GENERAL CONDITIONS OF CONTRACT (GCC)

1.0 Definitions

1.0

In this Contract, the following terms shall be interpreted as indicated: (a) "The Contract" means the Contract Agreement entered between the Owner and the Contractor, as recorded in the Contract Form signed by the parties, including all attachments and appendices thereto and all documents incorporated by reference therein. "The Contract Price" means the price payable to the Contractor under the Contract for the full and proper performance of its contractual obligations. "The Services" means all those services necessary for diving services, such as handling, welding, grinding, balancing, machining, transportation, testing and any other incidental services etc. and other such obligations of the Contractor covered under the Contract. "The Owner" means the Satluj Jal Vidyut Nigam Limited. "The Contractor" means the individual or firm providing the diving services under this Contract.

(b)

(c)

(d) (e)

2.0

Contract Performance Security

2.1

Within ten (10) days of receipt of the notification of Contract award, the successful Bidder shall furnish to the Owner, an unconditional performance security for ten percent (10%) of the Contract Price with a validity upto thirty (30) days after guarantee period as contract security. In case CPG is not submitted in time and payment become due, the CPG amount will be deducted from the first due payment and kept under hold till CPG is furnished or guarantee period is over.

2.2

The proceeds of the performance security shall be payable to the Owner as compensation for any loss resulting from the Contractor's failure to complete its obligations under the Contract. The performance security shall be denominated in the currency of the Contract and shall be in the form of Bank Guarantee issued by a reputed Bank, acceptable to the Owner or in the form of FDR etc.

2.3

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2.4

The performance security will be discharged by the Owner and returned to the Contractor not later than sixty (60) days after expiry of guarantee period of all the equipment supplied under the contract.

3.0 3.1

Force Majeure The firm shall not be liable for loss or damage to SJVN resulting from any delays or failure to complete the work within time specified for all or any part of the equipment due to non-availability of power supply, the act of God, road block, war declared or undeclared, acts of public enemy, riots, civil commotion, invasion, insurrection, sabotage, acts of restraint of Government, federal, state or municipal action or regulation, fire, flood, hurricanes, accidents, epidemic, quarantine, restrictions, or any failure on the part of the Owner or his representative to approve or comments on drawings or other causes, contingencies or circumstances not subject to their control, whether of a similar or dissimilar nature which prevents the Contractor from completion of work . Any such cause or delays even though not existing on the date of the contract on or the date of start of manufacturing shall extend the time of performance automatically by length of delays occasioned thereby, including delay reasonably incidental to the resumption of normal reclamation work even though such case may occur after performance of firms obligation has been delayed for the other cause. If a Force Majeure situation arises, the Contractor shall promptly notify the Owner in writing of such condition and the cause thereof. Unless otherwise directed by the Owner in writing, the Contractor shall continue to perform its obligations under the Contract as far as is reasonably practical, and shall seek all reasonable alternative means for performance not prevented by the Force Majeure event.

3.2

4.0

Correspondence The programme& progress report shall be addressed by the firm as following :(i) (ii) (iii) HOP (Project), Nathpa Jhakri Hydroelectric Power Station, Jhakri (H.P.) 1 Set. Sr. Manager (Civil),NJHPS, SJVNL, Nathpa, (H.P.) 1 Set. Addl. General Manager, Procurement and Contract Deptt., SJVNL, Jhakri.

5.0

Payment Terms
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i. The payment will be made on submission of bill by the contractor subject to verification by the concerned EIC or his authorized representative. The payment for working period during each visit for minimum 5 visits shall be made on pro rata basis along with mobilization charges. Payment towards extra one visit (if required) and mobilization charges shall be made at the same rate, terms and conditions. This however, shall not be linked with liability of the contractor to pay wages to his workers as provisions of wages act. ii. The payment shall be made visit basis on the total value of contract along with mobilization charges on submission of following documents: a) Master payroll of labour duly verified by the concerned officer. b) Bill duly verified by the concerned EIC. c) Proof against mobilization charges.

6.0 6.1

Termination of Contract on Contractor's Default The Owner, without prejudice to any other remedy for breach of Contract, by written notice of default sent to the Contractor, may terminate this Contract in whole or in part: (a) If the Contractor fails to complete any part of all the work or all of the Goods within the period(s) specified in the Contract, or within any extension thereof granted by the Owner. If the Contractor fails to perform any other obligation(s) under the Contract. If the Contractor, in the judgment of the Owner has engaged in corrupt or fraudulent practices in competing for or in executing the Contract. For the purpose of this Clause: "corrupt practice" means the offering, giving, receiving or soliciting of any thing of value to influence the action of a public official in the procurement process or in contract execution. "fraudulent practice" means a misrepresentation of facts in order to influence a procurement process or the execution of a contract to the detriment of the Owner and includes collusive practice among Bidders (prior to or after Bid submission) designed to establish bid prices at artificial non-competitive levels and to deprive the Owner of the benefits of free and open competition".

(b)

(c)

6.2

In the event the Owner terminates the Contract in whole or in part, the Owner may procure / get repaired, upon such terms and in such manner as it deems
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appropriate, Goods or Services similar to those undelivered / un-repaired, and the Contractor shall be liable to the Owner for any excess costs for such similar Goods or Services. However, the Contractor shall continue performance of the Contract to the extent not terminated.

7.0

Termination for Insolvency The Owner may at any time terminate the Contract by giving written notice to the Contractor if the Contractor becomes bankrupt or otherwise insolvent. In this event, termination will be without compensation to the Contractor, provided that such termination will not prejudice or affect any right of action or remedy which has accrued or will accrue thereafter to the Owner.

8.0 8.1

Termination of Contract on Owner's Initiative The Owner reserves the right to terminate the Contract either in part or in full due to reasons other than those mentioned under clause entitled "Contractor's Default" and "Outbreak of War". The Owner shall in such an event give thirty (30) days notice in writing to the Contractor of his decision to do so. The Contractor upon receipt of such notice shall discontinue the work on the date and to the extent specified in the notice, make all reasonable efforts to obtain cancellation of all orders and contracts to the Owner, stop all further sub-contracting or purchasing activity related to the work terminated, and assist the Owner in storage, maintenance, protection, and disposition of the works acquired under the contract by the Owner. In the event of such a termination, the Contractor shall be paid equitable and reasonable compensation, as dictated by the circumstances prevalent at the time of termination.

8.2

8.3

9.0 SETTLEMENT OF DISPUTES 9.1 Any dispute(s) or difference(s) arising out of or in connection with the Contract shall, to the extent possible in the first instance be resolved amicably between the Contractor and the Owners Engineer. If any dispute or difference of any kind whatsoever shall arise between the Owner and the Contractor, arising out of the Contract for the performance of the Works whether during the progress of the Works or after its completion or whether before or after the termination, abandonment or breach of the Contract, it shall, in the first place, be referred to and settled by the Engineer, who within a period of ten (10 ) days after being requested by either party to do so, shall give written notice of his decision to the Owner and the Contractor.

9.2

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9.3

Save as hereinafter provided, such decision in respect of every matter so referred shall be final and binding upon the parties until the completion of the entire work under the Contract and shall forthwith be given effect to by the Contractor who shall comply with all such decisions, with all due diligence, whether he or the Owner requires arbitration as hereinafter provided or not. If after the Engineer has given written notice of his decision to the parties, no claim to arbitration has been communicated to him by either party within ten (10) days from the receipt of such notice, the said decision shall become final and binding on the parties. In the event of the Engineer failing to notify his decision within ten (10) days after being requested as aforesaid or in the event of either the Owner or the Contractor being dissatisfied with any such decision, or within ten (10) days after the expiry of the first mentioned period of ten (10) days, as the case may be, either party may require, by written notice to the other party, that the matters in dispute be referred to arbitration as hereinafter provided.

9.4

9.5

10.0 10.1

ARBITRATION All disputes or differences in respect of which the decision, if any, of the Engineer has not become final or binding as aforesaid shall be settled by arbitration in the manner hereinafter provided. In the event of the Contractor, that is to say a citizen and/or a permanent resident of India, a firm or a company duly registered or incorporated in India, the arbitration shall be conducted by three arbitrators, one each to be nominated by the contractor and the Owner and the third to be named by the President of Institution of Engineers, India. If either of the parties fails to appoint its arbitrator within thirty (30) days after receipt of a notice from the other party invoking the arbitration clause, the President of the Institution of Engineers, India shall have the power at the request of either of the parties, to appoint the arbitrators. A certified copy of the said President making such an appointment shall be furnished to both the parties. The arbitration shall be conducted in accordance with the provisions of the Arbitration & Conciliation Act, 1996 or any statutory modification thereof. Arbitration(s) shall give reasoned award. The decision of the majority of the arbitrators shall be final and binding upon the parties. The expenses of the arbitration shall be paid as may be determined by the arbitrators. The arbitrators may, from time to time with the consent of all the parties enlarge the time for making the award. In the event of any of the aforesaid arbitrators dying, neglecting, resigning of being unable to act for any reason, it will be lawful for the party concerned to nominate another arbitrator in place of the outgoing arbitrator.

10.2

10.3

10.4 10.5

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10.6

The arbitrator shall have full powers to review and/or revise any decision, opinion, directions certification or valuation of the Engineer in consonance with the contract. Applicable Law The Contract shall be governed by and interpreted in accordance with the laws in force in India. The courts of Shimla shall have exclusive jurisdiction in all matters arising under the Contract.

11.0

12.0

Notices

Any notice given by one party to the other pursuant to this Contract shall be sent to the other party in writing or by cable telex, or facsimile and confirmed in writing to the other party's address specified in NIT/NIQ. A notice shall be effective when delivered or on the notice's effective date, whichever is later.

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