Group 32 Silver Book

C O N S T R U C T I O N T E N D E R S
B I L L Q U A N T I T I E S , C O N T R A C T S
& S P E C I F I C A T I O N S
GROUP: 32
15-AHMED MOHAMED AHMED ABDELAZIZ
28- ALLAA AYMAN ELSAYED 48- ENAS ABD-ELFATAH ATWA
232- MOHAMED KHEDR MOHAMED 305- WESSAM MOHAMED IBRAHIM
311- YARA MOHAMED HUSSEIN 322- YOUSSEF ESSAM GHAREB
S I L V E R B O O K
C O N D I T I O N S
O F C O N T R A C T
E P C / T U R N K E Y
P R O J E C T S
1-GENERAL
PROVISIONS
General Provisions
1.1 –Definitions:-
• Contract:- means the Contract Agreement these Conditions, the Employer’s Requirements, the Tender, and the further documents (if any)
which are listed in the Contract Agreements.
• Contract Agreement:- means legally binding agreement between two parties.
• Employer’s Requirements:- Such document specifies the purpose, scope, and/or design and/or other technical criteria, for the Works.
• Tender:-means the Contractor’s signed offer for the Works and all other documents which the Contractor submitted therewith.
• Performance guarantee:- is an enforceable commitment by a corporate entity to supply the necessary resources to a prospective contractor and
to assume all contractual obligations of the prospective contractor.
• Schedule of Payments:- is the agreed timing of payments from one party to another.
• Party:- means the Employer or the Contractor, as the context requires.
• Employer or Contractor :- means the person named as employer or contractor in the Contract Agreement and the legal successors in
title to this person.
General Provisions
• Employer’s/Contractor’s Representative:- means the person named by the Employer/Contractor in the Contract or appointed from time to time
by the Employer/Contractor under who acts on behalf of the Employer/Contractor.
• Employer’s Personnel:- means the Employer’s Representative, the assistants and all other staff, labour and other employees of the Employer’s
Representative.
• Contractor’s Personnel:- means the Contractor’s Representative and all personnel whom the Contractor utilizes on Site, who may include the
staff, labour and other employees of the Contractor and of each Subcontractor; and any other personnel assisting the Contractor in the
execution of the Works.
• Subcontractor:- means any person named in the Contract as a subcontractor, or any person appointed as a subcontractor, for a part of the
Works
• DAB:- means the person or three persons so named in the Contract.
• FIDIC:- means the Federation Internationale des Ingenieurs-Conseils, the international federation of consulting engineers.
• Base Date:- refers to the day that occurs 28 days before the final day on which the tender may be submitted.
• Commencement date:- is defined as the date that a contract becomes effective.
General Provisions
• Time for Completion:- means the time for completing the Works.
• Tests on Completion:- means the test specified in the Contract or otherwise agreed by the Employer and the Contractor to be performed before
the Works are taken over by the Employer.
• Taking Over Certificate (T.O.C) :- is an acknowledgement of the completion of works to. a greater extent, and that it is safe for occupation.
• Tests after Completion:- means the tests (if any) which are specified in the Contract, and which are carried out after the Works or a Section (as
the case may be) are taken over by the Employer.
• Defects Notification Period:- means the period for notifying defects in the Works or a Section (as the case may be) calculated from the date on
which the Works or Section is completed. If no such period is stated in the Particular Conditions, the period shall be 1 year.
• Performance Certificate:- certificate issued under most of the FIDIC contracts by the engineer/employer confirming that the contractor has
completed performance of its obligations under the contract (including all testing and correction of defects).
• Contract Price:- means the agreed amount stated in the Contract Agreement for the design, execution and completion of the Works and the
remedying of any defects and includes adjustments in accordance with the Contract.
General Provisions
• Cost:- ( does not include profit) it refers to all reasonable expenses incurred (or to be incurred) by the Contractor, whether on or off the site,
including overhead and comparable fees.
• Final Settlement:- Within 56 days after receiving the Performance Certificate, the Contractor shall submit, to the Engineer, six copies of a draft
final statement with supporting documents showing in detail in a form approved by the Engineer.
• Foreign Currency:- means a currency in which part (or all) of the Contract Price is payable, but not the Local Currency.
• Local Currency:- means the currency of the Country.
• Provisional Sum:- a sum (if any) which is specified in the Contract as a provisional sum, for the completion of any part of the Works or for the
supply of Plant, Materials or services.
• Retention Money:- is the total amount of retention funds that the employer holds onto.
• Statement:- a statement submitted by the Contractor as part of an application for payment.
• Contractor’s Equipment:- means all tools, machinery, vehicles and other things required for the execution and completion of the Works
and the fixing of any defects.
General Provisions
• Goods:- means Contractor’s Equipment, Materials, Plant and Temporary Works, or any of them as appropriate.
• Materials:- refers to all items (apart from plant) that are meant to be included in or constitute a component of the permanent works, including
any supply-only materials that the contractor is required by contract to provide.
• Permanent Works:- means the permanent works to be designed and executed by the Contractor under the Contract.
• Plant:- means the apparatus, machinery and vehicles intended to form or forming part of the Permanent Works.
• Section:- means a part of the Works specified in the Particular Conditions as a Section (if any).
• Temporary works (TW):- are the parts of a construction project that are needed to enable the permanent works to be built.
• Works:- The Permanent Works and the Temporary Works, or either of them.
• Contractor's Documents:- refers to the technical documentation provided by the Contractor under the terms of the Contract, including
computations, computer programs, software, drawings, manuals, and models.
• Country:- means the country in which the Site (or most of it) is located, where the Permanent Works are to be completed.
• Employer's Equipment:- refers to the tools, machinery, and vehicles that the Employer makes available to the Contractor to use in carrying out
the Works, as specified in the Employer's Requirements. It excludes Plant that the Employer has not yet taken over.
General Provisions
• Force majeure :- is a common clause in contracts which essentially frees both parties from liability or obligation when an
extraordinary event or circumstance beyond the control of the parties prevents one or both parties from fulfilling their obligations
under the contract.
• Laws:- refers to all federal (or state) legislation, as well as any statutes, ordinances, and other laws, as well as any rules and bylaws
made by any legally recognized public body.
• Performance Security:- A financial guarantee that a contractor will perform as set out in the contract. If the contractor does not
meet its performance obligations, then the purchaser can access the performance security to remedy the defect.
• Site:- means the places where the Permanent Works are to be executed and to which Plant and Materials are to be delivered, and any
other places as may be specified in the Contract as forming part of the Site.
• Variation:- means any change to the Employer’s Requirements or the Works, which is instructed or approved as a variation.
General Provisions
1.2 1.3 1.4 Law & 1.5 Priority of 1.6 1.7 Assignment 1.8 Care & Supply of
Interpretation Communicatio Language:- Documents:- Contract :- Documents :-
:- ns:- Agreement:
1-The nation's laws The documents Neither Party 1- Until the Employer
1- Words When these (or those of any forming the - shall assign the takes control of them, all
terms call for other jurisdiction)
referring to approvals, Contract are to On the date whole or any part the Contractor's
one gender specified in the be taken as specified in of the Contract or documents will be under
certificates, Particular
include all consents, mutually the Contract any benefit or the contractor's custody
Conditions shall
genders. decisions,
apply to the explanatory of Agreement, interest in or and control. The
notices, or one another. For the under the Contractor will provide
2-Singular requests to be Contract.
words include the purposes of Agreement Contract. the Employer with six
granted or 2-The version of the interpretation, the will fully However, either copies of each of the
the plural ant issued, these Contract written in
the plural communications the dominant priority of the enter into Party may: Contractor's Documents.
words include will be:- language specified documents shall force. The 1-assign the 2-The Contractor shall
the singular. 1-written and in the Particular be in accordance Employer whole or any part keep, on the Site, a copy
delivered in Conditions will take with the following will be with the prior of the Contract,
3-provisions person (with precedence over sequence: responsible
including the agreement of the publications named in
receipt any other version (a) the Contract for paying other Party, at the Employer’s
word “agree”, acknowledged), written in more than any stamp
“agreed” or mailed or
Agreement, the sole Requirements, the
one language. duty and
“agreement” couriered, or (b) the Particular discretion of such Contractor’s Documents,
3-The language other other Party. and Variations and other
require the transmitted via Conditions, related fees
any of the specified in the communications given
agreement to Particular (c) these General that may be 2- assign its right
be written. approved
to any money under the Contract. The
electronic Conditions shall be Conditions, required by
used for owing or to Employer’s Personnel
4-“written” or transmission law in shall have the right of
communications. (d) the become due
“in writing” methods.
The language used Employer’s
connection access to all these
means hand- 2-delivered, sent with signing under the
for communications, Requirements, Contract as documents at any time.
written, type- or transmitted to
if not otherwise
the Contract
written, the address for (e) the Tender Agreement. security for a 3-if one Party discovers
the recipient’s specified, will be the bank or other a technical error or
printed or language used to and any other
communications documents financial defect in a document
electronically as stated in the write most of the
made,& contract. forming part of institution. meant to be used in
Contract (unless carrying out the Works,
resulting in a the address is the Contract.
permanent changed) that Party shall promptly
record. notify the other Party of
such error or defect.
General Provisions
1.9 1.10 Employer’s Use of 1.11 Contractor’s 1.12 Confidential 1.13 Compliance with 1.14 Joint and
Confidentiality:- Contractor’s Documents:- Use of Employer’s Details:- Laws :- Several Liability
The terms of the Regarding the Contractor's Documents:- Any information The Contractor shall, in If the Contractor
Contract shall be papers and other design papers Regarding the that the performing the is, in accordance
kept private and created by (or on behalf of) the
confidential by both Employer's contractor Contract, comply with with the
Contractor, the Contractor must Requirements and specified as applicable Laws. applicable laws, a
Parties, apart from maintain all copyright and other
information required other documents secret in the Unless stated in the consortium, joint
intellectual property rights.
to fulfill their created by (or on tender will not Particular Conditions: venture, or other
responsibilities By signing the contract, the behalf of) the need to be unincorporated
under it or to comply contractor agrees to provide the 1- The Employer is
Employer, the disclosed to the responsible for association of two
with legal employer a perpetual, Employer should employer. Any or more people:
requirements. transferable, non-exclusive, obtaining (or will
Without the prior royalty-free license to copy, use,
maintain copyright further obtain) any necessary 1-These
consent of the and distribute the contractor's and other Employer information that zoning, planning, or individuals will be
Employer, the documents, including the ability intellectual property the Employer other permissions for held accountable
Contractor shall not to make and apply modifications rights. For the may reasonably the Permanent Works, to the Employer
publish, enable to to them. This license shall:- purposes of the request to confirm
be published, or as well as any other for the execution
1-apply throughout the actual Contract, the the Contractor's permissions listed in of the Contract on
reveal any specifics Contractor may adherence to the
of the Works in any working life of the relevant parts the Employer's a joint and
trade or technical of the Works. copy, use, and Contract must be Requirements several basis.
document or obtain disclosed by the
2-grant permission for anybody 2- Contractor shall 2-These
elsewhere. legally in possession of the communication of Contractor.
these materials at give all notices, pay all individuals are
relevant part of the Works to taxes, duties and fees, required to inform
copy, use, and distribute the his expense.
Contractor's Documents to finish, Except as required and obtain all permits, the Employer of
run, maintain, modify, adjust, for the execution of licenses and their leader, who
repair, and demolish the Works. the Contract, the approvals, as required has the authority
Contractor may not by the Laws in relation to bind both the
3-Permit the use of the
Contractor's Documents, which copy, use, or to the design, Contractor and
take the form of computer disclose them to a execution and each of these
programs and other software, on third party without completion of the individuals.
any computer on the Site and the Employer's Works and the 3-The Contractor
anywhere else specified by the permission. remedying of any will not change its
Contract. This includes replacing defects. legal status or
any computers that the
Contractor supplies. composition
without the
employer's prior
approval.
2 -T H E
EMPLOYER
2.1 Right of Access to the Site
• In the time (or times) specified in the Particular Conditions, the Employer shall grant the
Contractor access to and ownership of all Site areas. The Contractor may not have exclusive custody
and rights. If the Employer is required by the Contract to turn over ownership of any foundation,
structure, plant, or means of access to the Contractor, the Employer must comply with the
Employer's Requirements regarding timing and method. However, until the Performance Security is
collected, the Employer may retain any such right or possession.
• If no such time is stated in the Particular Conditions, the Employer shall give the Contractor right of
access to, and possession of, the Site with effect from the Commencement Date.
• If the Contractor suffers delay and/or incurs Cost because of a failure by the Employer to give any
such right or possession within such time, the Contractor shall give notice to the Employer and shall
be entitled to:
(a) an extension of time for any such delay, if completion is or will be delayed,
(b) payment of any such Cost-plus reasonable profit, which shall be added to the Contract Price.
2.2 Permits, Licenses or Approvals
• At the Contractor's request, the Employer shall, to the extent that he is competent, offer the Contractor
reasonable assistance:
a) by having copies of the Laws of the Country which are relevant to the Contract but are not readily available.
b) for the Contractor’s applications for any permits, licenses or approvals required by the Laws of the Country:-
(i) which the Contractor is required to obtain
(ii) for the delivery of Goods, including clearance through customs
(iii) for the export of Contractor’s Equipment when it is removed from the Site.
2.3 Employer’s Personnel

• The Employer shall be responsible for ensuring that the Employer’s Personnel and the
Employer’s other contractors on the Site:
(a) co-operate with the Contractor’s efforts.
(b) take actions like those which the Contractor is required to take.
2.4 Employer’s Financial Arrangements
• The Employer shall submit, within 28 days after receiving any request from the Contractor, reasonable evidence
that financial arrangements have been made and are being maintained which will enable the Employer to pay the
Contract Price (as estimated at that time) . If the Employer intends to make any material change to his financial
arrangements, the Employer shall give notice to the Contractor with detailed particulars.
2.5 Employer’s Claims

• The Employer shall notify and provide details to the Contractor if he believes he is entitled to any payment
under any of the Conditions or otherwise related to the Contract, and/or to an extension of the Defects
Notification Period.
• As soon as the Employer learns of the incident or circumstances giving rise to the claim, notice must be issued.
Before the time's expiration, notice of any extensions of the defect's notification period must be supplied.
• The details must contain supporting documentation for the amount and/or extension to which the employer
believes they are entitled under the terms of the contract, as well as the specific clause or other basis for the
claim.
• The Employer may deduct this amount from any moneys due, or to become due, to the Contractor. The
Employer shall only be entitled to set off against or make any deduction from an amount due to the
Contractor, or to otherwise claim against the Contractor.
3 - T H E
E M P L O Y E R ’ S
A D M I N I S T R A T I O N
3.1 The Employer’s Representative
• An Employer's Representative may be chosen by the Employer to represent him in accordance with the Contract. In this
case, he will notify the Contractor of the Employer's Representative's name, address, responsibilities, and authority.
• The Employer's Representative is responsible for performing the tasks given to him and using the authority that the
Employer has granted him. The Employer's Representative will be regarded as having all of the Employer's authority
under the Contract unless the Employer tells the Contractor differently.
• The name, address, responsibilities, authority, and appointment date of the replacement must be disclosed to the
Contractor at least fourteen days in advance if the Employer plans to replace any individual designated as Employer's
Representative.
3.2 Other Employer’s Personnel
• Assistants may be given responsibilities and authority at the discretion of the Employer or the Employer's
Representative, who may also withdraw such a delegation at any moment. A resident engineer and/or independent
inspectors designated to examine and/or test components of plant and/or materials are examples of these helpers. The
Contractor must obtain a copy of the assignment, delegation, or revocation before it becomes effective.
• Assistants must be appropriately qualified individuals who possess the language proficiency necessary for
communication, the ability to perform these responsibilities and wield this authority.
3.3 Delegated Persons
• The delegation of power or duties to any of these individuals—including the
Employer's Representative and assistants—will only allow them to give instructions
to the Contractor to the extent specified in the delegation. Any action taken by a
delegated person in line with the delegation, such as an approval, check, certificate,
consent, examination, inspection, instruction, notification, suggestion, request, test,
or similar action, would have the same consequences as if it had been taken by the
employer. However:-
a) It will not release the Contractor from any obligations under the Contract,
including liability for mistakes, omissions, inconsistencies, and non-compliances,
unless specifically indicated in the delegated person's communication on such act.
b) Failure to object to any work, plant, or material will not be interpreted as
approval, and the employer's right to reject the work, plant, or material will
remain unaffected.
c) Contractors may challenge any decision or instruction made by a delegated person
by referring the issue to the Employer, who will promptly affirm, overturn, or
modify the decision or instruction.
3.4 Instructions
• For the Contractor to fulfill his responsibilities under the Contract, the Employer may provide him instructions. Every
instruction must be provided in writing and must include a statement of the duties it refers to as well as the Subclause
(or other Contractual term) that specifies those obligations.
• The Employer, the Employer's Representative, or an assistant to whom the necessary power has been assigned under
this Clause may give instructions to the Contractor.
3.5 Determinations
• In case that these Conditions require the Employer to decide or agree on anything, the Employer will attempt to reach a
consensus by consulting with the Contractor. If an agreement cannot be reached, the Employer will fairly decide in line
with the Contract, considering all pertinent facts.
• When an agreement or decision is reached, the Employer is required to notify the Contractor and provide supporting
documentation. Every Party shall give effect to every agreement or decision, unless the Contractor notifies the Employer
within 14 days of receiving a determination that he is unhappy with. The matter may then be referred to the DAB by
either Party.
4 - T H E
C O N T R A C T O R
4.1 Contractor’s General Obligations
• The contractor is responsible for designing, executing, and completing the Works in accordance with
the Contract, ensuring they are fit for their intended purpose.
• The contractor is required to furnish the specified plant, documents, personnel, goods, consumables,
and services for the design, execution, completion, and repair of defects.
• The Works encompass all necessary and implied works required by the Contract, including those
necessary for the Employer's requirements, stability, completion, or safe operation of the Works.
• The contractor is obligated to ensure the safety, stability, and adequacy of all site operations,
construction methods, and works.
• The Contractor must inform the Employer of any proposed arrangements or methods for the Works
execution, and no significant changes must be made without prior notification.
4.2 Performance Security
• The Contractor must obtain a Performance Security for proper performance, in the amount and currencies specified in the Particular
Conditions.
• The Security must be delivered to the Employer within 28 days of signing the Contract Agreement. The Security must be issued by an
approved entity within a country or jurisdiction.
• The Contractor must ensure the Security is valid and enforceable until the Works are completed, and defects are remedied.
• If the expiry date is not met, the Contractor can extend the validity until the Works are completed and defects are resolved.
• The Employer is prohibited from making a claim under the Performance Security unless:- The Contractor extends the validity of the
Security, pays the Employer due within 42 days, remedies a default within 42 days, or entitles the Employer to termination.
• The Employer must indemnify the Contractor against all damages, losses, and expenses resulting from a claim under the
Performance Security, including legal fees and expenses.
• The Employer must return the Performance Security to the Contractor within 21 days after they receive the Performance Certificate.
• The Employer must also hold the Contractor harmless from any damages, losses, or expenses resulting from a claim under the
Performance Security.
4.3 Contractor’s Representative 4.4 Subcontractors
• The Contractor must appoint a representative to act on their behalf
• The contractor is not allowed to subcontract the entire work and is
under the Contract.
responsible for any subcontractor's actions or defaults.
• They must submit the name and details of the representative to the
• The contractor must provide the employer with 28 days' notice of the
Employer before the Commencement Date.
subcontractor's appointment, their experience, work commencement,
• If consent is withheld or revoked, the contractor must submit another and site commencement, as specified in the Particular Conditions.
suitable person.
• The representative cannot revoke the appointment without the 4.5 Nominated Subcontractors
employer's consent.
• They must receive instructions and can delegate powers to competent • The Sub-Clause defines a "nominated Subcontractor" as a
individuals. subcontractor instructed by the Employer, and the Contractor is not
obligated to employ a subcontractor against whom they raise
• Delegation or revocation must be approved by the employer. reasonable objections.
• The representative and all parties must be fluent in the communication
language.
4.6 Co-operation 4.7 Setting Out
• The Contractor must allow suitable work opportunities for the
• The Contractor must accurately position the Works according to the
Employer's personnel, other contractors, and public authorities on or
Contract's original points, lines, and levels, and rectify any errors in their
near the site.
positions, levels, dimensions, or alignment.
• Any instruction that causes unforeseen costs is considered a variation.
• Services for these personnel and contractors may include using the
4.8 Safety Procedures
Contractor's equipment, temporary works, or access arrangements. • The contractor is required to :-
• The Contractor is responsible for their construction activities on the site 1. Adhere to safety regulations.
and must coordinate with other contractors as specified in the 2. Ensure the safety of all personnel on the site.
Employer's Requirements.
3. Maintain clearness of obstructions.
• If the Employer requires the Contractor to possess a foundation,
structure, plant, or means of access, they must submit the necessary 4. Provide fencing, lighting, guarding, and monitoring of the works
documents to the Employer in the specified time and manner. until completion.
5. Provide temporary works for public use and protection of
adjacent landowners and occupiers, including roadways,
footways, guards, and fences.
4.9 Quality Assurance 4.11 Sufficiency of the Contract Price
• The Contractor must establish a quality assurance system to ensure
• The Contractor must be satisfied with the correctness and sufficiency of
compliance with the Contract's requirements.
the Contract Price, which covers all obligations under the Contract,
• The Employer can audit the system's aspects. including Provisional Sums, and necessary items for the proper design,
• All procedures and compliance documents must be submitted to the execution, and completion of the Works and defect remediation.
Employer before each design and execution stage. 4.12 Unforeseeable Difficulties
• Technical documents must show prior approval from the Contractor. • The Contractor must have obtained all necessary information about
• Compliance with the system does not relieve the Contractor of any risks, contingencies, and circumstances affecting the Works, accepts
duties under the Contract. total responsibility for foreseeing difficulties and costs, and the
4.10 Site Data Contract Price will not be adjusted to account for unforeseen
difficulties or costs.
• The Employer must provide all relevant data on subsurface and 4.13 Rights of Way and Facilities
hydrological conditions at the Site, including environmental aspects,
to the Contractor before the Base Date and after the Base Date, with • The Contractor is responsible for all costs and charges for
the Contractor responsible for verifying and interpreting the data, special or temporary rights-of-way, including access to the
and the Employer has no responsibility for its accuracy or sufficiency. Site, and must obtain any additional facilities outside the
Site at their own risk and cost.
4.14 Avoidance of Interference 4.16 Transport of Goods
• The Contractor is prohibited from unnecessarily or improperly interfering • The Contractor must provide the Employer with 21 days' notice of the
with public convenience or access to roads and footpaths, regardless of delivery date for a Plant or major Goods to the Site.
whether they are public or owned by the Employer or others. • They are responsible for packing, loading, transporting, receiving,
• The Contractor is also obligated to indemnify the Employer from any unloading, storing, and protecting the Goods.
damages, losses, or expenses resulting from such interference. • The Contractor must indemnify the Employer from damages, losses, and
4.15 Access Route expenses resulting from the Goods' transport and negotiate and pay all
claims.
• The Contractor must be satisfied with the suitability and availability of
access routes to the Site and make reasonable efforts to prevent damage
to roads or bridges, including proper use of vehicles and routes.
4.17 Contractor’s Equipment
• The Contractor is responsible for maintenance, providing necessary • The contractor is responsible for all equipment brought to the site,
signs and directions, and obtaining necessary permissions. which is exclusively intended for the execution of the works.
• The Employer is not responsible for claims arising from access route use
and does not guarantee the suitability or availability of specific routes.
• Costs due to non-suitability or non-availability of access routes will be
borne by the Contractor..
4.18 Protection of the Environment 4.20 Employer’s Equipment and Free-
• The Contractor is obligated to protect the environment and minimize
Issue Material
damage to people and property due to pollution, noise, and other • The Employer must provide their equipment for the Contractor to use
operations' effects. in the execution of the Works, following the details, arrangements, and
prices stated in the Employer's Requirements.
• They must ensure emissions, surface discharges, and effluent do not exceed
the Employer's and applicable Laws' values. • The Contractor is responsible for each item of Employer's Equipment
while the Contractor's personnel operate, drive, or control it.
4.19 Electricity, Water and Gas • The appropriate quantities and amounts for the use of Employer's
• The Contractor is responsible for providing all necessary power, water, Equipment are determined in Sub-Clauses 2.5 and 3.5.
and other services for the Works, using available supplies as per the
Employer's Requirements. • The Contractor must pay these amounts to the Employer.
• They must provide necessary apparatus and measure quantities • The Employer must supply free-issue materials, which must be provided
consumed at their risk and cost. at their risk and cost.
• The quantities consumed and amounts due for services will be agreed • The Contractor must visually inspect the materials and promptly notify
upon in accordance with Sub-Clause 2.5 and Sub-Clause 3.5, and the the Employer of any shortage, defect, or default.
Contractor must pay these amounts to the Employer. • The Contractor's obligations do not relieve the Employer of liability for
any shortage, defect, or default not apparent from a visual inspection.
4.21 Progress Reports 4.22 Security of the Site
• Monthly progress reports must be prepared by the Contractor and • The Contractor is responsible for preventing unauthorized persons from
submitted to the Employer in six copies. accessing the Site, including the Contractor's and Employer's personnel,
• The first report covers the first month following the Commencement Date and any other personnel notified by the Employer as authorized
and will be submitted monthly thereafter, each within 7 days after the last personnel of other contractors on the Site.
day of the period.
• Reporting will continue until the Contractor completes all outstanding
work at the completion date stated in the Taking-Over Certificate for the
Works.
• The reports should include charts, detailed descriptions of progress,
photographs, manufacturer information, manufacturer location,
percentage progress, and actual or expected dates of manufacture,
inspections, tests, shipment, arrival at the site, records of personnel and
equipment, quality assurance documents, variations, notices, safety
statistics, and comparisons of actual and planned progress with potential
delays.
4.23 Contractor’s Operations on Site 4.24 Fossils
• The Contractor is responsible for operating on the Site and any • The employer is responsible for the care and authority of all fossils,
additional areas agreed upon by the Employer. coins, articles of value, and structures found on the site.
• They must ensure the safety of their equipment and personnel and keep • The contractor must take reasonable precautions to prevent damage or
them off adjacent land. removal.
• During the execution of the Works, the Contractor must keep the Site • If a finding is discovered, the contractor must inform the employer and
free from obstruction and dispose of any surplus materials. receive instructions on how to handle it.
• They must also clear away any wreckage, trash, and temporary works • If the contractor incurs delays or costs due to following the instructions,
that are no longer needed. they can request an extension of time for completion and payment of
• Upon receiving the Taking-Over Certificate, the Contractor must the cost, which will be added to the contract price.
remove all equipment, surplus materials, wreckage, rubbish, and • The employer will then proceed with determining these matters in
temporary works. accordance with Sub-Clause 3.5.
• They must leave the Site and Works in a clean and safe condition.
5- DESIGN
DESIGN
• General Design Obligations:-
The Employer is responsible for ensuring the correctness of immutable portions, definitions of intended purposes, testing and performance
criteria, and information that cannot be verified by the Contractor, except as stated in the Contract.
• Contractor’s Documents :-
The Contractor's Documents must be reviewed before the execution of any part of the Works, and if modifications are made, the Contractor must
inform the Employer and submit revised documents in accordance with the review procedure, unless otherwise agreed upon.
• Contractor’s Undertaking :- The Contractor undertakes that the design, the Contractor’s Documents, the execution and the completed
Works will be in accordance with: (a) the Laws in the Country (b) he documents forming the Contract, as altered or modified by
Variations
• Technical Standards and Regulations:-
The Contractor must inform the Employer of new or changed standards in the Country after the Base Date, and if compliance is required, initiate
a Variation in accordance with Clause 13.
• Training:-
The Contractor shall carry out the training of Employer’s Personnel in the operation and maintenance of the Works to the extent specified in the
Employer’s Requirements. If the Contract specifies training which is to be carried out before taking-over, the Works shall not be considered to be
completed for the purposes of taking-over under Sub-Clause 10.1 [Taking Over of the Works and Sections] until this training has been
• As-Built Documents:-
The contractor must provide a detailed "as-built" record of the work, including locations, sizes, and specifics, to the Employer before tests begin.
They must also provide as-built drawings for approval before issuing a Taking-Over Certificate, ensuring completion for taking-over purposes.
• Operation and Maintenance Manuals:-
The Contractor must provide detailed operation and maintenance manuals to the Employer before starting tests on completion, and the Works
will not be considered completed until final manuals are received, as per the Employer's requirements.
• Design Error:-
If errors, omissions, ambiguities, inconsistencies, inadequacies or other defects are found in the Contractor’s Documents, they and the Works shall
be corrected at the Contractor’s cost, notwithstanding any consent or approval, under this Clause.
6- STAFF AND
LABOUR
STAFF AND LABOUR
• Engagement of Staff And labour:-
Except as otherwise stated in the Employer’s Requirements, the Contractor shall and make arrangements for the engagement of all staff and
labour, local or otherwise, and for their payment, housing, feeding and transport.
• Rates of Wages and Conditions of Labour:-
The Contractor shall pay rates of wages, and observe conditions of labour, which are not lower than those established for the trade or industry
where the work is carried out. If no established rates or conditions are applicable, the Contractor shall pay rates of wages and observe conditions
which are not lower than the general level of wages and conditions observed locally by employers whose trade or industry is similar to that of the
Contractor.
• Persons in the Service of Others:-
The Contractor shall not recruit, or attempt to recruit, staff and labour from amongst the Employer’s Personnel.
• Labour Laws :-
The Contractor shall comply with all the relevant labour Laws applicable to the Contractor’s Personnel, including Laws relating to their
employment, health, safety, welfare, immigration and emigration
• Working Hours
No work shall be carried out on the Site on locally recognised days of rest, or outside normal working hours, unless:
(a) otherwise stated in the Contract, (b) the Employer gives consent, or
(c) the work is unavoidable, or necessary for the protection of life or property or for the safety of the Works, in which case the Contractor shall
immediately advise the Employer.
• Facilities for Staff and Labour :-
Except as otherwise stated in the Employer’s Requirements, the Contractor shall provide and maintain all necessary accommodation and welfare
facilities for the Contractor’s Personnel. The Contractor shall also provide facilities for the Employer’s Personnel as stated in the Employer’s
Requirements. The Contractor shall not permit any of the Contractor’s Personnel to maintain any temporary or permanent living quarters within
the structures forming part of the Permanent Works.
• Health and Safety:-
The Contractor shall at all times take all reasonable precautions to maintain the health and safety of the Contractor’s Personnel. In collaboration
with local health authorities, the Contractor shall ensure that medical staff, first aid facilities, sick bay and ambulance service are available at all
times at the Site and at any accommodation for Contractor’s and Employer’s Personnel.
• Contractor’s:-
Superintendence Throughout the design and execution of the Works, and as long thereafter as is necessaryto fulfil the Contractor’s obligations,
the Contractor shall provide all necessary superintendence to plan, arrange, direct, manage, inspect and test the work. Superintendence shall be
given by a sufficient number of persons having adequate knowledge of the language for communications (defined in Sub-Clause 1.4 [Law and
Language]) and of the operations to be carried out (including the methods and techniques required, the hazards likely to be encountered and
methods of preventing accidents), for the satisfactory and safe execution of the Works.6.9
• Contractor’s Personnel
The Contractor’s Personnel shall be appropriately qualified, skilled and experienced in their respective trades or occupations. The Employer may
require the Contractor to remove (or cause to be removed) any person employed on the Site or Works, including the Contractor’s Representative
if applicable, who:
(a) persists in any misconduct or lack of care, (b) carries out duties incompetently or negligently,
(c) fails to conform with any provisions of the Contract, or (d) persists in any conduct which is prejudicial to safety, health, or the protection of
the environment. If appropriate, the Contractor shall then appoint (or cause to be appointed) a suitable replacement person.
7 - P L A N T,
MATERIALS
AND
WORKMANSHIP
PLANT, MATERIALS AND WORKMANSHIP
• Manner of Execution:-
The contractor is responsible for manufacturing Plant, Materials, and other Works in accordance with the Contract, good practice, and proper
facilities, unless otherwise specified.
• Samples:-
The Contractor shall submit samples to the Employer, for review in accordance with the procedures for Contractor’s Documents described in Sub-
Clause 5.2 [Contractor’s Documents], as specified in the Contract and at the Contractor’s cost. Each sample shall be labelled as to origin and
intended use in the Works.
• Inspection:-
The Employer's personnel must have full access to the Site and natural materials, and have the right to examine, inspect, measure, and test
materials and workmanship during production, manufacture, and construction. The Contractor must provide opportunities for their duties,
inform the Employer when work is ready, and rectify work at the Contractor's expense.
• Testing:-The Contractor is responsible for providing necessary tools, support, paperwork, electricity, fuel, consumables, instruments, labor,
supplies, and personnel for tests. If modifications reveal non-compliance, the Contractor must pay. The Employer can direct extra testing or
changes, and the Contractor must provide certified test reports, which must be endorsed or issued a certificate.
• Rejection:-
The Employer can reject defective Plant, Materials, design, or workmanship by providing written notice and explanation. The Contractor must
check if the item conforms to the Contract and fix the issue. If a retest is required, the Contractor must reimburse the Employer for additional
expenses.
• Remedial Work
The Employer can instruct the Contractor to remove, replace, or execute work that is not in accordance with the Contract, re-execute work, or
perform urgent work for safety reasons.
• Ownership of Plant and Materials
The Employer acquires the property of Plant and Materials when delivered to the Site or when the Contractor is entitled to payment under Sub-
Clause 8.10, as per the country's laws.
• Royalties
The Contractor must pay royalties, rents, and other payments for natural materials and disposal of surplus material from demolitions,
excavations, and other sources, unless specified in the Contract.
8 -
C O M M E N C E M E N T,
D E L AY S A N D
S U S P E N S I O N
• Commencement of Works (unless other wise stateted in contract agreement)
(a) the Employer shall give the Contractor not less than 7 days’ notice of the Commencement Date; and (b) the Commencement Date shall be
within 42 days after the date on which the Contract comes into full force and effect under Sub-Clause.
-The contractor should commence the design first and the execution of workers before the commencement date
• Time for Completion:
The Contractor shall complete the whole of the Works, end each Section (if any), within the Time for Completion for the Works or Section (as the
case may be), including:
(a) achieving the passing of the Tests on Completion (b) completing all work which is stated in the Contract as being required for the Works or
Section to be considered to be completed for the purposes of taking over under Sub-Clause 10.1 [Taking Over of the Works and Sections].
• 3-program
In this contract clause: a-The contractor is required to provide a time schedule for the project within 28 days after the commencement date.
b-They should update this schedule whenever it doesn't match actual progress or their obligations.
c-The schedule should include the order of work, review periods, inspection and test sequences, and a report describing their work methods and
resource estimates.
d-If the employer doesn't object within 21 days, the contractor must follow the schedule.
e-The employer can rely on the schedule for planning their activities. f-The contractor must inform the employer of potential issues
that could delay the project and must revise the schedule if it doesn't meet contract requirements or actual progress.
• Extension of Time for Completion
a-The contractor can get an extension of the project completion time under certain conditions.
b-These conditions include a variation (unless the time extension is already agreed upon), any cause of delay specified in the contract, or delays
caused by the employer, their personnel, or other contractors on the site.
c-If the contractor believes they are entitled to a time extension, they must notify the employer as per the contractor's claims procedure.
d-When determining the length of the time extension, the employer can increase it based on previous determinations but cannot decrease the
total extension of time.
• Delays Caused by Authorities
If the following conditions are met:
i-The contractor has diligently followed the procedures required by the legally constituted public authorities in the country.
ii-These authorities cause delays or disruptions to the contractor's work.
iii-The delay or disruption was not something an experienced contractor could have reasonably foreseen at the time of submitting their tender,
Then, these delays or disruptions caused by the public authorities will be considered as a valid cause of delay under the specific sub-paragraph (b)
of Sub-Clause 8.4, which deals with extensions of time for project completion.
• Suspension of Work:- The Employer may at any time instruct the Contractor to suspend progress of part or all of the Works. During such
suspension, the Contractor shall protect, store and secure such part or the Works against any deterioration, loss or damage.
• Consequences of Suspension:- If the contractor experiences delays or incurs additional costs due to complying with the employer's
suspension instructions or resuming work after a suspension, they must notify the employer. They are then entitled to:
(a) An extension of time if the project's completion will be delayed, as determined under Sub-Clause 8.4.
(b) Payment of any additional costs incurred, which will be added to the contract price. The employer will agree or determine these matters
through the process outlined in Sub-Clause 3.5.
The contractor is not entitled to an extension of time or payment for costs resulting from their faulty design, workmanship, materials, or failure to
protect, store, or secure the project as per Sub-Clause 8.8.
• Prolonged Suspension: If the suspension has continued for more than 84 days, the contractor can request permission to proceed. If the
employer does not grant permission within 28 days, the contractor can treat the suspension as an omission (variation) under Clause 13. If the
suspension affects the entire project, the contractor can give notice of termination under Sub-Clause 16.2.
• Resumption of Work: After receiving permission or an instruction to proceed, both parties jointly examine the works and any affected plant
and materials. The contractor is responsible for addressing any deterioration, defects, or losses that occurred during the suspension period.
• Delay Damages
a-If the contractor fails to meet the specified completion time as outlined in Sub-Clause 8.2 (Time for Completion), they are required to pay delay
damages to the employer as a result of their default. b-The amount of these delay damages is determined and specified in the Particular
Conditions of the contract.
c-The contractor must pay these delay damages for each day that elapses between the originally specified Time for Completion and the date
mentioned in the Taking-Over Certificate.
d-However, the total amount of delay damages paid by the contractor cannot exceed the maximum amount specified in the Particular Conditions.
e-These delay damages are the sole damages the contractor is liable to pay for their delay, except in cases where the contract is terminated by the
employer before the project's completion under Sub-Clause 15.2 (Termination by Employer).
f-It's important to note that paying these delay damages does not release the contractor from their obligation to complete the works or any other
duties and responsibilities they have under the contract.
• Payment for Plant and Materials in Event of Suspension: If work on plant or the delivery of plant and materials has been suspended for
more than 28 days, and the contractor has marked these items as the employer's property following instructions, the contractor is entitled to
payment for the value of these items as of the suspension date.
9 -T E S T S O N
COMPLETION
• Contractor’s Obligations :
TESTS ON COMPLETION
The contractor is required to conduct Completion Tests in accordance with Clause and Sub-Clause , after providing necessary documents .
The Contractor must inform the Employer within 21 days of the completion date for each Tests on Completion, with tests typically being
conducted within 14 days, unless otherwise agreed upon by the Employer.
The Tests on Completion, unless otherwise specified in the Particular Conditions, will be conducted in the following sequence:
1 - Pre-commissioning tests, including inspections and functional tests, are necessary to ensure each plant item can safely proceed to the next
stage.
2 - Commissioning tests must include operational tests to ensure the safe operation of the Works or Section under all available conditions.
3 - The trial operation must demonstrate the reliability and compliance of the Works or Section with the Contract.
The Contractor must inform the Employer during trial operation that the Works are ready for further tests, including performance tests, to ensure
compliance with the Employer's requirements and Performance Guarantees.The trial operation does not qualify as a taking-over under Clause 10, and
any product produced during the trial operation belongs to the Employer.The Contractor must submit a certified report of the Tests on Completion
to the Employer after the Works or a Section pass each of the Tests, considering the Employer's use of the Works.
• Delayed Tests :
If the Employer delays Tests on Completion & the Sub-Clause apply. If the Contractor delays Tests, the Employer can require them to complete
them within 21 days. The Contractor must provide notice and schedule the tests. If the Contractor fails to complete the tests within 21 days, the
Employer can proceed with the tests at the Contractor's risk and cost. The Tests are considered completed in the Contractor's presence and the
results are considered accurate.
• Retesting :
If a section fails to pass Tests on Completion, Sub-Clause 7.5 [Rejection] applies, and the Employer or Contractor may require repeated tests under
the same conditions.
• Failure to Pass Tests on Completion :
If a Works or Section fails to pass the Tests on Completion under Sub-Clause, the Employer can order further repetition, reject the Works or
Section if it deprives them of substantial benefit, have the same remedies as in Sub-Clause [Failure to Remedy Defects], or issue a Taking-Over
Certificate.
The Contractor must fulfill all obligations under the Contract and reduce the Contract Price to cover the reduced value to the Employer. The
Employer may require the reduction to be agreed upon and paid before the Taking-Over Certificate is issued or determined under Sub-Clause of
the Employer's Claims and Determinations.
10-
EMPLOYEER’S
TAKING OVER
EMPLOYEER’s TAKING OVER
• Taking Over of the Works and Sections
The Contractor can apply for a Taking-Over Certificate 14 days before the completion of the Works or Sections, and the Employer must issue it
within 28 days. If the Contractor rejects the application, they must complete the work before issuing a further notice. If the Employer fails to issue
the Certificate or rejects the application, the Certificate is considered issued.
• Taking Over of Parts of the Works
Parts of the Works (other than Sections) shall not be taken over or used by the Employer, except as may be stated in the Contract or as may be
agreed by both Parties.
• Interference with Tests on Completion
If a Contractor is prevented from conducting Tests on Completion for over 14 days due to an employer-related cause, they must complete the tests
as soon as possible. If delays occur, the Contractor can request an extension of time and payment of the cost plus reasonable profit, which will be
added to the contract price.
11- DEFECTS
AFTER TAKING
OVER
DEFECTS AFTER TAKING OVER
• Completion of Outstanding Work and Remedying Defects :
The Contractor must complete work within specified timeframes and remedy defects or damage, unless the Employer provides notice. If defects
occur during the Defects Notification Period, the Contractor must inspect, propose, and apply Sub-Clause
• Cost of Remedying Defects :
The contractor is responsible for completing outstanding work and resolving defects due to design, non-compliance, improper operation, or failure
to comply with contract obligations, at their risk and cost. If work is attributed to other causes, Sub-Clause of the Agreement or Determination
applies.
• Extension of Defects Notification Period :
The Employer can extend the Delivery Notice Period (DNP) for defects or damage in Works or Sections, but not more than two years after its
expiry, and Contractor's obligations apply if delivery is suspended.
• Failure to Remedy Defects :
The Employer can fix a remediation date for defects or damage if a contractor delays. The contractor is responsible for the work but not the work
itself. The Employer is entitled to payment for the costs. If the contractor accepts the work, the Employer can receive performance damages or a
reduced contract price. The contract can be terminated if the defect or damage deprives the Employer of substantial benefit.
• Remedying of Defective Work off Site :
If a plant's defect cannot be resolved quickly, the contractor must inform the employer of the need for repair, including details of the damaged
plant, location, transportation, inspections, testing, and expected return time.
• Further Tests after Remedying Defects :
The Contractor must notify the Employer within 7 days of resolving a defect or damage, and if not, the Employer may object or instruct repeated
testing, following previous terms at the Party's risk.
• Right of Access after Taking Over :
The Contractor has 28 days to access all Works and records after issuing a Performance Certificate. To access any part, they must request access by
giving a notice, and the Employer must confirm or propose alternative dates within 7 days.
• Contractor to Search :
The Contractor is obligated to search for defects under the Employer's direction and must finish on the agreed date. If the defect isn't remedied,
the Contractor is entitled to cost plus profit. If not, the Employer can conduct the search.
• Performance certificate :
The Contractor's obligations under the Contract are fulfilled when the Employer issues a Performance Certificate, indicating the date of
fulfillment. The certificate must be issued within 28 days of the expiry of Defects Notification Periods or after the Contractor has provided all
necessary documents and completed the works in accordance with the Contract.
• Unfulfilled Obligations :
After the Performance Certificate, parties are responsible for unperformed obligations, with the Contract remaining in force.
Contractors cannot be held liable for defects or damage after two years, except in legal cases or cases of fraud, negligence, or reckless misconduct.
• Clearance of Site :
Following the Performance Certificate issue, the Contractor must remove remaining equipment, surplus material, wreckage, rubbish, and
Temporary Works from the Site, reinstate affected areas, and leave the Site and Works in the condition specified by the Employer.
If the Contractor fails to comply with sub-paragraph within 28 days of the Performance Certificate issue, the Employer may sell or dispose of
remaining items or reinstate and clean the Site at the Contractor's cost, subject to Claims For Payment and/or EOT.
1 2 -T E S T S
AFTER
COMPLETION
TESTS AFTER COMPLETION
• Completion of Outstanding Work and Remedying Defects :
Procedure for Tests after Completion
If Tests after Completion are specified in the Contract, this Clause shall apply. Unless otherwise stated in the Particular Conditions:
(a) The Employer shall provide all electricity, fuel and materials, and make the Employer’s Personnel and Plant available;
(b) the Contractor shall provide any other plant, equipment and suitably qualified and experienced staff, as are necessary to carry out the Tests
after Completion efficiently; and
(c) the Contractor shall carry out the Tests after Completion in the presence of such Employer’s and/or Contractor’s Personnel as either Party may
reasonably request.
Tests after completion are scheduled after the Employer takes over the Works or Section, with the Contractor given 21 days' notice. Unless
otherwise agreed, they should be carried out within 14 days. The Contractor will compile and evaluate the results, preparing a detailed report,
considering the Employer's prior use of the Works.
• Delayed Tests :-
If the Contractor incurs costs due to unreasonable delay by the Employer in testing after completion, the Contractor must notify the Employer
and be entitled to payment plus reasonable profit, which will be added to the Contract Price, and the Employer must agree or determine this cost
and profit.
• Retesting If the Works, or a Section, fail to pass the Tests after Completion:
(a)sub-paragraph (b) of Sub-Clause shall apply. (b) either Party may then require the failed Tests, and the Tests after Completion on any
related work, to be repeated under the same termsand conditions.
If and to the extent that this failure and retesting are attributable to any of the matters listed in sub-paragraphs (a) to (d) of Sub-Clause 11.2 [Cost of
Remedying Defects] and cause the Employer to incur additional costs, the Contractor shall subject to Sub-Clause 2.5 [Employer’s Claims] pay these
costs to the Employer.
• Failure to Pass Tests:-
after Completion If the following conditions apply, namely:
(a) the Works or a Section, fail to pass any or all of the Tests after Completion,
(b) the relevant sum payable as non-performance damages for this failure is stated (or its method of calculation is defined) in the Contract, and
(c) the Contractor pays this relevant sum to the Employer during the Defects Notification Period.then the Works or Section shall be deemed to
have passed these Tests after Completion.
13-VARIATIONS
AND
ADJUSTMENTS
VARIATIONS AND ADJUSTMENTS
• Right to Vary:
The employer can initiate variations to the project before issuing the Taking-Over Certificate for the Works. These variations can be instructed by
the employer or based on the contractor's proposal. Variations can't include the omission of work that others are responsible for. The contractor
must execute each variation unless they provide notice that they can't readily obtain the necessary goods, it would reduce safety or suitability, or
it would negatively impact performance guarantees. The employer then decides to cancel, confirm, or vary the instruction.
• Value Engineering:
The contractor can propose changes that accelerate completion, reduce costs, improve efficiency, or provide other benefits. The proposal must be
prepared at the contractor's cost and include specific details.
• Variation Procedure:
If the employer requests a proposal before instructing a variation, the contractor must respond with a description, a program for execution,
program modifications, and a proposal for adjustments to the Contract Price. The employer must respond promptly with approval, disapproval, or
comments.
• Payment in Applicable Currencies:
If the contract allows for payment in multiple currencies, the amount payable in each currency is specified based on the actual or expected
currency proportions of the varied work's cost and the specified currency proportions for the Contract Price.
• Provisional Sums:
Provisional sums are used only as instructed by the employer, and the Contract Price is adjusted accordingly. The employer may instruct work
execution, Plant and Materials supply, or both, for which the contractor is paid based on actual expenses, overhead charges, and profit.
• Daywork:
For minor work, the employer may instruct a daywork basis, and work is valued based on a daywork schedule. The contractor submits quotations,
invoices, and statements for resources used.
Adjustments for Changes in Legislation:
The Contract Price is adjusted to account for changes in laws or interpretations affecting the contractor's obligations. If changes cause delays or
additional costs, the contractor can notify the employer and seek an extension of time and additional payment.
Adjustments for Changes in Costs:
If the Contract Price needs adjustment due to changes in labor, goods, or other input costs, the method is specified in the Particular Conditions of
the contract.
14-CONTRACT
PRICE AND
PAYMENT
CONTRACT PRICE AND PAYMENT
• The Contract Price :
Unless otherwise stated in the Particular Conditions:
(a) payment for the Works shall be made on the basis of the lump sum Contract Price, subject to adjustments in accordance with the Contract;
and
(b) the Contractor shall pay all taxes, duties and fees required to be paid by him under the Contract, and the Contract Price shall not be adjusted
for any of these costs, except as stated in Sub-Clause 13.7
• Advance Payment :
The Employer must pay an advance payment for mobilization and design when the Contractor submits a guarantee in accordance with the
Particular Conditions. The first instalment is due after receiving a Statement, Performance Security, and guarantee in amounts and currencies
equal to the advance payment. The Schedule of Payments in a contract specifies estimated contract values, subject to actual progress.
• Plant and Materials intended for the Works:
The Contractor is entitled to interim payment for Plant and Materials not yet on the Site if they are in the country, marked as Employer's
property, or have provided insurance and a bank guarantee to the Employer, valid until the Plant and Materials are properly stored on site and
protected against loss, damage, or deterioration.
• Interim Payments:
The Employer must approve the Performance Security before payment, and within 28 days, notify the Contractor of any disagreements. Payments
are not withheld, except for rectification or replacement costs if the Contractor is not in accordance with the Contract, or if the Contractor fails to
perform work or obligations in accordance with the Contract.
• Delayed Payment :
If the Contractor fails to pay in accordance with Sub-Clause 14.7, they will be entitled to monthly compounded financing charges, calculated at an
annual rate three percentage points above the central bank's discount rate, without formal notice and without prejudice to other rights.
• Payment of Retention Money:
The contractor receives the first half of the Retention Money after the Works passes all tests, including Tests after Completion. If a Section is
issued a Taking-Over Certificate, the relevant percentage is paid when the Section passes all tests. The outstanding balance is paid after the
Defects Notification Period expires. If work is left to be executed under Clause 11 or Clause 12, the Employer can withhold the estimated cost until
it is executed.
• Statement at Completion:
The contractor must submit a Statement at completion within 84 days of receiving the Taking-Over Certificate for the Works, including the value
of all work, any additional sums, and an estimate of future amounts due. The Employer must then notify the contractor and make payment in
accordance with Sub-Clause 14.7.
• Application for Final Payment:
Within 56 days after receiving the Performance Certificate, the Contractor shall submit, to the Employer, six copies of a draft final statement with
supporting documents showing in detail in a form approved by the Employer:
(a) the value of all work done in accordance with the Contract, and
(b) any further sums which the Contractor considers to be due to him under the Contract or otherwise.
• Discharge:
When submitting the Final Statement, the Contractor shall submit a written discharge which confirms that the total of the Final Statement
represents full and final settlement of all moneys due to the Contractor under or in connection with the Contract. This discharge may state that it
becomes effective when the Contractor has received the Performance Security and the out-standing balance of this total, in which event the
discharge shall be effective on such date
• Final Payment :
In accordance with sub-paragraph (c) of Sub-Clause 14.7 [Timing of Payments], theEmployer shall pay to the Contractor the amount which is
finally due, less all amounts previously paid by the Employer
• Cessation of Employer’sLiability:
The Employer shall not be liable to the Contractor for any matter or thing under or in connection with the Contract or execution of the Works,
except to the extent that the Contractor shall have included an amount expressly for it:
(a) in the Final Statement and also
(b) (except for matters or things arising after the issue of the Taking-Over Certificate for the Works) in the Statement at completion described in
Sub-Clause 14.10 [Statement at Completion].
• Currencies of Payment:
The contract stipulates that payments must be made in local and foreign currencies, with fixed exchange rates specified in the contract
agreement. All payments and deductions must be made in the appropriate amounts and currencies. Reimbursement of damages is also required.
Additional payments must be made in the Employer's used money or as determined by both parties. If the Contractor owes the Employer more
than the required amount, the Employer may recoup the remaining amount in that currency.
15-
TERMINATION
BY EMPLOYER
TERMINATION BY EMPLOYER
• Notice to Correct:
The Employer can demand the Contractor to rectify any breach of the Contract within a specified timeframe. The Employer can terminate the
Contract if the Contractor fails to comply with sub-clauses, abandons the works, subcontracts without agreement, becomes bankrupt or insolvent,
or engages in similar actions. Termination may result in a receiving or administration order against the party. The Contractor is prohibited from
giving inducements or rewards to any person, including their personnel, agents, or subcontractors, unless lawful. The Employer can terminate the
Contract with 14 days' notice, expel the Contractor from the Site, and maintain all rights. After termination, the Employer can complete the
Works and use the Contractor's Goods, Documents, and Design Documents.
• Valuation at Date of Termination :
After termination notice, Employer must determine value of Works, Goods, Contractor's Documents, and other sums due to Contractor for work
executed in accordance with Contract.
• Payment after Termination :
After a termination notice, the Employer can proceed with their claims, withhold payments until costs are established, and recover any losses,
damages, and extra costs incurred by the Employer. After recouping these costs, the Employer must pay any remaining balance to the Contractor.
Employer’s Entitlement to Termination :
The Employer can terminate the Contract at any time by notifying the Contractor, which will take effect 28 days after receiving notice or
returning Performance Security. Termination cannot be used to execute the Works or arrange for another contractor. Contractor must follow
Cessation of Work and Removal of Equipment.
1 6 - S U S P E N S I O N
A N D
T E R M I N AT I O N B Y
C O N T R AC TO R
SUSPENSION AND TERMINATION BY CONTRACTOR
• Contractor’s Entitlement to Suspend Work :
If the employer fails to comply with financial arrangements or payment timings, the contractor can suspend work or reduce the rate after 21 days'
notice, without prejudice to financing charges or termination rights. If evidence or payment is received before termination, the contractor must
resume normal work as soon as possible.
If a contractor experiences delay or incurs costs due to work suspension, they must inform the employer and be entitled to an extension of time
and payment of the cost plus reasonable profit, which will be added to the contract price.
• Termination by Contractor :
The Contractor can terminate the Contract if the Contractor fails to receive reasonable evidence within 42 days of giving notice about the
Employer's financial arrangements, fails to receive the due amount within 42 days of the payment timing, fails to perform their obligations, fails to
comply with the Assignment, a prolonged suspension affects the entire Works, the Employer becomes bankrupt or insolvent, goes into
liquidation, or has a similar effect.
The Contractor can terminate the Contract with 14 days' notice to the Employer, without affecting any other rights under the Contract or otherwise.
• Cessation of Work and Removal of Contractor’s Equipment :
After receiving a termination notice, the contractor must cease all work except for necessary safety measures, hand over payment for work, and
remove all goods from the site, except for safety reasons, and leave the site promptly.
• Payment on Termination :
The employer must promptly return the Performance Security to the contractor after termination, pay the contractor according to the Optional
Termination, Payment and Release clause, and cover any loss or damage.
1 7 - C A R E O F T H E
W O R K S A N D
I N D E M N I T I E S
CARE OF THE WORKS AND INDEMNITIES
• Responsibility for Care of the Works:
The contractor is responsible for the care of the Works, Goods, and Contractor's Documents until the Date of Completion of the Works or until a
Taking-Over Certificate is issued for a Section or Part. If the contract is terminated, the contractor's responsibility ends. If any loss or damage
occurs during the period when the contractor is responsible, except as stated in Sub-Clause 17.2, the contractor must rectify the loss or damage at
their own cost to ensure compliance with the Contract.
• Liability for Care of the Works:
The contractor is liable for any loss or damage caused by them to the Works, Goods, or Contractor's Documents after the issue of a Taking-Over
Certificate. However, the contractor is not liable for loss or damage resulting from specific events such as interference with easements, use or
occupation by the employer, design faults by the employer, unforeseeable natural events, or any act or default of the employer's personnel or other
contractors. If any of these events result in damage, the contractor must promptly notify the employer and rectify any loss or damage as instructed
by the employer. If loss or damage results from a combination of these events and a cause for which the contractor is liable, the contractor may be
entitled to an extension of time and cost compensation.
• Intellectual and Industrial Property Rights:
This section addresses infringements and claims related to intellectual property rights. Parties are required to notify each other of claims within 28
days of receiving them. The employer indemnifies the contractor for certain types of infringements, and the contractor indemnifies the employer
for other types of infringements. The indemnifying party may assume responsibility for negotiating settlements and legal proceedings
• Indemnities by Contractor:
The contractor is responsible for bodily injury, sickness, death, or damage to property arising from their execution of the Works, unless
attributable to negligence, willful acts, or breach by the employer. The contractor also indemnifies the employer for design-related acts, errors, or
omissions that result in the Works not being fit for their intended purpose.
• Indemnities by Employer:
The employer indemnifies the contractor for bodily injury, sickness, death, or damage to property attributable to the employer's negligence,
willful acts, or breach. This includes damage to or loss of property other than the Works, in certain circumstances.
• Shared Indemnities:
Liability to indemnify is proportionately reduced when events that contributed to damage, loss, or injury fall under both the contractor's and
employer's responsibilities.
1 8 - E XC E P T I O N A L
E V E N T S
EXCEPTIONAL EVENTS
• Exceptional Event” means an event or circumstance which:
•is beyond a Party’s control;
•the Party could not reasonably have provided against before entering into the Contract;
•having arisen, such Party could not reasonably have avoided or overcome; and
•is not substantially attributable to the other PartyAn Exceptional Event may comprise but is not limited to any of the following events or
circumstances provided that conditions (i) to (iv) above are satisfied:
(a)war, hostilities (whether war be declared or not), invasion, act of foreign enemies. (b)rebellion, terrorism, revolution, insurrection, military or
usurped power, or civil war;
(c) riot, commotion or disorder by persons other than the Contractor’s Personnel. (d) strike or lockout not solely involving the Contractor’s
Personnel and other employees of the Contractor and Subcontractors;
(e) encountering munitions of war, explosive materials. (f) natural catastrophes
If a party is prevented from performing obligations due to an Exceptional Event, they must notify the other party within 14 days of becoming
aware of the event. The affected party must specify the prevented obligations and be excused from performing them from the date the event
occurs. If the other party receives the notice after 14 days, they can only be excused from performing the prevented obligations from the date of
receipt.
• Duty to Minimise Delay :
Each Party shall at all times use all reasonable endeavours to minimise any delay in the performance of the Contract as a result of an Exceptional Event.
If the Exceptional Event has a continuing effect, the affected Party shall give further Notices describing the effect every 28 days after giving the first Notice.
• Consequences of an Exceptional Event:
If the Contractor is the affected Party and suffers delay and/or incurs Cost by reason of the Exceptional Event.
• Optional Termination:
If the execution of substantially all the Works in progress is prevented for a continuous period of 84 days by reason of an Exceptional or for multiple
periods which total more than 140 days due to the same Exceptional Event, then either Party may give to the other Party a Notice of termination of the
Contract. In this event, the date of termination shall be the date 7 days after the Notice is received by the other Party, and the Contractor shall proceed.
After the date of termination the Contractor shall, as soon as practicable, submit detailed supporting particulars (as reasonably required by the Employer’s
Representative) of the value of the work done, which shall include:
(a) the amounts payable for any work carried out for which a price is stated in the Contract.
(b) the Cost of Plant and Materials ordered for the Works which have been delivered to the Contractor, or of which the Contractor is liable to accept
delivery. This Plant and Materials shall become the property of (and be at the risk of) the Employer when paid for by the Employer, and the Contractor
shall place the same at the Employer’s disposal.
1 9 - I N S U R A N C E
• General Requirements for Insurance:
INSURANCE
The clause defines "insuring Party" as the party responsible for executing and maintaining insurance specified in the relevant Sub-Clause. If the
contractor is the insuring party, insurance must be arranged with insurers and approved by the employer, following any agreed terms before the
contract agreement. If the employer is the insuring party, insurance must be arranged with insurers and in accordance with the particular
conditions. If a policy is required to indemnify joint insured individuals, the cover applies separately to each insured. If additional joint insured
individuals are insured, the contractor acts on their behalf, but the employer acts for the employer's personnel. Additional joint insured
individuals are not entitled to direct payments or dealings with the insurer. Payments are made in the required currencies for rectification.
• The relevant insuring Party shall, within the respective periods stated in the Particular:
Conditions (calculated from the Commencement Date), submit to the other Party:
(a) evidence that the insurances described in this Clause have been effected, and
(b) copies of the policies for the insurances described in Sub-Clause 18.2[Insurance of Works and Contractor’s Equipment] and Sub-Clause18.3
[Insurance against Injury to Persons and Damage to Property]
The insuring party must submit proof of payment and comply with insurance policies. They must inform insurers of any changes to the works and
ensure insurance is maintained. No changes to insurance terms should be made without prior approval. If the insuring party fails to effect or
maintain necessary insurances, the other party may effect insurance and pay the premiums. The contract price will be adjusted accordingly. The
contractor and employer's obligations, liabilities, and responsibilities are not limited by this clause. If the insuring party fails to effect insurance,
the other party must pay any recoverable money.
• Insurance for Works and Contractor’s Equipment :
The insuring party must insure Works, Plant, Materials, and Contractor's Documents for full reinstatement cost, including demolition, debris
removal, professional fees, and profit. This insurance is effective from the submission of evidence and until the Taking-Over Certificate for the
Works. The insuring party must maintain the insurance until the Performance Certificate issue, for loss or damage caused by the Contractor or
Subcontractors in other operations. The contractor's equipment must be insured for full replacement value, including delivery to the site, and be
effective while transported and no longer required.
The relevant insuring Party shall, within the respective periods stated in the Particular:
Unless otherwise stated in the Particular Conditions, insurances under this Sub-Clause:
(a) shall be effected and maintained by the Contractor as insuring Party, (b) The agreement outlines joint names of parties entitled to insurer
payments for rectifying losses or damages, covering all non-listed causes.(d) shall also cover loss or damage from the risks listed in sub-paragraph
(c) of Sub-Clause 17.3 [Employer’s Risks], with deductibles peroccurrence of not more than the amount stated in the Particular Conditions (if an
amount is not so stated, this sub-paragraph (d) shall not apply), and (e) may however exclude loss of, damage to, and reinstatement of:
(i) a part of the Works which is in a defective condition due to a defect in its design, materials or workmanship (but cover shall include any other
parts which are lost or damaged as a direct result of this defective condition and not as described in subparagraph (ii) below),
(ii) a part of the Works which is lost or damaged in order to reinstate any other part of the Works if this other part is in a defective condition due
to a defect in its design, materials or workmanship,
(iii) a part of the Works which has been taken over by the Employer, except to the extent that the Contractor is liable for the loss or damage, and
2 0 - E M P LOY E R ’ S
A N D
C O N T R AC TO R ’ S
C L A I M S
• Employer’s and Contractor’s Claims :
A Claim may arise: (a) if the Employer considers that the Employer is entitled to any additional payment from the Contractor (or reduction in the
Contract Price) and/or to an extension of the DNP; (b) if the Contractor considers that the Contractor is entitled to any additional payment from the
Employer and/or to EOT; or
(c) if either Party considers that he/she is entitled to another entitlement or relief against the other Party. Claims For Payment and/or EOT
If either Party considers that he/she is entitled to any additional payment by the other Party and/or to EOT or an extension of the DNP (in the case of the
Employer) under any Clause of these Conditions or otherwise in connection with the Contract, the following Claim procedure shall apply.
Notice of Claim : The claiming Party shall give a Notice to the other Party, describing the event or circumstance giving rise to the cost, loss, delay or
extension of DNP for which the Claim is made as soon as practicable, and no later than 28 days after the claiming Party became aware, or should have
become aware, of the event or circumstance (the “Notice of Claim” in these Conditions).
If the claiming Party fails to give a Notice of Claim within this period of 28 days, the claiming Party shall not be entitled to any additional payment, the
Contract Price shall not be reduced.
The Contractor or Employer must not extend the Time for Completion or the DNP, and the other party is not liable for the claim. If the claiming party fails
to provide a Notice of Claim within 28 days, the other party must provide a notice within 14 days, with reasons. If the other party fails to do so, the Notice
of Claim is considered valid. Fully detailed Claim “fully detailed Claim” means a submission which includes:
(a) a detailed description of the event or circumstance giving rise to the Claim; (b) a statement of the contractual and/or other legal basis of the Claim;
(c) all contemporary records on which the claiming Party relies; and (d) detailed supporting particulars of the amount of additional payment claimed (or
amount of reduction of the Contract Price in the case of the Employer as the claiming Party), and/or EOT claimed (in the case of the Contractor) or
extension of the DNP claimed (in the case of the Employer).other Party or considers there are circumstances.

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C O N S T R U C T I O N T E N D E R S

2.3 Employer’s Personnel

2.5 Employer’s Claims

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