AGREEMENT

REF: SD/KZ/RSI/SC002
CONTRACT AGREEMENT
CIVIL WORKS

Agreement Ref No: __________ This Agreement is made as of ___________________, 2022 (the “Effective Date”), by
and between the following parties:

Mr:______________________________________________________________ herein after referred as the client

And

Mr:___________________________________________________________herein after referred as the Contractor:

This Agreement is for the provision of construction work as detailed in annexure enclosed herewith to be performed as
requested by the client in accordance with the terms of this Agreement.

Contractor represents that he is qualified to provide such services with knowledge, ability, skills and resources to provide
services in accordance with the terms and requirements of this Agreement. The Client and the Consultant agree as
follows:

ARTICLE 1: TERM OF AGREEMENT

1.01 Initial Term: The Agreement shall begin on the effective date of endorsement and shall expire in ________ which is
deemed as completion date which includes snagging, commissioning of the scopes, there after that date unless renewed or
terminated in accordance with the terms of the Agreement.

1.02 Renewal Option: The client reserves the option to renew the term of this Agreement for necessary duration in the
event of work stoppage resulting from force majeure such as pandemics, natural calamities that are beyond the control of
the humans.

1.03 Completion of Work in Progress: The Client has the option to extend the term of this Agreement, or any renewal
period, as necessary for contractor to complete work on any project approved by the Client prior to the expiration of the
Agreement.

ARTICLE 2: MAXIMUM AUTHORIZED CONTRACT SUM

2.01 Maximum Contract Sum: The overall maximum value of this contract shall be as follows

1.

2.

TOTAL

All Amounts mentioned are in Indian rupees ( INR)

2.02 Non-Performance of Services : Should the contractor fail to provide the services as listed hereunder, client reserves
the right, and at client’s sole discretion, may obtain similar services from other sources during the term of this Agreement
without invalidating in whole or in part this Agreement, , including all extensions of this Agreement.

2.03 Under no circumstances shall the total amount committed to the project for services rendered under this Agreement
exceed the unit rates stated above until and unless a variation is approved by the client in writing prior to the execution of
the same.

ARTICLE 3: SCOPES OF SERVICES

3.01 In General: The contractor agrees to perform civil and associated works in labor, tools and accessories format. The
contractor further agrees that he has completed understood the technical requirements of the project from the meeting,
documents and doccumetns that was provided to the contractor.

3.2 General Inclusions and Conditions.

I. At all times contractor shall ensure safety of their personals while at the site and throughout the progress of the
project.
II. The contractor shall ensure that he and his members are covered with relevant insurances.
III. A site supervisor shall be designated at the site at all times
IV. Site monitoring.
V. Cost benefit Analysis
VI. Feasibility studies
VII. Time, cost, quality planning and quality control
VIII. Procuring tenders of goods and services
IX. Contracting and construction methods
X. Contract administration
XI. Risk management
XII. Dispute management

3.3 Initial Project Process

I. Upon endorsement of this document /agreement the contractor shall arrange to mobilize his tools and manpower
including all other machineries that may deem to be necessary for the successful completion of the project.

II. The Consultant shall work with the Client to develop an initial “Project Plan”.

III. Services may, but not necessarily involve consultation with governing bodies to ensure that the project scope(s)
meet(s) the requirements of the corporation, water and electricity board, fire and safety department and any other
bodies that are /may be involved in the approval process to ensure the success of the project.

IV. Reference Documents :

 Structure Layout with Boundary.
 Floor Layout(s)
 Elevation of the complete structure.
 3D Presentations
ARTICLE 5: PROJECT COMMENCEMENT:

The specific scope of work for each stage shall be determined in advance and in writing between the client and the
consultant such as.

1. A detailed statement of the basic and additional services anticipated for the project, including a list of
deliverables;
2. A description of particular phases of the scope of the work, as applicable;
3. A Fee Proposal detailing:
 The total fee for providing the basic services expressed as a “Not to Exceed” amount;
 The total fee for providing additional services expressed as a “Not to Exceed” amount; and
 The total anticipated amount for reimbursable expenses. ( Deposits and Authority Fees)
4. A proposed date to commence the work;
5. A list of all contractors, persons and firms that consultant proposes to use in the performance of scope of work;
6. Subcontracting plan, if required
7. Any qualifications or conditions applicable to the Project Proposal

ARTICLE 5: CONSULTANTS ROLE & RESPONSIBILITES

5.01 Project Management: The Consultant shall manage the Service Provider’s services and administer any project
authorized pursuant to this Agreement. The Consultant shall provide and/or coordinate the basic services necessary and
reasonably necessary for the complete performance of the project authorized pursuant to this Agreement.

5.02 Standard of Care: Consultant agrees to use its best professional efforts, skill, judgment, and abilities to perform
project management services in an expeditious and timely manner as is consistent with professional standards of care and
the orderly progress of any project authorized pursuant to this Agreement. Consultant shall at all times ensure a sufficient
number of qualified personnel to accomplish work within the time limits set forth in the schedule.

5.03 Compliance with Laws: Consultant shall endeavor to perform all services in compliance with all applicable Kannur
municipal, and State of Kerala, laws, regulations, codes, ordinances, orders and with those of any other body having
jurisdiction over the Project.

5.04 Existing Conditions: Consultant shall use reasonable efforts to verify the accuracy and suitability of any drawings,
plans, sketches, instructions, information, requirements, procedures, requests for action, and other data supplied to
Consultant by the client, or any other party, that Consultant uses for the Project.

5.05 Correction of Work: Consultant shall at all times ensure scope of works shall be reasonably accurate and free from
material errors or omissions. Consultant shall promptly correct any known or discovered error, omission, or other defect
without any additional cost or expense to client.

5.06 Phasing: The Consultant shall not proceed beyond any previously authorized phase of the work for a project unless
authorized by the Client in writing. Applicable phases of the scope of work shall be identified in the Project Proposal.

ARTICLE 6: THE OWNER'S RESPONSIBILITIES

6.01 Project Program: The Client shall provide a brief description of the project scope; preliminary project budget;
schedule; objectives, characteristics and constraints; and a description of the basic services required for the project.
 6.02 Representative: The Client may designate a representative if required to verify the actual work progress at the site
prior to monthly payment (s).

6.03 Special Information: The Client shall furnish available property, boundary, easement, right-of-way, topographic and
utility surveys; plans and specifications; and special data and conditions relevant to the project. Client shall furnish other
special investigations of the Project site as requested by the Consultant and as reasonably necessary for the Project.
Consultant shall exercise reasonable care in relying upon this information in the performance of its services under this
Agreement. Client makes no warranties or representations as to the accuracy or suitability of information provided to the
Consultant by the Client or by others.

6.04 Entry on Land: The Client shall assist Consultant in gaining entry to client owned or controlled property as
necessary for Consultant to perform its services under this Agreement.

6.05 Review of Work: The Client shall review the consultant’s documents at the completion of each stage of development
as described in the Project Proposal. Client`s review comments or decisions regarding the documents will be furnished to
the Consultant in a reasonably prompt manner. The Client will notify the Consultant in writing of any material error or
omission or other defect in the project or any conflict in the contract documents that the Client becomes aware of, but
Client shall have no obligation or duty to investigate whether such faults, defects, or conflicts exist.

6.06 Time for Response: The Client shall furnish required information and render approvals and decisions as
expeditiously as necessary for the orderly progress of the consultant’s services and of the Work.

ARTICLE 7: ACCEPTANCE OF WORK

7.01 Owner's Satisfaction: All work performed under this Agreement shall be completed to the satisfaction of the client
and to the statutory regulations as stipulated by the regional governing bodies.

7.02 Correction of Work: consultants services not conform to the requirements of this Agreement and the Project Proposal
as determined by the client, Client may order the Consultant to re-perform such services at no additional expense to the
Client or deduct the fees for such services from any other fees payable to the contractor(s).

7.03 Liability: Owner’s approval or acceptance of project will not release Consultant from any liability for such services
because Client is, at all times, relying upon consultant’s skill and knowledge in performing his services.

ARTICLE 8: COMPENSATION FOR SERVICES RENDERED

8.01 Owner’s Approval Required: Client agrees paying Consultant for those services rendered at Owner's specific request,
in advance and in writing.

8.02 Scheduled Billing Rates: The Billing Rates include all costs for any identified services and the Consultant shall not
be entitled to any additional compensation for providing those services. The Schedule of Billing rates shall remain in full
force and effect for the term of this Agreement, including all renewal periods.

8.03 Maximum Fee Schedule: In no event shall the total compensation paid to the Consultant for Services rendered on the
project exceed the allowable rate established by the Project Management Services Maximum Fee Schedule.

8.04 Basic Services: For Services rendered in connection with any project authorized pursuant to this Agreement,
Consultant shall be compensated _______percentages (_____%) of the total project value that amount approved in
consultants Project Proposal. The Construction Cost amount shall be exclusive of any alternate bids or pricing or of any
cash allowances which are not included within the final cost of work.
 8.05 Additional Services: Additional Services are those services which shall be provided if authorized or confirmed in
writing by the Client and for which compensation will be provided as described in this Agreement in addition to Basic
Compensation.

8.06 Consultant Costs: Unless approved in advance by the Owner, Consultant shall pay for all consultant services and
costs associated with consultant’s services under this Agreement, whether basic services or additional services, out of
Service consultant’s fees. Client is not responsible for any such consultant fees or costs unless otherwise agreed to in
writing.

ARTICLE 9: REIMBURSABLE EXPENSES

9.01Reimbursable Expenses: Reimbursable Expenses are in addition to compensation for basic and additional services.

a) Fee & Deposits required by the authority.

b) Professional body fees if any.

9.02 Compensation for Reimbursable Expenses: The Consultant shall be compensated for the actual with original receipts
received from the authorities. (Corporation receipts, KSEB , Water Authority etc)

ARTICLE 10: INVOICING

10.01 Monthly Invoices: Consultant shall submit a monthly record or invoice of services performed under this Agreement
identifying all expenses incurred in the previous month. Invoices shall be submitted in a format approved by the Client
and must contain at least the following information:

a) Agreement Number;
b) Contractor Details.
c) Quantity and Quality Of Each Scopes Performed.
d) Nature Of Invoice With Total value of scopes performed
e) Identification of billing period, by calendar month, to which the invoice applies;
f) Status of scopes by percentage;
g) Total amount of invoice;
h) Copy of all receipts in support of any reimbursable expenses invoiced.

10.02 Limited to Maximum Contract Sum: It is the responsibility of Consultant not to provide services or submit invoices
that exceed the allowable fee amount established project scope. Services provided, and/or expenses incurred that exceed
the maximum contract sum without Owner's written consent will be at contractors financial risk and Client shall not be
obligated to pay for any such services or expenses.

10.03 Payment: The Client , Consultant and the contractor(s) shall mutually agree a payment window period for approved
invoices of work completed

ARTICLE 11: RECORDS

11.01 Consultant shall maintain records of costs, expenses and billings pertaining to services performed under this
Agreement in accordance with generally accepted accounting principles. Such records shall be available to the Client or
the clients authorized representative at mutually convenient times for a period of at least one (1) years after expiration or
termination Agreement.

The client shall have the right to audit and to verify the details set forth in Service Provider's billings, certificates, and
statements, either before or after payment. The terms of this paragraph shall survive any termination of the Agreement.
ARTICLE 12: OWNERSHIP AND USE OF DOCUMENTS

12.01 Documentation. All documents prepared by the Consultant are instruments of service and shall remain the property
the Client shall be permitted to retain copies, including reproducible copies, of all documents prepared by the Consultant
for information and reference in connection with the client’s use and occupancy of the project. Client shall have an
irrevocable, fully paid-up perpetual license and right, which shall survive the termination of this agreement, to use the
documents, including the originals thereof, and the ideas and designs contained therein, for the completion of, and in
connection with, the project, regardless of the Consultant involvement. The documents shall not be used by the Client or
the Consultant on other projects, except by agreement in writing.

ARTICLE 13: TERMINATION OF AGREEMENT

13.01 Termination for Cause: This Agreement may be terminated by either party upon ten (10) days’ written notice should
the other party fail substantially to perform in accordance with its terms through no fault of the terminating party and such
failure is not fully cured prior to the expiration of the notice period.

13.02 Termination for Convenience: This agreement may be terminated for convenience by the Client in whole or in part,
upon at least ten (10) days’ written notice to the consultant.

13.03 Compensation: In the event of termination not the fault of the consultant, the consultant shall be entitled to
compensation for all services satisfactorily performed to the termination date, together with approved Reimbursable
Expenses then due, provided Consultant delivers to Client statements, accounts, reports and other materials as required for
payment along with all reports, documents and other materials prepared by Consultant prior to termination.

ARTICLE 14: DISPUTE RESOLUTION

14.01 Disputes: Any disputes if such shall be under the jurisdiction of the Kannur District Judicial Authority.

ARTICLE 15: INSURANCE

15.01 Insurance: For services performed on Owner's premises, the Consultant shall furnish to Client Certificates of
Insurance as set forth below prior to the commencement of any work hereunder and shall maintain such coverage during
the full term of the Agreement.

A. Contractor, consistent with its status as an independent contractor, will carry at least the following insurance in such
form, with such companies and in such amounts that may be may require covering work related accidents at the sites:

1. Worker's Compensation insurance

2. CAR Policy

ARTICLE 15: MISCELLANEOUS PROVISIONS

15.01 Appointment of Representative: Client may designate a representative to act partially or wholly for Client in
connection with this Agreement. Consultant shall coordinate its services solely through the designated representative.

15.02 Independent Contractor: Consultant acknowledges that it is engaged as an independent contractor and that Client
shall have no responsibility to provide Consultant or its employees with transportation, insurance or other fringe benefits
normally associated with employee status. Consultant is responsible for all income taxes required by applicable law.

15.03 Confidentiality: The Consultant shall treat any Client supplied information or information pertaining to Owner's
business as confidential and shall not disclose any such information to others except as necessary for the performance of
this Agreement or as authorized by the Client in writing.
15.04 Successors and Assigns. The Client and the consultant, respectively, bind themselves, their partners, successors,
assigns and legal representatives to the other party to the terms and conditions of this Agreement.

15.05 Subcontracting: The Consultant agrees not to subcontract any part of the work without the prior written consent of
Owner. If subcontracting is permitted, the Consultant must identify the subcontractor(s) to Client prior to any
subcontractor beginning work.

ARTICLE 16: NOTICES

16.1 All notices, consents, approvals, demands, requests or other binding communications under this Agreement shall be
in writing. Written notices may deliver via agreed medium such as electronic mail, messenger apps. However any
information which are regarded as milestone shall only be mailed and documented.

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