Design, supply, installation, programming, testing, commissioning and integration of automated fixed fire foam deluge systems at or tambo international airport fuel farm (24-Month contract)

{"name":null,"email":null,"phone":null,"department":null,"address":"conditions of contract"}

Submit tender in a sealed envelope marked with the tender number and description. Include all required schedules and forms. No late submissions will be accepted.

Tenders will be evaluated on price, technical compliance, and contractor capability. Preference points may be awarded for B-BBEE status.

Construction Contract

Between Airports Company South Africa

(Registration no: 1993/004149/06)

and [Insert at award stage]

(Reg No. ___________ )

for Design, Supply, Installation, Programming, Testing, Commissioning

and Integration of Automated Fixed Fire Foam Deluge Systems fuel

farm for a period of 24 months at ORTIA

Contents: No of

pages

Part C1 Agreements & Contract Data 2

Part C2 Pricing Data 35

Part C3 Scope of Work

Contractor's main Data responsibilities provided in Part 2; Design Months; Testing 22 Months; Fuel Farm depot Contract Date +; Contractor to submit first [document]

2 Name:

Job

Responsibilities:

1 Available from Engineering Contract Strategies Tel 011 803 3008, Fax 011 803 3009 or see

www.ecs.co.za

Confidential

Confidential

CV's (and further key persons data including

CVs) are appended to Tender Schedule

entitled .

11.2(14) The following matters will be included in

the Risk Register

Confidential

Airports company south africa soc limited contract NO. _________

Project & contract title

Part 2: pricing data

Document Title No of

reference pages

C2.1 Pricing assumptions: Option A

C2.2 The activity schedule

Part c2: pricing data c2 ECC3/A cover

Airports company south africa soc limited contract NO. _________

Project & contract title

C2.1 Pricing assumptions: Option A

The conditions of contract

How work is priced and assessed for payment

Clause 11 in NEC3 Engineering and Construction Contract, April 2013 (ECC3) Option A states:

Identified and 11

defined terms 11.2 (20) The Activity Schedule is the activity schedule unless later changed in

accordance with this contract.

(22) Defined Cost is the cost of the components in the Shorter Schedule of

Cost Components whether work is subcontracted or not excluding the cost of

preparing quotations for compensation events.

(27) The Price for Work Done to Date is the total of the Prices for

each group of completed activities and

each completed activity which is not in a group.

A completed activity is one which is without Defects which would either delay

or be covered by immediately following work.

(30) The Prices are the lump sum prices for each of the activities on the Activity

Schedule unless later changed in accordance with this contract.

Option A is a lump sum form of contract where the work is broken down into activities, each of which is

priced by the tendering contractor as a lump sum. Only completed activities are assessed for

payment at each assessment date; no part payment is made if the activity is not completed by the

assessment date. Function of the Activity Schedule

Clause 54.1 in Option A states: “Information in the Activity Schedule is not Works Information or Site

Information”. This confirms that instructions to do work or how it is to be done are not included in the Activity

Schedule but in the Works Information. This is further confirmed by Clause 20.1 which states, “The Contractor

Provides the Works in accordance with the Works Information”. Hence the Contractor does not Provide the

Works in accordance with the Activity Schedule. The Activity Schedule is only a pricing document.

Link to the programme

Clause 31.4 states that “The Contractor provides information which shows how each activity on the Activity

Schedule relates to the operations on each programme which he submits for acceptance”. Hence when

compiling the activity schedule, the tendering contractor needs to show each activity on the programme he

submits with his tender.

Preparing the activity schedule

The tendering contractor prepares the activity schedule and should study the ECC3 Guidance Notes pages

19 and 20 before doing so. The Employer may have instructed the tendering contractor to include particular

activities which he has specified and requires the Contractor to identify them in his activity schedule.

1 Generally it is the Contractor who prepares the Activity Schedule as part of his tender by breaking down

the work described within the Works Information into suitable activities which can be well defined, priced as

a lump sum and shown on the programme. The Employer, in his Conditions of Tender or in a Tender

Part c2: pricing data c2.1 ECC3/A pricing assumptions

Airports company south africa soc limited contract NO. _________

Project & contract title

Schedule, may have listed some items that he requires the Contractor to include in his activity schedule and

be priced accordingly.

2 The Prices are defined in clause 11.2(20) as the lump sum for each activity in the activity schedule and

the Price for Work Done to Date (PWDD) (the amount due to the contractor) is defined in clause 11.2(24)

as the total of the Prices for each activity that has been completed. Hence activities in the activity schedule

should be structured so as to provide an acceptable monthly cash flow as they are only assessed for

payment on the assessment date if they have been completed.

3 As the Contractor has an obligation to correct Defects (core clause 43.1) and there is no compensation

event for this unless the Defect was due to an Employer’s risk, the lump sum Prices must also include for

the correction of Defects.

4 If the Contractor has decided not to identify a particular activity, the cost to the Contractor of doing the

work must be included in, or spread across, the other Prices in order to fulfil the obligation to complete the

works for the tendered total of the Prices.

5 There is no adjustment to the lump sum activity schedule price if the amount, or quantity, of work within

that activity later turns out to be different to that which the contractor estimated at time of tender. The only

basis for a change to the Prices is as a result of a compensation event. See Clause 60.1.

6 Hence the Prices tendered by the Contractor in the activity schedule are inclusive of everything

necessary and incidental to Providing the Works in accordance with the Works Information, as it was at the

time of tender, as well as correct any Defects not caused by an Employer’s risk.

7 However, the Contractor does not have to allow in his Prices for matters that may arise as a result of a

compensation event. It should be noted that the list of compensation events includes those arising as a

result of an Employer's risk event listed in core clause 80.1.

An activity schedule could have the following format:

Item Programme Activity description Price

No. Reference

Part c2: pricing data c2.1 ECC3/A pricing assumptions

Airports company south africa soc limited contract NO. _________

Project & contract title

C2.2 the activity schedule

NEC3 ECC Option A – Priced Contract with Activity Schedule

Item No. Activity Description Amount (Excl. VAT)

Project management and

Design

Contract initiation, mobilisation and kick-

1.1

off meeting complete

Existing installation verification report

1.2

accepted

1.3 HAZOP Study completed and accepted

1.4 LOPA Study completed and accepted

Safety Requirements Specification

1.5

completed and accepted

SIL determination and verification

1.6

completed and accepted

Fire Detection Philosophy completed

1.7

and accepted

Cause and Effect Matrix completed and

1.8

accepted

1.9 Safety Matrix completed and accepted

Control Narrative completed and

1.10

accepted

Detailed Design Report completed and

1.11

accepted

1.12 IFC Drawings issued and accepted

Subtotal 1 Project Management and Design ___________________________

2 procurement

Four 10-inch actuated ball valves

2.1

procured and delivered

Four 6-inch actuated ball valves

2.2

procured and delivered

Four 4-inch actuated valves procured

2.3

and delivered

One 6-inch actuated gate valve procured

2.4

and delivered

Fire detection equipment procured and

2.5

delivered

ET200 Safety Remote I/O equipment

2.6

procured and delivered

2.7 Control panels procured and delivered

Fibre optic communication equipment

2.8

procured and delivered

Instrumentation and ancillary equipment

2.9

procured and delivered

Part c2: pricing data c2.1 ECC3/A pricing assumptions

Airports company south africa soc limited contract NO. _________

Project & contract title

Foam concentrate for wet foam

2.10

discharge testing procured and delivered

Subtotal 2 Procurement ___________________________

3 mechanical installation

Installation of four 10-inch actuated ball

3.1

valves complete

Installation of four 6-inch actuated ball

3.2

valves complete

Installation of four 4-inch actuated valves

3.3

complete

Installation of one 6-inch actuated gate

3.4

valve complete

Replacement of small bore valves

3.5

complete

Replacement of pressure gauges

3.6

complete

Mechanical inspection and acceptance

3.7

completed

Subtotal 3 Mechanical Installation ___________________________

4 fire detection system

Existing fire detection assessment

4.1

completed

Removal of obsolete fire detection

4.2

equipment completed

4.3 Flame detection installation completed

4.4 Heat detection installation completed

Fire detection interfaces installed and

4.5

tested

Fire detection inspection and acceptance

4.6

completed

Subtotal 4 Fire Detection System ___________________________

Electrical, control and

Instrumentation

ET200 Safety Remote I/O stations

5.1

installed

5.2 Control panels installed

5.3 Instrumentation installed

5.4 Fibre optic network installed

5.5 Power supplies installed

Electrical and instrumentation inspection

5.6

completed

Subtotal 5 Electrical, Control and Instrumentation ___________________________

Part c2: pricing data c2.1 ECC3/A pricing assumptions

Qualifications:

Experience:

2 Name:

Qualifications:

Experience:

1 Available from Engineering Contract Strategies Tel 011 803 3008, Fax 011 803 3009 or see

www.ecs.co.za

Part C1 Agreements and Contract Data, (which includes this Form of Offer and

Acceptance)

Part C2 Pricing Data

Part C3 Scope of Work: Works Information

Part C4 Site Information

and drawings and documents (or parts thereof), which may be incorporated by reference into the above

listed Parts.

Part 2: pricing data

reference pages

C2.1 Pricing assumptions: Option A

C2.2 The activity schedule

Part c2: pricing data c2 ECC3/A cover

Airports company south africa soc limited contract NO. _________

C2.1 Pricing assumptions: Option A

the work described within the Works Information into suitable activities which can be well defined, priced as

a lump sum and shown on the programme. The Employer, in his Conditions of Tender or in a Tender

Part c2: pricing data c2.1 ECC3/A pricing assumptions

Airports company south africa soc limited contract NO. _________

Part c2: pricing data c2.1 ECC3/A pricing assumptions

Airports company south africa soc limited contract NO. _________

2.9

procured and delivered

Part c2: pricing data c2.1 ECC3/A pricing assumptions

Airports company south africa soc limited contract NO. _________

5.6

completed

Subtotal 5 Electrical, Control and Instrumentation ___________________________

Part c2: pricing data c2.1 ECC3/A pricing assumptions

No specific requirements found

signature of Date

witness

Note: If a tenderer wishes to submit alternative tenders, use another copy of this Form of Offer and

Z1 Interpretation and the law

Z1.1 Add to core clause 12.3: Any extension, concession, waiver or relaxation of any action stated in this

contract by the Parties, the Project Manager, the Supervisor, or the Adjudicator does not constitute a

waiver of rights, and does not give rise to an estoppel unless the Parties agree otherwise and confirm

such agreement in writing.

Z1.2 Add the following as a new core clause 12.5:

Z1.2.1 In this contract:

Z1.2.1.1 references to any Party to the Contract include its successors or permitted assigns;

Z1.2.1.2 references to the Contractor include the obligations of its personnel;

CV's (and further key persons data including

CVs) are appended to Tender Schedule

entitled .

11.2(14) The following matters will be included in

the Risk Register

1.8

accepted

1.9 Safety Matrix completed and accepted

2.5

delivered

ET200 Safety Remote I/O equipment

2.6

procured and delivered

2.7 Control panels procured and delivered

ET200 Safety Remote I/O stations

5.1

installed

5.2 Control panels installed

5.3 Instrumentation installed

5.4 Fibre optic network installed

5.5 Power supplies installed

Part C1: Agreements & Contract Data

Contents: No of

pages

C1.1 Form of Offer and Acceptance 3

C1.2a Contract Data provided by the Employer 6

C1.2b Contract Data provided by the Contractor 32

C1.3 Proforma Guarantees 34

Schedule of Deviations (if any), contact the Employer’s agent (whose details are given in the Contract

Data) to arrange the delivery of any securities, bonds, guarantees, proof of insurance and any other

documentation to be provided in terms of the conditions of contract identified in the Contract Data at, or

just after, the date this agreement comes into effect. Failure to fulfil any of these obligations in

accordance with those terms shall constitute a repudiation of this agreement.

Unless the tenderer (now Contractor) within five working days of the date of such receipt notifies the

clauses and the clauses for main Option

A: Priced contract with activity

schedule

dispute resolution Option W1: Dispute resolution procedure

and secondary Options

X2 Changes in the law

X5: Sectional Completion

X7: Delay damages

X13: Performance Bond

X16: Retention

X18: Limitation of liability

Z: Additional conditions of contract

of the NEC3 Engineering and Construction

Contract, April 2013 (ECC3)

10.1 The Employer is (Name): Airports Company South Africa SOC Limited (reg.

no: 1993/004149/06), a juristic person

incorporated in terms of the company laws of the

80.1 These are additional Employer's risks 1. None.

84.1 The Employer provides these insurances See Annexure D to this Contract Data provided by

from the Insurance Table the Employer.

84.1 The Employer provides these additional The terms and other matters applicable to these

insurances insurances provided by the Employer (and to

insurances generally) are detailed in the

insurance schedule attached as section C1.4 to

the contract (“the insurance Schedule)

84.1 The Contractor provides these additional As stated in C1.4

insurances

84.2 The minimum limit of indemnity for Nil (0)

insurance in respect of loss of or damage

to property (except the works, Plant,

Materials and Equipment) and liability for

bodily injury to or death of a person (not

an employee of the Contractor) caused by

activity in connection with this contract for

any one event is

84.2 The minimum limit of indemnity for As prescribed by the Compensation for

insurance in respect of death of or bodily Occupational Injuries and Diseases Act No. 130 of

injury to employees of the Contractor 1993 and the Contractor’s common law liability for

arising out of and in the course of their people falling outside the scope of the Act

employment in connection with this

contract for any one event is

elsewhere in this Contract Data.

11 Data for Option W1

W1.1 The Adjudicator is (Name) The person selected from the panel of adjudicators

listed in Annexure C of this Contract Data, by the

party intending to refer a dispute to him.

W1.2(3) The Adjudicator nominating body is: The Chairman of the Johannesburg Society of

elsewhere in this Contract Data.

X7 Delay damages (but not if Option X5 is

also used)

X7.1 Delay damages for Completion of the Amount per day is 0.05% of the contract value, up

whole of the works are to the maximum of 10% of the contract value

X13 Performance bond

X13.1 The amount of the performance bond is 5% of Contract value excluding VAT.

X16 Retention (not used with Option F)

X16.1 The retention percentage is 5 % of the invoiced amount

X18 Limitation of liability

X18.1 The Contractor’s liability to the Employer Nil - Neither Party is liable to the other for any

for indirect or consequential loss is limited consequential or indirect loss, including but not

to: limited to loss of profit, loss of income or loss of

revenue

X18.2 For any one event, the Contractor’s Total of the losses incurred and/or repairs to the

liability to the Employer for loss of or damages caused

damage to the Employer’s property is

limited to:

X18.3 The Contractor’s liability for Defects due to Total of the losses incurred and/or repairs to the

his design which are not listed on the damages caused

X18.4 The Contractor’s total liability to the The total of the losses incurred and/or repairs to

connection with this contract, other than excluded matters.

excluded matters, is limited to:

The Contractor’s total liability for the additional

excluded matters is not limited.

outside the Site,

loss of or damage to property (other than the

works, Plant and Materials),

death of or injury to a person;

damage to third party property; and

infringement of an intellectual property right.

X18.5 The end of liability date is The date on which the liability in question

prescribes in accordance with the Prescription Act

No. (as amended or in terms of any

replacement legislation) for any other matter.

Z4.2 The Contractor warrants that the completed Works shall be fit for their intended purpose, namely the

provision of a fully operational fire water pumping system capable of meeting the performance

requirements stated in the Works Information.

Z4.3 The Contractor warrants that the completed fire water pumping system shall achieve the hydraulic

performance, flow rates, pressures, reliability and availability requirements specified in the Works

Z9.3 If any changes are made to the quality plan, the Contractor provides the Project Manager with the

changes quality plan for acceptance.

Z9.4 The Project Manager may instruct the Contractor to correct a failure to comply with the quality plan. This

instruction is not a compensation event.

Z10 Assessing the amount due:

Z10.1 Delete the second bullet point of core clause 50.1 and replace with the following: “within thirteen

weeks of termination of this Contract”

Z11 Final assessment: add the following as a new core clause 53:

Z11.1 The Project Manager makes a final assessment and certifies final payment in accordance with the

Z11.2 An assessment of the final amount due is conclusive evidence of the final amount due under or in

connection with the Contract, unless a Party raises a dispute in relation to the assessment of the final

amount due.

Z11.3 The assessment of the final amount due is changed to include any agreement the Parties reached and/or

a decision of the Adjudicator which has not been referred to the tribunal within four weeks of that decision.

with the Contract.

Z12 Notifying compensation events:

Z12.1 Delete the last sentence in core clause 61.3 and replace with the following: “If the Contractor

does not notify a compensation event within four weeks of becoming aware of the event, he is not

entitled to a change in the Prices, the Completion date or a Key Date and the Employer is absolved

from all liability in relation to such event.”

Z13 Assessing compensation events:

Z13.1 The following is added at the end of core clause 63.4: “the Contractor shall only be entitled to

changes to the Prices, the Completion Date and/or the Key Date if the compensation event affects the

critical path.”

Z14 Termination

Z14.1 Add the following to core clause 91.1, at the second main bullet, fifth sub-bullet point, after the

words “assets or”: “business rescue proceedings are initiated or steps are taken to initiate business

recue proceedings”.

Z15.1 A change in law is defined as:

Z15.1.1 the adoption, enactment, promulgation, coming into effect, repeal, amendment, reinterpretation,

change in application or other modification after the Contract Date of any law, excluding (i) the

enactment of any bill inside the country, but only if such bill is enacted without any material changes

being made to the contents of such bill from the form published in the Gazette (as defined in the

Interpretation Act, 1957) as at the Contract Date, and (ii) any such modification in law relating to any

taxes, charges, imposts, duties, levies or deductions that are assessed in relation to a person’s

income

Z15.1.2 any permit being terminated, withdrawn, amended, modified or replaced, other than (i) in accordance

with the terms upon which it was originally granted, (ii) as a result of the failure by the Contractor to

comply with any condition set out therein, or (iii) as a result of any act or omission of the Contractor,

any Subcontractor or any affiliate to the Contractor.

Z16. Delay damages: add the following to secondary Option X7 (if applicable in this contract)

Z16.1 If the amount due for the Contractor’s payment of delay damages reaches the limits stated in this

Contract Data for Option X7, the Employer may, at its sole discretion, terminate the Contractor’s

obligation to Provide the Works.

Z16.2 If the Employer terminates in terms of this clause, the procedures and payment on termination as

those applied for reasons R1 to R15 or R18 stated in the Termination Table

Z17 Performance Bond

Z17.1 Amend the first sentence of clause X13.1 to read as follows: The Contractor gives the Employer

an unconditional, on-demand performance bond, provided by a bank or insurer which the Project

set out in Annexure B of this Contract Data.

2Z17.2 Add the following new clause as Option X13.2: The Contractor ensures that the performance bond

is valid and enforceable until the end of the contract period. If the terms of the performance bond

specify its expiry date and the end of the contract period does not coincide with such expiry date, four

weeks prior to the said expiry date, the Contractor extends the validity of the performance bond until

the end of the contract period. If the Contractor fails to so extend the validity of the performance bond,

the Employer may claim the full amount of the performance bond and retain the proceeds as cash

security

Z18 Limitation of liability: Insert the following new clause as Option X18.6:

Z18.1 The Employer's liability to the Contractor for the Contractor's indirect or consequential loss is limited to

R0.00.

Z18.2 Notwithstanding any other clause in this contract, any proceeds received from the security bonds and

guarantees provided by the Contractor in terms of this Contract and any insurances or any proceeds

which would have been received from any insurances but for the conduct of the Contractor shall be

excluded from the calculation of the limitations of liability listed in the contract.

Z19.2 The Employer may, on written notice to the Contractor, cede and delegate its rights and obligations

under this contract to any person or entity.

Z20 Joint and several liability

Z20.1 If the Contractor constitutes a joint venture, consortium or other unincorporated grouping of two or

more persons, these persons are deemed to be jointly and severally liable to the Employer for the

performance of the Contract.

Z20.2 The Contractor shall, within 1 week of the Contract Date, notify the Project Manager and the Employer

of the key person who has the authority to bind the Contractor on their behalf.

Z20.3 The Contractor does not materially alter the composition of the joint venture, consortium or other

unincorporated grouping of two or more persons without prior written consent of the Employer.

Z21 Ethics

Z21.1 The Contractor undertakes:

Z21.1.1 not to give any offer, payment, consideration, or benefit of any kind, which constitutes or could be

construed as an illegal or corrupt practice, either directly or indirectly, as an inducement or reward for

the award or in execution of this contract;

Z21.1.2 to comply with all laws, regulations or policies relating to the prevention and combating of bribery,

corruption and money laundering to which it or the Employer is subject, including but not limited to the

Z21.2 The Contractor’s breach of this clause constitutes grounds for terminating the Contractor’s obligation

to Provide the Works or taking any other action as appropriate against the Contractor (including civil

or criminal action). However, lawful inducements and rewards shall not constitute grounds for

termination.

Z21.3 If the Contractor is found guilty by a competent court, administrative or regulatory body of participating

in illegal or corrupt practices, including but not limited to the making of offers (directly or indirectly),

payments, gifts, gratuity, commission or benefits of any kind, which are in any way whatsoever in

connection with the contract with the Employer, the Employer shall be entitled to terminate the

contract in accordance with the procedures stated in core clause 92.2. The amount due on termination

is A1.

Z22 Confidentiality

Z22.1 All information obtained in terms of this contract or arising from the implementation of this contract

shall be treated as confidential by the Contractor and shall not be used or divulged or published to any

person not being a party to this contract, without the prior written consent of the Project Manager or

the Employer, which consent shall not be unreasonably withheld.

Z22.2 If the Contractor is uncertain about whether any such information is confidential, it is to be regarded as

such until otherwise notified by the Project Manager.

Z22.3 This undertaking shall not apply to –

Z22.3.1 Information disclosed to the employees of the Contractor for the purposes of the implementation of

this agreement. The Contractor undertakes to procure that its employees are aware of the confidential

nature of the information so disclosed and that they comply with the provisions of this clause;

Z22.3.2 Information which the Contractor is required by law to disclose, provided that the Contractor notifies

the Employer prior to disclosure so as to enable the Employer to take the appropriate action to protect

such information. The Contractor may disclose such information only to the extent required by law and

shall use reasonable efforts to obtain assurances that confidential treatment will be afforded to the

information so disclosed;

Z22.3.3 Information which at the time of disclosure or thereafter, without default on the part of the Contractor,

enters the public domain or to information which was already in the possession of the Contractor at

the time of disclosure (evidenced by written records in existence at that time);

Z22.4 The taking of images (whether photographs, video footage or otherwise) of the works or any portion

thereof, in the course of Providing the Works and after Completion, requires the prior written consent

of the Project Manager. All rights in and to all such images vests exclusively in the Employer.

Z22.5 The Contractor ensures that all his Subcontractors abide by the undertakings in this clause.

Z23 Liens and Encumbrances

Z23.1 The Contractor keeps the Equipment used to Provide the Services free of all liens and other

encumbrances at all times. The Contractor, vis-a-vis the Employer, waives all and any liens which he

may from time to time have, or become entitled to over such Equipment and any part thereof and

procures that his Subcontractors similarly, vis-a-vis the Employer, waive all liens they may have or

become entitled to over such Equipment from time to time

Z24 Intellectual Property

Z24.1 Intellectual Property (“IP”) rights means all rights in and to any patent, design, copyright, trade mark,

trade name, trade secret or other intellectual or industrial property right relating to the Works.

Z24.2 IP rights remain vested in the originator and shall not be used for any reason whatsoever other than

carrying out the works.

Z24.3 The Contractor gives the Employer an irrevocable, transferrable, non-exclusive, royalty free licence to

use and copy all IP related to the works for the purposes of constructing, repairing, demolishing,

operating and maintaining the works.

Z24.4 The written approval of the Contractor is to be obtained before the Contractor's IP made available to

any third party which approval will not be unreasonably withheld or delayed. Prior to making any

undertaking from any such third party on terms no less onerous than the terms the Employer would use

to protect its IP.

Z24.5 The Contractor shall indemnify and hold the Employer harmless against and from any claim alleging

an infringement of IP rights (“the claim”), which arises out of or in relation to:

Z24.5.1 the Contractor’s design, manufacture, construction or execution of the Works;

Z24.5.2 the use of the Contractor’s Equipment, or

Z24.5.3 the proper use of the Works.

Z24.6 The Employer shall, at the request and cost of the Contractor, assist in contesting the claim and the

Contractor may (at its cost) conduct negotiations for the settlement of the claim, and any litigation or

arbitration which may arise from it.

Z24.7 All designs, drawings, BIM models, software, PLC code, SCADA configurations, databases and

documentation produced under this contract shall become the property of ACSA upon payment.

Z24.8 The Contractor shall ensure that all hardware, software, PLCs, HMIs, SCADA systems and

communication systems supplied under the Contract comply with ACSA cybersecurity standards.

Annexure B: Pro forma Security Bonds and Guarantee

Pro forma Performance Bond – Demand Guarantee (for use

with Option X13)

(to be reproduced exactly as shown below on the letterhead of the Bank providing the Bond / Guarantee)

[Insert Contractor’s name and registered address] Bank reference No.

Date:

Performance Bond – Demand Guarantee for [insert name of Contractor] required in terms of

contract [insert Contractor’s contract reference number or title]

In this Guarantee the following words and expressions shall have the following meanings: -

1.1 “Bank” means [Insert name of Bank], [●] Branch, Registration No. [●]

1.2 “Bank’s Address” means [Insert physical address of Bank]

1.3 “Contract” means the written agreement relating to providing the works, entered into

between the Employer and the Contractor, on or about the [●] day of

[●] 20[●] (Contract Reference No. [●]) as amended, varied, restated,

novated or substituted from time to time;

1.4 “Contractor” means [●] a company registered in accordance with the laws of [●] under

Registration No [●].

1.5 “Employer” means Airports Company South Africa SOC Limited a company registered

in accordance with the laws of the Republic of South Africa under

Registration Number 1993/004149/30

1.6 “Expiry Date” means the earlier of

• the date that the Bank receives a notice from the Employer

stating that all amounts due from the Contractor as certified in

terms of the contract have been received by the Employer and

that the Contractor has fulfilled all his obligations under the

• the date that the Bank issues a replacement Bond for such

lesser or higher amount as may be required by the Employer.

1.7 “Guaranteed Sum” means 5% of contract value excluding VAT which must be submitted within

10 working days from notification of award

1.8 “works” means Design, Supply, Installation, Programming, Testing,

Deluge Systems fuel farm for a period of 24 months at ORTIA as

set out in the Section C3, Works Information

At the instance of the Contractor, we the undersigned ______________ and ______________, in our

respective capacities as _____________ and ___________ of the Bank, and duly authorized thereto,

confirm that we hold the Guaranteed Sum at the disposal of the Employer as security for the proper

performance by the Contractor of all of its obligations in terms of and arising from the Contract and

A demand for payment under this guarantee shall be made in writing at the Bank’s address and shall:

• be signed on behalf of the Employer by a director of the Employer;
• state the amount claimed (“the Demand Amount’);
• state that the Demand Amount is payable to the Employer in the circumstances contemplated in

the Contract.

principal and not as surety and the Bank’s obligation/s to make payment:

• is and shall be absolute provided demand is made in terms of this bond in all circumstances; and
• is not, and shall not be construed to be, accessory or collateral on any basis whatsoever.

The Bank’s obligations in terms of this Guarantee:

• shall be restricted to the payment of money only and shall be limited to the maximum of the

Guaranteed Sum; and

• shall not be discharged and compliance with any demand for payment received by the Bank in

terms hereof shall not be delayed, by the fact that a dispute may exist between the Employer

and the Contractor.

without advising us and without affecting our liability under this Guarantee. This includes, without

limitation, any extensions, indulgences, release or compromise granted to the Contractor or any

variation under or to the Contract.

permitted under the Contract, then the Employer shall be entitled to cede to such third party the rights

of the Employer under this Guarantee on written notification to the Bank of such cession.

• shall expire on the Expiry Date until which time it is irrevocable;
• is, save as provided for in Error! Reference source not found. above, personal to the Employer

and is neither negotiable nor transferable;

• shall be returned to the Bank upon the earlier of payment of the full Guaranteed Sum or expiry

hereof;

• shall be regarded as a liquid document for the purpose of obtaining a court order; and
• shall be governed by and construed in accordance with the law of the Republic of South Africa and

shall be subject to the jurisdiction of the Courts of the Republic of South Africa.

• will be invalid and unenforceable if any claim which arises or demand for payment is received after

the Expiry Date.

Annexure D: ACSA Insurance Clauses

Note:

1. This part of the Offer & Acceptance would not be required if the contract has been developed by negotiation between

the Parties and is not the result of a process of competitive tendering.

2. The extent of deviations from the tender documents issued by the Employer prior to the tender closing date is limited

to those permitted in terms of the Conditions of Tender.

3. A tenderer’s covering letter must not be included in the final contract document. Should any matter in such letter, which

constitutes a deviation as aforesaid be the subject of agreement reached during the process of Offer and Acceptance,

the outcome of such agreement shall be recorded here and the final draft of the contract documents shall be revised

to incorporate the effect of it.

No. Subject Details

By the duly authorised representatives signing this Schedule of Deviations below, the Employer and

the tenderer agree to and accept this Schedule of Deviations as the only deviations from and

amendments to the documents listed in the Tender Data and any addenda thereto listed in the Tender

Schedules, as well as any confirmation, clarification or changes to the terms of the Offer agreed by the

tenderer and the Employer during this process of Offer and Acceptance.

It is expressly agreed that no other matter whether in writing, oral communication or implied during the

period between the issue of the tender documents and the receipt by the tenderer of a completed

signed copy of this Form shall have any meaning or effect in the contract between the parties arising

from this Agreement.

For the tenderer: For the Employer