unavoidable oF necessary to save life oF property, oF for the safety ofthe Works. Written notice, with supporing particulars, shall be given to the Engineer whenever the Contractor proposes to camry out any work during non-working times. 5.9 Instructions 5a4 592 593 594 (On the Commencement Dale, the Engineer shall deliver to the Contractor copies of the drawings and eny instructions required for the ‘commencement of the Works ‘The Engineer shall deliver to the Contractor from time to ime, during the progress of the Works, drawings for construction purposes or instructions as shall be necessary for the proper and adequate construction, completion and defect correction of the Works, The Contractor shall give adequate writen notice to the Engineer of ‘any requirements additional to that contained in the Scope of Work or drawings, which the Contractor may require for the execution of the Works and the Engineer shall deliver such instructions andlor drawings to the Contractor. ‘The aforesald instructions andlor drawings referred to in Clause 5.9.3 shall be delivered in good time taking the approved programme into ‘account. 2 ‘Non-warking times Notice for work during non- working times Drawings and Instructions Further drawings and instructions Contractor to sive notice timeously Documents to be provided timeousty595 596 sor ‘The Contractor shall give effect fo and be bound by any drawing oF instruction given in terms of this Clause and, if such drawing or instruction shall equire any variation of, addition to, or omission from the Works, Clause 6.3 shall apply. If by reason of a falure by the Engineer, after his receipt of writen notice from the Contractor in terms of Clause 6.9.3, to comply in good time withthe provisions of Clause 5.9.4, the Contractor suffers delay to Practical Completion andlor incurs proven additional cost, he shall be cenitled to make a claim in accordance with Clause 10.1, for which purpose the time limit of 28 days in Clause 10,1.1.1 shall commence to run only from the time when the eaid instructions andor drawings have actually been delivered. Iv the Contract expressly provides forthe preparation by the Contractor of designs and details of any work to be supplied, he shal, taking account of the approved pragramme, in good time submit for approval by the Engineer, drawings giving full details, dimensions and particulars, together with all relevant information and erecting oF operating instructions (f any) and shall obtain the Engineer's written approval, in accordance with the said programme, before commencing the work, ‘Once any such drawing has been approved by the Engineer, it shall ‘not be departed from in any way except withthe written consent ofthe Engineer. 15.10 Delays attributable to the Employer 5.10.1 The Contractor may, in writing to the Engineer, demand compliance within a stated time by the Employer with the terms of the Contract which terms shall be specified in such demand. If the Contractor suffers delay to Practical Completion andior incurs proven additional cost from failure or delay on the part of the Employer, his agents, employees oF other contractors (not employed by the Contractor) in {ulfiting any necessary sbligations In order to enable the Works to proceed in accordance with the Conivact, the Contractor shall be eniitled to make a claim in accordance with Clause 10.1, for which 2 Contractor to ‘ive effect to Grawings, ete Engineers allure to comply timeously Engineer to approve Contractor's designs and drawings Delays atrbutable to the Employera2 S113 purpose the time limit of 28 days provided in Clause 10.1.1.1 shall ‘commence to run only from the time when compliance with the said terms has actually taken place. 5.11. Suspension of the Works sata ‘The Contractor shall, on the written order of the Engineer stating the ‘cause for suspension, suspend the progress of the Works or any part thereof for such time or times and in such manner as the Engineer shall order and shall, during such suspension, properly protect the Works as far as is necessary Unless such suspension or alteration is otherwise provided for in the Contract or by reason of some default or breach of the Contract by the Contractor, the Contractor shall in respect of delay to Practical Completion andlor to proven additional cost of giving effect to the Engineer's order, be ontiled to make a claim in accordance with Clause 10.1 Ir the progress of the Works or any part thereat is s0 suspended for ‘more than 84 days in taal, the Contractor may deliver a written notice to the Engineer requiring permission to proceed with the Works or that, part thereof in respect of which progress is suspended If such permission is not granted within 28 days after the Engineer's receipt of the writen notice, the Contractor may, by a further written notice to the Employer, elect to teat the suspension, where it affects only part of the Works, as an omission of such part under Clause 6.3 oF, where it affects the whole Works, as a repudiation of the Contract by the Employer, n which case Clause 9.3 shall apply 5.42 Extension of time for Practical Completion 9124 It the Contractor considers himself ented to an extension of time for circumstances of any kind whatsoever which may occur that wil, in fact, delay Practical Completion of the Works, the Contractor shall Claim in accordance with Clause 10.1 such extension of tine as is ‘appropriate, Such extension of time shall take into account any special ‘non-working days and all relevant circumstances, including concurrent ‘Suspension of the works Claim as a consequence of suspension ‘Suspension lasting more than 84 days Extension of time for Practical Completiondelays or savings of ine which might apply in respect of such claim, 5.122 Without limiting the generality of Clause 6.12.1, the circumstances referred to in that Clause include: 15.12.21 The amount and nature of addtional work, 5.1222 Abnormal climatic conditions, 5122.3 Any provision ofthese Conditions which allows for an extension of time, and 5.12.2.4 Any disuption whichis entirely beyond the Contractor's control 5.123 i an extension of time is granted, the Contractor shall be paid such ‘addiional time-related General Items, including for special non- working days, if applicable, as are appropriate regarding any other compensation which may already have been granted in respect of the ‘creunstances concerned. 5.124 Instead of granting extension of time, if feasible, the Engineer may request the Contractor to accelerate the rate of progress to achieve Practical Completion without extension of time and determine the cost {or payment of such acceleration in accordance with Clause 6.4 5.13 Penalty for delay 5.13.1 Wf the Contractor falls to complate the Works to the extent which eniilles him to receive a Certicate of Practical Completion in terms of, Clause 5.142, by the Due Completion Date, the Contractor shall be liable to the Employer for the sum stated in the Contract Data as a penalty for every day thal elapses between the Due Completion Date and the actual date of Practical Completion, including special non- working days “The imposition of such penalty shall not relieve the Contractor from his obligation to complete the Works or from any of his obligations and liabilties under the Contract 5.132 Mf, before the issue of the Cerificate of Practical Completion of the whole ofthe Works, any part ofthe Works has been: 5,132.1 Getlfied by the Engineer as complete in terms of a Cerificate of Practical Completion, or 26 ‘Some reasons {or extension of time Relevant _adjusiments to General tems ‘Acceleration in stead of extension of time Penalty for delay Reduction of penalty5.13.22 Occupied or used by the Employer, his agents, employees or other contractors (not employed by the Contractor), the penally for delay shall be reduced by an amount which is dotermined by the Engineer to be appropriate inthe circumstances. 5.14 Completion 5.14.1 Save as otherwise provided in the Contract, the Contractor shall be Practical centiied to receive @ Certiieate of Practical Completion when the Completion Works have reached Practical Completion. ‘When the Works are about to reach the sald stage, the Contractor shall, in writing, request a Certificate of Practical Completion and the Engineer shal, within 14 days after receiving such request, issue to the Contractor a writen list seting out the work to be completed to justify Practical Completion. Should the Engineer not issue such a ist within the 14 days, Practical Completion shall be deemed to have been ‘achieved on the Due Completion Date. 5.14.2 As soon as the work referred to in the list issued in terms of Clause Issue of 5.14.1 has been duly completed, the Engineer shall deliver to the Certificate of Contractor and to the Employer @ Certifcate of Practical Completion Practical together with a further wien ist setting out the work fo be completed Completion to justify complation. 5.14.3. Upon the issue of the Certificate of Practical Completion Consequences 5.14.3.1 The Works shall be deemed to have been completed for the of Practical purposes of Clause 5.13.1, and ‘Completion 5143.2 The Employer shall be entitled to take occupation of the Works, provided that the Contractor is given access to complete the ‘Works in terms of the Contract 5.144 As soon as the work referred fo In the further lst issued in terms of Certificate of Clause 5.14.2 has been duly completed, the Engineer shall deliver to Completion the Contractor and the Employer a Cortficate of Completion; Provided that the Engineer shall be empowered to issue such certificate leaving any work andor the rectifying of defects, andlor the Clearing of the Site as specified therein, to be completed by a date a eee EEE eee ee eee eee5.145, 5.145, stated in the certicate and the Contractor shall be obiged to complete the work specified by that date. Should the Contractor fal to complete the work by the specified date, the Defects Liabilty Period (f any) shall be extended by the amount of the additional time taken by the Contractor to complete the work speciied, and the terms of Clause 7.8.3 shall apply withthe necessary changes. Upon the issue of 2 Corticate of Completion, unless otherwise provided in the Contract 4. The performance guarantee, (if any), shall be returned within 14 days to the Guarantor, 5.1452 The Defects Liability Period shall commence, 5.14.53 The retention shall be reduced to half in terms of Clause 6.10.5, 5.14.54 The possession ofthe Site shall revert to the Employer, and 5145.5 Insurance ofthe Works shall coase in terms of Clause 8.6.1, 5.146 6447 ‘The Employer need not occupy the Works before the Due Completion Date. Ifthe Employer takes occupation of the Works before the Oue ‘Completion Date, the date of such occupation shall be deemed to be the Due Completion Date, unless occupation is due to the Contractor's method of work. Hn torms of the Contract Data stated for Clause 1.4.1.14, diferent dates of Practical Completion are specified in respect of different portions of the Works, the aforesaid provisions shall apply with the necessary adjustments in respect of each of such portions. 5.15 Clearance of Site 6.4184 (On completion of the Works the Contractor shall dear away and remove from the Site sll Construction Equipment, surplus materials, rubbish and Temporary Works of every kind and leave the whole of the Site and the Works clean and in a safe condition. All streams and ‘watercourses shall be cleaned and restored to the condition as at the commencement ofthe Works. 28 Consequences ‘of Completion Cccupation by the Employer Different dates of Practical Completion Clearance of Site on ‘completion5.18 Approval 5.1641 5.162 5.163 ‘The Works shall not be considered as completed in all respects unt a Final Approval Cerificate has been delivered by the Engineer ta the Employer and the Contractor stating the date on which the Works were ‘completed and defects corrected, alin accordance with the Contract. ‘Such Final Approval Certificate shall be delivered by the Engineer os s00n as practicable after the completion of the whole of the Works or ofthe expiration ofthe Defects Liabilly Period, whatever the case may be, or as soon thereafter as any works ordered during such period pursuant to Clauses 6.14.4, 7.7 and 7.8 shall have been completed in ‘accordance with the Contract. Ful effect shall be given to this Clause, otwithstanding any previous entry on the Permanent Works or the taking possession of, working in or using thereof, or any part thereof, by the Employer; Provided that the issue of the Fit | Approval Certificate shall not be a Cconciton precedent to the payment to the Contractor of the second half ofthe retention money in accordance with Clauses 6.10.5.1 and 6.1082 No certificate other than the Final Approval Cerificate referred to in Clause 5.16.1 shall be deemed fo constitute approval of the Works or shall be taken as an admission of the due performance of the Contract (or any part thereof, nor shall any other certificate exclude or prejudice any ofthe powers ofthe Engineer. ‘The Contractor’ lability for any latent defects shall continue beyond the date of the Final Approval Certifcate but the Employer shall have ‘no claim against the Contractor arising out of any latent defect which first manifests itself later than the period stated in the Contract Data after the issue ofthe Final Approval Certificate in terms ofthis Clause, Final Approval Certificate ‘Approval only by Finat Approval Certificate Latent defect liabitty6. PAYMENT AND RELATED MATTERS 6.1. Payment to Contractor 8.1.1 As consideration forthe construction, completion and defect correction (of the Works, the Employer shall pay the Contractor in terms of the Provisions ofthe Contact. 62 Secunty 624 The Contractor shall deliver to the Engineer, as part of the ‘documentation required before commencement with Works execution in accordance with Clause 5.3.1, at his cost, the type of security for the {due performance ofthe Contract, as selected in the Contract Data, 622 If the Contractor fas to select the security to be provided or i the Contractor fails to provide the selected security within the time period Stated in Clause 5.3.2, oF if the performance guarantee shall differ ‘substantially from the pro forma, it shall be deemed thatthe Contractor has selected @ security of ten per cent retention of the value of the Works, 6.2.3 Ifthe Contractor has selected a performance guarantee as security, he Shall ensure that itremains valid and enforceable until the Certificate of Completion is issued. The performance guarantee shall specify an ‘pry date, and if the Contractor has not become enliled to raceive the Certificate of Completion of the Works by the date 14 days prior to the ‘expiry date, the Contractor shall extend the validity ofthe performance ‘uarantee until such time that the Works have been completed. 63 Vanations 63.1 I, at any time before the issue of the Certiicate of Completion, the Engineer shall require any variation of the form, quality or quantity of ‘the Works or any part thereof that may be necessary or for any reason ‘propriate, he shall have power to order the Contractor to do any of the following 63.1.4 Increase or decjease the quantity of any work included in the Contract, 30 Payment to Contractor Delivery of security Contractor faling to selec or provide security Vatiaty of performance guarantee Variationse312 6313 e314 6315 63.16 632 6324 633 ‘Omit any such work, ‘Change the character or quality of any such work, ‘Change the levels, lines, position and dimensions of any part ofthe Works, Execute additional work of any kind necessary forthe completion of the Works, and Change the specified or approved sequence or method of construction No such variation shall in any way viiate or invalidate the Contract, but the value, if any, af all such vanations shall be taken into account in ascertaining the amount ofthe Contract Price. No such variation shall be made by the Contractor without @ writen ‘order by the Engineer in which itis stated to be a “Variation Order”; Provided that I the Contractor, as soon as possible, but within seven days after receiving an oral order or a written order which he contends to bo a Variation Order, confirms, in writing to the Engineer that itis indeed ‘ Vatlation Order, and such confirmation is not contradicted, in writing, by the Engineer to the Contractor within seven days of receipt thereof, it shall be deemed to be @ Varlation Order within the meaning of this Clause, If the Contractor fails to confirm such forder within the seven day petiod, such order shall not be a Variation Order. No increase or decrease in the quantity of any work, set out inthe Bill of Quanties for a Re-measurement Contract, where such increase or decrease is nol the resull of a Variation Order given under this Clause but isthe result of the quantiies exceeding or being fess than those stated in the Bill of Quantities, shall be deemed to be a variation to Which this Clause applies and no order in writing shall be required therefor 6.4 Value of variations eat ‘The value of all Variation Orders’ shall be calculated by the Engineer in ‘accordance withthe following principles: a (Orders for variations to be in writing Changes in quantities Valuation of vasiations