The Standard Form of Building Contract

[With Quantities]

2018 Edition

Issued by

“After the date when Arbitration (Amendment) Act 2018 (the “Act”) comes into operation, the Kuala
Lumpur Regional Centre for Arbitration (the “KLRCA”) will be renamed as the Asian International
Arbitration Centre (Malaysia) (the “AIAC”). All references to the KLRCA in any written law or in any
instrument, deed, title, document, bond, agreement or working arrangement subsisting immediately
before the coming into operation of this Act shall, when this Act comes into operation, be construed as
a reference to the AIAC. All acts, approvals, directions, notices, guidelines, circulars, guidance notes,
practice notes, rulings, decisions, notifications, exemptions and other executive acts, howsoever
called, done, given or made by the KLRCA before the coming into operation of the Act shall continue
to remain in full force and effect, until amended, replaced, rescinded or revoked.”
First published: 2017

Published by: Asian International Arbitration Centre

Bangunan Sulaiman,
Jalan Sultan Hishamuddin,
50000 Kuala Lumpur
Malaysia

T: +603 2271 1000

F: +603 2271 1010
E: [email protected]
W: www.aiac.world

ISBN: 978-983-42603-7-8

Copyright © 2019 Asian International Arbitration Centre

TABLE OF CONTENTS
ARTICLES OF AGREEMENT

PRELIMINARY RECITALS

ARTICLES

Article 1 Contractor’s Obligations 2

Article 2 Contract Documents 2
Article 3 Contract Sum 2
Article 4 Architect 3
Article 5 Engineer 3
Article 6 Quantity Surveyor 3
Article 7 Specialist Consultant 4
Article 8 Definitions 4
Article 9 Meanings 10

ATTESTATION/SIGNATORIES OF THE PARTIES 11

THE CONDITIONS OF CONTRACT

1.0 CONTRACTOR’S GENERAL OBLIGATIONS 12

1.1 Completion of Works in Accordance with the Contract 12
1.2 Site Operations, Temporary Works and Methods of Construction 12
1.3 Contractor’s Design, Responsibilities and Design Performance Bond 12
1.4 Discrepancy or Divergence between Contract Documents 13
1.5 Safety Procedures 13
1.6 Access to Site and Rights of Way 14
1.7 Avoidance of Interference 14
1.8 Maintenance of Access Route 14
1.9 Protection of the Environment 15
1.10 Progress Reports 15

2.0 ARCHITECT’S POWER AND ARCHITECT’S INSTRUCTIONS 16

2.1 Architect’s Power 16
2.2 Architect’s Representative 16
2.3 Architect’s Power to Delegate 16
2.4 Architect’s Instructions 16
2.5 Failure of Contractor to Comply with Architect’s Instruction 17
2.6 Dispute as to Architect’s Power to Issue Instructions 17
2.7 Delayed Instructions 18

3.0 CONTRACT AND OTHER DOCUMENTS 18

3.1 Custody and Care of the Documents 18
3.2 Copies of Documents 18
3.3 Further Drawings or Details 19
3.4 Contractor to Provide Works Programme 19
3.5 Works Programme Not Part of or Incorporated into the Contract Documents 19
3.6 Submission and Approval of Works Programme 20
3.7 Limitation of Use of Documents 20
3.8 As-built Drawings, etc. 20
4.0 STATUTORY OBLIGATIONS, NOTICES, FEES, LEVIES AND CHARGES 20
4.1 Compliance with Statutory Requirements 20
4.2 Inconsistencies with Statutory Requirements 21
4.3 Conforming to Statutory Obligations 21
4.4 Fees, Levies or Charges 21

5.0 SETTING OUT OF THE WORKS 22

5.1 Setting Out 22
5.2 Inaccurate Setting Out 22

6.0 MATERIALS, GOODS AND WORKMANSHIP TO CONFORM TO

DESCRIPTION, TESTING AND INSPECTION 22
6.1 Standards of Works, Materials, Workmanship and Goods 22
6.2 Production of Vouchers for Materials and Goods 22
6.3 Inspection and Testing 23
6.4 Works, Materials, Workmanship and Goods Not in Accordance with Contract 23
6.5 No Compensation for Time and Cost 24
6.6 Compliance with Architect’s Instruction 24
6.7 Warranties or Guarantees in Respect of any Works, Materials and Goods 24

7.0 ROYALTIES AND INTELLECTUAL PROPERTY RIGHTS 24

7.1 Indemnity to Employer Against Claims 24
7.2 Exclusion of Contractor’s Liability to Pay for Infringement 25
7.3 Government and/or Appropriate Authority Royalties 25

8.0 SITE AGENT 25

8.1 Site Agent and His Assistants 25
8.2 Instructions to Site Agent 26
8.3 Removal of Person Employed on the Works 26

9.0 ACCESS FOR ARCHITECT TO THE WORKS 26

9.1 Access to Works for Architect or His Representative 26

10.0 SITE STAFF 27

10.1 Duty of Site Staff 27
10.2 Directions Given by Site Staff 27

11.0 VARIATIONS, PROVISIONAL SUMS AND PRIME COST SUMS 27

11.1 Definition of Variation 27
11.2 No Variation Required by Architect Shall Vitiate Contract 28
11.3 Dispute with Regard to Whether a Work Constitutes a Variation 28
11.4 Issue of Variation 28
11.5 P.C. Sums and Provisional Sums 28
11.6 Valuation of Variations 29
11.7 Valuation Rules 29
11.8 Contractor Shall Comply with Architect’s Instruction on Variation or Provisional Sums
Pending Valuation 30
11.9 Additional Expenses Caused by Variation 30
11.10 Proposal Prior to Issuance of a Variation 31
11.11 Variation Added to or Deducted from Contract Sum 32

12.0 CONTRACT BILLS AND QUALITY 32

12.1 Measurement of Works 32
12.2 Quality of the Works 32

13.0 CONTRACT SUM 32

13.1 Contract Sum Not to be Adjusted or Altered 32
14.0 MATERIALS AND GOODS UNFIXED OR OFF-SITE 33
14.1 Unfixed Materials or Goods Not to Be Removed 33
14.2 Materials or Goods Paid for Becomes Employer’s Property 33
14.3 Contractor Responsible for Loss or Damage to Materials or Goods 33
14.4 Warranty of Title of Goods and Materials 33

15.0 PRACTICAL COMPLETION AND DEFECTS LIABILITY 34

15.1 Certificate of Practical Completion 34
15.2 Certificate of Practical Completion, or Deemed Practically Complete 34
15.3 Schedule of Defects Issued after Defects Liability Period 35
15.4 Instruction to Make Good Defects within Defects Liability Period 36
15.5 Certificate of Making Good Defects 36

16.0 PARTIAL POSSESSION BY EMPLOYER 37

16.1 Taking Over of Parts of the Works with Consent 37
16.2 Taking Over of Parts of the Works without Consent 39
16.3 Contractor to Remove Equipment, etc. 40
16.4 Performance Bond Not Affected 40

17.0 ASSIGNMENT OR SUB-LETTING 40

17.1 Consent Required to Assign Rights, Interests or Benefits under the Contract 40
17.2 Sub-Contracting Portion of Work 40

18.0 INJURY TO PERSONS OR PROPERTY AND INDEMNITY TO EMPLOYER 41

18.1 Indemnity Against Claims on Employer for Injury or Death of Persons 41
18.2 Indemnity Against Claims on Employer for Injury to Property 41
18.3 Contractor to Indemnify Against Claims by Workmen 41
18.4 Indemnities Not to Be Defeated 41

19.0 DUTY OF CONTRACTOR TO INSURE AGAINST INJURY TO PERSON AND

DAMAGE TO PROPERTY 41
19.1 Contractor to Insure Against Injury to Persons and Damage to Property 41
19.2 SOCSO and Insurances for Workmen 42
19.3 Approval of Insurance Companies 43
19.4 Contractor’s or Sub-Contractor’s Default 43

20.0 INSURANCE OF WORKS, MATERIALS AND GOODS 44

20.1 Insurance of Insuring Party and Deductibles 44
20.2 Additional Risks 44
20.3 Approval of Insurance Companies 45
20.4 Insuring Party’s Default 45
20.5 Application of Insurance Claim Proceeds 45

21.0 DATE OF COMMENCEMENT, DATES OF COMMENCEMENT GIVEN FOR

SECTIONS, SUSPENSION AND DATE FOR COMPLETION 45
21.1 Date of Commencement and Completion Date 45
21.2 Dates of Commencement Given for Sections 46
21.3 Different Completion Dates for Identified Sections or Parts of Works 46
21.4 Suspension of Work 46

22.0 DAMAGES FOR NON-COMPLETION 47

22.1 Certificate of Non-Completion and Liquidated Damages 47
22.2 Liquidated Damages Amount Deemed as Agreed 47

23.0 EXTENSION OF TIME (‘EOT’) 48

23.1 Application for EOT 48
23.2 Delay by Nominated Sub-Contractor 49
23.3 Contractor to Keep Contemporary Records 49
23.4 Determination of EOT Application 49
23.5 Other Considerations and Limitation in Fixing Completion Date 50
23.6 Contractor to Prevent Delay 50
23.7 Notification to Nominated Sub-Contractors and/or Nominated Suppliers 50
23.8 Time Impact Events 50
23.9 EOT after the Issuance of Certificate of Non-Completion 53
23.10 Architect’s Review of EOT after Practical Completion 53

23A.0 EOT PURSUANT TO SECTION 29 OF CIPAA 53

23A.1 Application for EOT 53
23A.2 Adjudication Decision is Set Aside or Superseded by Court or Arbitration 54
24.0 LOSS AND/OR EXPENSE CAUSED BY MATTERS AFFECTING THE
REGULAR PROGRESS OF THE WORKS 55
24.1 Application to Ascertain Loss and/or Expense 55
24.2 Contractor to Keep Contemporary Records 56
24.3 Amount Ascertained to be Added to Contract Sum, and Included in Certificate 56

24A.0 LOSS AND/OR EXPENSE INCURRED PURSUANT TO SECTION 29

OF CIPAA 56
24A.1 Application for Loss and/or Expense 56
24A.2 Contemporary Records 57
24A.3 Ascertainment of Loss and/or Expense 57
24A.4 Adjudication Decision Is Set Aside or Superseded by Court or Arbitration 57

25.0 DETERMINATION BY EMPLOYER 57

25.1 Defaults by Contractor 57
25.2 Determination of Employment of Contractor 58
25.3 Contractor Becoming Insolvent, etc. 58
25.4 Bribery or Corrupt Practices 58
25.5 Rights and Duties of Employer and Contractor on Determination of Employment
of Contractor 59
25.6 Site Inspection and Records of Works 60
25.7 Settlement of Account upon Determination 61
25.8 Employer’s Other Rights and Remedies Not Prejudiced 62

26.0 DETERMINATION BY CONTRACTOR 62

26.1 Defaults by Employer 62
26.2 Determination of Own Employment 63
26.3 Employer Becoming Insolvent, etc. 63
26.4 Rights and Duties of Contractor and Employer upon Determination 63
26.5 Site Inspection and Records of Works 64
26.6 Settlement of Account upon Determination 65
26.7 Contractor’s Other Rights and Remedies Not Prejudiced 66

27.0 NOMINATED SUB-CONTRACTORS 66

27.1 Expenditure of Provisional and P.C. Sums 66
27.2 Nomination of Nominated Sub-Contractor 66
27.3 Objection to Nomination 66
27.4 Architect’s Action Following Objection Raised 67
27.5 Payment by Contractor to Nominated Sub-Contractor 67
27.6 Failure of Contractor to Pay Nominated Sub-Contractor 67
27.7 Final Payment to Nominated Sub-Contractor before Final Payment to Contractor 68
27.8 Determination of the Nominated Sub-Contractor’s Employment 68
27.9 Re-nomination of Nominated Sub-Contractor due to Determination by
the Contractor 69
27.10 Re-nomination of Nominated Sub-Contractor due to Determination by the
Nominated Sub-Contractor, etc. 69
27.11 Contractor’s Responsibility for Nominated Sub-Contractor 69
27.12 Employer Not in Any Way Liable to Any Nominated Sub-Contractor 69
27.13 Contractor Shall be Permitted to Tender for P.C. Sums / Provisional Sums 70

28.0 NOMINATED SUPPLIERS 70

28.1 Expenditure of Provisional and P.C. Sums 70
28.2 Nomination of Nominated Supplier 70
28.3 Objection to Nomination 70
28.4 Architect’s Action Following Objection Raised 71
28.5 Payment by Contractor to Nominated Supplier 71
28.6 Failure of Contractor to Pay Nominated Supplier 72
28.7 Final Payment to Nominated Supplier Before Final Payment to Contractor 73
28.8 Determination of the Nominated Supplier’s Employment 73
28.9 Re-nomination of Nominated Supplier Due to Determination by the Contractor 73
28.10 Re-nomination of Nominated Supplier Due to Determination by the Nominated
Supplier, etc. 73
28.11 Contractor’s Responsibility for Nominated Supplier 74
28.12 Employer Not in Any Way Liable to the Contractor or any Nominated Supplier 74
28.13 Contractor Shall be Permitted to Tender for P.C. Sums/Provisional Sums 74

29.0 WORKS BY CRAFTSMEN, TRADESMEN OR OTHER CONTRACTORS

EMPLOYED OR ENGAGED BY THE EMPLOYER 74
29.1 Execution of Work Not Forming Part of Contract 74

30.0 PAYMENT 75
30.1 Payment Application and Certification Thereof 75
30.2 Amount Due in Interim Certificates 76
30.3 Correcting Error or Discrepancy in Previous Payment Certificate 76
30.4 Set-Off by Employer 76
30.5 Retention Fund 76
30.6 Rules Regarding Retention Fund 76
30.7 Suspension of Works Due to Non-Payment 77
30.8 Compulsory Suspension of Work 78
30.9 Cessation Insurance Resulting from Suspension 78
30.10 Final Account 78
30.11 Items in Final Account 79
30.12 Disputes as to Employer’s Claims, Set-Offs, Deductions, etc. 80
30.13 Issuance of Final Certificate 80
30.14 Final Certificate and Payment Thereof 80
30.15 No Certificate of Architect Shall of Itself Be Conclusive Evidence 81

30A.0 DIRECT PAYMENT UNDER SECTION 30 OF CIPAA 81

30A.1 Direct Payment Pursuant to Section 30(3) of CIPAA 81
30A.2 No Recourse Against the Employer 81

31.0 OUTBREAK OF HOSTILITIES 81

31.1 Determination by Employer or Contractor 81
31.2 Notices of Determination 81
31.3 Architect’s Instructions Regarding Protective Work 82
31.4 Payment Resulting from Determination 82

32.0 WAR DAMAGE 82

32.1 Procedures following War Damage to Works, Materials and Goods 82
32.2 Employer’s Entitlement to Compensation in Respect of War Damage 83
32.3 Definition of “War Damage” 83
33.0 FOSSILS, ETC. 83
33.1 Fossils, etc. found to be Property of Employer 83
33.2 Contractor’s Loss and/or Expense in Compliance with Architect’s Instructions 83
33.3 Contractor to Submit Necessary Details 84

34.0 ARBITRATION 84
34.1 Agreement to refer Disputes or Differences to Arbitration 84
34.2 Powers of Arbitrator 84
34.3 Commencement of Arbitration 84
34.4 Architect as Witness 85
34.5 Arbitrator’s Award to Be Final and Binding 85

35.0 MEDIATION 85
35.1 Mediation Under AIAC Mediation Rules 85
35.2 Prior Reference to Mediation Does Not Prejudice the Parties Rights to Arbitration 85
35.3 Reference of Disputes to Mediation at any time 86

36.0 SERVICE OF NOTICES OR DOCUMENTS UNDER

CONTRACT AND CIPAA 86
36.1 Service of Notices or Documents under Contract 86
36.2 Service of Notices or Documents under CIPAA 86
36.3 Written Communication 86

37.0 PERFORMANCE BOND/PERFORMANCE GUARANTEE SUM 86

37.1 Submission of Performance Bond 86
37.2 Form of the Performance Bond 87
37.3 Validity of the Performance Bond 87
37.4 Failure to Extend the Validity 87
37.5 Payments from the Performance Bond 87
37.6 Return of Performance Bond 87
37.7 Performance Guarantee Sum 88

38.0 GOVERNING LAW 88

38.1 Laws of Malaysia Shall Apply 88

39.0 WAIVER 88
39.1 Waiver 88

APPENDIX 89
 The Standard Form of Building Contract
[With Quantities]
2017 Edition
Issued by AIAC

ARTICLES OF AGREEMENT

THIS AGREEMENT is made on the 24 day of April year 2018 Between TEST
( 1234 ) of (or whose registered office is situated at) 454332 (hereinafter called the
“Employer”) of the first part;

And

TESTY4 (12345) of (or whose registered office is situated at) 5REST

(hereinafter called the “Contractor”) of the second part.

WHEREAS

A. The Employer desires that the Works known as TEST (hereinafter called the
“Works”) at RW34 (hereinafter called the “Site”) should be executed by the
Contractor.

B. The Employer has caused the Specification, Drawings and the Contract Bills
showing and describing the Works to be prepared by or under the direction of
his Architect and Consultants.

C. The Specification, the said Contract Drawings numbered RT53WQW

appended hereto and the Contract Bills have been signed by or on behalf of the
Parties.

D. The Employer has accepted the Tender by the Contractor for the execution
and completion of the Works in accordance with the Contract
Now the Employer and the Contractor agree as
follows:

Article 1
Contractor’s Obligations
In consideration of the payments to be made by the Employer to the Contractor as
mentioned in this Contract, the Contractor covenants with the Employer to execute
and complete the Works in conformity with the provisions of the Contract.

Article 2
Contract Documents
The following documents shall be deemed to form, and be read and construed as part
of the Contract Documents:

(A)THE LETTER OF APPOINTMENT (OR LETTER OF AWARD)

(B)THIS ARTICLES OF AGREEMENT

(C)THE CONDITIONS OF THE CONTRACT AND THE APPENDIX

(D)THE EMPLOYER’S REQUIREMENTS

(E)THE SPECIFICATION

(F)THE CONTRACT DRAWINGS

(G)THE CONTRACT BILLS

(H)ANY OTHER DOCUMENTS INCORPORATED IN THE CONTRACT

DOCUMENTS UNLESS EXPRESSLY STATED TO BE EXCLUDED IN
ANY OF THE CONTRACT DOCUMENTS.

The Contract Documents are to be read as mutually explanatory of one another.

In the event of any conflict or inconsistency between any of the Contract
Documents, the priority in the interpretation of such documents shall be in the
descending order as listed above.

Article 3
Contract Sum
The Employer will pay the Contractor the sum of AFN 2345 (RM TEST ) or such
other sum as shall become payable hereunder at the times and in the manner
prescribed by the Contract (hereinafter called the “Contract Sum”).
Article 4
Architect
The term ‘Architect’ referred to in the Contract means TEST (RTEST) of TRWTY
R43323 or in the event of his death or ceasing to be the Architect for the purpose of
this Contract, such other Person as the Employer shall nominate and appoint within
twenty-eight (28) Days therefrom. Except where otherwise provided in the Contract, no
Architect so appointed shall be entitled to disregard or overrule any certificate or opinion
or decision or approval or instruction given by the preceding Architect.

Article 5
Engineer
The term ‘Engineer’ in the Contract means:

(a) Structural & Civil Engineer:

(NOT APPLICABLE)

(b) Mechanical & Electrical Engineer:

(NOT APPLICABLE)

(c) Other Engineer:

(NOT APPLICABLE)

or in the event of his death or ceasing to be the Engineer for the purpose of this
Contract, such other Person as the Employer shall nominate and appoint within twenty-
eight (28) Days therefrom. The Engineer shall perform the duties expected of his
profession. The Architect may from time to time delegate such duties and authority of
the Architect to the Engineer as the Architect deems fit.

Article 6
Quantity Surveyor
(NOT APPLICABLE)

Article 7
Specialist Consultant
The term ‘Specialist Consultant’ in the Contract
means:

NAME OF SPECIALIST CONSULTANT :

IC/PASSPORT/REGISTRATION NO :

NAME OF PRACTICE :

ADDRESS:

NAME OF SPECIALIST CONSULTANT :

IC/PASSPORT/REGISTRATION NO :

NAME OF PRACTICE :

ADDRESS:
NAME OF SPECIALIST CONSULTANT :

IC/PASSPORT/REGISTRATION NO :

NAME OF PRACTICE :

ADDRESS:

or in the event of his death or ceasing to be the Specialist Consultant for the purpose of
this Contract, such other Person as the Employer shall nominate and appoint within
twenty- eight (28) Days therefrom. The Specialist Consultant shall perform the duties
expected of his profession. The Architect may from time to time delegate such duties
and authority of the Architect to the Specialist Consultant as the Architect deems fit.

Article 8
Definitions
In the Contract Documents, the following words and expressions shall have the
meanings hereby assigned to them, except where the context otherwise requires:

8.1 Appendix means the Appendix to the Conditions of the

Contract;

8.2 Appropriate Authority means any statutory authority having jurisdiction over
the Works;

8.3 Architect means the Person named in Article 4 and shall be a Professional
Architect or any other form of practice registered under the Architect Act 1967 and
approved by the Board of Architects, Malaysia;

8.4 Architect’s Instruction means an instruction issued by the Architect under Clause
2.0;

8.5 Articles means the articles in the Articles of Agreement;

8.6 As-Built Drawings means as-built drawings for works designed (including
alternative design) by the Contractor and/or Nominated Sub-Contractor and any
other as-built drawings required to be provided as specified in the Contract
Documents;

8.7 Certificate of Extension of Time means the certificate issued under Clause 23.0;
8.8 Certificate of Making Good Defects means the certificate issued under
Clause 15.5;

8.9 Certificate of Non-Completion means the certificate issued under Clause 22.1;

8.10 Certificate of Partial Possession means the certificate issued under Clause 16.1;

8.11 Certificate of Sectional Completion means the certificate issued under Clause 21.3;

8.12 CIPAA means Construction Industry Payment and Adjudication Act 2012 [Act 746];

8.13 Clause means the clauses and sub-clauses (as the case may be) in the
Conditions of the Contract;

8.14 Completion Date means the date(s) for completion of the Works stated in the
Appendix under Clauses 21.1 and 21.2 or the last extended date granted
under Clause 23.0;

8.15 Conditions means the Conditions of the Contract, including all revisions,
amendments and/or amplifications as may be agreed by the Parties and
incorporated as part of these Conditions of Contract;

8.16 Confirmation of Architect’s Instruction or CAI means the confirmation of

Architect’s Instructions as described in Clause 2.4(b)(i);

8.17 Consultant means the Engineer, Quantity Surveyor and/or Specialist Consultant as
appropriate;

8.18 Contract or Contract Documents means the documents referred to in Article 2 of

the Articles of Agreement;

8.19 Contract Bills comprise the following documents:

(A)FORM OF TENDER

(B)INSTRUCTIONS TO TENDERERS

(C)CONDITIONS OF TENDERING

(D)PREAMBLES

(E)PRELIMINARIES AND

(F)BILL OF QUANTITIES

The documents in the Contract Bills are to be read as mutually explanatory of

one another. In the event of any conflict or inconsistencies between any of the
documents in the Contract Bills, the priority in the interpretation of such
documents shall be in the descending order as listed above.
8.20 Contract Sum means the sum stated in Letter of Acceptance and in Article 3
or such other sum as shall become payable hereunder at the times and in the
manner prescribed by the Contract;

8.21 Contractor means the Party named in the second part of the Articles of
Agreement and includes the Contractor’s legal successors or personal
representatives or any Person to whom the rights and obligations of the
Contractor have been transferred with the agreement of the Employer;

8.22 Contractor’s All Risks Insurance (‘CAR Insurance’) means an insurance

policy which provides cover against any physical loss or damage to work
executed and materials and goods under a standard CAR Insurance policy. The
minimum insurance risks are specified in Clauses 19.0 or and 20.0, and the
insurance shall have the appropriate endorsements. Any additional insurance risks
in addition to those stated in these Conditions that are required to be covered
under the CAR Insurance shall be stated in the Contract Bills;

8.23 Date of Commencement means the date(s) fixed and stated in the Appendix
under Clauses 21.1 and 21.2;

8.24 Day means calendar day including the weekly day of rest but excluding
gazette holidays applicable to the location where the Works is carried out;

8.25 Defects means defects, shrinkages or other faults due to materials or

workmanship not in accordance with the Contract, and/or due to any faulty design
(if any) undertaken by the Contractor, Nominated Sub-Contractor and Nominated
Supplier;

8.26 Defects Liability Period means the period stated in the Appendix under
Clause 15.3;

8.27 Employer means the Party named in the first part of the Articles of Agreement
and includes the Employer’s legal successors or personal representatives or any
Person to whom the rights and obligations of the Employer have been
transferred with the agreement of the Contractor;

8.28 Engineer means the Person named in Article 5 and shall be a professional
Engineer or any other form of practice registered under the Registration of
Engineers Act 1967 and approved by the Board of Engineers, Malaysia;

8.29 EOT means extension of time;

8.30 Exceptionally Adverse Weather Condition means a condition of weather on a

day before the Completion Date for the whole of the Works in the area of or
nearby the Site within the particular Month the value of which, by comparison with
the weather data, is shown to occur on average less frequently than once in ten
years. Only the difference between the weather measurement and the weather
which the weather data show to occur on average less frequently than once in
ten years is taken into account in assessing a Time Impact Event;
8.31 Final Account means the documents showing the adjustment of the Contract Sum
issued under Clause 30.10;

8.32 Final Certificate means the final certificate issued by the Architect under Clauses
30.13 and 30.14;

8.33 Force Majeure means an exceptional event or circumstance which:

(a) is beyond a Party’s control;
(b) such Party could not reasonably have provided against before entering into
the Contract;
(c) having arisen, such Party could not reasonably have avoided or overcome;
and
(d) is not substantially attributable to the other
Party.

Force Majeure may include, but is not limited to, exceptional events or circumstances
of the kind listed below, so long as conditions in Article 8.33(a) to (d) above are
satisfied:
(i) war, hostilities (whether war be declared or not), invasion, act of foreign
enemies;
(ii) rebellion, terrorism, revolution, insurrection, military or usurped power, or
civil war;
(iii) riot, commotion, disorder, strike or lockout by Persons other than the
personnel, servants, agents, and employees of the Contractor and Sub-
Contractors;
(iv) munitions of war, explosive materials, ionizing radiation or contamination
by radio-activity, except as may be attributable to the Contractor’s use of
such munitions, explosives, radiation or radio-activity, and
(v) natural catastrophe such as earthquakes, hurricane, typhoon or
volcanic activity.

8.34 Interim Certificate means the progress payment certificate issued by the Architect
under Clauses 30.1 and 30.2;

8.35 AIAC means the Asian International Arbitration Centre (Malaysia), a successor of
the Kuala Lumpur Regional Centre for Arbitration;

8.36 Letter of Acceptance [or Letter of Award] means the letter of acceptance of the
Contractor’s Tender issued by or on behalf of the Employer;

8.37 Limit of Liquidated Damages means the amount as stated in the Appendix under
Clause 22.1(a);

8.38 Limit of Retention Fund means the amount as stated in the Appendix under
Clause 30.5;

8.39 Lump Sum means a fixed firm price for the Works and is not subject to re-
measurement or recalculation except for Provisional Quantities, and Variations which
shall be valued under Clause 11.0;

8.40 Month means calendar month;

8.41 Nominated Sub-Contractor means a sub-contractor nominated by the Architect
and approved by the Employer under Clause 27.0;

8.42 Nominated Supplier means a supplier nominated by the Architect and approved
by the Employer under Clause 28.0;

8.43 Party (or party) means the Employer or the Contractor, as the context requires;

8.44 Performance Bond means the bond required to be provided by the Contractor as
a security for the due performance of the contract under Clause 37.0;

8.45 Period of Honouring Certificates means the period for honouring certificates
stated in the Appendix under Clause 30.1;

8.46 Person (or person) means a natural person, sole proprietorship, firm (partnership)
or body corporate;

8.47 Practical Completion or Practically Completed means the state of completion

described in Clause 15.1;

8.48 Prime Cost Sums (‘P.C. Sums’) means the sums provided in the Contract
for works or services to be executed by Nominated Sub-Contractors and
Nominated Suppliers or for materials and goods which cannot be determined or
detailed at the time;

8.49 Provisional or Provisional Quantity means the estimated quantities of work

provided in the Contract Bills for work to be executed or for the supply of any
materials and goods which cannot be determined or detailed at the time;

8.50 Quantity Surveyor means the Person named in Article 6 and shall be a
Registered Quantity Surveyor or any other form of practice registered under
the Quantity Surveyors Act 1967 and approved by the Board of Quantity
Surveyors, Malaysia;

8.51 Retention Fund [or Retention Money or Retention Monies] means the sum
retained in accordance with Clause 30.5;

8.52 Schedules means the document(s) entitled schedules, completed by the

Contractor and submitted as part of the Tender and included in the Contract.
Such document may include the Bill of Quantities, data, lists, and schedule of
rates and/or prices.

8.53 Schedule of Rates means any documents however entitled or described

comprised in the Schedules and which is intended to be used for the purpose
of valuing Variations;

8.54 Service Provider means any company or body authorised to provide water,
electricity, telephone, sewerage and other related services;

8.55 Site means the Site designated as such in the Articles of Agreement and
includes the land or other places on, under, in or through which the Works are to
 be executed and any other land or places provided by the Employer as may be
specifically stated in the Contract Documents as forming part of the Site;

8.56 Site Agent means the Person appointed under Clause 8.1;

8.57 Site Staff means the Person appointed under Clause 10.1;

8.58 Specialist Consultant means the Person named in Article 7 and such Person
shall be a Specialist Consultant appointed by the Employer for a designated
scope of professional work;

8.59 Specification means the document entitled specification, as included in the

Contract, and any additions and modifications to the specification in
accordance with the Contract. Such document specifies the Works;

8.60 Sub-Contractor means any sub-contractor including Nominated Sub-Contractor,

Nominated Supplier and other domestic sub-contractor and supplier employed
by the Contractor for the purposes of the Works;

8.61 Time Impact Events means any one of the Non-Employer’s Events and Employer’s
Events set out in Clause 23.8;

8.62 Tender means the Form of Tender, which was completed by the Contractor for
the Works, and all other documents which the Contractor submitted with the
Form of Tender, as included in the Contract;

8.63 Unforeseeable means not reasonably foreseeable by an experienced contractor

by the date for submission of the Tender;

8.64 Variation means changes made to the Works as defined in Clause 11.1;

8.65 Works means the Works referred to in the Articles of Agreement and are the
whole of the materials, labour, plant and other things necessary and requisite for
the proper execution of the Contract as shown on the Contract Drawings and
described by or referred to in the Employer’s Requirements, Specification, the
Contract Bills and the Conditions, and include any changes made to these works
in accordance with the Conditions;

8.66 Works Programme means the works programme described in the Contract
Documents and in Clause 3.4.

Article 9
Meanings

Unless the context requires otherwise, the following shall apply for the purposes of
interpretation of the Contract:

(a) words of one gender include the other gender, and words indicating Persons or Parties
include corporations and other legal entities;
 (b) a reference to any Act of Parliament and its subsidiary legislations is deemed to
include references to any subsequent amendments, consolidation or replacement of
the Acts and the subsidiary legislations;

(c) words importing the singular also include the plural and vice versa where the
context requires; and

(d) where any word or phrase is given a defined meaning, any other grammatical form of
that word or phrase has a corresponding meaning.

IN WITNESS WHEREOF the Parties hereto have entered into this Contract on the day
and year first above written:

Signed for and on behalf of } Signature

the Employer }
} ........................................

In the presence of: Name: TEST

( 1234)

Name: TESTTY
Passport: TEST

Signed for and on behalf of

the Contractor

In the presence of: } Signature ........................................

}
} Name: TESTY4
(12345)

Name: TEWTY
Passport: R3W45
THE CONDITIONS OF CONTRACT

1.0 CONTRACTOR’S GENERAL OBLIGATIONS

Completion of Works in Accordance with the Contract

1.1 The Contractor shall carry out and complete the Works in accordance with
the Contract and shall remedy any defects in the Works in accordance with
the Contractor’s obligations herein. In compliance therewith, the Contractor is
obliged to provide the plant, machinery, labour, materials, and goods as
specified in the Contract, and other things and services, whether of a
temporary or permanent nature, required in and for the execution and
completion of the Works, and remedying of any defects.

Site Operations, Temporary Works and Methods of

Construction
1.2 Save for the temporary works and methods of construction which are designed
by the Architect or Consultant, the Contractor shall be responsible for the
adequacy, stability and safety of all site operations, temporary works and all
methods of construction of the Works. When requested by the Architect, the
Contractor shall submit details of the arrangements and methods which the
Contractor proposes to adopt for the execution of the Works. Notwithstanding
any checks carried out by the Architect and the Consultant, or any approval
by the Architect of such proposed arrangements and methods, the Contractor
shall not be relieved of his responsibilities under this Clause.

Contractor’s Design, Responsibilities and Design Guarantee

Bond
1.3 1.3(a) If the Contractor proposes any alternative design to that specified in
the Works or if the Contract specifies that the Contractor is to design
any part of the Works, the Contractor shall be responsible for that part
of the works and shall ensure that:
1.3(a)(i) such works, when they are completed, are fit for their
purposes, and
1.3(a)(ii) the design and the execution thereof comply with the
laws, regulations, by-laws, terms and conditions of any
Appropriate Authority and Service Provider.
1.3(b) Any design or alternative design undertaken by the Contractor must
be duly approved by the Architect and accepted by the Employer
before it is implemented by the Contractor. Such approval and
acceptance shall not relieve the Contractor of his responsibilities under
the Contract and the Contractor shall be fully responsible for his
design, alternative design and the execution of the Works.
1.3(c) The copyright of the Contractor’s design and alternative design
belongs to the Contractor, but the Employer will be entitled to use the
design and alternative design for the completion, maintenance,
repair and future extension of the Works. The Contractor shall be
deemed to have given the Employer a non-exclusive royalty free
license for such use which shall survive any determination of the
employment of the Contractor under the Contract. Such licence may
be assigned as part of any future sale or transfer of the Works by the
Employer.
1.3(d) The Contractor :
1.3(d)(i) shall provide an on-demand Design Guarantee Bond for the
said part of the Works which is designed by the Contractor
issued by an approved licensed bank, insurance company
or financial institution of the sum equivalent to 5% of the
value of the said part of the Works, the sum of which shall
be determined by the Architect, after consulting the
Quantity Surveyor. The Design Guarantee Bond shall be in
the form as approved by the Employer and submitted to
the Employer upon or before the issuance of the
Certificate of Practical Completion of the Works. Such
Design Guarantee Bond shall remain valid until three (3)
months after the issuance of the Certificate of Making
Good Defects; or
1.3(d)(ii) alternatively, may opt for a Design Guarantee Sum
whereby deductions of 5% from interim payments
subsequent to the commencement of the said part of the
Works until the total amount deducted aggregate to a
sum equivalent to 5% of the value of the said part of the
Works. The amount deducted shall be retained by the
Employer until three (3) months after the issuance of the
Certificate of Making Good Defects.

1.3(e) The Contractor shall provide to the Employer a 5-year Warranty for
the said part of the Works before the expiry of the Defects Liability
Period in the terms as approved by the Architect and the Employer,
commencing from the day after the Defects Liability Period. If the
Contractor fails to provide the Warranty in accordance with this
Clause, then without prejudice to any other rights and remedies
which the Employer may possess, the Employer may:
1.3(e)(i) in the case where the Contractor has provided the
Design Guarantee Bond, request the Contractor to
extend the duration of the Design Guarantee Bond to
expire on a date as may be instructed by the Architect. If
the Contractor fails to comply within seven (7) Days from
 the date of the Employer’s request, call on the Design
Guarantee Bond; or
1.3(e)(ii) in the case where the Contractor has opted for the
Design Guarantee Sum, withhold the release of the
Design Guarantee Sum until the 5-year Warranty is
provided by the Contractor.

1.3(f) If any defect or damage shall occur to that particular part of the
works designed by the Contractor as a result of any defect, fault,
insufficiency or inadequacy in the design including workmanship,
materials or equipment which has become defective arising directly
from design fault, then the Employer shall be entitled to recover any
loss, expense or damage suffered from the Design Guarantee Bond
or the Design Guarantee Sum, as the case may be.

Discrepancy or Divergence between Contract Documents

1.4 The Contractor shall use the Contract Documents and any other subsequent
documents issued by the Architect to plan the Works prior to execution. If
during the said planning or at any time during the execution of the Works, the
Contractor finds any discrepancy or divergence between the Contract
Documents, or between any of the Contract Documents and any subsequent
documents issued by the Architect, he shall give to the Architect a written
notice in sufficient time before the commencement of construction of the
affected works, specifying the discrepancy or divergence to enable the
Architect to issue a written instruction within a period which would not
materially delay the progress of the affected works, having regard to the
Completion Date. Such discrepancy or divergence shall not vitiate the
Contract.

Safety Procedures
1.5 The Contractor shall:
1.5(a) comply with all applicable safety regulations;
1.5(b) take all reasonable steps to ensure the safety of all Persons entitled to
be on the Site;
1.5(c) use reasonable efforts to keep the Site and Works clear of
unnecessary obstruction so as to avoid danger to these Persons;
1.5(d) provide fencing, lighting, guarding and watching of the Works until
Practical Completion of the Works; and
1.5(e) provide any temporary works (including roadways, footways,
guards and fences) which may be necessary, because of the
execution of the Works, for the use and protection of the public and
of owners and occupiers of adjacent land.

Access to Site and Rights of Way

1.6 The Employer shall provide such access to the Site as is necessary for
the Contractor to execute the Works. However, the Contractor shall bear all
fees, costs and charges in the securing of any special and/or temporary
rights-of-way which he may require for the execution of the Works.
 Avoidance of Interference
1.7 1.7(a) The Contractor shall not interfere unnecessarily or improperly with:
1.7(a)(i) the convenience of the public; or
1.7(a)(ii) the access to and use and occupation of all roads
and footpaths, irrespective of whether they are public or
in the possession of the Employer or of others.
1.7(b) The Contractor shall indemnify and hold the Employer harmless
against and from all damages, losses and expenses (including
legal fees and expenses) resulting from any such unnecessary or
improper interference.

Maintenance of Access Route

1.8 1.8(a) The Contractor shall use his best endeavour to prevent any road or bridge
from being damaged by the Contractor’s traffic, and his representative,
staff, personnel, workmen and Sub-Contractors, or other connected with
or engaged upon the execution of the Works and shall promptly make
good any damage occasioned thereby.
1.8(b) Except as otherwise stated in these Conditions:
1.8(b)(i) the Contractor shall (as between the Parties) be responsible for
any maintenance which may be required for his use of access routes;
1.8(b)(ii) the Contractor shall provide all necessary signs or directions
along access routes, and shall obtain any permissions or licences
which may be required from the relevant authorities for his use of
signs and directions; and
1.8(b)(iii) the Contractor shall be solely responsible for any claims
which may arise from the use or otherwise of any access route and
shall indemnify and hold harmless the Employer in respect of all and
any such claims;

Protection of the Environment

1.9 The Contractor shall take all reasonable steps to protect the environment and
to limit damage and nuisance to people and property resulting from pollution,
noise and other results of his operations. The Contractor shall ensure that
emissions, surface discharges and effluent from the Contractor’s activities shall
not exceed the values stated in the Contract Documents or prescribed by
applicable laws, by-laws, regulations, terms and conditions of any Appropriate
Authority and Service Provider.

Progress Reports
1.10 1.10(a) Unless otherwise instructed by the Architect, monthly progress reports
shall be prepared by the Contractor and submitted to the Architect in six
(6) copies. The first report shall cover the period up to the end of the first
calendar month following the Date of Commencement. Reports shall be
submitted monthly thereafter, each within seven (7) Days after the last day
of the period to which it relates. Reporting shall continue
1.10(b) until the issuance of the Certificate of Practical Completion.Each report
shall include (amongst others):
 1.10(b)(i) charts and detailed descriptions of progress, including
eachstage of design (if any), procurement, manufacture of
any equipment, material or part of the Works as may be
specifically required by the Architect, delivery to Site,
construction, erection, testing and commissioning, and
including these stages for work by each Nominated Sub-
Contractor,
1.10(b)(ii) photographs showing the status of manufacture of any
major equipment, material or part of the Works as may
be specifically required by the Architect and of progress
on the Site,
1.10(b)(iii) for the manufacture of any equipment materials and parts
for the Works as may be specifically required by the
Architect, the name of the manufacturer, manufacture
location, percentage progress; and the actual or
expected dates of commencement of manufacture,
Contractor’s inspections, tests and shipment and arrival
at the Site,
1.10(b)(iv) the details of Contractor’s personnel, workmen, plant,
materials, plant and equipment mobilised for the
execution of the Works,
1.10(b)(v) list of notices given for any claim for extension of time
and loss and/or expense under the Contract,
1.10(b)(vi) safety statistics, including details of any hazardous
incidents and activities relating to the environment
aspects and public relations, and
1.10(b)(vii) comparisons of actual and planned progress, with
details of any events or circumstances which may
jeopardise the completion in accordance with the
Contract, and the measures being (or to be) adopted to
overcome delays.
1.10(c) The submission of progress reports by the Contractor shall not under
any circumstances be construed as being the notice or application for EOT as required
under Clause 23.0.

2.0 ARCHITECT’S POWER AND ARCHITECT’S INSTRUCTIONS

Architect’s Power
2.1 The power of the Architect shall be that stated in or necessarily to be
implied from the Contract. Except as expressly stated in the Contract, the
Architect shall have no power to relieve the Contractor of any of his
obligations under the Contract.

Architect’s Representative
2.2 The Architect may appoint in writing any suitably qualified Person to be the
Architect’s Representative. The Architect’s Representative shall be responsible
to the Architect and shall carry out such duties and exercise such power as
may be delegated to him by the Architect under Clause 2.3.

Architect’s Power to Delegate

2.3 The Architect may from time to time delegate to the Architect’s
Representative any of the duties or functions vested in the Architect and he
may at any time revoke such delegation. Any such delegation or revocation
shall be in writing and shall not take effect until a copy of such delegation
and/or revocation has been delivered to the Contractor. Any act done by the
Architect’s Representative in accordance with such delegation shall have the
same effect as though it has been done by the Architect. Provided that:
2.3(a) any failure of the Architect’s Representative to disapprove any
materials, goods or any part of the Works shall not prejudice the
power of the Architect to disapprove such materials, goods or any
part of the Works;
2.3(b) if the Contractor disputes any act of the Architect’s Representative,
he shall refer the matter to the Architect who shall confirm,
reverse or vary (as the case may be) the act or decision of the
Architect’s Representative.

Architect’s Instructions
2.4 2.4(a) Instructions given by the Architect shall be in writing. For the
avoidance of any doubt, a drawing issued by the Architect, or
recorded minutes of any meeting, shall not be considered as an
Architect’s Instruction within the meaning of this Clause unless it is
issued together with a written statement from the Architect stating
that it is an Architect’s Instruction.
2.4(b) If for any reason the Architect considers it necessary to give an
instruction other than in writing, such instruction shall be deemed to
be an Architect’s Instruction upon:
2.4(b)(i) written confirmation of the instruction from the Contractor
to the Architect (‘CAI’), and the Architect does not dissent
to it in writing within five (5) Days of receipt of the CAI. The
said instruction shall have taken effect on the date when
the CAI was issued; or
2.4(b)(ii) subsequent confirmation of the instruction by the Architect
with an Architect’s Instruction. The instruction shall take
effect as from the date of the Architect’s confirmation.
2.4(c) If an instruction issued by the Architect is not in writing, and
neither the Architect nor Contractor confirms such instruction in the
manner and at the time aforesaid but the Contractor nevertheless
does comply with the same, then the Architect may confirm the
same in writing with an Architect’s Instruction at any time prior to the
issuance of the Final Account, and the said instruction shall be
deemed to have taken effect on the date when it was first
communicated to the Contractor otherwise than in writing by the
Architect.

Failure of Contractor to Comply with Architect’s Instruction

2.5 If within seven (7) Days upon receipt of the Architect’s Instruction in writing or
within such period as may be stipulated in the Architect’s Instruction, the
Contractor does not comply with it or, in the opinion of the Architect, the
 Contractor has failed to take any necessary or reasonable step to comply with
it, then the Employer may, without prejudice to any other rights and/or
remedies which he may possess, employ and pay other Persons to execute
any work as may be necessary to give effect to such instruction. Any
additional costs incurred in this connection shall be recoverable from the
Contractor by the Employer as a debt, or may be deducted by him from any
monies due or to become due to the Contractor under this Contract, or
recovered by the Employer from the Performance Bond under Clause 37.5.

Dispute as to Architect’s Power to Issue Instructions

2.6 2.6(a) Upon receipt of what purports to be an instruction from the Architect,
the Contractor may within five (5) Days thereof make a written request to
the Architect to specify in writing the provision in these Conditions
which empowers the issuance of the said instruction. The Architect shall
within three (3) Days thereof comply with such a request.
2.6(b) If the Contractor complies with the said instruction without making a
written request under Clause 2.6(a), the instruction shall be deemed to have
been duly given under the stated provision.
2.6(c) Notwithstanding the Architect’s failure to comply with the Contractor’s
request under Clause 2.6(a), or any dispute with regard to the
Architect’s power to issue such instruction after receiving the
Architect’s answer to the written request under Clause 2.6(a), the
Contractor shall, unless otherwise instructed by the Architect or the
Employer, comply with the said instruction. For the avoidance of
doubt, the Contractor’s compliance with the instruction given by the
Architect shall be without prejudice to any other rights or remedies
which he may possess.

Delayed Instructions
2.7 2.7(a) The Contractor shall give written notice to the Architect whenever the
Works are likely to be delayed or disrupted if any necessary instruction is
not issued to the Contractor within a reasonable time. The notice shall
include details of the necessary instruction, details of why and by when it
should be issued, and details of the nature and amount of the delay or
disruption likely to be suffered if the issuance of the instruction is delayed.
2.7(b) If the Contractor suffers delay and/or incurs loss and expense as a result
of a failure of the Architect to issue the notified instruction within the time
required or within a time which is reasonable, the Contractor may apply
for an extension of time under Clause 23.0 and for loss and expense
under Clause 24.0. However, if and to the extent that the Architect’s failure
was caused by any negligence, omission, default and/or breach of
contract by the Contractor or his Nominated Sub-Contractors, the
Contractor shall not be entitled to such extension of time or loss or
expense.

3.0 CONTRACT AND OTHER DOCUMENTS

Custody and Care of the Documents

 3.1 3.1(a) The Contract Documents shall be in the custody and care of
the Architect or Quantity Surveyor (as may be decided by the Architect himself) so
as to be available at all reasonable times for inspection by the Employer or the
Contractor whenever so required.
3.1(b) The Contractor shall keep, on the Site, one copy of the
documents referred to in Clauses 3.2, 3.3 and 3.4, together
with drawings and documents required to be supplied by the
Contractor under the Contract (if any) and other
communications given under the Contract. The Employer,
Architect, Consultant and their authorised representatives
shall have the right of access to all these documents at all
reasonable times.

Copies of Documents
3.2 Immediately after the execution of this Contract, the Architect shall without
charge to the Contractor provide him with:
3.2(a) one (1) signed original copy of the Contract Documents;
3.2(b) two (2) further copies of the Contract Drawings; and
3.2(c) two (2) further copies of the Specification.

Further Drawings or Details

3.3 3.3(a) From time to time as may be necessary, the Architect shall, without
charge to the Contractor, furnish him with two (2) copies of further
drawings, details, levels and any other information as is reasonably
necessary either to explain and amplify the Contract Drawings or to
enable the Contractor to complete the Works in accordance with the
Contract.
3.3(b) If the Contractor requires any further drawings, details, levels and/
or any other information, he shall apply in writing to the Architect
for these items in sufficient time before the commencement of
construction of the affected works to enable the Architect to issue
instructions within such period so as not to materially delay the
progress of the affected works having regard to the progress of the
Works and the Completion Date.

Contractor to Provide Works Programme

3.4 3.4(a) Within fourteen (14) Days upon issuance of the Letter of Acceptance
(or within such longer period as may be agreed in writing by the
Architect), the Contractor shall, without charge to the Employer,
provide the Architect with six (6) copies of the Works Programme for
the execution of the Works.
3.4(b) The Works Programme shall comply with the requirements specified
in the Contract Documents. The Architect may instruct the Contractor
to prepare and submit the Works Programme in a particular form and
content.
3.4(c) If the Works or any part thereof are delayed for any reason, or that
the progress of the Works does not conform to the current Works
Programme, the Contractor shall, without charge to the Employer,
submit a revised Works Programme to address such delay including the
remedial action to be taken in order to meet the Completion Date or
projected completion date as approved by the Architect. The Contractor
 shall continue to provide monthly updates on the progress of such
remedial action until he is able to demonstrate that there is no longer
any delay in the Works.
3.4(d) Notwithstanding any instruction or approval of the Works
Programme (whether current or revised) by the Architect, the
Contractor shall remain solely responsible for any error, omission
and/or deficiency in the Works Programme

Works Programme Not Part of or Incorporated into the

Contract Documents
3.5 Works Programme shall not constitute part of the Contract, whether or not it is
physically incorporated into the Contract Documents.

Submission and Approval of Works Programme

3.6 3.6(a) Approval of the Works Programme (whether current or revised) by the
Architect shall not be a condition precedent to starting or continuing
with the Works.
3.6(b) The submission to and approval by the Architect of such Works
Programme shall not relieve the Contractor of his duties, obligations or
responsibilities under the Contract.
3.6(c) The Works Programme may be used by the Architect to monitor
progress of the Works. The Architect is entitled to rely on the
Works Programme, in so far as he deems appropriate to do so, as a
basis for the assessment of an extension of time and the effect of the
delay and/ or disturbances to the progress of the Works.
3.6(d) The submission of Works Programme by the Contractor (whether
current or revised and irrespective of whether it has been approved by
the Architect) shall not under any circumstances be construed as being
a notice or application for EOT as required under Clause 23.0.

Limitation of Use of Documents

3.7 None of the Contract Documents shall be used by the Contractor for any
purpose other than this Contract. Except for the purpose of this Contract,
neither the Employer nor the Architect and/or his authorised representative
shall divulge the Contract Documents or the information contained therein
including the rates and prices to the Works to any other Person.

As-built Drawings, etc.

3.8 Before the Completion Date, or any other period as stated in the Contract,
the Contractor shall, without further charge to the Employer, supply and
cause all his Sub-Contractors to supply for the retention and use of the
Employer, four (4) copies of such drawings and information describing the
Works as-built and concerning the maintenance and operation of the Works,
including any installation comprised in the Works, as may be required by the
Contract Documents and the Architect.
4.0 STATUTORY OBLIGATIONS, NOTICES, FEES, LEVIES
AND CHARGES

Compliance with Statutory Requirements

4.1 4.1(a) The Contractor shall comply with and give all notices required by
any laws, regulations, by-laws, terms and conditions of any
Appropriate Authority and Service Provider in respect of and/or
arising from the execution of the Works, including all temporary
works.
4.1(b) At the request of the Contractor, the Employer shall (where he is
in a position to do so) provide reasonable assistance to the
Contractor for the Contractor’s applications for any permits, licenses
or approvals required by the laws, regulations, by-laws, terms and
conditions of any Appropriate Authority and Service Provider in
connection with the Works.
4.1(c) The Contractor shall provide to the Employer, where applicable,
all original copy of the permits, licenses, notices, certificates
and/or approvals issued by the Appropriate Authorities and/or Service
Provider upon obtaining the same.
4.1(d) The Contractor shall do everything necessary to assist the
Employer, the Architect and/or the relevant Consultant in
arranging for the Certificate of Completion and Compliance to
be issued, including (where applicable) completing, signing and
submitting the necessary notices, forms or applications required by
the law in connection with the Works for the purposes of the issuance
of the Certificate of Completion and Compliance. This obligation of
the Contractor shall continue even after the Practical Completion of
the Works.

Inconsistencies with Statutory Requirements

4.2 If the Contractor finds any inconsistencies between any of the documents in
the Contract Documents (or any subsequent documents issued by the
Architect) and any laws, regulations, by-laws, terms and conditions of any
Appropriate Authority and Service Provider, he shall immediately specify the
inconsistencies and the proposed action to be taken by him to address such
inconsistencies together with the estimated costs and time required to
undertake such action and give it to the Architect for his consideration and
instruction in relation thereto.

Conforming to Statutory Obligations

4.3 If within seven (7) Days of having given the said written notice to the
Architect, the Contractor does not receive any instruction in regard to the
matters therein specified, he shall proceed with the work as proposed and in
conformity with the laws, regulations, by-laws, terms and conditions of any
Appropriate Authority and Service Provider. Any changes so necessitated shall
be deemed to be a Variation under Clause 11.

Fees, Levies or Charges

4.1 4.4(a) The Contractor shall pay and indemnify the Employer against liability
in respect of any fees, levies or charges (including any penalties,
rates or taxes) which result from the Contractor’s non-compliance with
any laws, regulations, by-laws, terms and conditions of any
 Appropriate Authority and Service Provider in respect of and/or
arising from the execution of the Works, including all temporary
works.
4.4(b) If the Contractor fails to pay any such fees, levies or charges,
the Employer may pay such amount on behalf of the Contractor.
The Employer may recover such amount together with any
additional cost in connection therewith as a debt from the
Contractor, or may deduct the same from any monies due or to
become due to the Contractor under the Contract, or recover the
same from the Performance Bond. under Clause 37.5.

5.0 SETTING OUT OF THE WORKS

Setting Out
5.1 5.1(a) Provided that all necessary information and drawings have been
given to the Contractor, the Contractor shall set out the Works in
relation to original points, lines and levels of reference specified in
the Contract or notified by the Architect,and ensure that the
positioning of all parts of the Works is correct.
5.1(b) The Contractor shall provide the necessary instruments,
equipment and labour required for setting out the Works, and
provide every assistance and similar facilities to the Architect for
checking the setting out.
5.1(c) The inspection, assistance and/or approval by the Architect and/or
the Consultant shall not in any way relieve the Contractor of his
responsibility for the accuracy of the setting out.

Inaccurate Setting Out

5.2 The Contractor shall be responsible for and shall entirely at his own cost
rectify any error arising from his own inaccurate setting out. Provided always
that the Architect may at his discretion accept the errors without
amendment subject to such reduction in the Contract Sum (if any) as may
be reasonable having regard to any loss of value suffered by the Employer
and any reduced cost to the Contractor resulting from the error.

6.0 MATERIALS, GOODS AND WORKMANSHIP TO

CONFORM TO DESCRIPTION, TESTING AND
INSPECTION

Standards of Works, Materials, Workmanship and Goods

6.1 All works, workmanship, materials and goods shall be of the respective kinds
and standards described in the Contract Documents and required by the
Architect in accordance with the Contract.

Production of Vouchers for Materials and Goods

6.2 The Contractor shall, upon the request of the Architect, provide him with
vouchers or such other evidence to prove that the materials and goods
comply with Clause 6.1.
Inspection and Testing
6.3 6.3(a) Before their incorporation in the Works, the Contractor shall provide for
testing samples of any materials or goods as may be identified and
requested by the Architect. The Architect may issue instructions requiring
the Contractor to open up for inspection any work covered up or to arrange
for or carry out any test of any materials or goods (whether or not already
incorporated in the Works) or of any executed work, or if the inspection
and/or test is in the opinion of the Architect required.
6.3 (b)The cost of such opening up or testing (together with the cost of making
good in consequence thereof) shall be added to the Contract Sum
unless:
6.3 (b)(i) such cost is already provided for in the Specification or
Contract Bills,
6.3 (b)(ii) the inspection or test shows that the works, materials
and goods were not in accordance with the Contract, or
6.3 (b)(iii) the inspection or test was in the opinion of the
Architect required in consequence of prior
negligence, omission, default and/or breach of contract
by the Contractor.

Works, Materials, Workmanship and Goods Not in

Accordance with Contract
6.4 If the Architect finds any works, materials, workmanship and/or goods which
are not in accordance with the Contract, the Architect may instruct the
Contractor in writing to do any or all of the following:
6.4(a) to remove from and/or not to bring to the site any materials or
goods which in the opinion of the Architect are not in accordance
with the Contract;
6.4(b) to demolish and reconstruct any work so that it is in accordance
with the Contract;
6.4(c) to rectify such work as instructed by the Architect so that it is in
accordance with the Contract without any adjustment to the
Contract Sum;
6.4(d) to submit a method statement within seven (7) Days from receipt
of the Architect’s Instruction (or within such period as may be
specified in the Architect’s Instruction) setting out the Contractor’s
proposals as to how such works, materials, goods or workmanship
can be rectified to render them in accordance with the Contract. If
the Architect accepts the Contractor’s proposal, the Contractor shall
carry out the rectification work with no adjustment to the Contract
Sum or alternatively, the Architect may reject the proposal and issue
any other necessary written instruction under this Clause so as to
render the work in accordance with the Contract;
6.4(e) with the consent of the Employer, to leave all or any such
works, materials, goods or workmanship in the Works subject to the
Employer’s
right to recover from the Contractor any reduced value of such
works, materials, goods or workmanship as may be reasonably
determined by the Architect, and recover the same as a debt or to
deduct it from any monies due or to become due to the Contractor
 under this Contract or to recover it from the Performance Bond.
under clause 37.5.

No Compensation for Time and Cost

6.5 Compliance by the Contractor with a written instruction issued under Clause
6.4 shall not entitle the Contractor to an extension of time nor compensation
for any loss, expense or cost that may be incurred.

Compliance with Architect’s Instruction

6.6 The Contractor shall comply with the instruction of the Architect under Clause
6.4 within a reasonable time, which shall be the time (if any) specified by the
Architect in the Architect’s Instruction, or immediately if there is urgency in
complying with the subject matter of the instruction. If the Contractor fails,
neglects or refuses to comply with such an instruction, the Employer may,
without prejudice to any other rights or remedies, employ and pay other Persons
to carry out the subject matter of the instruction. Any loss, expense or damage
thereby suffered or incurred by the Employer shall be recoverable from the
Contractor as a debt, or may be deducted by him from any monies due or to
become due to the Contractor under this Contract, or may be recovered from
the Performance Bond under clause 37.5.

Warranties or Guarantees in Respect of any Works,

Materials and Goods
6.7 6.7(a) If the Contract requires the Contractor or any manufacturer,
Nominated Sub-Contractor or Nominated Supplier to give a warranty
or guarantee in respect of any proprietary systems, materials and
goods supplied, the Contractor shall provide or procure such warranty
or guarantee and submit it to the Employer as soon as practicable
upon obtaining the same. The provision of such warranty or
guarantee shall in no way relieve or release the Contractor from
any duties, responsibilities or liability under the Contract.
6.7(b) The Contractor must ensure that all original certificates of warranties
or guarantees to any proprietary systems, materials and goods
supplied comply with the requirements of the Contract and are issued
in the name and favour of the Employer to take effect from the
Date of Practical Completion.

7.0 ROYALTIES AND INTELLECTUALPROPERTY RIGHTS

Indemnity to Employer Against Claims
7.1 Subject to Clause 7.2, all royalties or other sums payable in respect of the
supply and use of any articles, processes, inventions or drawings for the
Works shall be deemed to have been included in the Contract Sum. The
Contractor shall indemnify the Employer from and against all claims,
proceedings, damages, costs and expenses which may be brought or made
against the Employer or to which he may be subjected to by reason of the
Contractor infringing or being held to have infringed any such intellectual
 property rights in relation to any such articles, processes, inventions and
drawings.

Exclusion of Contractor’s Liability to Pay for

Infringement
7.2 Where in compliance with the Architect’s Instruction, the Contractor
supplies or uses any articles, processes, inventions or drawings for the
Works, the Contractor shall not be liable in respect of any
infringement or alleged infringement of any intellectual property rights in
relation to any such articles, processes, inventions and drawings. All
royalties, damages or other monies which the Contractor may be liable to
pay for such infringement shall be added to the Contract Sum.

Government and/or Appropriate Authority

Royalties
7.3 Except where otherwise provided for in the Contract, the Contractor shall
pay all Government and/or Appropriate Authority royalties, levies, rent and all
other payments in connection with and/or arising from the Works,
including any temporary works.

8.0 SITE AGENT

Site Agent and His

Assistants
8.1 8.1(a) The Contractor shall constantly keep upon the Works a
competent and suitably qualified and experienced Person who
shall be the Site Agent of the Contractor for the purposes of this
Contract, together with such senior assistants and supervisory staff
in each trade as may be necessary as set out in the Contract
Documents or as amended from time to time with and after
obtaining the prior consent in writing of the Architect.
8.1(b) The Contractor shall give the Site Agent all authority necessary to
act on the Contractor’s behalf under the Contract.
8.1(c) Unless the Site Agent is named in the Contract, the Contractor shall,
prior to the Date of Commencement, submit to the Architect for
consent the name and particulars of the Person the Contractor
proposes to appoint as the Site Agent. If consent is withheld or
subsequently revoked, or if the appointed Person fails to act as the
Site Agent, the Contractor shall similarly submit the name and
particulars of another suitable Person for such appointment.
8.1(d) The whole time of the Site Agent shall be given to directing
the Contractor’s performance of the Contract. If the Site Agent is
to be temporarily absent from the Site during the execution of the
Works, the Contractor shall appoint a suitable replacement Person
who shall first be approved by the Architect.

Instructions to Site Agent

8.2 The Contractor shall ensure that the Site Agent and such senior
assistants and supervisory staff as aforesaid are Persons who are capable
of receiving directions or instructions in English or Bahasa Malaysia, or in any
other language as may be required for the purposes of executing the Works.
Any directions or instructions given to such Site Agent and/or his assistants
by the Architect or the Site Staff under Clause 10 shall be deemed to
have been given to the Contractor.

Removal of Person Employed on the Works

8.1 8.3(a) The Architect may instruct the Contractor to remove the Site Agent
or any Person under employment or control of the Contractor from
the Site. The Architect shall not exercise this discretion
unreasonably or vexatiously.

8.3(b) On receipt of such written instruction, the Contractor shall

immediately remove the Site Agent or such other Person from the
Site, and shall, without delay, submit the name and particulars of
another suitable replacement Person to the Architect for his
approval. The Contractor shall only make such replacement upon
receiving the approval of the Architect. The Site Agent or such other
Person so removed shall not again be employed on the Site.

8.3(c) The Contractor shall not be entitled to any extension of time and
additional cost in respect of any instruction or approval given by
the Architect under this clause.

9.0 ACCESS FOR ARCHITECT TO THE WORKS

Access to Works for Architect or His Representative
9.1 9.1(a) The Employer, Architect, Consultant and/or their authorized
representatives shall at all times have access to the Works and to
the factories, workshops or other places where any construction
plant, materials, goods and works are being fabricated, prepared
or stored for the purposes of the Contract. The Contractor shall
ensure that all sub-contracts, including Nominated Sub-Contracts,
contain provisions entitling the Employer, Architect, Consultant, and
their representatives to have such access, and shall do all things
reasonably necessary to make such right effective.

9.1(b) The Contractor shall also, in accordance with an instruction of

the Architect, afford all reasonable cooperation and access to any
other Person engaged by the Employer for purposes of executing
any other works not included in the Works on or near the Site.

10.0 SITE STAFF

 Duty of Site Staff

10.1 The Employer may from time to time appoint such number of Site Staff as
the Employer shall deem necessary. The Site Staff shall act as inspectors
under the direction of the Architect. The Contractor shall afford them every
reasonable facility for the performance of their duty.

Directions Given by Site Staff

10.2 Any directions given to the Contractor or his Site Agent upon the Works by the
Site Staff shall be of no effect unless given in regard to a matter in respect of
which the Architect is expressly empowered by the Conditions to issue
instructions and thereafter confirmed in writing by the Architect within three (3)
Days of such direction being given. If any such directions are so given and
confirmed in writing by the Architect, then as from the date of issue of that
confirmation it shall be deemed to be an Architect’s Instruction.

11.0 VARIATIONS, PROVISIONAL SUMS AND PRIME COSTSUMS

Definition of Variation
11.1 The term “Variation” means the change, alteration or modification of the
design, quality or quantity of the Works as described by or referred to in the
Contract Documents including:
11.1(a) the addition, omission or substitution of any
work,
11.1(b) the alteration of the kind or standard of any materials and goods to
be used in the Works,
11.1(c) the removal from the Site of any work executed or materials and
goods brought thereon by the Contractor for the purposes of the
Works other than work, materials and goods which are not in
accordance with the Contract,
11.1(d) any changes to the provisions in the Contract with regard
to:
11.1(d)(i) any limitation of working hours;
11.1(d)(ii) working space;
11.1(d)(iii) access to or utilisation of any specific part of the Site, and
11.1(d)(iv) the execution and completion of the work in any specific
order,
but shall exclude any changes to the Works intended to rectify any
negligence, omission, default and/or breach of contract by the Contractor
whereby such changes shall be executed by the Contractor entirely at his own
cost.
 No Variation Required by Architect Shall Vitiate Contract
11.2 11.2(a) The Architect may issue instructions requiring a Variation and he
may sanction in writing any Variation made by the Contractor
otherwise than pursuant to an instruction of the Architect. No
Variation required by the Architect or subsequently sanctioned by
him shall vitiate this Contract.

11.2(b) The Contractor shall execute and be bound by each Variation,

unless the Contractor promptly gives notice to the Architect
stating (with supporting particulars) that the Contractor cannot
readily obtain the goods, materials, plant or equipment required for
the Variation. Upon receiving this notice, the Architect may cancel,
confirm or vary the instruction.

Dispute with Regard to Whether a Work Constitutes a Variation

11.3 Notwithstanding any dispute with regard to whether or not any work
instructed by the Architect constitutes a Variation, the Contractor shall,
unless otherwise instructed by the Architect or the Employer, carry out with
due diligence and expedition the said instruction. For the avoidance of
doubt, the Contractor’s compliance with the instruction given by the Architect
shall be without prejudice to the rights and/or remedies which he may
possess.

Issue of Variation
11.4 The Architect may issue instructions in writing requiring a Variation at
any time before the issuance of the Certificate of P r a c t i c a l
C o m p l e t i o n . Thereafter, any Architect’s Instruction requiring a Variation
must be necessitated by the Contractor’s obligation to correct defects in the
Works and obligations or compliance with the requirements of any
Appropriate Authority and Service Provider.

P.C. Sums and Provisional Sums

11.5 11.5(a) The Architect shall issue an Architect’s Instruction in regard to
the expenditure of P.C. Sums included in the Contract Bills and of
P.C. Sums which arise as a result of instructions issued in regard
to the expenditure of Provisional Sums.
11.5(b) The Architect shall issue an Architect’s Instruction in regard to
the expenditure of Provisional Sums included in the Contract Bills.
Each Provisional Sum shall only be used, in whole or in part, in
accordance with the Architect’s Instructions, and the Contract Sum
shall be adjusted accordingly. The total sum paid to the Contractor
shall include only such amounts for works, supplies or services to
which the Provisional Sums relate, as the Architect shall have
instructed. When required by the Architect, the Contractor shall
produce quotations, invoices, vouchers and accounts or receipts in
substantiation. Where any recording of site information and/or site
measurements are carried out at the Site, the Contractor shall
 provide the Architect with such assistance as may be necessary to
carry out the works and the Contractor shall be given the opportunity
to be present to take such notes and measurements as he may
require.

Valuation of Variations
11.6(a). Within thirty (30) Days after completion of the work constituting a Variation,
the Contractor shall submit to the Architect, Quantity Surveyor and any other
relevant Consultants all documents necessary for their valuation, including
details of quantities of the work done, site information, rates and any
additional payment or compensation claimed by the Contractor arising from
the Variation. Where any recording of site information and/or site measurements
are carried out at the Site, the Contractor shall provide the Architect, Quantity
Surveyor and the relevant Consultant with such assistance as may be
necessary to take notes and measurements. The Contractor shall be given
the opportunity to be present to take such notes and measurements as he
may require.
11.6(b) If the Architect (after consulting the Quantity Surveyor and other relevant
Consultants) is of the opinion that the documents and particulars submitted
by the Contractor pursuant to Clause 11.6(a) are insufficient for the
Architect’s, Quantity Surveyor’s and the relevant Consultants’ evaluation and
assessment of the Variation, the Architect shall within fourteen (14) Days
from the date of receipt of the Contractor’s said documents and particulars,
inform him of any deficiency or insufficiency in his submission and require
such further documents and particulars within fourteen (14) Days thereof or
such further time as may be stated by the Architect in writing.

11.6(c) In the event the Contractor fails to submit the requested documents and
particulars under Clause 11.6(b), the Architect (with the assistance of the
Quantity Surveyor and other relevant Consultants) shall nevertheless
complete the valuation of the Variation based on the information available to
them and ascertain the amount of the Variation within thirty (30) Days after
the expiry of the fourteen (14) Days period in Clause 11.6(b) for the
Contractor to provide further documents and particulars.

11.6(d) However, if the Contractor fails to submit the documents and particulars
within the stipulated thirty (30) Days period under Clause 11.6(a), or within
any further time as may be allowed by the Architect, then Clauses 11.6(b)
and 11.6(c) shall not apply but the Contractor may still submit the documents
and particulars of the Variation during the final account stage for the
Architect’s assessment under Clause 30.10. Notwithstanding this, the
Architect may (but is not obliged to) assess and ascertain the value of the
Variation based on the information available to him at any time prior to the
issuance of the Certificate of Practical Completion.

11.6(e) If the Parties agree with the valuation and ascertainment by the Architect
under either Clause 11.6(c) or Clause 11.6(d), then the valuation and
ascertainment shall become conclusive. If either the Contractor or the
Employer disputes the valuation and ascertainment by the Architect, then the
dispute may be referred to arbitration under Clause 34.0.
 Valuation Rules
11.7 The valuation of Variations and of work executed by the Contractor for which a
Provisional Quantity is included in the Contract and the expenditure of
Provisional Sums (other than for work for which a tender had been accepted
under Clauses
27.13 and 28.13) shall, unless otherwise agreed, be made in accordance with
the following rules:
11.7(a) where work is of similar character to the work as specified in the
Contract, is executed under similar conditions, and does not
significantly change the quantity as set out in the Contract, the rates
and prices in the Contract Documents shall determine the valuation;
11.7(b) where work is of a similar character to the work set out in the
Contract but is not executed under similar conditions or, is
executed under similar conditions but there is a significant change
in the quantity of work carried out, the rates and prices in the
Contract Documents shall be the basis for determining the valuation
which shall include a fair adjustment of the rates to take into account
such difference;
11.7(c) where work is of a different character to the work as set out in the
Contract, the valuation shall be at fair market rates and prices
determined by the Quantity Surveyor and any other relevant
consultants;
11.7(d) where work cannot be properly measured and valued in accordance
with Clauses 11.7(a), 11.7(b) or 11.7(c), the Contractor shall be
allowed:
11.7(d)(i) the daywork rates in the Contract
Documents, or
11.7(d)(ii) where there are no such daywork rates in the
Contract Documents, the actual cost to the
Contractor of his materials, additional construction
plant and scaffolding, transport and labour for the
work concerned, plus fifteen (15) percent, which
percentage shall include the use of all tools,
standing plant, standing scaffolding, supervision,
overheads and profit. In either case, the Contractor
shall provide the vouchers specifying the time spent
on a daily basis in carrying out the works, the workers’
names and designation, the materials, additional
construction plant, scaffolding and transport used
which shall be signed by the Site Agent and verified
by the Site Staff and shall be delivered to the
Quantity Surveyor and Architect at weekly intervals
with the final records delivered not later than
fourteen (14) Days after the work has been
completed. Where the Contractor fails to provide the
vouchers as aforesaid, the Architect may, but is not
obliged to, value the same based on the information
available to him.
 11.7(e) the rates and prices in the Contract Documents shall determine
the valuation of items omitted. If omissions substantially vary the
conditions under which any remaining items of work are to be
carried out, the prices of such affected remaining items shall be
valued under Clauses 11.7(b), 11.7(c) or 11.7(d), and
11.7(f) in respect of Provisional Quantity, the quantities stated in the
Contract Documents shall be re-measured by the Quantity Surveyor
based on the actual quantities executed. The rates and prices in
the Contract Documents shall determine their valuations.

Contractor Shall Comply with Architect’s Instruction on

Variation or Provisional Sums Pending Valuation
11.8 11.8(a) Pending the valuation of any Variation or of work executed by
the Contractor for which a Provisional Quantity is included in the
Contract or the expenditure of Provisional Sums (other than for
work for which a tender had been accepted under Clauses 27.13
and 28.13), the Contractor shall carry out with due diligence and
expedition all Variations so instructed and Architect’s Instruction on
Provisional Sums.
11.8(b) Until such time as the price of the Variation or Architect’s Instruction
on Provisional Sums is agreed or ascertained, the Architect after
consulting the Quantity Surveyor may, but is not obliged to, determine
a provisional rate or price for the purposes of Interim Payment
Certificates.

Additional Expenses Caused by Variation

11.9 11.9(a) Where a Variation has caused or is likely to cause the Contractor to
incur additional expenses for which he would not be paid under any
provisions in Clause 11.7 or Clause 24.0, the Contractor may make
a claim for such additional expenses subject always to the following
provisions:
11.9(a)(i) the Contractor shall, within a reasonable time from the date
of the Architect’s Instruction or CAI giving rise to his claim
(or in any event, before the completion of such Variation),
give written notice to the Architect and Quantity Surveyor of
his intention to claim for such additional expenses together
with an initial estimate of his claim duly supported with all
necessary calculations, and
11.9(a)(ii) within twenty-eight (28) Days of completing such
Variation, the Contractor shall send to the Architect
and Quantity Surveyor complete particulars of his claim
for additional expenses together with all necessary
calculations to substantiate his claims.
11.9(a)(iii) If the Contractor fails to submit the required particulars
within the stipulated twenty-eight (28) Days of completion
of such Variation, or within such longer period as may
be agreed in writing by the Architect (after consulting the
Quantity Surveyor) or the Employer, it shall be deemed
 that the Contractor has waived his rights under this
Contract and/or the law to any such additional expenses.
11.9(a)(iv) If the Architect (after consulting the Quantity Surveyor) is
of the opinion that the particulars submitted by the
Contractor are insufficient to enable the Architect and
the Quantity Surveyor to decide on the claim for the
additional expenses, the Architect shall within fourteen
(14) Days from the date of receipt of the Contractor’s
particulars, inform him of any deficiency in his submission
and require the Contractor to provide such further
particulars within such period of time as may be stated by
the Architect in writing. If the Contractor fails to submit the
required further particulars within the time as instructed by
the Architect, the Architect and the Quantity Surveyor may
assess and value the Contractor’s claim for such
additional expenses based on whatever information
which is available to him.
11.9(a)(v) Any such amount as ascertained by the Architect to be
entitled by the Contractor shall be included in the
Contract Sum.
11.9(b) The Contractor shall keep such contemporary records as may be
necessary to substantiate any claim, either on the Site or at another
location acceptable to the Architect and Quantity Surveyor. Without
admitting the Employer’s liability, the Architect or the Quantity
Surveyor may, after receiving any notice under Clause 11.9(a), monitor
the record- keeping and/or instruct the Contractor to keep further
contemporary records. The Contractor shall permit the Architect
and/or the Quantity Surveyor to inspect all these records, and shall
(if instructed) submit copies to the Architect and the Quantity
Surveyor.

Proposal Prior to Issuance of a Variation

11.10 11.10(a) Without derogating from the powers conferred upon the Architect by the
aforesaid provisions in this Clause, the Architect may (but is not obliged
to), prior to instructing a Variation, request a proposal and the Contractor
shall respond in writing (with a copy to the Quantity Surveyor) within the
time period as instructed by the Architect, by submitting:
11.10(a)(i) a description of the proposed work to be performed and a
programme for its execution,
11.10(a)(ii) the Contractor’s proposal for any necessary modifications
to the programme submitted under Clause 3.4 and to the
Completion Date, and
11.10(a)(iii) the Contractor’s proposal for evaluation of the Variation,
and any expenses arising therefrom.
11.10(b) The Architect (after consulting the Quantity Surveyor) shall, as
soon as practicable after receiving such proposal, respond with
approval, disapproval or comments. However, the Contractor shall not
delay any work whilst awaiting a response.
 11.10(c) Unless the Architect instructs or approves otherwise in accordance
with this Clause 11.10, each Variation and the time and cost impact
arising therefrom shall be evaluated in accordance with Clause
11.7, Clause 11.9 and Clause 23.

Variation Added to or Deducted from Contract Sum

11.11 The amount of variations so ascertained and certified by the Architect shall
be added to or deducted from the Contract Sum. When an Interim
Certificate is issued after the date of ascertainment, such amount shall be
included in or deducted from the certificate.

12.0 CONTRACT BILLS AND QUALITY

Measurement of Works
12.1 The quantity of the work included in the Contract Sum shall be deemed to
be those which are set out in the Contract Bills. Any error in description,
quantity or omission of items in the Contract Bills shall not vitiate the Contract
and shall be rectified by the Architect. Unless otherwise expressly stated,
the Contract Bills shall be prepared in accordance with the principles of the
Standard Method of Measurement of Building Works as published by the
Royal Institution of Surveyors Malaysia currently in force or Method of
Measurement as set out in the Bill of Quantities.

Quality of the Works

12.2 The quality of the work included in the Contract Sum shall be deemed to be
that which is set out in the Contract Documents.

13.0 CONTRACT SUM

Contract Sum Not to be Adjusted or Altered

13.1 13.1(a) The Contract Sum shall not be adjusted or altered in any way
whatsoever, other than in accordance with the express provisions of
the Contract.
13.1(b) Any arithmetical errors or any errors in the prices and rates in the
Contract Bills shall be corrected and/or rationalized by the Architect
or Consultant without any changes to the Contract Sum before the
signing of the Contract.

14.0 MATERIALS AND GOODS UNFIXED OR OFF-SITE

Unfixed Materials or Goods Not to Be Removed

14.1 Save as provided for in Clause 14.2, any unfixed materials and goods intended
for the Works shall not be removed from the Site or other place at which
they are stored until completion of the Works unless prior consent in writing
 from the Architect is obtained for the removal. The Architect shall not
unreasonably delay or withhold the giving of such consent.

Materials or Goods Paid for Becomes Employer’s Property

14.2 Where the value of any such unfixed materials or goods has in accordance
with Clause 30.2 been included in any Interim Certificate under which the
Contractor has received payment, such materials and goods shall become the
property of the Employer.

Contractor Responsible for Loss or Damage to Materials or

Goods
14.3 The Contractor shall remain responsible for any loss or damage to the
unfixed materials and goods, including materials and goods supplied by
Nominated Sub-Contractors and Nominated Suppliers. The Employer is
entitled to recover from the Contractor such loss and/or damage to the
materials and goods in the amount as reasonably determined by the Architect
and the relevant Consultant as a debt, or by deducting it from any monies
due or to become due to the Contractor under this Contract, or to recover
the said loss and/or damage from the Performance Bond under clause 37.5.

Warranty of Title of Goods and Materials

14.4 The Contractor shall be deemed to have warranted that he has title free from
liens and other encumbrances for such materials and goods upon inclusion of
the value of such materials and goods in any application for payments under
Clause 30.0. In the event that the Contractor is found to have made a false
or inadequate warranty, any loss suffered by the Employer shall be made
good by the Contractor or may be recovered by the Employer as a debt, or by
deducting it from any monies due or to become due to the Contractor under
this Contract, or from the Performance Bond under clause 37.5.

15.0 PRACTICAL COMPLETION AND DEFECTS LIABILITY

Certificate of Practical Completion

15.1 The Works are Practically Completed when:
15.1(a) the Works have been completed in accordance with the terms
and conditions of this Contract;
15.1(b) the Employer can have full, proper and beneficial use of the Works
for their intended purpose, notwithstanding that there may be
outstanding works and defects which are of a very minor nature in
the sense that such minor outstanding works and defects do not
prevent or diminish the full, proper and beneficial use as aforesaid;
15.1(c) the Works have passed any commissioning tests required in the
Contract Documents; and
15.1(d) other requirements expressly stated in the Contract Documents as a
pre-requisite for the issuance of the Certificate of Practical
Completion have been complied with.
 Certificate of Practical Completion, or Deemed Practically
Complete
15.2 15.2(a) When the Works or works in a Section are, in the opinion of the
Contractor, Practically Completed, he may apply by written notice to
the Architect for a Certificate of Practical Completion. The Architect
shall, within fourteen (14) Days after receiving the Contractor’s
application either:
15.2(a)(i) issue a Certificate of Practical Completion, stating the
date on which the Works or Section were Practically
Completed in accordance with the Contract. Where there
are minor outstanding works and defects of a minor
nature still to be executed, the Contractor shall complete
the said outstanding works and rectification of the
defects within such period as is instructed by the
Architect, or
15.2(a)(ii) reject the application, giving reasons and specifying the
work required to be done by the Contractor to enable
the Certificate of Practical Completion to be issued.
The Contractor shall then complete this work before
issuing a further written notice under this sub-clause.
15.2(b) In the event the Contractor fails, neglects or refuses to complete
the said outstanding works and/or defects within the time instructed
by the Architect under Clause 15.2(a)(i), the Employer may, without
prejudice to any other rights or remedies:
15.2(b)(i) grant the Contractor additional ex-gratia time to be
specified by the Architect to enable the Contractor to
comply with the Architect’s instruction, or
15.2(b)(ii) employ and pay other Persons to carry out the subject
matter of the instruction. Any loss, expense or damage
thereby suffered or incurred by the Employer shall be
recoverable from the Contractor as a debt or by deducting
it from any monies due or to become due to the
Contractor under this Contract, or
15.2(b)(iii) accept to leave all or any such works and/or defects of
a minor nature in the Works subject to the Employer’s right
to recover the loss and/or damage in the amount as
reasonably determined by the Architect and any relevant
Consultant, as a debt, or by deducting it from any
monies due or to become due to the Contractor under
this Contract.
15.2(c) If the Architect either fails to issue the Certificate of Practical
Completion or does not reject the Contractor’s application within
the period of fourteen (14) Days, and if the Works or Section (as
the case may be) are actually Practically Completed within the
meaning of Clause 15.1, the Certificate of Practical Completion shall
be deemed to have been issued on the last day of that period.
15.2(d) The issuance of the Certificate of Practical Completion under Clause
 15.2(a)(i), or deemed Practical Completion under Clause 15.2(c) does
not relieve the Contractor’s duties, obligations and responsibilities in
completing any outstanding works and/or defects.

Schedule of Defects Issued after Defects Liability Period

15.3 Any Defects which appear within the Defects Liability Period shall be
specified by the Architect in a schedule of defects and delivered to the
Contractor not later than fourteen (14) Days after the expiration of the Defects
Liability Period. The Contractor shall within a reasonable time, which shall be
specified by the Architect, make good such Defects entirely at his own cost.
If the Contractor fails to attend to and complete the rectification of the
Defects within the time specified by the Architect, the Employer may, without
prejudice to any other rights or remedies:
15.3(a) grant the Contractor additional ex-gratia time to be specified by the
Architect to enable the Contractor to comply with the Architect’s
instruction, or
15.3(b) employ and pay other Persons to carry out the subject matter of
the instruction. Any loss, expense or damage thereby suffered or
incurred by the Employer shall be recoverable from the Contractor as
a debt or by deducting it from any monies due or to become due to the
Contractor under this Contract, or
15.3(c) accept to leave all or any such Defects in the Works subject to the
Employer’s right to recover the loss and/or damage in the amount
as reasonably determined by the Architect and the relevant
Consultant, as a debt, or by deducting it from any monies due or to
become due to the Contractor under this Contract.

Instruction to Make Good Defects within Defects Liability Period

15.4 Notwithstanding Clause 15.3, the Architect may at any time during the
Defects Liability Period issue an Architect’s Instruction requiring any Defects
which appear within the Defects Liability Period to be made good. The
Contractor shall within a reasonable time, which shall be specified by the
Architect, comply with the same entirely at his own cost. If the Contractor fails
to attend to and complete the rectification of the Defects within the time
specified by the Architect, the Employer may, without prejudice to any other
rights or remedies:
15.4(a) grant the Contractor additional time to be specified by the Architect
to enable the Contractor to comply with the Architect’s instruction,
15.4(b) employ and pay other Persons to carry out the subject matter of
the instruction. Any loss, expense or damage thereby suffered or
incurred by the Employer shall be recoverable from the Contractor as
a debt or by deducting it from any monies due or to become due to
the Contractor under this Contract, or
15.4(c) accept to leave all or any such Defects in the Works subject to the
Employer’s right to recover the loss and/or damage in the amount
as reasonably determined by the Architect and the relevant
Consultant as a debt, or by deducting it from any monies due or to
become due to the Contractor under this Contract.
 Certificate of Making Good Defects
15.5 15.5(a) Upon the expiry of the Defects Liability Period, and completion of
making good all Defects which may have been required to be made
good under Clause 15.3 and/or Clause 15.4, the Contractor may
apply by written notice to the Architect for a Certificate of Making
Good Defects. The Architect shall within fourteen (14) Days after
receiving the Contractor’s application either:
15.5(a)(i) issue the Certificate of Making Good Defects, and the
date of making good Defects shall be the date of
receipt of the Contractor’s written notice. The Certificate
of Making Good Defects shall be issued to the Contractor
and copies shall be extended to the Employer and
Nominated Sub- Contractors and Nominated Suppliers,
or
15.5(a)(ii) reject the application, and notify the same to the
Nominated Sub-Contractors and Nominated Suppliers,
giving reasons and specifying the Defects required to
be done by the Contractor to enable the Certificate of
Making Good Defects to be issued. The Contractor shall
then complete the Defects before issuing a further
written notice under this sub-clause.
15.5(b) In the event the Contractor fails, neglects or refuses to complete the
Defects within the time as instructed by the Architect under Clause
15.5(a)(ii), the Employer may, without prejudice to any other rights
or remedies which he may possess:
15.5(b)(i) grant the Contractor additional ex-gratia time to be
specified by the Architect to enable the Contractor to
comply with the Architect’s instruction, or
15.5(b)(ii) employ and pay other Persons to carry out the subject matter
of the instruction, in which event, the Certificate of
Making Good Defects shall be issued and the date of
making good Defects shall be the date as reasonably
determined by the Architect to be required for
completing the Defects. Any loss, expense or damage
thereby suffered or incurred by the Employer shall be
recoverable from the Contractor as a debt or by deducting
it from any monies due or to become due to the
Contractor under this Contract, or
15.5(b)(iii) accept to leave all or any such works and/or defects of
a minor nature in the Works subject to the Employer’s right
to recover the loss and/or expense in the amount as
reasonably determined by the Architect and the relevant
Consultant, as a debt or by deducting it from any monies
due or to become due to the Contractor under this
Contract. In such event, the Architect shall issue the
Certificate of Making Good Defects and the date of
making good Defects shall be the last day of the period
as instructed by the Architect under Clause 15.5(a)(ii).
15.5(c) If the Architect either fails to issue the Certificate of Making Good
Defects or does not reject the Contractor’s application within the
 period of fourteen (14) Days, and if there are actually no further
Defects (except wear and tear) preventing the issuance of the Certificate
of Making Good Defects under the Contract, the Certificate of Making
Good Defects shall be deemed to have been issued on the last day of
that period.
15.5(d) After the Certificate of Making Good Defects has been issued, each
Party shall remain liable for the fulfillment of any obligations which
remain unperformed at that time. For the purposes of determining the
nature and extent of unperformed obligations, the Contract shall be
deemed to remain in force.

16.0 PARTIAL POSSESSION BY EMPLOYER

Taking over of Parts of the Works with Consent

16.1 If at any time before Practical Completion of the Works, the Employer wishes
to take possession of any part or parts of the Works or a Section that is
determined by the Architect to be practically completed according to the
requirements of the Contract (any such part being hereinafter referred to as “the
Relevant Part’’) and consent of the Contractor (whose consent shall not be
unreasonably delayed or withheld) has been obtained, then notwithstanding
anything expressed or implied elsewhere in this Contract, the following shall
apply:
16.1(a) the Architect shall, within fourteen (14) Days from the date of such
consent from the Contractor, issue a Certificate of Partial
Possession for the Relevant Part, and the Relevant Part shall be
deemed to have been taken over as from the date on which it is
issued. The Certificate of Partial Possession shall state the Architect’s
estimate of the approximate total value of the Relevant Part and for
purposes of Clause 16.0, the value so stated shall be deemed to be
the total value of the Relevant Part,
16.1(b) the Employer shall not use the Relevant Part (other than as a
temporary measure which is either specified in the Contract or
agreed by both Parties) unless and until the Architect has issued a
Certificate of Partial Possession for the Relevant Part,
16.1(c) after the Architect has issued a Certificate of Partial Possession for
the Relevant Part, the Contractor shall be given the earliest
opportunity to take such steps as may be necessary to carry out any
outstanding tests and/or other specified outstanding works as
instructed by the Architect. The Contractor shall carry out these tests
and/or the specified works as soon as practicable before the expiry
date of the relevant Defects Liability Period,
16.1(d) the Defects Liability Period in respect of the Relevant Part shall be
deemed to have commenced on the date when the Certificate of
Partial Possession is issued. Clauses 15.3 and 15.4 shall apply for
the purposes of the Relevant Part,
 16.1(e) upon completion of making good all Defects which may have
been required to be made good under Clause 15.3 and/or Clause
15.4, the Contractor may apply by written notice to the Architect for a
Certificate of Making Good Defects for the Relevant Part. For this
purpose, Clause
15.5 shall apply to the Relevant Part,
16.1(f) Liquidated Damages under Clause 22.1 shall be reduced by the ratio
of the estimated value of the Relevant Part to the Contract Sum,
16.1(g) within fourteen (14) Days of issuing the Certificate of Partial
Possession, the Architect shall issue a certificate to release one
moiety of the Limit of Retention Fund (if any) in the ratio of the
estimated value of the Relevant Part to the Contract Sum. The
Contractor shall be entitled to payment within the Period of Honouring
Certificates. The amount of the Limit of Retention Fund shall then be
reduced by the same amount of such moiety, and
16.1(h) upon issuance of the Certificate of Making Good Defects of the
Relevant Part, the Architect shall within fourteen (14) Days issue a
certificate for the release of the other moiety of the amount referred
to in sub-clause 16.1(f) and the Limit of Retention Fund amount shall
be reduced by the amount of such moiety. Subject to the Contractor
having complied with his obligation under Clause 4.1(d), the
Contractor shall be entitled to payment within the Period of
Honouring Certificate.

Taking over of Parts of the Works without Consent

16.2 16.2(a) Notwithstanding Clause 16.1, the Architect may, at the sole discretion of
the Employer, issue a Certificate of Partial Possession of any part of the
Works or Section that is determined by the Architect to be practically
completed according to the requirements of the Contract without the
consent of the Contractor, in which event, the provisions of Clauses
16.1(a) to 16.1(h) shall apply. Subject to Clause 16.2(b), the Contractor
shall be entitled to any loss and/or expense actually incurred as a result
of the Employer taking over part of the Works or Section under this
Clause 16.2. The following conditions shall apply for any application for
loss and/or expense arising from the taking of partial possession under
this Clause:
16.2(a)(i) within seven (7) Days of the issuance of the Certificate of
Partial Possession, the Contractor shall give written
notice to the Architect, with a copy to the Quantity
Surveyor, stating his intention to claim for such loss
and/or expense together with an initial estimate of his
claim duly supported with all necessary calculations,
16.2(a)(ii) within sixty (60) Days of the notice in Clause 16.2(a)(i)
being given, or any time as extended by the Architect in
writing, the Contractor shall send to the Architect, with
a copy to the Quantity Surveyor, complete particulars
of his claim for the loss and/or expense together with
all necessary calculations to substantiate his claims;
16.2(a)(iii) if the Contractor fails to submit the required
particulars within the stipulated time in Clause
 16.2(a)(ii), it shall be deemed that the Contractor
has waived his rights under this Contract and/or at
law to any such loss and/or expense;
16.2(a)(iv) if the Architect (after consulting the Quantity
Surveyor) is of the opinion that the particulars
submitted by the Contractor are insufficient to enable
the Architect to decide on the claim for the loss and/or
expenses, the Architect shall within fourteen (14) Days
from the date of receipt of Contractor’s particulars,
inform him of any deficiency in his submission and
require the Contractor to provide such further particulars
within such period of time as may be stated by the
Architect in writing. If the Contractor fails to submit the
required further particulars within the time as instructed
by the Architect, the Architect may assess and value the
Contractor’s claim for such loss and/or expenses based
on whatever information which is available to him;
16.2(a)(v) Any such amount as ascertained by the Architect to be
entitled by the Contractor shall be included in the
Contract Sum.
16.2(b) The Contractor shall not be entitled to any loss and/or expense
arising from the taking of partial possession by the Employer under
this Clause if, at the time of issuance of the Certificate of Partial
Possession, the completion of the Works or the relevant Section of
which the Relevant Part is a part, has been delayed and a
Certificate of Non-Completion has been issued by the Architect under
Clause 22.1.

Contractor to Remove Equipment, etc.

16.3 If the Employer takes possession of the Relevant Part under Clause 16.1 or
16.2, the Contractor shall upon the written instruction of the Architect remove
his site facilities, construction plant or equipment, materials and goods from the
Relevant Part.

Performance Bond Not Affected

16.4 For the avoidance of doubt, nothing contained in this Clause 16.0 shall entitle
the Contractor to the release of the Performance Bond or any part thereof
deposited by him under Clause 37.0.

17.0 ASSIGNMENT OR SUB-LETTING

Consent Required to Assign Rights, Interests or Benefits under

the Contract
17.1 Other than assigning his rights, interests or benefits under the Contract to
his financial institution, neither the Employer nor the Contractor shall,
without the written consent of the other Party (which consent shall not be
unreasonably delayed or withheld), assign the Contract or any part thereof, or
any benefit or interest therein or thereunder to another Person.
 Sub-Contracting Portion of Work
17.2 The Contractor shall not without the written consent of the Architect and
the Employer (which consent shall not be unreasonably delayed or
withheld) sub-contract the Works, in whole or in part, except as otherwise
provided by the Contract. Such consent if given shall not relieve the
Contractor from any liability or obligation under the Contract. He shall be
fully responsible for the acts, defaults, neglects, breach of contract of any of
the Sub-Contractors, his agents, servants or workmen as if they were the
acts, defaults or neglects of the Contractor. Where the Contractor sub-
contracts labour only of craftsmen, skilled or semi-skilled workmen to carry out
any portion of the work, this shall not constitute sub-contracting within the
meaning of this clause and he shall remain fully responsible for the quality of
their work and craftsmanship and for any acts, defaults and negligence of the
workmen.

18.0 INJURY TO PERSONS OR PROPERTY AND

INDEMNITY TO EMPLOYER

Indemnity Against Claims on Employer for Injury or Death of

Persons
18.1 The Contractor shall be liable for and shall indemnify the Employer against
any damage, expense, liability, loss, claim or proceedings whatsoever whether
arising at common law or by statute in respect of personal injury to or the
death of any Person arising out of or in the course of or caused by the
carrying out of the Works, provided always the same is due to any
negligence, omission, default and/or breach of contract by the Contractor or of
any Person for whom the Contractor is responsible.

Indemnity Against Claims on Employer for Injury to Property

18.2 The Contractor shall be liable for, and shall indemnify the Employer against
any damage, expense, liability, loss, claim or proceedings due to loss and/or
damage of any kind whatsoever to any property real or personal, including the
Works and any other property of the Employer, in so far as such loss and/or
damage arises out of or in the course of or by reason of the execution of the
Works, and provided always that the same is due to any negligence, omission,
default and/or breach of contract by the Contractor or of any Person for whom the
Contractor is responsible.

Contractor to Indemnify Against Claims by Workmen

18.3 The Contractor shall be liable for and shall indemnify the Employer against
any damage, expense, liability, loss, claim or proceedings whatsoever
arising out of claims by any and every workman employed in and for the
execution of the Works and for payment of compensation under or by virtue
of the Workmen’s Compensation Act 1952 and the Employee’s Social Security
Act 1969.
 Indemnities Not to Be Defeated
18.4 The indemnities given by the Contractor under Clauses 18.1 to 18.3 shall not
be defeated or reduced by reason of any negligence or omission of the
Employer, Architect, Consultant or other authorised representatives in failing to
supervise or control the Contractor’s site operation or methods of working or
temporary work or to detect or prevent or remedy defective work or to ensure
proper performance of any obligation of the Contractor under the Contract.

19.0 DUTY OF CONTRACTOR TO INSURE AGAINST INJURY

TO PERSON AND DAMAGE TO PROPERTY
Contractor to Insure against Injury to Persons and Damage to
Property
19.1 19.1(a) Without prejudice to his liability to indemnify the Employer under
Clause 18.0, the Contractor shall, as a condition precedent to the
commencement of any work under the Contract, take out and maintain
an insurance policy in the joint names of the Employer, Contractor,
Sub- Contractor and all interested Parties and Persons in respect of
personal injuries or death and injury or loss and/or damage of
property real or personal arising out of or in the course of or by reason
of the execution of the Works and whether or not such injury, death,
loss and/or damage is caused by negligence, omission, default and/or
breach of contract by the Contractor, Employer, Sub-Contractor and
all interested Parties and Persons and any of their servants,
workmen and agents. Such insurance policy shall provide cover in
respect of third-party liability for personal injury or death and damage to
property for the amounts stated in the Appendix. If the Contractor
having regard to his indemnity to the Employer under Clause 18.0
desires to increase any of the insurance coverage, he shall do so at
his own cost.
19.1(b) The Contractor shall maintain and ensure that the insurance policy
shall be valid up to the issuance of the Certificate of Making Good
Defects. The insurance policy shall include the following
endorsements:
19.1(b)(i) a “cross liability” endorsement to provide insurance
cover to the Employer, Contractor, Sub-Contractor and
any other Persons involved in the Works as though
they are separately insured for their respective rights and
interests,
19.1(b)(ii) an endorsement to the effect that the Architect,
Consultant and any other professional consultants (as
applicable) and their employees and representatives, Site
Staff, employees and representatives of the Employer,
are deemed to be third-parties,
19.1(b)(iii) an endorsement for waiver of all expressed or
implied rights of subrogation or recoveries against the
insured, and
 19.1(b)(iv) an endorsement for automatic extension or renewal of the
insurance up to the issuance of the Certificate of
Making Good Defects.

SOCSO and Insurances for Workmen

19.2 Without prejudice to his liability to indemnify the Employer under Clause 18.0,
the
Contractor shall:
19.2(a) register or cause to register all local workmen employed on the
Works and who are subject to registration under the
Employee’s Social Security Scheme (hereinafter referred to as
“SOCSO”) in accordance with the Employees’ Social Security Act
1969 and shall cause all sub- contractors to comply with the same
provisions. The Contractor shall make payment of all contributions
and cause all Sub-Contractors to make similar payments from time
to time when the same ought to be paid;
19.2(b) the Contractor shall, as a condition precedent to the commencement
of any work under the Contract, take out and maintain in the joint
names of the Employer and the Contractor an insurance policy and
shall cause all Sub-Contractors to take out and maintain a similar
insurance policy for local workmen who are not subject to
registration under SOCSO. Such insurance policy shall be effected
and maintained as necessary to cover all liabilities including
common law liability in respect of any claim which may arise in the
course of the execution of the Works. The insurance policy shall be
valid up to the Completion Date and the extended maintenance
cover shall be for the Defects Liability Period plus a further three (3)
Months. If the Contractor is unable to complete by the Completion
Date or complete making good the Defects within the insured
period, he shall ensure that the insurance is accordingly extended
for the same period of delay. The Contractor shall effect the said
extension of the insurance cover not less than one (1) Month
before the expiry of the insurance currently in force; and
19.2(c) as a condition precedent to the commencement of any work under
the Contract, take out and maintain an insurance policy and shall
cause all Sub-Contractors to take out and maintain a similar
insurance policy for foreign workers employed on the Works as
required by the Workmen’s Compensation Act 1952 and
Workmen’s Compensation (Foreign Workers’ Compensation
Scheme) (Insurance) Order 2005. Such insurance policy shall be
effected and maintained as necessary to cover all liabilities including
common law liability in respect of any claim which may arise in the
course of the execution of the Works. The insurance policy shall be
valid up to the Completion Date and the extended maintenance
cover shall be for the Defects Liability Period plus a further three (3)
Months. If the Contractor is unable to complete by the Completion
Date or complete making good the Defects within the insured
period, he shall ensure that the insurance is accordingly extended
for the same period of delay. The Contractor shall effect the said
 extension of the insurance cover not less than one (1) Month before
the expiry of the insurance currently in force.

Approval of Insurance Companies

19.3 Any insurance referred to in Clauses 19.1 and 19.2 shall be placed with
licensed insurance companies approved by the Employer, and the Contractor
shall deposit with the Employer the policy or policies and the receipts in
respect of premiums paid, with copies extended to the Architect.

Contractor’s or Sub-Contractor’s Default

19.4 Should the Contractor or any sub-contractor make default in insuring or in
continuing to insure as aforesaid, the Employer may himself insure against
any risk with respect to which the default shall have occurred and the
amount paid or payable by the Employer in respect of premiums shall be
recovered from the Contractor by the Employer as a debt, or deducted from
any monies due or to become due to the Contractor, or from the Performance
Bond under clause 37.5.

20.0 INSURANCE OF WORKS, MATERIALS AND GOODS

Insurance of Works by Insuring Party and Deductibles

20.1 20.1(a) Before the commencement of any work under the Contract, the
insuring Party shall take out and maintain in the joint names of the
Parties, Sub-Contractors and all interested Persons a CAR Insurance or
other insurance to insure against loss and damage by fire, lightning,
explosion, earthquake, volcanism, tsunami, storm, cyclone, flood,
inundation, landslide, theft, ground subsidence, existing underground
cables and/or pipes or other underground facilities, bursting or
overflowing of water tanks, apparatus or pipes, aircraft and other aerial
devices or articles dropped therefrom, strike, riot and civil commotion,
malicious damage, trespass, cessation of work whether total or
partial, vibration and weakening of support, all work executed and all
unfixed materials and goods, delivered to, placed on or adjacent to
the Works and intended therefor (but excluding temporary buildings,
plant, tools and equipment owned or hired by the Contractor or any
sub-contractor) to the full value thereof (plus any amount which may
be specifically stated in the Appendix or elsewhere in the Contract
Documents). The insurance policy shall also include the endorsement
under Clauses 19.1(b)(i) to (iv).
20.1(b) The insuring Party shall keep such works, materials and goods so
insured notwithstanding any arrangement for partial possession of any
Relevant Part under Section 16.0, Sectional Completion under Clause
21.0 or Completion Date and the extended maintenance cover shall be
for the Defects Liability Period plus a further three (3) Months.
 20.1(c) The insurance policy shall be valid up to the Completion Date and the
extended maintenance cover shall be for the Defects Liability Period
plus a further three (3) Months. If the Contractor is unable to complete
by the Completion Date or to complete making good the Defects within
the insured period, the insuring Party shall ensure that the insurance is
accordingly extended for the same period of delay. The insuring Party
shall effect the said extension of the insurance cover not less than one
(1) Month before the expiry of the insurance currently in force. If the
insuring Party is responsible for the delay, then the premiums paid for
the said extension of the insurance cover shall be borne by the insuring
Party. If the other Party is responsible for the delay, then the other Party
shall pay the amount of these premiums paid to the insuring Party, and
the Contract Sum shall be adjusted accordingly.
20.1(d) Where deductibles are specified in the Appendix or in the insurance
policy, the Contractor shall bear the amount of all deductibles.

Additional Risks
20.2 Any additional risks or endorsement in addition to those stated in Clause
20.1 which may be required to be covered under the required insurance(s)
shall be specified in the Contract Bills. If the Contractor desires to have any
additional endorsements to the insurance in addition to the risks specified, he
shall do so at his own cost.

Approval of Insurance Companies

20.3 Any insurance referred to in Clause 20.1 shall be placed with licensed
insurance companies approved by the Employer. The insuring Party shall
submit to the other Party and the Architect evidence that the required
insurances have been effected and copies of the policies for the insurances.

Insuring Party’s Default

20.4 Should the Insuring Party make default in insuring or in continuing to insure
as aforesaid, the other Party may (without prejudice to any other right or
remedy) effect insurance for the relevant coverage and pay the premiums
due. The insuring Party shall pay the amount of these premiums paid to the
other Party, and the Contract Sum shall be adjusted accordingly.

Application of Insurance Claim Proceeds

20.5 Upon the occurrence of any loss and/or damage to the Works or unfixed
materials and goods prior to Practical Completion of the Works from any
cause whatsoever, and notwithstanding that settlement of any insurance claim
has not been completed, the Contractor shall with due diligence restore, replace
or repair the same, remove and dispose of any debris and proceed with the
carrying out and completion of the Works. All money if and when received from
the insurance under this clause shall be paid in the first place to the Employer.
The Employer shall retain the amount paid by the insurance companies in
respect of professional fees for reinstatement and pay the balance to the
Contractor and/or Nominated Sub-Contractors and/or Nominated Suppliers
under separate certificates to be issued by the Architect. The Contractor shall
not be entitled to any additional payments in respect of the restoration of the
 damaged work and replacement or repair of any unfixed materials and goods
and the removal and disposal of debris other than the monies received under
the aforesaid insurance.

21.0 DATE OF COMMENCEMENT, DATES OF

COMMENCEMENT GIVEN FOR SECTIONS, SUSPENSION
AND DATE FOR COMPLETION

Date of Commencement and Completion Date

21.1 On the Date of Commencement, possession of the Site shall be given to the
Contractor who shall thereupon commence the execution of the Works, and
regularly and diligently proceed with and complete the same on or before
the Completion Date subject to any extension of time in accordance with the
provisions of these Conditions. In the event there is a delay by the Employer
in giving possession of the Site to the Contractor or any part thereof, the
Architect shall grant an appropriate extension of time under Clause 23.8(c)(ii).
Provided always that the delay in giving possession of the Site does not exceed
the Period of Delay stated in the Appendix, the Contractor shall not be entitled
to determine his own employment under the Contract by reason of such
delay in providing possession of the Site.

Dates of Commencement Given for

Sections
21.2 Where there are different Dates of Commencement for sections of the
Works, they shall be stated in the Appendix or elsewhere in the Contract
Documents.

Different Completion Dates for Identified Sections or

Parts of Works
21.3 Where there are different Completion Dates for such sections of the
Works stated in the Appendix or elsewhere in the Contract Documents, the
provisions of this Contract in regard to Practical Completion, Extension of
Time, Liquidated Damages, Defects Liability Period, the Contractor’s
obligation to make good Defects, and release of Retention Fund shall, in
the absence of any express provision to the contrary elsewhere in the
Contract Documents, apply to each such Section with the necessary changes
in points of detail.

Suspension of
Work
21.4 21.4(a) The Architect may at any time by way of an Architect’s Instruction
instruct the Contractor to suspend progress of part or all of the Works.
During such suspension, the Contractor shall protect, store and secure
such part of the Works against any deterioration, loss or damage. The
Architect may also notify the cause for the suspension. If the
insurance is covered by the Contractor under Clauses 19.0 and 20.0,
the Contractor shall ensure full insurance coverage for the whole
 period of suspension, or if the insurance is covered by the Employer
under Clause 20.0, the Employer shall ensure similar insurance
coverage.
21.4(b) If the Contractor suffers delay and/or incurs loss and/or expense from
complying with the Architect’s Instruction under Clause 21.4(a) and/or
from resuming the work, the Contractor shall be entitled to claim for an
extension of time under Clause 23.0 and/or loss and/or expense under
Clause 24.0.
21.4(c) If the suspension under Clause 21.4(a) has continued for more than the
Period of Delay, then the Contractor may:
21.4(c)(i) by giving notice to the Architect, treat the suspension
as an omission under Clause 11.0 of the affected part of the Works; or
21.4(c)(ii) if the suspension affects the whole or substantial part
of the Works, the Contractor may be entitled to determine
his own employment under Clause 26.0.
21.4(d) If and to the extent that the cause is notified and is the responsibility
of the Contractor, Clauses 21.4(b) and 21.4(c) above shall not apply.
Similarly, the Contractor shall not be entitled to an extension of time or
payment of any loss and/or expense incurred in making good the
consequences of the Contractor’s faulty design (if applicable),
workmanship or materials, or of the Contractor’s failure to protect,
store or secure in accordance with Clause 21.4(a).

22.0 DAMAGES FOR NON-COMPLETION

Certificate of Non-Completion and Liquidated Damages

22.1 22.1(a) If the Contractor fails to complete the Works by the Completion Date or
within any extended time fixed under Clause 23.0 suffices as it
covers EOT under Clause 32.1 or as mutually agreed by the Parties,
and the Architect issues a Certificate of Non-Completion that in his
opinion the same ought reasonably so to have been completed by such
date(s), then the Contractor shall pay or allow to the Employer a sum
calculated at the rate stated in the Appendix as Liquidated Damages for
the period from the Completion Date, or any extended date where
applicable, to the date of Practical Completion, provided always that
the total amount of Liquidated Damages due and retained under this
Clause shall not exceed the amount stated in the Appendix as the Limit
of Liquidated Damages. The Employer may recover such sum as a
debt or may deduct such sum from any monies due or to become due
to the Contractor under the Contract or may recover such sum from the
Performance Bond under clause 37.5.
22.1(b) In the event the Architect issues a Certificate of Extension of Time under
the Contract which has the effect of fixing a Completion Date which is
later than the date stated in a Certificate of Non-Completion previously
issued, the Employer shall then revise the amount of Liquidated
Damages he is entitled to retain. For the avoidance of doubt, the
Architect may (but is not obliged to) issue a further Certificate of Non-
Completion, but the failure of the Architect to issue a further Certificate of
Non-Completion shall not affect or invalidate the Employer’s right to
his Liquidated Damages for the delay (if any) from the extended
 completion date to the date of Practical Completion. In the event the
amount of Liquidated Damages retained exceeds the amount the
Employer is entitled to retain, he shall repay the surplus amount to the
Contractor within the Period of Honouring Certificates from the date of
the latest Certificate of Extension of Time.

Liquidated Damages Amount Deemed as Agreed

22.2 22.2(a) The Liquidated Damages stated in the Appendix is deemed to be
the reasonable loss and/or damage which the Employer will suffer
in the event that the Contractor is in breach of the Clause hereof.
The Parties agree that by entering into this Contract, Section 75 of
the Contracts Act 1950 shall not apply for the purposes of the
Contractor’s liability to pay Liquidated Damages under this Clause,
and the Contractor shall, upon first written demand by the
Employer, forthwith pay or allow to the Employer the said amount of
Liquidated Damages due without the need of the Employer to prove
his actual damage or loss.
22.2(b) Further and in any event, the Employer and the Contractor
acknowledge and declare that it will be difficult to assess damages
for the actual damage or loss incurred as a result of the Contractor’s
failure to complete the Works by the Completion Date. The
Contractor acknowledges that the Liquidated Damages stated in the
Appendix represents the loss or damage that would be caused to
the Employer which naturally arose in the usual course of things
from the breach and/or which the Parties knew, when they made
the Contract, to be likely to result from the breach of the Contract.
The Contractor irrevocably undertakes that he will not, whether by
legal proceedings or otherwise, contend that such sums and the
limits thereon in the Appendix are not reasonable nor will he put the
Employer to the proof thereof, nor further contend that his
agreement to such sum and undertaking as aforesaid were arrived
at by force, duress, coercion, mistake or misrepresentation on the
part of the Employer.
22.2(c) For the avoidance of doubt, the Liquidated Damages imposed or
deducted by the Employer shall not relieve the Contractor from
his obligation to complete the Works, or from any other duties,
obligations or responsibilities which he may have under the Contract.

23.0 EXTENSION OF TIME (‘EOT’)

Application for EOT

23.1 23.1(a) If the regular progress of the Works has been delayed by any of the
Time Impact Events stated in Clause 23.8, then the Contractor shall be
entitled to apply for an EOT under this Clause. If in the opinion of the
Architect the completion of the Works is or will be delayed beyond the
Completion Date or beyond any extended Completion Date previously
fixed under this Clause, then the Architect may, subject to the provisions
of this Clause, grant a fair and reasonable EOT for completion of the
Works.
 23.1(b) As soon as practicable, but not later than twenty-eight (28) Days after
the Contractor became aware, or should have become aware of the
regular progress of the Works having been delayed by such Time
Impact Events, the Contractor shall give written notice to the Architect
indicating his intention to claim for an EOT and describing the Time
Impact Events giving rise to an EOT.
23.1(c) Within twenty-eight (28) Days of the end of the cause of delay, or
within such other period as may be proposed by the Contractor and
approved by the Architect, the Contractor shall send to the Architect
the relevant particulars of the basis of his claim for EOT together with
all necessary calculations and documents to substantiate his claims.
23.1(d) If the Contractor either fails to:
23.1(d)(i) give such written notice under Clause 23.1(b), or
23.1(d)(ii) submit the required particulars within the stipulated
twenty-eight (28) Days or such other period as
approved by theArchitect under Clause 23.1(c),the
Architect is not obliged (until after the Practical
Completion of the Works) to assess and grant any
EOT in respect of the Contractor’s application for EOT.
In that event, subject to the Architect’s review under
Clause 23.10, the Contractor shall not be entitled to
any EOT, and the non-assessment and non-granting
of the EOT due to the Contractor’s failure under this
Clause shall not be a ground for challenging the validity
of the Certificate of Non-Completion (if any) issued by
the Architect, or any deduction or claim for Liquidated
Damages made by the Employer under Clause 22.0.
23.1(e) If the Architect is of the opinion that the particulars submitted by the
Contractor pursuant to Clause 23.1(c) are insufficient for his assessment
of the EOT applied, the Architect shall within fourteen (14) Days from
the date of receipt of the Contractor’s particulars, inform him of any
deficiency in his submission and require the Contractor to provide such
further particulars within such period of time as may be stated by the
Architect in writing. If the Contractor fails to submit the required further
particulars within the time as instructed by the Architect, the Architect
may determine the Contractor’s claim for such EOT based on whatever
information which is in the possession of the Architect, and may either
reject the Contractor’s application or issue a Certificate of Extension of
Time within forty-two (42) Days from the last date of the period for the
provision of further particulars by the Contractor. The Architect’s
determination shall be binding upon the Contractor and the Employer
until and unless it is revised by the Architect under Clause 23.10.

Delay by Nominated Sub-Contractor

23.2 Where the particulars of the written notice given under Clause 23.1 include
references to the Nominated Sub-Contractor and/or Nominated Supplier, the
Contractor shall forthwith send a copy of such written notice and particulars to
the Nominated Sub-Contractor and/or Nominated Supplier concerned.

Contractor to keep Contemporary Records

23.3 The Contractor shall keep such contemporary records as may be necessary to
substantiate any claim, on the Site or at another location acceptable and
accessible to the Architect. Without admitting the Employer’s liability, the
Architect may, after receiving any notice under Clause 23.1, monitor the
record-keeping and/ or instruct the Contractor to keep further contemporary
records. The Contractor shall permit the Architect to inspect all these records,
and shall (if instructed) submit copies to the Architect.

Determination of EOT Application

23.4 If the Architect is of the opinion that the Contractor has submitted sufficient
particulars for his determination, the Architect shall determine the Contractor’s
application and shall, not later than forty-two (42) Days from the date of the
submission thereof, either reject the Contractor’s application or issue a
Certificate of Extension of Time. The Architect shall set out the details of his
determination.

Other Considerations and Limitation in Fixing Completion Date

23.5 In assessing the EOT application, the Architect may take into account the
effect or extent of any work omitted under the Contract. Unless otherwise
agreed by the Parties, the Architect shall not fix a Completion Date earlier than
the Completion Date stated in the Appendix.

Contractor to Prevent Delay

23.6 The Contractor shall constantly and to the best of his ability, endeavor to do
all that may reasonably be instructed by the Architect to prevent or reduce
delay in the completion of the Works, irrespective of whether the delay was
caused by the Employer, the Contractor or other events. For the avoidance of
doubts, the Contractor’s compliance with the instruction given by the
Architect shall be without prejudice to any other rights or remedies which he
may possess.

Notification to Nominated Sub-Contractors and/or Nominated

Suppliers
23.7 The Architect shall inform every Nominated Sub-Contractor and/or Nominated
Suppliers in writing of his decision of fixing a later Date for Completion.

Time Impact Events

23.8 23.8(a) The Time Impact Events comprise of Non-Employer’s Events
and Employer’s Events, the occurrence of which may entitle the
Contractor to a reasonable EOT subject to the provisions provided in
the Conditions of Contract.
23.8(b) Non-Employer’s Events mean:
23.8(b)(i) Force Majeure as defined in Article 8;
23.8(b)(ii) Exceptionally Adverse Weather Condition as
defined in Article 8. The Contractor is required to
show that the Exceptionally Adverse Weather
Condition occurred at the time when the works
were actually carried out, and not when they were
 programmed to be carried out nor, at a time when
there was not supposed to be any work in progress;
and it has caused delay to the completion of the
Works.
23.8(b)(iii) loss and/or damage occasioned by one or more of
the contingencies referred to in Clause 20.0 as the
case may be, provided always that the same is not
due to any negligence, omission, default and/or
breach of contract by the Contractor and/or
Nominated Sub-Contractor and/or Nominated
Supplier;
23.8(b)(iv) delays on the part of Nominated Sub-Contractors or
Nominated Suppliers for the reasons as set out in
Clause 19.6 of the Standard Form of Building Sub-
Contract issued by the AIAC;
23.8(b)(v) re-nomination of Nominated Sub-Contractors under
Clause 27.0 and/or Nominated Suppliers under Clause
28.0, and delays caused by the additional time
required by the new Nominated Subcontractor and/or
Nominated Supplier to complete the sub-contracted
work or supplies.
23.8(b)(vi) war damage under Clause 32.1;
23.8(b)(vii) compliance with any changes to any law, regulations,
by- law or terms and conditions of any Appropriate
Authority and/or Service Provider;
23.8(b)(viii) delay caused by any Appropriate Authority and
Service Provider in carrying out, or failure to carry out
their work which affects the Contractor’s work
progress, provided always that the Contractor has
diligently followed the procedures, terms and
conditions laid down by the Appropriate Authority
and Service Provider; the delay was Unforeseeable;
and such delay is not due to any negligence, omission,
default and/or breach of contract by the Contractor,
Nominated Sub-Contractor and/or Nominated Supplier;
and
23.8(b)(ix) any other ground for EOT expressly mentioned in the
Contract.
23.8(c) Employer’s
23.8(c)(i) Events mean: the Contractor not having received in due
time necessary Architect’s Instruction (including those for
or in regard to the expenditure of P.C. Sums and
Provisional Sums, further drawings, details, levels or any
other information) for which he had specifically applied in
writing to the Architect. The Contractor’s application must
be submitted to the Architect in sufficient time before the
commencement of construction of the affected works, to
enable the Architect to issue the necessary Architect’s
Instruction within a period which would not materially
affect the progress of the affected works, having regard
 to the Completion Date. Provided always that the
Architect’s Instruction was not required as a result of any
negligence, omission, default and/or breach of contract by
the Contractor and/or Nominated Sub- Contractor and/or
Nominated Supplier;
23.8(c)(ii) delay by the Employer in giving possession of the Site or
any section of the Site in accordance with Clauses 21.1 and
21.2;
23.8(c)(iii) compliance with Architect’s Instructions under Clauses 1.4,
11.2, or 21.4, unless the Architect’s Instruction was issued
due to or is necessitated by or is intended to rectify any
negligence, omission, default and/or breach of contract
by the Contractor, Nominated Sub-Contractor and/or
Nominated Supplier;
23.8(c)(iv) delay on the part of craftsmen, tradesmen or others
employed or engaged by the Employer in executing work
not forming part of this Contract or their failure to execute
such work, provided always that the Contractor has given
reasonable access to enable such craftsmen, tradesmen or
others employed or engaged by the Employer to execute
their works and has provided true and accurate site
conditions and reasonable timelines for such works to be
completed by them;
23.8(c)(v) delay or failure in the supply of materials and goods
which the Employer had agreed to supply for the Works;
23.8(c)(vi) the opening up for inspection of any work covered up,
the testing of any work, materials or goods in accordance
with Clause 6.3 (including making good in
consequence of such opening up or testing) unless the
inspection or test is provided for in the Specification or
the Contract Bills; shows that the works, materials or
goods were not in accordance with the Contract, or is
required by the Architect in consequence of prior
negligence, omission, default and/ or breach of contract
by the Contractor;
23.8(c)(vii) any act of prevention or breach of contract by the
Employer;
23.8(c)(viii) compliance with Architect’s Instruction issued in connection
with the discovery of fossils, coins, articles of value or
antiquity, or structures and other remains or items of
geological or archeological interest on the Site under
Clause 33.1;
23.8(c)(ix) delay on the part of the Employer to appoint a
replacement Person under Articles 4, 5, 6 and 7;
23.8(c)(x) compliance with Architect’s Instruction issued in connection
with disputes with neighbouring property owners provided
always that such dispute is not caused by any
negligence, omission, default and/or breach of contract
by the Contractor, Nominated Sub-Contractor and/or
Nominated Supplier;
 23.8(c)(xi) delay as a result of the execution of work for which a
Provisional Quantity is included in the Contract Bills
which in the opinion of the Architect is not a reasonably
accurate forecast of the quantity of work required;
23.8(c)(xii) failure of the Employer to give in due time entry to or
exit from the Site or any part through or over any
land, by way of passage adjoining or connected to the
Site and in possession or control of the Employer,
provided always that it is the duty and responsibility of
the Employer to give such passage under the Contract;
23.8(c)(xiii) suspension by the Contractor of his obligations under
Clauses 30.7 and 30.8;
23.8(c)(xiv) suspension of the whole or part of the Works by order
of an Appropriate Authority provided that the same is
not due to any negligence, omission, default and/or
breach of contract by the Contractor, Nominated Sub-
Contractor and/ or Nominated Supplier.

EOT after the Issuance of Certificate of Non-Completion

23.9 Where a Time Impact Event occurs after the issuance of the Certificate of
Non- Completion, the Architect shall assess and grant a reasonable EOT if the
Architect finds that the Time Impact Event will delay, or has delayed the
completion of the Works. The EOT granted shall be added to the current
Completion Date of the Works or any section of the Works. In that event,
Clause 22.1(b) shall apply.

Architect’s Review of EOT after Practical Completion

23.10 23.10(a) Notwithstanding the aforesaid, the Contractor may, within fourty-
two (42) Days after Practical Completion of the Works submit to the
Architect its final application containing the full detailed claim of EOT
(including all Time Impact Events which have been specifically notified
by the Contractor under Clause 23.1) and full supporting particulars of
the basis of the EOT claimed.
23.10(b) Within forty-two (42) Days after receiving the Contractor’s said final
application, the Architect shall consider and determine the Contractor’s
said final application which shall either maintain his previous
determination or, fix a later Completion Date which he considers
as fair and reasonable. The Architect shall set out the details of his
determination.
23.10(c) If the Contractor fails to submit the final application under Clause
23.10(a), then the Architect may still (but is not obliged to) within forty-
two (42) Days after the expiry of the period within which the Contractor
ought to have submitted his final application, review and fix a
Completion Date later than that previously fixed, if in his opinion the
fixing of such later Completion Date is fair and reasonable having
regard to any of the Time Impact Events. In exercising the power to
 review, the Architect may take into account a Time Impact Event which
has not been specifically notified by the Contractor under Clause 23.1.
23.10(d) If the Architect determines and fixes a later Completion Date
under Clauses 23.10(b) or 23.10(c), and as a consequence, the
amount of Liquidated Damages previously retained by the Employer
is reduced, then the Employer shall release the surplus amount to
the Contractor within the Period of Honouring Certificates from the
date of the Architect’s determination.
23.10(e) In reviewing his EOT determination under Clauses 23.10(b) or
23.10(c), the Architect shall have no power to reduce the EOT already
granted by him.

23A.0 EOT Pursuant to Section 29 of CIPAA

Application for EOT

23A.1 If the Contractor is of the opinion that the completion of the Works has been
delayed by reason of the suspension or reduction of the rate of progress of
performance of the works under Section 29 of CIPAA, the following provisions
shall apply:
23A.1(a) as soon as practicable, but not later than twenty-eight (28) Days
after the date of resumption of performance or the rate of progress
performance of the works under Section 29(4)(d) of CIPAA, the
Contractor shall send to the Architect the relevant particulars of his
claim for EOT together with all necessary calculations and documents
to substantiate his claims,
23A.1(b) if the Contractor fails to submit the required particulars within the
stipulated twenty-eight (28) Days under Clause 23A.1(a) or such
other period as approved by the Architect, the Architect is not
obliged (until after the Practical Completion of the Works) to assess
and grant any EOT in respect of the Contractor’s application for
EOT. In that event, subject to the Architect’s review under Clause
23.10, the Contractor shall not be entitled to any EOT, and the
non-assessment and non- granting of the EOT due to the
Contractor’s failure under this Clause shall not be a ground for
challenging the validity of the Certificate of Non-Completion (if any)
issued by the Architect, or any deduction or claim for Liquidated
Damages made by the Employer under Clause 22.0,
23A.1(c) if the Architect is of the opinion that the particulars submitted by
the Contractor pursuant to Clause 23A.1(a) are insufficient for his
assessment of the EOT applied, the Architect shall within fourteen
(14) Days from the date of receipt of Contractor’s particulars, inform
him of any deficiency in his submission and require the Contractor to
provide such further particulars within such period of time as may
be stated by the Architect in writing. If the Contractor fails to submit
the required further particulars within the time as instructed by the
Architect, the Architect may determine the Contractor’s claim for
such EOT based on whatever information which is available to
him, and shall either reject the Contractor’s application or issue a
 Certificate of Extension of Time within forty-two (42) Days from the
last date of the period for the provision of further particulars by the
Contractor. The Architect’s determination shall be binding upon the
Contractor and the Employer until and unless it is revised by the
Architect under Clause 23.10,
23A.1(d) Clauses 23.2 to 23.7 shall apply to an application for EOT under
this Clause 23A.1.

Adjudication Decision Is Set Aside or Superseded by Court or

Arbitration
23A.2 In the event that the Adjudication Decision to which the subject claim made
by the Contractor relates, is subsequently set aside by the Court or
superseded by a final decision of the Court or arbitration, the Contractor shall
not be entitled to any such EOT and any EOT previously granted by the
Architect pursuant to this Clause 23A.1 shall be deemed automatically
cancelled. The Architect may (but is not obliged to) issue a revised Certificate
of Non-Completion, but the failure of the Architect to issue a revised Certificate
of Non-Completion shall not affect or invalidate the Employer’s right to his
Liquidated Damages for the delay from the last date when the Contractor
ought to have completed the Works, to the date of Practical Completion.

24.0 LOSS AND/OR EXPENSE CAUSED BY MATTERS

AFFECTING THE REGULAR PROGRESS OF THE WORKS

Application to Ascertain Loss and/or

Expense
24.1 24.1(a) If the regular progress of the Works or any section of the Works
hasbeen materially affected by any of the Employer’s Events set out
in Clause 23.8(c), and the Contractor has incurred direct loss and/or
expense which could not be reimbursed by a payment made under
any other provision in the Contract, the Contractor may make a claim
for such direct loss and/or expenses subject always to the following
provisions:
24.1(a)(i) as soon as practicable, but not later than twenty-eight
(28)
Days of the occurrence of such event, the Contractor
shall give written notice to the Architect and Quantity
Surveyor of his intention to claim for such direct loss
and/or expense together with an initial estimate of his
claim duly supported with all necessary calculations and
particulars, and
24.1(a)(ii) within twenty-eight (28) Days after such event has
ended, the Contractor shall send to the Architect and
Quantity Surveyor relevant particulars of his claim for the
direct loss and/or expense together with all necessary
calculations and particulars to substantiate his claims.
24.1(a)(iii) If the Contractor fails to submit the required written
notice in Clause 24.1(a)(i) or the particulars in Clause
24.1(a)(ii), or within such longer period as may be
 agreed in writing by the Architect (after consulting the
Quantity Surveyor) or the Employer, it shall be deemed
that the Contractor has waived his rights under this
Contract and/or the law to any such direct loss and/or
expense;
24.1(a)(iv) If the Architect (after consulting the Quantity Surveyor) is
of the opinion that the particulars submitted by the
Contractor are insufficient to enable the Architect and
Quantity Surveyor to decide on the claim for such direct
loss and/ or expense, the Architect shall within fourteen
(14) Days from the date of receipt of Contractor’s
particulars, inform him of any deficiency in his
submission and require the Contractor to provide such
further particulars within such period of time as may be
stated by the Architect in writing. If the Contractor fails to
submit the required further particulars within the time as
instructed by the Architect, the Architect and Quantity
Surveyor may value the Contractor’s claim for such
direct loss and/or expenses based on whatever
information which is available to them and ascertain
the amount (if any) entitled by the Contractor within
fourty-two (42) Days thereof.

Contractor to keep Contemporary Records

24.2 The Contractor shall keep such contemporary records as may be necessary
to substantiate any claim for loss and/or expense, on the Site or at another
location acceptable to the Architect and the Quantity Surveyor. Without
admitting the Employer’s liability, the Architect and Quantity Surveyor may,
after receiving any notice under Clause 24.1, monitor the record-keeping
and/or instruct the Contractor to keep further contemporary records. The
Contractor shall permit the Architect and Quantity Surveyor to inspect all
these records, and shall (if instructed) submit copies to the Architect and
Quantity Surveyor.

Amount Ascertained to be Added to Contract Sum, and

Included in Certificate
24.3 If the Architect (after consulting the Quantity Surveyor) is of the opinion that
the Contractor has fulfilled his obligation in submitting the required notice and
sufficient particulars for his determination, the Architect and Quantity
Surveyor shall determine and ascertain the amount (if any) of such direct loss
and/or expense within fourty-two (42) Days of receipt of the particulars from the
Contractor under Clause 24.1(a)(ii). The Architect and Quantity Surveyor shall
set out the details of his determination. Any amount so ascertained shall be
added to the Contract Sum, and if an Interim Certificate is issued after the date
of ascertainment, such amount shall be included in the certificate.

24A.0 LOSS AND/OR EXPENSE INCURRED PURSUANT TO

SECTION 29 OF CIPAA
 Application for Loss and/or Expense
24A.1 If the Contractor has incurred loss and/or expense through exercising his
right to suspend or reduce the rate of progress of performance of the works
under Section 29 of CIPAA, the Contractor may make a claim for such loss
and/or expenses. The following provisions shall apply:
24A.1(a) the Contractor shall, as soon as practicable but not later than
twenty- eight (28) Days after the date of resumption of
performance or the rate of progress performance of the works
under Section 29(4)(d) of CIPAA, send to the Architect and Quantity
Surveyor relevant particulars of his claim for his loss and/or
expense together with all necessary calculations and particulars to
substantiate his claims,
24A.1(b) if the Contractor fails to submit the required particulars in Clause
24A.1(a), or within such longer period as may be agreed in writing
by the Architect (after consulting the Quantity Surveyor) or the
Employer, it shall be deemed that the Contractor has waived his
rights under this
Contract and/or the law to any such loss and/or expense;
24A.1(c) if the Architect (after consulting the Quantity Surveyor) is of the
opinion that the particulars submitted by the Contractor are
insufficient to enable the Architect and Quantity Surveyor to decide
on the claim for such loss and/or expense, the Architect shall within
fourteen (14) Days from the date of receipt of Contractor’s
particulars, inform him of any deficiency in his submission and require
the Contractor to provide such further particulars within such period
of time as may be stated by the Architect in writing. If the Contractor
fails to submit the required further particulars within the time as
instructed by the Architect, the Architect and Quantity Surveyor shall
value the Contractor’s claim for such loss and/or expenses based on
whatever information which is available to them and ascertain the
amount (if any) entitled by the Contractor within fourty-two (42) Days
thereof.

Contemporary Records
24A.2 Clause 24.2 shall apply to any claim made by the Contractor under Clause
24A.1(a).

Ascertainment of Loss and/or Expense

24A.3 If the Architect (after consulting the Quantity Surveyor) is of the opinion that
the Contractor has submitted sufficient particulars for his determination, the
Architect and Quantity Surveyor shall determine and ascertain the amount (if
any) of such loss and/or expense within fourty-two (42) Days of receipt of the
particulars from the Contractor under Clause 24A.1(a). The Architect and
Quantity Surveyor shall set out the details of his determination. Any amount so
ascertained shall be added to the Contract Sum, and if an Interim Certificate is
issued after the date of ascertainment, such amount shall be included in the
certificate.
 Adjudication Decision Is Set Aside or Superseded by Court or
Arbitration
24A.4 In the event that the Adjudication Decision to which the subject claim made
by the Contractor relates, is subsequently set aside by the Court or
superseded by a final decision of the Court or arbitration, the Contractor shall
not be entitled to any such loss and/or expense and the Employer shall be
entitled to recover from the Contractor any amount of such loss and/or expense
paid by the Employer as a debt, or by deducting from any monies due or to
become due to the Contractor under this Contract, or recover from the
Performance Bond under clause 37.5.

25.0 DETERMINATION BY EMPLOYER

Defaults by Contractor
25.1 The Employer may determine the employment of the Contractor under the
Contract if the Contractor makes default in one or more of the following
instances:
25.1(a) without reasonable cause, fails to commence the Works for more
than fourteen (14) Days from the Date of Commencement or any
other extended date allowed in accordance with the relevant
provisions of the Contract,
25.1(b) without reasonable cause, wholly or substantially suspends the
carrying out of the Works before Practical Completion of the Works,
25.1(c) fails to proceed regularly and/or diligently with the Works,
25.1(d) persistently refuses or neglects to comply with an Architect’s
Instruction,
25.1(e) fails to comply with the provisions in Clause 17.0, or
25.1(f) abandons the Works or otherwise plainly demonstrates the
intention not to continue performance of his obligations under the
Contract.

Determination of Employment of Contractor

25.2 Upon occurrence of any default under Clause 25.1, and if the Employer decides
to determine the Contractor’s employment, the Employer or Architect on his
behalf shall give to the Contractor a written notice delivered by hand or by
registered post specifying the default. If the Contractor shall continue with
such default for fourteen (14) Days from the receipt of such written notice,
then the Employer may, within ten (10) Days from the expiry of the said
fourteen (14) Days, by a further written notice delivered by hand or by
registered post, forthwith determine the employment of the Contractor under the
Contract. Provided always that such notice shall not be given unreasonably or
vexatiously.

Contractor Becoming Insolvent, etc.

25.3 In the event of the Contractor becoming insolvent or making a composition
or arrangement with his creditors, or having a winding up order made or
(except for the purposes of reconstruction or amalgamation) a resolution for
voluntary winding up passed, or having a liquidator or receiver or manager of
his business or undertaking duly appointed, or having possession taken by or
on behalf of the holders of any debentures secured by a floating charge or
of any property comprised in or subject to the floating charge, the employment
of the Contractor under this Contract shall be forthwith automatically
determined.

Bribery or Corrupt Practices

25.4 If the Employer determines, based on reasonable evidence, that the Contractor
has given or offered to give (directly or indirectly) to any Party or Person any
bribe, gift, gratuity, commission or other thing of value, as an inducement or
reward:
25.4(a) for doing or forbearing to do any action in relation to the Contract, or
25.4(b) for showing or forbearing to show favour or disfavour to any
Person in relation to the Contract, or that any of the Contractor’s
personnel, servants, agents or workmen has given or offered to
give any such inducement or reward as aforesaid described, then
the Employer may, after giving fourteen (14) Days written notice
to the Contractor by hand or by registered post, determine the
employment of the Contractor under this Contract. However, the
Employer shall not be entitled to determine the Contractor’s
employment under this Clause if the inducements and rewards are
lawful. The burden of showing that any inducements or rewards
offered or provided are lawful rests with the Contractor.

Rights and Duties of Employer and Contractor on Determination

of Employment of Contractor
25.5 In the event that the employment of the Contractor is determined under Clauses
25.2, 25.3 or 25.4, the following shall be the respective rights and duties of the
Employer and the Contractor:
25.5(a) irrespective of the validity or legality of the determination of the
Contractor’s employment, the Contractor shall, not later than
fourteen (14) Days thereof, vacate the Site and return possession
of the Site to the Employer who may employ and pay other Persons
to carry out and complete the Works and to make good any defects.
Such Persons may enter upon the Works and use all temporary
buildings, plant, tools, equipment, materials and goods that belong to
the Contractor intended for, delivered to and placed on or adjacent to
the Site, and may purchase all materials and goods necessary for the
carrying out and completion of the Works. If so required by the
Employer or by the Architect, the Contractor shall within fourteen (14)
Days of the date of determination, assign to the Employer, or such
other Person that the Employer may instruct, the benefit of any
 agreement for the continuation of the hire of any plant and
equipment already on the Site. In this regard, the Contractor shall,
before entering into such agreement, ensure that such agreement is
assignable,
25.5(b) if so required by the Employer or Architect, the Contractor shall within
fourteen (14) Days of the date of determination, and without any
charge, assign to the Employer, or such other Person as the
Employer may instruct, the benefit of any agreement for the supply
of materials or goods and/or for the execution of any work for the
purposes of this Contract. In this regard, the Contractor shall, before
entering into such agreement, ensure that such agreement is
assignable. In any case the Employer may pay any Sub-Contractor
for any materials or goods delivered or works executed for the
purposes of this Contract (whether before or after the date of
determination) in so far as the price thereof has not already been
paid by the Contractor. The Employer’s rights under this paragraph
are in addition to his rights to pay the Nominated Sub-Contractor as
provided in Clause 27.6 and/or Nominated Supplier as provided in
Clause 28.6 and payments made under this paragraph may be
recovered from the Contractor as a debt or deducted from any sum
due or to become due to the Contractor or may be recovered by the
Employer from the Performance Bond under clause 37.5.
25.5(c) when instructed in writing by the Architect to do so (but not
before), the Contractor shall remove, at his own risk and cost, from
the Site any temporary buildings, plants, tools, equipment, materials
or goods belonging to or hired by him. After fourteen (14) Days from
the date of receipt of such instruction and the Contractor has failed,
neglected or refused to comply with the instruction, then the
Employer may without liability remove and sell any such property
belonging to the Contractor (except those that are on hire) and hold
the proceeds less all costs incurred to the credit of the Contractor,

25.5(d) the Contractor shall submit to the Architect all plans, drawings,
designs, specification, manuals, records, reports, documents,
latest as-built drawing (if any), and any other information as the
Architect may require in relation to the Works as at the date of the
determination at no cost and expense to the Employer, and
25.5(e) the Contractor shall allow or pay to the Employer all a d d i t i o n a l
cost incurred to complete the Works including all loss and/or
expense suffered by the Employer. Save for any outstanding
payments which have been certified and are due for payment under
the Contract prior to the date of determination (after taking into
account any set-off and/or deductions to which the Employer is
entitled under the Contract), the Parties agree that the Employer
shall not be bound by any provision in the Contract to make any
other or further payment to the Contractor when the employment
of the Contract was determined until after the completion of the
balance of the Works. Upon completion of the balance of the
Works, an account taking into consideration the value of works
carried out, and goods and materials supplied by the Contractor,
 and all cost, damages, loss and/or expenses incurred or suffered by
the Employer in completing the Works shall be incorporated in a
final cost account prepared in accordance with Clause 25.7.

Site Inspection and Records of Works

25.6 25.6(a) The Architect shall within fourteen (14) Days of the determination of
the Contractor’s employment, give a written notice to the Contractor of
the date and time of inspection on Site to jointly record the extent of the
Works executed and the materials and goods delivered to the Site. The
Contractor shall provide all necessary assistance to the Architect,
Quantity Surveyor and other Consultants to perform their task.
25.6(b) If the Contractor fails to attend the site inspection at the appointed
time and date, or the Contractor refuses or fails to cooperate with the
Architect, Quantity Surveyor and/or other Consultants for the purposes of
conducting the site inspection, the Architect, Quantity Surveyor and other
Consultants shall nevertheless proceed to carry out the inspection on Site
to record the extent of the Works executed and the materials and
goods delivered to the Site by the Contractor.
25.6(c) Within twenty-eight (28) Days of the completion of the site inspection
under Clauses 25.6(a) or 25.6(b), the Architect, Quantity Surveyor and
the Consultant(s) shall complete the record and forward a copy thereof
to the Contractor. Such record shall form the basis of the evaluation of
the value of the works executed and materials and goods delivered to
the Site by the Contractor up to the date of determination.

Settlement of Account upon Determination

25.7 25.7(a) The Architect (after consulting the Quantity Surveyor) shall:
25.7(a)(i) within six (6) Months from the date of completion of the
balance of the Works, or

25.7(a)(ii) within three (3) Months from the date when the cost of
completion of the balance of the Works, damages for
delay in completion (if any), and all other costs,
damages, loss and/or expense incurred by the Employer
have been established,
whichever is the earlier, submit to the Employer and Contractor for
their agreement, a final cost account for the total cost incurred by
the Contractor in respect of the execution of the Works prior to the
determination, and all cost incurred by the Employer to complete the
balance of the Works, Liquidated Damages and other damages, loss
and/or expense suffered or incurred by the Employer.
25.7(b) If the Parties agree with the final cost account presented by the
Architect, then the final cost account shall
become conclusive and the following provisions
shall apply:
25.7(b)(i) if the amount in the final cost account entitled to by the
Employer exceeds the total amount which would have
been payable to the Contractor on completion in
 accordance with the Contract, the difference shall be a
debt payable to the Employer by the Contractor,
25.7(b)(ii) if, on the other hand, the amount in the final cost
account entitled to by the Employer is less than the
said total amount payable to the Contractor, the
difference shall be paid by the Employer to the
Contractor within the Period of Honouring Certificates
from the date of the agreement of the Parties with regard
to the final cost account.
25.7(c) If either Party has any dispute on any item or amount in the final
cost account, then the following provisions shall apply:
25.7(c)(i) the Party disputing the final cost account shall by written
notice to the other Party (with a copy to the Architect
and Quantity Surveyor) set out any disagreement thereof
complete with particulars within one (1) Month of the
date of receipt of the final cost account from the
Architect,
25.7(c)(ii) within one (1) Month from the date of receipt of the
notice of dispute, the Architect (after consulting the
Quantity Surveyor) shall decide either to amend or not to
amend the final cost account, and provide reasons for
his decision. The Architect or the Quantity Surveyor may
also request any necessary further particulars, but the
Architect shall nevertheless give his decision within the
stipulated one (1) Month period (unless such period is
extended by mutual agreement of the Parties),
25.7(c)(iii) any Party disagreeing with the Architect’s decision
under Clause 25.7(c)(ii) shall refer the dispute to
arbitration under Clause 34.0.

Employer’s other Rights and Remedies Not Prejudiced

25.8 The provisions of Clause 25.0 are without prejudice to any other rights
and/or remedies which the Employer may possess under the Contract and/or
the law.

26.0 DETERMINATION BY CONTRACTOR

Defaults by Employer
26.1 The Contractor may determine his own employment if:
26.1(a) the Employer fails or neglects to pay the Contractor the amount due
on any certificate (less any deduction, set off and/or Liquidated
Damages to which the Employer is entitled to make under these
Conditions), within the Period of Honouring Certificates,
26.1(b) the Employer improperly interferes with or influences or obstructs
the issue of any certificate by the Architect, or there is fraudulent
collusion between the Employer and the Architect,
 26.1(c) the Employer fails to nominate a succeeding Architect, Consultant or
Specialist Consultant in accordance with Articles 4, 5, 6 and 7, or
26.1(d) before the date of Practical Completion, the carrying out of the
whole or substantially the whole of the uncompleted Works is
suspended for a continuous period of time exceeding the Period of
Delay stated in the Appendix by reason of:
26.1(d)(i) Architect’s Instruction issued by the Architect under Clause
1.4, 21.1 or 21.4 unless the instruction is issued to
rectify any negligence, omission, default and/or breach of
contract by the Contractor, Nominated Sub-Contractor or
Nominated Supplier,
26.1(d)(ii) the Contractor not having received in due time necessary
Architect’s Instruction (including those for or in regard
to the expenditure of P.C. Sums and Provisional Sums,
further drawings, details, levels or any other information)
for which he had specifically applied in writing to the
Architect. The Contractor’s application must be submitted
to the Architect in sufficient time before the
commencement of construction of the affected works, to
enable the Architect to issue the necessary Architect’s
Instruction within a period which would not materially
affect the progress of the affected works, having
regard to the Completion Date. Provided always that
the Architect’s Instruction was not required as a result of
any negligence, omission, default and/or breach of
contract by the Contractor and/or Nominated Sub-
Contractor and/or Nominated Supplier,
26.1(d)(iii) delay on the part of craftsmen, tradesmen or others
employed or engaged by the Employer in executing work
not forming part of this Contract or their failure to
execute such work, provided always that the
Contractor has given reasonable access and assistance
to enable such craftsmen, tradesmen or others employed
or engaged by the Employer to execute their works and
has provided true and accurate site conditions and
reasonable timelines for such works to be completed by
them, or
26.1(d)(iv) the opening up for inspection of any work covered up or
to arrange for or carry out any testing of any work,
materials and goods in accordance with Clause 6.3
unless the inspection or test shows that the work,
materials and goods were not in accordance with the
Contract, or the inspection and/or test was in the opinion
of the Architect required in consequence of prior
negligence, omission, default and/or breach of contract by
the Contractor.

Determination of Own Employment

26.2 Upon occurrence of any default under Clause 26.1, and if the Contractor
decides to determine his own employment, then the Contractor shall give to the
 Employer a written notice delivered by hand or by registered post specifying
the default. If the Employer shall continue with such default for fourteen (14)
Days from the receipt of such written notice, then the Contractor may, within ten
(10) Days from the expiry of the said fourteen (14) Days, by a further written
notice delivered by hand or by registered post, forthwith determine his own
employment under the Contract. Provided always that such notice shall not
be given unreasonably or vexatiously.

Employer Becoming Insolvent, etc.

26.3 In the event of the Employer becoming insolvent or making a composition or
arrangement with his creditors, or having a winding up order made or (except
for purposes of reconstruction or amalgamation) a resolution for voluntary
winding up passed, or having a liquidator or receiver or manager of his
business or undertaking duly appointed, or having possession taken by or on
behalf of the holders of any debentures secured by a floating charge or of
any property comprised in or subject to the floating charge, the employment of
the Contractor under this Contract shall be forthwith automatically determined.

Rights and Duties of Contractor and Employer upon

Determination
26.4 Upon such determination under Clause 26.2 or 26.3, the following shall be
the respective rights and duties of the Contractor and Employer:
26.4(a) the Contractor shall within fourteen (14) Days or within such longer
period as may be agreed in writing by the Architect, remove from
the Site all his temporary buildings, plant, tools, equipment, materials
and goods and shall give facilities for his Nominated Sub-Contractors
and
Nominated Suppliers to do the same, and
26.4(b) the Contractor shall, within fourteen (14) Days or within such
longer period as may be agreed in writing by the Architect, vacate
the Site and return possession of the Site to the Employer. If so
required by the Employer or by the Architect, the Contractor shall
within fourteen (14) Days of the date of determination, assign to the
Employer or such other Person as the Employer may instruct, the
benefit of any agreement for the continuation of the hire of any
plant and equipment already on the Site. In this regard, the
Contractor shall, before entering into such agreement, ensure that
such agreement is assignable.
26.4(c) If so required by the Employer or Architect, the Contractor
shall, within fourteen (14) Days of the date of determination,
assign to the Employer or such other Person as the Employer
may instruct, the benefit of any agreement for the supply of
materials or goods and/or for the execution of any work for the
purposes of this Contract to the extent that the same is assignable.
In this regard, the Contractor shall, before entering into such
agreement, ensure that such agreement is assignable.
26.4(d) The Contractor shall submit to the Architect all plans, drawings,
designs, specification, manuals, records, reports, documents,
latest as-built drawing (if any), and any other information as the
 Architect may require in relation to the Works as at the date of the
determination, and
26.4(e) the Employer shall allow or pay to the Contractor the total value
of work properly executed and the value of materials and goods
supplied including any loss and/or expense suffered by the
Contractor arising from and/or caused by such determination.

Site Inspection and Records of Works

26.5 26.5(a) Within fourteen (14) Days of the determination of his own employment,
the Contractor shall give a written notice to the Architect, or the
Architect may give notice fixing the time and date of inspection on Site
to jointly record the extent of the Works executed and the materials and
goods delivered to the Site. The Contractor shall provide all necessary
assistance to the Architect, Quantity Surveyor and other Consultant(s) to
perform their task.
26.5(b) If the Contractor fails to give a notice under Clause 26.5(a) within the
stipulated time, or fails to attend the site inspection at the time and
date as instructed by the Architect, or the Contractor refuses or fails to
cooperate with the Architect, Quantity Surveyor and/or other Consultant
for the purposes of conducting the site inspection, the Architect, Quantity
Surveyor and other Consultant shall nevertheless proceed to carry out
the inspection on Site to record the extent of the Works executed and
the materials and goods delivered to the Site by the Contractor.
26.5(c) Within twenty-eight (28) Days of the completion of the site inspection
under Clauses 26.5(a) or 26.5(b), the Architect, Quantity Surveyor and
the Consultant shall complete the record and forward a copy thereof to
the Contractor. Such record shall form the basis for the evaluation of
the value of the works executed and materials and goods delivered to
the Site by the Contractor up to the date of determination.

Settlement of Account upon Determination

26.6 26.6(a) The Contractor shall within six (6) Months after the determination of
his own employment, submit to the Employer, Architect and Quantity
Surveyor, his final claim containing the total value of work properly
executed, the value of materials and goods supplied and loss and/or
expense suffered by the Contractor caused by such determination.
Within three (3) Months after receiving the said final claim from
the Contractor, the Architect and Quantity Surveyor shall assess
and prepare a final cost account taking into account the final claim
submitted by the Contractor and all deductions, set off and Liquidated
Damages (if any) which the Employer is expressly entitled under the
Contract.
26.6(b) If the Parties agree with the final cost account presented by the
Architect, then the final cost account shall become conclusive and the following
provisions shall apply:
26.6(b)(i) if the amount in the final cost account entitled to by
the
 Contractor exceeds the sums paid to the Contractor
(less
any deductions, set off and Liquidated Damages
which the Employer is expressly entitled under the
Contract), the balance shall be a debt payable to the
Contractor by the Employer within the Period of
Honouring Certificates from the date of the agreement of
the Parties with regard to the final cost account,
26.6(b)(ii) if, on the other hand, the amount in the final cost
account entitled by the Contractor is less than the said
total amount payable to the Contractor, the difference
shall be a debt payable to the Employer by the
Contractor.
26.6(c) If either Party has any dispute on any item or amount in the final
cost account, then the following provisions shall apply:
26.6(c)(i) the Party disputing the final cost account shall by
written notice to the other Party (with a copy to the
Architect and Quantity Surveyor) set out any
disagreement thereof complete with particulars within
one (1) Month of the date of receipt of the final cost
account from the Architect,
26.6(c)(ii) within one (1) Month from the date of receipt of the
notice of dispute, the Architect (after consulting the
Quantity Surveyor) shall decide either to amend or not
to amend the final account, and provide reasons for
his decision. The Architect or Quantity Surveyor may
also request any necessary further particulars, but the
Architect shall nevertheless give his decision within the
stipulated one (1) Month period,
26.6(c)(iii) any Party disagreeing with the Architect’s decision
under Clause 26.6(c)(ii) shall refer the dispute to
arbitration under Clause 34.0.

Contractor’s other Rights and Remedies Not Prejudiced

26.7 The provisions of Clause 26.0 are without prejudice to any other rights
and/or remedies which the Contractor may possess under the Contract and/or
the law.

27.0 NOMINATED SUB-CONTRACTORS

Expenditure of Provisional and P.C. Sums

27.1 The following provisions shall apply where P.C. Sums are included in the
Contract or arise as a result of an Architect’s Instruction given in regard to the
expenditure of Provisional Sums in respect of a Person to be nominated by the
Architect and approved by the Employer to execute works and/or supply and
fix materials or goods. Such sums shall be expended in favour of such
Person as the Architect shall instruct, and such Person who is nominated by
 the Architect and approved by the Employer is hereby referred to as
“Nominated Sub-Contractor” employed by the Contractor.

Nomination of Nominated Sub-Contractor

27.2 The Architect shall not nominate any Person as a Nominated Sub-Contractor
who is not approved by the Employer, or against whom the Contractor
makes reasonable objection in accordance with Clause 27.3. The Contractor
shall make such reasonable objection in writing not later than fourteen (14)
Days from receipt of the nomination instruction from the Architect. The
Architect shall not nominate any Person who will not enter into a subcontract
based upon the terms and conditions of the Malaysian Standard Form of
Building Sub-Contract, or in other form of subcontract which is approved by
the Architect and the Employer. After executing the subcontract with the
Nominated Sub-Contractor, the Contractor shall forthwith forward a copy of the
subcontract to the Architect.

Objection to Nomination
27.3 The Contractor shall not be under any obligation to employ a nominated
Person as his Nominated Sub-Contractor against whom the Contractor
raises reasonable objection by notice to the Architect. Such notice of
objection shall be given as soon as practicable, but not later than ten (10)
Days from the date of notification of the nomination, with supporting
particulars. An objection shall be deemed reasonable if it arises from (among
other things) any of the following matters:
27.3(a) the nominated Person does not agree to enter into a subcontract
based upon the terms and conditions of the AIAC Standard Form
of Building Sub-Contract, or other form of subcontract which is
approved by the Architect and the Employer, or
27.3(b) there are reasons to believe that the nominated Person does not
have sufficient competence, resources or financial strength,
unless the Employer agrees in writing to indemnify the Contractor
against and from the consequences in respect thereof.

Architect’s Action Following Objection Raised

27.4 27.4(a) Where the Architect is of the opinion that the Contractor has made a
reasonable objection, the Architect shall cancel such nomination
instruction and issue an instruction omitting the work which was the
subject of the nomination instruction or re-nominate another Person
approved by the Employer for the subcontract works.
27.4(b) If the Architect is of the opinion that the Contractor’s objection is not a
reasonable objection, then the Architect shall within seven (7) Days
after receiving the objection notify the Contractor of his opinion and the
grounds thereof. Upon receipt of the notification from the Architect, the
Contractor may either:
27.4(b)(i) enter into a subcontract with the Nominated Subcontractor
within the time as instructed by the Architect, or
27.4(b)(ii) notify the Architect that he still does not accept to
employ the nominated Person. The Architect shall
thereafter cancel such nomination instruction and shall,
 as soon as practicable, either issue an instruction
omitting the work which was the subject of the
nomination instruction or nominate another Person
approved by the Employer for the subcontract works. In
that event, the Contractor shall not be entitled to claim
for any EOT or any loss, expense or profit in respect of
the omission or re-nomination (as the case may be).

Payment by Contractor to Nominated Sub-Contractor

27.5 The Architect shall direct the Contractor as to the total value of the work
properly executed and the percentage of the value of the materials and/or
goods stated in the Appendix supplied by a Nominated Sub-Contractor to
be included in the calculation of the amount stated to be due in any
certificate issued under Clause 30.0, and shall at the same time when the
certificate is issued, inform the Nominated Sub Contractor in writing of the
amount of the said total value. The sum representing such total value shall
be paid by the Contractor to the Nominated Sub-Contractor (less any
retention money which the Contractor may be entitled to deduct under the
terms of the subcontract and any sum to which the Contractor may be entitled
to deduct from the sum payable under the express terms of the subcontract)
within seven (7) Days after the Period of Honouring Certificates.

Failure of Contractor to Pay Nominated Sub-Contractor

27.6 27.6(a) The Architect may at any time before the issuance of any Interim
Certificate, request the Contractor to furnish to him reasonable proof
that all amounts stated as due to a Nominated Sub-Contractor and
included in the previous certificates have been discharged pursuant to
Clause 27.5.
27.6(b) The Contractor shall provide such proof within seven (7) Days of
the Architect’s request. If the Contractor has any reasons for
withholding any Nominated Sub-Contractor’s payments under the
express terms of the subcontract, he shall provide the Architect the
written details of his compliance.
27.6(c) If the Contractor fails to comply with any such request within the
stipulated period, or the Architect is of the opinion that the
reasons provided by the Contractor are unreasonable and/or
insufficient to justify the withholding of payment, the Architect may,
with the written consent from the Employer, issue a certificate to that
effect. Where the Architect has so certified, the Employer may pay
such amounts directly to the Nominated Sub-Contractor and recover
the same from the Contractor as a debt or by deducting the same
from any sums due or to become due to the Contractor or recover
the same from the Performance Bond under clause 37.5.When the
Architect is of the opinion that it is appropriate to do so, he may,
with the written consent from the Employer, issue the aforesaid
certificate irrespective of whether or not an Interim Certificate
under Clause 30.0 is due for issuance.

Final Payment to Nominated Sub-Contractor before Final

Payment to Contractor
27.7 If the Employer wishes to make final payment to any Nominated Sub-
Contractor before final payment is due to the Contractor, and if the Nominated
Sub-Contractor has satisfactorily indemnified the Contractor against all his
liabilities under the subcontract, then the Architect may issue a certificate to
the Contractor and the Contractor shall pay to such Nominated Sub-Contractor
the amount so certified (less any sum to which the Contractor may be
entitled to deduct from the sum payable under the express terms of the
subcontract). Upon such final payment, the amount stated in the Appendix as
Limit of Retention Fund shall be reduced by the sum which bears the same ratio
to the said amount as does such subcontract price to the Contract Sum.

Determination of the Nominated Sub-Contractor’s Employment

27.8 The Contractor shall not determine the employment of any Nominated
Sub- Contractor or enter into an agreement with a Nominated Sub-Contractor to
mutually terminate the subcontract, without the written consent of the
Architect and the approval from the Employer. If the Contractor intends to
determine the employment of the Nominated Sub-Contractor or terminate the
subcontract, the Contractor shall send to the Architect and the Employer a written
report stating the Nominated Sub- Contractor’s default with a copy to the
Nominated Sub-Contractor or any other reasons for the termination. The
Architect and the Employer may request that the Nominated Sub-Contractor
responds to the Contractor’s report before they decide whether or not to give
their written consent and the approval respectively.

Re-nomination of Nominated Sub-Contractor due to

Determination by the Contractor
27.9 If the employment of a Nominated Sub-Contractor is determined or a
nominated subcontract is terminated with the consent of the Architect and the
approval of the Employer, the Architect shall re-nominate another Person to
replace such Nominated Sub-Contractor. In the event, the Contractor shall
be entitled to be paid such difference (if any) between the sum payable to
the Contractor and the new Nominated Sub-Contractor, and the sum payable
to the previous Nominated Sub-Contractor. An EOT under Clause 23.8(i) may
be granted to the Contractor but the Contractor shall not be entitled to any
damages, loss and/or expense.

Re-nomination of Nominated Sub-Contractor due to

Determination by the Nominated Sub-Contractor, etc.
27.10 If a Nominated Sub-Contractor determines his own employment under the
subcontract, or a nominated subcontract is terminated without the consent of
the Architect or approval from the Employer, the Architect shall re-nominate
another Person to replace such Nominated Sub-Contractor. In the event,
without prejudice to any rights and remedies which he may possess against the
previous Nominated Sub-Contractor, the Contractor:
27.10(a) shall be paid the same sum as would have been payable to the
previous
Nominated Sub-Contractor,
 27.10(b) will be liable to pay the new Nominated Sub-Contractor any
additional cost to complete the subcontract works and pay the
Employer for all additional costs incurred in re-nomination and loss
and/or expense suffered by the Employer by such determination or
termination (as the case may be),
27.10(c) shall not be entitled to an EOT.

Contractor’s responsibility for Nominated Sub-Contractor

27.11 The Contractor shall be fully responsible to ensure that all Nominated Sub-
Contractors carry out the subcontract works in accordance with the
subcontract and in compliance therewith provide designs (if any), materials,
goods and standards of workmanship of the quality and standard specified
therein to the reasonable satisfaction of the Architect.

Employer Not in Any Way Liable to Any Nominated

Sub- Contractor
27.12 Neither the existence nor the exercise of the foregoing powers nor anything
else contained in the Contract shall create a privity of contract between the
Employer and any of the Nominated Sub-Contractors, or render the Employer
in any way liable to any Nominated Sub-Contractor.
Contractor Shall be Permitted to Tender for P.C. Sums
/ Provisional Sums
27.13 Where the Contractor carries out works for which P.C. Sums and
Provisional Sums are included in the Contract Bills, the Contractor shall be
permitted to tender for the same. If the tender of the Contractor for such work
is accepted, it shall be considered as a Variation and the Contractor shall not be
entitled to profit and attendance charges as priced under the relevant P.C.
Sums, notwithstanding the provisions of Clause 30.11(a)(iii).

28.0 NOMINATED SUPPLIERS

Expenditure of Provisional and P.C. Sums

28.1 The following provisions shall apply where P.C. Sums are included in the
Contract or arise as a result of an Architect’s Instruction given in regard to the
expenditure of Provisional Sums in respect of a Person to be nominated by
the Architect and approved by the Employer to supply any materials or
goods. Such sums shall be expended in favour of such Person as the
Architect shall instruct, and such Person who is nominated by the Architect and
approved by the Employer is hereby referred to as “Nominated Supplier”
employed by the Contractor.

Nomination of Nominated Supplier

28.2 The Architect shall not nominate any Person as a Nominated Supplier who is
not approved by the Employer, or against whom the Contractor makes
reasonable objection in accordance with Clause 28.3. The Contractor shall
 make such reasonable objection in writing not later than fourteen (14) Days
from receipt of the nomination instruction from the Architect. The Architect shall
not nominate any Person who will not enter into a subcontract based upon the
terms and conditions approved by the Architect and the Employer. After
executing the subcontract with the Nominated Supplier, the Contractor shall
forthwith forward a copy of the subcontract to the Architect.

Objection to Nomination
28.3 The Contractor shall not be under any obligation to employ a nominated
Person as his Nominated Supplier against whom the Contractor raises
reasonable objection by notice to the Architect. Such notice of objection shall
be given as soon as practicable, but not later than ten (10) Days from the
date of notification of the nomination, with supporting particulars. An
objection shall be deemed reasonable if it arises from (among other things)
any of the following matters:
28.3(a) the nominated Person does not agree to enter into a subcontract
based upon the terms and conditions approved by the Architect
and the Employer, or
28.3(b) unless the Employer agrees in writing to indemnify the Contractor
against and from the consequences in respect of the matter:
28.3(a)(i) there are reasons to believe that the nominated
Person does not have sufficient competence, resources or
financial strength to meet its obligations under the
supply sub- contract,
28.3(a)(ii) the nominated Person does not accept to indemnify
the Contractor against and from any negligence or
misuse of goods or materials by the nominated
Person, his agents and employees, or
28.3(a)(iii) the nominated Person does not accept to enter into a
subcontract which specifies that for the goods or
materials to be supplied (including design, if any), the
nominated Person shall undertake to the Contractor
such obligations and liabilities as will enable the
Contractor to discharge his obligations and liabilities
under the Contract; and indemnify the Contractor against
and from all obligations and liabilities arising under or in
connection with the Contract and from the consequences
of any failure by the nominated Person to perform these
obligations or to fulfill these liabilities.

Architect’s Action Following Objection Raised

28.4 28.4(a) Where the Architect is of the opinion that the Contractor has made a
reasonable objection, the Architect shall cancel such nomination
instruction and issue an instruction omitting the goods or materials which
was the subject of the nomination instruction or re-nominate another
Person approved by the Employer to supply such goods or materials.
28.4(b) If the Architect is of the opinion that the Contractor’s objection is not a
reasonable objection, then the Architect shall within seven (7) Days
after receiving the objection notify the Contractor of his opinion and the
 grounds thereof. Upon receipt of the notification from the Architect, the
Contractor may either:
28.4(b)(i) enter into a subcontract with the Nominated Supplier within
the time as instructed by the Architect, or
28.4(b)(ii) notify the Architect that he still does not accept to enter
into a subcontract with the nominated Person. The
Architect shall thereafter cancel such nomination
instruction and shall, as soon as practicable, either issue
an instruction omitting the goods or materials which were
the subject of the nomination instruction or nominate
another Person approved by the Employer to supply
the goods or materials. In that event, the Contractor
shall not be entitled to claim for any EOT or any loss,
expense or profit in respect of the omission or re-
nomination (as the case may be).

Payment by Contractor to Nominated Supplier

28.5 28.5(a) The Architect shall direct the Contractor as to the total value of
the materials and/or goods supplied by a Nominated Supplier
included in the calculation of the amount stated to be due in any
certificate issued under Clause 30.0, and shall at the same time
when the certificate is issued, inform the Nominated Supplier in
writing of the amount of the said total value. The Contractor shall
retain from the sums included for the value of materials and goods
the percentage of such value stated in the Appendix as Percentage
of Certified Value Retained up to an amount not exceeding five (5)
percent of the Nominated Supplier’s sum. The Contractor’s interest
in any sums so retained shall be fiduciary as trustee for the
Nominated Supplier (but without any obligation to invest); and the
Contractor’s beneficial interest in such sums shall be subject only to
the right of the Contractor to deduct from any sum due or to become
due to the Nominated Supplier under the express terms of the
subcontract. Upon the Architect having certified the release of the
Retention Fund under Clause 30.0, which included the retention sum
for the Nominated Supplier, such sums shall be released to the
Nominated Supplier within seven (7) Days after the Period of
Honouring Certificates. Provided always that no retentions sums
shall be released until the Nominated Supplier has delivered all
warranties and/or certificates in the name of the Employer for the
materials and goods supplied for the Works.
28.5(b) All payments in respect of the value of materials and goods supplied
by a Nominated Sub-Contractor (subject to the retention by the
Contractor under Clause 28.5(a) and less any sum to which the
Contractor may be entitled to deduct from the sum payable under
the express terms of the subcontract) shall be made by the
Contractor within seven (7) Days after the Period of Honouring
Certificates.

Failure of Contractor to Pay Nominated Supplier

28.6 28.6(a) The Architect may at any time before the issuance of any Interim
Certificate, request the Contractor to furnish to him reasonable proof
that all amounts stated as due to a Nominated Supplier and included
in the previous certificates have been discharged pursuant to Clause
28.5.
28.6(b) The Contractor shall provide such proof within seven (7) Days of the
Architect’s request. If the Contractor has any reasons for withholding
any Nominated Supplier’s payments under the express terms of the
subcontract, he shall provide the Architect the written details of his
compliance.
28.6(c) If the Contractor fails to comply with any such request within the
stipulated period, or the Architect is of the opinion that the reasons
provided by the Contractor are unreasonable and/or insufficient to
justify the withholding of payment, the Architect may, with the written
consent from the Employer, issue a certificate to that effect. Where the
Architect has so certified, the Employer may pay such amounts directly
to the Nominated Supplier and recover the same from the Contractor
as a debt or by deducting the same from any sums due or to become
due to the Contractor or recover the same from the Performance Bond
under clause 37.5 When the Architect is of the opinion that it is
appropriate to do so, he may, with the written consent from the
Employer, issue the aforesaid certificate irrespective of whether or not
an Interim Certificate under Clause 30.0 is due for issuance.

Final Payment to Nominated Supplier Before Final Payment to

Contractor
28.7 If the Employer wishes to make final payment to any Nominated Supplier
before final payment is due to the Contractor, and if the Nominated Supplier
has satisfactorily indemnified the Contractor against all his liabilities under the
subcontract, then the Architect may issue a certificate to the Contractor and
the Contractor shall pay to such Nominated Supplier the amount so certified
(less any sum to which the Contractor may be entitled to deduct from the sum
payable under the express terms of the subcontract). Upon such final
payment, the amount stated in the Appendix as Limit of Retention Fund shall
be reduced by the sum which bears the same ratio to the said amount as does
such subcontract price to the Contract Sum.

Determination of the Nominated Supplier’s Employment

28.8 The Contractor shall not determine the employment of any Nominated
Supplier, or enter into an agreement with a Nominated Supplier to mutually
terminate the subcontract, without the written consent of the Architect and the
approval from the Employer. If the Contractor intends to determine the
employment of the Nominated Supplier or terminate the subcontract, the
Contractor shall send to the Architect and the Employer a written report
stating the Nominated Supplier’s default with a copy to the Nominated Supplier
or any other reasons for the termination. The Architect and the Employer may
request that the Nominated Supplier responds to the Contractor’s report before
they decide whether or not to give their written consent and the approval
respectively.
 Re-nomination of Nominated Supplier Due to Determination by
the Contractor
28.9 If the employment of a Nominated Supplier is determined or a nominated
subcontract is terminated with the consent of the Architect and the approval of
the Employer, the Architect shall re-nominate another Person to replace
such Nominated Supplier. In the event, the Contractor shall be entitled to
be paid such difference (if any) between the sum payable to the Contractor
and the new Nominated Supplier, and the sum payable to the previous
Nominated Supplier. An EOT under Clause 23.8 may be granted to the
Contractor but the Contractor shall not be entitled to any damages, loss and/or
expense.

Re-nomination of Nominated Supplier Due to Determination by

the Nominated Supplier, etc.
28.10 If a Nominated Supplier determines his own employment under the subcontract,
or a nominated subcontract is terminated without the consent of the Architect or
approval from the Employer, the Architect shall re-nominate another Person to
replace such Nominated Supplier. In the event, without prejudice to any rights
and remedies which he may possess against the previous Nominated Supplier,
the Contractor:
28.10(a) shall be paid the same sum as would have been payable to the
previous Nominated Supplier,
28.10(b) will be liable to pay the new Nominated Supplier any additional cost
to complete the subcontract works and pay the Employer for all
additional costs incurred in re-nomination and loss and/or expense
suffered by the Employer by such determination or termination (as
the case may be), and
28.10(c) shall not be entitled to an
EOT.

Contractor’s Responsibility for Nominated Supplier

28.11 The Contractor shall be fully responsible to ensure that the goods and/or
materials supplied by the Nominated Suppliers shall be in accordance with the
subcontract and the requirements of the Works under the Contract, and to
the reasonable satisfaction of the Architect.

Employer Not in Any Way Liable to the Contractor or

any Nominated Supplier
28.12 Neither the existence nor the exercise of the foregoing powers nor anything
else contained in the Contract shall create a privity of contract between the
Employer and any of the Nominated Suppliers, or render the Employer in any
way liable to any Nominated Supplier.
 Contractor Shall be Permitted to Tender for P.C. Sums
/ Provisional Sums
28.13 Where the Contractor supplies any goods or materials for which P.C.
Sums and Provisional Sums are included in the Contract Bills, the Contractor
shall be permitted to tender for the same. If the tender of the Contractor for
such supply is accepted, it shall be considered as a Variation and the
Contractor shall not be entitled to profit and attendance charges as priced
under the relevant P.C. Sums, notwithstanding the provisions of Clause
30.11(a)(iii).

29.0 WORKS BY CRAFTSMEN, TRADESMEN OR

OTHER CONTRACTORS EMPLOYED OR
ENGAGED BY THE EMPLOYER

Execution of Work Not Forming Part of

Contract
29.1 The Contractor shall permit the execution of work not forming part of this
Contract on the Works and at the Site and reasonable use of site facilities for
such works by the craftsmen, tradesmen or other contractors employed or
engaged by the Employer. Every such craftsmen, tradesmen or other
contractors employed or engaged by the Employer shall be deemed to be a
Person for whom the Employer is responsible and not to be a Sub-Contractor
of the Contractor.

30.0 PAYMENT

Payment Application and Certification

thereof
30.1 30.1(a) The Contractor shall submit a payment application at the Interim Claim
Interval stated in the Appendix with complete details and particulars
required by the Architect, to enable the Architect and Quantity Surveyor to
consider and ascertain the amount to be included in an Interim
Certificate.

30.1(b) Upon receipt of the Contractor’s payment application, the Architect

(after receiving the payment valuation from the Quantity Surveyor) shall
within twenty-one (21) Days thereof issue an Interim Certificate to the
Employer with a copy to the Contractor.
30.1(c) The Employer shall pay the amount certified to the Contractor within the
Period of Honouring Certificates from the date of issuance of the Interim
Certificate (less any Liquidated Damages and other sums which the
Employer is expressly entitled to deduct from the certified sum under
the Contract). The Period of Honouring Certificates shall commence as
follows:
30.1(c)(i) if the Contractor is a taxable person under the Goods and
Services Act 2014, from the date of presentation of such
 certificate together with a Tax Invoice which is issued in
accordance with the said Act; or
30.1(c)(ii) if the Contractor is not a taxable person under the
Goods and Services Act 2014, from the date of
issuance of the Interim Certificate.For the avoidance of
doubt, the submission of the Tax Invoice under the
Goods and Services Act 2014 shall be a condition
precedent to payment under this Clause, provided that
the Contractor is a taxable person under the Goods and
Services Act 2014.
30.1(d) Any failure by the Contractor to submit a payment application shall
be deemed to be a waiver of his contractual entitlement for that
Interim Certificate, and the Architect may or may not issue an Interim
Certificate under the circumstances.
30.1(e) After the issuance of the Certificate of Practical Completion,
Interim Certificates may be issued as and when further amounts are
ascertained by the Architect and the Quantity Surveyor as payable to
the Contractor by the Employer.

Amount Due in Interim Certificates

30.2 The amount stated as due in an Interim Certificate shall, subject to any
agreement between the Parties as to stage payments, be the total value of the
work properly executed and which shall include the percentage of the value
of any unfixed materials and goods delivered to or adjacent to the Works which
are intended for incorporation into the Works according to the terms of the
Contract as stated in the Appendix up to the date of the Contractor’s payment
application, less any amount which may be retained by the Employer under
Clauses 30.5 and 30.6, and less the amounts previously certified under
Clause 30.1. The materials and goods must be for incorporation into the
permanent works and have been delivered to and properly stored at the Site
and be protected against loss, damage or deterioration, and they must be in
accordance with the Contract. The certificate shall only include the value of the
said materials and goods which are reasonably, properly and not prematurely
brought to or placed adjacent to the Site.

Correcting Error or Discrepancy in Previous Payment

Certificate
30.3 The Architect may, by a later certificate, make correction or modification in
respect of any valuation errors in any earlier certificate.

Set-Off by Employer
30.4 Unless otherwise expressly provided in these Conditions, the Employer shall
not be entitled to withhold or deduct any amount certified as due under any
payment certificates by reason of any claims to set-off or counterclaims or
allegation of defective works, materials or goods or for any other reasons
 whatsoever which he may purport to excuse him from making payments of the
amount stated to be due in a payment certificate.

Retention Fund
30.5 The Employer may retain the percentage of the total value of the work,
materials and goods referred to in Clause 30.2 which is stated in the
Appendix as Percentage of Certified Value Retained. When the sum of the
amounts so retained equals the amount stated in the Appendix as Limit of
Retention Fund or that amount as reduced in pursuance of Clauses 16.1(f),
16.1(g), 27.7 and/ or 28.7, as the case may be, then no further amounts shall
be retained by virtue of this Clause.

Rules Regarding Retention Fund

30.6 The amount retained by virtue of Clause 30.5 shall be subjected to the
following rules:
30.6(a) the Employer’s interest in any amount so retained shall be fiduciary
as trustee for the Contractor, Nominated Sub-Contractors and
Nominated Suppliers (but without any obligation to invest) and the
Contractor’s, Nominated Sub-Contractor’s and Nominated
Supplier’s beneficial interest therein shall be subject only to the
right of the Employer to have recourse thereto from time to time for
payment of any amount as the Architect may certify that he is entitled
under the Contract to deduct from such sum due or to become due
to the Contractor, Nominated Sub-Contractor and Nominated
Supplier. In the event the Contractor, Nominated Sub-Contractor and
Nominated Supplier elects to demand in writing from the Employer
(with a copy to the Architect) for such Retention Fund to be paid
into a trust account, such fund shall be paid by the Employer within
fourteen (14) Days into an escrow account to be held by a
stakeholder appointed by the Party or Person making the demand. All
incidental costs of setting up such a trust account shall be borne by
the Contractor or Nominated Sub-Contractor or Nominated Supplier
as the case may be,
30.6(b) when the Employer exercises any right under this Contract to deduct
from any monies due to or to become due to the Contractor, or
where applicable, the Nominated Sub-Contractor or Nominated
Supplier, he shall inform the Contractor, Nominated Sub-Contractor or
the Nominated Supplier in writing of the reason for that deduction,
30.6(c) upon issuance of the Certificate of Practical Completion, the Architect
shall within fourteen (14) Days issue a certificate for the release of
one half of the Retention Fund and the Contractor shall be entitled to
payment thereafter within the Period of Honouring Certificates,
30.6(d) upon the issuance of the Certificate of Making Good Defects, the
Architect shall within fourteen (14) Days issue a certificate for the
release of the residue amount then so retained and the Contractor
shall be entitled to payment thereafter within the Period of Honouring
Certificates, and
 30.6(e) The condition precedent to payment provided in Clause 30.1(c)(i) and
30.1(c)(ii) shall also apply for the purposes of payment under Clause 30.6(c)
and Clause 30.6(d).

Suspension of Works Due to Non-Payment

30.7 30.7(a) Without prejudice to the Contractor’s other rights and remedies which
he may possess, if the Employer fails or neglects to pay the
Contractor the amount due as shown in the payment certificate (less
any Liquidated Damages and other sums which the Employer is
expressly entitled to deduct from the certified sum under the
Contract) and such default shall continue for fourteen (14) Days from
the receipt of a written notice delivered by hand or by registered post
from the Contractor stating that if payment is not made within the
fourteen (14) Days, the Contractor may by a further written notice
delivered by hand or by registered post, forthwith suspend the
execution of the Works until such time payment is made. Provided
always that such notice shall not be given unreasonably or
vexatiously.
30.7(b) For the avoidance of doubt, the Contractor in exercising his right to
suspend under Clause 30.7(a): 30.7(b)(i) is not treated to be in
breach of contract, and 30.7(b)(ii) is entitled to a reasonable EOT
under Clause 23.0 and/or any loss and/or expense incurred under
Clause 24.0 as a result of the suspension.
30.7(c) The Contractor shall as soon as practicable, but not later than
fourteen (14) Days after having been paid the said amount due,
resume performance of the Works in accordance with the Contract.

Compulsory Suspension of Work

30.8 If the Architect and/or Consultant inform the Contractor in writing of their
withdrawal from the supervision of the execution of the Works required under
the local building by-laws for whatever reasons, and there is no immediate
replacement Person appointed by the Employer to carry out such
supervision, then the Contractor shall forthwith suspend the execution of the
Works and continue such suspension until the resumption of the said
supervision or a replacement Person is appointed by the Employer to carry out
such supervision. Unless otherwise stated in the Contract, the Contractor shall
be entitled to a reasonable EOT under Clause 23.0 and/or any loss and/or
expense incurred under Clause 24.0 as a result of the suspension.

Cessation Insurance Resulting from Suspension

30.9 If the Contractor suspends the Works in accordance with the provisions of
Clauses 30.7 and 30.8, he shall secure and protect the Works during the
period of suspension and ensure that there is separate cessation insurance
cover for all the risks specified in Clauses 19.0, and 20.0, for the whole period
of suspension. The cost incurred for such protection and cessation
insurance cover shall be added to the Contract Sum.

Final Account
30.10 30.10(a) Within six (6) Months after Practical Completion of the Works, the
Contractor shall submit to the Architect and Quantity Surveyor, all
documents necessary for preparing the Final Account, including all
documents relating to the accounts of Nominated Sub-Contractors
and Nominated Suppliers (whether previously submitted or not).
Such documents shall contain all the latest construction drawings and
details (bound together), details of all quantities, operation
manuals, rates and prices and any adjustment of the Contract Sum
and any additional payment or compensation claimed by the
Contractor under the Contract together with any explanation and
supporting vouchers, documents and calculations, which may be
necessary to enable the Final Account to be prepared by the Architect
and Quantity Surveyor.
30.10(b) If the Architect (after consulting the Quantity Surveyor) is of the
opinion that the documents and particulars submitted by the
Contractor pursuant to Clause 30.10(a) are insufficient for the
Architect’s and Quantity Surveyor’s evaluation and preparation of
the Final Account, the Architect shall within thirty (30) Days from
the date of receipt of the Contractor’s said documents and
particulars, inform him of any deficiency or insufficiency in his
submission and require such further documents and particulars
within thirty (30) Days thereof or such further time as may be stated
by the Architect in writing.
30.10(c) In the event the Contractor fails to submit the requested documents
particulars under Clause 30.10(b), the Architect and Quantity Surveyor
shall nevertheless complete and issue the Final Account based on
the information available to them within the period to complete the
Final Account as stated in the Appendix.
30.10(d) On completion of the Final Account, the Architect shall then send a
copy of the document to the Employer and Contractor.
30.10(e) If the Parties agree with the Final Account presented by the Architect,
then the Final Account shall become conclusive [other than any
outstanding items to be resolved separately between the Employer
and the Contractor under Clauses 30.11(b)(i) and 30.11(b)(ii)],
except where the Final Account is erroneous by reason of:
30.10(e)(i) fraud, dishonesty or fraudulent concealment relating to the
Works, or
30.10(e)(ii) any arithmetical errors in any computation.
30.10(f) If either Party disputes the Final Account, then the following provisions
shall apply:
30.10(f)(i) the Party disputing the final account shall by written
notice to the other Party (with a copy to the Architect and
Quantity Surveyor) set out any disagreement thereof
complete with particulars within thirty (30) Days of the
date of receipt of the Final Account from the Architect,
30.10(f)(ii) within thirty (30) Days from the date of receipt of the
notice of dispute, the Architect (after consulting the
Quantity Surveyor) shall decide either to amend or not
to amend the Final Account, and provide reasons for
 his decision. The Architect or Quantity Surveyor may
also request any necessary further particulars, but the
Architect shall nevertheless give his decision within the
stipulated thirty (30) Days period,
30.10(f)(iii) if the Parties agree with the Architect’s decision under
Clause 30.10(f)(ii), then the Final Account or amended
Final Account (as the case may be) shall become
conclusive within the meaning of Clause 30.10(e),
30.10(f)(iv) any Party disagreeing with the Architect’s decision under
Clause 30.10(f)(ii) shall refer the dispute to arbitration
under Clause 34.0.

Items in Final Account

30.11 30.11(a) The Final Account of the Works shall include:
30.11(a)(i) the adjustment made to the Contract
Sum,
30.11(a)(ii) the amounts to which the Architect considers that the
Contractor is entitled under the express provisions of the
Contract,
30.11(a)(iii) the omission of all P.C. Sums and the related profit
provided by the Contractor in the Contract Documents
and the substitution of the amounts payable by the
Employer to the Nominated Sub-Contractors and
Nominated Suppliers together with the pro-rata amount for
profit, and
30.11(a)(iv) the adjustment of Provisional Sums and omission of any
Provisional Sums if not expended.
30.11(b) The following items shall not be included in the Final Account and
are matters to be resolved separately between the Employer and the
Contractor:
30.11(b)(i) Liquidated Damages (if any) imposed by the Employer
under Clause 22.0, and
30.11(b)(ii) any claims, set-off or deductions by the Employer under
the Contract.

Disputes as to Employer’s Claims, Set-Offs, Deductions, etc.

30.12 Any dispute on or in relation to Liquidated Damages, set-off, deductions
and/ or claims which the Employer makes or claims to be entitled to make
under the Contract shall be referred to arbitration under Clause 34.0.

Issuance of Final Certificate

30.13 The Final Certificate shall be issued within twenty-eight (28) Days after the
Certificate of Making Good Defects has been issued. For the avoidance of
doubt, the Architect shall not be obliged to issue the Final Certificate before the
issuance of a Certificate of Making Good Defects.

Final Certificate and Payment thereof

30.14 30.14(a) The Final Certificate shall state:
30.14(a)(i) the Final Account, less
30.14(a)(ii) the total sums certified in previous payment
certificates (whether paid or not paid) to the Contractor.
30.14(b) Subject to the Employer’s right to any Liquidated Damages and other
sums which the Employer is expressly entitled to deduct from any
sum due to the Contractor under the Contract, the Employer shall
pay the balance due as shown in the Final Certificate to the
Contractor within the Period of Honouring Certificates. If, however,
the Final Certificate shows an amount due and payable by the
Contractor to the Employer, then the Contractor shall pay the such
amount to the Employer within the Period of Honouring Certificates.
The condition precedent to payment provided in Clause 30.1(c)(i) and
Clause 30.1(c)(ii) shall also apply for the purposes of payment under
this Clause.

No Certificate of Architect Shall of Itself Be Conclusive

Evidence
30.15 No certificate of the Architect shall of itself be conclusive evidence that any
work, materials or goods to which it relates and/or designs executed or
supplied by the Contractor, Nominated Sub-Contractors and/or Nominated
Suppliers are in accordance with the Contract.

30A.0 DIRECT PAYMENT UNDER SECTION 30 OF CIPAA

Direct Payment Pursuant to Section 30(3) of

CIPAA
30A.1 In the event the Employer makes any payment, or is ordered by the Court
to make any payment, in the capacity as the Principal, to the Person who
obtained an adjudication decision under CIPAA against the Contractor pursuant
to Section 30(3) of CIPAA, the Employer may recover the amount paid from
the Contractor as a debt or by deducting from any monies due or to become due
to the Contractor under this Contract, or from the Performance Bond under
clause 37.5.

No Recourse Against the Employer

30A.2 The Contractor shall have no recourse against the Employer in respect of the
payment made under Section 30 of CIPAA, notwithstanding that the
adjudication decision upon which the payment is made, is subsequently set
aside by the Court or superseded by a final decision of the Court or arbitration.

31.0 OUTBREAK OF HOSTILITIES

Determination by Employer or Contractor

31.1 If during the currency of this Contract there is an outbreak of hostilities
(whether war is declared or not) in which Malaysia is involved on a scale
involving the general mobilisation of the Armed Forces of the Government in
the State or States of Malaysia in which the Works are to be carried out,
then either the Employer or Contractor may at any time by written notice to
the other Party, forthwith determine the employment of the Contractor under
this Contract. Such notice shall be sent by hand delivery or registered post to
the other Party, with a copy to the Architect.

Notices of Determination
31.2 Provided always that such notice shall not be given:
31.2(a) before the expiration of twenty-eight (28) Days from the date on
which the order is given for general mobilisation as aforesaid; or
31.2(b) after Practical Completion of the Works unless the Works or any
part thereof have sustained war damage as defined in Clause 32.3.

Architect’s Instructions Regarding Protective Work

31.3 After a notice under Clause 31.1 has been given by either the Contractor or
the Employer, the Architect may within fourteen (14) Days issue an
Architect’s Instruction to the Contractor requiring the execution of
protective work and the Contractor will comply with such Architect’s
Instruction as if a notice of determination had not been given.

If the Contractor for reasons beyond his control is prevented from executing
or completing the protective works to which the said instruction relates within
three (3) Months from the date on which the instructions were issued, he may
abandon such work.

Payment Resulting from Determination

31.4 Upon the expiration of fourteen (14) Days from the date on which a notice
of determination has been given by the Contractor or the Employer under
Clause 31.1, or where the works are required by the Architect under
Clause 31.3, or abandonment of such work under Clause 31.3, the
provisions of Clause 26.4 shall apply subject to the Employer’s rights
with regard to Liquidated Damages (if any), set-off and/or deductions
under the Contract prior to the determination.

32.0 WAR DAMAGE

Procedures following War Damage to Works, Materials
and Goods
32.1 In the event of the Works or any part thereof or any unfixed materials or
goods intended for, delivered to and placed on or adjacent to the Works
 sustain war damage, then notwithstanding anything expressed or implied
elsewhere in this Contract:
32.1(a) the occurrence of such war damage shall be disregarded in
computing any amounts payable to the Contractor under or by
virtue of this Contract,
32.1(b) the Architect may issue an Architect’s Instruction requiring the
Contractor to remove and/or dispose of any debris and/or damaged
work and/or to execute such protective work as specified,
32.1(c) the Contractor shall reinstate or make good such war damage and
shall proceed with the carrying out and completion of the Works,
and the Architect shall grant to the Contractor a fair and reasonable
EOT for the completion of the Works, and
32.1(d) the removal and disposal of debris or damaged work, the execution
of protective works and the reinstatement and making good of such
war damage shall be deemed to be a Variation required by the
Architect under Clause 11.0.

Employer’s Entitlement to Compensation in Respect of War

Damage
32.2 The Employer shall be entitled to any compensation which may at any time
become payable out of monies provided by Parliament or the Government in
respect of war damage sustained by the Works or any part thereof or any
unfixed materials or goods intended for the Works which shall at any time
become the property of the Employer.

Definition of “War Damage”

32.3 The expression ‘’war damage” means:
32.3(a) damage occurring (whether accidentally or not) as the direct result of
action taken by the enemy, or action taken in combating the enemy,
or in repelling an attack by the enemy,
32.3(b) damage occurring (whether accidentally or not) as a direct result of
measures taken under proper authority to avoid the spreading of,
or otherwise to mitigate, the consequence of such damage as
aforesaid,
32.3(c) accidental damage occurring as the direct result of any precautionary
or preparatory measures taken under proper authority with a view to
preventing or hindering the carrying out of any attack by the enemy or
of precautionary or preparatory measures involving the doing of work
and taken under proper authority in any way in anticipation of
enemy action being in either case measures involving a substantial
degree of risk to property.

33.0 FOSSILS, ETC.

Fossils, etc. found to be Property of Employer

33.1 All fossils, coins, articles of value or antiquity, or structures and other remains
or items of geological or archeological interest found on the Site during the
progress of the Works shall become the property of the Employer. Upon
discovery of such findings the Contractor shall forthwith cease work and shall
not disturb the findings and take all necessary precautions to preserve the
findings in the exact position and condition as they were discovered. He shall
immediately notify the Architect or the Site Staff of the discovery and the
Architect shall issue relevant Architect’s Instruction in this regard to what has
to be done.

Contractor’s Loss and/or Expense in Compliance with

Architect’s Instructions
33.2 If in the opinion of the Architect compliance with his instructions in regard of
what has to be done involves the Contractor in direct loss and/or expense for
which he would not be reimbursed by a payment made under any other
provision in this Contract, then the Architect shall ascertain the amount of
such loss and/or expense and any amount from time to time so ascertained
shall be added to the Contract Sum. If an Interim Certificate is issued after the
date of ascertainment any such amount shall be added to the amount which
would otherwise be stated as due in such certificate.

Contractor to Submit Necessary

Details
33.3 The Contractor shall submit to the Architect such details of such direct
loss and/or expense as are reasonably necessary for the ascertainment
under Clause 33.2 of this Condition.

34.0 ARBITRATION

Agreement to refer Disputes or Differences to

Arbitration
34.1 34.1(a) Any dispute, controversy or claim arising out of or relating to this
Contract, or the breach, termination or invalidity thereof shall be
settled by arbitration in accordance with the AIAC Arbitration Rules.
34.1(b) The seat of arbitration shall be
Malaysia.

Powers of Arbitrator
34.2 The Arbitrator shall, without prejudice to the generality of his powers, have
power:
34.2(a) to rectify the Contract so that it accurately reflects the true
agreement made by the Employer and the Contractor,
34.2(b) to direct such measurements and/or valuations as may in his opinion
be desirable in order to determine the rights of the Parties,
34.2(c) to ascertain and award any sum which ought to have been the
subject of or included in any certificate,
 34.2(d) to open up, review and revise any certificate, opinion, decision,
requirement, or notice,
34.2(e) to determine all matters in dispute submitted to him in the same
manner as if no such certificate, opinion, decision, requirement or
notice had been given, and
34.2(f) to award interest (including pre-award interest) from such dates at
such rates and with such rests as he thinks fit:
34.2(f)(i) on the whole or part of any amount awarded by him in
respect of any period up to the date of the award;
34.2(f)(ii) on the whole or part of any amount claimed in the
arbitration and outstanding at the commencement of
the arbitral proceedings but paid before the award was
made, in respect of any period up to the date of
payment.

Commencement of Arbitration
34.3 34.3(a) Unless otherwise agreed in writing by the Parties, such arbitration
shall be commenced after the Practical Completion or alleged
Practical Completion of the Works, or determination or alleged
determination of the Contractor’s employment under the Contract, or
termination or alleged termination of the Contract under the law, or
abandonment or alleged abandonment of the Works except on:
34.3(a)(i) the question of whether or not the issuance of an
instruction is empowered by these Conditions,
34.3(a)(ii) any dispute or difference under Clauses 31.0 or
32.0,
34.3(a)(iii) whether or not a certificate has been improperly withheld
or otherwise not in accordance with these Conditions, or
34.3(a)(iv) whether or not a payment to which the Contractor may
claim to be entitled has been properly withheld in
accordance with these Conditions.
34.3(b) The obligations of the Parties and the Architect shall not be altered
by reason of any arbitration being conducted during the progress of
the Works.

Architect as Witness
34.4 Nothing shall disqualify the Architect from being called as a witness and
giving evidence before the arbitrator(s) on any matter whatsoever relevant to the
dispute referred to arbitration.

Arbitrator’s Award to Be Final and Binding

34.5 The award of such arbitrator shall be final and binding on the Parties.

35.0 MEDIATION
 Mediation Under AIAC Mediation Rules
35.1 Notwithstanding Clause 34.1, the Employer and the Contractor, or either or
them, may refer their dispute as to any matter arising under or out of or in
connection with the carrying out of the Works and whether in contract or in
tort, or as to any direction or instruction or certificate of the Architect or as to
contents of or granting or refusal of or reasons for any such direction,
instruction or certificate, for mediation in accordance with the AIAC Mediation
Rules.

Prior Reference to Mediation Does Not Prejudice the Parties

Rights to Arbitration
35.2 For the avoidance of doubt, prior reference of the dispute to mediation
under Clause 35.1 shall not be a condition precedent for its reference to
arbitration by either the Contractor or the Employer, nor shall any of their
rights to refer the dispute to arbitration pursuant to Clause 34.0 be in any
way prejudiced or affected by this Clause.

Reference of Disputes to Mediation at any time

35.3 The Party may refer any dispute for Mediation pursuant to Clause 35.1 at
any time, whether before or during any arbitration proceeding under Clause
34.0, or any litigation or other proceeding in relation to any dispute between
the Parties arising from and/or in connection with the Works and/or the
Contract.

36.0 SERVICE OF NOTICES OR DOCUMENTS UNDER

CONTRACT AND CIPAA

Service of Notices or Documents under Contract

36.1 Unless otherwise specifically provided under these Conditions, any written
notice or other document to be given under the Contract shall be given or sent
by:
36.1(a) hand, in which case, the notice or document shall be deemed to
have been duly served at the time of delivery,
36.1(b) ordinary mail or registered post, in which case, the notice or
document shall be deemed to have been duly served after three
(3) Days of Posting,
36.1(c) facsimile transmission, in which case, it shall be deemed to have
been duly transmitted at the time of successful transmission, or
36.1(d) any other means as agreed by the Parties.

Service of Notices or Documents under CIPAA

36.2 Unless otherwise expressly agreed by the Parties in the Contract, service of
any notices or documents under CIPAA shall only be effected in accordance
with any of the modes provided in Sections 38(a), 38(b) and 38(c) of CIPAA.
 Written Communication
36.3 All written communication shall be sent to the address stated in the Articles of
Agreement unless otherwise notified in writing.

37.0 PERFORMANCE BOND/PERFORMANCE GUARANTEE

SUM

Submission of Performance Bond

37.1 37.1(a) The Contractor shall before the Date of Commencement of the
Works, submit to the Employer a Performance Bond for a sum
equivalent to the percentage stated in the Appendix as a security for
the due performance and observance by the Contractor of his
obligations under the Contract up to Practical Completion of the
Works.
37.1(b) If the Contractor fails to submit the said Performance Bond as
specified in Clause 37.1(a) by the Date of Commencement of the
Works, then the Contractor shall be deemed to have opted for
Performance Bond in the form of Performance Guarantee Sum as
provided for under Clause
37.7 hereof and in which case, all provisions set out in the Contract
in relation to the Employer’s rights with regard to the use of and
recovery from the proceeds of the Performance Bond shall equally
apply to the Performance Guarantee Sum.

Form of the Performance Bond

37.2 The Performance Bond shall be in the form issued in the terms and
conditions specified in the Contract or otherwise approved by the Employer, and
issued by an approved licensed bank, insurance company or financial institution
incorporated in Malaysia.

Validity of the Performance Bond

37.3 The Performance Bond submitted by the Contractor shall remain valid until
three (3) Months after the Completion Date. Where the Works would not be
completed by the Completion Date, whether or not an EOT has been granted,
the Contractor shall, before two (2) Months prior to the expiry of the
Performance Bond, extend the duration of the Performance Bond to expire
three (3) Months after the projected date of Practical Completion of the
Works, or such further date as may be instructed by the Architect.

Failure to extend the Validity

37.4 If the Contractor fails to provide or maintain the validity of the Performance
Bond in accordance with this Clause, then without prejudice to any other
rights and remedies which the Employer may possess, the Employer may
withhold or deduct an amount equal to the Performance Bond from any
payment due or to become due to the Contractor. The Employer may retain
 such amount until such time that a Performance Bond for the remaining
required period is provided, or the Performance Bond is no longer required by
the provisions of the Contract.

Payments from the Performance Bond

37.5 The Employer may, in addition to the rights and remedies he may possess,
call on the Performance Bond and utilise any payments from the
Performance Bond;
37.5(a) under any express provision in the Conditions of Contract
which allows the Employer to utilise payments from the
Performance Bond, provided always that there is no or
insufficient certified sum due and payable to the Contractor
under the Contract from which the Employer is able to
deduct; and/or
37.5(b) upon determination of the Contractor’s employment under
the Contract under Clause 25.0. In which event, the
Employer may utilise payments from the Performance
Bond for the completion of and/or rectification of the Works
and reimbursement of loss and/or expense suffered by the
Employer. On completion of the Works, any balance of
monies remaining from the Performance Bond shall be
refunded to the Contractor without interest.

Return of Performance Bond

37.6 If the Contractor determines his own employment under Clause 26.0, the
Employer shall within twenty-eight (28) Days thereof return the Performance
Bond to the Contractor for cancellation.

Performance Guarantee Sum

37.7 The Contractor may opt for a Performance Bond in the form of Performance
Guarantee Sum, whereby deductions of ten percent (10%) shall be made
from the first interim payment and subsequent interim payments until the total
amount deducted aggregate to a sum equivalent to the amount as set out in the
Appendix. The amount deducted shall be retained by the Employer until three
(3) Months after the issuance of the Certificate of Practical Completion.

38.0 GOVERNING LAW

Laws of Malaysia Shall Apply

38.1 Unless otherwise agreed in writing by the Parties, the law governing the
Contract shall be the Laws of Malaysia.
39.0 WAIVER

Waiver
39.1 Unless otherwise provided, no failure or delay on the part of either Party to
exercise any right or remedy under this Contract shall be construed or
operate as a waiver thereto nor shall any single or partial exercise of any right
or remedy be construed as waiver of any other rights or remedies provided in
this Contract. Such rights and remedies are cumulative and not exclusive of
any rights or remedies provided by the law.
Appendix

Clause
Defects Liability Period [if none is stated is 15.3
twelve (12) Months from the day stated in
the Certificate of Practical Completion of the
Works]
Insurance cover for accidental bodily injury 19.1 RM (Details)
to or illness of third-parties (whether fatal
or not), accidental loss of or damage to
property (the aggregate liability of the
insurers shall be limited by twice the limit of
indemnity caused by any one occurrence)
[if none stated the insured liability shall be
not less than RM1 million]

Amount of Insurance Cover for Works, 20.0 RM (Details)

Materials and Goods [if none stated is the
Contract Sum as stated in the Articles plus
15%]
Insuring Party 20.0 Contractor/Employer*

(delete as may be
appropriate)
Insurance deductible amount [if none 19.1 and, RM
stated shall be not more than RM50,000 an 20.0
occurrence]

Date of Commencement 21.0

Completion Date 21.0

Sectional Completion (*)

Brief Description of Date of Commencement Completion Date (21.0) Liquidated
Section of the Work (21.0) Damages at the
rate of (22.0)
RM (per Day)
1

RM (per Day)
2

RM (per Day)
3

Liquidated Damages 22.0 at the rate of RM (per

Day)
Limit of Liquidated Damages [if none 22.1(a)(ii) % of the Contract Sum
stated means there is no cap on the
amount of Liquidated Damages]
Period of Delay [if none is stated is a 21.0 & 26.0
continuous period of three (3) Months)
Interim Claim Interval 30.1

Period of Honouring Certificates [if none 30.1, 30.6 & 30.14

stated is twenty-one (21) Days from the
date of presentation of the required Tax
Invoice with the relevant Certificate (if
the Contractor is a taxable person under
the Goods and Services Act 2014), or
the date of issuance of the relevant
Certificate (if the Contractor is not a
taxable person under the Goods and
Services Act 2014), as the case may be]
Percentage of Value of materials and 30.2
goods included in the Certificate [if none
stated is 100%]
Percentage of Certified Value Retained [if 30.5
none stated is 10% of the value of work
executed and materials on site included
in the certificate subject to the Limit of
Retention Fund]
Limit of Retention Fund [if none stated is 30.5 RM
5% of the Contract Sum]
Period to complete the Final Account [ if 30.10(c)
none stated shall be twelve (12) Months
from the date of Practical Completion]
Amount of Performance Bond / 37.0 RM
Performance Guarantee Sum [if none
stated is 5% of the Contract Sum]

(*) – This is to be used when there are different Completion Dates for identified Sections