FIDIC DBO 1995.docx

1、FEDERATION INTERNATIONALE DES INGENIEURS-CONSEILSCONDITIONS OF CONTRACTFOR DESIGN BUILDAND TURNKEYPART I GENERAL CONDITIONSPART II GUIDANCE FOR THE PREPARATION OFCONDITIONS OF PARTICULAR APPLICATIONWITH FORMS OF TENDER AND AGREEMENT ANDFIDIC MODEL TERMS FOR THE APPOINTMENT OF ADISPUTE ADJUDICATION B

2、OARDLicACKNOWLEDGEMENTSFdration Internationale des Ingnieurs-Conseils (FIDIC) extends special thanks to the followingmembers of its “Orange Book” Task Group: Axel-Volkmar Jaeger (Task Group Leader), Schmidt ReuterPartner, Germany; Peter L Booen, Sir Alexander Gibb & Partners Ltd, UK; Philip Jenkinso

3、n, W S Atkins, UK; BobKavanagh, Stanley Industrial Consultants Ltd, Canada; and Charles B Molineaux, Wickwire Gavin PC, USA.Various drafts were reviewed by the following persons or organisations: Peter Batty, TAMSConsultants Inc., USA; Geoffrey F Hawker, Consulting Engineer, UK; Joseph A Huse, Fresh

4、fields,France; Gordon L Jaynes, Whitman Breed Abbott & Morgan, UK; A E J (Tony) Sanders, MouchelManagement Ltd,UK; R J (Rob) Falconi, Delcan Corporation, Canada; Harold Fairfull, European Capital,UK; Martyn J Nixon, Willis Corroon, UK; Per Fagerholt, COWIConsult A/S, Denmark; ChristopherWade, VBB VI

5、AK AB, Sweden; Dr Grossekatthfer, Germany; David R Wightman and AndrewInkester, Nabarro Nathanson, UK; Christopher R Seppala, White & Case, France; Mark Griffiths,Griffiths & Armour, UK; A J M (Tony) Blackler, Rowe & Maw, UK; the World Bank; and theInternational Bar Association.The preparation was c

6、arried out under the general direction of the FIDIC Contracts Committee comprisingK B (Tony) Norris, Consulting Engineer, UK (Chairman); Michael Mortimer-Hawkins, SwedPowerAB, Sweden; and John B Bowcock, Sir Alexander Gibb & Partners Ltd, UK.FIDIC wishes to record its appreciation of the time and ef

7、fort devoted by all the above.The ultimate decision on the form and content of the document rests with FIDIC.FOREWORDThe terms of the Conditions of Contract for Design-Build and Turnkey have been prepared by theFdration Internationale des Ingnieurs-Conseils (FIDIC) and are recommended for general us

8、e for thepurpose of the design and construction of works where tenders are invited on an international basis;with minor modifications, the Conditions are also suitable for use on domestic contracts. There are nouniversally-accepted definitions of the terms “design-build” and “turnkey”, except that b

9、oth involve theContractors total liability for design. For the Employer, such single-point responsibility may beadvantageous, but the benefits may be offset by having less control over the design process and moredifficulty in imposing varied requirements.Under the usual arrangements for a design-bui

10、ld contract, the Contractor is responsible for the designand provision, in accordance with the Employers requirements, of works which may include anycombination of engineering (including civil, mechanical, electrical, etc) and building works; andinterim payments are made as construction proceeds. In

11、 Part I, Clause 13 sets out the paymentarrangements.The Conditions are also intended for use on turnkey contracts, under which the Employersrequirements usually include provision of a fully-equipped facility, ready for operation (at the turn ofthe “key”); such contracts are often contractor-financed

12、. Turnkey contracts typically include design,construction, fixtures, fittings and equipment, the scope of which would be defined in other contractdocuments. In addition, the contract may impose a requirement for the Contractor to operate the Works,either for a few months commissioning period, or for

13、 some years operation on a build-operate-transfercontract. Advice on turnkey arrangements is included in Part II, together with sample wording forcontractor-finance.The version in English of the Conditions is considered by FIDIC as the official and authentic text forthe purposes of translation.In th

14、e preparation of the Conditions it was recognised that, while there are many sub-clauses which willbe generally applicable, there are some sub-clauses which must necessarily vary to take account of thecircumstances relevant to the particular contract. The sub-clauses which were considered to beappli

15、cable to the majority of contracts have therefore been presented in Part I - General Conditions,which will facilitate their incorporation into the contract. Part I - General Conditions and Part II -Conditions of Particular Application will together comprise the Conditions governing the rights andobl

16、igations of the parties. It will be necessary to prepare the Part II for each individual contract, takingparticular account of the references to Part II which are contained in some sub-clauses in Part I.In order to assist in the preparation of Part II and the other tender documents, explanatory mate

17、rial andexample wording are published with these Conditions in the Guidance for the Preparation ofConditions of Particular Application. More detailed guidance will be included in a guide to the use ofthese conditions, to be published by early 1996.FEDERATION INTERNATIONALE DES INGENIEURS-CONSEILSCON

18、DITIONS OF CONTRACTFOR DESIGN BUILDAND TURNKEYFIRST EDITION 1995ISBN 2-88432-010-5LicCONTENTSPART 1: GENERAL CONDITIONS11.11.21.31.41.51.6THE CONTRACT . 1DefinitionsHeadings and Marginal NotesInterpretationLaw and LanguageContract AgreementPriority of Documents1.7 Documents on Site1.8 Communications

19、1.9 Provision of Construction Documents1.10 Employers Use of Contractors Documents1.11 Contractors Use of Employers Documents1.12 Confidential Details1.13 Compliance with Statutes, Regulations and Laws1.14 Joint and Several Liability2 THE EMPLOYER . 62.1 General Obligations2.2 Access to and Possessi

20、on of the Site2.3 Permits, Licences or Approvals2.4 Employers Entitlement to Terminate3 THE EMPLOYERS REPRESENTATIVE. 63.1 Employers Representatives Duties and Authority3.2 Requirements for Employers Representative3.3 Employers Representatives Authority to Delegate3.4 Employers Representatives Instr

21、uctions3.5 Employers Representative to Attempt Agreement4 THE CONTRACTOR . 74.1 General Obligations4.2 Performance Security4.3 Contractors Representative4.4 Co-ordination of the Works4.5 Subcontractors4.6 Assignment of Subcontractors Obligations4.7 Setting Out4.8 Quality Assurance4.9 Site Data4.10 M

22、atters Affecting the Execution of the Works4.11 Unforeseeable Sub-Surface Conditions4.12 Access Route4.13 Rights of Way and Facilities4.14 Programme4.154.164.174.184.194.20Progress ReportsContractors EquipmentSafety PrecautionsProtection of the EnvironmentElectricity, Water and GasEmployer Supplied

23、Machinery and MaterialsiLicensed copy: uniman, University of Manchester, 10/07/2009, Uncontrolled Copy, FIDIC4.214.224.234.2455.15.25.35.45.55.65.7Clearance of SiteSecurity of the SiteContractors Operations on SiteFossilsDESIGN . 14General ObligationsConstruction DocumentsContractors UndertakingTech

24、nical Standards and RegulationsSamplesAs-Built DrawingsOperation and Maintenance Manuals5.8 Error by Contractor5.9 Patent Rights6 STAFF AND LABOUR . 176.1 Engagement of Staff and Labour6.2 Rates of Wages and Conditions of Labour6.3 Persons in the Service of Others6.4 Labour Laws6.5 Working Hours6.6

25、Facilities for Staff and Labour6.7 Health and Safety6.8 Contractors Superintendence6.9 Contractors Personnel6.10 Disorderly Conduct7 PLANT, MATERIALS AND WORKMANSHIP . 187.1 Manner of Execution7.2 Delivery to Site7.3 Inspection7.4 Testing7.5 Rejection7.6 Ownership of Plant and Materials8 COMMENCEMEN

26、T, DELAY AND SUSPENSION . 208.1 Commencement of Works8.2 Time for Completion8.3 Extension of Time for Completion8.4 Delays Caused by Authorities8.5 Rate of Progress8.6 Liquidated Damages for Delay8.7 Suspension of Work8.8 Consequences of Suspension8.9 Payment for Plant and Materials in Event of Susp

27、ension8.10 Prolonged Suspension8.11 Resumption of Work99.19.29.39.4TEST ON COMPLETION . 23Contractors ObligationsDelayed TestsRetestingFailure to Pass Tests on CompletioniiLicensed copy: uniman, University of Manchester, 10/07/2009, Uncontrolled Copy, FIDIC1010.110.210.31111.111.211.311.412EMPLOYERS

28、 TAKING OVER . 23Taking-Over CertificateUse by the EmployerInterference with Tests on CompletionTEST ON COMPLETION . 25Employers ObligationsDelayed TestsRetestingFailure to Pass Tests after CompletionDEFECTS LIABILITY . 2612.1 Completion of Outstanding Work and Remedying Defects12.2 Cost of Remedyin

29、g Defects12.3 Extension of Contract Period12.4 Failure to Remedy Defects12.5 Removal of Defective Work12.6 Further Tests12.7 Right of Access12.8 Contractor to Search12.9 Performance Certificate12.10 Unfulfilled Obligations13 CONTRACT PRICE AND PAYMENT . 2813.1 The Contract Price13.2 Advance Payments

30、13.3 Application for Interim Payment Certificates13.4 Schedule of Payments13.5 Plant and Materials for the Permanent Works13.6 Issue of Interim Payment Certificates13.7 Payment13.8 Delayed Payment13.9 Payment of Retention Money13.10 Statement at Completion13.11 Application for Final Payment Certific

31、ate13.12 Discharge13.13 Issue of Final Payment Certificate13.14 Cessation of Employers Liability13.15 Calculation of Payments in Foreign Currency13.16 Changes in Legislation14 VARIATIONS . 3414.1 Right to Vary14.2 Value Engineering14.3 Variation Procedure14.4 Payment in Applicable Currencies14.5 Pro

32、visional Sums1515.115.215.315.415.5DEFAULT OF CONTRACTOR . 35Notice to CorrectTerminationValuation at Date of TerminationPayment after TerminationBribesiiiLicensed copy: uniman, University of Manchester, 10/07/2009, Uncontrolled Copy, FIDIC1616.116.216.316.41717.117.217.317.417.517.6DEFAULT OF EMPLO

33、YER . 36Contractors Entitlement to Suspend WorkTerminationCessation of Work and Removal of Contractors EquipmentPayment on TerminationRISK AND RESPONSABILITY . 38IndemnityContractors Care of the WorksEmployers RisksConsequences of Employers RisksContractors RisksLimitation of Liability18 INSURANCE .

34、 4018.1 Insurance for Design18.2 Insurance for Works and Contractors Equipment18.3 Insurance against Injury to Persons and Damage to Property18.4 Insurance for Workers18.5 General Requirements for Insurances19 FORCE MAJEURE . 4119.1 Definition of Force Majeure19.2 Effect of Force Majeure Event19.3 C

35、ontractors Responsibility19.4 Employers Responsibility19.5 Payment to Contractor19.6 Optional Termination, Payment and Release19.7 Release from Performance under the Law20 CLAIMS, DISPUTE AND ARBITRATION . 4320.1 Procedure for Claims20.2 Payment of Claims20.3 Dispute Adjudication Board20.4 Procedure

36、 for Obtaining Dispute Adjudication Boards Decision20.5 Amicable Settlement20.6 Arbitration20.7 Failure to Comply with Dispute Adjudication Boards Decision20.8 Expiry of Dispute Adjudication Boards AppointmentINDEXADDENDUMFIDIC Model Terms of Appointment for a Dispute Adjudication BoardTERMS OF APPO

37、INTMENT FOR A BOARD OF THREE MEMBERSAppendix A: PROCEDURAL RULES OF THE DISPUTE ADJUDICATION BOARD (OF THREEMEMBERS)TERMS OF APPOINTMENT FOR A BOARD OF ONE MEMBERAppendix A: PROCEDURAL RULES OF THE DISPUTE ADJUDICATION BOARD (OF ONE MEMBER)ivLicensed copy: uniman, University of Manchester, 10/07/200

38、9, Uncontrolled Copy, FIDICPART I - GENERAL CONDITIONSTHE CONTRACT1The ContractDefinitions1.11.1.1In the Contract (as defined below) the words and expressions defined belowshall have the meanings assigned to them, except where the context requiresotherwise:Documents1.1.1.1 “Contract” means these Conditions of Contract (Parts I and II), theEmployers Requirements, the Tender, the Contractors Proposal, theSchedules, the Letter of Acceptance, the Contract Agreement (ifN1.1.2 Personscompleted) and such fur