FIDIC红皮书特殊条款 Particular Conditions.doc

Conditions of Contract for Construction For Building and Engineering Works designed by the Employer PARTICULAR CONDITIONS These Particular Conditions are to be read in conjunction with the General Conditions of Contract for Construction First Edition 1999 published by the Federation of Internationale des Ingenieurs Conseils FIDIC The Particular Conditions take precedence over the General Conditions Annex 5 Particular Conditions Building and Engineering Works designed by the Employer 2 PARTICULAR CONDITIONS CONTENTS 1 GENERAL PROVISIONS 1 1Definitions 1 3Communications 1 4Law and Language 1 5Priority of Documents 1 6Contract Agreement 1 8Care and Supply of Documents 1 12 Confidential Details 1 14Joint and Several Liability 3 THE ENGINEER 3 1Engineer s Duties and Authority 3 2Delegation by the Engineer 4 THE CONTRACTOR 4 2 Performance Security 4 3Contractor s Representative 4 4Subcontractors 4 8Safety Procedures 4 9Quality Assurance 4 14 Avoidance of Interference 4 21Progress Reports 4 25Progress Meetings 4 26Construction Log Book 6 STAFF AND LABOUR Health and Safety 6 9 Contractor s Personnel 6 12Foreign Staff and Labour Annex 5 Particular Conditions Building and Engineering Works designed by the Employer 3 CONTENTS continued 7 PLANT MATERIALS AND WORKMANSHIP 7 1Manner of Execution 8 COMMENCEMENT DELAYS AND SUSPENSION 8 1 Commencement of Work 8 4 Extension of Time for Completion 12 MEASUREMENT AND EVALUATION 12 1Works to be Measured 13 VARIATIONS AND ADJUSTMENTS 13 3 Variation Procedures 14 CONTRACT PRICE AND PAYMENT 14 8Delayed Payment 21 ETHICS CLAUSE 22 AUDIT AND CHECKS 23 ADMINISTRATIVE AND FINANCIAL PENALTIES Annex 5 Particular Conditions Building and Engineering Works designed by the Employer 4 CLAUSE 1 GENERAL PROVISIONS SUB CLAUSE 1 1 DEFINITIONS 1 1 1 1 Contract Delete the Letter of Acceptance from the definition 1 1 1 2 Contract Agreement Delete if any from the definition 1 1 1 3 Letter of Acceptance Delete the Sub Clause text and replace with the The expression Letter of Acceptance means the Contract Agreement and all references to the Letter of Acceptance in the General Conditions shall mean the date of signing the Contract Agreement under Sub Clause 1 6 1 1 1 11 PRAG means Practical Guide along with its annexes to contract procedures financed from the General Budget of the European Communities which applies to EC external aid contracts as adopted by the European Commission on 25 March 2003 1 1 1 12 PRAG Addendum means a document prepared by the Employer which is to be signed by the Contractor in accordance with PRAG Section 5 7 as and when required for refinancing purposes by the Employer This requirement does not relieve the Parties from their responsibilities under the Contract 1 1 4 1 Accepted Contract Amount Delete the Sub Clause and replace with Accepted Contract Amount means the Contract Price stated in the Contract Agreement for the execution and completion of the Works and the remedying of any defects 1 1 4 6 Foreign Currency Add to the end of the sentence and is the Euro 1 1 4 13 Profit means the percentage stated in the Appendix to Tender that would be applied to the Cost where required under the Contract 1 1 6 2 Country Delete the Sub Clause text and replace with Country means the Republic of Poland where the Site is located and where the Permanent Works are to be executed Annex 5 Particular Conditions Building and Engineering Works designed by the Employer 5 1 1 6 5 Laws Delete the Sub Clause text and replace with Laws means all Polish legislation statutes ordinances and other laws and regulations and by laws of any legally constituted public authority 1 1 6 10 Construction Log Book means the document entitled Dziennik Budowy in Polish provided by the Employer to the Contractor at the commencement of the Contract The Construction Log Book is to be kept on Site under the responsibility of the Contractor and to be used in accordance with Article 45 of the Polish Construction Law 1 1 6 11 Progress Reports means the reports required under Sub Clause 4 21 1 1 6 12 Progress Meetings means the meetings required under Sub Clause 4 25 1 1 6 13 Survey Log Book means the document entitled Ksiazka Obmiarow in Polish that is kept and maintained by the Contractor and to be used in accordance with Article 3 item13 of the Polish Construction Law 1 1 6 14 Construction Permit means the document issued to the Employer by the relevant local authorities on the basis of the Engineering Design that gives permission for the commencement of the Works 1 1 6 15 Polish Construction Law means the Parliamentary Act dated 7th July 1994 and subsequent amendments and accompanying Directives SUB CLAUSE 1 3 COMMUNICATIONS Add an extra paragraph at the end of the Sub Clause Communications made in the Construction Log Book as required by Polish Construction Law are not regarded as communications under this Sub Clause Entries in the Construction Log Book are to be translated into English by the Contractor and sent to the Engineer and should not be unreasonably withheld or delayed SUB CLAUSE 1 4 LAW AND LANGUAGE Delete the Sub Clause text and replace with a The Contract shall be governed by the Law of the Republic of Poland b The languages to be used are as follows i The Contract documents as listed in the Contract Agreement are to be in both the English and Polish Languages English will be the ruling language except in the case where the Contract documents make reference to Polish legal and statutory documents In this case the Polish language will be the ruling language if there is any ambiguity or error in the translation of the Polish original text into English ii The language for communications as stated in sub Clause 1 3 Communications shall be English with translations into Polish Annex 5 Particular Conditions Building and Engineering Works designed by the Employer 6 iii Entries into the Construction Log Book shall be in Polish iv When the Employer Engineer or Contractor is required to provide under Polish Construction Law any documents in Polish then it shall be accompanied by a translation in English SUB CLAUSE 1 5 PRIORITY OF DOCUMENTS Delete the Sub Clause and replace with The documents forming the Contract are to be taken as mutually explanatory of one another For the purpose of interpretation the priority of the documents shall be as the order as listed in the Contract Agreement If an ambiguity or discrepancy is found in the document the Engineer shall issue any necessary clarification or instruction SUB CLAUSE 1 6 CONTRACT AGREEMENT Delete the Sub Clause and replace with The Contract Agreement shall be based upon the PRAG form in Annex D4 Volume 2 Section 1 and is to be signed by both Parties The Employer shall sign the Contract Agreement and send it to the Contractor who shall sign the Contract Agreement within 30 days of receipt and thereafter return the document to the Employer The Contract becomes effective on the date of signature by the Contractor within this period The costs of the stamp duties and similar charges if any imposed by the law in connection with entry into the Contract Agreement shall be borne by the Employer SUB CLAUSE 1 8 CARE AND SUPPLY OF DOCUMENTS Add to the end of the first paragraph The copies will be provided in English and Polish Add to the end of the second paragraph The copies will be in English but where they are required under Polish Construction Law to be in Polish then additional copies will be provided in Polish Add to the end of the third paragraph The copy will be in English and Polish SUB CLAUSE 1 12 CONFIDENTIAL DETAILS Add an extra paragraph The Parties shall treat the details of the Contract as confidential except to the extent necessary under Polish laws SUB CLAUSE 1 14 JOINT AND SEVERAL LIABILITY Annex 5 Particular Conditions Building and Engineering Works designed by the Employer 7 Add at the end of the Sub Clause d The lead partner shall be authorised to receive instructions for and on behalf of all partners individually and collectively and the lead partner shall be responsible for execution of the contract including payments CLAUSE 3 THE ENGINEER SUB CLAUSE 3 1 ENGINEER S DUTIES AND AUTHORITY Replace the third paragraph with The Engineer may exercise the authority attributable to the Engineer as specified in or necessarily to be implied from the Contract The Engineer shall obtain the approval of the Employer before carrying out his duties in accordance with the following clauses Sub Clauses to be listed The Employer undertakes not to impose further constraints on the Engineer s authority except as agreed with the Contractor SUB CLAUSE 3 2 DELEGATION BY THE ENGINEER Delete second paragraph and replace with Assistants shall be suitably qualified persons and will include persons with qualifications defined in Chapter II of the Polish Construction Law and who will be responsible for carrying out the duties as described under Articles 25 and 26 and 27 of the Polish Construction Law The assistants will be fluent in the language of communications defined in Sub Clause 1 4 Law and Language or a competent translator shall be available as may be required CLAUSE 4 THE CONTRACTOR SUB CLAUSE 4 2 PERFORMANCE SECURITY Delete the first sentence of the second paragraph and replace with The Contractor shall deliver the Performance Security with the signed Contract Agreement to the Employer and shall send a copy to the Engineer SUB CLAUSE 4 3 CONTRACTOR S REPRESENTATIVE Delete the last paragraph and replace with The Contractor s Representative and all these persons shall be fluent in the language for communications defined in Sub Clause 1 4 Law and Language or a competent translator shall be available as may be required The Contractor s Representative or persons authorised by him shall have the professional licences required by the Polish Construction Law in undertaking their duties under the Contract including articles 22 23 and 24 SUB CLAUSE 4 4 SUBCONTRACTORS Annex 5 Particular Conditions Building and Engineering Works designed by the Employer 8 Add at the end of item b The Engineer s approval shall be given within 14 days under the provision of Polish Civil Law Add additional items e Subcontractor must satisfy the eligibility criteria applicable for the award of the Contract f Payments to the Subcontractors must comply with the provisions of Polish Civil Law SUB CLAUSE 4 8 SAFETY PROCEDURES Add at the end of item a and provide a safety plan to the Employer not later than 7 days prior to the Commencement Date of the Works SUB CLAUSE 4 9 QUALITY ASSURANCE Delete the first paragraph and replace with The Contractor shall instigate a quality assurance system to demonstrate compliance with the requirements of the Contract The Contractor shall submit details of his system to the Engineer within 28 days of the signing of the Contract Agreement and it shall include a quality management procedures to be utilised on the Site b organisation structure for implementing the quality management procedures c evidence of quality management manuals to be used and d procedures to ensure all Subcontractors comply with the quality management requirements The Engineer shall be entitled to audit any aspect of the system SUB CLAUSE 4 14 AVOIDANCE OF INTERFERENCE Add after Item b c where closure of a public road is required under the Contract the approval of the Engineer is required before such closure can take place The Contractor shall provide the Engineer not less than 7 days before the closure of the road his proposal on how the work shall be to be undertaken and the time for its completion The Engineer shall approve the Contractor s proposal or seek amendments in order to ensure compliance with this Sub Clause and local regulations SUB CLAUSE 4 21 PROGRESS REPORTS Delete the first sentence of the first paragraph and replace with Annex 5 Particular Conditions Building and Engineering Works designed by the Employer 9 Monthly progress reports in a format agreed by the Engineer shall be prepared by the Contractor and submitted to the Engineer in six copies Add to the end of the clause i Contract Price forecast to include all items under Clause 12 Measurement and Evaluation Clause 13 Variations and Adjustments and Clause 20 Claims Disputes and Arbitration j Updated cash flow forecast as required under Sub Clause 14 4 Schedule of Payments on a quarterly basis Add New Sub Clause SUB CLAUSE 4 25 PROGRESS MEETINGS Within 7 days of the submission of the Progress Report by the Contractor to the Engineer a Progress Meeting will be held at Site and attended by the Engineer and the Contractor s Representative to review the Progress Report and any other relevant matters The Employer s Personnel may also attend the Progress Meetings The Engineer shall provide within 7 days of the Progress Meeting minutes of the meeting for agreement by the Contractor s Representative These minutes shall not replace any communications that are required under the Contract relating to Sub Clause 1 3 Communications The Engineer or the Contractor s Representative may require additional meetings to the monthly Progress Meetings and should provide 7 days notice of such additional meetings giving the reasons for the meeting Add New Sub Clause SUB CLAUSE 4 26 CONSTRUCTION LOG BOOK The Contractor s Representative shall be responsible for keeping the Construction Log Book on Site and in accordance with Polish Construction Law Information shall be entered into the Construction Log Book only by duly authorised persons under Polish Construction Law Entries into the Construction Log Book do not relieve the Parties and the Engineer from complying with the requirements of Sub Clause 1 3 Communications unless agreed to by the Parties and the Engineer and confirmed in writing All entries into the Construction Log Book by duly authorised persons not representing the Employer Contractor or the Engineer are to be reported promptly by the Contractor s Representative to the Engineer The Engineer will take whatever action is required by such entries in compliance with Polish Construction Law and the Contract Entries into the Construction Log Book may be used by either Party as contemporary records under Sub Clause 2 5 Employer s Claims and Sub Clause 20 1 Contractor s Claims CLAUSE 6 STAFF AND LABOUR SUB CLAUSE 6 7 HEALTH AND SAFETY Delete the Sub Clause and replace with Annex 5 Particular Conditions Building and Engineering Works designed by the Employer 10 The Contractor shall at all times take all reasonable precautions to maintain the health and safety of the Contractor s personnel in collaboration with local health authorities The Contractor shall ensure that medical staff first aid and ambulance services are available for Contractor s and Employer s Personnel according to the Polish Construction Law requirements and as stated in the Contractor s safety plan The Contractor shall employ or nominate a Safety Officer as required by Polish Public Law published in the Journal of Law 1997 109 704 who shall be responsible for the health and safety and protection against accidents of all staff and labourers The Safety Officer shall be qualified for this work and shall be responsible for issuing required instructions and undertaking protective measures to prevent accidents to the satisfaction of the Engineer Throughout the execution of the Works the Contractor shall provide whatever is required by this person to exercise this responsibility and authority The Contractor shall within 24 hours of the occurrence of any accident at or about the site or in connection with the execution of the Works report on such accidents to the Engineer The Contractor shall also report such an accident to the competent authority whenever such a report is required by law SUB CLAUSE 6 9 CONTRACTOR S PERSONNEL Add at the beginning of the Sub Clause The Contractor s Personnel shall include persons who have the professional licences required by the Polish Construction Law in undertaking their duties under the Contract Add New Sub Clause SUB CLAUSE 6 12 FOREIGN STAFF AND LABOUR The Contractor may employ foreign personnel for the execution of the Works although the Contractor is encouraged as far as is practicable to employ personnel from within Poland The Contractor is responsible for ensuring that the engagement of all foreign personnel is in accordance with the applicable Polish Laws and including regulations relating to residence visas work permits and professional certificates for engineering and management personnel as required The Contractor shall be responsible for the repatriation to the place of recruitment of all foreign personnel employed upon the Works The Contractor shall be responsible for the proper care of all such persons until they have left Poland In the event of the Contractor s default the Employer may repatriate and maintain such persons and recover the costs from the Contractor In the event of the death in Poland of any of the Contractor s foreign personnel then the Contractor shall be responsible for making the appropriate arrangements for their return or burial All costs relating to the application of this Sub Clause shall be borne by the Contractor CLAUSE 7 PLANT MATERIALS AND WORKMANSHIP Annex 5 Particular Conditions Building and Engineering Works designed by the Employer 11 SUB CLAUSE 7 1 MANNER OF EXECUTION Add at the end of this Sub Clause Save where otherwise provided for in the Particular Conditions goods and materials must originate in a Member State of the European Union Cyprus Malta or Turkey or in one of the beneficiary countries as stated in the invitation to tender The origin of the goods and materials shall be determined according to the rules laid down in the Community Customs Code or the international agreements to which the country concerned is a signatory The Contractor must certify that the goods tendered comply with this requirement specifying the respective country of origin The Contr