Professional Documents
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PART - 3
CONDITIONS OF CONTRACT
NOVEMBER 2020
CHENNAI METRO RAIL LIMITED
CHENNAI METRO RAIL PROJECT PHASE 2, CORRIDOR 3
BIDDING DOCUMENTS
PART - 3
CONDITIONS OF CONTRACT
SECTION - IX
NOVEMBER 2020
Chennai Metro Rail Project – Phase 2, Corridor-3. Part-3, Section - IX
TENDER No. CP05/UG05 General Conditions of Contract (GCC)
The General Conditions governing this Contract shall be Conditions of Contract for Construction
MDB Harmonized Edition, prepared and copyrighted by the International Federation of
Consulting Engineers (Fédération Internationale des Ingénieurs-Conseils, or FIDIC), FIDIC
2010, all rights reserved, (hereinafter referred to as “Standard GC”). This publication is
exclusive for the use of JICA’s Borrowers and their project implementing agencies as provided
under the License Agreement dated August 1st, 2008, between JICA and FIDIC, and,
consequently, no part of this publication may be reproduced, translated, adapted, stored in a
retrieval system or communicated, in any form or by any means, whether mechanical,
electronic, magnetic, photocopying, recording or otherwise, without prior permission in writing
from FIDIC, except by the parties above and only for the exclusive purpose of preparing this
Contract.
The General Conditions of Contract are available on the JICA’s website shown below:
http://www.jica.go.jp/english/our_work/types_of_assistance/oda_loans/oda_op_info/guide/tende
r/index.html
PART - 3
CONDITIONS OF CONTRACT
SECTION - X
NOVEMBER 2020
Chennai Metro Rail Project – Phase 2, Corridor 3. Part-3, Section - X
TENDER No. CP05/UG05 Particular Conditions (Part A: Contract Data)
Liquidated
Damage
Calendar days Amount in INR
Key Date Lakhs per day
Key Date Description from date of
No.
Commencement 1 to From 29th
28 day
days onwards
KD-UG5-09 Base Slab and Stitch wall completion for all 1370 1 10
stations
Completion of overall Station Structures including
KD-UG5-10 Street Level Entry / Exits and excluding TBM shaft 1670 1 10
portions for all stations
Completion of all Construction Works including
KD-UG5-11 Architectural Provisional Sum Works for all the 1725 1 10
stations and ramp
Completion of Management Role for all Stations, Till Revenue
KD-UG5-12 Tunnels and Ramp after Taramani Road Jn and Operation Date - -
handover to the Employer (31 AUG 2026)
Completion of Commercial
ID-UG5-03 795
Slab
Completion of Upper
ID-UG5-03 A
Plantroom slab
Completion of Mezzanine
ID-UG5-04
Slab
Completion of Upper
ID-UG5-04 A
Platform Slab
Completion of Concourse
ID-UG5-05 775 910 1115 1020
Slab
Completion of Lower
ID-UG5-05 A
Plantroom slab
Completion of Lower
ID-UG5-06 A
Platform slab
Completion of Overall
Station Structures including
ID-UG5-07 Street Level, Entry / Exits 1240 1455 1670 1500
and excluding TBM shaft
portions
Completion of External
ID-UG5-08 Parking levels including
Ramps if any
ID-UG5-12 Access Date for MEP Rooms 1115 1425 1520 1440
ID-UG5-14 Access Date for ASS Rooms 1450 1455 1550 1470
Note:
1. After taking over of stations / crossover / shafts from the Tunnel Contractor, the Station
Contractor to coordinate and provide access to the Tunnel Contractor for him to
complete the balance tunneling works.
ID-UG5-19 Cut and Cover Shaft of Ramp after Taramani Road Jn - T7R1 550
ID-UG5-22 Cut and Cover Shaft of Ramp after Taramani Road Jn - T7R2 840
ID-UG5-27 Cut and Cover Shaft of Ramp after Taramani Road Jn - T7R1 640
ID-UG5-30 Cut and Cover Shaft of Ramp after Taramani Road Jn - T7R2 930
Note:
1. After taking over of stations / crossover / shafts from the Tunnel Contractor, the Station
Contractor to coordinate and provide access to the Tunnel Contractor for him to
complete the balance tunneling works.
E. Taking over of Station from Tunnel Contractor after his completion of Tunnel
drives
Calendar days
Key Date
Key Date Description from date of
Number
Commencement
Note:
1. After taking over of stations / crossover / shafts from the Tunnel Contractor, the Station
Contractor to coordinate and provide access to the Tunnel Contractor for him to
complete the balance tunneling works.
F. Access Dates for Taramani Road Jn Station for TBM bored through
Calendar days
Key Date
Key Date Description from date of
Number
Commencement
Access from for Station Construction below Roof Slab (After T7L2 drive
ID-UG5-37 900
completion)
Note:
1. After taking over of stations / crossover / shafts from the Tunnel Contractor, the Station
Contractor to coordinate and provide access to the Tunnel Contractor for him to
complete the balance tunneling works.
ID-UG5-38 Cut and cover open ramp after Taramani Road Jn 1150
ID-UG5-39 Cut and cover open ramp after Taramani Road Junction 1475
Note:
1. After taking over of stations / crossover / shafts / ramp from the Track work Contractor,
the Station Contractor to coordinate and provide access to the Track work Contractor
for him to complete the balance works.
Calendar days
Key Date
Key Date Description from date of
Number
Commencement
ID-UG5-41 Thiruvanmiyur Metro to Ramp Cut and Cover after Taramani Road Jn 1050
Note:
1. After taking over of tunnels from the Tunnel Contractor, the Station Contractor to
coordinate and provide access to the Tunnel Contractor and other Interface Contractors
for them to complete their Works.
continuation of access for the public and to facilitate construction of the Works.
11. Unless otherwise noted, the Contractor shall protect all existing buildings and
structures, either located within or adjacent to, the Site and works Areas to the
satisfaction of the Engineer.
12. Work areas falling under the Road Right of Way which includes Road and footpaths
shall be accessed for work by the Contractor after obtaining necessary permission from
the Regulatory Authorities including Traffic Police Department.
13. If any land and/or right of way, other than the Site and works Areas shown on the
Employer’s Drawings, is required by the Contractor for the purpose of the execution of
the Works, such as for temporary diversion, ground treatment, storage, site offices for
the Contractor or the Engineer, etc... the same shall be arranged by the Contractor at
his own risk and cost. The Employer where feasible may at his discretion assist the
Contractor in this respect.
14. Schedule of Site Access Dates:
The table below sets out the access dates when Site Areas are available, and the
Contractor shall take these dates into account in his Works Programme.
Ramp
Cut 7 Cover, U-Section Refer to item 12 above
and Retaining wall
15. For relevant Work Area Drawings reference shall be made to the drawings in Part 2
Section VIII Employers Drawings.
16. Contractor shall handover / takeover part of work area to / from the Tunnel
Contractor (TU01/TU02) for the Tunneling Operations as per the Key Dates given in
Part 2 Section VI Appendix 2B and as per the Work Area Drawings given in Part 2
Section VIII Employers Drawing.
17. Contractor shall carryout Interface Coordination on the use of Site and Works Areas
with the Tunnel Contractors TU01 and TU02 for Tunneling Operations by them at all
Stations and Crossovers. Contractor shall also carryout Interface Coordination with
other Discipline Contracts such as –Civil Works, Track Works and System Works
for the use of Site and Works Areas by them.
18. Work area interface with other contractors:
Contractor shall be handing over or taking over or sharing part or full Work Area to / from
other Contractors such as Civil Works, Track Works, MEP and System Works as per
the Key Dates given in Part 2 Section VI Appendix 2B.
During handing over of Works Areas to the other Contractors, the Contractor shall clear
and clean the Work Areas to the satisfaction of the Engineer.
19. Any additional work area required for Station Operations and relevant road traffic
arrangement / diversion shall be arranged by the Station Contractor with necessary
approvals from Traffic Police department / Stake holders.
PCC
GCC Clause
Clause
No.
No.
1.General Provisions
1.1 Definitions
1.1.1 The Contract
Delete the entire Sub-Clause 1.1.1.4 and substitute the following:
“Letter of Tender” means the document(s) entitled letter of bid, or letters of
1. 1.1.1.4 technical bid and price bid, as appropriate, which was/were completed by the
Contractor and include(s) the signed offer to the Employer for the Works.”
PCC
GCC Clause
Clause
No.
No.
1.1.4 Money and Payments
Add a new Sub-Clause 1.1.4.13:
7. 1.1.4.13 “Price Centre Amount” means the amount quoted by the Bidder towards a
Price Centre.
1.1.6 Other Definitions
PCC
GCC Clause
Clause
No.
No.
1.16 The Contractor’s Liabilities as to the payment taxes and duties (New Clause)
Add the following as a new Sub-Clause:
All duties, taxes, Cess and other levies payable such as Custom duty# etc.
shall be paid by the Contractor. Only GST will be reimbursed against
13. 1.16 submission of proof of discharge of his liability.
# This project is eligible for Project Import Scheme under the heading 98.01
under Customs Tariff Act 1975. The Employer will provide necessary
certificate for the eligibility of this Project under this Act.
4 The Contractor
4.1 Contractor’s General Obligations
In the third paragraph, delete “have their origin in any eligible source country
as defined by the Bank” and substitute the following:
14. 4.1
“meet the requirements specified in the Section V: Eligible Source Countries of
Japanese ODA Loans hereto.”.
4.2 Performance Security
Replace paragraph 2 of GCC Sub-Clause 4.2 with the following:
The Contractor shall deliver the Performance Security to the Employer within
28 days after receiving the Letter of Acceptance and shall send a copy to the
15. 4.2 Engineer. The Performance Security shall be issued by a Public sector bank
(PSB) or any Japanese Bank as listed under Schedule of Commercial Banks
by The Reserve Bank of India (RBI) and shall be in the form annexed to the
Particular Conditions, as stipulated by the Employer, or in another form
approved by the Employer.
4.8 Safety Procedures
Add the following to the end of Sub-Clause 4.8:
Within 56 days of the date of LoA, the Contractor shall submit a detailed and
16. 4.8 comprehensive contract-specific Site Safety Plan based on the Employer’s
Occupational, Health, Safety and Environmental Requirements (OSH&E
Requirements) given in Section VI-A of the Employer’s Requirement.
4.18 Protection of the Environment
Add the following to the end of Sub-Clause 4.18:
Within 56 days of the date of the LoA, the Contractor shall submit a detailed
17. 4.18 and comprehensive Site Environmental Plan based on the Employer’s
Occupational, Health, Safety and Environmental Requirements (OHS&E
Requirements) as given in Section VI-A of the Employer’s Requirements and
shall include such further material, which are necessary and relevant.
4.21 Progress Reports
Add the following to the end of Sub-Clause 4.21:
The Contractor shall furnish to the Engineer, a detailed cash flow estimate
together with an “S” curve, in respect of the works, within 28 days from the
18. 4.21
Commencement Date. This shall be up-dated and submitted every
subsequent, three (3) months, thereafter until the completion of the works.
PCC
GCC Clause
Clause
No.
No.
4.22 Security of the Site
Add the following to the end of Sub-Clause 4.22:
(c) The Contractor shall take all measures necessary to ensure such security,
including exercising control over all persons and vehicles which are
employed or engaged on the Site or in connection with the Works or the
other works comprising the Project and with the security arrangements
applicable to any other site within the Project.
(d) The Contractor shall arrange the issue of passes for the admission of all
persons and vehicles to the Site or to any part thereof and may refuse
admission to or remove from the Site any person or vehicle failing to
show an appropriate pass on demand to any duly authorized person.
19. 4.22 (e) If required by the Engineer, the Contractor shall submit a list identifying
all persons to whom passes have been issued together with two
photographs of each person and all entities to which a pass has been
issued in respect of any vehicle and shall satisfy the Engineer of the
bonafides of any such person or entity.
(f) The Contractor, after obtaining any necessary consent from any relevant
authority, shall submit to the Engineer proposals showing the layout of
pedestrian routes, lighting, signs, and guarding any road opening or
traffic diversion which may be required in connection with the execution
of the Works and which the Contractor intends to construct. Any consent
given by the Engineer to such proposals shall not relieve the Contractor
of any obligation under the Contract or absolve the Contractor from any
liability for or arising from such proposals or the implementation thereof.
5. Nominated Subcontractor
5.1 Definition of “Nominated Subcontractor”
In sub-paragraph (b), delete “[Objection to Notification]” and substitute
20. 5.1
“[Objection to Nomination]”.
6 Staff and Labour
6.7 Health and Safety
Delete the following last sentence of the last paragraph:
“Payment to the Contractor for preparation and implementation this
programme shall not exceed the Provisional Sum dedicated for this purpose.”.
PCC
GCC Clause
Clause
No.
No.
PCC
GCC Clause
Clause
No.
No.
times allow access to all of the Site to the Interfacing Contractors for the
purposes of erecting catenary, laying cables, installing signaling and
communications systems and all similar work.
h) The access and occupation referred to in this PCC clause shall include for
heavy vehicles at all times.
i) The Contractor shall allow for, and be deemed to have included all related
costs, in the Contract Price for access, occupation or handover for
Interfacing Contractors on 7 days a week, 24 hours per day basis.
8.4 Extension of Time for Completion
Add the following to the end of Sub-Clause 8.4:
However, the Contractor shall not be entitled to any extension of time where
the instructions or acts of the Employer or the Engineer are necessitated by or
intended to cure any default of or breach of Contract by the Contractor or
where any delay is due to:
a. the failure of sub-contractor, to commence or to carry out work in due time,
24. 8.4 b. inclement weather conditions, other than 1 in 50 year cycle and
c. the Contractor not fulfilling his obligations under Sub-Clause 4.6.
8.4.1 Extension of time for completion for other reasons
Whether or not the Contractor fails to achieve any Key Date by reason of any
delay shall not by itself be material to the Contractor's entitlement to an
extension of time. Any extension to a Key Date shall not by itself entitle the
Contractor to an extension to any other Key Date and the Time for Completion.
8.7.2
Delay Damages in respect of two or more Key Dates may run concurrently,
and the Contractor will be liable for the aggregate of Delay Damages for all
delayed Key Dates.
8.7.3
All sums payable by the Contractor to the Employer pursuant to GC Clause
8.7 shall be paid as Delay Damages for delay and not as a penalty.
PCC
GCC Clause
Clause
No.
No.
8.7.4
Delay damages levied on earlier missed key dates will be refunded provided
that the delay does not result in delay for the works of any interfacing
contractors or overall completion of the work. In such a scenario, if there is any
claim by interfacing contractor, the damages collected will be compensated
against the claim and the balance will be released.
8.9 Consequences of Suspension
Extension
of Time Compensation for
Sr. Suspension as per the
Remarks
No. Period Clause Suspension
GCC/PCC period
26. 8.9 8.4
Extension of time
as considered
1 1 – 30 days YES NO
proper by the
Engineer
· As per Daily rate
of wages for idle
labour /
employees Compensation as
· 70% of the rate assessed by the
for hire charges Engineer on
Above 30 for idle plant & submission of
2 YES
days machinery documentary proof
(excluding cost of by the Contractor
fuel & lubricants) to Engineer’s
· 15% above all satisfaction
these items to
cover overhead
costs
PCC
GCC Clause
Clause
No.
No.
PCC
GCC Clause
Clause
No.
No.
will be allowed by the Employer, except for the changes due to
i) Any new tax introduced and / or changes in the existing tax rates.
ii) Changes in rate of Customs Duty as compared to the rate existing on the
base date; and
iii) Change in the rate of GST as compared to the rate existing on the base
date.
13.8 Adjustment for Changes in Cost
Replace GCC Sub-Clause13.8 with the following:
Price Variation Formula.
13.8.1 Contract Price payable to the Contractor, in accordance with the
Contract, shall be subject to adjustment during performance of the
Contract to reflect changes in the cost of labour, material and P&M
components and other inputs to the Works, in accordance with the
following general formula specified;
“Pn” is the adjustment factor to be applied to the certified value of the work
carried out in period “n”, this period being a month unless otherwise stated in
the Contract Data.
“Ln”, “Sn”, “Cn” “Fn” and “Mn” are the current cost indices for month “n”,
determined pursuant to Schedule of Adjustment Data in Bidding forms, Section
IV A of PART 1, applicable to each cost element; and
“Lo”, “So”, “Co” “Fo” and “Mo” are base cost indices corresponding to the above
cost elements at the date specified in Schedule of Adjustment Data in Bidding
forms, Section IV A.
PCC
GCC Clause
Clause
No.
No.
last day of the period to which a particular Interim Payment Certificate is
related. If at any time the current indices are not available, provisional
indices as determined by the Engineer will be used, subject to
subsequent correction of the amounts paid to the Contractor when the
current indices become available.
(b) No price adjustment shall be payable on advance payment and the
portion other than contract price. Price variation is not applicable on GST
and Provisional Sum.
(c) The responsibility of arranging copies of the all the above mentioned
indices, from the Reserve Bank of India/Office of Economic advisor, to be
delivered to the Engineer on a monthly basis, shall rest with the
Contractor.
(d) Whenever the nomenclature or classification or description of the indices
undergo a change than that is available on the Base date, the Engineer
will choose appropriate indices closer to the one available on the Base
date for the purpose of determining the variation. The decision of the
Engineer in this regard shall be final and binding.
13.8.3 Application of Price Variation Clause to extra items and provisional
sum:
No Price variation is applicable for Extra items and for Architectural
finishes operated under Provisional Sum.
13.8.4 Adjustment on Account of Price Variation
Adjustments on account of Price Variations may be positive (in which case an
additional amount shall be paid to the Contractor), or negative (in which case
the amount of Price Variation shall be recovered from the Contractor).
Adjustment on account of Price Variation shall be calculated separately, for
each period between two successive dates of the Contractor’s statements and
paid with the IPC.
After verifying the statement, the Engineer shall certify the adjustment amount
and advise the same to the Employer along with the IPC. Should any extra
amount be due to Contractor, the Employer shall pay the same as far as
possible within 28 days of certification by the Engineer. Any amount due from
the Contractor on account of negative adjustment shall be recovered from his
pending or other statements at the earliest.
13.8.5 Procedure in case of delay in availability of final Indices
Where the final Price Indices are not available in the Reserve Bank of India
Bulletins, while making payment towards an IPC, payment towards the Price
Variation will be made on provisional basis based on the indices available, to
be adjusted in subsequent statements as and when the final Indices figures
become available.
13.8.6 Price Variation during extended period of completion.
The price adjustment as worked out above i.e. either increase or decrease will
be applicable up to the stipulated Completion Date of the Works, including the
extended period of completion where such extension has been granted under
Sub-Clauses 8.4 of the Part 3 - General Conditions, and where such an
extension has been granted, the price adjustment will be due as follows:
a) In case the indices increase above the indices applicable to a bill made on
PCC
GCC Clause
Clause
No.
No.
the last date of original completion period or the extended period under
Sub-Clauses 8.4, the price adjustment for the period of extension granted
in accordance with GC sub-clause 8.4 will be limited to the amount
payable as per the indices applicable to a statement made on the last date
of the original completion period or the extended period as determined by
the Employer as the case may be.
b) In case the indices fall below the indices applicable to a statement made
on the last date of the original or extended period of completion, then the
lower indices will be adopted for Price Adjustment for the period of
extension.
c) No price increase will be allowed for periods of delay for which the
Contractor is held responsible. The Employer will, however, be entitled to
any price decrease occurring during such periods of delay.
PCC
GCC Clause
Clause
No.
No.
Replace first paragraph of Sub-Clause 14.2 with the following:
The Employer shall make an interest free advance payment for mobilization
when the Contractor submits a guarantee in accordance with this sub-clause.
This guarantee shall be in the form of BG for an equivalent amount of the
requested advance amount as per format given in the Annex to PCC from a
Public sector bank (PSB) or any Japanese Bank as listed under Schedule of
Commercial Banks by The Reserve Bank of India (RBI). The total advance
payment and the applicable currencies and proportions, shall be as stated in
Contract Data.
Mobilization advance shall be paid in two equal instalments as mentioned
below:
14.2
The First instalment of the Advance Payment may be paid after: (i) the
32. Contract Agreement is signed; and (ii) the required Bank Guarantee in the
specified format from banks as mentioned above is submitted.
The Second & final instalment of the Advance Payment may be paid after:
(i) the required Bank Guarantee in the specified format from banks as
mentioned above is submitted (ii) the evidence for satisfactory utilization of the
First instalment of mobilization is submitted; and (iii)Key Personnel and Plant &
machinery as required for the project are mobilized.
Within 30 days of release of the second and final Instalment of the Advance
Payment, the Contractor shall submit the evidence for satisfactory utilization of
the second instalment of mobilization.
PCC
GCC Clause
Clause
No.
No.
14.5 Plant and Materials intended for work
Delete “Schedules” in the second paragraph, in the sub-paragraph (b) (i) and
34. 14.5 in the sub-paragraph (c) and substitute “Contract Data” respectively.
14.7 Payment
Delete sub-paragraphs (b) and substitute the following:
“(b) The payment for 80% of the certified amount shall be made by the
Employer within 07 days of Preliminary Certification for Interim Payment
Certificates by the Engineer. The balance amount shall be paid within 28
days from the date of preliminary certification of the bill by the Engineer.
The amount certified shall account for all deductions, recoveries for
advances and any amounts due from the Contractor. The above facility
shall be withdrawn in case the certification by the Engineer of the final
amount falls below 80% of the payment application by the contractor in
two successive applications. On withdrawal of such facility, the amount
certified in each Interim Payment Certificate shall be paid within 28 days
of preliminary certification by the Engineer.
(B) foreign currency, payable from the proceeds of the Loan, shall be made
through as stated in the Contract Data.
Payment of the amount due in each currency, payable from any source of
finance other than the Loan Agreement such as the Employer’s own funds,
shall be made directly into the bank account opened by the Contractor in the
name of JV and project at Chennai.
PCC
GCC Clause
Clause
No.
No.
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GCC Clause
Clause
No.
No.
the sums otherwise payable to the Contractor in other currencies; and
(d) the applicable rates of exchange shall be those prevailing on the Base
Date and determined by the central bank of the Country.”
15 Termination by the Employer
15.2 Termination by Employer
Add to Sub-Clause 15.2 :
39. 15.2 On termination of Contract due to Contractor’s default, the Employer shall be
entitled to forfeit the whole or such portion of the Performance Security amount
as he may consider fit.
40. 15.6 Should any employee of the Contractor be determined, based on reasonable
evidence, to have engaged in corrupt or fraudulent practice during the
execution of the work then that employee shall be removed in accordance with
Sub-Clause 6.9 [Contractor’s Personnel].
The Contractor is required to comply with JICA's policy in regard to corrupt
and fraudulent practices as declared in the Acknowledgement of Compliance
with Guidelines for Procurement under Japanese ODA Loans.”
PCC
GCC Clause
Clause
No.
No.
discipline viz; civil construction (elevated/underground), Rolling stock,
S&T, Traction and allied fields and should have worked on at least one
project funded by MDBs or under Bilateral agreements. These names are
obtained from those Organizations, for the purpose of nominating them
as DB Members/Arbitrator, who are also not ex-employees or directly or
in-directly associated with CMRL.
(iv) In case of the Contractor or the Lead Partner of the Contractor (in
the case of a Joint Venture or Consortium) being of Japanese origin
CMRL will ask the successful bidders to propose few names up to a
maximum of twenty from Japan for DB Members/Arbitrator and all such
names will be abridged and out of the same, ten names will be shortlisted
by GC based on their qualifications, experience etc. These shortlisted ten
names will be added to the list of 20 member’s panel of DB Members /
Arbitrator mentioned above.
(v) Each party shall choose any one member from the panel. The two
members so nominated shall recommend a third member from the same
panel and the Parties shall agree upon the same, who shall then act as
Chairman of the DB.
(vi) The remuneration payable to the adjudicators shall be as prescribed in
the Contract Data Sheet and shall be shared by both Parties equally.
(vii) If at any time the Parties so agree, they may jointly refer a dispute or any
matter to the DB for it to give its opinion. Neither Party shall consult the
DB members on any matter without the agreement of the other Party.
(viii) If any member of the DB declines to act or is unable to act as a result of
death, disability, resignation or termination of appointment, a replacement
shall be made in the same manner as the replaced person was
appointed.
(ix) The appointment of any member may be terminated by mutual
agreement of both Parties, but not by the Employer or the Contractor
acting alone. Unless otherwise agreed by both parties, the appointment
of the DB (including each member) shall expire when the discharge
referred to in sub clause 14.12 shall have become effective.
(x) If either party is dissatisfied with the DB’s decision, then the party, on or
before 28 days on receipt of such decision, shall notify the other party of
its dissatisfaction, and its intention to refer the dispute for Arbitration,
failing which the decision of the DB shall be final and binding.
20.3 Failure to Agree on the Composition of the Dispute Board
42. 20.3 Delete Sub-Clause 20.3 of Part 3 General Conditions in its entirety
20.4 Obtaining Dispute Board’s Decision
Delete entire first paragraph of sub-clause 20.4 Obtaining Dispute
43. 20.4
Board’s Decision.
20.6 Arbitration
PCC
GCC Clause
Clause
No.
No.
Delete sub-clause 20.6 in its entirety and replace with the following sub-
clauses:
1. Any dispute between the Parties arising out of or in connection with the
Contract, not settled under Amicable Settlement in accordance with Sub-
Clause 20.5, shall be finally settled by arbitration. The rules governing
arbitration shall be as under.
A. In case of the Contractor or the Lead Partner of the Contractor (in
the case of a Joint Venture or Consortium) being of Japanese
origin
i) The Arbitral Proceedings will be administered by the Singapore
International Arbitration Center (SIAC) and conducted under the
SIAC Rules of Arbitration.
ii) The dispute shall be referred to an Arbitral Tribunal comprising of
three members. Each party shall nominate one arbitrator from the
Panel list of DB Members/Arbitrator utilized earlier under Clause
20.2, within fifteen days from the date of receipt of failure notice
issued under Clause 20.5. The two arbitrators so nominated, shall
appoint the Presiding Arbitrator from the Panel referred above, by
mutual consultation among themselves, within 15 days of the
appointment of the second Arbitrator.
iii) The venue of Arbitration will be at Chennai, India or any other
place mutually agreed by both parties.
iv) The arbitration shall be conducted in English language.
v) The Indian Arbitration and Conciliation Act, 1996, as amended
from time to time shall be applicable for the procedure post
Arbitration award.
44. 20.6 B. In case of the Contractor or the Lead Partner of the Contractor (in
the case of a Joint Venture or Consortium) being of Indian origin
i) The dispute shall be referred to an Arbitral Tribunal comprising
three members. Either Party may propose to the other Party for
referring the dispute to Arbitration. If the proposal is initiated by the
Contractor, such proposal shall be addressed to the Employer and
the Employer shall, within fifteen days from the date of receipt of
such proposal, send a Panel of Dispute Board members/Arbitrators
to the Contractor. Such panel of independent persons, shall meet
with the requirement relating to the independence or impartiality of
arbitrators referred to in the Fifth and Seventh schedules, read with
Section 12, sub-sections (1) (a), (b) and (5) of the Indian Arbitration
and Conciliation Act, 1996 as amended by the Arbitration and
Conciliation (Amendment) Act 2015.
ii) The Contractor shall nominate an arbitrator from the said Panel
within fifteen days from the date of receipt of the List of Panel from
the Employer. The Employer shall nominate its Arbitrator from the
said Panel within 15 days thereafter.
iii) If the proposal for referring the dispute to Arbitration is made by the
Employer to the Contractor, it shall forward such proposal to the
Contractor along with the nomination of its Arbitrator from the said
Panel. The Contractor shall, within fifteen days of receipt of the list
of Panel from the Employer, nominate its arbitrator from the Panel.
PCC
GCC Clause
Clause
No.
No.
iv) If either party fails to nominate its Arbitrator within the prescribed
time limit as mentioned above, after the nomination by the other
party, then such other party, after the expiry of the prescribed time
limit, has the right to nominate the arbitrator from the Panel, on
behalf of the party failing to nominate. The two arbitrators so
nominated, shall appoint the Presiding Arbitrator from the Panel
referred above, by mutual consultation among themselves, within
15 days of the appointment of the second Arbitrator.
v) If no consensus is reached within 15 days regarding the
appointment of the Presiding Arbitrator, either party may apply to
the Designated Court referred to in the Arbitration and Conciliation
Act, 1996 as amended by the Arbitration and Conciliation
(Amendment) Act 2015 for the appointment of the Presiding
Arbitrator.
vi) The Parties agree that the selection and nomination of Arbitrators
from the Panel should be based on the nature and subject matter
of dispute to be adjudicated upon, that is, the nominated
Arbitrators shall have sufficient knowledge and experience to
decide upon the disputed matter.
vii) In the event of an arbitrator dying, neglecting or refusing to act or
resigning or being unable to act for any reason, it shall be lawful to
appoint another arbitrator in place of the outgoing arbitrator in the
manner aforesaid.
viii) Subject to aforesaid, the Arbitration and Conciliation Act,1996 as
amended from time to time, and the rules thereunder and any
statutory modifications thereof for the time being in force shall be
deemed to apply to the arbitration proceedings under this clause.
ix) The venue of the arbitration shall be Chennai. The cost of
Arbitration including the fees of the Arbitrators shall be borne
equally by both the parties.
2. The arbitrators shall have full power to open up, review and revise any
certificate, determination, instruction, opinion or valuation of the Engineer,
and any decision of the DB relevant to the dispute. Nothing shall disqualify
representatives of the Parties and the Engineer from being called as a
witness and giving evidence before the arbitrators in any matter
whatsoever relevant to the dispute.
3. Neither Party shall be limited in the proceedings before the arbitrators to
the evidence or arguments previously put before the DB to obtain its
decision, or to the reasons for dissatisfaction given in its Notice of
Dissatisfaction. Any decision of the DB shall be admissible in the
arbitration.
4. Arbitration may be commenced prior to or after completion of the Works.
The obligations of the Parties, the Engineer and the DB shall not be altered
by reason of any arbitration being conducted during the progress of the
Works.
BIDDING PROCEDURES
SECTION - XI
NOVEMBER 2020
Chennai Metro Rail Project – Phase 2, Corridor3. Part-3, Section -XI
TENDER No. CP05/UG05 Annex to Particular Conditions-Contract
Forms
Table of Forms
Letter of Acceptance ...............................................................................2
Contract Agreement................................................................................3
[insert date]
This is to notify you that your Bid dated [insert date] for execution of the [insert name
of the Contract and identification number, as given in the Contract Data] for the
Accepted Contract Amount of the equivalent of [insert amount in words and
figures][insert name of currency], as corrected and modified in accordance with the
Instructions to Bidders, is hereby accepted by [insert name of Employer].
You are requested to furnish the Performance Security within 28 days in accordance
with the Conditions of Contract, using for that purpose one of the Performance Security
Forms included in Section XI, Contract Forms, of the Bidding Document.
Authorized Signature :
Name and Title of Signatory
:
Name of Agency :
Contract Agreement
THIS AGREEMENT made the [insert day] day of [insert month], [insert year], between
[insert name of the Employer] (hereinafter “the Employer”), of the one part, and [insert
name of the Contractor] (hereinafter “the Contractor”), of the other part:
WHEREAS the Employer desires that the Works known as [name of the Contract]
should be executed by the Contractor, and has accepted a Bid by the Contractor for
the execution and completion of these Works and the remedying of any defects
therein,
1. In this Agreement words and expressions shall have the same meanings as are
respectively assigned to them in the Contract documents referred to.
2. The following documents shall be deemed to form and be read and construed as
part of this Agreement. This Agreement shall prevail over all other Contract
documents.
(a) the Contract Agreement,
(b) the Letter of Acceptance (LoA),
(c) Letter of Technical Bid and Letter of Price Bid
(d) Addendum/Corrigendum to Tender
(e) the Particular Conditions – Part A
(f) the Particular Conditions – Part B
(g) FIDIC Conditions of Contract for construction for Building and Engineering works
designed by the Employer, 2010(GCC)
(h) Employer’s Requirements
(i) Employer’s Drawings
(j) Pricing Document & Financial Bid
(k) the Acknowledgement of Compliance with Guidelines for Procurement under
Japanese ODA Loan
(l) Schedules, any other documents forming part of the contract
IN WITNESS whereof the parties hereto have caused this Agreement to be executed
on the day and year first above written.
Witness; Witness;
Name : Name :
Signature : Signature :
Address : Address :
Performance Security
Option 1: Demand Guarantee
We have been informed that [insert name of Contractor, which in the case
of a joint venture shall be the name of the joint venture] (hereinafter called
"the Applicant") has entered into Contract No.[insert reference number of
the contract]dated [insert date] with the Beneficiary, for the execution of
[insert name of the contract and brief description of the Works] (hereinafter
called "the Contract").
This guarantee shall expire and be returned to us, no later than the [insert
the day]day of [insert month], [insert year]2, and any demand for payment
1
The Guarantor shall insert an amount representing the percentage of the Accepted Contract Amount
specified in the Letter of Acceptance and denominated either in the currency(cies) of the Contract or a freely
convertible currency acceptable to the Beneficiary.
2
Insert the date twenty-eight days after the expected completion date as described in GC Clause 11.9.
CMRL/Rev. D CF-5 November 2020
Chennai Metro Rail Project – Phase 2, Corridor3. Part-3, Section -XI
TENDER No. CP05/UG05 Annex to Particular Conditions-Contract
Forms
under it must be received by us at this office indicated above on or before
that date.
_____________________
[signature(s)]
[Note: All italicized text (including footnotes) is for use in preparing this form and shall be
deleted from the final product.]
Demand Guarantee
Guarantor: [insert name and address of place of issue, unless indicated in the
letterhead]
We have been informed that [insert name of Contractor, which in the case of a joint
venture shall be the name of the joint venture] (hereinafter called “the Applicant”) has
entered into Contract No. [insert reference number of the contract]dated [insert date
of the contract] with the Beneficiary, for the execution of [insert name of contract and
brief description of Works](hereinafter called "the Contract").
(a) has used the advance payment for purposes other than the costs of mobilization
in respect of the Works; or
(b) has failed to repay the advance payment in accordance with the Contract
conditions, specifying the amount which the Applicant has failed to repay.
A demand under this guarantee may be presented as from the presentation to the
Guarantor of a certificate from the Beneficiary’s bank stating that the advance payment
1
The Guarantor shall insert an amount representing the amount of the advance payment and
denominated either in the currency(ies) of the advance payment as specified in the Contract, or in a freely
convertible currency acceptable to the Employer.
referred to above has been credited to the Applicant on its account number[insert
number]at[insert name and address of Applicant’s bank].
The maximum amount of this guarantee shall be progressively reduced by the amount
of the advance payment repaid by the Applicant as specified in copies of interim
statements or payment certificates which shall be presented to us. This guarantee
shall expire and be returned to us, at the latest, upon our receipt of a copy of the
interim payment certificate indicating that ninety (90) percent of the Accepted Contract
Amount, less provisional sums, has been certified for payment, or on the [insert day]
day of [insert month], [insert year],2 whichever is earlier. Consequently, any demand
for payment under this guarantee must be received by us at this office on or before
that date.
This guarantee is subject to the Uniform Rules for Demand Guarantees (URDG) 2010
Revision, ICC Publication No. 758, except that the supporting statement under Article
15(a) is hereby excluded.
____________________
[signature(s)]
[Note: All italicized text (including footnotes) is for use in preparing this form and shall
be deleted from the final product.]
2
Insert the expected expiration date of the Time for Completion.
Demand Guarantee
Guarantor: [insert name and address of place of issue, unless indicated in the
letterhead]
We have been informed that[insert name of Contractor, which in the case of a joint
venture shall be the name of the joint venture] (hereinafter called "the Applicant") has
entered into Contract No.[insert reference number of the contract]dated [insert date]
with the Beneficiary, for the execution of [insert name of contract and brief description
of Works] (hereinafter called "the Contract").
At the request of the Applicant, we, as Guarantor, hereby irrevocably undertake to pay
the Beneficiary any sum or sums not exceeding in total an amount of [insert amount
in figures]([insert amount in words])1 upon receipt by us of the Beneficiary’s complying
demand supported by the Beneficiary’s statement, whether in the demand itself or in
a separate signed document accompanying or identifying the demand, stating that the
1
The Guarantor shall insert an amount representing the amount of the second half of the Retention
Money or if the amount guaranteed under the Performance Guarantee when the Taking-Over Certificate is
issued is less than half of the Retention Money, the difference between half of the Retention Money and the
amount guaranteed under the Performance Security and denominated either in the currency(ies) of the second
half of the Retention Money as specified in the Contract, or in a freely convertible currency acceptable to the
Beneficiary.
Applicant is in breach of its obligation(s) under the Contract, without the Beneficiary
needing to prove or show grounds for its demand or the sum specified therein.
A demand under this guarantee may be presented as from the presentation to the
Guarantor of a certificate from the Beneficiary’s bank stating that the second half of
the Retention Money as referred to above has been credited to the Applicant on its
account number [insert account’s number] at[insert name and address of Applicant’s
bank].
This guarantee shall expire and be returned to us no later than the [insert day] day of
[insert month], [insert year]2, and any demand for payment under it must be received
by us at the office indicated above on or before that date.
This guarantee is subject to the Uniform Rules for Demand Guarantees (URDG) 2010
Revision, ICC Publication No. 758, except that the supporting statement under Article
15(a) is hereby excluded.
____________________
[signature(s)]
[Note: All italicized text (including footnotes) is for use in preparing this form and shall
be deleted from the final product.]
2
Insert the same expiry date as set forth in the Performance Security, representing the date twenty-
eight days after the completion date described in GC Clause 11.9.