Vol. I - Tender and Conditions of Contract

8/7/2019 Vol. I - Tender and Conditions of Contract

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AD 0935 B2B Office

VOLUME-1

INSTRUCTION TO TENDERERS & CONDITIONS OF CONTRACT

B2B OFFICE VOLU ME I

IN STRUCTIONS TO TENDERERS &

CONDIT IONS OF CONT RACT

DOCUMENT NUMBER: B2B-ITT&COC-01

DESCRIPTION DATE AUTHOR CHECKED BY APPROVED BY REV

TENDER AND CONTRACT

DOCUMENTJULY 2010 MAR BAS A.F 0


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B2B Office BuildingAbu Dhabi U.A.E.

__________________________________________________________________________________

__________________________________________________________________________________

Khatib & Alami (CEC) Vol. 1 - Contents

Page -i

B2B OFFICE BUILDING ABU DHABI, U.A.E.

MAIN WORKS CONTRACT

VOLUME 1 TENDER AND CONDITIONS OF CONTRACT

CONTENTS

PART DESCRIPTION FROM TO

NO. PAGE PAGE

1 PROJECT DESCRIPTION AND SCOPE OF WORKS 1 of 1 - --

2 INSTRUCTIONS TO TENDERERS 1 of 16 - 16 to 16

3 SCHEDULE OF APPENDICES 1 of 27 - 27 to 27

4 FORM OF TENDER 1 of 4 - 4 of 4

5 FORM OF CONTRACT AGREEMENT 1 of 3 - 3 of 3

6 CONDITIONS OF CONTRACT:

- PART I - GENERAL CONDITIONS PI- COC-1 - --

- PART II - CONDITIONS OF PARTICULAR APPLICATIONS PII-COC-1 - PII-COC-15


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Khatib & Alami CEC Page 1 of 1 Project Description

And Scope of Works


MAIN WORKS CONTRACT

PROJECT DESCRIPTION AND SCOPE OF WORKS

1.0 INTRODUCTION

1.1 The Employers vision is for development of a commercial building with an attractive and

elegant building faade.

1.2 The project consists of the following:

i) 2 basements, Ground + 9 floors.

ii) External works, including services and Landscaping.

2.0 SITE CONTEXT

2.1 Location

The location of the Project will be on the banks of the Abu Dhabi Creek, Abu Dhabi, United

Arab Emirates.

2.2 Site Plan

A site plan is attached herewith and is to be taken as an indication only.

3.0 TYPE OF CONTRACT

3.1 The Contract is to be of a Lump Sum type.

Certain elements of design / re-design will have to be undertaken by the Contractor

including shoring and piling. Adequate P.I. Cover will have to be provided for these

elements.


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INSTRUCTIONS TO TENDERER


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Khatib & Alami CEC Page 1 of 16 Instructions To Tenderer

INSTRUCTIONS TO TENDERERS

CONTENTS

CLAUSE

1.0 GENERAL 2

2.0 TENDER DOCUMENTS 2

3.0 TENDER SUBMISSION 2

4.0 SUBMITTAL DOCUMENTS 4

5.0 OPENING OF TENDER 7

6.0 VISITING SITE AND EXAMINING DOCUMENTS 8

7.0 INDEMNITY OF THE EMPLOYER 9

8.0 DOUBTS AND OBSCURITIES 10

9.0 MATERIALS, PLANT AND LABOUR. 10

10.0 WORKING HOURS 11

11.0 PRICING 11

12.0 CORRECTION AND CLARIFICATION OF TENDER AFTERSUBMISSION 11

13.0 TENDER SECURITY 12

14.0 REMEASURED CONTRACT 12

15.0 TENDER QUALIFICATIONS AND ALTERATIONS TODOCUMENTS 13

16.0 ALTERNATIVE TENDER OFFER 13

17.0 TENDER EVALUATION 14

18.0 PERFORMANCE SECURITY 14

19.0 TENDER EXPENSES 14

20.0 LANGUAGE 14

21.0 DOCUMENTS CONFIDENTIAL 14

22.0 ADDRESS OF TENDERER 15

23.0 SELECTED CONTRACTOR 15

24.0 JOINT VENTURE AGREEMENTS, if any 15

25.0 PARENT COMPANY GUARANTEE 16

26.0 LOCAL LAW AND REGULATIONS 16


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3.2 The completed Tender shall be submitted in plain envelopes or packages with all

joints properly sealed without the identity of the Tenderer being indicated, but

clearly identifying the following Tender reference:

B2B Office Building Main Works Contract, Abu Dhabi

B2B Hotels and Properties L.L.C.

PO BOX 4824, Abu Dhabi

U.A.E.

The Tender shall be deposited not later than the date stated in the Invitation to

Tender.

3.3 The Tenderer shall ensure that the Bill of Quantities forming part of Volume 3 is

fully priced and submitted in the original format. All items not priced shall be

deemed to be included and priced elsewhere.

3.4 The Tenderer shall make all such enquiries and obtain all such information as may

be required to submit a Tender, which complies in all respects with the Tender

documents. The Tenderer, whether or not his Tender is accepted, shall have no

claim on the Employer, either in respect of making such enquiries or obtaining such

information or for any consequences of having failed to make any enquiries.

3.5 Any neglect or failure on the part of the Tenderer to obtain reliable information

affecting the execution and completion of the Works shall not relieve the Tenderer

from any risks or liabilities or from the responsibility of completing and handing over

the Works as defined in the Tender documents.

3.6 The Tenderer shall complete and submit the Form of Tender and fill in the

appropriate blank spaces in the Appendix to Form of Tender, and the attached

schedule of appendices, except where specifically instructed otherwise. Entries

shall not be made in the blank spaces in the Form of Agreement and Form of

Performance Security. The Tenderer shall ensure that the Tender documents are a

completed set of documents and comply fully with the Instructions to Tenderers.

3.7 The Form of Tender must be signed by a properly authorized representative of the

Tenderer and stamped accordingly with the correct title of the Tenderer.


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3.8 Every page of the Original is to be stamped with the Tenderers company seal and

initialed by the authorized person signing the Tender. The Employer reserves the

right to instruct the successful Tenderer to stamp and initial every page prior to the

formal award of the Contract.

3.9 All drawings enclosed / attached to the Tender documents shall be clearly

identified, stamped and initialed by the authorized person signing the Tender.

4.0 Submittal Documents

4.1 The Tender shall be accompanied by the following submittal documents which are

deemed to form part of the Tender. It is strongly emphasized that any Tender not

accompanied by these documents, completed in a sufficiently comprehensive and

meaningful manner, may be rejected.

a) Tender Security

Tender Security in the form prescribed and in accordance with Clause 13 of these

Instructions to Tenderers.

b) Cash Flow Chart

A Cash Flow chart forecasting the value of anticipated monthly payments the

Tenderer considers shall become due in terms of the Contract.

c) Tender Addenda

A copy of each Tender Addendum issued by the Employer or Engineer appropriately

endorsed by the Tenderer.

d) Site Visit

The Certificate stating that the Tenderer has visited the Site and accepts the Site

conditions and the risks associated therewith and has no queries on any matter

concerning the Site.

e) Authorized Representative and Power of Attorney

A statement giving the name(s) of the person(s) duly authorized to sign agreements

on behalf of the Tenderers company, together with a notarized copy of the

respective Power of Attorney to sign on behalf of the company.


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f) Tender Programme

A tentative programme and time schedule covering all principal construction

activities to meet the relevant time for completion of the whole of the Works or anySections of the Works prescribed in the Conditions of Contract. Cut-off dates for

nomination of provisional sums and prime cost items should also be stated.

g) Method of Construction

A detailed method statement reflecting the method of construction to clearly identify

the sequence of construction, the co-ordination of the Works between that of the

Tenderer and other contractors, subcontractors and other factors to provide the

Employer and the Project Manager / Engineer with sufficient detail to properly

evaluate the Tender proposal.

h) Key Personnel

Details of the names and qualifications of all key personnel to be employed on the

contract are to be submitted. These details shall include qualifications, relevant

experience and current position held within the Tenderers organization.

i) Organization Chart

An organization chart detailing both the proposed On-Site and Off-Site

organizations.

j) Manpower Schedule

A Schedule of proposed manpower for the entire duration of the Contract, identifying

that which it has currently available within his existing resources.

k) Plant and Equipment

A schedule reflecting all construction Plant and Contractors Equipment to be used

on the Works, indicating the make, model, year of manufacture and capacity of all

major items of Plant and Contractors Equipment he proposes to utilize.

l) Proposed Subcontractors and Suppliers

A schedule of all subcontractors and suppliers to be used on the Works, indicating

the element of work to be performed by each.


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m) Approved Subcontractors and Suppliers

A schedule of all proposed Subcontractors and Suppliers intended to be used for

elements of work covered by the Provisional and Prime Cost Sum Section of the Billof Quantities, indicating the element of work to be performed by each, together with

a copy of the Conditions of Domestic Subcontract or Purchase Order, which the

Tenderer would propose for the placing of Contracts with such Approved

Subcontractors and Approved Suppliers.

n) Quality Assurance/Quality Control Procedures

Details of the proposed Quality Assurance and Quality Control procedures,

covering all aspects of the Works to comply with recognized international standards.

o) Current and Valid Trade License.

A copy of current and valid Trade License.

p) Health and Safety Policy

Details of his Health and Safety Policy, which shall remain in force for the duration

of the Contract and shall comply and take full account of the Employers

Requirements forming part of the Tender documents.

q) External Management or Technical Assistance

If the Tenderer shall enter into an agreement or agreements with a third party or

parties to provide the Tenderer with Construction Management or technical

assistance with respect to the Works, such party or parties shall comply with the

applicable laws and regulations of the Emirate of Abu Dhabi, and the Tenderer shall

specify the management or technical assistance to be so provided with respect to

the Works.

r) Details of Overheads and Profit

Separate statements identifying the levels of overheads and of profit that have been

incorporated within the compilation of the Tender Price. The statements shall be

supported with sufficient evidence and calculations to verify that the statements are

correct.


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s) Details of Variations

Separate breakdowns of the proposed overheads and proposed profit, which if

applicable would be added to contract variations issued in terms of Clause 51General Conditions of Contract.

t) Preliminaries and General Requirements Items

A detailed breakdown of all priced items of Bill No1, Preliminaries and General

Requirements forming part of the Bill of Quantities. This breakdown of the items

should be in such a format, as to clearly identify any Set-up, Time Related and

Dismantling Elements of the costs.

u) Special Attendances

Details of all Special Attendance items pursuant to the outstanding requirements of

the Subcontract Works Section of the Preambles to the Bill of Quantities, which the

Tenderer deems necessary for the proper execution of the identified Subcontract

Works.

v) Joint Venture Agreements, if any

Evidence of the Organization, nature and size sufficient to enable the Employer to

evaluate whether the Tenderer has the Technical, Financial and managerial

Capacity to perform and meet his obligations under the Contract.

w) Alternative Tender Options

Pursuant to the provisions of Item 16 of these Instructions to Tenderers the

Tenderer shall submit all details of any alternative Tender Offers. Such alternatives

must be detailed in accordance with the noted Item.

5.0 Opening of Tender

5.1 The Tenders shall be treated confidentially and following their receipt shall be

opened in private at the offices of the Employer at a convenient time.


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5.2 The Employer does not bind himself to accept the lowest or any Tender, nor is he

bound to give any reason for the rejection of any Tender. Whilst the Employer

reserves the right to waive any formality or irregularity of any Tender submitted, the

Employer also reserves the right to reject any Tender, if the Tenderer fails to submitall details as required by the Tender documents, or if the Tender is in any way

incomplete or irregular.

5.3 The Tenders are to remain open for acceptance for a minimum period of 120 days

from the date of final Tender submission. The Employer reserves the right to extend

the Tender acceptance period, by notice in writing, for a further 30 days.

6.0 Visiting Site and Examining Documents

6.1 Prior to the submission of Tender, the Tenderer, at his own expense, shall inspect

and examine the Site and the surroundings and satisfy himself, as to the form and

nature of the Site, the scope of the Works, the means of access to the Site and in

general shall obtain all necessary information as to risks, contingencies and any

other matters which may affect the Tender.

6.2 The Tenderer shall examine, consider and shall allow for all risks arising from the

Site and its surroundings and the Tenderer shall be satisfied as to the nature and

extent of any existing works or buildings in the vicinity of the proposed Works, the

nature of the existing roads or other means of communication, the access to and

egress from the Site and Works without causing disruption to the operations and

access of the adjacent facilities. Any costs incurred due to damage or disruption of

the operations and access to adjacent facilities caused during the execution of the

Works shall be borne by the Contractor.

6.3 The Tenderer shall satisfy himself as to the available areas of land for temporary

purposes (within or without the Site), the facilities that will be required for temporary

purposes, and shall make all enquiries he deems necessary, regarding the

establishment of workyard sites, and such other additional areas as the Tenderer

may require for temporary occupation for the execution and completion of the

Works, as more fully described in the Contract.


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6.4 The Tenderer shall arrange for his own local and independent examination and

enquiries as to the physical conditions prevailing at the Site. The Tenderer shall

obtain his own information on all matters that may influence the compilation of the

Tender. The Tenderer shall satisfy himself as to the risks, obligations andresponsibilities to be undertaken in the Contract to be entered into by himself

should his Tender be accepted.

6.5 The information issued within these Tender documents is given without any

guarantee of its completeness. The provision of this information does not absolve

the Tenderer from the responsibility of making all enquires necessary for the pricing

of a complete Tender submission covering all aspects of the Works.

6.6 No claim resulting from a failure of the Tenderer to take into account the conditions

and restrictions of the Site shall be considered by the Employer and the Tenderer

shall and does hereby indemnify and hold harmless the Employer against any such

claim or claims.

7.0 Indemnity of the Employer

7.1 The Tenderer and his employees, representatives or agents shall be granted

permission by the Employer to enter upon the land for the purpose of Site

inspection in connection with the proposed Tender, but only upon condition that

such persons, firms or companies, release, indemnify, and hold harmless the

Employers servants, representatives and agents from and against any and all

liability in respect of claims for personal injury (whether fatal or otherwise) loss of or

damage to property and any other loss, damage, costs and expenses however

caused (whether by the act or neglect of the Employer or the Employers servants,

representatives or agents) which but for the exercise of such permission would not

have arisen.


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8.0 Doubts and Obscurities

8.1 Should there be any doubt or obscurity as to the meaning of any of the Tender

documents, or as to anything to be carried out or not to be carried out in terms ofthe Contract or as to these Instructions to Tenderers or any other matter, the

Tenderer shall state in writing any such doubt or obscurity and deliver the same to

the Employer, as soon as discovered, and in any case not later than two (2) days

prior to the final date fixed for the delivery of Tenders. Upon receipt, or as soon

thereafter as possible, the Employer shall review the written notice of doubts or

obscurities and if considered appropriate, a written reply in the form of a Tender

Addendum shall be distributed to all Tenderers to whom the Tender documents

have been issued.

8.2 The Employer may issue amendments to the Tender documents, at any time, 5

days prior to the date of submission of Tenders. The said amendments shall be

issued for the purpose of amending or clarifying the documents, and shall be

distributed by Tender Addendum to all Tenderers to whom the Tender documents

have been issued.

8.3 No instruction, clarification and/or other information given verbally by the Employer

or Engineer at any meeting or discussion prior to the submission of Tenders shall

be binding or be taken into account in preparing and evaluating Tenders, unless

and until such instruction, clarification or information is confirmed in writing by the

Employer.

9.0 Materials, Plant and Labour.

9.1 The Tenderer shall make all necessary enquiries and satisfy himself as to the

source of supply, the sufficiency and the means of obtaining and transporting all

materials, labour, fuel, water, electrical current for light and power, including all tax

exemptions on Plant and Equipment for the Works and all other matters required for

the proper execution of the Works.


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10.0 Working Hours

10.1 Refer to Clause 45 of the Conditions of Contract.

11.0 Pricing

11.1 The rates and prices quoted in the Tender shall be deemed to be fixed price and

shall not be subject to any price fluctuations. The Tender shall remain open for

acceptance by the Employer for the full duration of the Tender period.

11.2 The rates and prices set down by the Tenderer are to be for the full and inclusive

value of the work described thereunder and shall include for overheads, profit and

all obligations and liabilities arising under the Contract.

11.3 The filling-in and completion of the Tender documents shall be hand written in black

ink or black ballpoint. The Bill of Quantities shall be fully priced in UAE Dirhams to

reflect the amount of the Tender. Items against which no price is entered or quoted

by the Tenderer shall be deemed to be included elsewhere in the priced Bill of

Quantities.

12.0 Correction and Clarification of Tender After Submission

12.1 The Tenderer shall not be permitted to make corrections or amendments to his

Tender for any reason whatsoever after the time and final date fixed for the

submission of the Tender, and any negligence on the part of the Tenderer in

preparing his Tender shall not confer any right on the Tenderer to withdraw the

Tender.

12.2 Any correction made by the Employer or Engineer to a Tender shall be

communicated to the affected Tenderer for agreement prior to the award of the

Contract.

12.3 The Tenderer shall be prepared to stand by such correction to the Tender price,

otherwise the Tender Security shall become due and payable to the Employer in

compensation.

12.4 Failure by the Employer or Engineer to discover any error during the checking of

the Tender shall not entitle the accepted Tenderer to make a claim for payment

against an error, if such is subsequently discovered.


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13.0 Tender Security

13.1 The Tenderer shall provide an irrevocable Tender Security in the format provided in

the Tender documents valid until the receipt and approval by the Employer of thePerformance Security required in the Conditions of Contract. The Tender Security

shall be in an amount stated on the Form of Tender Security (Appendix A to Form

of Tender). Such Tender Security shall be issued by a locally licensed bank

acceptable to the Employer.

13.2 The security provided by unsuccessful Tenderers shall be discharged 120 days

after the final date fixed for delivery of Tenders to the Employer, or such date that a

Tender has been accepted by the Employer and the Performance Security has

been duly provided in terms of the Contract by the selected Tenderer.

13.3 Should any Tender not be completed and submitted, as stated in the Tender

documents, the Employer reserves the right to draw upon the Tender Security for

payment in whole or part as the circumstances warrant.

14.0 Lump Sum Contract

14.1 The Tenderer should note that the type of Contract being used is of a Lump sum

type. Tenderers are instructed that the said lump sum shall be an inclusive fixed

price contract, and shall provide for all price and currency fluctuations which may

occur during the tender and contract periods, inclusive of the Defects Liability

Period. The contract price shall not be amended except by written authorized

variations issued by the engineer or by the adjustments to Provisional sums, Prime

cost sums or prime cost items, the re-measurement of quantities notified as being

provisional, or otherwise as arising under the terms of the contract.

14.2 The total Tender price stated in the Tender shall be for the complete scope of the

Works specified in the Tender and Contract documents and shall include any and

all commitment fee, insurances and all other financial charges and fees.


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15.0 Tender Qualifications and Alterations to Documents

15.1 Tenders shall be submitted on the basis of the Tender documents and shall be free

of any qualifications and alterations and submitted fully in conformity with the detailscontained within these Instructions to Tenderers.

16.0 Alternative Tender Offer

16.1 Alternative Tender offers will be considered only where the Tenderer has submitted

a fully compliant offer.

16.2 The Tenderer may submit an alternative Tender varying any or all of the following:

a) Construction details

b) Specification

c) Programme

16.3 Where such alternatives are offered by the Tenderer, then each of the alternatives

so offered by the Tenderer shall be clearly identified as Alternative 1, Alternative

2 etc. Any effect on cost, quality or programme shall be detailed on a separate

covering letter.

16.4 The acceptance of Alternatives proposed by the Tenderer shall be at the sole

discretion of the Employer and no claim for additional expenses arising from the

submission of such Alternatives will be considered by the Employer.

16.5 In all other aspects the alternative Tender shall be deemed to conform with the

requirements of the Tender documents.

16.6 Any alterations to the design which may be proposed by the Tenderer will be

considered by the Employer, provided that the Tenderer can demonstrate that

either a quality or cost benefit would be derived by the Employer when compared

with the original. Fully detailed particulars shall be submitted to substantiate the

alternative design in the covering letter with the Tender.


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17.0 Tender Evaluation

17.1 The Tenderer may be required to visit the Employers and or Engineers offices

during the period of Tender evaluation to clarify and or discuss any part of theTender in order to satisfy the Employer and or the Engineer that the Tenderer has

carefully considered all matters affecting the execution of the Work.

18.0 Performance Security

18.1 The Selected Tenderer shall be required to provide irrevocable Performance

Security from an Employer approved bank in the Emirate of Dubai or Abu Dhabi, in

an amount equal to ten percent (10%) of the Contract Price. Such security shall be

in the format provided in the Tender documents.

19.0 Tender Expenses

19.1 The Employer shall not be responsible for any expenses or loss which may be

incurred by any Tenderer in the preparation and submission of his Tender.

20.0 Language

20.1 The language of the Tender and the Contract shall be the English language.

20.2 All correspondence with the Employer and Engineer shall be in the English

language. The Tenderer should however, note that the Tenderer shall be

responsible for liaising with local authorities and governments departments in the

Arabic language, as required.

21.0 Documents Confidential

21.1 The Tenderer whether it submits a Tender or not, shall treat the details of these

Tender documents as strictly private and confidential.


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22.0 Address of Tenderer

22.1 The Tenderer shall state in his Tender the duly authorized representative to whom

correspondence concerning the Tender may be directed and the address (includingthe street and postal addresses, facsimile and phone numbers) in Abu Dhabi to

which all correspondence concerning the Tender should be forwarded.

22.2 The Tenderer shall detail in his Tender an address at which notices issued in terms

of the Contract may be validly served. All such notices shall be deemed to have

been validly served, which are left at such address. Any change of address shall be

notified to the Employer and until such notification is received the Employer shall

not be bound to take notice of any change of address.

23.0 Selected Contractor

23.1 The selected contractor shall be notified in writing directly and solely by the

Employer, and shall be required to provide all documentation requested within a

reasonable period of time and to sign the Contract within the period so specified by

the Employer.

23.2 The Tenderer shall state the name of the person responsible for signing the

Contract and shall provide proof of authority and a sample of the signature and

initials. If the person holds Power of Attorney, the relevant documents shall be duly

certified by notary public.

24.0 Joint Venture Agreements

24.1 If the Tenderer is submitting the Tender on behalf of more than one or more

separate legal entities, each such legal entity and the Tenderer shall comply with

the applicable laws of the Emirate of Abu Dhabi.

24.2 The Tenderer and each of the parties or partners of the Tenderer, if the Tenderer is

a Joint Venture of more than one person, persons, firms, corporations or other legal

entity, shall submit with his Tender evidence of his organization, nature and size

sufficient to enable the Employer to evaluate whether the Tenderer has the

financial, technical and managerial capacity to perform and meet all his obligations

under the Contract.


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24.3 If the Tenderer is submitting the Tender on behalf of himself and one or more

separate legal entities, each such legal entity and the Tenderer shall upon the

written request of the Employer, enter into an agreement or agreements in form and

substance satisfactory to the Employer, which will specify the respective roles ofeach such legal entity with respect to the Works, provides for joint and several

liability of each such legal entity under the Contract and addresses such other

concern of the Employer as deemed desirable.

24.4 The Tenderer and any of the organizations who form a Joint Venture with, or who

are Subcontractors to the Tenderer shall have recognized experience in the

execution of projects of similar characteristics to the Works described in the Tender

documents.

25.0 Parent or Associated Company Guarantee

25.1 The selected contractor shall be required to provide an irrevocable Parent or

Associated Company Guarantee in the format provided in these Documents should

this be deemed necessary by the Employer.

26.0 Local Law and Regulations

26.1 The Tenderer shall be deemed to conversant with all aspects of the laws, decrees,

statutes, regulations, etc. of the Emirate of Abu Dhabi and the respective ministries,

departments, agencies, etc., which are relevant to the Works described in the

Tender and Contract documents. No claim arising from a failure of the Tenderer to

take account of the foregoing in compiling the Tender shall be considered by the

Employer.


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SCHEDULE OF APPENDICES


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Khatib & Alami CEC Page 1 of 27 Schedule of Appendices

B2B OFFICE BUILDING ABU DHABI, U.A.E.MAIN WORKS CONTRACT

SCHEDULE OF APPENDICES

This Schedule forms a check list against which the Tenderer must confirm that he has completed

and included the Tender Submittal Requirements, which are an essential provision of this Tender :

Appendix Details Completed

THIS SCHEDULE OF APPENDICESTenderer to stamp and initial

A FORM OF TENDER SECURITYTenderer to provide in the prescribed format

B CASH FLOW CHARTTenderer to complete, stamp and sign

C TENDER ADDENDATenderer to stamp and sign

D SITE VISITTenderer to complete, stamp and sign

E AUTHORISED REPRESENTATIVE AND POWER OF ATTORNEYTenderer to complete, stamp and sign

F TENDER PROGRAMMETenderer to complete, stamp and sign

G METHOD OF CONSTRUCTIONTenderer to complete, stamp and sign

H KEY PERSONNELTenderer to complete, stamp and sign

I ORGANISATION CHARTTenderer to complete, stamp and sign

J MANPOWER SCHEDULE

Tenderer to complete, stamp and sign

K PLANT AND EQUIPMENTTenderer to complete, stamp and sign.

L PROPOSED DOMESTIC SUB-CONTRACTORS AND SUPPLIERSTenderer to complete, stamp and sign

M APPROVED SUB-CONTRACTORS AND SUPPLIERS Tenderer tocomplete, stamp and sign


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SCHEDULE OF APPENDICES, contd.

Appendix Details Completed

N QUALITY ASSURANCE/QUALITY CONTROL PROCEDURESTenderer to complete, stamp and sign

O CURRENT AND VALID TRADE LICENCETenderer to provide.

P HEALTH AND SAFETY POLICY.Tenderer to complete, stamp and sign

Q EXTERNAL MANAGEMENT OR TECHNICAL ASSISTANCETenderer to complete, stamp and sign

R DETAILS OF OVERHEADS AND PROFIT.Tenderer to provide, stamp and sign

S DETAILS OF VARIATIONS.Tender to provide, stamp and sign

T BREAKDOWN OF PRELIMINARIES ITEMS.Tenderer to provide, stamp and sign

U SPECIAL ATTENDANCES.Tenderer to provide, stamp and sign

V JOINT VENTURE AGREEMENTS.Tenderer to provideW ALTERNATIVE TENDER OFFERS.

Tenderer to detail and submit if appropriate

X RATE BREAKDOWNTenderer to provide, stamp and sign

Y SPECIMEN FORM OF PERFORMANCE SECURITY


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APPENDIX A FORM OF TENDER SECURITY

B2B Hotels and Properties L.L.C. Date: 20103

rdFloor, Al Fahim Headquarters,

Mussafah, P.O. Box 4824,Abu Dhabi, U.A.E

Dear Sir,

B2B OFFICE BUILDING

GUARANTEE NO.

At the request of.

(hereinafter called the Tenderer) Post Box No. , Dubai, we hereby unconditionally agree to

hold at the disposal of B2B Hotels and Properties LLC, including successors in title and assign(herein after referred to as the Employer)

the sum of UAE Dhs 2,000,000.00 (AED Two Million only)

as a Tender Guarantee. This Tender Guarantee shall be free of interest and payable in cash on

your first written demand in the manner ordered, without the Tenderer or any person on his behalf

or ourselves having the right to suspend or delay payment or to object thereto for any reason

whatsoever.

This Tender Guarantee is valid for 90 calendar days from the final date of tender opening and

renewable before expiry for a further 30 calendar days, if requested in writing by the Employer.

This guarantee shall be returned to us upon its expiry or upon fulfillment of our undertaking

whichever is the earlier.

Yours faithfully,

(Authorized Signature and Bank Seal)

Name:.

Designation:..


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APPENDIX B Cash Flow Chart

The Tenderer shall submit with his Tender a Cash Flow chart forecasting the value of anticipatedmonthly payments the Tenderer considers shall become due in terms of the Contract.

Signed: ________________________________

Duly authorized to signFor and on behalf of: ________________________________

Date: ________________________________


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APPENDIX C Tender Addenda

The Tenderer confirms that the Tender Addenda listed below have been incorporated in the TenderPrice.

Signed: ________________________________


Date: ________________________________


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APPENDIX D Site Visit

We hereby confirm that we have inspected the site and accept the Site conditions and the risks

associated therewith and have no outstanding queries on any matters concerning the Site.

Signed: ________________________________


Date: ________________________________


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APPENDIX E Authorized Representative and Power of Attorney

The Tenderer shall submit a statement giving the names of the person(s) duly authorized to sign

agreements on behalf of the Tenderers company, together with a notarized copy of the respective

Power of Attorney to sign on behalf of the Tenderer.

Signed: ________________________________


Date: ________________________________


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APPENDIX F Tender Programme

The Tender shall submit with his Tender an overall programme and time schedule covering all

principal construction events, and where appropriate commissioning, acceptance tests, and handing

over the works to meet the times as per Contract Construction Period. Cut-off dates for nominationof provisional sums and prime cost items should also be stated.

Signed: ________________________________


Date: ________________________________


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APPENDIX G Method of Construction

The Tender shall detail an outline of his proposed method of construction which shall clearly define

the sequence of construction events, the co-ordination of the works and all other factors to provide

the Engineer with the opportunity to properly evaluate the Tenderers proposal.

Signed: ________________________________


Date: ________________________________


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APPENDIX H Key Personnel

The Tenderer shall detail the names and qualifications of the key personnel who shall be

responsible for the Works. These details shall include qualifications, relevant experience and

current position held within the Tenderers organization.

1 Project Director

2 Project Manager

3 Senior Quantity Surveyor / Contracts manager

4 Design Manager/Coordinator

5 Procurement Manager

6 Planning Engineer (Primavera P3 Proficient)

7 Construction Manager

8 Senior MEP Service Coordination Manager

9 Logistics Manager

10 Section Engineer

11 Quality Manager

12 Health and Safety Manager

13 Others

Signed: ________________________________


Date: ________________________________


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APPENDIX I Organization Chart

The Tender shall detail and submit his Organization Chart which shall identify both his proposed

on-site and off-site organization.

(Note: Additional pages may be added by the Tenderer, if required).

Signed: ________________________________


Date: ________________________________


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APPENDIX J Manpower Schedule

The Tenderer shall detail and submit his proposed manpower for the entire duration of the project.

This shall identify separately, manpower which he has currently available within his existing

resources.


Signed: ________________________________


Date: ________________________________


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APPENDIX K Plant and Equipment

The Tenderer shall detail below the make, model and year of manufacture of the major key items of

plant and equipment he proposes to utilize during the carrying out of the Works, identifying

separately those, which he has currently available within his existing resources.

Description Make Model and Year ofManufacturer

Present Location No. of Units

1)

2)

3)

4)

5)

Signed: ________________________________


Date: ________________________________


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APPENDIX L Proposed Domestic Sub-Contractors and Suppliers

The Tenderer shall submit a schedule of all proposed Domestic Subcontractors and Suppliers,

intended to be used for elements of work, indicating the element of work to be performed by each.


Name of Proposed Sub-contractors

Element of Works Approximate value

Signed: ________________________________


Date: ________________________________


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APPENDIX M Approved Sub-Contractors and Suppliers

The Tenderer shall submit for the approval of the Engineer the names of all specialist contractors

and suppliers covered by the Provisional or Prime Cost Sums section of the Bill of Quantities, the

proposes to use during the execution of the Works, together with a statement of the work to beexecuted by each of these specialist contractors.


Name of Proposed Sub-contractors

Element of Works Bill Item Reference

Signed: ________________________________


Date: ________________________________


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APPENDIX N Quality Assurance/Quality Control Procedures

The Tender shall comply with the Contractors Quality Assurance and Quality Control Procedures,

covering all aspects of the construction of the Works, which shall comply with recognized

international standards.

(Note: Additional Pages may be added by the Tenderer, if required).

Signed: ________________________________


Date: ________________________________


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APPENDIX O Current and Valid Trade License

The Tenderer shall submit a copy of his current and valid trade license.

Signed: ________________________________


Date: ________________________________


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APPENDIX P Health and Safety Policy

The Tenderer shall submit the details of his Health and Safety Policies to be adopted for the

duration of the Works.

Signed: ________________________________


Date: ________________________________


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APPENDIX Q External Management or Technical Assistance

The Tenderer shall submit with his Tender details of any third party Construction Management orTechnical Assistance Agreements he propose to enter into for the Works.

Signed: ________________________________


Date: ________________________________


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APPENDIX R Details of Overheads and Profit

The Tenderer shall submit separate statements identifying the levels of overheads and of profit that

have been incorporated within the compilation of the Tender Price. The statements shall be

supported with sufficient evidence and calculations to verify that the statements are correct.

Signed: ________________________________


Date: ________________________________


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APPENDIX S Details of Variations

The Tenderer shall submit with his Tender separate details of the Overheads and the Profit, which if

applicable would be added to contract variations issued in terms of Clause 51 of the General

Conditions of Contract.

Signed: ________________________________


Date: ________________________________


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APPENDIX T Breakdown of Preliminaries and General Requirements Items

The Tenderer shall submit with his Tender a detailed breakdown of all priced items of Bill No. 1,

Preliminaries and General Requirements forming part of the Bill of Quantities. This breakdown of

the items should be in such a format, as to clearly identify any Set-Up, Time Related andDismantling Elements of the costs.

(Note: Additional Pages may be added by the Tenderer, if required).

Signed: ________________________________


Date: ________________________________


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APPENDIX U Special Attendances

Pursuant to the outstanding requirements of the Subcontract Works Section of the Preambles to

the Bill of Quantities, the Tenderer shall submit details of all Special Attendance items which he

deems necessary for the proper execution of the Subcontract Works. These Special Attendanceitems will be in addition to the General Attendance and Builders Work items.

(Note: Additional pages may be added to the Tender, if required).

Not Required

Signed: ________________________________


Date: ________________________________


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APPENDIX V Joint Venture Agreements

Pursuant to Item 24 of the Instructions to Tenderers, the Tenderer shall submit details of any JointVenture Agreements that will impact upon this agreement.

(Note: Additional pages may be added by the Tendered, if required).

Signed: ________________________________


Date: ________________________________


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APPENDIX W Alternative Tender Offers

Pursuant to Item 16 of the Instructions to Tenderers, the Tenderer shall submit details of any

alternative Tender Offers. Such alternatives must be detailed in accordance with the noted clause.


Signed: ________________________________


Date: ________________________________


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APPENDIX X Rate Breakdowns

The Tenderer shall submit separate detailed rate breakdowns (price analysis schedule) for all priced

items contained within the Bill of Quantities, indicating the allocation between labour, plant and

materials.


Signed: ________________________________


Date: ________________________________


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APPENDIX Y Specimen Form of Performance Security

(ON BANK LETTER HEAD)

Date:


3rd Floor, Al Fahim Headquarters,

Mussafah, P.O. Box 4824,

Abu Dhabi, U.A.E

Dear Sir,

Subject: Our Performance Security No.:. For Dhs.:

As Messrs...

(hereinafter called the Contractor) have declared that their Tender for the above named Works has

been accepted, we hereby undertake to hold at your disposal the sum of Dhs..{in

figures} (U.A.E. Dirhams ... {in words}, being 10% of the

Contract Price, as a Performance Security. This Security shall be free of interest and payable in

cash on your first written demand in the manner ordered, without the Contractor or any person on

his behalf or ourselves having the right to suspend or delay payment or to object thereto for any

reason whatsoever.

The Security is valid from .. {contract commencement date} to. {scheduled time for completion date as per the letter of acceptance}

and shall before expiry, be automatically renewed until a Defects Liability Certificate has been

issued or until advised by you that the contract has been fulfilled. No claim shall be made against

this Security after the issue of the Defects Liability Certificate.

Yours Faithfully,

{Authorized Signature {Authorized Signature

and Bank Seal} and Bank Seal}

Name: Name:

Designation: Designation:


49/74

FORM OF TENDER


50/74


Khatib & Alami CEC Page 1 of 4 Form of Tender


FORM OF TENDER

(Note: The Appendix to Form of Tender forms part of the Tender, and the Tenderer is required tocomplete all the blank spaces in this Form of Tender and the accompanying Appendices)

To :


3rd Floor, Al Fahim Headquarters,

Mussafah, P.O. Box 4824,

Abu Dhabi, U.A.E

Dear Sirs,

1. We have examined Volumes I to V of the Tender documents and the matters set out in

the Appendices hereto for the execution of the above named works.

We accordingly offer to execute and complete the Works and remedy any defects

therein, in conformity with this Tender which includes all of these documents.

We undertake if our Tender is accepted to commence the Works upon the date

specified in the Letter of Intent/Acceptance and complete and deliver the whole of the

Works within the Time for Completion, as defined in the Appendix to Tender for the sum

of

U.A.E. Dhs ..

(U.A.E.Dirhams in words...

..) or such other sum as may

be ascertained in accordance with the Conditions of Contract.

2. We agree to abide by this Tender for a period of 120 days from the final date of Tendersubmission and at the Employers instruction in writing, a further 30 days, and thisperiod shall remain binding upon us and this Tender may be accepted at any time priorto the expiration of this period.

3. If our Tender is accepted, we will provide when required the Performance Security froma locally licensed bank, acceptable to the Employer, to be jointly and severally boundwith us in the sum of ten percent (10%) of the Contract Price for the due performance ofthe Contract in accordance with its terms and conditions.

4. We undertake if our Tender is accepted, to complete and deliver the whole of the Workscomprising of the Contract within the time stated in the Appendix to the Form of Tenderand confirm the period(s) stated include all Fridays, Public Holidays etc., and other non-working days caused by inclement weather, etc. and shortened working hours duringthe Holy Month of Ramadan.

.contd.


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FORM OF TENDER, contd.

5. In the event of our Tender being accepted, and until a formal Agreement is preparedand executed, this Tender, together with your Letter of Acceptance thereof, shall

constitute a binding Contract between us.

6. We understand that you are not bound to accept the lowest or any Tender you mayreceive.

7. We acknowledge receipt of the following Tender Addenda and confirm that we havetaken account thereof in our Tender.

Reference number: Date:

Dated this day of

Signature:

Name:

In the capacity of:

Duly authorized to sign Tenders for and on behalf of:

Company:

Address:

....

Witness Signature:

Name:

Address: .

....


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APPENDIX TO FORM OF TENDER

Performance Security 10.1 10% of Contract Price-Validity till end ofDefect Liability Period.

Qualification and Experience 15.1 20 years with University Degree in Civil /Arch. Engineering equivalent to B.Sc orhigher admitted in the U.A.E., and haveexperience of a similar job. Qualificationsshould be accepted and certified by theEngineers Association in U.A.E. or to ask formemberships.

Insurance of the Works. etc 21.1(a) 100% of Contract Price for contract durationplus maintenance period.

Minimum Amount of Third PartyInsurance

23.2 AED 5,000,000.00 (UAE Dirhams Five Milliononly) for any incident. Number of incidentsunlimited.

Period for Commencement 41.1 10 days.

Time for Completion from TheCommencement Date

43.1 540 calendar days including mobilization.

Engineers Overtime 45.2 Working beyond normal working hours orholidays:i) Resident Engineer AED 550/- per hour.ii) Site Engineer AED 450/- per hour per

Engineeriii) Inspectors AED 200/- per hour per

Inspector

Penalty for Delay 47.1 AED 100,000/- per day.

Maximum Penalty 47.1 10% of Contract Price.

Engineers Supervision 47.3 Upon delay of construction works, theContractor shall pay supervision fees of theEngineer based on:i) Resident Engineer AED 4,000/- per day.ii) Site Engineer AED 3,000/- per day per

Engineeriii) Inspectors AED 1,500/- per day per

Inspector

Defects Liability Period 49.1 12 calendar months from the Date of issue of

Taking Over Certificate.


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APPENDIX TO FORM OF TENDER (CONTD)

Percentage for adjustment ofProvisional Sum

59.4(c) Not applicable.

Percentage of invoice Value of listedmaterials

60.1(c) 80%

Percentage of Retention 60.2(a) 10%

Limit of Retention 60.2 10% of Contract Price.

Minimum amount of Certificate 60.2 AED 5,000,000.00

Time for Payment by Contractorfollowing

60.10 The Main Contractor will receive payment 30days after submission of the application. The

sub-contractor will receive payment within afurther 7 days.

Rate of Interest on unpaid sums 60.10 Nil.

Advance Payment 60.12 10% against Bank Guarantee.

Contractors Address 68.1

Employers Address 68.1 B2B Hotels and Properties L.L.C.

3rd

Floor, Al Fahim Headquarters,Mussafah, P.O. Box 4824,

Abu Dhabi, U.A.E

Dated this ............... day of Two Thousand Ten

Signature :

Signed by :

In the capacity of :

Duly authorized to sign for and on behalf of : (IN BLOCK LETTERS)

Address :

Witness :

Address :

Occupation :


54/74

FORM OF CONTRACT AGREEMENT


55/74


Khatib & Alami CEC Page 1 of 3 Form of Contract Agreement


FORM OF CONTRACT AGREEMENT

THIS AGREEMENT made the .. day of .. 2010

Between

_____________________

__________________

(hereinafter called the Employer which expression shall include the

Employers successors in title and assigns) of the one part

and

_____________________

__________________

(hereinafter called the Contractor) of the other part.

WHEREAS the Employer is desirous that certain works shall be executed by the Contractor and has

accepted a Tender by the Contractor for the execution and completion of such works and the

remedying of any defects herein.

NOW THIS AGREEMENT WITNESSETH as follows:-

1. The Employer shall pay to the Contractor the Sum of :

Dhs

(hereinafter referred to as the Contract Price) or such other sum as may become payable

under the Contract in consideration for the execution and completion of the Works and the

remedying of defects therein.

2. In this Agreement words and expressions shall have the same meanings as are respectively

assigned to them in the Conditions of Contract hereinafter referred to.

3. The following documents shall be deemed to form and be read and construed as part of thisAgreement, viz:-

a. Letter of Intentb. Form of Tenderc. Instructions to Tenderersd. Appendix to Form of Tendere. Conditions of Contractf. Specificationsg. Drawingsh. Bills of Quantitiesi. Addenda and Circular Letters (if any)j. Post Tender Correspondences

.contd.


56/74



4. The Contractor undertakes and warrants the following:

a) In consideration of the importance of time due to the urgency of the Works he shall utilize

his best endeavours to expedite the Works in accordance with the Programme and take allnecessary measures to mitigate against delays and complete the Works in strict

accordance with the Time for Completion.

b) To employ the highest international standards of workmanship, the best materials of their

kind, and the highest degree of proper and efficient superintendence for the Works.

c) To be responsible for co-ordinating his work with various other contractors employed on

the Works; co-ordinating the work between various trades whether employed directly or on

a subcontract basis; obtaining all necessary information from Subcontractors for the

purpose of the overall programming of the Works; supplying all the necessary attendance

to all Subcontractors and assuming overall responsibility for the aforesaid.

5. In Consideration of the payments to be made by the Employer to the Contractor as hereinafter

mentioned the Contractor hereby covenants with the Employer to execute and complete the

Works and remedy any defects therein inconformity in all respects with the provisions of the

Contract.

6. The Employer hereby covenants to pay the Contractor in consideration of the execution and

completion of the Works and the remedying of any defects therein the Contract Price or such

other sum as may become payable under the provisions of the Contract at the times and in the

manner prescribed by the Contract.

7. This contract is a personal contract with B2B Hotels and Properties L.L.C. and neither its

shareholders (including TDIC), nor any of their directors, officers, employees and agents

assume any liability or give any warranty or undertaking in relation to the subject matter of the

Contract or the performance of B2B Hotels and Properties L.L.C obligations under the Contract,

and upon receipt of notice from TDIC, it will enter into a Novation agreement whereby the rights

and obligations of B2B Hotels and Properties L.L.C under this Contract are transferred to TDIC

as if TDIC had originally executed this Contract.

contd.


57/74



IN WITNESS whereof the authorized representatives of the parties have hereunto set theirrespective hands the day and year first above written.

Signed by: ..

Name: ..

Duly authorized to sign this Agreement for and on behalf of the Employer,

In the presence of:

Name :

Signature:

Address: ...

Occupation:

Signed by: ..

Name: ..

Duly authorized to sign this Agreement for and on behalf of the Contractor,

In the Presence of:

Name : ..

Signature: ..

Address:

Occupation:


58/74

CONDITIONS OF CONTRACT


59/74


__________________________________________________________________________________

Khatib & Alami (CEC) Conditions of Contract-General Conditions

Page PI-COC-1


MAIN WORKS CONTRACT


PART I - GENERAL CONDITIONS

The General Conditions of Contract shall be those contained within Part I of the Conditions of Contract

for works of Civil Engineering Construction, Fourth Edition 1987, reprinted in 1992, published by

Federation International des Ingenieurs-Conseils (FIDIC). The clauses of these conditions shall be

considered valid and binding in relation to the present contract, insofar as they are relevant and within

the laws of the United Arab Emirates.

Tenderers are deemed to be in possession of their own copy of the above document at Tender stageand to be fully aware of and have understood the contents therein.

The General Conditions shall be read in conjunction with the Conditions of Particular Application in

Part II, which shall override or supersede or modify the General Conditions.

End of Part I


60/74


__________________________________________________________________________________

Khatib & Alami (CEC) Conditions of Contract-Conditions of Particular Applications

Page PII-COC-1


MAIN WORKS CONTRACT


PART II CONDITIONS OF PARTICULAR APPLICATION

These Conditions of Particular Application shall override or superseded or modify the General

Conditions in Part I (Clause references are as in Part I General Conditions).

CLAUSE 1

Sub-Clause 1.1 - Definitions

(a)(i) The Employer is - M/s. B2B Hotels and Properties L.L.C.3rd Floor, Al Fahim Headquarters, Mussafah,

P.O. Box 279

Abu Dhabi U A.E.

(iv) The Engineer is - Khatib & Alami

(Consolidated Engineering Co.)

P.O. Box 2732

Abu Dhabi U.A.E.

CLAUSE 5

Sub-Clause 5.1 Language/s and Law

(a) The language is English.

(b) The law is that in force in the United Arab Emirates.

Sub-Clause 5.2 Priority of Contract Documents

Delete the text of the sub-clause and substitute:-

Except if and to the extent otherwise provided by the Contract the provisions of the Conditions

of Contract shall prevail over those of any other document forming part of the Contract.

Subject to the foregoing the several documents forming the Contract are to be taken asmutually explanatory of one another, but in case of ambiguities or discrepancies the same

shall be explained and adjusted by the Engineer who shall have authority to issue to the

Contractor such instructions. No instructions issued under this Clause will constitute a

variation.


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Page PII-COC-2

CLAUSE 10

Sub-Clause 10.1 Performance Security

Add the following para:

Wording of the performance security shall be as stipulated in the Form of Performance

Security attached to the Schedule of Appendices section.

Sub-Clause 10.2 Period of Validity of Performance Security

Add the following para:

In the event of delays, the Performance Security shall before the expiry date be automatically

renewed until a Defects Liability Certificate has been issued or until advised by the Employer in

writing that obligation under the Contract have been fulfilled.

CLAUSE 14

Sub-Clause 14.1 Programme to be Submitted

The time within which the programme shall be submitted shall be 14 days.

Sub-Clause 14.3 Cash Flow Estimate to be Submitted

The time within which the detailed cash flow estimate shall be submitted shall be 14 days.

Add the following sub- clauses:

Sub-Clause 14.5 Schedule of Approvals

The Contractor shall prepare a Schedule of Approvals for all material, sub-contractors and

drawings. This shall be submitted to the Engineer for his consent within 14 days of the date of

the Letter of Acceptance.

Sub-Clause 14.6 Monthly Reports

Add this Sub-Clause with the following text

Contractor shall submit to the Engineer after the end of each month (within 1st

week of next

month) in three copies, each signed by the Contractor's Project Manager approved by the

Engineer in accordance with Sub-Clause 15.1, of a Monthly Report in such form as the

Engineer may from time to time prescribe. This Report shall include, but not be limited to, the

following:

(1) Progress Report which shall describe progress achievements and highlighting any

matters of concern;

(2) Programme which shall be a bar chart indicating planned and actual progress;


62/74


__________________________________________________________________________________


Page PII-COC-3

(3) Progress Curve which shall be a tabular, graphical representation of planned and actual

levels of progress;

(4) Work Force Histogram which shall be a tabular and graphical representation indicating

baseline and actual levels;

CLAUSE 15

Add the following Sub-clause:

Sub-Clause 15.2 Language Ability of Contractor's Representative

The Contractor's authorised representative on site shall be capable of speaking and writing

English fluently.

CLAUSE 34

Add the following Sub-Clauses:

Sub-Clause 34.2 Supply of Water

The Contractor shall, so far as is reasonably practicable, having regard to local conditions, provide

on the Site an adequate supply of drinking and other water for the use of his staff and labour.

Sub-Clause 34.3 Alcoholic Liquor or Drugs

The Contractor shall not, otherwise than in accordance with the Statutes, Ordinances andGovernment Regulations or Orders for the time being in force, import, sell, give, barter or otherwise

dispose-off any alcoholic liquor or drugs, or permit or offer any such importation, sale, gift, barter or

disposal by his Subcontractors, agents, staff or labour.

Sub-Clause 34.4 Arms and Ammunition

The Contractor shall not give, barter or otherwise dispose-off to any person or persons, any arms

or ammunition of any kind or permit or offer the same as aforesaid.

Sub Clause 34.5 Festivals and Religious Customs

The Contractor shall in all dealings with his staff and labour have due regard to all recognised

festivals, days of rest and religious or other customs.

Sub Clause 34.6 Epidemics

In the event of any outbreak of illness of an epidemic nature, the Contractor shall comply with and

carry out such regulations, orders and requirements as may be made by the Government, or the

local medical or sanitary authorities, for the purpose of dealing with and overcoming the same.


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__________________________________________________________________________________


Page PII-COC-4

Sub Clause 34.7 Disorderly Conduct

The Contractor shall at all times take all reasonable precautions to prevent any unlawful, riotous or

disorderly conduct by or amongst his staff and labour and for the preservation of peace and

protection of persons and property in the neighbourhood of the Works against the same.

Sub-Clause 34.8 Labour Regulations

The Contractor shall fully comply with all U.A.E. Government Regulations and orders with

respect to the employment of his personnel.

Sub Clause 34.9 Observance by Sub-Contractors/Vendors/Suppliers

The Contractor shall be responsible for observance by his sub-contractors of the requirements of

this Clause.

Sub-Clause 34.10 Accident Prevention Officer

The Contractor shall have on his staff at the Site an officer dealing only with questions

regarding the safety and protection against accidents of all staff and labour. This officer shall

be qualified for this work and shall have the authority to issue instructions and shall take

protective measures to prevent accidents.

CLAUSE 45


Sub-clause 45.2 Engineer's Overtime

In the event that the Engineer is obliged to supervise the Contractor's operations in excess of

8 hours per working day, or on Fridays or declared Public Holidays, or during the month of

Ramadan, the duration of such overtime shall be agreed between the Engineer and the

Contractor and approved by the Employer. Payment will be made to the Engineer by the

Employer who will deduct the agreed amount from monies due to the Contractor certified by

the Engineer in the payment certificates. Overtime rates shall be as set out in the Appendix to

Form of Tender.


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__________________________________________________________________________________


Page PII-COC-5

CLAUSE 47

Delete Sub-clause 47.1 and replace with the following:

Sub-clause 47.1 Penalty for Delays

If the Contractor shall fail to complete the Works including commissioning within the time

prescribed by Clause 43.1 hereof or extended time then the Contractor shall pay to the

Employer the sum stated in the Appendix to Form of Tender as penalty for such default for

every day or part of a day which shall elapse between the time prescribed by Clause 43.1

hereof or extended time as the case may be and the date stated in the Taking Over Certificate.

The Employer may without prejudice to any other method of recovery and without necessity of

any court action or legal proceedings deduct the amount of such penalty for delays from any

monies in his hands due or which may become due to the Contractor. The payment or

deduction of such damages shall not relieve the Contractor from his obligation to complete the

Work or from any of his other obligations and liabilities under the Contract.


Sub-clause 47.3 Engineer's Supervision

In the event that the Engineer is obliged to supervise the Contractor's operations after the

period named in the Contract for the completion of the Works, the cost to the Engineer of such

supervision shall be as set out in Appendix to Form of Tender. Payment will be made to the

Engineer by the Employer who shall deduct the agreed amount from the monies due to the

Contractor certified by the Engineer in the payment certificates.

CLAUSE 52

Sub-clause 52.1 Valuation of Variations

Delete the text of the Sub-clause and substitute.

All variations referred to in Clause 51 and any additions to the Contract Price which are

required to be determined in accordance with Clause 52 (for the purposes of this Clause

referred to as varied work), shall be valued at the rates and prices set out in the Contract if, in

the opinion of the Engineer, the same shall be applicable. If the Contract does not contain any

rates and prices applicable to the extra or additional or omitted work or if any rates and pricesstated in the Contract are unreasonable in the opinion of the Engineer then suitable rates /

prices shall be determined in line with the following basis of calculation for each element of

work:

a) Actual cost of material delivered to site.

b) Actual cost of labour.

c) Actual cost of plant and machinery.

Actual costs shall not include any off site or on site management costs or other overheads.


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__________________________________________________________________________________


Page PII-COC-6

Overall mark-up for each type of work have to be agreed upon between the Engineer and the

Contractor according to nature of work, but not exceeding the following maximum limits for

each type of work:

a) For work performed directly by the Contractor: - 10% of actual costsb) For work performed by Subcontractors other than nominated Subcontractors:

. Subcontractors' mark-up = 10 % of actual costs.

. Contractor's mark-up = 8 % of Subcontractors cost (exclusive of mark-up).

c) For work performed by nominated Subcontractor (nominated by the Client):

. Nominated Subcontractor' mark-up = 10 % of actual costs

. Contractor's mark-up = 8% of nominated Subcontractor's cost (exclusive of mark-up).

Actual rates and prices should be calculated after all trade discounts and the Contractor shouldsupport the cost estimate for each element of related works by the provision of evidence of

applicable actual expenditure to the satisfaction of the Engineer.

The Contractor shall bind his Subcontractors to the same method of calculation and mark-up

limits for the cost of variations as the Contractor is bound under this clause.

In the event the Contractor is entitles to additional payment with regard to the Preliminaries

item as a result of Extension of Time, such amount shall be limited to the recurring cost only

during the approved extended period, based upon pro-rated time basis from the priced

Preliminaries in the Bill of Quantities.

Wherever the BOQ rates are used in the evaluation of variations as per the first sentence of

the first paragraph of sub-clause (52.1), the Contractor shall not be entitled for any mark-upand shall not be entitled for any additional payment.

Sub-Clause 52.3 Variations Exceeding 15 percent

In the heading and text of the Sub-Clause delete the words 15 percent and substitute 25

percent.

CLAUSE 55

Sub-Clause 55.1 Quantities

Add the following at the end of this Sub-clause:

The Contractor shall check these quantities in the Bills of Quantities and shall be responsible

for their accuracy. No adjustment will be made in the event of any error or omission in the

quantities being discovered after signing the Contract.


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__________________________________________________________________________________


Page PII-COC-7

CLAUSE 56

Sub-Clause 56.1 Work to be measured

Delete entire Sub-clause and substitute

The Contract is for a lump sum and is not subject to re-measurement. If the work is varied by

the Engineer, only that part varied will be re-measured. If the Engineer requires any part or

parts of the Works to be measured, he shall give notice to the Contractor who shall forthwith

send a qualified agent to carry out such measurement. The Contractor shall furnish the

Engineer with all particulars and measurements he requires for checking and approval.

Should the Contractor not attend or neglect or omit to send such an agent then the

measurement made by the Engineer or approved by him shall be taken to be correct

measurement of the work. Quantities of work omitted shall be re-measured from the original

Contract drawings and shall be agreed by the Engineer before the value of a variation is

calculated.

CLAUSE 57

Sub-clause 57.2 Breakdown of Lump Sum Items

Add the following at the end of this Sub-clause:

The following information concerning the Contract Price shall be provided:

a) A breakdown of all lump sums included in the Tender.

b) A breakdown of all unit rates and prices contained in the priced Bill of Quantities, showing

the costs of labour, materials, plant and other charges.

The Engineer shall have the right to request and the Contractor shall provide a further

breakdown of all unit rates and prices including a detailed breakdown of other charges.

CLAUSE 59

Sub-Clause 59.5 Certification of Payments of Nominated Sub-Contractors

Delete para commencing with the Employer shall ---- and ending with --------to the

Contractor and substitute with the following:-

the Engineer shall have powers to with-hold all further interim payments, till such period the

Contractor provides reasonable proof that all payments, less retentions, included in previous

certificates have been paid or discharged by the Contractor to his sub-contractors.

Alternatively the Employer shall be entitled to pay to such Sub-Contractor direct, upon the

certificate of the Engineer, all payments, less retentions, provided for in the Sub-Contract,

which the Contractor has failed to make to such Sub-Contractor and to deduct by way of set-

off the amount so paid by the Employer from any sums due or which may become due from

the Employer to the Contractor.


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CLAUSE 60

Sub-Clause 60.2- Monthly Payment

Add the following paragraphs

Before issuing, any interim payment certificate, which includes any payment in respect of work

done or goods, materials or services supplied by any of the Sub-Contractors of the Contractor,

the Engineer shall be entitled to demand from the Contractor reasonable proof that all

payments, less retentions, included in previous certificates in respect of the work or goods,

materials or services of such Sub-Contractor have been paid or discharged by the Contractor,

in default whereof unless the Contractor shall

a) inform the Engineer in writing that he has reasonable cause for withholding or refusing to

make such payments and

b) produce to the Engineer reasonable proof that he has so informed such Sub-Contractor

in writing,

the Engineer shall have powers to with-hold all further interim payments, till such period the

Contractor provides reasonable proof that all payments, less retentions, included in previous

certificates have been paid or discharged by the Contractor to his sub-contractors.

Alternatively the Employer shall be entitled to pay to such Sub-Contractor direct, upon the

certificate of the Engineer, all payments, less retentions, provided for in the Sub-Contract,

which the Contractor has failed to make to such Sub-Contractor and to deduct by way of set-

off the amount so paid by the Employer from any sums due or which may become due from

the Employer to the Contractor.

Provided always that, where the Engineer has certified and the Employer has paid direct as

aforesaid, the Engineer shall in issuing any further certificate in favor of the Contractor deduct

from the amount thereof the amount so paid, direct as aforesaid.

Sub-Clause 60.10 Time for Payment

In the first sentence delete sentences within 28 days after such interim certificates has been

delivered to the Employer and substitute "30 days after submission of the application".

Add the following at the end of the Sub-clause:-

The Employer shall have the power to with-hold all further interim payment, should the

Contractor fails to submit the following:

a) Revised programme in accordance with Sub-clause 14.2 (Revised Programme)

b) Progress monthly report in accordance with Sub-clause 14.6 (Monthly Report)

Interval of payment application shall be a minimum of 30 days.


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Add the following Sub-Clauses

Sub-Clause 60.11 Currency

The currency for the contract shall be U.A.E. Dirhams (AED).

Sub-Clause 60.12 Advance Payment

An Advance Payment of the amount stated in Appendix to Form of Tender shall, following the

presentation of the Contractor to the Employer of an approved performance Bond in

accordance with Clause 10.1 hereof and a guarantee of one of the approved banks on terms

approved by the Employer for the full value of the Advance Payment, be certified by the

Engineer for Payment to the Contractor.

The Advance Payment shall not be subject to retention. The Advance Payment shall be repaid

in monthly installments at the same percentage value of the advance payment of the value ofthe monthly Certificate commencing from the second month of the Contract Period. Provided

that upon the issue of a Certificate for Substantial Completion for the whole of the Works under

Clause 48 hereof or upon the happening of any of the events specified in Sub-clause 63.1 or

termination under clause 65, 66 or 69, th

Vol. I - Tender and Conditions of Contract

Documents

Transcript of Vol. I - Tender and Conditions of Contract