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100% found this document useful (1 vote)
660 views41 pagesN - S Subcontract Agreement July 2007
Uploaded by
Lisa ShentonCopyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as PDF or read online on Scribd
/ 41
eta
N/S SUBCONTRACT AGREEMENT
Project
Contractor
NIS Subcontractor
Service
Contract Date File Code
prepared by the JOINT BUILDING CONTRACTS COMMITTEE Inc
RECONMENDED BY THE JBCC CONSTITUENTS
‘Association of Constrtion Project Managers
7 ‘Association of South African Quantity Surveyors.
Master Bullders South Aftica
‘South African Association of Consulting Engineers
‘South African institute of Architects
‘South African Property Owners Association
Specialist Engineering Contractors Committee
JBCC SERIES 2000 EDITION 5.0 CODE 2102 © JULY 2007
ey,
agi JBCC SERIES 2000
Nominated / Selected Subcontract Agreement - Edition 5.0
Preface
JBC documents are complied in the interests of standardisation and portray the consensus view of the Joint
Building Contracts Committee of good practice and an equitable distribution of contractual risk: The
documentation sots outa clear, balanced and enforceable set of procedures, rights and obligations which, when
competently managed and administered, protect the employer, contractor and subcontractors alte. It should
be noted that each of the documents has been formulated for use specticaly as part of the Series 2000 and
. is most unikely to be sultablo for use with other forms of contract
The Agreement Structure
‘The JECC document suits has been structured for use by both the Private and State sectors. However it hes
been found that the direct inclusion of State requirements as was the case in previous editions produced
dificuties in accommodating the necessary differences in a single document. Therefore where the employer
isa State institution the document will rquire an Addendum to be compiled of all the substtutions that are
‘needed to the standard clauses as published
‘TheN/S Agreement brings about a strong consistency in the contractual languageused andthe administrative
procedures required, The agreement ciauses are divided into sections that correspond as closaly as possible
to the project execution sequence. The previously separately published Prefiminaries has been incorporated
intothis Agreement with the variables dealt with therein being replaced by Contract Data Addendums for both
Contractor and N/S Subcontractor requirements
‘The Agreement covers both nominated and selected subcontractors and mimics the Principal Building
‘Agreement with all common clauses retaining the seme numbering. A few ‘blank’ clause numbers occur to
‘maintain the commen numbering system. ‘No clause’ Is used where this occurs. A comprehensive set of
legelly compatible certficates and forms for use in acministering the Agreement and other primary documents
are available
Warning!
This Edition 6.0 results in most support dacuments having been revised (o remain compatible. Personsentering
into or preparing contracts using the JBCC Series 2000 are warned of the dangers inherent in modifying eny
partof t. Where itis considered essential to make changes, users are advised to ensure that such changes
‘are drafted by qualified legal persons with extensive knowledge of the JBCC documentation and the
‘construction industry. Experience has shown that changes drafled by others, including members of the
uiting professions, offen heve resus very diferent from those inlended which may be prejudicial fo ether
‘or both parties
JBCC Documentation Services
Documents Avaliability: Series 2000 documents are obtainable through most regional offices of JBCC
constituents as fisted on the cover of this document. The J8CC supplies documents exclusively to
constituents and does not sell direct to users. JBCC can be contacted at jco@mvrob.co.za in relation to
those services
Copyright Reserved
The Joint Bung Contracts Commies claims authorship of this work. Al rights are reserved. No part ofthis
publication may be reproduced, stored in any retrieval system, or tranamited, hn any form or by any means,
bectronia, meckenical photocopying, scanning, recarding, or otherwise, wiho.t the prior pecmission of the
Joint Buiding Contracts Commitee. Unauthorised reproduction ofthe work isan infringement ofthe copyright
in the work. Judicial proceedings can and wil be instituted to obtain rolef and the recovery of damages SCHEDULE OF MODIFICATIONS IN EDITION 5.0 _
Legend
‘Amended A clause has been changed or reworded
Deleted A clause has been removed or designated as "No clause”
New ‘clause has been added
‘Acclause has been renumbered or renamed
The sequence of clauses from 2.1 to 2.5 and 2.8
1 Inconsequentia! wording, grammar and previous typographical corrections are not fisted
2 Reprints ofthis edition may inelude further inconsequential corrections that wil not be fisted
Table of modifications to definitions listed in clause 1.0:
A Atbitrator A Mediator DNS Schedule
‘A Contractor's instruction -«»@D~—_N/S.Bills of Quantities N Party
A CPAP N N/S Contract Data A. Practical Completion
A Defect ‘A NiSGontract Documents A_—_-Programme:
‘A Final Completion NN -N/SPayment Guarantes = D_State
D Lump Sum Document N- NS Priced Document
Table of modifications to clauses:
At D72 A474 N 247-10
A152 A212 A154 A 224-2
A184 No2to11 | A 1514-2 | A 26.1
D156 R 100 A153 D 26.4.
A164 A 10.4.4 N 15.50 N 273
Dis R110 R160 A 2924
D334 N 4143 A164 A23
A368 Di2 A 162-3 R 2044
nite [Nn 163-11 | A 297
A 37-10 A 12.23 Aisa | A
ABM N 1256 R 190 D
D3i2i9 | R 13.0 R
ABA N 13.42 A
N 545 A 1434 A
R60 D N/S SUBCONTRACT AGREEMENT
TABLE OF CONTENTS
Section Clause No Description Page
DEFINITIONS 1.0 Definitions and Interprotation 1
OBJECTIVE AND PREPARATION 2.0 Offer, Acosptance and Performance Obligations 4
3.0 Documents and Principal Building Agreement 5
4.0 Design Responsibility 5
5.0 Employer's Agents 6
6.0 Subcontractor’s Site Representative: 6
7.0 Compliance with Laws and Regulations 6
8.0 NIS Works Risk 7
9.0 indemnities 8
40.0 General Insurances 8
11.0 Special insurances 9
12.0 _Effecting Insurances 9
Assignment 10
‘Security 10
EXECUTION 15,0 Preparation for and Execution of the N/S Works cn
16.0 Site and Access 2
17.0 Contractor's Instructions 8
48.0 Setting out of the Works “4
19.0 No Clause 4
20.0 Contractor's Attendance 18
24.0 Subcontractor’s Plant and Services 15
22.0 Other Subcontractors 15
COMPLETION 23.0 Interim Completion 16
24.0 Practical Completion 16
25.0 Works Completion 7
26.0 Final Completion 18
27.0 Latent Defects Liablity Period 19
28.0 Sectional Completion 19
29.0 _ Revision of Date for Interim Completion 19
30.0 Damages for Nonperformance 2
PAYMENT 31.0 Interim Payment 22
32.0 Adjustment to the N‘S Contract Value 24
33.0 Racovery of Expense and Loss 26
34.0 _ NIS Final Account and Final Payment ar
35.0 Direct Payment to Subcontractor 29
TERMINATION 36.0 Termination by Contractor - Subcontractor’s Default 29
37.0 Termination by Contractor - Loss and Damage 30
38.0 Suspension or Termination by Subcontractor - 3t
Contractor's /Employer’s Default
39.0 Termination - Cessation of the Works 32
DISPUTE 40,0 Settlement of Disputes 33
CONTRACT AGREEMENT 41.0 Post Tender Provisions 35
42.0 Contractual Agreement 37 IDEFINITIONS
4.0
4
DEFINITIONS AND INTERPRETATION
“The definitions used in this document and the interpretation thereof are listed below. The word or
phrase ofa definon is highlighted in the text and shall bear the meaning assigned toi inthis 1-4
Where such word or phrase is not highlighted it shall bear the meaning consistent with the context
of ite use, The listed defined word or phrase does not qualify as e definition where information
required to be stated in the mis contract data has not been provided
ADJUDICATOR: The person appointed by the parties to decide any dispute arising outof tis mls
agreement
ADVANCE PAYMENT GUARANTEE: A guarantoe at call obtained ty the subcontractor from an
institution approved by the employer on the JBCC Advance Payment Guarantee form in the
amount as stated in the n/s contract data
AGENT: A party named in the nis contract data andlor appointed by the employer to deal with
specific aspects of the nls works
ARBITRATOR: The person appointed by the parties to decide any dispute arising out of this mvs
agreement
BUDGETARY ALLOWANCE: A sum of money included in the nis contract sum for work intended
{or execution by the subcontractor, the extent of which is identified but not detalled
CALENDAR DAYS: Twenty-four (24) hour days commencing at midnight (00:00) which include
working and non-working days.
CERTIFICATE OF FINAL COMPLETION: A cettificate issued by the principal agent to the
contractor stating the date on which final completion of the works was achieved
CERTIFICATE OF INTERIM COMPLETION: A certificate issued by the contractor to the
‘subcontractor stating the date on which interim completion of the n/s works was achieved.
Such corlficate shall not take precadence over the certificates of practical, works and final
completion
CERTIFICATE OF PRACTICAL COMPLETION: A cortficate issued by the principal agent to the
‘contractor stating the date on which practical completion of the works was achieved
CERTIFICATE OF WORKS COMPLETION: A certificate issued by the principal agent to tho
‘contractor stating the date on which works completion cf the works was achieved
CONTRACTOR: The party contracting with the subcontractor for the execution of the nfs works
‘as named in the nfs contract data
CONTRACTOR'S INSTRUCTION: A wrtton instruction which may include drawings and other
‘construction information signed and issued by or under the authority of the contractor to the
‘subcontractor
GPAP: The JBC Contract Price Adjustment Provisions used for the adjustment of the nis
contract value as siated in the n/s contract data
DEFECT: Any aspect of materials and workmanship forming part of the n/s works that, in the
opinion of the principal agent, is duo to the failure of the subcontractor to comply with his
obligations in terms of the n/s agreement
DIRECT CONTRACTOR: A perty appointed directly by the employer to do specialist work on site
prior to practical completion
1/8 Subcontract Agreement Page 1 EMPLOYER: The patty contracting withthe contractor for the execution of the works as named
inthe nis contract data
FINAL COMPLETION
by the principal agent
he stage of completion whore the works Is free ofall defects as certified
INTEREST: The bank rato which is applicable from time to time to registered banks when
portowing money from the Central or Resarve Bank of the country named in the nis contract data
‘The ruling benk rate on the fist calendar day of each month shall be used In calculating the
interest due for such month
INTERIM COMPLETION: The state of completion where the nis works is substantially complete
as certified by the contractor
‘JBCC: The Joint Buliding Contracts Committee Incorporated
LATENT DEFECT: A defect that a reasonable inspection ofthe nfs works by the principal agent
‘would nat have revealed before the issue of the defects list
LAW: The law of the country stated In the n/s contract dato
MATERIALS AND GOODS: Materials and goods delivered to the subcontractor fr Inclusion in
the nls works whether stored on or off the site or in transit but not yet part of the nls works,
MEDIATOR: The party appointed by the parties to mediate any dispute arising cut of this mis
‘agreement
NIS AGREEMENT: This JBCC Nominatad/Selected Subcontract Agrooment and other nis
‘Contract documents that together form the contract between the parties
NS CONSTRUCTION GUARANTEE: A guarantee at call obtained by the subsontractor from an
Thatitution approved by the contractor in terms ofthe JBC NIS Construction Guarantee form a8
lected In the n/s contract data
|NIS CONSTRUCTION PERIOD: The period commencing on the date on which the subcontractor
pai commence work according tothe programme and ending onthedate of interim completion
NIS CONTRACT DATA: The defined listed variables applicable to this m/s agreement
WIS CONTRACT DOCUMENTS: This document, the n/s contract drawings, the nis priced
Hlocument and such ether documents as are identified in the n/s contract data
N/S CONTRACT DRAWINGS: The drawings stated in the nis contract data upon which the
‘accepted tender or negotiated amount was based
NIS CONTRACT SUM: The tender or negotiated amount, inclusive of tax, as accepted by the
Smployer znd stated in the nis contract data that Is not subject to adjustment
WIS CONTRACT VALUE: A monetary value that intially is equal tothe n/s contract sum that Is
‘subjact to adjustment
Wis FINAL ACCOUNT: The document, prepared by the principal agent, which reflects the nis
Contract value of the ns works at final completion oF termination
Wis PAYMENT GUARANTEE: A guarantee in the amount 2s stated in the nls contract data
i etsizod by the eontractor from an institution approved by the subcontractor In terms of the
‘BCC NIS Payment Guarantee form
N/S PRICED DOCUMENT: The schedule of rates orather documents as are appropriate to thisn/s
agreement
1n/S Subcontract Agreement Page 2 12
NS PROGRAMME: A diagrammatic representation of the planned execution of units of work or
events of the n/s works indicating the dates for commencement and completion thereof
N/S RECOVERY STATEMENT: The statoment prepared monthly by the contractor in erms ofthe
BCC NIS Recovery Statement form
N/S WORKS: The portion of the works described in general terms in the nis contract data,
etailed in the n/s contract documents, orderad in contractor's Instructions and including the
subcontractor's temporery works. Nis works includes materials and goods and those supplied
free or otherwise by the employer fo the subcontractor
PARTY: The contractor and/or subcontractor
PAYMENT ADVICE STATEMENT: A document Issued monthly by the contractor certifying the
‘amount due and payable by the contractor to the subcontractor or vice versa in terms of the
JBCC Payment Advice Form
PAYMENT CERTIFICATE: A document Issued monthly by the principal agent certifying the
‘amount due and payable by the employer to the contractor or vice versa in terms of the JBCC
Payment Certificate form
PRACTICAL COMPLETION: The stage of completion where the works or a section thereof, as.
certified by the principal agont, is substantially complete and can effectively be used for the
purposes intended
PRIME COST AMOUNT: An amount included in the n/s contract sum for the delivered cost of
‘materials and goods obtained from a supplier as instructed by the contractor
PRINCIPAL AGENT: The party named in the n/s contract data and/or appointed by theemployer
PRINCIPAL AGREEMENT: The JBCC Principal Building Agreement and other contractdocuments,
hich together form the contract between the employer and the contractor
PROGRANME: A diagrammatic representation ofthe planned execution of units of work or events,
of the nfs works and works indicating the dates for commencement and completion thereo!
‘SECTION: A defined portion of the works for which practical completion is required on the date
stated in the nfs contract data that is earlier than that required for the works as a whole
SECURITY: The form of guarantee provided by the contractor or subcontractor, as stated in the
fils contract data, from which a party may recover expense and loss in the event of default
SITE: The land or place on, over, under, in or through which the works is to be executed and as
defined in the nls contract data
‘SUBCONTRACTOR: The party contracting with the contractor for the execution of the n/s works
as stated in the n/s contract data
‘TAX: Value-added tax, sales tax or any other statutory tax, duty or levy applicable by law
WORKING DAYS: Twenty-four (24) hour days commencing at midnight (00:00) which excludes
Saturdays and Sundays, statutory holidays and any recognised ennual bullding holiday period
WORKS: The works as described in the principal agreement and recited inthe nls contract data
WORKS COMPLETION: The stage of completion where the work on the works completion list
fhas been completed as certified by the principal agent
‘The parties each choose thelr physical address as stated in the n/s contract data where notices
fF processes arising out-of or conceming this nls agreement may validly be delivered to and
served on them, Either party may, at any time, by notice tothe other change its physical address
to another address provided that Its in the samee country as that intially stated in the n/s contract
data
(Ws Subcontract Agreoment Page 8
| 13
14
144
142
143
15
1.84
152
153
1584
155
18
16.4
182
163
184
a7
18
Documents and legislation referred ton this n/s agreement shall moan the current ecition thereof
‘with all amendments thereto at the date of eubmission of the subcontractor’s tender unless
otherwise stated
Inthe interpretation of second level subclauses (e.g. 7.6.4) inthis document:
‘Where one of several subclause options is to be selected, the word ‘or’ links such
subclauses
Where consecutive subciauses apply these are inked by the word ‘ang!
|All other such subclauses are interpreted on a ‘stand alone’ basis - any or all apply
In this document, unless inconsistent with the context:
“The word “deemed shall be conclusive that something s fact, regardiess of the objective
truth
“The words “accept, appoint, approve, certify, decide, grant, inform, instruct, issue, notice,
object, record, ruse, reduce, request, state” and ther derivatives indicate an act carried
out in writing
‘The masouline gender Includes the feminine and neuter genders and vice versa, the
singular includes the plural and vice versa, and a person includes corporate bodies
‘Clause numbers written as [64.1.5] means “in terms of” to such referenced clauses where
{64.1.5-8] means the subciauses 5, 6, 7 and B inclusively and [54.1.5,8) means tho
subclauses 5 and 8 only
‘The headings of clauses are for reference purposes only and shall not be taken as
‘construing the context thereof
Notice shall be presumed to have been duly given when:
Dolivered by hand - on the working day of delivery
Sent by registered post - five (5) working days after posting
‘Sent by telefax - one (1) working day after transmission
Sent by e-mail -one (1) working day after transmission
Forthe purposes of sentence in relation oa payment advice statoment only the parties consent
to the Jurisdiction of any court of the country as stated in the m/s contract data elthough the
‘Smount of the claim by either of the parties against the other may exceed the jurisdiction of such
court
This nfs agroement is the entire contract between the parties regarding the matters addressed
inthis nis agreement. No representations, terris, conditions or warrentes not contained in this
his agreement shall be binding on the parties. No agreement or addendum varying, addi (0,
Galeting or terminating this nfs agreement including this clause shall be effective unless reduced
to waiting and signed by the parties
OBJECTIVE AND PREPARATION
2.0
2A
22
OFFER, ACCEPTANCE AND PERFORMANCE OBLIGATIONS
‘The objeative of his nls agreement's the execution of and payment forthe nfs works for which
hore has been an offer by the subcontractor an! an acceptanco thereof by the contractor
In pursuance of the objective the parties undertake to carry out their reciprocal obligations
u/s Subcontract Agreement Page 4 3.0 DOCUMENTS AND PRINCIPAL BUILDING AGREEMENT
3.1 The contractor shail provide a nfs payment guarantee whers:
ata Required by the subcontractor in the accepted tender. The guarantee shall be according
tothe relevant JBCC Payment Guarantee form in the amount of ten per cent (10%) of the
rnis contract sum and shall be provided within twenty-one (21) calendar days of
acceptance of the tonder
B42 The contractor has failed to make paymentto the subcontractor 31.9.2, 31.15, 34.10.2,
34.14} for the unpaid balance of the nis contract value. Such guarantee shall be
provided within saven (7) calendar days of 2 request for such guarantee from the
subcontractor
3.2 The subcontractor shall provide:
324 A nis construction guarantee [14.3-4] where so elected in the Form of Offer and
‘Acceptance
3.2.2 ‘An advance payment guarantee to the employer where so required in the
subcontractor’s accepted tender. The guarantoc shall be according to the JBCC
‘Advance Payment Guarantee form in the amount as stated in the nfs contract data
3.2.3 ‘A-copy of the nis priced document comprising the subcontractor’s accepted tender
33-4 No clause
3.5 The contractor shall complete the nis contract data and arrange the format signing of this nls
agreement once the n/s contract documents have been provided and effected. Formal
signatures are not required to render this n/s agreement binding
3.6 The parties shall sign, in original, the number of sets of n/s contract documents required by the
parties. The contractor or other party as stated in the ms contract data shall hold a signed set
of nfs contract documents to be produced as and when required by the parties. The
subcontractor shall be entitled to receive one (1) set of n/s contract documents al no expense
to the subcontractor
3.7 The contractor shall provide the number of copies of drawings, unpriced nls priced document
and documents as stated in the n/s contract data at no cost to the subcontractor. The
subcontractor shail keep on site a copy of such documents required for construction as well as
contractor's instructions to which the employer, contractor, principal agent and agents shall
have access at all times
8.8 Information contained in the nls contract documents and other documents flowing from this nis.
agreement shall be used only forthe purposes of this nfs agreement and shall not be published
CF disclosed without the prior written consent of the employer
3.9 Thenls priced document shall not be used asa specification of materials and goods or methods.
unless 0 solected in the n/s contract data.
3.10 Where the priced documentis note bills of quantities the subcontractor shall provide. schedule
cf rates in the nls contract data which meets with the prinelpal agont's approval
3.11 The principal agent shal identify n detail any changes made to the provisions of JBCC standard
documentation in the nfs contract data
4.0 DESIGN RESPONSIBILITY
4.1 The subcontractor shall not be responsible for the design of the n/s works, other than the
subcontractor’s or his subcontractor’s temporary works, unless othervise stated in the nis
Nis Subcontract Agroomont Page 5
I 42
43
434
432
433
50
5A
62
53
5a
58
6.0
6A
62
7.0
7
‘contract data, The subcontractor shalt not be responsible for the primary coordination of design
‘lements
‘Any design responsibilty undertaken by the subcontractor shallnot devolve upon the contractor.
‘All contractual or other rights the contractor has against the subcontractor arising from any
‘design responsibilty undertaken are hereby ceded to the employer. The rights flowing from &
warranty regarding such design responsibilty are hereby ceded to the employer [26.7] whether of
not such design warranty is referred to in this n/s agreement
‘Asubcontractor undertaking design shall be responsible for ensuring the timoous preparation of
the design documentation for acceptance by the principal agent to avoid delay to the Intended
dates or any revision thereof for:
‘Stage completions in torms of the programme
{Interim completion [23.0]
Practical complation [24.0]
EMPLOYER'S AGENTS
‘The employer has appointed the principal agent and other agents in terms of the principal
‘agreement as stated In the n/s contract data
‘The principal agent shall inform the contractor and subeontractor where an agent [5.1] is
relevant to the n/s works, Suchagent shall be delegated authority to Issue contract instructions,
‘and perform such duties es may be required for specific aspects of the nis works
No clause
‘Should an agent be unable to act or cease to be an agent, the employer shal inform the
‘contractor and subcontractor of thenew agent to be appointed, The employer shall not appoint
Such agent against whom the subcontractor makes a reasonable objection in wring within five
(8) working days of receipt of such notice
Should the principal agent or any agents have a legal interest or involvement in the project
‘constituting the works, other than a professional interest, such shall be stated in the n/s contract
data or immediately upon the acquisition of such interest or involvement
SUBCONTRACTOR’S SITE REPRESENTATIVE
“The subcontractor shall keep a representative competent toadminister and control the n/s works
continuously on the site during the execution of the nfs works. Notice shall be given of the names
of representatives by each party to the other
‘A contractor's instruction given tothe subcontractor’s representative shall be deomed to have
been given to the subcontractor
COMPLIANCE WITH LAWS AND REGULATIONS
‘The parties shall comply with all laws, regulations and bylaws of local or other authorities having
jurisdiction regarding the execution of the nfs works. The parties shall ge all notices and pay
all charges required by such authorities. The principal agent shall deal with the amounts thus
paid (22.4, 33.2.1]
1S Subcontract Agra 8.0
a4
82
824
822
as
ast
83.2
83.3
84
85
ast
852
85.3
864
355
856
857
858
as
85.10
as
NIS WORKS RISK
‘The subcontractor shall take full responsibilty for the n/s works during the n/s construction
period. On the date ofissve of the certificate of interim completion or the deemed achievement
of interim completion responsibilty for the nis works shall pass fo the contractor
‘The subcontractor shall make good physical loss and repair damage to the n/s works, including
clearing away and removing from the site all debris resulting therefrom, which occurs after the
‘commencement of the ns construction period and up to the date of final completion {26.0} and
resulting from:
‘Any cause arising up to the date of practical completion [24.0]
‘The subcontractor or his domestic subcontractors carrying out any operation complying
with the subcontractor's obligations afr the date of interim completion
‘The liability of the subcontractor [8.2] shall include:
‘The cost of making good physical loss and repairing damage
‘The replacement value of materials and goods supplied by the employer to tho
subcontractor
The additional professional services of the employer's agents
‘The limit of the subcontractor's liability shall not exceed the amount of the contract works
Insurance as stated in the n/s contract data
‘The subcontractor shall not be liable for the cost of making good physical loss and repairing
damage to the n/s works where this results from any of the following circumstances:
Wear, whether declared or not, invasion and hostile acts of foreign enemies
Rebellion, insurrection, revolution, terrorism, military or usurped power or civil war
Civil commotion, rot, strike, lockout or disorder by persons other than the
‘subcontractor’s personnel and othr employees or his subcontractors
Confiscation, nationalisation or requisition by any public of local authority
‘Sonic shock waves caused by aircraft or other aerial devicas and ionising radiation or
‘contamination except where attributable to the subcontractor’s use of such technology
‘The use or occupation of any part of the nfs works by the employer or the contractor,
their servants or agents and those for whose acts or omissions they are responsible
‘Anact or omission of the employer or the contractor, their servants or agents and those
for whose acts or omissions they are responsible
‘Anactor omission by direct contractors appointed in terms ofthe principal agreement
Design of the nis works where the subcontractor is not responsible [4.0]
A latent defect in materials and goods specified by trade name where the
‘subcontractor has no right of substitution. The subcontractor hereby cedes any right
‘of action to the employer that may exist agains! the supplier and/or manufacturer of such
materials and goods
Where the subeontractor is not liable for the costs [8.5] such making good physical loss and
repairing damage shall be measured and valued [32.0] and added to the nls contract value
uss Suncontract Agreement Page 7 8.7 The subcontractor shall forthwith notify the contractor, principal agent and insurer of any
physical loss and damage to the nis works that comes to his attention
9.0 INDEMNITIES
941 Subject to the 9.2 provisions the subcontractor Indemnifies and holds the contractor harmless
against any loss in respect ofall claims, proceedings, damages, costs and expenses arising from:
ont Claims from other parties consequent upon death or bodily injury or iiness of any person
‘or physical loss or damage to any property, other than the nls works, arising out of or due
to the execution of the n/s works or occupation ofthe site by the subcontractor
Noncompliance by the subcontractor with any law, regulation or bylaw of any local or
ther authority arising out of or due to the execution of the n/s works or occupation ofthe
site by the subcontractor
94.3 Physical loss or damage to any plant, equipment or other property belonging to the
subcontractor
® 02 The contractor inemnifis and holds the subcontractor harmless against lass in respect of ll
claims, proceedings, damages, costs and expenses arising from:
924 ‘An act or omission of the employer or the contractor, thelr servants or agents and those
for whose acts or omissions they are responsible
022 ‘An act or omission of a direct contractor or other subcontractor [22.0]
923 Design of the n/s works where the subcontractor is not responsible [4.0]
924 “The occupation of any part of the n/s works by the employar or his tenants
9.2.5 ‘The tight ofthe employer to have the nls works or any part thereof executed atthe site
926 Interference with any servitude or other right that isthe unavoidable result ofthe execution
tf the nfs works including the weakening of or interference with the support of land
Sdjacent to the site unless resulting from any negligent act or omission by the
‘subeontractor or his subcontractors
927 Physical loss or damage to an existing structure and the contents thereof in respect of
which this nfs agreement is for alteration or addition to the existing structure
928 Physical loss or damage to the contents of the works where practical completion has
been achieved [24.0]
9.29 “The use or occupation of the site by the n/s works
9.2.10 No clause
gaat ‘A dofect in materials or goods supplied by the employer for incorporation In the nis
works including any consequential damage caused by such defect
40.0 GENERAL INSURANCES
10.4. The following goneral insurances are required to be offectod in the joint names of the employer
‘and contractor in terms of the principal agreement:
10.44 oniract works insurance which shall include the contractor's subcontractors and the fut
value of materials and goods supplied by the employer to the contractor
40.1.2 Supplementary insurance for the works in respect of civil commotion, rot and strike
1/3 Subcontract Agreement Page @ 10.1.3
10.2
10.3
10.4
11.0
Wat
42
143
12.0
124
1244
1242
12.2
123
12.4
125
126
Public liability insurance generally covering acoldental injury or death of a person and
accidental loss or damage to material property
The insured amounts, deductibles and durations of cover shall be as stated in the n/s contract
data
‘Where this nis agreements cancelled [37.0] and the subcontractor is not required tomake good
the physical loss or repair damage to the works, the right to the proceeds of a contract works
insurance claim shall vest in the employer
Subject fo 10.3 the right to any claims paid or payable in tarms ofthe insurances [10.1] shall vast
In the party eniiled to indemnity thereunder and such party shall be liable for the deductible
SPECIAL INSURANCES
‘The following special insurances may be required to be effected. Such insurances shall be in he
Joint names of the employer and contractor:
‘Temporery lateral support insurance where the employer considers thatthe execution of
the works could cause the weakening of or interference with the suppor of land adjacent
to the site and the consequences thereof
Geotechnies insurance where the employer considers that the ground con«
site could be unsultable to support the works
ions of the
‘Such other specialised insurance as the employer deems necessary as stated in the nis
contract data
EFFECTING INSURANCES
‘The party responsible as stated in the n/s contract data [12.6] shall effect and keep in force:
General insurance [10.1] from the date of the handover of the site and until the
‘contractor's responsibility [8.0] has ended, and
‘Special insurances where required [11.1] unti the date of practical completion
Before the commencement of the n/s construction poriod, the contractor shall provide to the
subcontractor documentary evidence that the contract works insurance [10.1] has been effected.
Likewise the subcontractor, whore responsible, shall provide to the contractor documentary
‘evidence that public lability insurance [11.1Jhas been effected. Where required, the relevant party
shall provide evidence of renewal to tho other party before the expiry of the current period of
insurance.
‘Where the party responsible [12.1] falls to offect any of the required insurances or to keep them
In fore, the other party may effect such insurances. Where the contractor effects such
insurances, consequenton the subcontractor’s default, the contractor may recover expense and
loss resulting therefrom [33.0]. Where the subcontractor effects or keeps in force such
insurances, consequent on the contractor's or employer's default, the cost thereof shall be
addressed [32.4]
Bofore effecting support insurance 11.1.1] the employer shall engage an engineer or technologist
[5.2] to design and inspect the provision of the necessary support. The principal agent shall
‘delegate to such engineer or technologist the authority to issue contract instructions in relation to
the support provisions
No clause
‘Where practical completion in sections is required [26.0] or the works is for alterations or
renovations to an existing building(s) the effecting of contract works insurance [10.1.1] shall be the
responsibilty of the employer
1NIS Subcontract Agrosment Page 9
6) 43.0 ASSIGNMENT
434 Neither party shall assign or cade thelr rights o obligations without the witten consent ofthe other
ty wich consent shall nt be withheld without good reason
13.2. The contractor shall not consent to 8 nominated subcontractor assigning or coding his rights oF
Toicetons interme of his nis agreement without obtaining the or ‘approval of the principal
agent
44.0 SECURITY
441. __The subcontractor shall have the rght fo choose Ihe ‘security to be provided [14.3-4] 2s slated
Teasers contract data. Tho choice of security shell be Intusey the subcontractor’s tender,
ct date rns aotruction guarantee [4.2] shall be deemed to have been eheeey,
aay srovlded to the contractor within twenty-one (21) ealendar days of
‘aoceptance of the subcontractor’s tender
14.2 No clause
143 Where security 08a variable nls construction guarantse has bean chosen the following shall
apply:
14.3.4 the subcontractor shall provide the contractor with a varie mie construction
{Guarantee equal in value to tan per cent (10%) ofthe as contract sum
1432 ‘re variable nla construction guarantee shail come into fore, be administered and
Sroroin tres of the JBCC NIS Construction Guarantee form
1433 ‘me contractor shell return the variable ns construction guarantee to the
qubcontractor within fourteen (14) calendar days of ts expring
1434 Where the contractor has a right of recovery against he subcontractor [33.0], the
Were tor may issue a wien domand in terms of the variable nls construction
guarantee
144 Where security as a fixed nis construction guarantee and payment reduction of the value
SEtitieg has been chosen the following shall apply:
1444 ‘the subcontractor shall provide efxod v's construction guarantee {0 the contractor
apa in value to five per cent (5%) ofthe nls contract Sum
1442 “Tho fxad nfs construction guarantee shel come into force, be ‘administered and expire
in terme of the JBCG Construction Guarantee form
1443 Tho contractor shall return the fixed nls construction guarantee fo he subcontractor
vitin fourteen (14) calendar days of its expring
aad “The payment reduction tothe value certfiedn paymant cortificate shall bemade 31.8,
348)
1445 Where the contractor has 2 right of recovery againc! 18 subcontractor 93.0}, tne
Winer stor may issue a iten demand in terms of he fied construction guarantee or
‘Ray recover trom the payment reduction [33-4] oF Poth
4145. Where security as an advance payment guarantee Is (0 Pe provided by the subcontractor to
the employer.
1454 ‘Tne guarantood amount shall be equal in value fo tho cash advance requirement stated
inthe accepted tender, and
nis subcontract Agreoment Pege £0 145.2 ‘Such guarantee shall come into force, be administered and expire in terms of tho JBCC
‘Advance Payment Guarantee form, and
145.3 ‘Tho employer shall return such guarantee to the subcontractor within fourteen (14)
calendar days of I expiring
14.6 Payments made by the guarantor to the contractor or employer in terms of a nis construction
guarantee or an advance payment guarantee shall not prejudice the rights of tho employer,
contractor or subcontractor
14,7 Should the subcontractor fail to provide the security [14.1] the contractor, in his sole discretion,
may either:
1474 ‘Ailow the subcontractor to commence the nls works and withhold payment from the
‘subcontractor unt the amount withheld is equal in value ta ten per cent (10%) ofthe nfs
‘contract sum. Such amount shall be reduced to two per cent (2%) of the nis contract
‘sum on the achievement of practical completion [24.0] and to zero per cent (0%) [34.8]
in the final payment advice, or
14.7.2 ‘Terminate this nis agrooment [36.1.1]
448 — Asecurity held by the contractor [14.3-4] or employer [14.5} shall be for the due fulfilment of tho
‘subcontractor’ labily only and the contractor or employer hereby waive all common fav rights
to recover from or set-off against such security
45.0 PREPARATION FOR AND EXECUTION OF THE N/S WORKS
15.1 After acceptance of the tender or negotiated amount the subcontractor shall submit to the
‘contractor within the poriod stated in the n/s contract data:
15.1.4 ‘The nls priced document with all items properly priced, extended andcast. Priced tems
‘are deemed to include all costs, overheads and profit. The principal agent may instruct
the subcontractor to adjust prices which afe considered to be imbelanced or
unreasonable and to eliminate errors or discrepancies. Such adjustments shall beeffected
to the approval ofthe prinefpal agent and shall not change the nfs contract sum, and
15.1.2 ‘Such other documents and information identified in the nis contract data
16.2 _ The contractor shall:
16.2.4 Give access to the site to the subcontractor on the dete stated in the n/s contract data,
and
16.22 Prepare, implement and, where necessary, modify the programme_aliowing sufficienttimé
{for ttie subcontractor to achieve stage completions and Interim completion of the nis
‘works all as agreed with the subcontractor to enable the contractor, in turn, to achieve
practical complotion [24.0], and
16.23 No clause
15.24 Make payment to the subcontractor [31.0, 34.0]
15.3 Onbeing allowed to commence the nis works in terms of the programme and, subject{o 31.18.3,
the subcontractor shall procaed continuously, industriously and with due skill and appropriate
physical resources to bring the n/s works to stage completions as may be required in terms of the
programme and to:
15.3.4 Interim completion [23.0], and
NAS Subcontract Agreement Page {* 18.3.2
1633
153.4
18.4
155
186
156.4
18.62
15.6.3
157
16.14
187.2
188
159
16.0
16.4
162
163
Practical completion [24.0], and
Works completion [25.0], and
Final completion [26.0]
‘Whore completion in sections is required in trms ofthe nis contract data the further provisions
(of 28.0 shall be applicable
‘The subcontractor shall provide everything necessary forthe proper execution ofthe nls works
and shall carry out and complete the n/s warks in compliance with the nfs contract documents,
aing materials and workmanship ofthe qualty and standards specified therein, provided that cuch
ually and standards shall be to the reasonable satisfaction ofthe principal agent
“The contractor in consultation with the subcontractor shail:
‘Regularly update the subcontractor’s programme in relation to the nis works togathor
ith a schedule of outstanding construction information in sufficient detail to enable tho
prinefpal agent to assess the progress of the n/s works and timeously provide the
Information required, and
Coordinate the subcontractor's programme with his own, and
Continuously revise and modify the programme and the schedule of outstanding
‘Construction Information and issue copies timeously to the subeontracter and principal
agent
‘The subcontractor shall:
Provide all reasonable assistance to the contractor in the preparation of cash flow
projections where required by the employer. The projections shall be based on the
eontractor's programme and shall be updated as and when necessary, and
Inform the contractor of al cash advances end the quantum of each to be provided tothe
subcontractor by the employer
‘The contractor and subcontractor shall hold regular meetings related to the progress ofthe nis
vores and at such other times as may be necessary. The contractor shall record and distribute
the minutos of the meatings. At the request of the principal agent or the contractor meetings
‘shal be held to deal with technical and subcontractors" coordination matters
“Thesubeontractor shall maintain daily records ofthe number and categories of persons.and plant
mployed on the works and shall provide copies thereof tothe contractor on request
SITE AND ACCESS:
‘The subcontractor shall have reasonable access to the site, works, nis works or sections
thuvea! nat have achieved interim completion, to full his obigations, Any restrictions tothe site
Shea. including servitudes and the like, thatthe subcontractor may not accupy are defined in the
are contract data, The subcontractor shall not extend his operations into such defined areas
Whore a geotechnic investigation has been undertaken the resuits thereof, where relevant, shall
be provided In the n/s contract data
“The subcontractor shallbe deemed to have inspectad the site and any existing structures thereon
se tobe thoroughly acquainted with the conditions under which the nfs works is to be executed
rtiuging the means of access to the mvs works, the condition of the roads and generally ofall
tatters which may influence the execution of the nfs works
L/S Subcontract Agreement Pege 12 184
165
166
167
168
16.9
16.10
16.11
17.0
474
aA
41412
1743
TAA
1715
1716
aTAT
1718
1748
Where existing premises will be in use and occupied during the nis construction pertod the
subcontractor shall execute the n/s works with the east interference with the general routine of
the occupants of the premises and minimise any nulsance from dust, noise or other causes.
‘Speefic requirements of the employer or contractor are described in detain the nls contract
data
Where prior work has been undertaken on the site the subcontractor shall, within a reasonable
‘peti after being appointed, but not exceeding ton per cont (10%) ofthe nfs construction period
br twenty (20) working days whichever is the lasser, check the exiting fevle, fines, profiles and
‘he like of work previously executed that may affect the nis works. The subcontractor shal
forthwith notify the contractor and request a contractor's instruction regarding any inacouracy
found in work previously executed
‘The subcontractor, on becoming aware of a defect in previously executed work, shell request &
contractor's instruction in relation thereto
“The employer has recorded alt known services in the nfs contract documents where applicable
and annotated as to whether such services aro to be terminated, diverted or continue in use lther
temporarily or permanently Where undocumented services are encountered the subcontractor
‘shall Inmediately suspend all affected work in the vicinity and request the contractor to issue a
‘contractor's instruction in regard thereto
‘Troos and shrubs shell not be removed, cut back or disturbed without a contractor's instruction,
Specific requirements of the employer are described in the nls contract data
‘Any relies treasure or other articles of potential value found on the site shall remain the property
of the employer and shall be handed over to the principal agent who shall bo the sole arbiter of
What Is an article of value
“The employer, principal agent, agents and contractor shall have reasonable access tothe nls
‘works. workshops and other places where work in terms of this nis agreement s being prepared,
coxocuted or stored
“Tho subcontractor shail have reasonable access to the works and any section thereof that has
achieved practical completion to full his obligations
CONTRACTOR'S INSTRUCTIONS
‘The contractor may issue contractor's Instructions to the subcontractor regarding:
Alteration to design, quality or quantity ofthe nis works provided that such contractor's
instructions shall not substantially change the scope of the nis works
Rectification of discrepancies, errors In description or omissions In nfs contract
documents other than this document
Removal of any materials and goods from the site and the substitution of any other
materials and goods therefor
Removal or re-execution of any work
‘Opening up of work for inspection
Provision and testing of samples of materials and goods, specimens of finishes and
assemblies of elements of the nfs works:
Protection of the nis works
Making good physical ioss and repairing damage to the nis works [8.0]
Removal from the site of any party employed on the mvs works
irs Suncontract Agreement Pege 12 74.10
wan
74.82
174.13
arate
74.18
17.41.46
AWAAT
$74.18
174.49
17.41.20
"2
173
74
175
18.0
18.4
182
183
18.4
19.0
Femoval from the site of any person not engaged on or connected with the n/s works
The programme [16.6]
No clause
Notices to selected subcontractors
Prime cost amounts and the purchase of materials and goods included therein
Budgetary allowances and work executed by the subcontractor thereunder
Contingency and other monetary provisions included in the nls contract sum
Work by the contractor’s domestic subcontractors, other subcontractors and direct
contractors [22.0]
‘The lists for Interim completion, practical completion, works completion, final
completion and defects
‘Compliance with laws, regulations and bylaws [7.0]
‘Access for previous contractors and subcontractors to remedy defective work
“The subcontractor shall comply with and duly execute all contractor's instructions subject to
248
‘An oral instruction given by the contractor shail be of no force or effect. Neither the
‘subcontractor nor the contractor may rely upon an oral instruction for any purpose
‘Should the subcontractor fail fo proceed with due diligence with a contractor's instruction, the
contractor may notify the subcontractor to proceed within four (4) working days from receipt of
‘such notice. Without further notice, on default by the subcontractor, the contractor may employ
ther partes to give effect to such contractor's instruction in addition to any other rights which
the contractor may have. The contractor may recover expense and loss [33.0] resulting from
such employment
“The subcontractor shall cooperate with and assist the contractor end principal agent where
execution of a contractor's instruction could cause an adjustment to the n/s contract value
182.2)
SETTING OUT OF THE N/S WORKS
‘The contractor shall point out allnecessary pogs, beacons end datum levels and where neceseary
provide drawings to the subcontractor lo enable the subcontractor to sat out the nis works
‘The subcontractor shall be responsible for the setting out of the nls works within the works and
shall provide everything necessary for this purpose
‘The subcontractor shall provide ll assistanceand everything necessary to enable the contractor
to check the accuracy of the setting out of the mis works, Such checking shail not relieve the
subcontractor of his responsibilty for correctness thersof. The subcontractor shall recy any
terrors in the n/s works that arise from incorrect setting out without adjustment to the n/s contract
value. ‘The subcontractor shall not be liable for incorrect setting out should information given
118-1] cause incorrect setting out of the nis works
The subcontractor shall take all precautions to preserve such pegs, beacons, datum love's and
other aids used in setting out the nls works and should any be disturbed have them replaced at
his own expense
No Clause
iS Subcontract Agrooment Page 16 20.0
20.1
20.1.1
20.4.2
20.1.3
20.1.4
20.1.5
20.1.6
21.0
24
aaa
242
21.18
214
a2
a3
22.0
224
CONTRACTOR'S ATTENDANCE
The contractor shalt at his own expense provide the tollowing general attendance on the
subcontractor executing the n/s works:
‘Access to the site and places where the subcontract work is to be carried out, including
the reasonable use of any temporary personnel hoists erected by the contractor
“The provision of water and lighting and of single phase electric power to @ position within
50 metres of the place where the subcontractor’s work is to be carried out other than
‘water, fuel and power for commissioning of any installation
The provision of an area .for the subcontractor to establish tomporary office
‘accommodation and workshops and for the storage of plant and materials and goods
‘The use of erected scefiolding belonging tothe contractor, in common with others having
the lke right, while it remains eracted on the site
‘The use of ablution facilities and the like, where provided
‘Tho use of the site tolecommunication facilities, where provided, subject to payment by
the subcontractor for usage thereof
SUBCONTRACTOR’S PLANT AND SERVICES
Other than where provided by the contractor in terms of the principal agrooment the
subcontractor at his own expense forthe due and proper fulfiment ofthe nis works shall provide,
maintain and remove the following:
Office accommodation, temporary workshops, sheds or other structures 2s required
(20.1.3)
Hoardings with gantries, fans, safety screens, barriers, access gates, covered gangnays
and the like as necessary for the enclosure of the n/s works and alements thereof all for
the protection of the public and others
‘Scaffolding for internal and external use
‘All equipment and labour for hoisting his plant and materials and goods. Should the
contractor have erected hoisting equipment the subcontractor shall be allowed the use
of such equipment at reasonable times by arrangement with the contractor
Where the subcontractor hes not performed in terms ofthis nls agreement and the provisions
of the programme, the subcontractor shall be liable for any cost incured by the contractor in
providing eddiional scaffolding or leaving erected scaffolding in positon for longer period
‘The subcontractor shall regularly clear away all rubbish and excess materials related to the
‘execution of the n/s works and leave the works and n/s works in 2 clean and satisfactory stata
to the reasonable satisfaction of the contractor
OTHER SUBCONTRACTORS
‘The subcontractor shall cooperate with the contractor's domestic subcontractors, other
subcontractors and direct contractors. On instruction [17.1}the subcontractor shall permit work
to be executed and instaled in the n/s works by such other subcontractors
Where such other subcontractors cause the subcontractor expense and loss for which the
‘subcontractor was not required to provide In the nfs contract sum, such expense and loss shall
be the subject of a claim for adjustment of the n/s contract value [32.5-6]
1/3 Subcontract Agreement Page 18 |
|
L
22.3 Such other subcontractors shall be subject o reasonable control by the contractor as required by
the subcontractor
COMPLETION
23.0 INTERIM COMPLETION
231. The subcontractor shall inform the contractor of the anticipated date for interim completion.
‘The contractor shall inspect the nls works with the subcontractor on a date to beagreed. Where
a specialist agent is appointed in relation to the nie works, the contractor may request the
eeistance of such an agent in making the inspection. Where in the opinion of the contractor the
rls works elther:
BAS Has reached interim completion, the contractor shell forthwith issue a certificate of
interim completion, or
23.1.2 Has not reached interim completion, the contractor shall forthwith issue an interim
completion lst defining the outstanding work and defects to be rected to achieve
interim completion
232 Where, in the opinion of the subcontractor, the work on tho interim completion list has been
Completed the subcontractor shallinform the contractor who shallinspect such work within seven
(7) calendar days of receipt thereof. If saisied, tho contractor shal Issue @ certificate of
Interim completion or otherwise Issue further interim completion lists
23:3. Should the contractor not Issue an interim completion Fst [23.1.2] within seven (7) calendar
days of the inspection date, the subcontractor may notify the contractor and principal agent,
‘Should the contractor not issue such lst within seven (7) calendar days of receipt of such notice
inferim completion shall be deemed to have been achieved elther
23.3.4 ‘On the date that interim completion was antioipeted [23.2], or
23.32 (On the date of expiry ofthe notice given by the subcontractor [23.1]
23.4 Where the nis works of a portion thereof includes mechanical or electrical systems that aro put
to use for the corwveniance of the contractor with the permission of the subcontractor then any:
Quarantee period conceming such system shall nverineless cormmence only on the date of the
‘granting of practical completion [24.0]
24.0 PRACTICAL COMPLETION
24.1 The principal agent at appropriate intervals shall
24.44 Ingpect the works to give the contractor interpretations and guidance on the building
standards and the stale of completion of the works viich the contractor will be required
to achieve for practical completion, and
24.12 ‘Where necessary timeously issue @ contract instruction [17.1.4] consequent upon such
Inspaction, and
24.18 Inform the contractor of the period required for inspection of the works related to the
achievement of practical completion
24,2 ‘The contractor, on being informed by the prinelpal agent [24.1 2-3, shall instruct and inform the
subcontractor accordingly
24.3 Whore the prineipal agent after the inspection in terms of the prinefpal agreement either:
u/s Subcontract Agrwement Page 18 24.3.4
24.3.2
28.8
28.4.4
24.4.2
2466
2468
247
248
24.9
24.10
2410.1
2410.2
25.0
254
25.2.4
Grants practical completion, the contractor shall forthwith inform the subcontractor
accordingly, or
Does noi grant practical completion, the contractor shall, on reccipt of the practical
completion list, forthwith issue an extract from such list of the incomplete work and
defects related to the nis works to be rectified by the subcontractor
Where, in the opinion of the subcontractor, the practical completion list extract has been
‘completed, the subcontractor shall inform the contractor who shall arrange for the principal
agent to inspect the works in terms of the principal agreement. Where, the principal agent,
fer such inspection eit
Grants practical completion, the contractor shall forthwith inform the subcontractor
‘accordingly, or
Doss not grant practical completion, the contractor shall, on receipt of the revised
practical completion lst, forthwith issue a revised axtract thereo! to the subcontractor.
The subcontractor shall repeat the procedure [24.4]
‘The contractor shall inform the subcontractor where practical completion is deemed to have
‘been achieved in terms of the principal agreement
‘The subcontractor shall not be obliged to carry out any contractor's instruction for additional
‘work [17.2] issued aftr the date of practical completion
Upon the issue of the certificate of practical completion the employer shall be entiled to
possession of the works and the site subject to the contractor's lien or right of continuing
possession of the works:
‘Where the employer at any time takes possession of the whole or part of the works by agreement
with the contractor [24.3.1, 28.2.2] prior to the achievement of practical completion then
practical completion shall be deemed to have taken place
Upon the achievement of practical completion the subcontractor shall hand over to the
contractor all operating and instruction manuals, product guarantees and manufacturers’
instructions as stated in the n/s contract data. The subcontractor shall provide the principal
agent with as built drawings or information forthe preparation of as built drawings as required by
the principal agent in terms of the n/s contract data
On practical completion of asection ofthe works [28.0] and where the principal agentinstructs
that tenant installation work isto be executed by others therein [22.0]:
‘The contractor shall allow the subcontractor reasonable access to such section, and
‘The principal agent shail inspect and record the state of completion to such section and
include a lst of defects pertaining thereto, Where appropriate the contractor shall issue
fan extract from such list forthe attention of the subcontractor
‘WORKS COMPLETION
‘The contractor shall, on receipt of the works completion list from the principal agent, issue an
‘extract rolated to the nfs works to the subcontractor
‘Where, in the opinion ofthe subcontractor, such exiract has been completed the subcontractor
shall notify the contractor, who shall arrango forthe principal agent o inspec the works in terms
of the principal agreement. Where the principal agent after such inspection either:
Grants works completion, the contractor shall forthwith inform the subcontractor
accordingly, or
NAS Subcontract Agroomont Page 17
6 25.22
25.3
254
28.8
26.0
26.4
262
262.41
26.22
26.3
28.34
26.3.2
26.4
265
26.5.1
26.5.2
268
267
‘Does not grant works completion, the contractor shall, on receipt ofthe revised works:
completion list, forthwith issue an extract from such list to be rectified by the
subcontractor, The subcontractor shall repeat the procedure [25.2]
‘The contractor shall inform the subcontractor shouid works completion be. deemed to have
been achieved in terms of the principal agreement
‘Should such extract not be completed within a period of twenty (20) working days of the issue
thereof the subcontractor shail not be entitled to compensatory interest [31.10] on the value ofthe
‘outstanding work so listed
‘The defects lability period [26.1] shall commence with the issue of the certificate of works
‘completion or deemed achievement of works completion (25.2.1, 25.3]
FINAL COMPLETION
“The defects liability period for the n/s works shall commence on the date of works completion
interms of the principal agreement and end at micnignt (00:00) ninety (€0) calendar days from
‘such date
Where, after the inspection of the works at the end of the defects ability period in terms of the
principal agreement, the principal agent either:
Grants final completion the contractor shall forthwith inform the subcontractor
accordingly, oF
Does not grant final completion, the contractor shall inform the subcontractor
accordingly and on receipt of the defects list forthwith issue an extract from such list to
be rectified by the subcontractor
Where, in the opinion of the subcontractor, such extract has been completed, the subcontractor
shall inform the contractor thereof who shall arrange for the prineipal agent to inspect in terms
of the principal agreement. Where the principal agent after such inspection either:
Grants final completion, the contractor shall forthwith inform the subcontractor
accordingly, oF
Does not grant final completion, the contractor shal, on receipt of tho updated defects
list, forthwith issue an extract from such list to be recfied by the subcontractor. The
subcontractor shall repeat the procedure [26.3]
Where final completion has been deomed to have been granted in terms of the principal
agreement the contractor shall forthwith inform the subcontractor accordingly
Where the subcontractor’s defects liability period extends beyond the contractor's defects
liability poriod in terms of the principal agreement:
‘The initial portion of the subcontractor’s defects lability period in respect of this
rile agreement shail terminate on the granting of final completion and shall no longer
be the responsibilly of the contractor, and
“The remaining portion of the subcontractor’s defects lability period shail be subject to
‘a direct agreement between the employer and the subcontractor
“The granting of final completion [26.0] shail be conclusive evidence as to the sufficiency of the
ils works and that the subcontracter's obligations [2.0, 15.0] have been fufiled other than for
latent defects
Whete the subcontractor is required to give a guarantee, warranty or indemnity related to the
subcontract work, other than the security, the rights under such guarantee, warranty or indemnity
1N/s Subcontract Agroement Page 18 27.0
ard
272
27.24
2722
23.
28.0
BA
zea
2012
28418
28.14
28.4.5
28.2
28.22
28.23
28.24
29.0
204
29.44
2042
shall be deemed to be ceded fo the employer on the date of granting final completion. This
cession shall not prejudice any other rights that the employer may have
LATENT DEFECTS LIABILITY PERIOD
‘The latent defects liability perlod for the nls works shall commenco at the start of the ns
construction poriod and end five (5) years from the date of achievement of final completion
(26.0)
Where termination ofthis nls agreement accurs before the achievement of final completion tho
latent defects liabilly period shall end either:
Five (6) yoers from the date of termination [36.0, 39.0], oF
(On the date of termination [37.0, 36.0]
‘The subcontractor shall make good all defects relatod to the n/s works thal appearup tothe date
of final completion [24.0-26.0)
SECTIONAL COMPLETION
Where sections are required to be completed as stated in the n/s contract data, terms and
conditions applicableto the nls works without sections shall apply to each section. The folowing
documents, which shall include each section, shall be issued for the works as a whole:
Payment cartticate notations [31.15.2] and payment advice statements [3.5]
Is recovery statements [33.1]
Ws final account 94.1}
Final payment cortifiente [34.5] and nal payment advice statement [94.7]
Certificate of final completion [26.0] that shall incorporate the certificate of final
‘completion of the last section
‘The contractor shall individually for each section:
Issue a certificate of interim completion (23.0]
Inform the subcontractor when practical completion has been achieves [24.0],
Inform the subcontractor when works completion has been achieved [25.0],
Inform the subcontractor when final completion has been achieved [26.0] other than in
terms of 28.1.5
REVISION OF DATE FOR INTERIM COMPLETION
‘The circumstances for which the subcontractor is entitled to @ revision of the date for interim
‘completion and for which revision the nis contract value shall rot be adjusted [32.12] are delays
to interim completion caused by one or more of the following:
“The adverse effect of weather conditions
The inability to obtain materials and goods whee the subcontractor has teken all
practical steps to avoid or reduce such dolay
Nfs Subcontract Agreement 3g0 19 i”
29.1.3 ‘Making good physical loss and repairing damage to the nfs works (6.0) where the
‘subcontractor is at risk
29.44 ‘An event that nelther party could prevent, civil commotion, riot, stike or lockout
29.1.6 Late supply of @ prime cost item where the subcontractor hes taken all practical steps
to avold or reduce such delay
29.2 The circumstances for which the subcontractor is entitled to @ revision of the date for interim
completion and for which revision the nis contract value shall be adjusted [32.12] are delays to
interim completion caused by one or more of the following:
20.2.1 Failure by the contractor to give the subcontractor access fo the area of the nis works
‘on the date agreed in the programme
29.22 ‘Making good physical loss and repairing damage to the nfs works [8.0] where the
subcontractor is not at risk
Contractor's instructions not occasioned by the default of the subcontractor
2024 Failure to issue construction information timeously [18.6]
2925 Late acceptance by the principal agent of a design undertaken by a selected
subcontractor where the subcontraetor’s obligations [4.3] have been met
2926 ‘Suspension ofthe nfs works or termination of the nis agreement by the subcontractor
due to default by the contractor, employer or the principal agent [38.0]
20.2.7 No clause
2928 A direct contractor
29.2.9 ‘Opening up and testing of work and materials and goods [17.1.5-6] where such work is
in accordance with the n/s contract documents
292.10 Tho execution of additional work for which the quantity inciuded in the n/s priced
document is not sufficiently accurate
292.41 Late or failure to supply materials and goods for which the employer is responsible
20.2.2 Payment dofoult by the contractor [31.9.2] where 31.15 is not applicable, irespective of
whether the n/s works have been suspended [29.2.6]
29.2.13 ‘The contractor or others employed by the contractor
28.3 Further circumstances for which the subcontractor is entitled to a revision ofthe date for interim
completion are delays to interim completion by any other cause beyond the subcontractor’s
Feasonable control that could not have reasonably beon anticipated and provided for. The
principal agent shall adjust the n/s contract value where such delay is due to the employer
exercising his rights in terms of the principal agreement or by the default of the employer
29.4 Should a clrcumstance as listed [29.1-3] occur which could, in the opinion of the subcontractor,
cause a delay to Interim completion the subcontractor shall
29.4.1 Give the contractor reasonable and timeous notice of such circumstance, and
29.42 ‘Take all reasonable steps to avold or reduce the delay
294.3 Within fifteen (15) working days from the date upon which the subcontractor became
‘aware or ought reasonably to have become avrare of the potential delay notify the
‘contractor of his intention to submit a ciaim for a revision to the date for interim
7S Suneontract Agreement Page 20 20.44
295
296
20.6.1
2982
29.63
7
29.74
29.72
20.7.3
298
30.0
30.4
30.1.4
30.1.2
30.1.3
301.4
30.3
‘completion or any previous revision thereof resulting from such delay, fling which the
subcontractor's right to claim shall lapse
Failure of the subcontractor to give notice {28.4.3} shall not prejudice his entitlement to
‘a revision of the date for interim completion should the circumstances causing the delay
have ovourted before the subcontractor commenced work on site oF where the
contractor ought reasonably to have been aware ofthe delay or has claimed a revision
f the date for practical completion In terms of the Principal Building Agreoment for the
particular circumstance causing the delay
‘Once the subcontractor can quantify the delay caused by such ciroumstance details of the claim
shall be submitted within twenty (20) working days to the contractor
Where the subcontractor requests a revision of the date for interim completion the claim shell
in respect of each circumstance separately state:
“The relevant clause or clauses [29.1-3] on which the subcontractor relies, and
“The particulars ofthe effect ofthe delay on critical progress towards interim complation,
and
“The extension period claimed in working days, and the calculation thereof
‘The contractor shall within twenty-five (25) working days of receipt ofa ciaim (29.6) grant in fll,
reduoe or refuse the working days claimed. The contractor shall:
Determine the revised date for interim completion in relation to the working days
granted, and
Identify each circumstance and relevant subclause for each revision granted or amended,
or
Give reasons for refusing such claim
Where the contractor fails to act (29.7] the claim shall be deemed to be refised
DAMAGES FOR NONPERFORMANCE
‘The subcontractor shall be liable to the contractor for damages where the subcontractor fails
to meot any of the completion dates, which include section completion dates, set for
‘Stage completion according to the programme
Interim completion (23.0)
Practical completion [24.0]
The pracilcal completion, works completion or dofects lists extracts (24.5.2, 26.1,
26.2.2) as agreed between the contractor and subcontractor
Where the subcontractor is prevented from fuliling tis obligations cue to default by the
contractor or ther subcontractors, other than delay (29.2. 10], the contractor shall bellablete the
subcontractor for damages
“The contractor shall include the amount of such damages [30.1-2]n the nls recovery statemont
(33.0)
21 PAYMENT
31.0
314
312
ETE
314
3144
3142
3143
316
31.54
91.82
31.83
3184
31.85
3158
31.6
3164
31.62
31.63
3164
3165
INTERIM PAYMENT
‘The principal agent shall issue an interim payment certificate every month unti the issue of the
‘inal payment certificate, Tho payment certificate shall be based on a valuation prepared vithin
seven (7) calendar days, before the date stated [91.9] and may be fora nil or negative amount
‘The contractor shall apply to the principal agent for payment to the subcontractor in respect of
the nls works. The subcontractor shail cooperate with and assist the contractor in the
preparation of the payment claim information by providing tothe contractor allelevant documents,
‘and assessments of quantified amounts of work completed and materials and goods. Fora jump
‘sum ‘contract the subcontractor shall compile such information in a form as agreed by the
principal agent and contractor
The prinelpal agent shall issue each interim payment certificate to the contractor with a copy
to the employer by not later than the day of the month stated in the n/s contract data
‘The value cerified in an interim payment certificate shail separately include:
‘A reasonable estimate of the value of the subcontract work executed taking into account
the information submitted by the subcontractor [31.2] and making due allowance for
‘adjustments to the n/s contract value [32.0], and
‘A reasonable estimate of the value of materials and goods [31.6], and
‘The total subcontract amounts previously certified [31.4.1-2]
‘The contractor shall, within seven (7) calendar days of the date of issue of the interim payment.
certificate, draw up a payment advice statement to be issued forthwith to the subcontractor.
‘Such payment advice statement shall seperately include the following:
‘The subcontract amounts certified in the interim payment certificate [31.4]
Security adjustment (14.0, 31.8]
CPAP adjustment where elected in the nis contract data
“The amounts due to the contractor or subcontractor in the nis recovery statement
139.1] excluding interest amounts [31.5.6]
“Tax, where applicable, on the net total of the amounts [91.4, 31.5.1-4)
Interest amounts included in the n/s recovery statement {33.1}
“The value of subcontraot materials and goods [31.4.2] shall be included in the value certified only
«winere, to the satisfaction of the principal agent, the subcontract materials and goods are:
Not prematurely delivered or offered for delivery in terms of the programme, and
‘Timeously delivered oF offered for delivery where the placing of the order was in terms of
the programme, and
Stored and protected against loss or damage, and
Covered by insurance [10.1], and
Where stored off the site, covered by an advance payment guarantee or such other
security as may be accepted by the employer
[NPS Subcontvect Agreemant Pogo 22 an7
a8
318.4
31.82
31.83
31.84
319
3.84
31.92
34.10
34.41
31.42
31.43
3143.4
31.132
Materials and goods cerified [31.6] shal! become the property ofthe employer and shall not be
removed without the written authority of the principal agent
Where security as a fixed n/s construction guarantee and payment reduction [14.4] has been
‘chosen the value of the nls works [31.4.1] and materials and goods [31.4.2] that excoads the nis
‘contract sum and any CPAP adjustment shall be certified in full. The value certified that does not
‘exceed the n/s contract sum shall be subject to the following percentage adjustments:
‘Ninety-five per cent (95%) of such valuein interim payment advices issued up to the date
of practical completion
Ninety-seven per cent (97%) of such valus In Interim payment advices issued on the date
‘of practical completion and up to but excluding the date of final completion
Ninety-nine per cent (89%) of such value in interim payment advices issued on the date
of final completion and up to but excluding the final payment advice [34.7]
‘One hundred per cent (100%) of such value in the final payment advice except where the
‘amount certified is in favour of the employer. In such an event the payment reduction
‘shall remain at the adjustment level applicable to the final payment advice (34.7)
‘The employer shall pay to the contractor the amount certified in an interim payment certificate
within seven (7) calendar days of the date for issue of the payment certificate. Payment to the
subcontractor by the contractor or vice versa of the amount certified in the payment advice
shal:
‘Become due on the date for the issue of the interim payment certificate in terms of the
principal agreement, and
Be made within seven (7) calendar days atter the due date for payment to the contractor
by the employer
‘The employer shall pay the contractor compensatory interest on all amounts certified in an
interim payment certificate issued after thirty-one (31) calendar days of the date of practical
completion, Subject to 25.4 the contractor shall calculate such compensation due to the
subcontractor at the interest rate compounded monthly from the date of practical completion
up to and including the data on which payment is due to the subcontractor and include such
‘amount in the nis recovery statement [33.0]
Where the subcontractor does not recelve payment of the amount due by the due date (31.9), the
contractor shall be liable for default interest on the amount without prejudice to any other rights
the subcontractor may have. Such interest amount shall be compounded monthly from the due
