1
EXHIBIT 10.18
EMPIRE TOWERS PROJECT
BANGKOK, THAILAND
CURTAIN WALL CONTRACT
22352-CWL
[LOGO]
EMPIRE
TOWERS
BETWEEN
THK REAL ESTATE LIMITED
AND
KASION F.C. LTD.
2
EXHIBIT "A"
GENERAL CONDITIONS
________________________________________________________________________________
EMPIRE TOWERS PROJECT
3
[LOGO]
THK REAL ESTATE LIMITED
FURNISH AND INSTALL CURTAIN WALL
22352-CWL
[LOGO]
EMPIRE
TOWERS
BETWEEN
THK REAL ESTATE LIMITED
AND
KASION F.C. LTD.
[LOGO]
4
EMPIRE TOWERS PROJECT
THK REAL ESTATE LIMITED
Contractor: KASION F.C. LTD. CONTRACT AGREEMENT FORM
c/o Kasion Contracting Co., Ltd. CURTAIN WALL XXXXXXXX
Xxxxxxx: Xxxxx 0000, Xxxxxxxxx Xxxxx
000 Xxxxxx Xxxx Contract No.: 00000-XXX
Xxxxxxx, Xxxxxxx, Xxxx Xxxx
Contact: XX. XXXX X. XXXX Work Location: Bangkok, Thailand
Telephone: (000) 0-000-0000 Issuing Office: THK-BINT, Bangkok
Facsimile: (000) 0-000-0000
This contract is effective as of the 15th day of June, 1995, between THK REAL
ESTATE LIMITED (OWNER), and the above named CONTRACTOR who hereby agree that
all Work specified below shall be performed by CONTRACTOR in accordance with
all the provisions of the contract, consisting of the following Contract
Documents:
CONTRACT AGREEMENT
Exhibit "A" General Conditions, dated: 12 September 1994
Exhibit "B" Special Conditions, dated: 12 September 1994
Exhibit "C" Quantities, Prices and Data, dated: 18 November 1994
Exhibit "D" Scope of Work and Technical Specifications,
dated: 12 September 1994
Exhibit "E" Drawings, dated: 12 September 1994
1. WORK TO BE PERFORMED: Except as may be specified elsewhere in the
contract, CONTRACTOR shall furnish all plant; labor; materials; tools;
supplies; equipment; transportation; supervision; technical,
professional and other services; and shall perform all operations
necessary and required to satisfactorily design, fabricate, furnish and
install the curtain wall systems for the Empire Towers office buildings
and all appurtenant structures, facilities and works.
2. COMPENSATION: As full consideration for the satisfactory performance by
CONTRACTOR of this contract, OWNER shall pay to CONTRACTOR compensation
in accordance with the Total Lump Sum Price set forth in Exhibit "C"
and with the payment provisions of this contract.
3. SCHEDULE: CONTRACTOR shall commence WORK in accordance with the
instructions provided in the Notice to Proceed to be issued by BECHTEL
subsequent to the date of this Contract and shall complete all WORK as
set forth in the Schedule provisions in Exhibit "B".
OWNER: THK REAL ESTATE LIMITED CONTRACTOR: KASION F.C. LTD.
Authorized Authorized
Signature: /s/ Signature: /s/
----------------------- ---------------------------
Print Name: Print Name: Xxxx X. Xxxx
----------------------- ---------------------------
Print Title: Print Title: Director
----------------------- ---------------------------
5
THK REAL ESTATE LIMITED
EMPIRE TOWERS PROJECT
EXHIBIT "A"
GENERAL CONDITIONS
TABLE OF CONTENTS
GC TITLE PAGE
-- --------------------------------------------- ----
1 ENTIRE AGREEMENT 1
2 WORDS AND PHRASES 1
3 INDEPENDENT CONTRACTOR 1
4 AUTHORIZED REPRESENTATIVES 2
5 NOTICES 2
6 CONTRACT INTERPRETATION 2
7 ORDER OF PRECEDENCE 2
8 STANDARDS AND CODES 3
9 LAWS AND REGULATIONS 3
10 PERMITS 3
11 TAXES 4
12 LABOR, PERSONNEL AND WORK RULES 4
13 COMMERCIAL ACTIVITIES 4
14 PUBLICITY AND ADVERTISING 4
15 SAFETY AND HEALTH 4
16 FIRE PREVENTION 5
17 SITE CONDITIONS AND NATURAL RESOURCES 5
18 DIFFERING SITE CONDITONS 6
19 TITLE TO MATERIALS FOUND 6
20 SURVEY CONTROL POINTS AND LAYOUTS 6
21 CONTRACTOR'S WORK AREA 7
22 CLEANING UP 7
23 COOPERATION WITH OTHERS 7
24 ENVIRONMENTAL CONDITIONS 7
25 RESPONSIBILITY FOR WORK, SECURITY AND PROPERTY 8
26 CONTRACTOR'S PLANT, EQUIPMENT AND FACILITIES 9
27 ILLUMINATION 9
28 USE OF OWNER'S CONSTRUCTION EQUIPMENT OR FACILITIES 10
29 FIRST AID FACILITIES 10
30 INSPECTION, QUALITY SURVEILLANCE, REJECTION
OF MATERIALS AND WORKMANSHIP 11
31 TESTING 11
32 EXPEDITING 11
33 PROGRESS 11
34 DELAYS AND EXTENSION OF TIME 12
35 CHANGES 12
36 USE OF COMPLETED PORTIONS OF WORK 13
37 EXAMINATION OF CONTRACTOR'S RECORDS AND ACCOUNTS 14
38 WARRANTY 14
39 BACKCHARGES 14
40 INDEMNITY 15
41 PATENT AND COPYRIGHT INDEMNITY 16
42 ASSIGNMENTS AND SUBCONTRACTS 16
43 SUSPENSION 16
44 TERMINATION FOR DEFAULT 17
45 OPTIONAL TERMINATION 19
46 FINAL INSPECTION AND ACCEPTANCE 20
47 NON-WAIVER 20
48 SURVIVAL 20
6
THK REAL ESTATE LIMITED
EMPIRE TOWERS PROJECT
EXHIBIT "A"
GENERAL CONDITIONS
GC-1 ENTIRE AGREEMENT
This CONTRACT embodies the entire agreement between the OWNER and CONTRACTOR
and supersedes all other writings. The parties shall not be bound by, or be
liable for any statement, representation, promise, inducement or understanding
not set forth herein.
GC-2 WORDS AND PHRASES
Where the words "as shown", "as detailed", "as indicated", or words of like
import are used in this CONTRACT, reference is to the drawings listed in this
CONTRACT unless the context clearly indicates a different meaning.
Where the words "required", "approved", "satisfactory", "determined",
"acceptable" or words of like import are used in this CONTRACT, action by
BECHTEL, the ARCHITECT or the STRUCTURAL ENGINEER is indicated unless the
context clearly indicates otherwise, and all the WORK shall be in accordance
therewith.
A requirement that a CONTRACTOR-furnished document is to be submitted for or
subject to "Authorization to Proceed", "Approval", "Acceptance", "Review",
"Comment", or any combinations of such words or words of like import shall
mean unless the context clearly indicates otherwise, that CONTRACTOR shall,
before implementing the information in the document, submit the document,
obtain resolution of any comments and authorization to proceed. Such review
shall not mean that a complete check will be performed. Authorization to
proceed shall not constitute acceptance or approval of design details,
calculations, analyses, tests, construction methods or materials developed or
selected by CONTRACTOR and shall not relieve CONTRACTOR from full compliance
with requirements of the CONTRACT.
Such action, or failure to act, shall not relieve CONTRACTOR of its contractual
responsibilities for performance of this CONTRACT. Wherever in this CONTRACT it
is provided that CONTRACTOR shall perform certain work "at its expense" or
"without charge" or that certain work "will not be paid for separately", such
quoted words mean that CONTRACTOR shall not be entitled to any additional
compensation from OWNER for such work, and the cost thereof shall, unless
otherwise specified, be considered as included in the payment for other items of
the work.
GC-3 INDEPENDENT CONTRACTOR
CONTRACTOR represents that it is fully experienced, properly qualified,
registered, licensed, equipped, organized, and financed to perform the WORK
under this CONTRACT. CONTRACTOR shall act as an independent contractor and not
as the agent of BECHTEL or OWNER in performing this CONTRACT, maintaining
complete control over is employees and all of its lower-tier suppliers and
subcontractors. Nothing contained in this CONTRACT or any lower-tier purchase
order or subcontract awarded by CONTRACTOR shall create any contractual
relationship between any lower-tier supplier or subcontractor and either BECHTEL
or OWNER. CONTRACTOR shall perform the WORK hereunder in accordance with its
own methods subject to compliance with the CONTRACT.
Contract 22352-CWL
Exhibit "A"
Page Number 1
12 September 1994
7
GC-4 AUTHORIZED REPRESENTATIVES
Before starting WORK, CONTRACTOR shall designate in writing an authorized
representative acceptable to BECHTEL to represent and act for CONTRACTOR and
shall specify any and all limitations of such representative's authority. Such
representative shall be present or be represented at the JOBSITE at all times
when WORK is in progress, and shall be empowered to receive communications in
accordance with this CONTRACT on behalf of CONTRACTOR. During periods when the
WORK is suspended, arrangements shall be made for an authorized representative
acceptable to BECHTEL for any emergency WORK that may be required. All
communications given to the authorized representative of BECHTEL in accordance
with this CONTRACT shall be binding upon CONTRACTOR. BECHTEL shall designate in
writing one or more representatives to represent and act for BECHTEL and to
receive communications from CONTRACTOR. Notification of changes of authorized
representatives for either BECHTEL or CONTRACTOR shall be provided in advance,
in writing, to the other party.
GC-5 NOTICES
Any notices provided for hereunder shall be in writing and may be served
either personally on the authorized representative of the receiving party at
the JOBSITE or by registered mail to the address of that party as shown on the
face of the Contract Agreement Form, hereof or as such address may have been
changed by written notice.
GC-6 CONTRACT INTERPRETATION
All questions concerning interpretation or clarification of this CONTRACT,
including the discovery of conflicts, errors or omissions, or the acceptable
performance thereof by CONTRACTOR, shall be immediately submitted in writing to
BECHTEL for resolution. All determinations, instructions, and clarifications of
BECHTEL shall be final and conclusive unless determined by a court of
competent jurisdiction to have been fraudulent or capricious, or arbitrary, or
so grossly erroneous as necessarily to imply bad faith, or not supported by
substantial evidence. At all times CONTRACTOR shall proceed with the WORK in
accordance with the determinations, instructions, and clarifications of
BECHTEL. CONTRACTOR shall be solely responsible for requesting instructions or
interpretations and shall be solely liable for any costs and expenses arising
from its failure to do so.
GC-7 ORDER OF PRECEDENCE
The Contract Agreement Form, all documents listed therein, and subsequently
issued Change Notices and amendments are essential parts of this CONTRACT and a
requirement occurring in one is binding as though occurring in all, and are
intended to include all items required for the proper execution and completion
of the WORK. In resolving conflicts, discrepancies, errors or omissions
pursuant to the General Condition titled "CONTRACT INTERPRETATION" the
following order of precedence shall be used:
1. Contract Change Notices and Amendments, if any
2. Contract Agreement Form
3. Exhibit "C" - Quantities, Prices and Data
4. Exhibit "B" - Special Conditions
5. Exhibit "A" - General Conditions
6. Exhibit "D" - Scope of Work
7. Exhibit "D" - Technical Specifications
8. Exhibit "E" - Drawings
Contract 22352-CWL
Exhibit "A"
Page Number 2
12 September 1994
8
GC-8 STANDARDS AND CODES
Wherever references are made in this CONTRACT to standards or codes in
accordance with which the WORK under this CONTRACT is to be performed, the
edition or revision of the standards or codes current on the effective date of
this CONTRACT shall apply unless otherwise expressly stated. In case of
conflict between any referenced standards and codes and the CONTRACT, the
latter shall govern.
GC-9 LAWS AND REGULATIONS
All applicable laws, ordinances, statutes, rules, regulations, orders or
decrees in effect at the time the WORK under this CONTRACT is performed, shall
apply to CONTRACTOR and its employees and representatives. These shall include
the orders of governmental authorities (including without limitation all laws
of the Kingdom of Thailand relating to registration to do business, to the
formation of business entities under the Kingdom of Thailand law, to the
payment of taxes and to the payment of penalties, assessments, levies or other
punitive charges caused by CONTRACTOR'S negligence, delinquency, or violation
of the Kingdom of Thailand law, and to the obtaining of permits and licenses);
giving due regard to all business practices and local customs prevailing in the
Kingdom of Thailand generally and at the JOBSITE.
If during the term of this CONTRACT there are changed or new laws, ordinances,
statutes, rules, regulations, orders or decrees not known or foreseeable at the
time of signing this CONTRACT which become effective and which affect the cost
or time of performance of this CONTRACT, CONTRACTOR shall immediately notify
BECHTEL in writing and submit detailed documentation of such effect in terms of
both time and cost of performing the CONTRACT. If the WORK is affected by such
changed or new laws, ordinances, etc., and BECHTEL concurs with the effect of
such changes, an equitable adjustment in compensation and time of performance
will be made.
If CONTRACTOR discovers any discrepancy or inconsistency between this CONTRACT
and any law, ordinance, statute, rule, regulation, order or decree, CONTRACTOR
shall report the same immediately, in writing, to BECHTEL who will issue such
further instructions as may be necessary.
GC-10 PERMITS
Except as otherwise specified, CONTRACTOR shall procure and pay for all permits
and inspections, other than inspections performed by OWNER'S Technical
Representatives; furnish any bonds, security or deposits required to permit
performance of the WORK hereunder; and provide BECHTEL with CONTRACTOR'S
assistance as necessary in obtaining all authorizations and permits necessary
for the performance of CONTRACTOR'S services which are required to be taken in
OWNER'S name.
GC-11 TAXES
CONTRACTOR shall pay all taxes, levies, duties and assessments of every nature
due in connection with the WORK under this CONTRACT and shall make any and all
payroll deductions required by law, and hereby indemnifies and holds harmless
BECHTEL, OWNER and its Technical Representatives from any liability on account
of any and all such taxes, levies, duties, assessments and deductions.
Contract 22352-CWL
Exhibit "A"
Page Number 3
12 September 1994
9
GC-12 LABOR, PERSONNEL AND WORK RULES
CONTRACTOR shall employ only competent and skilled personnel to perform the
WORK and shall remove from the JOBSITE any CONTRACTOR personnel determined to be
unfit or acting in violation of any provision of this CONTRACT. CONTRACTOR is
responsible for maintaining labor relations in such manner that there is
harmony among workers and shall comply with and enforce JOBSITE procedures,
regulations and work rules established or approved by BECHTEL.
GC-13 COMMERCIAL ACTIVITIES
Neither CONTRACTOR nor its employees shall establish any commercial activity
or issue concessions or permits of any kind to third parties for establishing
commercial activities on the JOBSITE or any other lands owned or controlled
by BECHTEL or OWNER.
GC-14 PUBLICITY AND ADVERTISING
CONTRACTOR shall not make any announcement, take any photographs (excepting
those specified in Special Condition titled "Progress Photos, Time-Lapse Movies
and Video Records") or release any information concerning this CONTRACT, or the
PROJECT, or any part thereof to any member of the public, press, business
entity, or any official body unless prior written consent is obtained from OWNER
through BECHTEL.
GC-15 SAFETY AND HEALTH
CONTRACTOR shall be fully and solely responsible for conducting all operations
under this CONTRACT at all times in such a manner as to avoid the risk of
bodily harm to persons and damage to property. CONTRACTOR shall continually and
diligently inspect all WORK, materials and equipment to discover any conditions
which might involve such risks and shall be solely responsible for discovery
and correction of any such conditions.
CONTRACTOR shall submit prior to its mobilization to the JOBSITE, its Project
Safety and Health Plan for approval by BECHTEL. CONTRACTORS shall have sole
responsibility for implementing its safety program. All of CONTRACTOR'S
obligations under the General Condition titled "INDEMNITY" apply to any
liability arising in connection with or incidental to CONTRACTOR'S performance
or failure to perform as provided in this General Condition titled "SAFETY AND
HEALTH."
Neither BECHTEL nor OWNER shall be responsible for supervising the
implementation of CONTRACTOR'S safety program, and neither BECHTEL nor OWNER
shall have responsibility for the safety of CONTRACTOR'S or its lower-tier
suppliers' or subcontractors' employees.
CONTRACTOR'S failure to correct an unsafe condition or unsafe act by its
personnel after notice thereof shall be grounds for:
(a) An order to suspend the affected operations until the unsafe
condition and,
(b) Withhold any part of or all of any payments otherwise due or
payable to CONTRACTOR and,
(c) If the violation continues, default termination of this
CONTRACT for such failure.
CONTRACTOR shall appoint one or more (as appropriate) safety representative(s)
acceptable to BECHTEL who shall be resident at the JOBSITE, have responsibility
to correct unsafe conditions or
Contract 22352-CWL
Exhibit "A"
Page Number 4
12 September 1984
10
unsafe acts, act on behalf of CONTRACTOR on health and safety matters, and
participate in periodic safety meetings with BECHTEL. CONTRACTOR shall
instruct its personnel on the requirements of the approved Project Safety and
Health Plan and shall coordinate with other contractors on safety matters.
CONTRACTOR shall furnish safety equipment and enforce the use of such equipment
by its employees.
CONTRACTOR shall maintain accident, injury and any other records required by
applicable laws and regulations or by BECHTEL and shall furnish BECHTEL a
monthly summary of injuries and labor hours lost due to injuries.
GC-16 FIRE PREVENTION
Within thirty (30) calendar days after CONTRACT award and in any event prior to
commencing WORK at the JOBSITE, CONTRACTOR shall submit its plan for fire
prevention and protection to BECHTEL for acceptance in accordance with the
Special Condition titled "Safety, Health and Security Programs."
GC-17 SITE CONDITIONS AND NATURAL RESOURCES
CONTRACTOR shall have the sole responsibility for satisfying itself concerning
the nature and location of the WORK and the general and local conditions,
including but not limited to the following:
(a) Transportation, access, disposal, handling and storage of materials,
(b) Availability and quality of labor, water, electric power and road
conditions,
(c) Climatic conditions, tides, and seasons,
(d) River hydrology and river stages,
(e) Physical conditions at the JOBSITE and the project area as a whole,
(f) Topography and ground surface conditions, and
(g) Equipment and facilities needed preliminary to and during the
performance of the WORK.
The failure of CONTRACTOR to acquaint itself with any applicable conditions
will not relieve CONTRACTOR of the responsibility for properly estimating
either the difficulties or the cost of successfully performing CONTRACTOR'S
obligations under this CONTRACT.
Where OWNER has made investigations of subsurface conditions in areas where
WORK is to be performed under this CONTRACT, such investigations are made by
OWNER for the purpose of study and design. If the records of such investigation
are included in the CONTRACT, the interpretation of such records shall be the
sole responsibility of CONTRACTOR.
Neither BECHTEL nor OWNER assumes any responsibility whatsoever in respect to
the sufficiency or accuracy of such investigations, the records thereof, or of
the interpretations set forth and there is
Contract 22352-CWL
Exhibit "A"
Page Number 5
12 September 1994
11
GC-17 SITE CONDITIONS AND NATURAL RESOURCES (Continued)
no warranty or guarantee, either express or implied, that the conditions
indicated by such investigations or records thereof are representative of those
existing throughout such areas, or any part thereof, or tfhat unforeseen
developments may not occur, or that materials other than or in proportions
different from those indicated may not be encountered.
GC-18 DIFFERING SITE CONDITIONS
CONTRACTOR shall promptly notify BECHTEL in writing before proceeding with any
WORK which CONTRACTOR believes constitutes a differing site condition with
respect to:
(a) Subsurface or latent physical conditions at the JOBSITE differing
materially from those indicated in this CONTRACT, or
(b) Previously unknown physical conditions at the JOBSITE, of an
unusual nature, differing materially from those ordinarily
encountered and generally recognized as inherent in WORK of the
character provided for in this CONTRACT.
BECHTEL will, as promptly as practical, cause an investigation of such
conditions and inform CONTRACTOR of the determination. If BECHTEL determines
that such conditions do materially so differ and cause an increase or decrease
in CONTRACTOR'S cost of or the time required for performance of the WORK under
the CONTRACT, an adjustment will be made and the CONTRACT modified in writing
accordingly. No claim of CONTRACTOR under this clause will be allowed unless
CONTRACTOR has given the required notice.
GC-19 TITLE TO MATERIALS FOUND
The title to water, soil, rock, gravel, sand, minerals, timber, and any other
materials developed or obtained in the excavation or other operations of
CONTRACTOR or any of its lower-tier subcontractors and the right to use said
materials or dispose of same is hereby expressly reserved by OWNER. Neither
CONTRACTOR, its lower-tier subcontractors, nor any of their representatives or
employees shall have any right, title, or interest in said materials nor shall
they assert or make any claim thereto. CONTRACTOR may, at the sole discretion
of OWNER, be permitted, without charge, to use in the WORK any such materials
which meet the requirements of this CONTRACT.
GC-20 SURVEY CONTROL POINTS AND LAYOUTS
Survey control points are shown on the As-Built drawings included in Exhibit
"E".
CONTRACTOR shall complete the layout, including locations, lines, and grades,
of all WORK and shall be responsible for all requirements necessary for WORK
execution in accordance with the survey control points specified or shown on
the drawings, subject to such modifications as BECHTEL may require as WORK
progresses.
If CONTRACTOR or any of its lower-tier subcontractors or any of their
representatives or employees move or destroy or render inaccurate any survey
control point, such control point shall be replaced at CONTRACTOR'S expense. No
separate payment will be made for survey work performed by CONTRACTOR.
Contract 22352-CWL
Exhibit "A"
Page Number 6
12 September 1994
12
GC-21 CONTRACTOR'S WORK AREA
All CONTRACTOR work areas on the JOBSITE will be assigned by BECHTEL.
CONTRACTOR shall confine its operations to the areas so assigned. Should
CONTRACTOR find it necessary or advantageous to use any additional off-site
area for any purpose whatsoever, CONTRACTOR shall, at its expense, provide and
make its own arrangements for the use of such additional off-site areas.
GC-22 CLEANING UP
CONTRACTOR shall, at all times, keep its work areas in a neat, clean and safe
condition.
Upon completion of any portion of the WORK, CONTRACTOR shall promptly remove
from the work area all its equipment, construction plant, temporary structures
and surplus materials not to be used at or near the same location during later
stages of the WORK.
Upon completion of the WORK and prior to final payment, CONTRACTOR shall at its
expense satisfactorily dispose of all rubbish, remove all plant, buildings,
equipment and materials belonging to CONTRACTOR and return to OWNER'S warehouse
or JOBSITE storage areas all salvageable OWNER supplied materials. CONTRACTOR
shall leave the premises in a neat, clean and safe condition.
In event of CONTRACTOR'S failure to comply with the foregoing, BECHTEL will
accomplish same at CONTRACTOR'S expense.
GC-23 COOPERATION WITH OTHERS
BECHTEL, OWNER, other contractors and other subcontractors may be working at
the JOBSITE during the performance of this CONTRACT and CONTRACTOR'S WORK or
use of certain facilities may be interfered with as a result of such concurrent
activities. BECHTEL reserves the right to require CONTRACTOR to schedule the
order of performance of the WORK in such a manner as will minimize interference
with work of any of the parties involved.
GC-24 ENVIRONMENTAL CONDITIONS
Throughout performance of the WORK, CONTRACTOR shall conduct all operations
in such a way as to minimize impact upon the natural environment and comply
with all laws, regulations and rules applicable to the JOBSITE. CONTRACTOR
shall provide:
(a) Dust control of all excavations, material sites, roads and disposal
areas within its assigned work areas of responsibility,
(b) Suitable equipment, facilities and precautions to prevent the
discharge of waster or contaminants which may pollute the
atmosphere, any body of water, or land areas, or which may harm fish
or other wildlife.
In the event CONTRACTOR encounters on the JOBSITE material reasonably believed
to be a toxic or hazardous material, or a toxic or hazardous waste, CONTRACTOR
shall immediately stop WORK in the affected area and notify BECHTEL of the
condition. Pending receipt of written instructions from BECHTEL, CONTRACTOR
shall not resume WORK in the affected area.
GC-25 RESPONSIBILITY FOR WORK, SECURITY AND PROPERTY
A. Work in Progress, Materials and Equipment. CONTRACTOR shall be responsible
for and bear any and all risk of loss of or damage to WORK in progress, all
materials delivered
Contract 22352-CWL
Exhibit "A"
Page Number 7
12 September 1994
13
GC-25 RESPONSIBILITY FOR WORK, SECURITY AND PROPERTY (Continued)
to the JOBSITE and all materials and equipment until completion and final
acceptance of the WORK under this CONTRACT.
B. Delivery, Unloading and Storage. CONTRACTOR'S responsibility for
materials and plant equipment required for the performance of this
CONTRACT shall include:
(a) Receiving and unloading.
(b) Storing in a secure place and subject to review by OWNER'S
Technical Representatives. Outside storage of materials and
equipment subject to degradation by the elements shall be in weather
tight enclosures provided by CONTRACTOR.
(c) Delivering from storage to the JOBSITE all materials and plant
equipment as required, and
(d) Maintaining complete and accurate records for OWNER'S Technical
Representatives' inspection of all materials and plant equipment
received, stored and issued for use in the performance of the
CONTRACT.
C. Security. CONTRACTOR shall at all times conduct all operations under
this CONTRACT in a manner to avoid the risk of loss, theft, or damage by
vandalism, sabotage or any other means to any WORK, materials, equipment
or other property at the JOBSITE. CONTRACTOR shall continuously inspect
all WORK, materials and equipment to discover and determine any conditions
which might involve such risks and shall be solely responsible for
discovery, determination and correction of any such conditions.
CONTRACTOR shall comply with XXXXXXX'X and OWNER'S security requirements
for the JOBSITE. CONTRACTOR shall cooperate with BECHTEL on all security
matters and shall promptly comply with any project security arrangements
established by BECHTEL or OWNER. Such compliance with these security
requirements shall not relieve CONTRACTOR of its responsibility for
maintaining proper security for the above noted items, nor shall it be
construed as limiting in any manner CONTRACTOR'S obligation with respect
to all applicable laws and regulations and to undertake reasonable action
to establish and maintain secure conditions at the JOBSITE.
D. Property. CONTRACTOR shall plan and conduct operations so as not to:
(a) Enter upon lands in their natural state unless authorized by
BECHTEL,
(b) Damage, close or obstruct any utility installation, highway, road
or other property until permits therefor have been obtained,
(c) Disrupt or otherwise interfere with the operation of any pipeline,
telephone, electric transmission line, ditch or structure unless
otherwise specifically authorized by this CONTRACT, or
(d) Damage or destroy cultivated and planted areas, and vegetation such
as trees, plants, shrubs, and grass on or adjacent to the premises
which, do not interfere with the performance of this CONTRACT. This
includes damage arising from performance of WORK through operation
of equipment or stockpiling of materials.
CONTRACTOR shall not be entitled to any extension of time or compensation on
account of CONTRACTOR'S failure to protect all materials, equipment and
environment as described herein. All costs in connection with any repairs or
restoration necessary or required by reason of unauthorized obstruction, damage
or use shall be borne by CONTRACTOR.
Contract 22352-CWL
Exhibit "A"
Page Number 8
12 September 1994
14
GC-26 CONTRACTOR'S PLANT, EQUIPMENT AND FACILITIES
CONTRACTOR shall provide and use for the WORK hereunder only such construction
plant and equipment as are capable of producing the quality and quantity of
WORK and materials required by this CONTRACT and within the time or times
specified in the CONTRACT SCHEDULE.
Before proceeding with the WORK hereunder, CONTRACTOR shall furnish BECHTEL with
information and drawings relative to such equipment, plant and facilities as
BECHTEL may request. Upon written order of BECHTEL, CONTRACTOR shall
discontinue operation of unsatisfactory plant, equipment or facilities and
shall either modify the unsatisfactory items or remove such items from
the JOBSITE.
CONTRACTOR shall, at the time any equipment is moved onto the JOBSITE, present
to BECHTEL an itemized list of all equipment and tools, including but not
limited to power tools, welding machines, pumps and compressors. Said list must
include description and quantity, and serial number where applicable. It is
recommended that CONTRACTOR identify its equipment by color, decal and etching.
Prior to removal of any or all equipment, CONTRACTOR shall clear such removal
through BECHTEL. CONTRACTOR shall not remove construction plant, equipment or
tools from the JOBSITE before the WORK is finally accepted, without XXXXXXX'X
written approval.
GC-27 ILLUMINATION
When any work is performed at night or where daylight is obscured, CONTRACTOR
shall, at its expense, provide artificial light sufficient to permit WORK to
be carried on efficiently, satisfactorily and safely, and to permit thorough
inspection. During such time periods the access to the place of WORK shall also
be clearly illuminated. All wiring for electric light and power shall be
installed and maintained in a safe manner and meet all applicable codes and
standards.
GC-28 USE OF OWNER'S CONSTRUCTION EQUIPMENT OR FACILITIES
Where CONTRACTOR requests BECHTEL and BECHTEL agrees to make available to
CONTRACTOR certain equipment or facilities belong to OWNER for the performance
of CONTRACTOR WORK under the CONTRACT, the following shall apply:
(a) Equipment or facilities will be charged to CONTRACTOR at agreed
rental rates,
(b) BECHTEL will furnish a copy of the equipment maintenance and
inspection record, and these records shall be maintained by
CONTRACTOR during the rental period,
(c) CONTRACTOR shall assure itself of the condition of such
equipment and assume all risks and responsibilities during its
use. CONTRACTOR shall release, defend, indemnify and hold
BECHTEL and OWNER harmless against any damages or claims that
may arise from use of the equipment,
(d) BECHTEL and CONTRACTOR shall jointly inspect such equipment
before its use and upon its return. The cost of all necessary
repairs or replacement for damage other than normal wear shall
be at CONTRACTOR'S expense, and
(e) If such equipment is furnished with an operator, the services of
such operator will be performed under the complete direction and
control of CONTRACTOR and such operator shall be considered
CONTRACTOR'S employee for all purposes other than the payment of
wages, Workers' Compensation, Insurance or other benefits
whether paid directly or indirectly by BECHTEL or OWNER.
Contract 22352-CWL
Exhibit "A"
Page Number 9
12 September 1984
15
GC-29 FIRST AID FACILITIES (SEE SPECIAL CONDITION SC-11)
Where BECHTEL, OWNER or others have first-aid facilities at the JOBSITE they
may, at their option, make available their first-aid facilities for the
treatment of employees of CONTRACTOR who may be injured or become ill while
engaged in the performance of the WORK under this CONTRACT.
If first-aid facilities and/or services are made available to CONTRACTOR'S
employees then, in consideration for the use of such facilities and the receipt
of such services, CONTRACTOR hereby agrees:
(a) To release, defend, indemnify and hold harmless BECHTEL, OWNER,
and their authorized representatives, successors or assigns,
and all of their officers and employees from and against any
and all claims, demands, liabilities, including attorney's
fees, arising from the receipt of such services or the use of
such facilities by CONTRACTOR'S employees, except for claims
and demands arising out of the sole active negligence of
BECHTEL, OWNER or any of their representatives.
(b) Upon receipt of any notice from BECHTEL or OWNER of any such
claim, demand or liability being pursued against BECHTEL or
OWNER, to not only undertake the defense of such claim, demand
or liability, but also upon entry of judgment, to make any and
all payments necessary thereunder, and
(c) That in the event any of CONTRACTOR's employees require
off-site medical services, including transportation thereto,
CONTRACTOR shall promptly pay for such services directly to the
providers thereof.
GC-30 INSPECTION, QUALITY SURVEILLANCE, REJECTION OF MATERIALS AND WORKMANSHIP
All materials and equipment furnished and WORK performed shall be properly
inspected by CONTRACTOR at its expense, and shall at all times be subject to
quality surveillance and quality audit by OWNER'S Technical Representatives,
who shall be afforded full and free access to the shops, factories or other
places of business of CONTRACTOR and its lower-tier suppliers and
subcontractors for such quality surveillance or audit. CONTRACTOR shall provide
safe and adequate facilities, drawings, documents and samples as requested, and
shall provide assistance and cooperation including stoppage of WORK to perform
such examination as may be necessary to determine compliance with the
requirements of this CONTRACT. Any WORK covered prior to any quality
surveillance or test by OWNER'S Technical Representatives, shall be uncovered
and replaced at the expense of CONTRACTOR. Failure of OWNER'S Technical
Representatives to make such quality surveillance or to discover defective
design, materials or workmanship shall not relieve CONTRACTOR of its
obligations under this CONTRACT nor prejudice the rights of BECHTEL or OWNER
thereafter to reject or require the correction of defective work in accordance
with the provisions of this CONTRACT.
If any WORK is determined by OWNER'S Technical Representatives to be defective
or not in conformance with this CONTRACT, CONTRACTOR will be notified in
writing and shall, at CONTRACTOR'S expense, immediately remove and replace or
correct such defective work.
GC-31 TESTING
Unless otherwise provided in the CONTRACT, testing of materials or WORK shall
be performed by an independent testing organization, approved by OWNER'S
Technical Representative, at CONTRACTOR'S expense and in accordance with
CONTRACT requirements. In the event such
Contract 22352-CWL
Exhibit "A"
Page Number 10
12 September 1994
16
GC-31 TESTING (Continued)
testing of materials or work results in the failure of that material or work,
CONTRACTOR shall, upon replacement or repair of such failed material or work,
reperform the test until such time that the material or work passes the
test(s). All re-work, replacement and testing shall be at CONTRACTOR'S expense.
Should tests in addition to those required by this CONTRACT be desired by
BECHTEL or OWNER, CONTRACTOR will be advised in ample time to permit such
testing. Such additional tests will be at OWNER'S expense.
CONTRACTOR shall furnish samples as requested and shall provide reasonable
assistance and cooperation necessary to permit tests to be performed on
materials or work in place including reasonable stoppage of WORK during testing.
GC-32 EXPEDITING
The material and equipment furnished and WORK performed under this CONTRACT may
be subject to expediting by BECHTEL and/or OWNER or their representatives who
shall be allowed full and free access to the shops, factories and other places
of business of CONTRACTOR and its lower-tier suppliers and subcontractors for
expediting purposes. As required by BECHTEL, CONTRACTOR shall provide detailed
schedules and progress reports for use in expediting and shall cooperate with
BECHTEL and OWNER in expediting activities.
GC-33 PROGRESS
CONTRACTOR shall give BECHTEL full information in advance as to its plans for
performing each part of the WORK. If at any time, CONTRACTOR'S actual progress
is inadequate to meet the requirements of this CONTRACT, BECHTEL may so notify
CONTRACTOR who shall thereupon take such steps as may be necessary to improve
its progress. If within a reasonable period as determined by BECHTEL,
CONTRACTOR does not improve performance to meet the currently approved CONTRACT
SCHEDULE, BECHTEL may require an increase in CONTRACTOR'S labor force, the
number of shifts, overtime operations, additional days of WORK per week and an
increase in the amount of construction plant, all without additional cost to
OWNER. Neither such notice nor XXXXXXX'X failure to issue such notice shall
relieve CONTRACTOR of its obligation to achieve the quality of WORK and
rate of progress required by this CONTRACT.
Failure of CONTRACTOR to comply with XXXXXXX'X instructions may be grounds for
determination by BECHTEL that CONTRACTOR is not prosecuting the WORK with
such diligence as will assure completion within the times specified. Upon such
determination, OWNER may terminate, in accordance with the applicable
provisions of this CONTRACT, CONTRACTOR'S right to proceed with the performance
of the CONTRACT.
GC-34 DELAYS AND EXTENSION OF TIME
If CONTRACTOR'S performance of this CONTRACT is prevented or delayed by any
unforeseeable cause, existing or future, which is beyond the reasonable control
and without the fault or negligence of CONTRACTOR, CONTRACTOR shall, within
twenty-four hours of the commencement of any such delay, give to BECHTEL
written notice thereof and within seven (7) calendar days of commencement of
the delay the anticipated impact of the delay on performance of the WORK.
Within seven (7) calendar days after the termination of any such delay,
CONTRACTOR shall file a written notice with BECHTEL specifying the actual
duration of the delay. Failure to give any of the above notices shall be
sufficient ground for denial of an extension of time. If BECHTEL determines
that the delay was unforeseeable, beyond the control and without the fault or
negligence of CONTRACTOR, BECHTEL will determine the duration of the delay and
will extend the time of performance of this CONTRACT accordingly. Such extension
shall be the sole remedy for the delay.
Contract 22352-CWL
Exhibit "A"
Page Number 11
12 September 1994
17
GC-35 CHANGES
BECHTEL may, at any time, without notice to the sureties, if any, by written
Change Notice, make any change in the WORK within the general scope of this
CONTRACT, including but not limited to changes:
(a) In the drawings, designs or specifications,
(b) In the quantity, method or manner of CONTRACTOR'S WORK,
(c) In OWNER-furnished facilities, equipment, materials, services or
JOBSITE, and
(d) Directing acceleration or deceleration in the performance of
the WORK.
If at any time CONTRACTOR believes that other acts or omissions of BECHTEL or
OWNER constitute a change to the WORK not covered by a Change Notice,
CONTRACTOR must within ten (10) calendar days submit in writing a Change
Notice request explaining in detail the basis for the request. BECHTEL will
either issue a Change Notice or deny the request in writing.
If CONTRACTOR believes that an equitable adjustment is due under this clause,
it must, within ten (10) calendar days after receipt of written Change Notice,
submit to BECHTEL a written statement (proposal) setting for the nature,
schedule and monetary impact of such change in sufficient detail to permit
thorough analysis and negotiation. The proposal shall state the basis for
compensation in conformance with the provisions of the Special Condition titled
"Pricing of Adjustments".
If any change under this clause causes an increase or decrease in CONTRACTOR'S
cost of, or the time required for, the performance of any part of the WORK
under this CONTRACT whether or not changed by any order, as may be agreed to by
BECHTEL, an equitable adjustment shall be made and the CONTRACT modified by
written Contract Amendment signed by both parties. CONTRACTOR shall not be
entitled to and neither BECHTEL nor OWNER shall be liable to CONTRACTOR or its
lower-tier suppliers or subcontractors in tort (including negligence), or in
contract except as specifically provided herein, for increased costs in
connection with any changes or delays in the WORK.
No request by CONTRACTOR for an equitable adjustment hereunder shall be
approved unless the required notice has been given within ten (10) calendar
days as specified.
In no case shall any claim by CONTRACTOR be considered if asserted after Final
Payment under this CONTRACT. Nothing in this clause shall excuse CONTRACTOR
from proceeding with the CONTRACT as changed, whether or not an equitable
adjustment has been made.
All modifications to this CONTRACT shall only be made by written Contract
Amendment signed by both parties.
GC-36 USE OF COMPLETED PORTIONS OF WORK
Whenever, as determined by BECHTEL, any portion of the WORK performed by
CONTRACTOR is suitable for use, BECHTEL or OWNER may occupy and use such
portion. Use shall not constitute acceptance, relieve CONTRACTOR of its
responsibilities, or act as a waiver by BECHTEL or OWNER of any of the terms of
the CONTRACT.
Contract 22352-CWL
Exhibit "A"
Page Number 12
12 September 1994
18
GC-36 USE OF COMPLETED PORTIONS OF WORK (Continued)
CONTRACTOR shall not be liable for normal wear and tear or for repair of damage
caused by any misuse during such occupancy or use by BECHTEL or OWNER. If such
use increases the cost or time of performance of remaining portions of the WORK,
CONTRACTOR shall be entitled to an equitable adjustment in its compensation or
schedule under this CONTRACT.
If, as a result of CONTRACTOR'S failure to comply with the provisions of this
CONTRACT, such use proves to be unsatisfactory to BECHTEL or OWNER, BECHTEL or
OWNER shall have the right to continue such use until such portion of the WORK
can, without injury to BECHTEL or OWNER, be taken out of service for correction
of defects, errors, omissions or replacement of unsatisfactory materials or
equipment as necessary for such portion of the WORK to comply with the CONTRACT;
provided that the period of such operation or use pending completion of
appropriate remedial action shall not exceed twelve (12) months unless otherwise
mutually agreed in writing between the parties.
CONTRACTOR shall not use any permanently installed equipment unless such use is
approved in writing by BECHTEL. When such use is approved, CONTRACTOR shall at
CONTRACTOR'S expense properly use and maintain and, upon completion of such use,
recondition such equipment as required to meet specifications.
If BECHTEL or OWNER furnishes an operator for such equipment, all services
performed shall be under the complete direction and control of CONTRACTOR, and
such operator shall be considered CONTRACTOR's employee for all purposes other
than payment of such operator's wages. Worker's Compensation insurance or other
benefits paid directly or indirectly by BECHTEL or OWNER.
GC-37 EXAMINATION OF CONTRACTOR'S RECORDS AND ACCOUNTS
CONTRACTOR shall maintain records and accounts in connection with the
performance of this CONTRACT which will accurately document incurred costs of
whatever nature. BECHTEL, OWNER, or their representatives shall have the right
to examine at all reasonable times, with advance notification, such records and
accounts for the limited purpose of verifying requests for payment when costs
are the basis of such payment and for evaluating the reasonableness of proposed
CONTRACT price adjustments and claims.
If BECHTEL or OWNER establish uniform codes of accounts for the Project,
CONTRACTOR shall use such codes in identifying its records and accounts.
GC-38 WARRANTY
All materials and equipment incorporated into the WORK under this CONTRACT shall
be new and of the most suitable grade of their respective kinds for their
intended uses unless otherwise specified. All workmanship shall be in accordance
with sound construction practices acceptable to the OWNER'S Technical
Representatives. CONTRACTOR warrants all materials, equipment and labor it
furnishes or performs under this CONTRACT against defects in design, materials,
and workmanship for a period of Twelve (12) months after acceptance of the
Project as a whole by OWNER, unless a longer period is specified elsewhere in
this CONTRACT.
If at any time prior to the expiration of the warranty period, CONTRACTOR,
BECHTEL or OWNER discovers any defect in such design, materials, equipment or
workmanship, CONTRACTOR shall, upon written notice from BECHTEL or OWNER given
within a reasonable time after discovery, correct such defects to the
satisfaction of BECHTEL or OWNER by redesigning, repairing or replacing the
defective work at a time acceptable to BECHTEL or OWNER. All costs incidental to
Contract 22352-CWL
Exhibit "A"
Page Number 13
12 September 1994
19
GC-38 WARRANTY (Continued)
such corrective action including access, removal, disassembly, reinstallation,
reconstruction, retesting and reinspection as may be necessary to correct the
defect or demonstrate that the previously defective WORK conforms to the
requirements of this CONTRACT shall be borne by CONTRACTOR.
CONTRACTOR further warrants any and all corrective action against defects in
design, materials, and workmanship for a period of twelve (12) months, or longer
period as specified, following acceptance by BECHTEL or OWNER of the corrected
work.
GC-39 BACKCHARGES
If, under the provisions of this CONTRACT, CONTRACTOR is notified by BECHTEL to
correct defective or nonconforming work, and CONTRACTOR states or by its actions
indicates that it is unable or unwilling to proceed with corrective action in a
reasonable time, BECHTEL or OWNER may, upon written notice, proceed with or
cause to accomplish the redesign, repair, rework or replacement of nonconforming
work by the most expeditious means available and backcharge CONTRACTOR for the
costs incurred. Furthermore, if BECHTEL or OWNER agrees to or is required to
perform WORK or cause the WORK to be performed for CONTRACTOR, such as cleanup,
off-loading or completion of incomplete WORK, BECHTEL or OWNER may, upon written
notice, perform such WORK by the most expeditious means available and backcharge
CONTRACTOR for the costs incurred.
The cost of backcharge WORK shall include:
(a) Incurred labor costs including all payroll additives,
(b) Incurred net delivered material costs,
(c) Incurred lower-tier supplier and subcontractor costs (including the
cost of BECHTEL and OWNER'S Technical Representatives) directly
related to performing the corrective action,
(d) Equipment and tool rentals at prevailing rates in the JOBSITE area,
and
(e) A factor of sixty percent (60%) applied to the total of items (a)
through (d) for OWNER'S overhead, supervision and administrative
costs.
The backcharge notice will request CONTRACTOR'S approval for BECHTEL or OWNER to
proceed with the required WORK. However, failure of CONTRACTOR to grant such
approval shall not impair XXXXXXX'X or OWNER'S right to proceed with WORK or to
cause the WORK to be performed under this or any other provision of this
CONTRACT.
OWNER shall separately invoice or deduct from payments otherwise due to
CONTRACTOR the costs as provided herein. OWNER'S right to back charge is in
addition to any and all other rights and remedies provided in this CONTRACT or
by law. The performance of backcharge WORK by BECHTEL or OWNER shall not relieve
CONTRACTOR of any of its responsibilities under this CONTRACT including but not
limited to express or implied warranties, specified standards for quality,
contractual liabilities and indemnifications, and the CONTRACT SCHEDULE.
GC-40 INDEMNITY
CONTRACTOR hereby releases and shall indemnify, defend and hold harmless
BECHTEL, OWNER, the ARCHITECT and the STRUCTURAL ENGINEER, and their
subsidiaries and affiliates and the officers, agents, employees, successors and
assigns and authorized representative of all
Contract 22352-CWL
Exhibit "A"
Page Number 14
12 September 1994
20
GC-40 INDEMNITY (Continued)
the foregoing from and against any and all suits, actions, legal or
administrative proceedings, claims, demands, damages, liabilities, interest,
attorney's fees, costs and expenses of whatsoever kind or nature, including
those arising out of injury to or death of CONTRACTOR'S employees, whether
arising before or after completion of the WORK hereunder and in any manner
directly or indirectly caused, occasioned, or contributed to in whole or in
part, or claimed to be caused, occasioned or contributed to in whole or in part,
by reason of any act, omission, fault or negligence whether active or passive of
CONTRACTOR, its lower-tier suppliers, subcontractors or of anyone acting under
its direction or control or on its behalf in connection with or incidental to
the performance of this CONTRACT. CONTRACTOR'S aforesaid release, indemnity and
hold harmless obligations, or portions or applications thereof, shall apply even
in the event of the fault or negligence, whether active or passive, or strict
liability of the parties released, indemnified or held harmless to the fullest
extent permitted by law, but in no event shall they apply to liability caused by
the willful misconduct or gross negligence of the party released, indemnified
or held harmless.
GC-41 PATENT AND COPYRIGHT INDEMNITY
CONTRACTOR hereby indemnifies and shall defend and hold harmless BECHTEL, OWNER,
the ARCHITECT and the STRUCTURAL ENGINEER, and their representatives from and
against any and all claims, actions, losses, damages, and expenses, including
attorney's fees, arising from any claim, whether rightful or otherwise, that any
concept, product, equipment, material, process, copyrighted material or
confidential information, or any part thereof, furnished by CONTRACTOR under
this CONTRACT constitutes and infringement of any patent or copyrighted material
or a theft of trade secrets. If use of any part of such concept, product,
equipment, material, process, copyrighted material or confidential information
is limited or prohibited, CONTRACTOR shall, at its sole expense procure the
necessary licenses to use the infringing or a modified but non-infringing
concept, product, equipment, material, process, copyrighted material or
confidential information or, with XXXXXXX'X or OWNER'S prior written approval,
replace it with substantially equal but non-infringing concepts, products,
equipment, materials, processes, copyrighted material or confidential
information; provided, however,
(a) That any such substituted or modified concepts, products,
equipment, material, processes, copyrighted material or
confidential information shall meet all the requirements and be
subject to all the provisions of this CONTRACT, and
(b) That such replacement or modification shall not modify or relieve
CONTRACTOR of its obligations under this CONTRACT.
The foregoing obligation shall not apply to any concept, product, equipment,
material, process, copyrighted material or confidential information the detailed
design of which (excluding rating and/or performance specifications) has been
furnished in writing by BECHTEL or OWNER to CONTRACTOR.
GC-42 ASSIGNMENTS AND SUBCONTRACTS
Any assignment of this CONTRACT or rights hereunder, in whole or part, without
the prior written consent of OWNER shall be void, except that upon ten (10)
calendar days written notice to BECHTEL, CONTRACTOR may assign monies due or to
become due under this CONTRACT, provided that any assignment of monies shall be
subject to proper set-offs in favor of OWNER and any deductions provided for in
this CONTRACT.
Contract 22352-CWL
Exhibit "A"
Page Number 15
12 September 1994
21
GC-42 ASSIGNMENTS AND SUBCONTRACTS (Continued)
CONTRACTOR shall not subcontract with any third party for the performance of
all or any portion of the WORK without the advance written approval of BECHTEL.
Lower-tier subcontracts and purchase orders must include provisions to secure
all rights and remedies of BECHTEL, OWNER, the ARCHITECT and the STRUCTURAL
ENGINEER, provided under this CONTRACT, and must impose upon the lower-tier
supplier and subcontractor all of the general duties and obligations required
to fulfill this CONTRACT.
Copies of all purchase and subcontract agreements are to be provided to BECHTEL
upon request. Pricing may be deleted unless the compensation to be paid
thereunder is reimbursable under this CONTRACT.
No assignment or subcontract will be approved which would relieve CONTRACTOR or
its sureties, if any, of their responsibilities under this CONTRACT.
GC-43 SUSPENSION
BECHTEL may by written notice to CONTRACTOR, suspend at any time the
performance of all or any portion of the WORK to be performed under the
CONTRACT. Upon receipt of such notice, CONTRACTOR shall, unless the notice
requires otherwise:
(a) Immediately discontinue WORK on the date and to the extent
specified in the notice,
(b) Place no further orders or subcontracts for material, services,
or facilities with respect to suspended WORK other than to the
extent required in the notice,
(c) Promptly make every reasonable effort to obtain suspension upon
terms satisfactory to BECHTEL of all orders, subcontracts and
rental agreements to the extent they relate to performance of
suspended WORK.
(d) Continue to protect and maintain the WORK including those
portions on which WORK has been suspended, and
(e) Take any other reasonable steps to minimize costs associated
with such suspension.
As full compensation for such suspension, CONTRACTOR will be reimbursed for the
following costs, reasonably incurred, without duplication of any item, to the
extent that such costs directly result from such WORK suspension:
(f) A standby charge to be paid to CONTRACTOR during the period of
WORK suspension, which standby charge shall be sufficient to
compensate CONTRACTOR for keeping, to the extent required in the
suspension notice, its organization and equipment committed to
the WORK on an standby basis,
(g) All reasonable costs associated with mobilization and
demobilization of CONTRACTOR'S plant, forces and equipment, and
(h) An equitable amount to reimburse CONTRACTOR for the cost of
maintaining and protecting that portion of the WORK upon which
performance has been suspended.
Upon receipt of notice to resume suspended WORK, CONTRACTOR shall immediately
resume performance under this CONTRACT to the extent required in the notice.
If the CONTRACTOR intends to assert a claim for equitable adjustment under this
clause, it must, within ten (10) calendar days after receipt of notice to
resume WORK, submit to BECHTEL a written statement setting forth the schedule
impact and monetary extent of such claim in sufficient detail to permit
thorough analysis. No adjustment shall be made for any suspension to the extent
that performance would have been suspended, delayed, or interrupted by any
CONTRACTOR non-compliance with the requirements of this CONTRACT.
Contract 22352-CWL
Exhibit "A"
Page Number 16
12 September 1994
22
GC-44 TERMINATION FOR DEFAULT (Continued)
Notwithstanding any other provisions of this CONTRACT, CONTRACTOR shall be
considered in default of its contractual obligations under this CONTRACT if it:
(a) Performs WORK which fails to conform to the requirements of this
CONTRACT,
(b) Fails to meet the CONTRACT SCHEDULE or fails to make progress so
as to endanger performance of this CONTRACT,
(c) Abandons or refuses to proceed with any of the WORK, including
modifications directed pursuant to the General Condition titled
"CHANGES,"
(d) Fails to fulfill any of the terms of this CONTRACT, or
(e) Fails to provide adequate assurance of CONTRACTOR'S future
performance in accordance with the terms and conditions of the
CONTRACT, within the time specified in the following paragraph, in
response to demand by BECHTEL in the event that an order for relief
in bankruptcy is entered with respect to CONTRACTOR or CONTRACTOR
becomes insolvent or makes a general assignment for the benefit of
creditors. BECHTEL shall be the sole judge of the adequacy of said
assurance.
Upon the occurrence of any of the foregoing, BECHTEL shall notify CONTRACTOR in
writing of the nature of the failure and of OWNER'S intention to terminate the
CONTRACT for default. If CONTRACTOR does not cure such failure within three
(3) calendar days from receipt of notification, or sooner if safety to persons
is involved, or if CONTRACTOR fails to provide satisfactory evidence that such
default will be corrected, OWNER may, by written notice to CONTRACTOR and
without notice to CONTRACTOR'S sureties, if any, terminate in whole or in part
CONTRACTOR'S right to proceed with the WORK and OWNER may prosecute the WORK to
completion by CONTRACT or by any other method deemed expedient. OWNER may take
possession of and utilize any materials, plant, tools, equipment, and property
of any kind furnished by CONTRACTOR and necessary to complete the WORK.
CONTRACTOR and its sureties, if any, shall be liable for all costs in excess of
the Total Lump Sum Price for such terminated WORK reasonably and necessarily
incurred in the completion of the WORK as scheduled, including cost of
administration of any CONTRACT awarded to others for completion.
Upon completion for default, CONTRACTOR shall:
(f) Immediately discontinue WORK on the date and to the extent
specified in the notice and place no further purchase orders or
subcontracts to the extent that they relate to the performance of
the terminated WORK,
(g) Inventory, maintain and turn over to OWNER all materials, plant,
tools, equipment, and property furnished by CONTRACTOR or provided
by OWNER for performance of the terminated WORK,
(h) Promptly obtain cancellation upon terms satisfactory to OWNER of
all purchase orders, lower-tier subcontracts, rentals, or any
other agreements existing for performance of the terminated WORK or
assign those agreements as directed by OWNER,
(i) Cooperate with BECHTEL and OWNER in the transfer of information
and disposition of WORK in progress so as to mitigate damages,
(j) Comply with other reasonable requests from BECHTEL or OWNER
regarding the terminated WORK, and
(k) Continue to perform in accordance with all of the terms and
conditions of this CONTRACT such portion of the WORK that is not
terminated.
Contract 22352-CWL
Exhibit "A"
Page Number 17
12 September 1994
23
GC-44 TERMINATION FOR DEFAULT (Continued)
If, after termination pursuant to this clause, it is determined for any reason
that CONTRACTOR was not in default, the rights and obligations of the parties
shall be the same as if the notice of termination had been issued pursuant to
the General Condition titled "Optional Termination."
GS-45 OPTIONAL TERMINATION
OWNER may, at its option, terminate for convenience any of the WORK under this
CONTRACT in whole or, from time to time, in part, at any time by written
notice through BECHTEL to CONTRACTOR. Such notice shall specify the extent to
which the performance of the WORK is terminated and the effective date of such
termination. Upon receipt of such notice CONTRACTOR shall:
(a) Immediately discontinue the WORK on the date and to the extent
specified in the notice and place no further orders or lower-tier
subcontracts for materials, services, or facilities, other than as
may be required for completion of such portion of the WORK that is
not terminated,
(b) Promptly obtain cancellation upon terms satisfactory to OWNER of
all purchase orders, lower-tier subcontracts, rentals, or any
other agreements existing for the performance of the terminated
WORK or assign those agreements as directed by OWNER,
(c) Assist BECHTEL or OWNER in the maintenance, protection, and
disposition of work in progress, plant, tools, equipment, property
and materials acquired by CONTRACTOR or furnished by OWNER under
this CONTRACT, and
(d) Complete performance of such portion of the WORK which is not
terminated.
Upon any such termination, CONTRACTOR shall waive any claims for damages
including loss of anticipated profits, on account thereof, but as the sole
right and remedy of CONTRACTOR, OWNER shall pay in accordance with the
following:
(e) All amounts due and not previously paid to CONTRACTOR for WORK
completed in accordance with this CONTRACT prior to such notice of
termination, and for WORK thereafter completed as specified in such
notice,
(f) Reasonable administrative costs of settling and paying claims
arising out of termination of WORK under lower-tier subcontracts or
purchase orders,
(g) Reasonable costs incurred in demobilization and the disposition of
residual material, plant and equipment, and
(h) A reasonable profit on items (f) and (g) of this paragraph.
CONTRACTOR shall submit within thirty (30) calendar days after receipt of
notice of termination, a proposal for an adjustment to the Total Lump Sum Price
including all incurred costs described herein. BECHTEL shall review, analyze,
and verify such proposal, and negotiate an equitable adjustment, and, upon
agreement, the CONTRACT shall be amended in writing accordingly.
Contract 22352-CWL
Exhibit "A"
Page Number 18
12 September 1994
24
GC-46 FINAL INSPECTION AND ACCEPTANCE
When CONTRACTOR considers the WORK, or any independently identifiable portion
of the WORK under this CONTRACT to be complete and ready for acceptance,
CONTRACTOR shall notify BECHTEL in writing. BECHTEL, the ARCHITECT or the
STRUCTURAL ENGINEER with CONTRACTOR'S cooperation, will conduct such reviews,
inspections and tests as may be reasonably required to satisfy BECHTEL and
OWNER that the WORK, or identified portion of the WORK, conforms to all
requirements of the CONTRACT. If all or any part of the WORK covered by
CONTRACTOR'S notice does not conform to CONTRACT requirements, BECHTEL shall
notify CONTRACTOR of such nonconformance and CONTRACTOR shall take corrective
action in accordance with the General Condition titled "Inspection, Quality
Surveillance, Rejection of Materials and Workmanship" and have the
nonconforming WORK reinspected until accepted. XXXXXXX'X written acceptance
("Certificate of Final Acceptance") shall be final and conclusive except with
regard to latent defects, fraud or such gross mistakes as amount to fraud, or
with regard to OWNER'S rights under the General Condition titled "Warranty".
GC-47 NON-WAIVER
Failure by BECHTEL or OWNER to insist upon strict performance of any terms or
conditions of this CONTRACT, or failure or delay to exercise any rights or
remedies provided herein or by law, or failure to properly notify CONTRACTOR in
the event of breach, or the acceptance of or payment for any goods or services
hereunder, or the review or failure to review designs shall not release
CONTRACTOR from any of the warranties or obligations of this CONTRACT and shall
not be deemed a waiver of any right of BECHTEL or OWNER to insist upon strict
performance hereof or any of its rights or remedies as to any prior or
subsequent default hereunder nor shall any termination of WORK under this
CONTRACT by OWNER operate as a waiver of any of the terms hereof.
GC-48 SURVIVAL
The obligations imposed on CONTRACTOR which by their nature survive termination
or completion of the CONTRACT, including but not limited to those General
Conditions entitled "Laws and Regulations", "Taxes", "indemnity", "Patent and
Copyright Indemnity", Liabilities", "Optional Termination", "Termination for
Default", "Warranty", "Examination of Contractor's Records and
Accounts" and "Insurance" shall remain in full force and effect.
GC-49 TERMINATION BY CONTRACTOR
CONTRACTOR shall be entitled by a fourteen (14) calendar day prior written
notice of termination given to BECHTEL and OWNER to terminate the CONTRACT on
any of the following grounds:
(a) If the whole or essential part of WORK is suspended on the
written instruction of BECHTEL and permission to resume WORK is
not given by BECHTEL within a period of 90 days from the date of
suspension, or
(b) if the carrying out of whole or essential part of WORK is
suspended for a continuous period of 90 days or more by reason
of one or more act(s) of Force Majuere or unforeseen reason, or
(c) if OWNER fails to pay to CONTRACTOR the amount due under any
Certificate of Payment within two months after the expiration of
the due date, or
(d) if OWNER improperly or fraudulently interferes with or
influences or obstructs the issue of a payment Certificate, or
Contract 22352-CWL
Exhibit "A"
Page Number 19
12 September 1994
25
[illegible] economic dislocation, it is impossible for him to continue to meet
his contractual obligations, or
(f) if OWNER becomes bankrupt or, being a company, going into
liquidation, other than for the purpose of a scheme of reconstruction or
amalgamation, or
Upon expiration of the notice referred to above, CONTRACTOR shall:
(g) immediately discontinue the WORK on the date specified in the
notice and place no further orders or lower-tier subcontracts for materials,
services, or facilities,
(h) promptly obtain cancellation of all purchase orders, lower-tier
subcontracts, rentals or any other agreement existing for the performance of
terminated WORK or assign those agreements, if possible, to OWNER,
(i) assist BECHTEL or OWNER in maintenance, protection and disposition
of WORK in progress, plant, tools, equipment, property and materials acquired
by CONTRACTOR or furnished by OWNER under this contract, and
upon any such termination, OWNER shall pay in accordance with the following:
(j) all amounts due and not previously paid to CONTRACTOR for WORK
completed in accordance with this CONTRACT prior to such notice of termination,
and for WORK thereafter completed which has been specifically approved by
BECHTEL,
(k) reasonable administrative costs of settling and paying claims
arising out of the termination of WORK under lower-tier subcontracts or
purchase orders
(l) reasonable costs incurred in mobilization and demobilization and
the disposition of residual material, plant and equipment, and
(m) a reasonable profit on items (k) and (l) of this paragraph.
CONTRACTOR shall submit within sixty (60) calendar days after issue of notice
of termination, a proposal for an adjustment to the Total Lump Sum Price
including all incurred costs described herein. BECHTEL shall review, analyze
and verify such proposal, and negotiate an equitable adjustment, and, upon
agreement, BECHTEL shall duly notify the result to both OWNER and CONTRACTOR
and Certify the amount due to CONTRACTOR. The OWNER shall pay the amount so
certified by BECHTEL within 30 days from the date of such notification by
BECHTEL.
- - - - - - END OF EXHIBIT - - - - - -
Contract 22352-CWL
Exhibit "A"
Page Number 20
12 September 1994
26
EXHIBIT "B"
SPECIAL CONDITIONS
________________________________________________________________________________
EMPIRE TOWERS PROJECT
27
THK REAL ESTATE LIMITED
EMPIRE TOWERS PROJECT
EXHIBIT "B"
SPECIAL CONDITIONS
TABLE OF CONTENTS
SC Title Page
-- ----- ----
1 DEFINITIONS 1
2 INSURANCE 3
3 BECHTEL FURNISHED DRAWINGS AND SPECIFICATIONS 5
4 OWNER FURNISHED UTILITIES AND FACILITIES 5
5 OWNER FURNISHED MATERIALS AND EQUIPMENT 6
6 OWNER FURNISHED PERMITS 6
7 CONTRACTOR FURNISHED DRAWINGS, DATA AND SAMPLES 7
8 COMMENCEMENT, PROSECUTION AND COMPLETION OF THE WORK 11
9 CONTRACT SCHEDULE 11
10 TEMPORARY ACCESS AND XXXX XXXXX 00
00 NOT USED 13
12 SAFETY, HEALTH AND SECURITY PROGRAMS 13
13 EXPLOSIVES 15
14 ADVANCE PAYMENT AND PERFORMANCE SECURITIES 15
15 CERTIFICATES OF PAYMENT AND PAYMENTS 16
16 MEASUREMENT FOR PAYMENT AND PAYMENT FOR WORK (NOT INCLUDED IN THE
LUMP SUM PRICE BREAKDOWN AND PAY ITEMS. (SC-15) 21
17 PRICING OF ADJUSTMENTS 21
18 QUALITY ASSURANCE PROGRAM 23
19 APPLICABLE LAW 23
20 CONTRACT LANGUAGE 23
21 NOT USED 23
22 ASSIGNMENT OF SUBCONTRACT TO CONTRACTOR 23
23 NONDISCLOSURE 23
24 MEASUREMENT SYSTEM 24
25 ARBITRATION 24
26 LIQUIDATED DAMAGES AND BONUS FOR EARLY COMPLETION 24
27 KEY PERSONNEL 25
28 NOT USED 26
29 OPERATING AND MAINTENANCE INSTRUCTIONS 26
30 NOT USED 26
31 CONTRACTOR'S ARCHITECT AND ENGINEER 26
32 EXTRA WORK HOURS - OWNER, BECHTEL AND TECHNICAL REPRESENTATIVES 26
28
THK REAL ESTATE LIMITED
EMPIRE TOWERS PROJECT
EXHIBIT "B"
SPECIAL CONDITIONS
SC-1 DEFINITIONS
OWNER MEANS THK REAL ESTATE LTD.
--------------------
BECHTEL means XXXXXXX INTERNATIONAL, INC. and all of its authorized
---------------------------
representatives acting in their professional capacities as project manager on
behalf of OWNER or other project manager appointed by OWNER.
CONTRACTOR means KASION F.C. LTD., its authorized representatives, successors,
----------------
and permitted assigns.
ARCHITECT means ACT Consultants Co., Ltd., as a Technical Representative of
-------------------------
OWNER has technical responsibility for all aspects of the EMPIRE TOWERS PROJECT
except for those held by STRUCTURAL ENGINEER.
STRUCTURAL ENGINEER means Xxxx Xxxxxx Xxx Consulting Engineers, as a Technical
------------------------------------
Representative of OWNER has technical responsibility for the structure of the
High-Rise portion of the EMPIRE TOWERS PROJECT.
PROJECT means the EMPIRE TOWERS PROJECT FOR OWNER, located in Bangkok,
Thailand, for which the WORK under this CONTRACT is being performed.
Work means all activities required by the CONTRACT to be performed by
CONTRACTOR.
JOBSITE means the site located at the southwest corner of the intersection of
Klong Chaongnaoncee and Sathom Road, Bangkok, Thailand, at which location
construction activity shall be performed under this CONTRACT and any other
lands and places provided by OWNER for work space or any other purpose as may
be specifically designated in the CONTRACT as forming part of the JOBSITE.
JOBSITE shall also include CONTRACTOR'S offsite work and Storage areas used
only for this PROJECT.
CONTRACT means the Contract Agreement Form and all documents listed therein at
any tier.
CONTRACT SCHEDULE means the time period set forth for performance of the WORK
under this CONTRACT.
RELATIONSHIP OF THE PARTIES
X. XXXXXXX is OWNER'S representative authorized to review, direct and
coordinate the performance of the WORK and the obligations of the CONTRACTOR,
STRUCTURAL ENGINEER and ARCHITECT, and any third party in connection with the
execution of the PROJECT and it may delegate its employees to review the WORK
in progress. BECHTEL is
Contract 22352-CWL
Exhibit "B"
Page Number 1
12 September 1994
29
SC-1 DEFINITIONS (Continued)
the administrator of the application of the CONTRACT with respect to all
matters except for the technical interpretation of the technical portion of the
CONTRACT. BECHTEL has the authority to act on behalf of OWNER to the extent
expressly provided in the CONTRACT or otherwise in writing.
XXXXXXX'X duties and responsibilities with respect to CONTRACTOR'S work under
the CONTRACT are, without limitation, as follows:
(1) On-site administration on construction activities and advising OWNER as
to the progress of the WORK; monthly measurement and evaluation of work
completed for the purpose of interim payments to CONTRACTOR and issuing
the Certificate of Payment to OWNER; determination of deviations
between contractual and actual CONTRACTOR performance or quality of
materials and assessment of CONTRACTOR'S program status. BECHTEL shall
be entitled to give to CONTRACTOR written instructions and CONTRACTOR
shall comply with such instructions. The giving of such instructions
and compliance therewith by CONTRACTOR shall not relieve CONTRACTOR of
any of its obligations hereunder.
(2) Preparation of estimates of costs of all modification of design
throughout the term of the CONTRACT, and negotiation with CONTRACTOR of
any legitimate financial variation from CONTRACT Prices.
(3) Negotiation with CONTRACTOR of any financial variations claimed as a
result of disruptions of CONTRACTOR'S program due to any influences
specifically excluded by the CONTRACT from the CONTRACTOR'S
responsibility.
(4) BECHTEL shall be responsible for monitoring the proper performance of
CONTRACTOR'S means, methods, techniques, sequences and procedures
according to the approved schedule and programs and will recommend to
OWNER preventative and corrective measures to be taken and at the same
time, notify CONTRACTOR and any third party as it deems appropriate.
B. The ARCHITECT/STRUCTURAL ENGINEER shall be OWNER'S Technical
Representatives during the construction period and shall observe the WORK in
progress on behalf of OWNER. Their obligations, with respect to their assigned
areas of responsibility, are;
(1) Review and approval of shop drawings and material samples for
conformance with the CONTRACT.
(2) Consultation with BECHTEL for the purpose of clarification and
interpretation of the technical portions of the CONTRACT.
(3) Full time inspection and coordination of the WORK at the JOBSITE by
CONTRACTOR to determine if the construction is in conformance with the
CONTRACT
(4) Perform technical interpretation of the CONTRACT and judge all
technical aspects of performance thereunder. To the extent provided in
the CONTRACT, enforce performance thereof by CONTRACTOR.
Contract 22352-CWL
Exhibit "B"
Page Number 2
12 September 1994
30
ALL SECTIONS MARKED WITH TWO ASTERISKS ("**") REFLECT PORTIONS WHICH
HAVE BEEN REDACTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE
COMMISSION BY AMERICAN RICE, INC. AS PART OF A REQUEST FOR CONFIDENTIAL
TREATMENT.
SC-1 DEFINITIONS (Continued)
(5) Make decisions on all technical differences between it and CONTRACTOR
and on all other matters relating to the technical aspects of the WORK.
It shall be entitled to give to CONTRACTOR through BECHTEL, written
instructions within the Scope of its functions, and CONTRACTOR shall
comply with such instructions. The giving of such instructions and
compliance therewith by CONTRACTOR shall not relieve CONTRACTOR of any
of its obligations hereunder.
C. OWNER may, from time to time, have its employees or consultants on the
JOBSITE during construction to observe the WORK in progress and the fulfillment
of all parties' obligations. Such employees or consultants shall have no
obligation or authority to direct the WORK.
SC-2 INSURANCE
A. CONTRACTOR shall, at its sole expense, maintain in effect at all times
during the performance of the WORK insurance coverage with limits not less than
those set forth below with insurers and under forms of policies satisfactory to
BECHTEL and OWNER. CONTRACTOR shall deliver to BECHTEL no later than ten (10)
calendar days after award of this CONTRACT but in any event prior to commencing
WORK at the JOBSITE evidence that policies providing such coverage and limits
of insurance are in full force and effect. Certificates shall provide that not
less than thirty (30) calendar days advance notice will be given in writing
to BECHTEL prior to cancellation, termination or material alteration of said
policies of insurance. Certificates shall identify on their face the Project
Name and the applicable Contract Number.
Coverage:
--------
(1) Workers' Compensation Insurance as required by any applicable law
or regulation.
(2) Employer's Liability Insurance including a "principals" clause of
not less than:
Baht ** each accident.
(3) Automobile Bodily Injury and Property Damage Liability Insurance
covering automobiles owned or hired by CONTRACTOR, with minimum
limits as follows:
a. Bodily Injury Baht ** each occurrence
b. Property Damage Baht ** each occurrence
(4) Aircraft and Watercraft Liability Insurance covering aircraft and
watercraft owned or hired by CONTRACTOR with a minimum limit of
Baht ** each occurrence and including OWNER and BECHTEL as
additional insureds thereunder, if applicable.
(5) "All Risk" Equipment Insurance covering physical damage to all
engineering office and automotive equipment owned or hired for use
by CONTRACTOR in the performance of WORK, containing a waiver of
right of subrogation against OWNER and BECHTEL.
Contract 22352-CWL
Exhibit "B"
Page Number 3
12 September 1994
31
ALL SECTIONS MARKED WITH TWO ASTERISKS ("**") REFLECT PORTIONS WHICH
HAVE BEEN REDACTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE
COMMISSION BY AMERICAN RICE, INC. AS PART OF A REQUEST FOR CONFIDENTIAL
TREATMENT.
SC-2 INSURANCE (Continued)
B. Prior to the commencement of WORK at the JOBSITE, and without in any
way limiting CONTRACTOR'S liability under this CONTRACT, OWNER shall take out,
carry and maintain, or cause to be taken out, carried and maintained, during
the performance of the WORK and for such additional period as hereinafter
specified, the following PROJECT Insurance:
1. Third Party Losses and Damages
Comprehensive Personal Injury and Property Damage Liability
Insurance, excluding coverage for automobiles owned or hired by
CONTRACTOR. The policy limit will be a combined single limit
for personal injury and property damage of Baht ** each
occurrence, with a sublimit of Baht ** for liability for
collapse of any building or structure (conditionally, for any
collapse resulting from vibration, removal and weakening of
support caused by CONTRACT WORK), subject to a deductible of
** of the amount of the claim or Baht ** whichever is
greater, insuring OWNER, BECHTEL and CONTRACTOR each as named
insureds, including their officers, directors, employees and
related entities, with a cross-liability or severability of
interest clause, and covering against liabilities arising out of
or in any way connected with the PROJECT, excluding personal
injury claims against any insured by employees of any other
insured. This insurance shall be maintained in force until
twelve (12) months after Final Acceptance of Termination of
WORK. This insurance shall not apply to loss of or damage to
existing underground cable or other underground lines unless
the insured requests the location of such cables or lines from
the appropriate Public Authorities. Such coverage as does apply
to underground cables or lines shall cover only physical damage
and not consequential damage.
2. Builder's Risk or Course of Construction Insurance. Builder's
Risk or Course of Construction Insurance, insuring on an "All
Risk" basis with a limit of not less than the full insurable
replacement cost of the PROJECT subject to deductible amounts
as selected by OWNER, and covering the PROJECT and all
materials and equipment to be incorporated therein, including
property in transit or elsewhere (other than property insured
under Paragraph B(3) below) and insuring the interests of
OWNER, BECHTEL and its related entities, CONTRACTOR, and
Subcontractors on all tiers. Such insurance shall, subject to
the policy terms and conditions, include coverage for physical
damage resulting from the WORK and shall include an insurer's
waiver of subrogation or right of recourse in favor of each
party insured thereunder. Furthermore, such insurance shall
remain in effect until the entire PROJECT is completed and
accepted by OWNER and including the Warranty period following
Final Acceptance or Termination of the WORK.
3. Ocean Marine Cargo Insurance. Ocean Marine Cargo Insurance
covering property comprising the PROJECT subject to ocean or
air strikes, covering on a warehouse to warehouse basis with a
limit equal to the maximum amount subject to any one conveyance
at any time, whether under or on deck. This insurance shall
insure the interests of OWNER, BECHTEL and its related
entities. CONTRACTOR, and its Subcontractor at all tiers, and
such other parties as may be designated by OWNER and shall
include an insurer's waiver of subrogation.
Contract 22352-CWL
Exhibit "B"
Page Number 4
12 September 1994
32
SC-2 INSURANCE (Continued)
C. The requirements contained herein as to types and limits, as well as
XXXXXXX'X approval of insurance coverage to be maintained by CONTRACTOR, are
not intended to and shall not in any manner limit or qualify the liabilities
and obligations assumed by CONTRACTOR under this CONTRACT.
D. The Certificates of Insurance provided by CONTRACTOR must provide clear
evidence that CONTRACTOR'S Insurance Policies contain the minimum limits of
coverage and special provisions prescribed in this Special Condition titled
"INSURANCE."
E. CONTRACTOR shall deliver the original and two (2) copies of the initial
Certificate(s) of Insurance and notices of cancellation, termination and
alteration of such policies to:
Xx. Xxxx X. Xxxxxxxxxxxx
Project Manager
Xxxxxxx International, Inc.
Contract No. 22352-CWL
SC-3 BECHTEL-FURNISHED DRAWINGS AND SPECIFICATIONS
OWNER, through BECHTEL will furnish specifications and prints of engineering
design drawings for each part of the WORK under this CONTRACT. Such drawings
will give information required for the preparation of shop detail drawings by
CONTRACTOR.
CONTRACTOR shall, immediately upon receipt thereof, check all specifications
and drawings furnished and shall promptly notify BECHTEL of any omissions or
discrepancies in such specifications or drawings.
One (1) copy of such specifications and one (1) full size reproducible copy of
such drawings will be furnished to CONTRACTOR without charge. Any additional
copies of such specifications and drawings will, upon CONTRACTOR'S request, be
furnished to CONTRACTOR at actual cost.
All drawings listed in Exhibit "E". Drawings are a part of this CONTRACT;
however, CONTRACTOR shall perform WORK only in accordance with drawings marked
"Issued for Construction" (IFC). Such IFC drawings will become a part of the
CONTRACT, superseding or supplementing the original "Issue for Bid" drawings.
All specifications included in Exhibit "D" - SCOPE OF WORK AND SPECIFICATIONS,
and issued with the CONTRACT will be considered as being in the IFC status.
SC-4 OWNER-FURNISHED UTILITIES AND FACILITIES
A. Utilities. No utilities will be furnished by OWNER to CONTRACTOR.
However, the below listed utilities are available at outlets existing on the
JOBSITE and CONTRACTOR shall, at its expense, arrange for the delivery by and
payment to the appropriate Municipal Agency and shall extend such utilities
from said outlets to points of use and at completion of all the WORK remove
all materials and equipment used for such temporary extensions.
1. Water for construction
2. M.E.A. Electric power
Contract 22352-CWL
Exhibit "B"
Page Number 5
12 September 1994
33
SC-4 OWNER-FURNISHED UTILITIES AND FACILITIES (Continued)
B. Facilities. The facilities listed below will be furnished by OWNER. Such
facilities may be used by CONTRACTOR without charge therefore, provided that
any such use will be subject to written approval of BECHTEL.
NONE
SC-5 OWNER-FURNISHED MATERIALS AND EQUIPMENT
OWNER will furnish to CONTRACTOR, at OWNER'S warehouse or storage area, the
items listed below to be incorporated into or used in performance of the WORK
under this CONTRACT. Such items will be furnished, without cost to CONTRACTOR,
provided that CONTRACTOR shall, at its expense, accept delivery thereof at the
warehouse or storage area, load, unload, transport to points of use and care
for such items until final disposition thereof. At time of acceptance of any
such item from OWNER, CONTRACTOR shall sign a receipt therefor. Signing of such
receipt without reservation therein shall preclude any subsequent claim by
CONTRACTOR that any such items were received from OWNER in a damaged condition
and with shortages. If at any time after acceptance of any such item from OWNER
any such item is damaged, lost, stolen or destroyed, such item shall be
repaired or replaced at the expense of CONTRACTOR. Items required to be
replaced may, at its option, be furnished by OWNER. Upon completion of all the
WORK under this CONTRACT, CONTRACTOR shall, at its expense, return all surplus
and unused items to OWNER'S warehouse or JOBSITE storage area.
OWNER will exert every reasonable effort to make delivery of such materials and
equipment so as to avoid delay in the progress of the WORK. However, should
OWNER, for any reason, fail to make delivery of any such item and a delay shall
result, CONTRACTOR shall be entitled to no additional compensation or damages
on account of such delay. The only adjustment that will be made will be the
granting of an appropriate extension of time. Materials to be furnished by
OWNER are as follows:
NONE
SC-6 OWNER-FURNISHED PERMITS
The General Condition titled "PERMITS" notwithstanding, OWNER will without cost
to CONTRACTOR, furnish the permits listed below. CONTRACTOR shall, in
accordance with said General Condition titled "PERMITS", provide all other
permits. All such OWNER-furnished permits are available for examination at the
project office of OWNER during regular business hours.
Permits to be furnished by OWNER:
1. Building Permit for the Service Block
Permit No. sor.tor.133/34
Expire: 19 December 2535 (Year corresponding to 1992)
Extended: 07 December 2537 (Year corresponding to 1994)
Extended: 29 July 2538 (Year corresponding to 1995)
2. Building Permit for the Main Building
Permit No. 1257/2535
Expire: 29 October 2537 (Year corresponding to 1994)
Extended: 29 October 2538 (Year corresponding to 1995)
Contract 22352-CWL
Exhibit "B"
Page Number 6
12 September 1994
Revised 15 May 1996
34
SC-7 CONTRACTOR FURNISHED SHOP DRAWINGS AND SAMPLES
Review and permission to proceed by ARCHITECT or STRUCTURAL ENGINEER as stated
in this Special Condition does not constitute acceptance or approval of design
details, calculations, analyses, test methods, certificates or materials
developed or selected by CONTRACTOR and does not relieve CONTRACTOR from full
compliance with Contractual obligations.
A. The term "shop drawings" as used herein includes fabrication, erection,
layout and setting drawings, manufacturer's standard drawings, schedules,
descriptive literature, catalogs and brochures; performance and test data
wiring and control diagrams; and all other drawings and descriptive data
pertaining to materials, equipment, piping, duct and conduit systems, and
methods of constructions as may be required to show that the materials,
equipment or systems and the position thereof conforms to the CONTRACT
requirements. As used herein, the term "manufactured" applies to standard units
usually mass produced, and "fabricated" means items specifically assembled or
made out of selected materials to meet individual design requirements. Shop
drawings shall establish the actual detail or all manufactured or fabricated
items, indicate proper relation to adjoining work, amplify design details of
mechanical and electrical equipment in proper relation to physical spaces in
the structure and incorporate minor changes it design or construction to suit
actual conditions.
B. The term "samples" as used herein includes: natural materials fabricated
items; equipment, devices and appliances and, or parts thereof as called for in
the specifications, and any other samples as may be required by the
ARCHITECT/STRUCTURAL ENGINEER to determine whether the kind, quality,
construction, workmanship, finish, color and other characteristics of the
materials, etc., proposed by CONTRACTOR conform to the requirements of the
CONTRACT. Samples shall establish the kind, quality and other required
characteristics of the various parts of the work, and all WORK shall be in
accordance with the accepted samples.
C. Within sixty (60) calendar days after execution of the CONTRACT, CONTRACTOR
shall be required to submit to BECHTEL, ARCHITECT/STRUCTURAL ENGINEER, for
their review and approval, a schedule for the submittal of Shop Drawings and
Samples ("Shop Drawings and Samples Submittal Schedule"). The schedule shall
indicate the date on which CONTRACTOR shall submit shop drawings and samples
for each of the various items of WORK to the ARCHITECT/STRUCTURAL ENGINEER
for review.
The schedule shall be directly related to the CONTRACT SCHEDULE prepared by
CONTRACTOR and shall be based on the requirement that all shop drawings and
samples are to be submitted to the ARCHITECT/STRUCTURAL ENGINEER within nine
(9) months after the commencement of the shop drawing review period. The
schedule shall allow approximately twenty (20) days for the
ARCHITECT/STRUCTURAL ENGINEER's review and additional time for resubmission of
shop drawings and samples which may be unacceptable. However, CONTRACTOR shall
recognize that the time required for the ARCHITECT/STRUCTURAL ENGINEER's review
may vary depending upon the quantity of material submitted at any one time and
the complexity of the shop drawing(s). At the time that the submittal schedule
is presented, CONTRACTOR shall also submit for review its proposed format for
the transmittal of shop drawings and samples and an explanation of his system
for identifying shop drawings and samples.
D. CONTRACTOR shall submit all required shop drawings and samples in
accordance with the approved "Shop Drawings and Samples Submittal Schedule" and
with such promptness as to cause no delay in its own WORK or in that of any
other Contractor or subcontractor. No
Contract 22352-CWL
Exhibit "B"
Page Number 7
12 September 1994
35
SC-7 CONTRACTOR FURNISHED SHOP DRAWINGS AND SAMPLES (Continued)
extensions of time will be granted to CONTRACTOR because of failure to have shop
drawings and samples submitted in ample time to allow for review. Each
subcontractor shall submit all shop drawings, samples and manufacturers'
descriptive data through CONTRACTOR. All such submissions shall be thoroughly
checked by CONTRACTOR for completeness and for compliance with the CONTRACT
before submittal. All shop drawings and samples shall be submitted to the
ARCHITECT/STRUCTURAL ENGINEER unless otherwise directed by BECHTEL. All samples
shall bear CONTRACTOR's stamp certifying that they have been checked. In
checking shop drawings CONTRACTOR shall verify all dimensions and field
conditions and shall check and coordinate each shop drawing with the shop
drawings for the requirements of all other sections or trades whose work is
related thereto and as required for proper and complete installation of the
WORK. Any items submitted without CONTRACTOR's stamp, and any submission which,
in the ARCHITECT/STRUCTURAL ENGINEER's opinion is incomplete, contains numerous
errors or has not been checked or only checked superficially shall be returned
to CONTRACTOR unchecked for resubmission.
E. The ARCHITECT/STRUCTURAL ENGINEER's review of shop drawings and samples
is for the convenience of OWNER in following the WORK and it shall be recognized
by the CONTRACTOR that every submittal returned to CONTRACTOR, regardless of how
marked, may not actually have been reviewed in every detail and that in no event
shall CONTRACTOR assume that the review is complete in every aspect. Such
reviews shall not relieve CONTRACTOR, subcontractor, manufacturer, fabricator or
supplier from responsibility for any deficiency that may exist or for any
departures or deviations from the requirements of the CONTRACT nor shall it
relieve it from responsibility for errors of any sort in shop drawings or
schedules, or from the necessity of furnishing any WORK required by the CONTRACT
which may have been omitted on the shop drawings. Any submission by CONTRACTOR,
regardless of how stamped by CONTRACTOR and any independent investigation or
review by OWNER or ARCHITECT/STRUCTURAL ENGINEER, shall not be considered a
warranty by OWNER and ARCHITECT/STRUCTURAL ENGINEER that the submission and the
WORK depicted are in full compliance with the requirements of the CONTRACT.
F. All shop drawings must be properly identified with the name of the
project and dated, and each lot submitted must be accompanied by a letter of
transmittal referring to the name of the project and to the specification
section number for identification of each item. Shop drawings for each section
of the WORK shall be numbered consecutively and the numbering system shall be
retained throughout all revisions. Each drawing shall have a clear space for the
stamps of CONTRACTOR and the ARCHITECT/STRUCTURAL ENGINEER. CONTRACTOR shall
submit one (1) reproducible transparency and two (2) prints of each drawing,
including fabrication, erection, layout and setting drawings, and such other
drawings as required under the various sections of the specifications until
final acceptance is obtained. CONTRACTOR shall also submit six (6) copies of
manufacturer's descriptive data for materials, equipment and fixtures, including
catalog sheets showing dimensions, performance characteristics and capacities,
wiring diagrams and controls schedules and other pertinent information as
required.
G. In cases where a considerable range of color, graining, texture or other
characteristics may be anticipated in finished products, a sufficient number of
samples of the specified materials shall be furnished to the ARCHITECT/
STRUCTURAL ENGINEER to indicate the full range of such characteristics
which will be present in the finished products any such products delivered or
erected without submittal and acceptance of full range samples shall be subject
to rejection.
Contract 22352-CWL
Exhibit "B"
Page Number 8
12 September 1994
36
SC-7 CONTRACTOR FURNISHED SHOP DRAWINGS AND SAMPLES (Continued)
Except for range samples, and unless otherwise called for in the various
sections of the specifications or specifically requested by the ARCHITECT/
STRUCTURAL ENGINEER before submittal, samples shall be submitted in triplicate.
All samples shall be marked tagged, or otherwise properly identified with the
name of CONTRACTOR, the name of the project, the purpose for which the samples
are submitted and the date and shall be accompanied by a letter of transmittal
containing similar information, together with the specification section number
for identification of each item. Each tag or sticker shall have clear space for
the stamps of CONTRACTOR and the ARCHITECT/STRUCTURAL ENGINEER. Samples of
materials which are generally furnished in containers bearing the
manufacturers' descriptive labels and printed application instructions shall,
if not submitted in the standard containers, they must be supplied with such
labels and application instructions.
H. Each submittal will be returned to CONTRACTOR stamped or marked by the
ARCHITECT/STRUCTURAL ENGINEER as follows:
CODE ACTIVITY
---- --------
1 Approved - Work may proceed.
2 Approved as noted - Work may proceed as noted. Resubmittal is not
required.
3 Revise and Resubmit.
4 Reviewed Only.
I. Notice to proceed with or without notations shall not be construed by
CONTRACTOR as any indication that the submittal is correct or suitable or that
the WORK represented by the submittal is in accordance with the CONTRACT.
J. The ARCHITECT/STRUCTURAL ENGINEER will return the shop drawing
transparencies stamped with "CODE 1" or "CODE 2" to CONTRACTOR who shall be
responsible for obtaining prints thereof and distributing them to the
manufacturers, suppliers, subcontractors and to his supervisory staff.
K. In the case of shop drawings in the form of manufacturer's descriptive
literature, catalog cuts and brochures stamped "CODE 1" or "CODE 2", the
ARCHITECT/STRUCTURAL ENGINEER will return four (4) stamped copies to the
CONTRACTOR who shall be responsible for distributing them to the manufacturers,
suppliers, subcontractors and to his supervisory staff. If the manufacturer's
descriptive literature is stamped "CODE 3" the ARCHITECT/STRUCTURAL ENGINEER
will return four (4) copies to the CONTRACTOR who shall submit six (6) new
copies of the required shop drawings to the ARCHITECT/STRUCTURAL ENGINEER.
L. In the case of samples stamped "CODE 1" or "CODE 2", the ARCHITECT/
STRUCTURAL ENGINEER will return one of the three (3) samples to the
CONTRACTOR. If stamped "CODE 3", the ARCHITECT/STRUCTURAL ENGINEER will return
two of the submitted samples and the CONTRACTOR shall resubmit three (3) new
samples to the ARCHITECT/STRUCTURAL ENGINEER.
Contract 22352-CWL
Exhibit "B"
Page Number 9
12 September 1994
37
SC-7 CONTRACTOR FURNISHED SHOP DRAWINGS AND SAMPLES (Continued)
M. As-Built Drawings and Specifications
(a) Drawings:
(1) Progress As-Builts. During construction, CONTRACTOR shall
keep a marked-up-to-date set of as-built blueline drawings on
the JOBSITE as an accurate record of all deviations between WORK
as shown and WORK as installed. These drawings shall be
available to BECHTEL and OWNER'S Technical Representatives for
inspection at any time during regular business hours.
(2) Final As-Builts. CONTRACTOR shall at its expense and not
later than thirty (30) calendar days from and after issuance of
the "Certificate of Final Acceptance" and before Final Payment
furnish to BECHTEL a complete set of marked-up as-built
reproducible drawings with "AS-BUILT" clearly printed on each
sheet. BECHTEL, without charge, will furnish CONTRACTOR with
reproducible copies for xxxx-up by CONTRACTOR. CONTRACTOR shall
accurately and neatly transfer all deviations from progress
as-builts to final as-builts. As-built drawings shall be
provided where specified and as required to reflect as-built
conditions.
(b) Specifications:
(1) Progress As-Builts. During construction, CONTRACTOR shall
keep a marked-up-to-date set of as-built specifications on the
JOBSITE annotated to clearly indicate all substitutions that are
incorporated into the WORK. Where selection of more than one
product is specified, annotation shall show which product was
installed. These specifications shall be available to BECHTEL
and OWNER'S Technical Representatives for inspection at any time
during regular business hours.
(2) Final As-Builts. CONTRACTOR shall at its expense and not
later than thirty (30) calendar days from and after the issuance
of the "Certificated of Final Acceptance" and before Final
Payment furnish to BECHTEL a complete set of marked-up as-built
specifications with AS-BUILT clearly printed on the cover.
BECHTEL, without charge, will furnish CONTRACTOR a set of
specifications for xxxx-up by CONTRACTOR. CONTRACTOR shall
accurately and neatly transfer all annotations from progress
as-builts to final as-builts.
(c) Endorsement:
CONTRACTOR shall sign each final as-built drawing and the cover
of the as-built specifications and shall note thereon that
deviations and annotations are complete and accurate.
Contract 22352-CWL
Exhibit "B"
Page Number 10
12 September 1994
38
SC-8 COMMENCEMENT, PROSECUTION AND COMPLETION OF THE WORK
CONTRACTOR shall complete the WORK under the CONTRACT to meet the following
Milestone Dates:
Days after receipt of
No. Activity Notice to Proceed
--- -------- ---------------------
1. Complete Curtain Wall Installation 837
CONTRACTOR shall furnish sufficient forces, construction plant and equipment,
and shall work such hours, including extra shifts and overtime operations and
shall furnish such other necessities to assure the prosecution of the WORK in
accordance with the CONTRACT SCHEDULE as set forth in the Special Condition
below titled "CONTRACT SCHEDULE."
SC-9 CONTRACT SCHEDULE
CONTRACTOR shall, within thirty (30) calendar days of CONTRACT award and
before the first progress payment is made, submit to CONTRACTOR for approval
the CONTRACT SCHEDULE consisting of a detailed fabrication and construction
schedule meeting the dates established in the Special Condition titled
"COMMENCEMENT, PROSECUTION AND COMPLETION OF THE WORK." The CONTRACT SCHEDULE
shall be based on an analysis of construction activities and sequence of
operations needed for the orderly performance and completion of any separable
parts of and all the WORK in accordance with this CONTRACT. The CONTRACT
SCHEDULE shall be Critical Path Method (CPM) network utilizing commercially
available computerized software which provides an arrow diagram and activity
listing. The network diagram shall show in detail and in sequence all
activities, their descriptions, durations and dependencies, necessary and
required to complete the WORK and any separable parts thereof. The activity
listing shall show the following information for each activity on the network
diagram:
Identification by node numbers and description
Duration
Earliest start and finish dates
Latest start and finish dates
Total float time
The CONTRACT SCHEDULE shall be complete in all respects, covering in addition
to activities at the JOBSITE, off-site activities such as design,
fabrication, procurement and jobsite delivery of CONTRACTOR-furnished equipment
and the scheduled JOBSITE delivery dates of equipment to be furnished by OWNER,
if any; the schedule shall be in sufficient detail to clearly delineate
submission and review of shop drawings and samples; fabrication and delivery of
materials; the installation and testing of major items; contiguous or related
WORK under other contracts; and, other items critical to the WORK. The
ARCHITECT/STRUCTURAL ENGINEER review activity shall be included in the CONTRACT
SCHEDULE. Schedule activity durations shall generally range in duration from
three (3) to fifteen (15) working days, or as deemed reasonable by BECHTEL
based on complexity, and criticality of the tasks involved. An exception will
be made for procurement items which shall have a duration starting with the
issuance of the purchase agreement and shall include the approval of shop
drawings and ending with delivery of the items to the JOBSITE. The schedule
will identify work days per week and shifts per day that the CONTRACTOR intends
to perform WORK. The critical path and required milestones shall be clearly
identified on the CONTRACT SCHEDULE. In addition, CONTRACTOR shall submit a
detailed narrative description of its plan of performing the WORK to meet the
CONTRACT SCHEDULE.
Contract 22352-CWL
Exhibit "B"
Page Number 11
12 September 1994
39
SC-9 CONTRACT SCHEDULE (Continued)
CONTRACTOR shall promptly inform BECHTEL of any proposed change in the CONTRACT
SCHEDULE and narrative and shall furnish BECHTEL with a revised schedule and
narrative within ten (10) calendar days after approval by BECHTEL of such
change. The schedule and narrative shall be kept up to date, taking into account
the actual WORK progress and shall be revised, every thirty (30) calendar days
or at any other time as BECHTEL may xxxx required. The revised schedule and
narrative shall, as determined by BECHTEL, be sufficient to meet the
requirements for the completion of the separable parts of any and all of the
WORK as set forth in this CONTRACT. When approved by BECHTEL, the CONTRACT
SCHEDULE will supersede all previous schedules and progress charts.
If requested by BECHTEL, CONTRACTOR shall prepare at its own cost, sub-networks
to further analyze and clarify aspects of the CONTRACT SCHEDULE.
The updating of the detailed CONTRACT SCHEDULE shall include:
- Actual dates for activities started
- Actual dates for activities completed
- Physical % complete for activities in progress
- Remaining durations for activities in progress
If CONTRACTOR submits a CONTRACT SCHEDULE showing any critical path activity
more than one (1) week late, CONTRACTOR must submit a recovery plan within five
(5) working days for approval.
PERFORMANCE REPORTS
CONTRACTOR shall be required to submit the following Performance Reports:
(a) CONTRACTOR DAILY REPORT: listing all non-manual and manual personnel by
craft as well as all construction equipment and facilities utilized in
the WORK. (DAILY)
(b) THREE (3) WEEK CONSTRUCTION: schedule showing those activities being
worked during a three (3) week period and will be reviewed at weekly
schedule meetings with BECHTEL. (WEEKLY)
(c) CONTRACT PHYSICAL PROGRESS REPORT: showing quantities installed as
required by BECHTEL. (MONTHLY)
(d) CONTRACT SCHEDULE MONTHLY UPDATE: an update of the Current CONTRACT
SCHEDULE. (MONTHLY)
(e) CONTRACT PROGRESS CHART: an "S" curve and (for activities as required by
BECHTEL) updated to show actual progress. (MONTHLY)
(f) MONTHLY STATUS REPORT: (Within ten (10) calendar days after the end of
the month). (MONTHLY)
The Monthly Status Report shall include, but not be limited to the
following:
Contract 22352-CWL
Exhibit "B"
Page Number 12
12 September 1994
40
SC-9 CONTRACT SCHEDULE (Continued)
(1) Description of Contractors Activities during the previous
period
(2) Schedule(s)
(3) Cost & Commitment Report
(4) Cash Flow
(5) Monthly Force Report
(6) Update Progress Chart
If CONTRACTOR fails to submit the Performance Reports and the CONTRACT
SCHEDULE as stated above, BECHTEL reserves the right to withhold Progress
Payments until such time as CONTRACTOR meets such requirements.
PROJECT MEETINGS
A. Pre-Construction Conference: Prior to commencing any WORK, a
pre-construction conference will be requested by BECHTEL. In attendance will be
CONTRACTOR, BECHTEL, OWNER'S Technical Representatives and others deemed by
BECHTEL to be advisable. The purpose of the conference will be to determine
procedures and priorities related to smooth performance of the WORK and to
review items requiring clarification. Procedures for processing and
distribution of documents and correspondence related to the CONTRACT will be
discussed.
B. Progress Meetings: BECHTEL, CONTRACTOR, and its subcontractors, suppliers
and vendors whose attendance is necessary or requested shall attend weekly
progress meetings for the purpose of discussing execution of the WORK.
Proceedings of the meetings will be recorded by CONTRACTOR, and after review by
BECHTEL, distributed.
SC-10 TEMPORARY ACCESS AND HAUL ROADS
A. Throughout the term of this CONTRACT the main roads, highways, and
motorways within the Kingdom of Thailand may be subject to heavy congestion,
major construction or repair or restrictions as to use by local authorities.
Notwithstanding this, CONTRACTOR shall be responsible for planning and
obtaining access to its assigned work areas without impacting the CONTRACT
SCHEDULE.
B. CONTRACTOR shall, at its expense, construct and maintain temporary access
and haul roads as may be necessary for the proper performance of this
CONTRACT. CONTRACTOR shall submit a layout of all proposed roads prior to road
construction. The layout shall show widths of roads, direction of traffic,
cures, surfaces, grades and related information in sufficient detail for review
by BECHTEL. Roads constructed on OWNER'S land or rights-of-way shall be
subject to OWNER'S approval and shall be removed, at OWNER'S discretion, at the
completion of the PROJECT.
SC-11 NOT USED
SC-12 SAFETY, HEALTH AND SECURITY PROGRAMS
In performance of the WORK under this CONTRACT, CONTRACTOR, shall establish and
maintain the following programs:
A. A Safety and Health Program shall be submitted in writing to BECHTHEL for
review and coordination with other JOBSITE activities within thirty (30)
calendar days after execution of the CONTRACT and in any event prior to
commencing WORK at the
Contract 22352-CWL
Exhibit "B"
Page Number 13
12 September 1994
41
SC-12 SAFETY, HEALTH AND SECURITY PROGRAMS (Continued)
JOBSITE. Such program shall be commensurate with the WORK and shall provide:
1. Designation of one or more qualified individuals as safety
representative(s).
2. Specific review and approval of all work plans and methods by the
safety representative(s).
3. Periodic inspection by the safety representative(s) of CONTRACTOR'S
work and storage areas to assure safe conditions and practices.
4. Immediate reporting of any and all deaths, injuries and damage to
property to BECHTEL.
5. Full cooperation in the conduct of inspections by BECHTEL, OWNER,
governmental agencies and other agencies of competent jurisdiction. Copies of
citation notices by such agencies shall be submitted to BECHTEL immediately upon
receipt.
6. Compliance with all applicable safety and health related laws and
regulations and directives of governmental and other agencies of competent
jurisdiction.
7. Immediate correction by CONTRACTOR of any unsafe conditions or
unsafe acts by its employees.
B. A Fire Prevention Program shall be submitted in writing to BECHTEL for
review and coordination with other JOBSITE activities within thirty (30)
calendar days of CONTRACT aware and in any event prior to commencement of WORK
at the JOBSITE. Such program shall include:
1. Restriction of burning to designated areas. No unauthorized fires
shall be permitted on the JOBSITE.
2. Assignment of fire watches, trained and equipped to prevent or
control fires, for all welding and burning operations.
3. Proper identification, storing, handling and use of inflammable
material to prevent accidental ignition.
4. Adequate fire extinguishing equipment appropriate for the
operations being performed shall be provided by the CONTRACTOR and CONTRACTOR'S
personnel shall be trained in the maintenance and use of such equipment.
5. Evacuation procedures and fire drills as required by BECHTEL.
C. A Security Program shall be submitted by CONTRACTOR in writing to BECHTEL
for approval and coordination with other JOBSITE activities within thirty (30)
days of execution of the CONTRACT and in any event,prior to commencing WORK at
the JOBSITE. Such program shall include:
1. Controlled access to office, warehouse, material and equipment
sites.
Contract 22352-CWL
Exhibit "B"
Page Number 14
12 September 1994
42
SC-12 SAFETY, HEALTH AND SECURITY PROGRAMS (Continued)
2. Accountability procedures for the requisition and issue of
materials.
3. Periodic security checks of all work areas assigned to CONTRACTOR.
4. Coordination and compliance with PROJECT security programs.
5. Prompt reporting of incidents of loss, theft or vandalism to
BECHTEL subsequently detailed in writing.
Notwithstanding any review or approval of the CONTRACTOR'S programs by BECHTEL
or OWNER as required herein, CONTRACTOR is responsible for maintaining proper
and effective safety, fire prevention, and security conditions at all times at
the JOBSITE.
SC-13 EXPLOSIVES
Explosives shall be transported to the JOBSITE only when required to perform the
WORK under this CONTRACT. CONTRACTOR shall be responsible for properly
purchasing, transporting, storing, safeguarding, handling and using explosives
required to perform the WORK under this CONTRACT. CONTRACTOR shall employ
competent and qualified personnel for the use of explosives and shall assume
full responsibilities for the cost of any incidental or consequential damages
caused by the improper use of explosives. Residual surplus explosives shall be
promptly removed from the JOBSITE and properly disposed of by CONTRACTOR.
SC-14 ADVANCE PAYMENT AND PERFORMANCE SECURITIES
A. CONTRACTOR shall, upon execution of this CONTRACT and receipt of the
Advance Payment, furnish to OWNER through BECHTEL the following security:
For Advance Payment, CONTRACTOR shall provide an unconditional and
irrevocable Bank Guarantee in an amount equal to 100% of the advance payment
amount which will be valid until full liquidation of the advance payment in
accordance with the terms of this CONTRACT.
B. CONTRACTOR shall, within ten (10) calendar days after execution of this
CONTRACT, furnish to OWNER through BECHTEL the following security:
For Performance in accordance with the terms of this CONTRACT, CONTRACTOR
shall provide an unconditional and irrevocable Bank Guarantee for
performance of the WORK under this CONTRACT. Such security shall be in an
amount equal to 10% of the Total Lump Sum Price and shall be valid through
the Warranty period as defined in the General Condition titled "WARRANTY".
CONTRACTOR shall vary the value of this security as necessary and called for
by the issuing bank to equal all CONTRACT changes made pursuant to the
General Condition titled "CHANGES". Upon Issuance of the "Certificate of
Final Acceptance" for the PROJECT, BECHTEL may approve the reduction of the
value of the Performance Security for the period of Warranty.
Such securities shall be issued in a form and by a bank acceptable to OWNER.
Contract 22352-CWL
Exhibit "B"
Page Number 15
12 September 1994
43
ALL SECTIONS MARKED WITH TWO ASTERISKS ("**") REFLECT PORTIONS WHICH
HAVE BEEN REDACTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE
COMMISSION BY AMERICAN RICE, INC. AS PART OF A REQUEST FOR CONFIDENTIAL
TREATMENT.
SC-15 CERTIFICATES OF PAYMENT AND PAYMENTS
A. ADVANCE PAYMENT - An advance payment of five percent (5%) of the Total Lump
Sum Price shall be paid to the CONTRACTOR upon the effective date of the
CONTRACT. Such sum shall be paid against an unconditional and irrevocable Bank
Guarantee submitted to OWNER in Thai Baht issued by a Bank approved by OWNER in
a form and substance acceptable to OWNER and valid for the duration of the
period for which the advance payment is outstanding. The reimbursement of the
Advance Payment to OWNER shall be made on a prorata basis, starting with the
first monthly Progress Payment and ending upon the issuance of the Certificate
of Final Acceptance. The value of the Letter of Credit shall be reduced in
accordance with the amounts recovered by OWNER as and when effected.
B. PROGRESS PAYMENTS - PERMANENT WORK - Exhibit "C", Appendix A-1, "Lump Sum
Price Breakdown and Pay Items" shall be used as the basis for the CONTRACTOR's
Monthly Payment Requisitions which shall be prepared in accordance with he
format outlined under Paragraph E. herein.
CONTRACTOR shall make all surveys necessary for determining the value of the
Monthly Payment Requisitions in accordance with Exhibit "C", Xxxxxxxx X-0,
"Lump Sum Price Breakdown and Pay Items". Copies of field notes, computations
and other records made by CONTRACTOR for the purpose of determining quantities
shall be furnished to BECHTEL upon request. CONTRACTOR shall notify BECHTEL
prior to the time such surveys are made. BECHTEL, at its discretion, may
arrange to have its representative witness and verify all surveys made by
CONTRACTOR for determining quantities of WORK to be paid for as Progress
Payments.
At the end of each month the CONTRACTOR shall submit to BECHTEL a detailed
statement, based upon the above described survey, in an approved form, showing
the estimated value (quantity of units x unit rate = total) of the Permanent
Work executed up to the end of the month. If, in the opinion of BECHTEL, such
value is justified, BECHTEL will issue a Certificate of Payment to OWNER.
CONTRACTOR will be paid monthly, on the Certificate of Payment, the amount due
for the above described method of determining the value of the Permanent Work
executed up to the end of the previous month together with any agreed upon of
estimated values of unused materials for Permanent Work (at the invoiced price
or at an agreed upon amount) delivered and stored in an approved manner by
CONTRACTOR to the JOBSITE.
C. PROGRESS PAYMENTS - PRELIMINARIES - The amount of the Preliminaries
(General Conditions) requested by CONTRACTOR shall, as mutually agreed upon
between CONTRACTOR and BECHTEL and approved by OWNER, be paid on equal monthly
installments starting from the first month of the mobilization period and will
be adjusted according to the forecasted final CONTRACT completion date.
D. RETENTION - All payments to CONTRACTOR are subject to a retention of ** of
the said amount(s), until the total amount of retained money shall reach the
equivalent of ** of the Total Lump Sum Price which then shall be considered
the "Limit of Retention Money". Thereafter, and in lieu of retentions on
subsequent payments CONTRACTOR shall provide OWNER with an irrevocable,
unconditional Bank Guarantee issued by a Bank approved by OWNER and in a form
and substance acceptable to OWNER, equal to ** of each monthly
Contract 22352-CWL
Exhibit "B"
Page Number 16
12 September 1994
44
ALL SECTIONS MARKED WITH TWO ASTERISKS ("**") REFLECT PORTIONS WHICH
HAVE BEEN REDACTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE
COMMISSION BY AMERICAN RICE, INC. AS PART OF A REQUEST FOR CONFIDENTIAL
TREATMENT.
SC-15 CERTIFICATES OF PAYMENT AND PAYMENTS (Continued)
payment totaling in the aggregate at completion an additional ** of the Total
Lump Sum Price. Upon receipt of XXXXXXX'x "Certificate of Final Acceptance" in
accordance with the General Condition titled "Final Inspection and Acceptance",
OWNER shall remit to CONTRACTOR the retention amounts corresponding to each
component for which a Certificate of Final Acceptance has been issued and shall
also reduce the aforesaid bank guarantee by the corresponding portion provided
that CONTRACTOR shall submit to OWNER a replacement irrevocable unconditional
Bank Guarantee in the same form and source as the original, in the amount of **
of the total value of the relevant Component. Said Bank Guarantee(s) shall
remain in force until expiration of the full 12 month Period of Warranty as
defined under the General Condition titled "Warranty", herein. Provided further
that in the event of different Warranty periods having become applicable to
different Components of the WORK pursuant to the General condition titled
"Warranty", the expression "expiration of the full 12 month Warranty Period"
shall for the purpose of this Clause be deemed to mean the expiration of each
corresponding period. Provided always that if at such time there shall remain
to be executed by the CONTRACTOR any WORK ordered during such period(s). OWNER
shall be entitled to retain an amount of the "Retention Money" or bond
corresponding, in the opinion of BECHTEL, to the value of the remaining WORK to
be executed until such WORK has been completed to the satisfaction of BECHTEL.
E. PAYMENT -- The Amount Due the CONTRACTOR as aforesaid shall be the
summation of the following:
1. The value of the Permanent Work executed at the JOBSITE and forming
part of the WORK, and
2. Monthly installments for Preliminaries, and
3. The value of the materials and goods delivered upon the JOBSITE for
use in the Permanent Works, provided that they are reasonably and
properly stored and/or protected against weather or other
casualties, and
4. The value of imported materials in shipment against signed Shipping
Documents in the name of OWNER and any other reasonable safeguards
and insured to OWNER's name in amounts imposed by OWNER, (payments
will be made by OWNER on imported material shipments against
shipping documents provided that the goods are insured
warehouse-to-warehouse), and
5. The addition or reduction for any other amounts payable to or
allowed by the CONTRACTOR under the terms of the Contract Documents,
and
6. The deduction of repayment of advance payment in accordance with
Paragraph A. hereof, and
7. The deduction of retentions in accordance with Paragraph D, hereof,
and
8. The deduction of any Backcharges against the CONTRACTOR as
determined by BECHTEL.
9. The deduction of the amount of all previous payment certified under
the CONTRACT.
Contract 22352-CWL
Exhibit "B"
Page Number 17
12 September 1994
45
SC-15 CERTIFICATES OF PAYMENT AND PAYMENTS (Continued)
Payment shall be made by OWNER within thirty (30) calendar days after XXXXXXX'X
Certificate of Payment has been delivered to OWNER, but not later than forty
five (45) calendar days after CONTRACTOR has delivered to BECHTEL his formal
request for payment.
CONTRACTOR shall submit monthly and the final invoices in original and two (2)
copies to:
Xxxx X. Xxxxxxxxxxxx
Project Manager
Xxxxxxx International, Inc.
Contract No. 22352-CWL
BECHTEL may, by any Certificate of Payment, make any correction or
modification in any previous certificate which it has issued, and shall have
power to withhold any certificate if the WORK, or any part thereof, are not
being carried out to XXXXXXX'X satisfaction.
The payment of all monies due to the CONTRACTOR under the provision of this
Clause shall be in Thai Baht as prescribed in the CONTRACT.
If the CONTRACTOR is not paid the amount due within 30 days after certification
for payment by BECHTEL but not later than 45 days after the delivery of the
formal request for payment to BECHTEL by CONTRACTOR, interest on the certified
amount due shall become due and payable by OWNER to CONTRACTOR at a rate of the
Minimum Lending Rate (MLR) of Bangkok Bank Co., Ltd. plus two percent (+2%) on
a daily basis upon all certified amount unpaid, from the date by which the same
should have been paid.
Without prejudice to the CONTRACTOR'S entitlement to the payment of interest,
as set out above, or to terminate the CONTRACT, as set out below, if OWNER
fails to pay CONTRACTOR the amount due under any certificate of payment
CONTRACTOR may, after 7 days from the date of such failure to pay, give OWNER
and BECHTEL, 7 days notice of CONTRACTORS intention to suspend or reduce the
rate of WORK. If OWNER has still failed to pay within such 14 day period and
CONTRACTOR has given notice, CONTRACTOR may forthwith suspend or reduce the
rate of WORK. CONTRACTOR shall agree with BECHTEL the "measures necessary to
make and maintain WORK in a safe and secure manner, and the costs of all such
actions, as well as such other costs may be incurred by CONTRACTOR due to such
suspension or reduction in the rate of WORK, shall be agreed by BECHTEL for
payment. BECHTEL shall also grant an extension of time to cover any delays
resulting from such suspension or reduction in the rate of the WORK. Should
OWNER make payment of all monies due to CONTRACTOR, CONTRACTOR shall forthwith
resume the work.
If any payment is delayed by more than two months, CONTRACTOR may at any time,
without prejudice to any other rights or remedies, and after giving BECHTEL and
OWNER 14 days written notice, terminates the CONTRACT.
If the CONTRACT is terminated as aforesaid. CONTRACTOR shall be paid by OWNER
for all work executed prior to the date of termination in accordance with the
CONTRACT and BECHTEL shall determine the amount of additional payment due to
CONTRACTOR as a result of all and any costs caused to CONTRACTOR by such
termination of the CONTRACT, in accordance with the principles set out in
Clause GC-49 TERMINATION BY CONTRACTOR.
Contract 22352-CWL
Exhibit "B"
Page Number 18
12 September 1994
46
SC-15 CERTIFICATES OF PAYMENT AND PAYMENTS (Continued)
F. COMPLETION OF WARRANTY CERTIFICATE - The WORK shall not be considered as
completed until a Completion of Warranty Certificate(s) covering each material,
equipment or system for which CONTRACTOR is required by the CONTRACT to provide
a "Period of Warranty" shall have been signed by BECHTEL stating that WORK has
been completed and maintained to its satisfaction. The Completion of Warranty
Certificate(s) shall be given by BECHTEL thirty (30) days after the expiration
of the Period of Warranty (or if different Periods of Warranty shall become
applicable to each Component of the WORK the expiration of each corresponding
period), or as soon thereafter as any WORK ordered during such period pursuant
to General Conditions titled "Warranty" and "Final Inspection and Acceptance"
hereof shall have been completed to the satisfaction of BECHTEL and full effect
shall be given to this Clause notwithstanding any previous entry on WORK or the
taking possession, working, or using thereof, or any part thereof by Owner.
Provided always that the issuance of Completion of Warranty Certificate(s) by
BECHTEL shall not be a condition to allow the cancellation of CONTRACTOR's Bank
Guarantee(s) or any portion thereof. Such Bank Guarantees or portions thereof
may only be canceled after CONTRACTOR has received written approval from OWNER
to do so, and such approval shall not be unreasonably withheld by OWNER, and is
to be released within fourteen (14) days from OWNER having received XXXXXXX'x
"Completion of Warranty Certificate(s)."
No certificate other than the "Completion of Warranty Certificates" shall be
deemed to constitute approval of any WORK or other matter in respect of which
it is issued, or shall be taken as an admission of the due performance of the
CONTRACT, or any part thereof, or of the accuracy of any claim or demand made
by CONTRACTOR, or of additional or varied WORK having been ordered by BECHTEL,
nor shall any other certificate conclude or prejudice any of the powers of
BECHTEL or OWNER.
G. RELEASES - Where required by BECHTEL and as a condition to the making of
any progress payment to CONTRACTOR, CONTRACTOR shall submit satisfactory
evidence demonstrating that CONTRACTOR has made payments to suppliers,
subcontractors, or other persons, firms or corporations in respect of whose
supplies or work is related to the performance of WORK for which previous
progress payments have been requested.
Any amounts otherwise payable under this CONTRACT may be withheld with
reasonable prior notice by BECHTEL, in whole or in part, if:
1. A substantiated claim by a supplier, subcontractor, or other persons,
firms or corporations, in respect of whose supplies or work is related
to the performance of WORK for which previous progress payments have
been made to CONTRACTOR, but where CONTRACTOR has, for no good
reason, not made due and appropriate payment to such supplier,
subcontractor, or other persons, firms or corporations.
2. CONTRACTOR is in default of any CONTRACT condition as determined by
BECHTEL, including without limitation, the CONTRACT SCHEDULE, quality
or safety requirements, of which CONTRACTOR has been notified to
remedy and for which CONTRACTOR has not furnished satisfactory
evidence that such default has been remedied.
3. CONTRACTOR has failed to deliver any item which is required to be
delivered by CONTRACTOR under this CONTRACT.
Contract 22352-CWL
Exhibit "B"
Page Number 19
12 September 1994
47
SC-15 CERTIFICATES OF PAYMENT AND PAYMENTS (Continued)
OWNER will pay such withheld payments within 30 days after CONTRACTOR furnishes
satisfactory evidence that it has paid, satisfied or discharged any claim of
BECHTEL, OWNER, or third parties against CONTRACTOR arising out of or in any way
connected with this CONTRACT, or after CONTRACTOR cures all defaults, as
verified by BECHTEL, in the performance of this CONTRACT.
If claims filed against CONTRACTOR connected with performance under this
CONTRACT are not promptly removed by CONTRACTOR after receipt of written notice
from BECHTEL to do so, BECHTEL may remove such claims and deduct all costs in
connection with such removal from any or all Certificates of Payments which may
become due. If the amount of such withheld payment or other monies due
CONTRACTOR under this CONTRACT is insufficient to meet such costs, or if any
claim against CONTRACTOR is discharged by BECHTEL or OWNER after final payment
is made, CONTRACTOR and its surety or sureties, if any, shall promptly pay OWNER
all costs incurred thereby regardless of when such claim arose or whether such
claim imposed a lien upon the PROJECT or the real property upon which the
PROJECT is situated.
In the event a lien is filed, CONTRACTOR shall remove the lien, or see that it
is removed or shall furnish a bond for the full amount thereof within fourteen
(14) calendar days of notice by BECHTEL. CONTRACTOR shall obtain for itself
legally effective waivers of lien and furnish same to BECHTEL with each
application for payment. Failure to comply with the foregoing requirements
shall constitute grounds for termination of this CONTRACT in accordance with the
General Condition titled "TERMINATION FOR DEFAULT."
Upon receipt by CONTRACTOR of XXXXXXX'x written "Certificate of Final
Acceptance" under this CONTRACT, CONTRACTOR shall prepare in writing for
XXXXXXX'x approval of the amount and value of all WORK satisfactorily completed
under this CONTRACT. Upon XXXXXXX'x approval CONTRACTOR shall prepare and submit
its final invoice. Unless otherwise specified by applicable law, OWNER shall,
within sixty (60) calendar days following the "Certificate of Final Acceptance"
and after submittal of such invoice, pay to CONTRACTOR the amount then remaining
due, less any amount as deemed appropriate by BECHTEL to provide for any
Warranty item which may arise before the completion of the Warranty period,
provided that, CONTRACTOR shall have furnished BECHTEL and OWNER for itself, its
subcontractors, immediate and remote, and all material suppliers, vendors,
laborers and other parties acting through or under it, waivers and releases of
all claims against BECHTEL or OWNER arising under or by virtue of this CONTRACT,
except such claims, if any, as may with the consent of BECHTEL and OWNER be
specifically excepted by CONTRACTOR from the operation of the release in stated
amounts to be set forth therein.
No payments of invoices or portions thereof shall at any time constitute
approval or acceptance of WORK under this CONTRACT, nor be considered to be a
waiver by BECHTEL or OWNER of any of the terms of this CONTRACT. In addition,
title to all material and equipment for which payment has been made, whether or
not the same has been incorporated in the WORK, and title to all completed WORK
whether paid for or not, shall vest in OWNER, and in any case shall not be part
of CONTRACTOR's property or estate in the event CONTRACTOR is adjudged bankrupt
or makes a general assignment for the benefit of creditors, or if a receiver is
appointed on account of CONTRACTOR's insolvency.
Contract 22352-CWL
Exhibit "B"
Page Number 20
12 September 1994
48
SC-15 CERTIFICATES OF PAYMENT AND PAYMENTS (Continued)
Notwithstanding any other provision of this CONTRACT, if CONTRACTOR indents to
claim any additional payment pursuant to any provision of this CONTRACT or
otherwise, CONTRACTOR shall give notice of his intention to BECHTEL immediately
and in any event within ten (10) calendar days after the event giving rise to
the claim becomes known to CONTRACTOR, failing which CONTRACTOR shall not be
entitled to make such claim.
SC-16 MEASURE FOR PAYMENT AND PAYMENT FOR WORK (NOT INCLUDED IN THE
LUMP SUM PRICE BREAKDOWN AND PAY ITEMS. (SC-15))
In the event that any part or parts of the WORK are not covered in the "Lump
Sum Price Breakdown and Pay Items" as defined in SC-15 and need to be measured
for monthly Progress Payments or Changes, BECHTEL will give notice to
CONTRACTOR or its representative who shall attend or send a qualified
representative to assist in making such measurements and shall furnish all the
particulars required by either of them. Should CONTRACTOR not attend, or
neglect, or omit to send such representative then the measurement made by or on
behalf of BECHTEL or approved by BECHTEL, shall be taken to be the correct
measurement of the WORK.
For purpose of measuring such Permanent Work as is to be measured by records
and drawings, BECHTEL shall prepare records and drawings month by month of such
WORK and CONTRACTOR, as and when called upon to do so, shall within five (5)
Calendar days attend to examine and agree such records and drawings with
BECHTEL and shall sign the same when so agreed and if CONTRACTOR does not so
attend to examine and agree with any such records and drawings, they shall be
taken to be correct. If after examination of such records and drawings
CONTRACTOR does not agree with the same or does not sign the same as agreed,
they shall nevertheless be taken to be correct unless CONTRACTOR shall within
five (5) Calendar days of such examination lodge with BECHTEL for decision by
BECHTEL a notice in writing of the respects in which such records and drawings
are claimed by it to be incorrect. The decision of BECHTEL shall be final.
For the preparing of interim Certificates of Payment and Changes only, the WORK
may be measured net, notwithstanding any general or local custom, except where
otherwise specifically described or prescribed in the CONTRACT.
SC-17 PRICING OF ADJUSTMENTS
X. XXXXXXX shall determine the amount (if any), which in its opinion should
be added to or deducted from the Total Lump Sum Price named in this CONTRACT in
respect of any extra or additional WORK done or WORK omitted by a Change Notice
issued pursuant to General Condition titled "Changes".
B. The value of any additional WORK or WORK omitted shall be determined by
applying unit prices included in Exhibit "C", Xxxxxxxx X-0, "Prices for Changes
and Contractor's Detailed Xxxx of Quantities".
C. If the unit prices defined in Paragraph B. above are not applicable, the
value will be determined in one of the following ways:
1. By estimate and acceptance in a lump sum based on quantity breakdown
hereinafter described.
2. By actual cost incurred and percentage, or by actual cost incurred and
a fixed fee.
Contract 22352-CWL
Exhibit "B"
Page Number 21
12 September 1994
49
SC-17 PRICING OF ADJUSTMENTS (Continued)
Regarding Items 1. and 2. above, in the case of a disagreement of the value of
the additional WORK or WORK omitted, CONTRACTOR shall notify BECHTEL in writing
of its reasons for the disagreement. If, after examination by BECHTEL, the
value of such work is still in dispute, CONTRACTOR shall proceed with the WORK
but shall have the right to refer the matter to arbitration.
D. Itemized proposals for Changes in the WORK according to C1. and C2. herein
shall be accompanied by a breakdown showing CONTRACTOR'S estimated labor and
materials (itemized as to type, size, quantity and unit of measurement) in
their actual amounts before computation of overhead and profit.
E. In a Change involving both deductions and addition, including relocation
of WORK or substitution of one material for another, such deductions and
additions shall be balanced before computation of overhead and profit.
X. XXXXXXX, may, if in its opinion it is necessary or desirable, order in
writing that additional or substituted WORK shall be executed on a "Time and
Material" basis, CONTRACTOR shall then be paid for that WORK scheduled and
agreed upon between BECHTEL and CONTRACTOR.
CONTRACTOR shall submit to BECHTEL such payroll records, receipts or other
vouchers as may be necessary to prove the amounts to be paid, and before
ordering materials shall submit to BECHTEL quotations for the same for approval.
In respect of all WORK executed on a Time and Material basis, CONTRACTOR shall
during the continuance of such WORK, deliver each day to BECHTEL an exact list,
in duplicate, of the names, occupation and time of all workmen employed on such
WORK and a statement, also in duplicate, showing the description and quantity
of all materials and plant used thereon, or therefor, (other than plant which
is included in the percentage addition). One copy of each list and statement
will, when agreed, be signed by BECHTEL and returned to CONTRACTOR.
At the end of each month CONTRACTOR shall deliver to BECHTEL a priced statement
of the labor, material, and plant, (except as aforesaid), used, and CONTRACTOR
shall not be entitled to any payment unless such list and statements have been
fully and punctually rendered.
G. CONTRACTOR shall send to BECHTEL once each month an account giving
particulars (as full and detailed as possible), of all claims for additional
expense to which CONTRACTOR may consider itself entitled, and of all extra or
additional WORK ordered by OWNER or BECHTEL which it has executed during the
preceding month. No claim for payment for any such WORK will be considered
which is not submitted with full justification and support. CONTRACTOR is not
entitled to any extra cost due to extension of time for Changes not exceeding
twenty percent (20%) of the quantities included in the items listed in the
summary of the Xxxx of Quantities. OWNER is not obligated to meet any claim for
extra payment for which prior notification was not provided to BECHTEL in
writing by CONTRACTOR within one month of the occurrence of the event giving
rise to such claim, or within one month of the date on which CONTRACTOR should
first have become aware of such occurrence, (if later).
Contract 22352-CWL
Exhibit "B"
Page Number 22
12 September 1994
50
SC-18 QUALITY ASSURANCE PROGRAM
Within thirty (30) calendar days of CONTRACT award and in any event prior
to commencing WORK at the JOBSITE, CONTRACTOR shall submit a Quality Assurance
Program for approval consisting of the following documents:
(a) Quality Assurance Manual
(b) Project Quality Assurance Plan.
This plan shall cover the flow and distribution of correspondence, requests for
information, procedural direction, specific technical instructions, controls
instituted to assure the quality of the WORK and the documenting of any other
significant quality activities.
The quality assurance plan shall reflect the interfaces between BECHTEL, OWNER,
CONTRACTOR and other relevant organizational entities. It shall contain all
appropriate interface control instructions. The plan shall be updated as
necessary during the CONTRACT to reflect any changes in plan.
The quality assurance plan shall provide for the issuance of a "stop work"
order by the CONTRACTOR, BECHTEL or OWNER at any time during the WORK when
significant adverse quality trends and/or deviations from the approved Quality
Assurance Program are found.
SC-19 APPLICABLE LAW
This CONTRACT shall be interpreted under and governed by the laws of the
Kingdom of Thailand.
SC-20 CONTRACT LANGUAGE
All written correspondence in any way related to this CONTRACT shall be in the
English language. CONTRACTOR shall ensure that each manager, superintendent,
or supervisor is either fluent in both written and spoken English and that, at
a minimum, one English speaking superintendent is at the WORK Site whenever
work is being performed.
SC-21 NOT USED
SC-22 ASSIGNMENT OF SUBCONTRACT TO CONTRACTOR
OWNER and BECHTEL may elect to assign this CONTRACT to others. In this event,
and as deemed appropriate by OWNER and BECHTEL, CONTRACTOR will be directed to
execute an appropriate Subcontract and to perform this WORK under the direction
of the General Construction Contractor.
SC-23 NONDISCLOSURE
CONTRACTOR agrees not to divugle to third parties, without the written consent
of BECHTEL or OWNER, any information obtained from or through BECHTEL or OWNER
in connection with the performance of this CONTRACT unless:
(a) The information is known to CONTRACTOR prior to obtaining the
same from BECHTEL or OWNER;
(b) The information is, at the time of disclosure by CONTRACTOR,
then in the public domain; or
Contract 22352-CWL
Exhibit "B"
Page Number 23
12 September 1994
51
SC-23 NONDISCLOSURE (Continued)
(c) The information obtained by CONTRACTOR from a third party who
did not receive same, directly or indirectly from BECHTEL or OWNER and
who has no obligation of secrecy with respect thereto.
CONTRACTOR further agrees that it will not, without the prior written consent
of BECHTEL or OWNER, disclose to any third party any information developed or
obtained by CONTRACTOR in the performance of this CONTRACT except to the extent
that such information falls within one of the categories described in (a), (b)
or (c) above.
If so requested by BECHTEL or OWNER, CONTRACTOR further agrees to require its
employees to execute a nondisclosure agreement prior to performing any WORK
under this CONTRACT.
SC-24 MEASUREMENT SYSTEM
CONTRACTOR shall use the Metric (SI) system of measurement for all designs,
specifications, drawings, plans and WORK except as otherwise directed in
writing by BECHTEL.
SC-25 ARBITRATION
Any controversy or claim arising out of or relating to this CONTRACT or the
breach thereof shall, at the written request of a party delivered to the other
party not less than thirty days in advance of the date of such submittal, be
submitted to arbitration in accordance with the Rules, then obtaining, of the
International Chamber of Commerce. The award rendered by the arbitrator(s) shall
be binding upon the parties without appeal. The site of such arbitration shall
be Bangkok, Thailand. Arbitration shall be conducted in the English language.
Judgment upon such award may be entered in any court having jurisdiction
thereof or application may be made to such court for a judicial acceptance of
the award and an order of enforcement, as the party seeking to enforce such
award may elect. Each party shall bear its own expenses of arbitration and any
costs paid to the International Chamber of Commerce shall be shared equally by
the parties.
SC-26 LIQUIDATED DAMAGES AND BONUS FOR EARLY COMPLETION
The parties hereby agree that the damages which OWNER will sustain as a result
of CONTRACTOR'S failure to complete the PROJECT or any of its components as
prescribed in this CONTRACT are difficult or impossible to determine with
certainty and, therefore, have in good faith estimated as fair compensation
(and not as a penalty) the liquidated damages as set forth below. If CONTRACTOR
fails to complete the WORK by the time specified in Special Condition entitled
"Commencement, Prosecution and Completion of the Work" for the milestones
titled "Final testing and Commissioning (High Block)" and "Final testing and
Commissioning (Low Block)" considering any extensions evidenced by a duly
executed Contract Amendment, CONTRACTOR shall pay to OWNER liquidated damages
for such default:
For each calendar week or part of a week of delay which shall elapse
between the prescribed completion date and the actual date of
completion an amount of 0.4% (four per one thousand) of value of the
entire component of the PROJECT or a portion thereof which OWNER deems
unsuitable for its intended use even if caused by an uncompleted or
unacceptable part that is less than the value of the affected component
or portion, and this amount plus reimbursement to OWNER for its,
XXXXXXX'x or OWNER's Technical Representatives additional staff
salaries, overtime and doubleshift costs and any additional costs,
including but not limited to cost of suppliers and other contractors
related thereto, shall be deducted from any monies due or to become due
CONTRACTOR.
Contract 22352-CWL
Exhibit "B"
Page Number 24
12 September 1994
52
SC-26 LIQUIDATED DAMAGES AND BONUS FOR EARLY COMPLETION (Continued)
The amount of the liquidated damages and other reimbursements related thereto
as provided for in this Clause shall not exceed twelve percent (12%) of the
value of the uncompleted or the unacceptable portion of the WORK.
If, before the completion of the whole of the WORK, any of the components of
the WORK has been certified by BECHTEL as completed, pursuant to General
Condition titled "Final Inspection and Acceptance", or occupied or used by
OWNER, the liquidated damages for delay shall, for any period of delay after
such certification, be reduced in the proportion which the value of the
component so certified bears to the value of the whole of the WORK.
OWNER may without prejudice to any other method of recovery and without the
need for judicial proceedings deduct the amount of Liquidated Damages from any
monies in its possession due or which may become due to CONTRACTOR under this
CONTRACT, or any other CONTRACT between OWNER and CONTRACTOR. No prior notice
shall be required for the application of Liquidated Damages and they shall
become due and payable by the mere event of delay. The payment or deduction of
such damages shall not relieve CONTRACTOR from its obligation to complete the
WORK or from any other of its obligations and liabilities. Nothing in this
Clause shall operate to restrict any other rights and remedies available to
OWNER at law or under the CONTRACT.
If CONTRACTOR shall complete the WORK in advance of the time(s) prescribed by
CONTRACT, or approved time extensions thereto, OWNER shall pay CONTRACTOR as
follows:
For each calendar week of early completion, an amount equal to 0.1%
(one per one thousand) of the value of the WORK completed and suitable
for acceptance by OWNER. The bonus for early completion shall not
exceed two point five percent (2.5%) of the value of that part of
the WORK which is completed early.
Such bonus for Early Completion of the WORK shall only apply to the completion
of entire components of the PROJECT specified in this CONTRACT and OWNER'S use
of components of the PROJECT as defined in the General Condition titled "Use of
Completed Portions of Work", shall not constitute Early Completion under the
meaning of this Clause.
SC-27 KEY PERSONNEL
CONTRACTOR shall not reassign or remove the key personnel listed below without
the prior written authorization of BECHTEL.
Name Title/Position
---- --------------
Xxxxxx X. Xxxxxxx Project Manager
Xxxxxx Xxx Keung, Lam Construction Manager
Xxxxxx X. Xxxxxx General Field Superintendent
Xxxxxx X. Xxxxxx Project Superintendent
SC-28 NOT USED
Contract 22352-CWL
Exhibit "B"
Page Number 25
12 September 1994
53
SC-29 OPERATING AND MAINTENANCE INSTRUCTIONS
A. Prior to the issuance of the Certificate of Final Acceptance by BECHTEL,
and as a condition of the acceptance of the work by BECHTEL, CONTRACTOR shall
submit to BECHTEL five (5) copies of operating and maintenance instructions,
spare parts lists, additional copies of equipment or systems shop drawings,
wiring and control diagrams and other similar information as necessary to
clearly describe the operations and maintenance of each item of operating
equipment and apparatus furnished under the CONTRACT. Such data shall be
assembled in heavy duty hard cover loose leaf binders, indexed by division of
work and type and location of equipment within the building. Manuals shall be
delivered to BECHTEL in suitable transfer cases labeled to indicate each
division of work contained therein.
B. CONTRACTOR shall allow for and pay all costs in connection with the
training of OWNER'S employees in connection with the operation and maintenance
of certain parts of the Works as set out below, provided always that OWNER
shall be responsible for the safety of his employees.
1. All operating mechanical and electrical equipment and systems.
2. Other items called for in the technical specifications.
SC-30 NOT USED
SC-31 CONTRACTOR'S ARCHITECT AND ENGINEER
Prior to commencement of work, CONTRACTOR shall employ one qualified engineer
and one qualified architect who have Thai engineering/architectural
professional licenses. They shall assume professional responsibility for the
construction work of the PROJECT done by CONTRACTOR to ensure that all
activities at the JOBSITE are in full compliance with all local regulations
and restrictions. CONTRACTOR shall register its engineer and architect's names
at Bangkok Metropolitan Administration (BMA) Office for the whole duration of
WORK under this CONTRACT.
SC-32 EXTRA WORK HOURS - OWNER, BECHTEL AND TECHNICDAL REPRESENTATIVES
CONTRACTOR shall schedule all WORK to be performed during normal daytime
working hours and during the normal work week. None of the WORK shall be
performed on Sundays, legal Holidays or during the night without the prior
written permission of BECHTEL, except when the WORK is absolutely necessary or
the saving of life or property or for the Safety of the WORK in the latter
event, CONTRACTOR shall immediately notify BECHTEL and the ARCHITECT/STRUCTURAL
ENGINEER.
Permission by BECHTEL to allow CONTRACTOR to perform WORK on Sundays, legal
Holidays or during the night shall be contingent upon CONTRACTOR agreeing to
reimburse OWNER, BECHTEL and the ARCHITECT/STRUCTURAL ENGINEER for their
overtime or doubleshift staff costs and any other additional costs related
thereto all of which shall be deducted by BECHTEL from any monies due
CONTRACTOR.
Contract 22352-CWL
Exhibit "B"
Page Number 26
12 September 1994
54
EXHIBIT "C"
QUANTITIES, PRICING AND DATA
________________________________________________________________________________
EMPIRE TOWERS PROJECT
55
ALL SECTIONS MARKED WITH TWO ASTERISKS ("**") REFLECT PORTIONS WHICH
HAVE BEEN REDACTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE
COMMISSION BY AMERICAN RICE, INC. AS PART OF A REQUEST FOR CONFIDENTIAL
TREATMENT.
THK REAL ESTATE LIMITED
EMPIRE TOWERS PROJECT
EXHIBIT "C"
QUANTITIES, PRICES AND PAYMENT
1. WORK TO BE PERFORMED
CONTRACTOR shall furnish all plant; labor; materials; tools; supplies;
equipment; transportation; supervision; technical, professional and
other services; and shall perform all operations necessary and required
to satisfactorily furnish and install the curtain wall system for the
Empire Towers office buildings and all appurtenant structures,
facilities and works strictly in accordance with all requirements of
this CONTRACT.
2. TOTAL LUMP SUM PRICE
The Total Lump Sum Price (exclusive of Thai Value Added Taxes - VAT) for
performing all work is Baht ** . The breakdown of this Lump Sum Price
against pay items is detailed in Xxxxxxxx X-0, entitled "Total Lump Sum
Price Breakdown and Pay Items", which is by this reference incorporated
into this CONTRACT.
All prices are fixed for the duration of the CONTRACT and are not
subject to escalation for any cause. Payment of the Total Lump Sum
Price shall constitute full payment for performance of the WORK and
covers all costs of whatever nature incurred by CONTRACTOR in
accomplishing the WORK in accordance with the provisions of the
CONTRACT.
3. PRICES FOR CHANGE
CONTRACTOR will submit its detailed Xxxx of Quantities, Xxxxxxxx X-0,
"Prices for Changes and Contractors Detailed BOQ", within sixty (60)
days of Contract Award, which will be, upon approval by BECHTEL and by
this reference, incorporated into this CONTRACT.
Prices for changes and CONTRACTORS Detailed Xxxx of Quantities (BOQ),
represent a basis for determining the full and complete compensation
due for additional work or credit due for deleted work. Prices are
inclusive of all costs including but not limited to labor, material,
services, overhead, all other costs whether direct or indirect and
profit. The CONTRACTOR'S Xxxx of Quantities (BOQ) shall be the basis
for pricing changes in accordance with the General Conditions entitled
"Changes" and the Special Condition entitled "Pricing of Adjustment".
4. PAYMENT
Payment in accordance with Appendix A-1, "Total Lump Sum Price
Breakdown and Pay Items", and the Special Conditions titled "ADVANCE
PAYMENT, PERFORMANCE AND PAYMENT SECURITIES", "MEASUREMENT FOR PAYMENT
AND PAYMENT FOR WORK", "CERTIFICATES OF PAYMENT AND PAYMENTS" and
"PRICING OF ADJUSTMENTS" shall be full compensation for all WORK
completed in accordance with the CONTRACT.
5. APPENDICES
Attachment A-1 Lump Sum Price Breakdown and Payments
Attachment A-2 Prices for Changes and Contractors Detailed Xxxx of
Quantities
Contract 22352-CWL
Exhibit "C"
Page Number 1
18 November 1994
Revised 17 May 1995
56
ALL SECTIONS MARKED WITH TWO ASTERISKS ("**") REFLECT PORTIONS WHICH
HAVE BEEN REDACTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE
COMMISSION BY AMERICAN RICE, INC. AS PART OF A REQUEST FOR CONFIDENTIAL
TREATMENT.
EMPIRE TOWERS PROJECT
Kasion F.C. Ltd.
EXHIBIT "C"
APPENDIX A-1
"TOTAL LUMP SUM PRICE BREAKDOWN AND PAY ITEMS"
------------------------------------------------------------------------------------------------------------------------------------
ITEM CODE DESCRIPTION OF WORK % Qty. Unit TH Baht Th Baht
---- ---- ------------------- -- ------ ---- ---------- ----------
1 14000.1 Task 1 - Design and Shop Drawings ** 1 LS ** **
2 14000.2 Task 2 - Mock up Tests ** 1 LS ** **
3 14000.3 Task 3 - Fabricate, Deliver & Install Inserts ** 1 LS ** **
4 14000.4 Task 4 - Fabricate and Deliver Aluminum ** 70,222 M2 ** **
5 14000.5 Task 5 - Fabricate and Deliver Glass ** 41,520 M2 ** **
6 14000.6 Task 6 - Install Curtain Wall, Metal Clad & Doors ** 99,525 LS ** **
------------------------------------------------------------------------------------------------------------------------------------
Subtotal Curtain Wall **
===========
(APPENDIX A-1, ITEM 58, CODE 14000.0)
Contract 22352-CWL
Exhibit "C", Appendix A-1
Page 1 of 1
18 November 1994
Revised 17 May 1995
57
EMPIRE TOWERS PROJECT
Kasion F.C. Ltd.
EXHIBIT "C"
APPENDIX A-2
"PRICES FOR CHANGES AND CONTRACTORS DETAILED XXXX OF QUANTITIES (BOQ)"
UNIT RATE
----------------- Amount Amount
ITEM CODE DESCRIPTION OF WORK QTY UNIT TH Baht US Dollar TH Baht US Dollar
Contractor will be furnished an itemized Xxxx of Quantities List which
shall be completed by Contractor within sixty (60) days of contract execution.
------------------
TOTAL
==================
Contract 22352-CWL
Exhibit "B", Appendix A-2
Page 1 OF 1
18 November 1994
58
EXHIBIT "D"
SCOPE OF WORK AND SPECIFICATIONS
________________________________________________________________________________
EMPIRE TOWERS PROJECT
59
THK REAL ESTATE LIMITED
EMPIRE TOWERS PROJECT
EXHIBIT "D"
SCOPE OF WORK AND TECHNICAL SPECIFICATIONS
1. SCOPE OF WORK - CONTRACTOR shall perform as detailed in this Exhibit "D"
and its Specifications and all Drawings included in Exhibit "E", and shall
furnish all plant; labor; materials; tools; supplies; equipment;
transportation; supervision; technical, professional and other services;
and shall perform all operations necessary and required to satisfactorily
furnish and install the curtain wall system for the Empire Towers office
buildings.
2. WORK INCLUDED - CONTRACTORS work includes but is not limited to,
coordinating his work with other contractors, supply and install all
temporary materials and equipment, designing and engineering of curtain
wall components, supplying and installing curtain wall anchor inserts,
supplying all material and equipment associated with the curtain wall
systems for the high rise tower and low rise building, supplying all
materials for the interior and exterior round and rectangular aluminum
column covers at the 1st basement, ground and mezzanine floors, the
aluminum entrance canopies, the aluminum Architectural feature at the base
of the high rise tower and the low rise building, the exterior glass walls
and doors at the ground floor, the exterior and interior glass walls and
doors at the mezzanine floor and providing all labor necessary to assemble
and install all work shown or specified in this contract.
3. COORDINATED USE OF TOWER CRANE - CONTRACTOR shall have use of the site
Tower Cranes which will be provided by the General Construction (GC)
Contractor (Contract No. 22352-GCC) on a fully operated and maintained
basis (FOME) to the end the crane's tackle. The CG Contractor may restrict
times and duration of CONTRACTOR's use and it is CONTRACTOR's
responsibility to thoroughly coordinate all aspects of its vertical
transportation requirements, well in advance of its needs, with the CG
Contractor.
4. WORK EXCLUDED - Work not included in this CONTRACT is as follows:
a. Cleaning of installed materials (CONTRACTOR shall remove all
caulking material and labels).
b. Protection of installed materials.
c. Replacement of glass broken by others.
d. Rubbish removal from the Site. (CONTRACTOR shall place all rubbish
and debris at designated, central location on each floor.)
e. Designation of perimeter offset lines, perimeter 1.5 meter column
benchmarks and center line of bay marks.
f. Patching of fireproofing.
g. Disposal of safety cables along the perimeter of building during
installation of CW materials.
i. Providing, maintaining and removal of safety nets/overhead
protection when required.
j. Bracing of beams and/or reinforcing of structure where required to
receive CW anchor bolts.
5. TECHNICAL SPECIFICATIONS
The following technical specification for Design, Supply and Installation
of the Curtain Wall System forms a part of the CONTRACT:
"CURTAIN WALL SPECIFICATIONS, VOLUME II, DATED MAY 22, 1994"
Contract 22352-CWL
Exhibit "D"
Page Number 1
12 September 1994
60
EXHIBIT "E"
LIST OF DRAWINGS
________________________________________________________________________________
EMPIRE TOWERS PROJECT
61
THK REAL ESTATE LIMITED
EMPIRE TOWERS PROJECT
EXHIBIT "E"
DRAWINGS
The drawings listed in Attachment E-1 hereto, consisting of two pages,
form a part of this Contract.
Contract 22382-CWL
Exhibit "E"
Page Number 1
12 September 1994
62
THK REAL ESTATE LIMITED
EMPIRE TOWERS PROJECT
EXHIBIT "E"
ATTACHMENT "E-1"
LIST OF DRAWINGS
DW NO. DESCRIPTION REV DATE
-- -- ----------- --- ----
VOLUME I: CURTAIN WALL
CURTAIN WALL DRAWINGS
CW - 1 INDEX OF DRAWINGS, LEGENDS AND SYMBOLS, GENERAL NOTES 0 20-May-94
CW - 2 KEY PLAN 0 20-May-94
CW - 3 HIGH BLOCK GROUND FLOOR PLAN 0 20-May-94
CW - 4 LOW BLOCK AND TRANSITION BLOCK GROUND FLOOR 0 20-May-94
CW - 5 HIGH BLOCK MEZZANINE FLOOR PLAN 0 20-May-94
CW - 0 XXX XXXXX XXX XXXXXXXXXX XXXXX 0xx XXXXX PLAN 0 20-May-94
CW - 6A DETAIL PLAN 0 20-May-94
CW - 6B DETAIL PLAN 0 20-May-94
CW - 6C DETAIL PLAN 0 20-May-94
CW - 6D DETAIL PLAN 0 20-May-94
CW - 6E DETAIL PLAN 0 20-May-94
CW - 6F DETAIL PLAN 0 20-May-94
CW - 6G DETAIL PLAN 0 20-May-94
CW - 7 HIGH BLOCK 2nd FLOOR PLAN 0 20-May-94
CW - 8 HIGH BLOCK 2nd FLOOR REFLECTED CEILING PLAN 0 20-May-94
CW - 9 LOW BLOCK 3rd FLOOR PLAN 0 20-May-94
CW - 00 XXXX XXXXX 0xx XXXX 0xx XXXXX PLAN 0 20-May-94
CW - 00 XXX XXXXX 0xx XXXXX PLAN AND LOW BLOCK 5th THRU 9th 0 20-May-94
FLOOR PLAN
CW - 12 HIGH BLOCK 10TH FLOOR PLAN 0 20-May-94
CW - 13 LOW BLOCK 10th FLOOR PLAN & LOW BLOCK UPPER PART 0 20-May-94
OF 10th FLOOR PLAN
CW - 14 LOW BLOCK ROOF PLAN 0 20-May-94
CW - 15 1ST REFUGE FLOOR PLAN 0 20-May-94
CW - 16 11th FLOOR PLAN 0 20-May-94
CW - 17 12th THRU 28th FLOOR PLAN 0 20-May-94
CW - 18 2ND REFUGE FLOOR PLAN 0 20-May-94
CW - 19 29th THRU 44th FLOOR PLAN 0 20-May-94
CW - 20 3rd REFUGE FLOOR PLAN 0 20-May-94
CW - 21 45th THRU 48th FLOOR PLAN 0 20-May-94
CW - 22 49th FLOOR PLAN* 0 20-May-94
CW - 23 50th FLOOR PLAN 0 20-May-94
CW - 24 51st FLOOR PLAN 0 20-May-94
CW - 25 52nd FLOOR PLAN 0 20-May-94
CW - 26 53rd FLOOR PLAN 0 20-May-94
CW - 27 54th FLOOR PLAN 0 20-May-94
CW - 28 55th FLOOR PLAN 0 20-May-94
CW - 29 56th FLOOR PLAN 0 20-May-94
CW - 30 57th & 58th FLOOR PLAN 0 20-May-94
CW - 31 MACHINE ROOM LEVEL PLAN 0 20-May-94
CW - 32 ROOF PLAN 0 20-May-94
CW - 33 EAST ELEVATION 0 20-May-94
Contract 22352-CWL
Attachment"e-1"
Page Number 1
12 September 1994
63
DW. NO. DESCRIPTION REV. DATE
------- ----------- ---- ----
CW- 34 WEST ELEVATION 0 20-May-94
CW- 35 SOUTH ELEVATION 0 20-May-94
CW- 36 NORTH ELEVATION 0 20-May-94
CW- 37 SECTION - A 0 20-May-94
CW- 38 SECTION - B 0 20-May-94
CW- 39 SECTION - C 0 20-May-94
CW- 00 XXXXXXX - X,X 0 20-May-94
CW- 41 SECTION - F 0 20-May-94
CW- 42 CURTAIN WALL SECTIONS 0 20-May-94
CW- 43 CURTAIN WALL SECTIONS 0 20-May-94
CW- 44 CURTAIN WALL SECTIONS 0 20-May-94
CW- 45 CURTAIN WALL SECTIONS 0 20-May-94
CW- 46 CURTAIN WALL SECTIONS 0 20-May-94
CW- 47 CURTAIN WALL SECTIONS 0 20-May-94
CW- 48 CURTAIN WALL SECTIONS AND DETAILS 0 20-May-94
CW- 49 CURTAIN WALL SECTIONS AND DETAILS 0 20-May-94
CW- 50 CURTAIN WALL SECTIONS AND DETAILS 0 20-May-94
CW- 51 CURTAIN WALL SECTIONS AND DETAILS 0 20-May-94
CW- 52 SECTIONS AND DETAILS 0 20-May-94
CW- 53 CURTAIN WALL SECTIONS AND DETAILS 0 20-May-94
CW- 54 CURTAIN WALL SECTIONS AND DETAILS 0 20-May-94
CW- 55 ENTRANCE ELEVATIONS 0 20-May-94
CW- 56 CURTAIN WALL SECTIONS AND DETAILS 0 20-May-94
CW- 57 SECTIONS AND DETAILS 0 20-May-94
CW- 58 SECTIONS AND DETAILS 0 20-May-94
CW- 59 SECTIONS AND DETAILS 0 20-May-94
CW- 60 TYPICAL COLUMN CLADDING DETAILS 0 20-May-94
Contract 22352-CWL
Attachment "E-1"
Page Number 2
12 September 1994
