Common use of Contract Price and Payment Clause in Contracts

Contract Price and Payment. 4.1 The Contract Price payable to the CONSULTANT is the LUMP SUM FIXED PRICE USD XXX (In words), including all taxes and duties due by the CONSULTANT in Timor-Leste or any other jurisdiction. All rates, prices or sums, as set out in Appendix I and II, shall be firmed and fixed and not subject to indexation or other increase for any reason whatsoever, including but not limited to currency fluctuation. 4.2 The CONSULTANT shall provide the COMPANY, in accordance with Appendix II (Schedule of Fees and Insurance Coverage), for effective services rendered, starting on the Effective Date, with an invoice evidencing satisfactory completion of the Services. Upon receipt of such invoice, the COMPANY shall pay such invoice in accordance with the provisions under this Agreement. All invoices shall comply with any requirements imposed by the laws of Timor-Leste. 4.3 Unless otherwise expressly agreed in writing by the Parties, all costs incurred by CONSULTANT in providing the Services hereunder shall be deemed to be covered by the amount set forth in Article 4.1. 4.4 Any amounts paid by the COMPANY to the CONSULTANT hereunder shall be for Services actually rendered, and no part of any such amount paid to CONSULTANT hereunder or any other funds of CONSULTANT shall, directly or indirectly, be paid to, or accrue for the benefit of, any official, agent, or employee of, or in any manner connected with, any government or any political subdivision, ministry, agency, or authority thereof, when such payment or accrual would be illegal under the laws of Timor-Leste or of any other jurisdiction where the CONSULTANT performs Services. 4.5 If the COMPANY, in good faith, disputes any portion of the CONSULTANT’s invoice, the COMPANY shall notify CONSULTANT of same in writing and may withhold payment for the disputed portion until the dispute is resolved. The COMPANY’s right to withhold such payment will be in addition to, and not in any way in lieu of, any other right of the COMPANY hereunder. Payment of any invoice shall not prejudice the right of the COMPANY to question the propriety of any charges therein. 4.6 The payment for all undisputed portions of any correctly prepared invoice (that has all required supporting documents and any time sheets to enable proper verification of costs, fees, charge on reimbursable items) shall become due upon thirty (30) days after the COMPANY’s receipt of the CONSULTANT’s invoice(s). The COMPANY shall pay all undisputed amounts of each such invoice (less withholding tax and other taxes) to CONSULTANT’s bank account as specified in writing to the COMPANY. 4.7 As a guarantee for the performance and quality of the Services, the COMPANY shall irrevocably deduct 5% of the payments due to the CONSULTANT as set forth under this Article 4 and retain those amounts up to the completion by the CONSULTANT of all its duties and obligations under this Agreement. 4.8 The CONSULTANT expressly declares that it agrees to provide a parent company guarantee for the performance and quality of the Services, issuing to that effect on the date of execution of this Agreement.

Contract Price and Payment. 4.1 The Contract Price payable to the CONSULTANT CONTRACTOR is the LUMP SUM FIXED PRICE USD XXX (In words)PRICE, including all taxes and duties due by the CONSULTANT CONTRACTOR in Timor-Leste or any other jurisdiction. All rates, prices or sums, as set out in Appendix I and II, shall be firmed and fixed and not subject to indexation or other increase for any reason whatsoever, including but not limited to currency fluctuation. 4.2 The CONSULTANT CONTRACTOR shall provide the COMPANY, in accordance with Appendix II (Schedule of Fees and Insurance Coverage), for effective services rendered, starting on the Effective Date, with an invoice evidencing satisfactory completion of the Services. Upon receipt of such invoice, the COMPANY shall pay such invoice in accordance with the provisions under this Agreement. All invoices shall comply with any requirements imposed by the laws of Timor-Leste. 4.3 Unless otherwise expressly agreed in writing by the Parties, all costs incurred by CONSULTANT CONTRACTOR in providing the Services hereunder shall be deemed to be covered by the amount set forth in Article 4.1. 4.4 Any amounts paid by the COMPANY to the CONSULTANT CONTRACTOR hereunder shall be for Services actually rendered, and no part of any such amount paid to CONSULTANT CONTRACTOR hereunder or any other funds of CONSULTANT CONTRACTOR shall, directly or indirectly, be paid to, or accrue for the benefit of, any official, agent, or employee of, or in any manner connected with, any government or any political subdivision, ministry, agency, or authority thereof, when such payment or accrual would be illegal under the laws of Timor-Leste or of any other jurisdiction where the CONSULTANT CONTRACTOR performs Services. 4.5 If the COMPANY, in good faith, disputes any portion of the CONSULTANTCONTRACTOR’s invoice, the COMPANY shall notify CONSULTANT CONTRACTOR of same in writing and may withhold payment for the disputed portion until the dispute is resolved. The COMPANY’s right to withhold such payment will be in addition to, and not in any way in lieu of, any other right of the COMPANY hereunder. Payment of any invoice shall not prejudice the right of the COMPANY to question the propriety of any charges therein. 4.6 The payment for all undisputed portions of any correctly prepared invoice (that has all required supporting documents and any time sheets to enable proper verification of costs, fees, charge on reimbursable items) shall become due upon thirty (30) days after the COMPANY’s receipt of the CONSULTANTCONTRACTOR’s invoice(s). The COMPANY shall pay all undisputed amounts of each such invoice (less withholding tax and other taxes) to CONSULTANTCONTRACTOR’s bank account as specified in writing to the COMPANY. 4.7 As a The CONTRACTOR shall furnish an irrevocable first demand bank guarantee for at or before the performance and quality commencement of the Services or the signing of this Agreement. The required bank guarantee shall be in an amount 10% of Contract Price and be issued by a reputable, financially viable commercial bank acceptable to the COMPANY. For the purpose of this paragraph, the “Contract Price” shall be the figure noted in Appendix II (Schedule of Fees and Insurance Coverage) lump sum price, then the total sum of the price, fees, reimbursable items and related expenditure that the CONTRACTOR quoted for performing and completing the Services. In the absence of such quotation, the bank guarantee to be furnished by the CONTRACTOR shall be in an amount as the COMPANY reasonably determines, as stated in Appendix II (Schedule of Fees and Insurance Coverage. If the COMPANY believes that the CONTRACTOR or its Subcontractor is not fulfilling or may not, fulfill in a proper manner of its obligations and the COMPANY elects to require security for performance, the COMPANY shall irrevocably deduct 5% have the right to draw immediately any undrawn amount under the bank guarantee under this clause or to apply against the liabilities of the payments due CONTRACTOR to the CONSULTANT as set forth COMPANY under this Article 4 and retain those amounts up Agreement: (a) To satisfy the CONTRACTOR’s liabilities to the completion COMPANY in the event of a termination of this Agreement pursuant to the CONTRACTOR’s defaults; (b) To satisfy any liabilities of the CONTRACTOR to the COMPANY for the failure of the CONTRACTOR to comply with any covenant or obligation under any provision under this Agreement; (c) To satisfy the CONTRACTOR’s liabilities to the COMPANY in the event the COMPANY engages third parties to complete the pending Services or any additional costs and expenses reasonably incurred by the CONSULTANT COMPANY in connection with the engagement of all its duties and the third parties to do so; (d) To satisfy the CONTRACTOR’s liabilities to the COMPANY in the event this Agreement requires the CONTRACTOR to pay liquidated damages in case of delay or failure to fulfill obligations under this Agreement., the amount of liquidated damages due as a result of such delay or failure by the CONTRACTOR; and 4.8 The CONSULTANT expressly declares that it agrees to provide a parent company guarantee for the performance and quality (e) To satisfy any other liabilities of the ServicesCONTRACTOR to the COMPANY other than those set forth in (a) to (d) above to the extent such liabilities are due and payable. If the amount of bank guarantee decreases in whole or in part, issuing whether for some reasons, CONTRACTOR shall provide additional performance bank guarantees to that effect on the date of execution of this Agreementreplace in full amount within 15 days from receiving notice from COMPANY.

Contract Price and Payment. 4.1 The Contract Price payable to the CONSULTANT is the LUMP SUM FIXED PRICE USD XXX (In wordsinsert contract amount), including all taxes and duties due by the CONSULTANT in Timor-Timor- Leste or any other jurisdiction. All rates, prices or sums, as set out in Appendix I and II, shall be firmed and fixed and not subject to indexation or other increase for any reason whatsoever, including but not limited to currency fluctuation. 4.2 The CONSULTANT shall provide the COMPANY, in accordance with Appendix II (Schedule of Fees and Insurance Coverage), for effective services rendered, starting on the Effective Date, with an invoice evidencing satisfactory completion of the Services. Upon receipt of such invoice, the COMPANY shall pay such invoice in accordance with the provisions under this Agreement. All invoices shall comply with any requirements imposed by the laws of Timor-Leste. 4.3 Unless otherwise expressly agreed in writing by the Parties, all costs incurred by CONSULTANT in providing the Services hereunder shall be deemed to be covered by the amount set forth in Article 4.1. 4.4 Any amounts paid by the COMPANY to the CONSULTANT hereunder shall be for Services actually rendered, and no part of any such amount paid to CONSULTANT hereunder or any other funds of CONSULTANT shall, directly or indirectly, be paid to, or accrue for the benefit of, any official, agent, or employee of, or in any manner connected with, any government or any political subdivision, ministry, agency, or authority thereof, when such payment or accrual would be illegal under the laws of Timor-Leste or of any other jurisdiction where the CONSULTANT performs Services. 4.5 If the COMPANY, in good faith, disputes any portion of the CONSULTANT’s invoice, the COMPANY shall notify CONSULTANT of same in writing and may withhold payment for the disputed portion until the dispute is resolved. The COMPANY’s right to withhold such payment will be in addition to, and not in any way in lieu of, any other right of the COMPANY hereunder. Payment of any invoice shall not prejudice the right of the COMPANY to question the propriety of any charges therein. 4.6 The payment for all undisputed portions of any correctly prepared invoice (that has all required supporting documents and any time sheets to enable proper verification of costs, fees, charge on reimbursable items) shall become due upon thirty (30) days after the COMPANY’s receipt of the CONSULTANT’s invoice(s). The COMPANY shall pay all undisputed amounts of each such invoice (less withholding tax and other taxes) to CONSULTANT’s bank account as specified in writing to the COMPANY. 4.7 As a guarantee for the performance and quality of the Services, the COMPANY shall irrevocably deduct 5% of the payments due to the CONSULTANT as set forth under this Article 4 and retain those amounts up to the completion by the CONSULTANT of all its duties and obligations under this Agreement. 4.8 The CONSULTANT expressly declares that it agrees to provide a parent company guarantee for the performance and quality of the Services, issuing to that effect on the date of execution of this Agreement.

Contract Price and Payment. 4.1 The Contract Price payable to the CONSULTANT CONTRACTOR is the [insert LUMP SUM FIXED PRICE USD XXX (In words)PRICE], including all taxes and duties due by the CONSULTANT CONTRACTOR in Timor-Leste or any other jurisdiction. All rates, prices or sums, as set out in Appendix I and II, shall be firmed and fixed and not subject to indexation or other increase for any reason whatsoever, including but not limited to currency fluctuation. 4.2 The CONSULTANT CONTRACTOR shall provide the COMPANY, in accordance with Appendix II (Schedule of Fees and Insurance Coverage), for effective services rendered, starting on the Effective Date, with an invoice evidencing satisfactory completion of the Services. Upon receipt of such invoice, the COMPANY shall pay such invoice in accordance with the provisions under this Agreement. All invoices shall comply with any requirements imposed by the laws of Timor-Leste. 4.3 Unless otherwise expressly agreed in writing by the Parties, all costs incurred by CONSULTANT CONTRACTOR in providing the Services hereunder shall be deemed to be covered by the amount set forth in Article 4.1. 4.4 Any amounts paid by the COMPANY to the CONSULTANT CONTRACTOR hereunder shall be for Services actually rendered, and no part of any such amount paid to CONSULTANT CONTRACTOR hereunder or any other funds of CONSULTANT CONTRACTOR shall, directly or indirectly, be paid to, or accrue for the benefit of, any official, agent, or employee of, or in any manner connected with, any government or any political subdivision, ministry, agency, or authority thereof, when such payment or accrual would be illegal under the laws of Timor-Leste or of any other jurisdiction where the CONSULTANT CONTRACTOR performs Services. 4.5 If the COMPANY, in good faith, disputes any portion of the CONSULTANTCONTRACTOR’s invoice, the COMPANY shall notify CONSULTANT CONTRACTOR of same in writing and may withhold payment for the disputed portion until the dispute is resolved. The COMPANY’s right to withhold such payment will be in addition to, and not in any way in lieu of, any other right of the COMPANY hereunder. Payment of any invoice shall not prejudice the right of the COMPANY to question the propriety of any charges therein. 4.6 The payment for all undisputed portions of any correctly prepared invoice (that has all required supporting documents and any time sheets to enable proper verification of costs, fees, charge on reimbursable items) shall become due upon thirty (30) days after the COMPANY’s receipt of the CONSULTANTCONTRACTOR’s invoice(s). The COMPANY shall pay all undisputed amounts of each such invoice (less withholding tax and other taxes) to CONSULTANTCONTRACTOR’s bank account as specified in writing to the COMPANY. 4.7 As a The CONTRACTOR shall furnish an irrevocable first demand bank guarantee for at or before the performance and quality commencement of the Services or the signing of this Agreement. The required bank guarantee shall be in an amount 10% of Contract Price and be issued by a reputable, financially viable commercial bank acceptable to the COMPANY. For the purpose of this paragraph, the “Contract Price” shall be the figure noted in Appendix II (Schedule of Fees and Insurance Coverage) lump sum price, then the total sum of the price, fees, reimbursable items and related expenditure that the CONTRACTOR quoted for performing and completing the Services. In the absence of such quotation, the bank guarantee to be furnished by the CONTRACTOR shall be in an amount as the COMPANY reasonably determines, as stated in Appendix II (Schedule of Fees and Insurance Coverage. If the COMPANY believes that the CONTRACTOR or its Subcontractor is not fulfilling or may not, fulfill in a proper manner of its obligations and the COMPANY elects to require security for performance, the COMPANY shall irrevocably deduct 5% have the right to draw immediately any undrawn amount under the bank guarantee under this clause or to apply against the liabilities of the payments due CONTRACTOR to the CONSULTANT as set forth COMPANY under this Article 4 and retain those amounts up Agreement: (a) To satisfy the CONTRACTOR’s liabilities to the completion COMPANY in the event of a termination of this Agreement pursuant to the CONTRACTOR’s defaults; (b) To satisfy any liabilities of the CONTRACTOR to the COMPANY for the failure of the CONTRACTOR to comply with any covenant or obligation under any provision under this Agreement; (c) To satisfy the CONTRACTOR’s liabilities to the COMPANY in the event the COMPANY engages third parties to complete the pending Services or any additional costs and expenses reasonably incurred by the CONSULTANT COMPANY in connection with the engagement of all its duties and the third parties to do so; (d) To satisfy the CONTRACTOR’s liabilities to the COMPANY in the event this Agreement requires the CONTRACTOR to pay liquidated damages in case of delay or failure to fulfill obligations under this Agreement., the amount of liquidated damages due as a result of such delay or failure by the CONTRACTOR; and 4.8 The CONSULTANT expressly declares that it agrees to provide a parent company guarantee for the performance and quality (e) To satisfy any other liabilities of the ServicesCONTRACTOR to the COMPANY other than those set forth in (a) to (d) above to the extent such liabilities are due and payable. If the amount of bank guarantee decreases in whole or in part, issuing whether for some reasons, CONTRACTOR shall provide additional performance bank guarantees to that effect on the date of execution of this Agreementreplace in full amount within 15 days from receiving notice from COMPANY.

Contract Price and Payment. 4.1 The Contract Price payable to the CONSULTANT is the LUMP SUM FIXED PRICE USD Lump Sum Fixed Price with total amount of US$ XXX (In in words), including all taxes and duties due by the CONSULTANT in Timor-Leste or any other jurisdiction. All rates, prices or sums, as set out in Appendix I and II, shall be firmed and fixed and not subject to indexation or other increase for any reason whatsoever, including but not limited to currency fluctuation. 4.2 The CONSULTANT shall provide the COMPANY, in accordance with Appendix II (Schedule of Fees and Insurance Coverage), for effective services rendered, starting on the Effective Date, with an invoice evidencing satisfactory completion of the Services. Upon receipt of such invoice, the COMPANY shall pay such invoice in accordance with the provisions under this Agreement. All invoices shall comply with any requirements imposed by the laws of Timor-Leste. 4.3 Unless otherwise expressly agreed in writing by the Parties, all costs incurred by CONSULTANT in providing the Services hereunder shall be deemed to be covered by the amount set forth in Article 4.1. 4.4 Any amounts paid by the COMPANY to the CONSULTANT hereunder shall be for Services actually rendered, and no part of any such amount paid to CONSULTANT hereunder or any other funds of CONSULTANT shall, directly or indirectly, be paid to, or accrue for the benefit of, any official, agent, or employee of, or in any manner connected with, any government or any political subdivision, ministry, agency, or authority thereof, when such payment or accrual would be illegal under the laws of Timor-Leste or of any other jurisdiction where the CONSULTANT performs Services. 4.5 If the COMPANY, in good faith, disputes any portion of the CONSULTANT’s invoice, the COMPANY shall notify CONSULTANT of same in writing and may withhold payment for the disputed portion until the dispute is resolved. The COMPANY’s right to withhold such payment will be in addition to, and not in any way in lieu of, any other right of the COMPANY hereunder. Payment of any invoice shall not prejudice the right of the COMPANY to question the propriety of any charges therein. 4.6 The payment for all undisputed portions of any correctly prepared invoice (that has all required supporting documents and any time sheets to enable proper verification of costs, fees, charge on reimbursable items) shall become due upon thirty (30) days after the COMPANY’s receipt of the CONSULTANT’s invoice(s). The COMPANY shall pay all undisputed amounts of each such invoice (less withholding tax and other taxes) to CONSULTANT’s bank account as specified in writing to the COMPANY. 4.7 As a guarantee for the performance and quality of the Services, the COMPANY shall irrevocably deduct 5% of the payments due to the CONSULTANT as set forth under this Article 4 and retain those amounts up to the completion by the CONSULTANT of all its duties and obligations under this Agreement. 4.8 The CONSULTANT expressly declares that it agrees to provide a parent company guarantee for the performance and quality of the Services, issuing to that effect on the date of execution of this Agreement.