rity Fédération Internationale das lngénisure-Conesls Intemational Federation of Coneuting Engineers t Intemationale Verenigung Beratender Ingenicure u Faderacién Interacionel de Ingetieros Consutores r C Conditions of Contract for i EPC/Turnkey Projects . GENERAL CONDITIONS 7 GUIDANCE FOR THE PREPARATION OF PARTICULAR CONDITIONS FORMS OF TENDER, CONTRACT AGREEMENT AND DISPUTE ADJUDICATION AGREEMENT© Copyright FIDIG 1998 AR fights reserved, No part of tis pulbkcation may bo repreduced or transmitted in any form or by any means without 2 pemrission of the publisher, FIDIC is tre French acronyr for the international Federation of Consulting Engineers, Fr was founded in 1913 by three national associations of consuiting engineers within Europe. The objectives of forming the federation ware to promote in common the professional interests of the member associations and to disseminate information of interest to members of its” component national associations. Te FIDIG membership numbers more than 60 countries from all parts of the Globe and the federation represents most of the private practice consulting ‘engineors in the world. IDIC arranges seminars, conferences and other events in the furtherance of its goals: maintenance of high ethical and professional standards; exchange of ‘views and information: discussion of problems of mutual concern among member associations and representatives of tha international financial institutions 5 and evelopment of the consuiting engineering industry in developing cauinties. Fie Publications include proceedings of various conferences and seminars, information for consulting engineers, project owners and intemational development agencias, standard pre-qualification forms, contract documents and. Glent/consuttart agreements. They are available trom the secretariat in Switzerland, Pubished by Fédération Internationale des Ingérieus-Consets FDIC) Word Trade Conte P.O, Box $11 1218 GENEVA 16 (Switzerond) Phone #41 22 799 4900 Fax 441 22700 4001 E-mat fdo@tsc.og Internet. www fefe.org FOC 199 Coy) ecoyp eo coy oT faced. abimt Ct C7 c “ey oD re say Conditions of Contract for EPC/Turnkey Projects Fist Edition 1999 ISBN 2-88432.001.0 FEDERATION INTERNATIONALE DES INGENIELAS-CONSELS INTERNATIONAL FEDERATION OF CONSULTING ENGINEERS INTERNATIONALE VEREINIGUNG BERATENDER INGENIEURE FEDERAGION INTERNACIONAL DE INGENIEROS CONSOLTORES GENERAL CONDITIONS: GUIDANCE FOR THE PREPARATION OF PARTICULAR GONDITIONS FORMS OF LETTER OF TENDER, CONTRACT AGREEMENT AND DISPUTE ADJUDICATION AGREEMENTPoe te be Hobo b bt Pog tee et ee peeC7 f_ oy INTRODUCTORY NOTE TO FIRST EDITION FIDIC’s Rod and Yolow Books (le. standard forms of contract for works of cMil engingering Construction and for electrical and mechanical works) have been in widespread use for several ‘decades, anc have been recognised - among other things - for their principles of balanced risk sharing between the Employer and the Contractor. These risk sharing principles have been ‘beneficial for both parties, the Employer signing a contract at 2 lower price and only having further costs when perticular unusual risks actually eventuale, and the Contractor avoiding pricing such risks which are not easy to evaluate, The principles of balanoad risk sharing are continued in the new *Construction" and "Plant and Design-Build” Books. During recent years it has bean noticed that much of the construction market requires a form of contract where certainty of final price, and often of completion date, ate of extreme importance. Employers on such turnkey projects are wiling to pay more - sometimes considerably more - for their project f they can be more certain that the agreed final price will not be exceeded. Among such projects can be found many projects financad by private funds, where the lenders require ‘greater cortainty about 9 project's costs to the Empioyer than is allowed for under the aliocation of "iSkS provided tor by FIDIC's traditional forms of contracts. Otten the construction project the EPC ~ Engineay, Procure, Construct - Contract} is only one part of e complicated commercial venture, and financial or other falure of this construction project wil jeopardize the whole venture. For such projects it is necessary for the Contractor to assume responsibilty for a wider range of risks than under the traditional Red and Yellow Books, To obtain incraasad certainty of the final price, the Contractor is offen asked to cover such risks as the occurrence of poor or unexpected ‘ground conditions, and that what is set out in the requirements prepared by the Emoloyer actually wil resuit in the desired objective. If the Contractor is to carry such riska, the Employer obviously ‘must give hirn the time and opportunity to obtain and consider all relevant information before the Contractor is asked to sign on a fixed contract price. The Employer must also realize that asking responsible contractors to price such risks wil increase the construction cost and resut in some projects not beng commercially viable. Even under such contracts the Employer does cay certain risks such 2s the risks of war, terrorism ‘and the lke and the other risks of Force Majeure, and it is always possible, and cometmes ‘advisable, for the Parties to discuss other risk sharing arrangements before entering into the ‘Contract. In the case of BOT (Bulld-Operate-Transfer) type projects. which are normally negotiated 199 @ package, the allocation of risk provided for in the turnkey construction Contract negotiated Initaly benween the Sponsors and the EPC Contractor may need to be adjusted in order to take into account the final alocation of all risks between the various contracts forming tho total package, Apart from the more recent and rapid davalopmant of privately financed projects demanding ‘contract terms ensuring increased certainty of price, time and performance, it has long been ‘apparent that many employers, particulary in the public sector, in a wide range of countries have demanded sirniar contract terme, at least for turkey contracts. They have often ireverertly taken ‘the FIDIG Red or Yelow Books and altered the terms so that risks placed on the Employer in the FIDIC Books have bean transferred to the Contractor, thus effectively removing FIDIC’s traditional principles of balanced risk shering, This need of many employers has not gone unnoticad, ang FIDIC has considered it better for all parties for this need to be openly recognised and requiarisad. By providing a standard FIDIC form for use in such contracts, the Employer's requirements for more risk to be taken by the Contractor are clearly stated, Thus the Employer does nat have to attempt ‘o alter a standard form intended for another risk arrangement, and the Contractor is fully aware of ene 1609a the increased risks he must bear. Clearly tne Contractor will rightly increase his tender price to account for such extra risks. Tis form for EPC/Tumkey Projects is thus intended to be suitable, not only for EPC Contracts within 2 BOT or similar typo venture, but also for all the many projects, both large and smaller, Particularly E & M (Electrical and Mechanical) and other process plant orojacts, being carried out around the word by all types of employers, often in a cull law environment, where the government departments or private developers wish to implement their project on a fixec-once tumkey basis and with a strictly two party approach Employers using this form must realise that the "Employer's Requirements’ which they prepare should describe the principle and basic design of the plant on a functional basis. The Tenderer should then be permitted and reguired to very atl relevant information and data and make any eoassary investigations, He shall also carry out any necessary design and detailing of the specific ‘equipment and plant he is offering, allowing him to offer solutions best suited to his equipment and experience. Therefore the tendering procedure has to permit discussions between tha Tenderer and ‘the Employer about technical matters and commercial conditions. All such matters, when agreed, shall then form part of the signed Contract. ‘Thereattor the Contractor should be given freedom fo carry out the work in his chosen manner, provided the end resut meets the performance criteria specified by the Employer. Consequently, ‘the Employer should only exercise limited control over and should in general not interfere with the Contractor's work. Clearly the Empjoyer wil wsh to know and folow progress of the work and be _3s8ured that the time programme is being folowed. He wil also wich to know that the work quality js as specifing, that third parties are not being disturbed, thal performance tests are met, and ‘otnerwise that the ‘Employer's Requirements" are being complied with AA feature of this type of contract is that the Contractor nas to prove the reliability and performance of his plant and equioment. Therefore special attention is given to the "Tosts on Completion’, which ‘often take place over a considerable time period, and Taking Over shall take piace only after successtul completion of these tests. FIDIC recognizes that privately-tnanced projects are usuelly subject to more negotiation than ubicly-financed ones and that therefore changes are likely to have to be made in any standard form of contract proposed for projects within a BOT or similar type venture. Among other things, such form may need to be adapted to take account of the special, not unique, characteristics of each project, as well es the requirements of lenders and ethers providing financing, Nevertheless, such changes do not do away with the need for a standard form, Those Conditions of Contract for EPC/Tumkey Projects are not suitable for use in the following circumstances: © If there is insufficient time or information for tenderers to scrutinise and check the Employer's Requirements or for tham to camry out their designe, risk assessment stucies and estimating {taking particular account of Sub-Giauses 4.12 and 5.1). © construction will involve substantial work underground or work in other areas which tenderers cannot inspect. © I the Employer intends to supervise closely or control the Contractor's work, or to raviow ‘most of the construction drawings. © the amount of each interim payment is to be determined by an official or other intermediary. FIDIG recommends that the Conditions of Contract for Pant and Design-Build be used in the above Glrcumstances for Works designed by (or on behaif of) the Contractor. Fine 1098 yo) soyACKNOWLEDGEMENTS Fédération Internationale das Ingénieurs-Conseils (FIDIC) extends special thanks to the following members of its Update Task Group: Christopher Wade (Group Leader), SWECO-VBB, Sweden; Peter L Booen (Principal Drafter), GIBB Ltd, UK; Hermann Bayeriein, Fichtner, Germany; Christopher R Seppala (Legal Adviser), White & Case, France; and Jose F Speziale, IATASA, Argentina. The preparation wes carried out under the general direction of the FIDIC Contracts Committee which comprised John B Bowcock, Consulting Engineer, UK (Chairman); Michael Mortimer-Hawkins, SwedPower, Sweden: and Axel-Volkmar Jaeger, Schmidt Reuter Partner, Germany; together with KB (Tony) Nonts as Special Adviser. Drafts were reviewed by many persons and organisations, including those listed below. Their comments were duly studied by the Update Task Group and, where considered appropriate, have influenced the wording of the clauses. Mushtag Ahmad, NESPAK, Pakistan; Peter Batty, Post Buckley International, USA; Roeland Bertrams, Clifford Chance, Netherlands: Charles G Borthwick, SwedPower, Sweden; Manfred Broege, Lahmeyer Intemational, Germany; Pablo Bueno, TYPSA, Spain; Nae! G Bunn, Consulting Engineer, Ireland; lan Fraser, Beca Carter Hollings & Ferner, New Zealand; Roy Goode, Oxford University, UX; Dan W Graham, Bristows Cooke & ‘Carpmael, UK; Mark Griffiths, Griffiths & Armour, UK; Geoffrey F Hawker, Consulting Engineer, UK; Hesse & Steinberger, VDMA, Germany; Poul E Huilsted, Elsamprojekt, Denmark; Lennart lwar, Lindahl, Sweden; Gordon L Jaynes, Whitman Breed Abbott & Morgan, UK; Tonny Jensen (Chairman of FIDIC Quality Management Committee), COW, Denmark; Martin Klapper, Hopgood and Ganim, Australia; Philip Loots & Associates, South Africa; Nell McCole, Merz and McLelian, UK; Matthew Needham- Laing, Victoria Fussel & Paul J Taylor, Bentymans Lace Mawer, UK; J Gordon Recs, Binnie Black & Veatch, UK; Tim Reynolds, Constant & Constant, UK; David R Wightman & Gertando Butera, Nabarro Nathanson, UK; the Association of Japaness Consuiting Enginears; the Construction industry Authority of the Philippines; the Dutch \Vereniging voor Bouwracht; the European International Contractors (EIC); ORGAnisme de Liaison Industries Métalliques EuropSennes (ORGALIME]; the International Association of Dredging Contractors; the International Bar Association; the Asian Development Bank; and the World Bank. Acknowledgement of reviewers does not mean that such persons or organizations approve of the wording of all clauses. In. particular, EIC and ORGALIME nave expressed reservations about some clauses of this EPC Contract. FIDIC wishes to record its eppraciation of the time and effort devoted by all the above, ‘The ultimate decision on the form and content of the document rests with FIDIC, ‘erncimFOREWORD The Fédération Internationale des Ingéniours-Consels (FIDIC) published, In 1999, First Editions of four new standard forms of contract: Conditions of Contract for Construction which are recommended for building or enginearing works designed by the Employer or by his representatve, the Engineer. Under the usual arrangements for this type of contract, the Contractor constructs the works in accordance with a dosign provided by the Employer. However, the works may incluge some elements of Contractor-designed civil, mechanical, electrical and/or construction works. Conditions of Contract for Plant and Design-Build, wich are recommend for the provision of electrical anci/or mechanical pant, ‘and for the design and execution of building or engineering werks. Under the ueual arrangements for this type of contract, the Contractor designs and provides. in accorcance with the Employer's requirements, plant anct/ar other works; which may include any combination of ivi, mechanical, electrical andlor construction works. ‘Conditions of Contract for EPC/Turnkey Projects, which may be suitable for the provision on a tumkey basis of a process or power plant, of a factory or similar facility, or of an infrastructure project or other type of deveropment, where (i) a higher degree of certainty of final prics and ‘time is required, and {i} the Contractor takes total responsiblity for the design ‘and execution of the project, with lite involvement of the Empioyer. Under the Usual arrangements for tunkey projects, the Contractor carrios out al the Engineering, Procurement and Construction (EPC): providing a fully-equipped {acilty, ready for operation (at the "tum of the kay’) ‘Short Form of Contract, which is recommended for buiiding or engineering works of relatively small capital value. Depending on the type of work and the circumstances, this form may also be suitable for contracts of greater value, particularly for relatively simple or repetitive work or work of short duration. Under the usual arrangements for this type of contract, the Contractor constructs the works in accordance with a dosign provided by the Employar or by his representative (if €any), Dut this form may also be suitable for a contract which includes, or wholly comprises, Contractor-deeigned civil, mechanical, electrical and/or construction works. The forms are recommended for general use where tenders are invited on an international basis. Modifications may be required in some jurisdictions, particulary it tho Conditions are to be used on domestic contracts. FIDIC considers the official and authentic texts to be the versions in the English tanguage. In the preparation of these Conditions of Contract for EPG/Tumkey Projects, it was recognised that. while there are many sub-ciauses which will be generaily applicable, there are some sub-cisuses which must necessary vary to take account of the ern 1080circumstances relevant to the particular contract. The sub-clauses which were considered to be applicable to many (out not all) contracts have been included in tha General Conditions, in order to facilitate their incorporation into each contract. The Ganecal Concitions and the Particular Conditions will togetner compiico tho Conditions of Contract governing the rights and obligations of the parties. It wil be necessary to prepare the Particular Contitions for each individual contract, and to take account of those sub-clauses in the General Conditions which mention the Particular Conaitions. For this publication, the General Conditions wers prepared on the following basis: @ interim payments, in respect of the lump sum Contract Price, will be made as ‘work proceeds, and will typicaly be based on instalments specifad in a schedule; {ifthe wording in the General Conditions necessitates further data which would ‘ypically be prescribed by the Employer, then the sub-cause makes reference to this data being contained in the Particular Conditions or in the Employer's Requirements; i) where a sub-clause in the General Conditions daals with a matter on which different contract terms are ikely to be applicable for different contracts, the Principles applied in writing the sub-clause were: (@) users would find it more convenient it any provisions which they did not wish to apply could simply be daletad or not invoked, than if addtional text had to be written (in the Particular Conditions) because the General Conditions did not cover their requirements; or ©) in other cases, where the application of (a) was thought to be inappropriate, the sub-clause contains the provisions which were considered applicable to most contracts. For example, Sub-Ciause 14.2 [Advance Payment] is included for converiencs, not ‘because of any FIDIC polcy in respect of advance payments, This Sud-Ciause becomes inapplicable (even if itis not delated) i it is disregarded by not specifying the amount of the advanos. It should therefore be noted thal some of the provisions contained in the ‘General Conditions may not be appropriate for an apnarently-typical contract. Furner information on tnese aspects, example wording for other arrangements, and other explanatory material and a chock list and example wording to assist in the preparation of the Particular Conditions and tne other tender documents, are included within this publication as Guidance for the Proparation of the Particular Conditions. Before incorporating any example wording, it must be checked to ensure that it fs wholy suitable for the particular circumstances; if not, it must bs amended. Where example wording is amentied, and in all cases where other amendments or additions are mace, care must be taken fo ensure that no ambiguity is created, either with the General Conditions or between the clauses in the Particular Conditions. It is ‘essential that all these drafting tasks, and the entire preparation of the tender ena 1009 oy yo}.co Gocuments, are entrusted to personnel with the relevant expsnisé, including the Contractual, technical and procurement aspects. This puiication concludes with example forms for the Letter of Tender, the Contract ‘Agreement, and altematives for the Dispute Adjudication Agreement. This Dispute ‘Adjudication Agreement provides text for the agreement between the Employer, the Contractor and the person appointed to act either as sole adjudicator or as a member Of a three-person dispute adjudication board: and incorporates (by reference) the ‘terms in the Appendix to the General Conditions, FIDIC intends to publsh a guide to the use of its Conditions of Contract for Construction, for Plant and Design-Build, and for EPG/Turnkey Projects. In order to clarfy the sequance of Contract activitios, roferance may be made to the charts on the next two pages and to the Sub-Clauses listed below (some Sub-Clause numbers are also stated in the charts). The charts are illustrative and must not be ‘akon into consideration in the interpretation of the Conditions of Contract. 1.131 & 187 Base Date 1.132 & 8.1 Gommencement Date 1.166 & 42 — Performance Security 1.1.88 & 6.2 Time for Completion (as extended under 8.4) 1.1.3.4 & 91 Tests on Completion 11,85 & 101 Taking-Over Cerificate 1.1.3.6 & 121 Tests after Completion if any) 1.1.37 & 11.1 Defects Notification Period (as extended under 11.3) 1.138 & 11.9 — Performance Centticate ernie 1988Issue of he Submission 1.6 Signing of 8.1 10.1 issue of 17,9 issue of te Tender ofthe the. Contract Commencement Taking-OverPettormance - Documents Tender Agreemant’ Date Certicate Cerificate 9.1 Tests on fd i) c 1 12 13 14 16 4.0 1 18 19 1.40 4a 1.12 4.18 14 2 24 22 23 24 25 3 a4 32 33 34 35 4 44 42 43 4a General Conditions CONTENTS GENERAL PROVISIONS ...,.. Defiritions: Interpretation ‘Communications Law and Language Priority of Documents Contract Agreement Assignment Care and Supply of Documents Confidentiality Employer's Use of Contractor's Documents Contractor's Use of Employer's Documents Confidential Detais Compliance with Laws Joint and Several Liability ‘THE EMPLOYER... Right of Access to the Site Permits, Licences or Approvals Employer's Personne! Employer's Financial Arrangements Employer's Claims ‘THE EMPLOYER'S ADMINISTRATION ... ‘The Employer's Representative Other Employer's Personnol Delegated Persons Instructions Determinations THE CONTRACTOR ., Contractor's General Obligations Pertormance Security Contractor's Representative Subcontractors FOC 1900 i45 48 ar 48 49 4.10 att 4.12 413 aad 448 446 4.47 4n8 Ang 4.20 424 422 423 424 5A 52 53 64 55 56 87 68 61 62 63 64 85 66 87 68 69 6.10 611 7 TA 72 78 74 75 78 1 78 Nominated Subcontractors Co-operation Setting Out Salety Procedures Quality Assurance Site Data Sulfciency of the Contract Price Unioreseeable Difficulties Fights of Way and Facilities Avoidance of interference Access Route ‘Transport of Goods Contractor's Equipment Protection ofthe Ervionmant Bectricity, Water and Gas Emooyer's Equioment and Free-Issue Material Progress Reports ‘Security of the Site Contractor's Operations on Site Fossils DESIGN . General Design Obligations Contactors Documents Contractor's Undartaking Technical Standards and Regulations Training ‘As-Bult Documenta Operation and Maintenance Manuals Design Error ‘STAFF AND LABOUR .............. Engagement of Staff and Labour Rates of Wages and Conditions of Labour Persons in the Service of Employer Labour Laws. Working Hours Facilities for Staft and Labour Heaith and Safety Contractor's Superintendence Contractor's Personnel Records of Contractor's Personnel and Equipment Disorderly Conduct PLANT, MATERIALS AND WORKMANSHIP Manner of Execution Samples inspection Testing Rejection Remedial Work ‘Ownership of Plant and Materials Royalties © AIC 1900 Oe alagg a — aat 82 83 84 85 36 87 88 ao 10 ant 812 a1 92 93 o4 10 10.4 10.2 103 " a4 112 113 114 116 116 Wz 118 119 ‘COMMENCEMENT, DELAYS AND SUSPENSION +28 Commencement of Works Time for Completion Programme Extension of Time for Completion Delays Coused by Authorities Rate ot Progress Delay Damages ‘Suspension of Work Consequences of Suspension Payment for Plant and Materia in Event of Suspension Prolonged Suspension Resumption of Work ‘TESTS ON COMPLETION ... Contractor's Obligations Delayed Tests, Retesting Failure to Pass Tests on Completion EMPLOYER'S TAKING OVER ....... ‘Takhng Over of the Works and Sections Taking Over of Parts of the Works Interference with Tests on Completion DEFECTS LIABILITY ‘Completion of Outstanding Work and Femedying Defects Cost of Remaaying Defects Extension of Defects Notification Period Failure to Remedy Defects Removal of Defective Work Further Tests Right of Access Contractor to Search Performance Certificate 11.10 Unfulfiled Obligations 11.11 Clearance of Site 12 424 12.2 123 12.4 3 43.4 13.2 133 19.4 13.5 138 © FIC 1909 ‘TESTS AFTER COMPLETION .. Procedure for Tests after Completion Delayed Tasts Retesting Falure to Pass Tests after Completion VARIATIONS AND ADJUSTMENTS . .. Right to Vary Value Engineering Variation Procedure Payment in Applicable Currencies Provisional Sums. Daywork18.7 Adjustments for Changes in Legislation 13.8. Adjustments for Changes in Cost 14 CONTRACT PRIGE AND PAYMENT .. 14.1. The Contract Price 14.2. Advance Payment 14.3 Application for Interim Payments 14.4. Schedule of Payments 14.5. Plant and Materials intended for the Works 14.66 interim Payments 44.7. Timing of Payments 14.8. Delayed Payment 14.9 Payment of Retention Money 14.10 Statement at Completion 14.11 Application for Final Payrnent 14.12 Discharge 14.13 Final Payment 14.14 Cessation of Employer's Liability 14.15 Currencies of Payment 15 TERMINATION BY EMPLOYER .... 19.1 Notice to Correct 18.2 Termination by Employer 15.8 Veluation at Date of Termination 15.4 Payment after Termination 18.5. Employer's Entitlement to Termination 16 SUSPENSION AND TERMINATION BY CONTRACTOR ... 16.1 Contractor's Entitlament to Suspend Work 16.2 Termination by Contractor 16.3 Cessation of Work and Removal of Contractor's Equipment 16.4 Payment on Termination 17 RISK AND RESPONSIBILITY... 17.1 Indemnites 17.2 Contractor's Care of the Works 17.3 Employer's Risks 17.4 Consequences of Emplayer's Risks 17.5 Intellectual and industrial Property Rights 17.6. Limitation of Liabilty 18 INSURANCE . _47 18.1 General Requirements for insurances 18.2 Insurance for Works and Contractor's Equipment 18.3. Insurance against Injury to Persons and Damage to Propeny 18.4. Insuranos for Contractor's Personnel 19 FORCE MAJEURE 19.1. Definition of Force Majeure 19.2. Notice of Force Majeure Bn tee leet Lee OL at Weal Juan Pena Lee193 19.4 195 198 197 20 204 20.2 203 20.4 205 208 20.7 208 Duty to Minimise Delay ‘Consequences of Force Majeure Force Majeure Affecting Subcontractor ‘Optional Termination, Payment and Fieiease Release trom Performance under the Law CLAIMS, DISPUTES AND ARBITRATION .. 52 Contractor's Claims Appointment of the Dispute Adjudication Board Failure to Agree Dispute Adjudication Board Obtaining Dispute Adjudication Board's Decision Armicabla Settlement Arbitration Failure to Comply with Dispute Adjudication Board's Decision Expy of Dispute Adjudication Board's Appointment APPENDIX INDEX OF SUB-CLAUSES .. . OAD 1880 GENERAL CONDITIONS OF DISPUTE ADJUDICATION AGREEMENT... 57Definitions listed alphabetically 4.1.8.4 113.2 1d Wa2 114d 11.2.3 1.1.6.4 14.6.4 1127 11.42 11.62 44.89 1487 11.22 1163 14.26 1128 1148 14.2.10 11.43 11.64 114.4 4.1.8.2 eK 1000 Bese. Date Commencement Date Contract Contract Agresment, Contract Price Contractor Contractor's Documents Contractor's Equipment Contractor's Personnel Contractor's Representative Cost Country DAB. day Defects Notification Period Employer Empioyer’s Equipment Employer's Personnel Employer's Representative Employer's Requirements FiDic Final Statement Foros Majeure Forsign Currency Goods 11.65 1483 W24 1138 14S 14.6.8 1188 14.5.5 11.46 W147 4448 14.58 1.1.6.7 11.48 1.1.28 1.1.85 AAT 1404 11.38 1.1.3.4 14.8.3 Laws Local Currency Materials Party Performance Certificate Performance Guerentees Performance Security ‘Parmanent Works Plant Provisional Sum Retention Money. ‘Schedule of Payments Section Ste ‘Statement Subcontractor ‘Taking-Over Certificate Temporary Works Tender Tasts after Completion Tests on Completion ‘Time for Completion Vavition Works year + jodie! lei Shem, fs’ esGeneral Conditions Genffral Provisions i onsen 1 14 fe claee 1 1 1 I I UN ea [ [. In the Conditions of Contract (‘these Conditions"), which include Particular Conditions and these General Conditions, the folowing words and expressions shal have the "meanings stated. Words indicating persons or partes include corporations and other legal entitas, except whore the context requires otherwise, iad 1AA2 1118 1A 1AA6 A201 11.22 11.28 14.24 11.26 1.1.26 © rc1c 1098 "Contract" means the Contract Agroamont, these Conditions, the Employer's Requirements, the Tender, and the further documents (f any) which are listed in the Contract Agreement. “Contract Agreement” means the contract agreement referred to in Sub- ‘Clause 1.6 [Contract Agreement), including any annexed memorenda. “Employer's Requirements* means the document entitiad employer's roquiroments, 09 included in the Contact, and any additions and ‘Modifications to such document in accordance with the Contract. Such document specifies the purpose, scope, and/or design and/or other technical ciiteria, for the Works, “Tender means the Contractor's signed offer for the Works and all other documents which the Contractor submitted therewith (other than these Conditions and the Employor's Reguirementa, if so submitted), as included in the Contract. “Performance Guarantees" and "Schedule of Payments" mean the Gocuments so named (if any). as included in the Contract. “Party” means the Employer or the Contractor, as the context requires, "Employer means the person named as employer in the Contract ‘Agreement and the legal successors in ttle to this person. “Contractor” means the person(s) named as contractor in the Contract ‘Agreement and the legal successors in tite to this person(g), “Employer's Representative means the person named by the Employer in the Contract or appointed from time to time by the Employer under Sub-Glause 3.1 [The Employer's Representative, who acis on behaif of the Employer. “Contractor's Representative": means tha person named by the Contractor in the Contract or appointed from time to time by the Contractor under Sub-Clause 4.3 [Contractor's Representative). who acts on behalf of the Contractor. “Employer's Personnel’ means the Employer's Representative, the assistants referred to in Sub-Clause 2.2 (Other Employer's Personnel 111.3 Dates, Tests, Periods. and Completion VAT 1.1.28 1.1.29 1.4.2.10 14.84 14.8.2 1183 11.6.4 14.3.8 113.6 1137 8 FIDE 1200 and all other staff, labour and other employaes of the Employer and of the Employer's Representative; and any other personnel notified to the Contractor, by the Employer or the Employer's Representative, as Employer's Personnel. ‘Contractor's Personnel" means the Contractor's Representative and all personnel whorn the Contractor utiises on Site, who may include the staff, labour and other employees of the Contractor and cf 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; and the legal successors in title to each of these persons. “DAB™ means the parson or thres persons so named in the Contract, or ‘other person(s) appointed under Sub-Clause 20.2 Appointment of the Dispute Adjudication Board) ot Sub-Ciause 20.3 [Faire to Agree Dispute Adjudication Board, “FIDIC" means the Fédération Internationale des Ingénieurs-Conseils, the international federation of consulting engineers, “Base! Date" means the date 28 days prior to the latest date for submission of the Tender. “Commencement Date" means the date notified under Sub-Ciause 8.1 {Commencement of Works], unless otherwise defined in the Contract Agreement, "Time for Completion" means the time for completing the Werks or a Section (as the case may be) under Sub-Clause 8.2 [Time for Completion], as stated in the Particular Conditions (with any extension under Sub-Clause 8.4 [Extension of Time for Completion), calculated ‘from tne Commencement Date, “Tests on Gompletion” means the tests which are specified in the Contract or agreed by both Parties or instructed as a Veriation, and whioh are caried out under Clause 9 [Tests on Completion] before the ‘Works or a Saction (as the case may be} ara taken over by the Employer. “Taking-Over Gertificate’ means a certificate issued under Clause 10 [Employer's Taking Over. “Tests after Completion" means the tests (f any) which are specified in the Contract and which are carried oul under Clause 12 [Tests after Completion) after the Works or a Section (as the case may be) are taken ‘over by the Employer, "Defects Notification Period’ moans the poriod for notifying defects in the Works or a Section (as the case may be) under Sub-Clause 14.1 {Completion of Outstanding Work and Remedying Defects}, as stated in the Particular Conditions (with any extension under Sub-Clause 11.3 Extension of Defects Notification Periodl), calculated from the dato on ‘which the Works or Section is completed as certified under Sub-Clauss [Ooettone of Corrs er EPC Projetsaoe ee mr, ama TS 14.4 Money and Payments 145 Works and Goods 1.1.38 11389 1d 14.4.2 14.48, 114d 1145 11.46 14.47 1148 1484 1.152 1153 115.4 (© FOG 1099 10.4 [Taking Over of the Works and Sections). If no such period is stated in the Particular Conditions, the period shall be one year. “Performance Certificate" means the ceriifeate issued under Sub- Clause 11.9 [Performance Certificate] “day” means a calendar day and “year* means 365 days. “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 (if any) in ‘accordance with the Contract. “Cost” means all exnerciture reasonably incurred (or to be ineuréd) by the Contractor, whether on or off the Site, inciuding overhead and similar charges, but does not inciude prot. “Final Statement” means the statement defined in Sub-Clause 14.11 Woplication tor Final Payment), “Foreign Currency’ means @ currency in which part (or al) of the Contract Price is payable, but not the Local Currency. "Local Curreney' means the surency of the Country. “Provisional Sum" means a sum (f any) which is specified in the Contract as a provisional sum, for the execution of any part of the Works. + for the supply cf Piant, Materials or services under Sub-Clausa 13.5, Provisional Sums}. “Retention Money" means the accumulated retention moneys which the Employer retains under Sub-Giause 14.8 [Appiication for interim Payments] and pays under Sub-Clause 14.9 [Payment of Retention Money). *Statement’ moans a etaterment eubmitted by the Contractor as part of ‘an epplication for payment under Giause 14 [Contract Price and Payment “Contractor's Equipment" means all apparatus, machinery, vehicles ‘and other things required for the execution and completion af the Works and the remedying of any defects. However, Contractor's Equioment excludes Temporary Works, Employer's Equioment ff any}, Plant, Materials and any other things Intended to form ar forming part of the Permanent Works. "Goods" means Contractor's Equipment, Materials, Plant and ‘Temporary Works, or any of them as appropriate. "Materials" means things of all kinds (other than Plent) intended to form or forming part of the Permanent Works, including the supply- only materials (if any) to be supplied by the Contractor under the Contract. "Permanent Works" means the pormanent works to be designed and ‘executed by the Contractor under the Contract. 3| Cupane 116 ‘her Definitions FORMS. 12 Interpretation 1.1.88 —— "Plant* means the apparatus, machinery and vehicles intended to form. or forming pert of the Permanent Works. 1.1.5.6 “Section means a part of the Works specified in the Particular Conditions as a Section ff any). 11.8.7 “Temporary Works’ means all temporary works of every kind (other than Contractor's Equipment) required on Sita for the execution and completion of the Permanent Works and the remedying of any defects. 1.1.8.8 "Works" mean the Permanent Works and tha Temporary Works, or either of thom as appropriate. 1.1.61 "Contractor's Documents" means the calculations, computer programs and otter softwere, drawings, manuals, models and other documents of @ tachnical nature supplied by the Contractor under tho Contract; as described in Sub-Clause 5.2 [Contractor's Documents}. 1.1.62 "Country* means the country in which the Site [or most of i) is located, where the Permanent Works are to be executed, 1.1.68 “Employer's Equipment” means the apparatus, machinery and vehicles (if any) made available by the Employer for the use of the Contractor in the execution of the Works, as stated in the Employer's Requirements; but does not include Plant which has not basn taken over by the Employer, 1.1.6.4 "Force Majeure" is defined in Clause 19 [Force Majouro}. 1.16.5 Laws" means all national (or state) legislation, statutes, ordinancas ancl other laws, and rogulations and by-laws of any legally constituted public authorty, 1.1.6.6 ‘Performance Security” means the securly (or securties, if any) under ‘Sub-Clause 4.2 [Performance Security}, 1.1.6.7. “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. 1.1.6.8 “Variation” means any change to the Employer's Requirements or the Works, which is instructed or approved as a variation under Clause 13, [varlations ang Agjustments}, In the Contract, except where the context requires otharwise: (@) words inaieating one gender inclure all genders; (b) words indicating the singular also include the plural and words ingleating the plural also include the singular; (6) provisions including the word ‘agree’, "agreed" or "agreement" require the agreement 1 be recorded in writing, and (@ ‘written’ or "in writing* means hand-wntton, type-wrtton, printed or electronically ‘made, and resuiting in a permanent record, ero 1990 Conatons of Gert for ERCuay Prcests ty13 _ ‘Communications 14 Law and Language 16 ‘The marginal words and other headings shall not be taken into consideration in the interpretation of these Conditions, ‘Wherever these Contitions provide for the oiving or issuing of approvals, certifeates, consents, determinations, notices and requests, these communications shall be: 2) in writing and delivered by hand! (against receipt}, sent by mail or courier, or \ransmitted using any of the agreed systems of electronic transmission as stated in the Particular Conditions; and (©) delivered, sent or transmitted to the address for the recipient's communications: as stated in the Contract. However: {) if the recipient gves notice of another address, communications shall thereattar be dotivared accortingly; and () ifthe recipient has not stated otnerwise when requesting an approval or consent, it may be sant to the address from which the requast was issued. Approvals, corifcates, consents and determinations shall not be unressonably witnneld or delayed. ‘The Contract shall be governed by the law of the country (or other jurisdiction) stated in the Pariculer Conditions. Hf thore are versions of any part of the Contract which are written in more than one language, the version which isin the ruling language stated in the Particular Conditions shall prevail ‘The language for communications shat he that stated in the Particular Conditions, If ro language is stated there, the language for communications shell be the language in which the Contract (or most of it) is written. Priority of Documents ‘Tha documents forming the Contract are to be taken as mutually explanatory of one ‘another. For the purposes of interpretation, the priority of the documents shall be in accordance with the following sequance: (@} the Contract Agreement, {b) the Particular Conditions, (6) _ these General Conditions, (@)__ the Employer's Requiroments, (@) the Tender end any other documents forming part of the Contract. ‘The Contract shall come into full force and effect on the date stated in the Contract Agreement. The costs of stamp duties and similar charges (f any) imposed by law in connection with entry Into the Contract Agreement shall be bom by the Employer. Neither Party shall assign the whole or any part of the Contract or any benafit or interest in or under the Contract. However, either Party: (@)__ may assign the whole or any part with the prlor agreemont of the othor Party, at the sole discretion of such other Party, and ORO 1908 5 ‘GUIDANCE FORMS:FORMS 18 ~ Care and Supply of Documents 19 Confidentiality 1.10 (©) may, a8 security in favour of a bank or financial institution, assign is rght to any ‘moneys due, or to become due, under the Contract, Each of the Contractor's Documents shall be in the custody and care of the Contractor, unless and until taken over by the Employer. Unless otherwisa stated in the Contract, the Contractor shall supply to the Employer six copies of each of the Contractor's Documents. ‘The Contractor shall keep, on the Site, 2 copy of the Contract, publications named in the Emoloyor’s Requirements, the Contractor's Documents, and Variations and other ‘communications given under the Contract. Tha Employer's Personnel shall have the Fight of access to all these documents at all reasonable times, Ifa Party becomes aware of an error or defect of a technical nature in a document which was prepared for use In executing the Works, the Party shall promatly give otee fo the other Party of such error or defect. Both Parties shail treat the detais of the Contract es private and confident, except to the extent necessary to cerry out obligations under it or fo comply with applicable Laws. The Contractor shall not publish, permit to be published, or disclose any particulars of the Works in any trade or technical paper or elsewhere without the previous agreement of the Employer. Employer's Use of Contractor's Documents 1a ‘AS between the Parties, the Contractor shall retain the copyright and other intellectual Property right in the Contractor's Documents and other design documents made by (or on benatt of the Contractor. ‘The Contractor shall be deemed (by signing the Contract) to give to the Employer Ron-terminable transferable non-exclusive royalty-fee licence t0 copy, use and communicate the Contractor's Documents, including making and using modifications: of them. This licence shall 2) spply throughout the actual or intended working life (whichever is longer of the Televant parts of the Works, (©) entitle eny person in proper possession of the relevant part of the Werks to ‘copy, Use and communicate the Contractor's Documents for the purposes of completing, operating, maintaining, altering, adjusting, repairing and demolishing the Works, anct (C1 in the case of Contractor's Documents which are in the form of computer Programs and other software, pernit their use on any computer on the Site and other places as envisaged by the Contract, including replacements of any computers supplied by the Contractor. The Contractor's Documents and other design documents made by (or on behalf of) the Contractor shall not, without the Contractor's consent, be used, copied or communicated to a third party by (or on behaif of the Employer for purposes other than those permitted under this Sub-Ciause, Contractor's Use of Employer's Documents As between the Parties, the Employer shall retain the copyright and other intellectual property rights in the Employer's Requirements’ and other documents made by (or on behalf of the Employer. The Contractor may, at his cost, copy, uso, and obtain communication of these documents for the purposes of the Contact. KIC 1209 Condor ot Conmect or EPGLIuiny Poot112 Gonfidential Details 443 —--—- - Compliance with Laws ‘They shall not, without the Employer's consent, ba copied. used or communicated to a third party by the Contractor, except as necessary for the purposes of the Contract, ‘The Contractor shall not be required to disclose, to the Employer, any information which the Contractor described in the Tender as being confidential. The Contractor shall disclose any other information which the Employer may reasonably require in order to verify the Contractor's compliance with the Contract. ‘The Contractor shail, in performing the Contract, comply with applicable Laws. Unless otherwise stated in tha Particular Conditions: {a} the Employer shall have abtainad {or shall obtain} the planning, zoning or similar permission for the Permanent Works, and any other permissions described in the Employer's Requirements as having been (or bsing) obtained by the Employer; and the Employer shall indermiity and hold the Contractor harmless: against and from the consequences of any failure to do so; and (b) the Contractor shall give all notices, pay all taxes, dutios and feos, and obtain all permits, licences and approvals, as required by the Laws in relation to the design, execution and completion of the Works and the remedying of any defects; and the Contractor shail indemnify and hold the Employer harmless against and from the consequences of any failure to do so, I 144 } Joint and Several i Liability 24 Right of Access to > A if the Contractor constitutes (under appicable Laws) a joint venture, consortium or ‘ther uningorporated grouping of two or mora persons: {a} these persons shall be deemed to be jointly and severally liable to the Employer tor the performance of the Contract; (bp) these persons shall notify the Employor of their leader who shall have authority ‘to bind the Contractor and each of these persons; and (©) the Contractor shal! not altar ts composition or legal status without the prior consent of the Employer, The Employer shall give the Contractor right of access to, and possession of, all arts of the Site within the time (or times) stated in the Particular Conditions. The right and possession may not be exclusive to the Contractor. if, under the Gentact, the Employer Is required to give (to the Contractor) possassion of any foundation, structure, plant or means of access, the Employer shall do so in the time and manner stated in the Employers Requirements. However, the Employer may withhold any such right or possession until the Performance Security has boon received. If no such time is stated in the Particular Conditions, the Employer shell 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 as a result of a failure by the Employer to give any such right or possession within such time, the Contractor shall AIG 1060 7 GUIDANCE FORMSCUDANCE FORMS 22 give notice to the Employer and shall be entilled subject 1o Sub-Cleuse 20.7 [Contractor's Ciaims| to: (@) an extension of time for any such delay, it completion is or wil be delayed, under Sub-Ciause 8 4 [Extension of Time for Completion}, anc! (©) payment of any such Cost plus reasonable profit, which stall be added to the Contract Price. Alter reosiving this notice, the Employer shall proceed in accordanos with Sub-Clause 3.5 [Determinations] to agree or determine these matters. However, if and to the extent that the Employer's faire was caused by any error of delay by the Contractor, including an error in, or delay in the submission of, any of the Contractor's Documents, the Contractor shall not be entitled to such extension of time, Cost or profit ot Permits, Licences or Approvals 23 ‘Tho Employer shall (where he is in a position to do so) provide reasonable assistance to the Contractor at the request of the Contractor: (@) by oblaining copies of tne Laws of the Country which are relevant to the Contract tut are not readily available, end (6) for the Contractor's appications for any permits, teences or approvals required by the Laws of the Country: @ which the Contractor 18 required to obtain under Sub-Clause 1.13. [Comptance with Laws], for the delivery of Goods, including clearance trough customs, and ii) for the export of Contractor's Equipment when it is removed from the Site. Employer's Personnel 24 - Employer's Financial Arrangements 26 Employer's Claims ‘The Employer shell be responsible for ensuring that the Employer's Personnel and the Employer's other contractors on the Site: (@) co-operate with tne Gontractor’s efforts under Sub-Clause 4.6 [Co-operation] and {b) take actions similar to those which the Contractor Is required to take under sub-paraarephs (a). (b) and (¢) of Sub-Ciause 4.8 [Safety Procedures) and under Sub-Clause 4.18 [Protection of the Environment) The Employer shal submit, within 26 days after recelving any request from the Contractor, reasonable evidence that financial arrangements have been made and ore being maintained which will enable the Employer to pay the Contract Price (as estimated at that time) in accordance with Clause 14 [Contract Price ane Payment). If ‘the Employer intends to malo any material change to his financial arrangements, the Employer shall ive notice to the Contractor with detailed particulars, It the Employer considers himself 1o ba entitled to any payment under any Clause of these Conditions or othemise in connection with the Contract, and/or to any extension of the Defects Notification Period, he shall give notice and particulars to the Contractor. However, notice ja not required for payments due under Sub-Ciause 4,19 ([Bleciricity, Water and Gas], under Sub-Ciguse 4.20 [Employer's Equioment and Fraa- Issue Material or for athar servicas requested by the Contractor. FOC 1090 (Condacen ot Convact for EPCTanhy Props feud py idl == ah a ahiThe notice shall be glven as soon as practicable after the Employer became aware of the event oF crcumstences giving nse to the claim. A note retztng to ary extension of the Defects Notification Period shail be given before the expiry of such period. ‘The particulars shall specify the Ciause or other basis of the claim, and shall include substantiation of the amount and/or extension to which the Employer considers himself to be entitled in connection with the Contract. The Employer shall then Proceed in accordance with Sub-Clause 3.5 [Determinations] o agree or determine @) the amount (i any) which the Employer Is entiied to be paid by the Contractor, andor {id the extension (if any) of the Defects Notification Petiod in accordance with Sub- ‘Clause 11.3 [Extension of Defects Notification Period. ‘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 deciuction from an amount due to the Contractor, or to otherwise claim against the Contractor, in accordance with this Sub-Clause or with sub-paragraph (a) and/or (b) of Sub-Cause 14.6 finterim Payments], EE EEE EEE) ee Uae Administration aa The Employer's Representative a2 - The Employer may appoint an Employer's Representative to act en his bohatf under the Contract. In this event, he shall give notice to the Contractor of the name, adress, luties and authority of the Employer's Representative. The Empioyer’s Representative shal cary out the duties assigned to him, and shall exercise the authority delegated to him, by the Employer. Unless and unt the Employer notifies the Contractor otnerwiss, the Employer's Representative shall be deemed to have the full authority of the Employer under the Contract, excapt in respect of Clause 15 [Termination by Employer), lf the Employer wishes to replace any person appointed as Employer's Representative, the Empioyer shall give the Contractor not less than 14 days’ notice of the replacement's name, address, duties and authority, and of the date of appointment. Other Employer's Personnel 33 Delegated Persons ‘Serre Conan ‘The Employer or the Employer's Representative may from time to time assign duties and delegate authority to assistants, and may also revoke such assignment or delogation. These assistants may include @ resident engineer, end/or independent inspactors apponted to inspect and/or test items of Plant and/or Materials. The assignment, delagation or revocation shall not take effect until a copy of it has been received by the Gontractor. Assistants shel be suitably quelifed persons, who are competent to carry out these Guties and exercise this authority, and who are fluent in the language for ‘communications defined in Sub-Clause 1.4 [Law and Language]. All these persons, including the Employer's Representative and assistants, to whom duties have been assigned or authority has been delegated, shall only be authorised to ‘ssue instructions to the Contractor to the extent defined by the delegation. Ary approval, check, certificate, consent, examination, inspection, instruction, notice. proposal, Fequost, test, or similar act by a delegated percon, in aecordance with the delegation, shall have the same effect as though the act had been an act of the Employer. However: eF0C 1009 9 ence340 Instructions Determinations tba 4a Contractor's General Obligations. 10 {@} unless otherwise stated in the delegated person's communication relating to ‘such act, it shall not relieve the Contractor from any responsibility he has under ‘the Contyact, including responsibility for errors, omissions, discrepancies and non-campliances; {b) any failure to disapprove any work, Plant or Materials shail not constitute approval, and shall therefore not prajudice the right of the Employer to reject the. work, Plant or Materials; and (©) __ If the Contractor questions any determination or instruction of a delegated person, the Contractor ray refer the matter to the Employer, who shal promptly confirm, reverse or vary the determination or instruction. The Employer may issue to the Contractor instructions which may be necessary for the Contractor to perform his obligations under the Contract. Each instruction shall be given in writing and shall state the obligations to which it relates and the Sub- Clause (or other term of the Contract) in which the obligations are specified. f any such instruction constitutes a Variation, Clause 13 [Variations ang Adjustments} shall appt The Contractor snail take instructions from the Employer, of fram the Employer's Representative or an assistant to wnom the appropriate authority has been delegated Under this Clause. ‘Whenever these Conoitions provide that the Emplover shall proceed in accordance with this Sub-Clause 3.5 to agree or determine any matter the Employer shall consult with the Contractor in an endeavour to reach agreement. It agreement is not achieved. the Employer shall make a fair determination in accordance with the Contract, taking due regard of all elavant circumstances, ‘The Employer shall give notice to the Contractor of each agreement or determination, with supporting particulars. Each Party shall give elfect to each agreement or determination, unless the Contractor gives notice, to the Employer, of his dissatisfaction with determination within 14 days of receiving It. Ether Pany may then refer the dispute to the DAB in accordance with Sub-Cleuse 20.4 [Obtaining Dispute Adjudication Boara’s Decision). SSS tractor ‘The Contractor shall design, execute and complete the Works in accordance with the Contract, and shall remedy any defects in the Works. When completed, the Works Shall be fit for the purposes for which the Works are intended as defined in the Contract. The Contractor shall provide the Plant and Contractor's Documents specified in the Contract, and all Contvactor’s Personnel, Goods, consumables and other things and services, whether of a temporary or permanent naturo, required in and for this design, ‘exsoution, completion and remedying of defects. ‘Tha Works shall include any work which is necessary to salisly the Employer's Requirements, or is implied by the Contract, and all works which (although not mentioned in the Contract} are necessary for atabilty or for the completion, or safe ‘and proper operation, of the Works, 2 Fo 1999 Centon a Conte fr EPC Pkt ee en ee ‘painless aed “as ati etaPorformance Security | I J I T [ a ro a aie ‘The Contractor shall be responsible tor the adequacy, stability and sefety af all Site ‘operations, of all methods of construction and of ail the Works. ‘The Contractor shall, whenever required by the Employer, submit details of the arrangements and methods which the Contractor proposes to adopt for the execution, ‘of the Works, No significant alteration to these arrangements and methods shall be made without this having previcusly been notified to the Employer. The Contractor shall obtain (@t his cost) a Performance ‘Security for proper berformance. in the amount and currencies stated in the Particular Conditions. it ‘8n amount is not stated in the Particular Conditions, this Sub-Clause shall not appiy. The Cortractor shall deliver the Performance Security to the Employer within 28 days after both Partias have signed tho Contract Agreement. The Performance Security hell be issued by an entity and trom within @ country (or other jurisdiction) approved by the Employer, and shall be in the form annexed to the Particular Conditions or in ‘another form approved by the Employer. ‘The Contractor shell ensure thet the Performance Secutily is valid and enforceable unt the Contractor has executed and completed the Works and remedied any defects. If the terms of the Performance Security specify its expiry date, and the Contractor has not become entitled to receive the Performance Certificate by the date 28 days prior to the expiry date, the Contractor shall extend the validity of the Performance Security until the Works have been completed and any detects have been remedied. ‘The Employer shall not make a clzim under the Performance Security, except for ‘amounts to which the Employer is entitied under the Contract in the event of: @) failure by the Contractor to extend the valcty of the Performance Security a5 described in the preveding paragraph, in which event the Employer may claim the full amount of the Performance Security (©) _falluwo by the Contractor to pay the Employer an amount due, as either agreed: by the Contractor or determined under Sub-Clause 2.5 [Employer's Claims] or Clause 20 [Claims, Disputes and Arbitration), within 42 days after this ‘agreement or determination, (© _falure by the Contractor to remedy a defaut within 42 days after receiving the Employer's notice requiring the defaull o be remecied, or (0) circumstances which entitle the Employer to termination under Sub-Ciause 18.2 [Termination by Employer, imespective of whether notice of termination has been given. ‘The Employer stall indemnity and nold the Contractor harmless against and from all damages, losses and expenses (including legal fees and expenses) resulting from a. ‘claim under the Performance Security to the extent to which the Employer was not entitled to make the ci. ‘The Employer snail return the Performance Seourity to the Contractor within 21 days after the Contractor has become entitled to raceive the Performance Certificate. ‘The Contractor shall appoint the Contractor's Representative and shail give him all authority necessary to act on the Contractor's bahalf undor the Contract. FIG 1988 W ai FORMS4a Subcontractors 45 Nominated ‘Subcontractors Co-operation 12 Unless the Contractor's Representative is named in the Contract, the Contractor shall, prior to the Commencement Date, submit to the Employer for consent the name and particulars of the person the Contractor proposes to appoint as Contractor's Representative. If consent is withheld or subsequently revoked, or if the appointed person faile to act es Contractor's Representative, the Contractor shall siniarly suomit the name and particulars of another suitable person for such appointment. ‘The Contractor shat not, without the prior consent of the Employer, revoke the ‘appointment of the Contractor's Representative or appoint a replacement, “The Contractor's Representative shal, on behalf of the Contractor, receive instructions under Sub-Clause 3.4 |nstructions]. ‘The Contractor's Representative may delegate any powers, functions and authority to ‘any competent person, and may at any time revoke the delegation. Any delegation or revocation shall not take effect until the Employer has received prior notice signed by the Contractors Representative, naming the person end specifying the powers, functions and authority being delegated or revoked. ‘The Contractor's Representative and all hese persons shall be fluent in the language for communications defined in Sub-Clause 1.4 [Law and! Language}. The Contractor shall not subcontract the whole of the Works. ‘The Contractor shall be responsible for the acts or defauits of any Subcontractor, nis agents or employees, as it they were the acts or defaults of the Contractor, Where ‘specified in the Particular Conditions, the Contractor chall give the Employer not less. than 28 days! notice of: (a) tho intonded appointment of the Subcontractor, with detailed particulars which shall Include his relevant experience, (©) the inteniad commencement of the Subcontractor's work, and (0) the intended commencement of the Subcontractor's work on the Site, In this Sub-Clause, “nominated Subcontractor" means a Subcontractor whom the: Employer, under Clause 19 [Variations and Adjustments), instructs the Contractor to ‘employ as a Subcontractor. The Contractor shall not be under any obligation to employ a nominated Subcontractor against whom the Contractor raises reasonable objaction by notice to the Employer as soon as practicable, with supporting particulars, ‘The Contractor shall, 2s specified in the Contract or as instructed by the Employer, allow appropriate opportunities for carrying out work to: {a} the Employer's Personnel, () any other contractors employed by the Employer, and (6) the personnel ot any lagaly constituted pubic authorities, who may be empioyed in the execution on or near the Site of any work not included in the Contract. ‘Any such instruction shall constitute a Variation if and to the extent that it causes the Contractor to'incur Cost in an amount which was nat reasonably foreseeable by an p01 soca [Coven ot Contac for PCM ros4 47 Setting Out £ 4. experienced contractor by the date for subrmission of the Tender. Services for these personne! and other contractors may include the use of Contractor's Equipment, Temporary Works or accsss arrangements which are the responsibilty of the Contractor. ‘The Contractor shall be responsible for his construction activities on the Site, and shall co-ordinate his own activities with those of other contractors to the extent { any) specified in the Employer's Requirements. Hf, under the Contract, the Employer is required to give to the Contractor possession of any foundation, structure, plant or means of access in accordance with Contractor's Documents, the Contractor shall submit such documents to the Employer in the time and manner stated in the Employer's Requirements. ‘The Contractor shall set out the Works in relation to original points, ines and leveis ot reference epecifed in the Contract. The Contractor shall be responsibie for the correct positioning of all parts of the Works, and shail rectly ary error in the positions, levels, dimensions or alignment of the Works. 4 Safety Procedures 49 ‘Quality Assurance el ‘The Contractor shall: (@) comply with all applicable safety regulations, (©) take care for tne safety of all persons entitled to be on the Site, (©) use reasonable efforts to keep the Site and Works clear of unnecessary ‘obstruction s0 3s to avold danger to these persons, (provide fencing, ighting, guarding and watching of the Works until completion and taking over under Clause 10 [Employers Taking Over], and (© provide any Temporary Works {including roadways, footways, guards and ‘ences which may be necessary, because of the execution of the Works, for the Use and protection of the pubic and of owners and cocupiers of adjacent land, ‘The Contractor shall institute a quaity assurance system to demonstrate compliance with the requirements of the Contract. The system shall be in accordance with the etails stated in the Contract. The Employer shal be entitled to aut any aspect of the system, Details of all procedures and compliance documents shall be submitted to the Employer for Information before each design and execution stage is commenced. ‘When any document of a technical nature is issued to the Employer, evidence of the prior approval by the Contractor himeelf ehall be apparent on the document iteel Compliance with the quality assurance system shail not releve the Contractor of any of his duties, obligations or responsibiles under the Contract. 410 Site Data ‘The Employer shall have made available to the Contractor for his information, prior to the Baee Dato, all relevant data in the Employer's possession on subsurface and hydrological conditions at the Site, including environmental aspects. The Employer hall sivilery meko avaiable to the Contractor all such data which come into the Emoloyer's possession atter the Base Date. ‘The Contractor shall be responsible for verifying and interpreting all such data. The Employer shall have no responsiblity for the accuracy, sutficency or completeness of auch data, exogpt a3 stated in Sub-Ciause 5.1 [General Dasign Responsibilties). 2 FID 1899 13quence Fora Lo ant Sufficiency of the Contract Price 412 Unforeseeable Difficuittios 413 — ‘The Contractor shell be doomed to have satisfied himself as to the correctness and sufficiency of the Gontract Price. Unless otherwise stated in the Contract, the Contract Price covers all the Contractor's ‘obligations under the Contract (including those under Provisional Sums, if any) and all things necossary for the proper design, execution and completion of the Works and the remedying of any detects. Excant as otherwise stated in tha Contract: (@) the Contractor shail be deemed to have obtained all necessary information se to risks, contingencies and other circumstances which may influence or affect the Works; (©) by signing the Contract, the Contractor accopis total responsibilty for having ‘foreseen all diiculies and costs of successtully completing the Works; and {6} the Contract Price shall not be adjusted to take account of any unforeseen Aiffcuttos or coats Rights of Way and Facilities alg Avoidance of Interference 445 Access Route 14 The Contractor shail bear all costs and charges tor special and/or temporary rights- ofsway which he may require, including those for access to the Ste. The Contractor ‘hall also obtain, at his risk ond cost, any additional facies outside the Site which he May require for the purposes of the Werks, ‘The Contractor shall not interfere unnecessarily or impropery with: tne convenience of the pubic, or (©) the access to and uss and oocupation of all roads and footpaths, imrespective of whether they are public or In the possession of the Employer or of athers. ‘The Contractor shall indemnify and hold the Employer harmless against and ftom all damages, losses and expenses (including legal fees and excenses) resulting trom any such unnecessary or improper intorforence, Tho Contractor shall be deemed to have been satisfied as to the suitability and ‘evailabllty of access routes to the Site. The Contractor shall use reasonable efforts to prevent any road or bridge from boing damaged by the Contractor's trafic of by the Contractor's Personnel. These efforts shall include the proper use of appropriate vehicles and routes. Except as otherwise stated in these Conditions: (@) the Contractor shall {as between the Parties) be resnonsible tor any maintenance which may be requited for his use of access routes; {e) the Contractor shal provide a necessary signs or cirections along access routes, and shal obtain any parmission which may be required from the relevant authorities for his use of routes, signs and directions; (©) _ the Employer shall not be responsible for any claims which may arise from the se or otherwise of any access route, (@ the Employer Goes not guarantee the suitability or availabilty of particular access routes, and (©) Costs due to non-suitabilly or non-availability, for the use required by the Contractor, of access routes shall be borne by the Contractor, © FDC 1099 Consions of Conoet for EPO /Tbey Pract Yes! Nema, ees hc? re en iam ple416 Unless otherwise stated in tha Particular Conditions: Transport of Goods (@) the Contractor shall give the Employer not lass than 21 days' notice of the date ‘on which any Plant or a mejor item of other Goods will be delivered to the Sita; ; (©) the Contractor shall be responsibie for packing, loading, transporting, receiving, L unloading, storing and protecting a Goods and other things required for the Works; and f {6} the Contractor shall indemnify and hold the Employer harmless against and tesulting from the transport of Goods, and shall negotiata and pay all claims Hi from all damages, losses and expenses (including legal fees and expenses) 3 arising from theie transport. 3 any ee I Contractor's Equipment — The Contractor shall ue responsible for all Contractor's Equipment. When brought on | tothe Site, Contractor's Equipment shall be deemed to be exclusively intended for the | ‘execution of the Works. Protection of the ‘The Contractor shall take all reasonable steps to protect the environment footh on and Environment Off the Site) and to limit damage and nuisance to people and property resuting from Pollution, noise and other results of his operations, ‘The Contractor shall eneure that emissions, surface discharges and effluent from the Contractor's activties shel not exceed the values indicated in the Employer's Requirements, and shall not exceed the values prescribed by applicable Laws. 4.19 : 7 = - - Electricity, Water and The Contractor shall, except as stated below,’ be responsible for the provision of all Gas Power, water and other services he may requir. ‘The Contractor shall be entitled to use for the purposes of the Works such supplies of electricity, water, gas and other services as mey be available on the Ste and of which details and prices are given in the Employer's Requirements. The Contractor shall, at Nis risk and cost, provide any apparatus necessary for his use of these services and for measuring the quantities consumed. ‘The quantities consumad and the amounts due (at these prices) for such services shall bbe agrood or determined in accordance with Sub-Clause 2.6 [Employer's Claims] and ‘Sub-Clause 3.5 [Determinations]. The Contractor shall nay these amounts to the Employer. 4.20 Employer's Equipment Tho Employer shall make the Employer's Equipment (f any) available for the use of he and Free-Issue Material Contractor n the execution of the Works in accordance with the details, arrangements and prices stated in the Employer's Requirements, Unless otherwise stated in the Employer's Requirements: (a) the Employer shall be responsible for the Employer's Equipment, except that (©) the Contractor shall be responsible for each item of Employer's Equipment whilst any of the Contractor's Personnel is operating it, driving it, directing tor In possession or control of it. ‘The appropriate quantities and the amounts due {at such stated prices) for the use of Empioyer's Equipment shall be agreed or determined in accordance with Sub-Clause 2.6 [Employer's Claims] and Sub-Clause 3.6 [Determinations]. The Contractor shall pay these amounts to the Employer. © FIC 1998 15The Employer sha supply, tree of charge, the “trec-issue materials” (it any) in accordance with the details stated in the Employer's Requirements. The Employer shall, at his risk and cost, provide these materials at the time and place specified in ‘the Contract. The Contractor shall then visually inspect them, and shall promptly give Notice to the Employer of any shortage, defect or default in these materials. Uniess ‘otherwise agreed by both Parties, the Emptoyer shal immediately rectify the notified shortage, defect or default, After this visual inspection, the free-issue materials shall coma under the care, custody ‘and control of the Contractor. The Contractor's obligations of inspection, care, custody and control shall not relieve the Employer of liability for any shortage. defect (or default not poarent from @ visual inspection. 8 2 3 42 ¢ Progross Reporta § 4.22 ‘Security of the Site 16 Unless otherwise stated in the Particular Conditions, monthly progress reports shell be prepared by the Contractor and submitted to the Employer in six copies. The first Toport shall cover the period up to the end of the first calendar month following the ‘Commencement Date. Reports shall be submitted monthly thereafter, each within 7 ays after the last day of the period to which it relates. Reporting shall continue untl the Contractor has compietad all work which is known ‘to bo outstanding at the completion date statad in the Taking-Over Certiicate for the Works, Esch report shail include: (6) charts and detaied descriptions of progress, including each stage of design, Contractor's Documents, procurement, manufacture. delivery to Site, construction, erection, testing, commissioning and trial operation; (b) photographs showing the status of manutacture and of progress on the Site; (0 for the manufacture of each main item of Pant and Materials, the name of tho manufacturer, manufacture location, percentage progress, and the actual or expected dates of (commencement of manufacture, (i) Contractor's inspections, (i) tests, and (%) shipment and arrival at the Site: (@ the details described in Sub-Glause 6.10 [Records of Contractor's Personnel and Equipment]: (6) copies of quality assurance documents, test results and certificates of Materials; {ist of Variations, notices given under Sub-Clause 2.5 [Employer's Claims] and: Rotices given under Su0-Ciause 20.1 {Contractor's Claims): (0) safety statistics, including details of any hazardous incidents and ectivities relating to environmental aspects and public relations; ana {h} comparisons of actual and planned progress, with details of any events or Giroumstances which may jeopardize the completion in accordance with the Contract, and the measures being (or to be) adopted to avercome delays. Unless atherwise stated in the Particular Conditions: (a) the Contractor shall be responsible for keeping unauthorised persone off the: Sito, and SAD 1980 \Conatons o¢ Conte er ESC/Iumky Pret kot |4 | Tt "mia poet a 4.23 Contractor's Operations on Site 4.24 - Fossils a) 5.1 General Design Obligations (0) authorised persons shell be limited to the Contractor's Personnel end the Employer's Personnel; and to any other psrsonnel notified to the Contractor, by {or on behatt of the Emoloyer. as authorised personnal of the Employer's other contractors on the Site. ‘The Contractor shall confine his operations to the Ste, and to any additional areas Which may be obtained by the Contractor and agreed by tho Employer as working ‘areas. The Contractor shall take all necessary precautions to keep Contractor's Equipment and Contractor's Personnel within the Site and these additional areas, and to keep them off adjacent land, During the execution of the Works, the Contractor shall keep the Site free from all unnecessary obstruction, and sheil store or dispose ot any Contractor's Equipment or ‘surplus materials. The Contractor shall clear away and remave from the Site any wreckage, rubbish and Temporary Works which are no longer required. Upon the issue of the Taking-Over Certificate for the Works, the Contractor shall clear away and remove all Contractor's Equipment, surplus material, wreckage, rubbish and Temporary Works. The Contractor shall joave the Site and the Works in a clean and safe condition. However, the Contractor may retain on Site, during the Defacts ‘Notification Period, such Goods as are required for the Contractor to fulfl obiigations under the Contract. All fossils, coins, articles of vaiue or antiquity, and structures and other remains or items of geological or archaeological intorest found on the Site shall be placed under the care and authority of the Employer. The Contractor shall take reasonable precautions to prevent Contractor's Personnel or other persons from removing or damaging any of these findings. ‘The Contractor shall, upen discovery of any such finding, promptly give notice to the Employer, who shall issue instructions tor dealing with it. the Contractor sufers delay and/or incurs Cost fram complying with the instructions, the Contractor ehall give & further notice to the Employer end shall be entited subject to Sub-Clause 20.1 [Contractor's Claims} to: (@) an extension of time for any such delay, if completion is or will be delayed, under Sub-Ciause 8.4 [Extension of Time for Completion], and (b) payment of any suoh Cost, which shall be added to the Contract Prica. ‘After recsiving this further notice, the Employer shall proceed in accordance with Sub- Clause 3.5 [Determinations] to agree or determine thase matters, The Contractor shall be deemed to have scrutinised, prior to the Base Date, the Employer's Requirements finckiding design criteria and calculations, if any). The Contractor shell be responsible for the design of the Works and tor the accuracy of such Employer's Requirements (including dasign criteria and calculations), excent a8 stated below. eG 1999 17| auurece ruRMs 52 Contractor's Documents 18 The Employer shall not be responsible for any error, inaccuracy or omission of any Kind in the Employer's Requirements as originally Included in the Contract and shall not be deemed to have given any representation of accuracy or completeness of any data or information, except as stated below. Any deta or information received by the Contractor, from the Employer or otherwise, shall not releve the Contractor ftom his responsiblity for the design and execution of the Works, However, the Employer shal be responsible for the correctness of the folowing portions of the Employer's Requirements and ot the following data and information provided by (or on behaif of the Employer: (@ portions, deta and information which are statad in the Contract as being immutatslo or the responsibity of the Employer, (©) definitions of intended purposes of the Works or any parts thereof, (0) criteria for the testing and performance of the completed Works, and (portions, data and information which cannot be verifiad by the Contractor, except as otherwise stated in the Contract. ‘The Contractor's Documents ahell comprise the technical documents specified in the Employer's Requirements, documents required to satisfy all requlatory approvals. and the documents described In Sub-Ciausa 5.6 [As-Buit Documents] and Suo-Clause 5.7 [Operation and Maintenance Manuals]. Unless othenvise stated in the Employer's Requirements, the Contractor's Documents shall be written in the language for ‘communications defined in Sub-Clause 1.4 [Law and Language ‘The Contractor shall prepara ail Contractor's Documents, and shall also prepare any bother documents necessary to instruct the Contractor's Personnel. Ifthe Employer's Requirements describe the Contractor's Documents which are to be ‘submitted to the Employer for review, they shall ba submitted accordingly, together with @ notice as described below. In the following provisions of this Sub-Ciause, () “review period” means the period required by the Employer for review, and (i) “Contractor's Documents" exclude any documents which aro rat specified es being Fequired to be submitted for review. Unless othonwise stated in the Employer's Flequirements, each raview period shall not exceed 21 days, calculated from the date on which the Employer receives a ‘Contractor's Document and the Contractor's notice. This notice shall state that the Contractor's Document is considered ready, both for review in accordance with this. ‘Sub-Clause and for use. The notice shall also state that the Contractor's Document complies with the Contract, or the extent to which it does not como. ‘The Employor may, within the review pariod, give notice to the Contractor that a. Contractor's Document tails (to the extent stated) to comply with the Contract. If 2 Contractor's Document so faiis to comply, it shall be rectified, resubmitted and reviewed in accordance with this Sub-Clause, at the Contractor's cost, For each part of the Works, and except to the extent that the Parties otherwise agree: (@ execution of such part of the Works shall not commanee prior to the expiry of the review periods for all the Contractor’s Documents which ars relevant to its design and execution; (b) execution of such part of the Worke shall be jn accordance with these: Contractor's Documents, as suomitted for review: anid OD 1880 \Conatons ol Cantor er EPC riots bees? keel pane eninss Semele! aL 53 Contractor's Undertaking 64 -~ i Technical Standards ~ and Regulations (©) it the Contractor wishes to modify any dasign or document which has Previously boon submitted for review, the Contractor shall immadiately give Notice tO the Employer, Thereafter, the Contractor shall submit revised documents to the Employer in accordance with the above procedure. ‘Any such agreement (under the preceding paragraph) or any review (under this Suby- ‘Clause oF otherwise) shall not relieve the Contractor trom any obligation or responsiblity, The Contractor undertakes. that the design, the Contractor's Documents, the ‘execution and the completed Works willbe in accordance with: (@) the Laws in the Country, and (0) the documents forming the Contract, as altered or mosified by Variations. ‘The design, the Contractor's Documents, the execution and the completed Works shall comply with the Country's technical standards, building, construction anc environmental Laws, Lawe applicable to the product being produced from tha Works, and other standards specified in the Empioyer's Requirements, appicabie to the Works, or defined by the applicable Laws. Al these Laws shall, in respect of the Works and each Section, be those prevaiing when the Worke or Section are taken over by the Employer under Clause 10 [Employer's Taking Over), References in the Contract to published standards shall be Understood to be references to the edition appicailo on the Base Date, unless stated otherwise, |f changed or new applicable standards come into force in the Country efter tne Base Date, the Contractor shall give notice to the Employer and (if appropriate) submit, proposals for compliance. In the event that: (a) the Employer determines that compliance is required, and {b) _ the proposals for compliance constitute a variation, then the Employer shall initiate a Veriation in accordance with Clause 13 [Variations and Adjustments}, 55 se Training Be = ib 56 ae ‘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 shell not be considered to be completed for the purposes of ‘aking-over under Sub-Ciausa 10.1 [Taking Over of the Works and Sections] until this training has been completed. As-Built Documents ‘The Contractor shall prepare, and keep up-to-date, a complete set of "as-ouit™ records of the execution of the Works, showing the exact as-built locations, sizes and detals of the work as executed. Thess records shail be kept on the Site and shall be used exclusively for the purposes of this Sub-Ciause. Two copies shall be supplied to the Employer prior to the commencement of the Tests on Complation, in addition, the Contractor shell supply to the Employer as-bult drawings of the Works, showing all Works as execuled, ard submit them to the Employer for review SFO 1998 19 FORMS:87 — Operation and Maintenance Manuals under Sub-Cizuse 6.2 [Cormractors Documents). The Contractor shail obtain the consent Of the Employer as to their size, the referencing system, and other relevant details. Prior to the issue of any Teking-Over Certificate, tha Contractor shall supply to the Employer the specified numivers and types of copies of the relevent as-built drawings, in gocordance with the Employer's Requirements. The Works shall not be considered tobe completed for the purposes of taking-over undor Sub-Clause 10.1 [Taking Over of the Works and! Sections] untl the Empioyer has received these documents. Prior to commencement of the Tests on Completion, the Contractor shell supply to the Employer provisional operation and maintenance manuals in sulicient detall for the Employer to operate, maintain, dismantle, reassemble, adjust and repair the Plant. ‘The Works shail not be considered to be completed for the purposes ot taking-over under Sub-Clause 10.1 [Taking Over of the Works and Sections) until the Employer has received final operation and maintenance manuals in such cetall, and any other ‘manuals specified in the Employer's Requirements for these purposes. Design Error 61 Engagomont of Staff and Labour 62 — Rates of Wages and Gonditions of Labour 63 ~ Persons in the Service of Others 64 Labour Laws 65 —.- Working Hours, 20 |f 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. oS EEL hrs Labour Except as otherwise stated in the Employer's Requirements, the Contractor shall make arrangements for the engagement ofall staff and labour, local or otherwiee, and for their payment, housing, feeding and transport. The Contractor shail pay rates of wages, and observe conditions of labour, which are Tot lower than those established for the trada or industry where the work ie carriod ut. no established rates or conditions are applicable, the Contractor shall pay rates (of wages and observe concitions which are not lower than the genaral level of wages and conditions observed locally by employers whose trade or industry is similar to that of the Contractor, ‘The Contractor shail not recruit, or attempt to recruit, staff and labour from amongst the Employer's Personnel. ‘The Contractor shail comply with all the relevant labour Laws applicable to the Contractor's Personnel, including Laws relating to their employment, health, safoty, ‘welfare, immigration and emigration, and shall allow them all their legal rights ‘Tha Contractor shail require his employees to obey all applicable Laws, including those concerning safely at work, No work shall be carried out on the Site on locally recognised deys of rest, or outside ‘normal working hours, unless: eFC 1090 [Constr of Contac fr ECM Prac86 ne Facilities for Staff and Labour 67 —- Health and Safety Gontractor’s Superintendence 69 ~ Contractor's Personnel @) otherwise stated in the Contract, (©) the Employer gives consent, or (6) the work Is unavoidable, or necessary for the protection of Ife or property or for the safety of the Works, in which case the Contractor shall advise the Employer. Except as otherwise stated in the Employer's Requirements, the Contractor shall provide and meintain all necessary accommodation and wellare facilties for the Contractor's Personnel. The Contractor shall also provide facilties for the Employer's Personnel as stated in the Employer's Requirements, The Contractor shall not permit any of the Contractor's Porsonnol to maintain any temporary or permanent living quarters within the structures forming part of the Permanent Works. ‘The Contractor shal at oll times take all reasonable precautions to maintain the health ‘and safety of the Contractor's Personnel, In collaboration with local health authorities, tha Contractor shall ensure that medical staff, first aid facilities, sick bay and ambulance service are available at al! times at the Site and at any accommodation for Contractor's and Employer's Personnel, and that suitable emangements are made for all necessary welfare and hygiene requirements and for the prevention of epidemics. ‘The Contractor shall appoint an accident prevention officer at the Ste, responsible for maintaining safety and protection against accidents. This person shall be qualified for this responsibilty, and shell have the authority to issue instructions and take protective Measures 10 prevent accidents. Throughout the execution of the Works, the Contractor shall provide whatever is required by this person to exercise this responsibilty and authority. ‘The Contractor shell send, to tho Employer, details of any accident as soon as practicable after its occurrence. The Contractor shall maintain records and make reporis conosrring health, safety and welfare of persons, and damage to property, as the Employer may reasonably require. ‘Throughout the design and execution of the Works, and as long thereafter as is Necessary to fulfil the Contractor's obiigations, tho Contractor shall provide ell Recessary superintendence to plan, arrange, direct, manage, inspect and test the work. ‘Superintendence shall be given by a sufficient number of persons having adequate knowiedgo 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 encountorod and methods of preventing accidents), for the satisiactory and safe execution of the Works. ‘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: ) persists in eny misconduct or lack of care. (0) caries out duties incompetently or negigenty, SFO 19) 21 Forms