Routine road maintenance (rrm) tender – projects 1 to 3 (projects 4-6 not used) – 100-Point key persons evaluation

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Returnable Documents: as included in the Contract. Such document(s) may include the Bill of Quantities, data lists and, “ “Tender” means that section of the Form of Offer and Acceptance called ‘Offer’ and all other documents, “ “Bill of Quantities” shall also mean the Pricing Schedule as contained in section C2.2 of the contract

Evaluation will consider the tenderer's compliance with returnable documents, CIDB grading, BEE level, and local content requirements. The contract data includes provisions for local content (Annex C) and the ITIS electronic payment system. The Employer may reject tenders that do not meet mandatory requirements.

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Maintenance

April 2019 volume 2

Issued by:

Chief executive officer

South african national roads agency soc limited

48 tambotie avenue

Val de grace

Pretoria, 0184

The south african national

Roads agency soc limited

Standard specifications for

Routine road maintenance

Cell C9: ROUTINE ROAD MAINTENANCE OF NATIONAL ROUTE 1 SECTION 1 BETWEEN OLD OAK I/C (KM 18.9) AND JOOSTENBERG VLAKTE (KM 30.44) & NATIONAL ROUTE 2 SECTIONS 1 TO 2 BETWEEN SWARTKLIP I/C (KM 17.47) AND ELGIN FOREST RESERVE (KM 18.83) & NATIONAL ROUTE 7 SECTION 1 BETWEEN MELKBOS I/C (KM 17.4) AND KLIPVLEI (KM 34.99) & NATIONAL ROUTE R300 SECTION 1 BETWEEN SWARTKLIP I/C (KM 14.76)

The list of returnable documents is shown in the following table, with the status of those documents incorporated into the contract indicated.

Bidder shall submit list of projects relevant/similar (RRM projects) to this tender scope of work which have been successfully completed within the last 15 years and / or ongoing projects. The bidder shall provide all of the following documents:

C1.2.3 Contract data – information provided by the tenderer

The South African National Roads Agency SOC Limited

Cell B2: FOR THE ROUTINE ROAD MAINTENANCE OF NATIONAL ROUTE 1 SECTIONS 4 TO 7 BETWEEN CONSTABLE (km 21.68) AND REMHOOGTE (km 8.27)

C1.2.3 Contract data – information provided by the tenderer

The South African National Roads Agency SOC Limited

Cell B2: ROUTINE ROAD MAINTENANCE OF NATIONAL ROUTE 2 SECTION 5 TO 7 BETWEEN RIETKUIL OUTSPAN (KM26.55) AND RONDEHEUWEL(KM3.42)

C1.2.3 Contract data – information provided by the tenderer

The South African National Roads Agency SOC Limited

Cell B2: ROUTINE ROAD MAINTENANCE OF NATIONAL ROUTE 1 SECTION 1 BETWEEN OLD OAK I/C (KM 18.9) & JOOSTENBERG VLAKTE (KM 30.44) & NATIONAL ROUTE 2 SECTIONS 1-2 BETWEEN SWARTKLIP I/C (KM 17.47) & ELGIN FOREST RESERVE (KM 18.83) & NATIONAL ROUTE 7 SECTION 1 BETWEEN MELKBOS I/C (KM 17.4) & KLIPVLEI (KM 34.99) & NATIONAL ROUTE R300 SECTION 1 BETWEEN SWARTKLIP I/C (KM 14.00) & STELLENBERG I/C (KM 30.93)

Maintenance

Of national route 1 sections 4 to 7

BETWEEN CONSTABLE (km 21.68) AND

REMHOOGTE (km 8.27)

Project

2. Sign not to Daily R500/sign

3. Late or no Traffic R1000/day

Management Plans in

place where work has

commenced

Series m1000: pavement maintenance

M1100 Pavement layer

repairs

1. Mill and pave Programme 14 days R5000/day R10,000/day

operation

2. Repair of 7 days R5000/day R5000/day R10,000/section

potholes, edge

breaks and

surface failures

M1200 Repair of

potholes, edge

breaks and surface

failures

Programme 7 days R5000/day R5000/day

1. Permanent

repair of

potholes and

surface failures

R50/metre/day

2. Repair of edge Programme 7 days R500/day

breaks

M1700 Repair of slope

1 month 7 days R500/day R500/day

failures and

(from

washaways

which

works area

can be

accessed)

Series m2000: drainage maintenance

M2300 Cleaning of

14 days R500/day

waterway structures

M2400 Cleaning of R500/culvert/day

Job Instruction 7 days R500/day R500/ culvert /day

prefabricated culverts

M2500 Cleaning of

Job Instruction 7 days R500/day R50/metre/day R5000/section

concrete drains and

culvert channels

M2600 Cleaning and

Job Instruction 7 days R500/day R50/metre/day

maintenance of

existing earth drains

M2700 Edge build-up Job Instruction 7 days R500/day R50/metre/day R5000/section

removal

Series m3000: roadside maintenance

EDMS#32902503 – D3000 - Generic Proforma for Routine Road Maintenance Contracts (O&M) - Version 1 - August 2026

C-72

Maintenance of national route n2

Section 5 km 26.55 (Riet kuil

Outspan) to section 7 km 3.44

(Rondeheuwel)

Project

2. Sign not to Daily R500/sign

3. Late or no Traffic R1000/day

Management Plans in

place where work has

C-71

Completion time

Penalty Penalty for late

or inspection Respondi Penalty for not to

Activity frequency ng time for late completion specification respond

ing

commenced

Series m1000: pavement maintenance

M1100 Pavement layer

repairs

1. Mill and pave Programme 14 days R5000/day R10,000/day

operation

2. Repair of 7 days R5000/day R5000/day R10,000/section

potholes, edge

breaks and

surface failures

M1200 Repair of

potholes, edge

breaks and surface

failures

Programme 7 days R5000/day R5000/day

1. Permanent

repair of

potholes and

surface failures

R50/metre/day

2. Repair of edge Programme 7 days R500/day

breaks

M1700 Repair of slope

1 month 7 days R500/day R500/day

failures and

(from

washaways

which

works area

can be

accessed)

Series m2000: drainage maintenance

M2300 Cleaning of

14 days R500/day

waterway structures

M2400 Cleaning of R500/culvert/day

Job Instruction 7 days R500/day R500/ culvert /day

prefabricated culverts

M2500 Cleaning of

Job Instruction 7 days R500/day R50/metre/day R5000/section

concrete drains and

culvert channels

M2600 Cleaning and

Job Instruction 7 days R500/day R50/metre/day

maintenance of

existing earth drains

M2700 Edge build-up Job Instruction 7 days R500/day R50/metre/day R5000/section

removal

Series m3000: roadside maintenance

M3100 Fencing

1. No livestock 14 days 2 days R1000/day R5/metre/day R5000/section
2. Livestock 2 days 2 days R500/day R10/metre/day R5000/section
3. Urban 7 days 2 days R500/day R15/metre/day R5000/section

environment

25% of tendered

M3200

Programme R500/day rate per section plus

the R500/dayCollection and

removal of debris

and litter

M3300 Programme R1000/day

Shoulder repairs

C-72

Maintenance of national route 1

SECTION 1 BETWEEN OLD OAK I/C (km 18.9) AND JOOSTENBERG

VLAKTE (km 30.44) & NATIONAL ROUTE 2 SECTIONS 1 TO 2

BETWEEN SWARTKLIP I/C (km 17.47) AND ELGIN FOREST

RESERVE (km 18.83) & NATIONAL ROUTE 7 SECTION 1 BETWEEN

MELKBOS I/C (km 17.4) AND KLIPVLEI (km 34.99) & NATIONAL

ROUTE R300 SECTION 1 BETWEEN SWARTKLIP I/C (km 14.76)

AND STELLENBERG I/C (km 30.93)

Project

of the PDF document will govern. For all addenda issued

relating to the pricing schedule, the item numbers, description and quantities of the issued

document will govern.

C2.2 PRICING SCHEDULE (Incorporating SBD3)

Bid Bond: FORM OF GUARANTEE .......................................................................................... C-41

C1.3.3(a) FORM OF NOTIFICATION OF CONSTRUCTION WORK ...................................... C-43

C1.3.4 Form of banking details ........................................................................

Payment Terms: PAYMENT CERTIFICATES ......................................... C-24

14.5 Plant and materials intended for the works .......................................... C-24

14.6 Issue of interim payment certificates......................................................... C-24

14.7 Payment..................................................................................

No specific requirements found

Insufficient searchable text - AI extraction recommended

Application for Interim Payment 14.3 Materials on Site 14.5 Certificates Mediation 20.3 Assignment 1.7 Payment 14.7 Bill of Quantities Definition 1.1.1.10 Payment Certificates 14.6 Performance Certificate 11.9 Care and Supply of Documents 1.8 Performance Security 4.2 Clearance of Site 11.11 Plant and Materials Intended for the 14.5 Commencement of Work 8.1 Works Continuing Validity of Sub-clauses 20.6 Priority of Documents 1.5 20.2 to 20.6 Programme 8.3 Contract Agreement 1.6 Progress Reports 4.21 Contract Definition 1.1.1.1 Protection of the Environment 4.18 Contract Price 14.1 Provisional Sums 13.5 Contract Price Adjustment Schedule 13.8 Contractor’s Claims 20.1 Reference to Court 20.4 Contractor’s Equipment 4.17 Retention Money Guarantee 14.3 Contractor’s General Obligations 4.1 Rights of way and Facilities 4.13 Court 20.4 Currencies of Payment 14.15 Safety Procedures 4.8 Schedules Definition 1.1.1.7 Day Definition 1.1.3.9 Security of the Site 4.22 Daywork 13.6 Setting Out 4.7 Definition of Force Majeure 19.1 Settlement of Disputes 20.2 Delay Damages 8.7 Site Data 4.10 Delayed Payment 14.8 Special Disputes 20.5 Disorderly Conduct 20.2 Specification Definition 1.1.1.5 Disputes 20.3 Statement at Completion 14.10 Subcontractors & Suppliers 4.4 Electricity, Water and Gas 2.3 Supplementary Agreement 1.1.6.10 Employer’s Equipment and Free- 4.19 Definition Issue Material Employer’s Personnel 4.20 Taking over Parts of the Works 10.2 Employer’s Risks (SASRIA) 17.3 Targeted Enterprise 1.1.2.11 Engineer’s Duties and Authority 3.1 Tender Definition 1.1.1.8 Environmental Protection 4.18 Termination by the Employer 15.2 Evaluation 12.3 Extension of Time for Completion 8.4 Variation Procedure 13.3 Force Majeure Definition 19.1 Working hours 6.5 Force Majeure affect Subcontractor 19.5 Written Communications 1.2 Fossils 4.24 Health & Safety 6.7 Indemnity by Contractor 6.12 General Requirements for 18.1 Insurances 18.3 Insurance against Injury to Persons and Damage to Property 18.4 Insurance for Contractor’s Personnel 18.2 Insurance for Works and Contractor’s Equipment 14.6 Issue of Interim Payment Certificates Sensitivity - General C-14 PARTICULAR CONDITIONS AMENDING THE GENERAL CONDITIONS OF FIDIC 1.1 DEFINITIONS 1.1.1 The Contract Replace 1.1.1.1 with: “ “Contract” means the Form of Offer and Acceptance, Contract Data, these Conditions, the Specifications, the Drawings, the Schedules, and the further documents (if any), which are listed in the Form of Offer and Acceptance, and further includes drawings and documents or parts thereof, which any of the aforesaid documents incorporate by reference.” Replace 1.1.1.3 with: “ “Letter of Acceptance” means the Form of Acceptance as contained in part C1.1.2 of the contract documents.” Replace 1.1.1.4 with: “ “Letter of Tender” means the Form of Offer as contained in part C.1.1.1 of the contract document.” Replace 1.1.1.5 with: “ “Specification” means that document entitled Scope of Work, as included in the Contract, and any additions and modifications to the Scope of Work in accordance with the Contract. Such document specifies the Works.” Replace 1.1.1.7 with: “ “Schedules” means the document(s) completed by the Contractor and submitted with his tender offer, as included in the Contract. Such document(s) may include the Bill of Quantities, data lists and schedules of rates and/or prices.” Replace 1.1.1.8 with: “ “Tender” means that section of the Form of Offer and Acceptance called ‘Offer’ and all other documents which the Contractor submitted as Returnable Documents, as included in the Contract.” Replace 1.1.1.9 with: “ “Appendix to Tender” means the completed section entitled C1.2.2 Contract Data – Information provided by the Employer included in the Contract Data:” 1.1.1.10 - Add the following: “ “Bill of Quantities” shall also mean the Pricing Schedule as contained in section C2.2 of the contract document.” Add the following: “1.1.1.11 “Letter of Access to the Site” means a letter issued by the Employer to give the Contractor right of access in accordance with Sub-Clause 2.1 [Right of Access to the Site]” 1.1.2 Parties and Persons Add the following: “1.1.2.11 “Supplier” means a sole trader, partnership or legal entity that owns, operates or maintains a store, warehouse or other establishment in which goods are bought kept in stock and regularly sold to wholesalers, retailers or the public (or all three) in the usual course of business. Sensitivity - General C-15 “1.1.2.12 “Targeted Enterprise” means an enterprise defined in Part D stakeholder and community liaison, and targeted labour and targeted enterprises utilisation and development. “1.1.6.11 “Contract Footprint” means the roads, road reserves, SANRAL-owned properties and associated road assets described in Part C3, together with any additional road or asset formally incorporated into the Contract in accordance with the Contract.” “1.1.6.12 “Transferred Road” means a provincial or other public road, or part thereof, that becomes a national road or for which SANRAL formally assumes responsibility during the Contract Period and that the Employer incorporates into the Contract Footprint by written instruction or Variation.” 1.1.3 Dates, Tests, Periods and Completions Replace 1.1.3.9 with: “A “day” means a calendar day, except for any extension of time that is granted under sub-clause 8.4, [Extension of Time for Completion], in which case a day means a working day. A “year” means 365 calendar days”. 1.2. INTERPRETATION Add the following: However, such notice, instruction, consent or request is not deemed to have been delivered by virtue of its appearance in the minutes of meetings.” 1.5. PRIORITY DOCUMENTS Insert the following at the end of the first paragraph before the colon: “... unless specifically stated otherwise in the contract:”. Replace sub-paragraphs items (a) to (h) with: “(a) the Forms of Offer and Acceptance (b) the Appendix to Tender within the Contract data (c) the Particular Conditions of Contract (d) the General Conditions (e) the project Specification (Scope of Works (Part C3)) (f) Part D Stakeholder and community liaison, (g) the project Drawings, (h) the standard Specifications, (i) the Bill of Quantities (Pricing Data (Part C2)); and (j) the Schedules and any other documents forming part of the Contract.” 1.6 CONTRACT AGREEMENT Replace the 1st two sentences with the following: “The Parties shall enter into a Contract Agreement when the Employer issues the Form of Acceptance (see Particular Condition 1.1.1.3). The Contract Agreement shall be in the form prescribed in the tender documents” 1.7 ASSIGNMENT AND CESSION “Neither Party shall assign or transfer the whole or any part of the Contract, or any right or obligation under it, except with the prior written consent of the other Party and subject to applicable law and the Employer’s procurement and delegation requirements. However, either Party may cede its right to payment of monies due or to become due under the Contract only where: Sensitivity - General C-16 (a) the Cession is in favour of a registered Financial Services Provider (FSP) or a State Institution established for the express purpose of providing funding to businesses and entities; and (b) the written request for Cession is made by the Party and not a third party; and (c) the written request by the Party is accompanied by a cession agreement; and (d) the other Party agrees to the Cession.” 1.8 CARE AND SUPPLY OF DOCUMENTS In the 1st paragraph, 2nd line, change “two copies” to “one copy”. In the 2nd paragraph, 3rd line, change “six” to “two”. 1.11 CONTRACTOR’S USE OF EMPLOYER’S DOCUMENTS At the end of the 1st sentence add: “as well as any research, innovation, industry cutting edge technology and any form of trials undertaken as part of the Contract.” 3.1 ENGINEER’S DUTIES AND AUTHORITY After the 3rd paragraph insert the following: “In addition to the actions stipulated in the General Conditions whereby the Engineer shall first obtain the approval of the Employer, the Employer’s approval shall also be obtained before taking any action under sub-clauses 8.1, 8.4, 8.8, 10.1,11.9, 13.3 and 20.1 as amended in these Particular Conditions”. Add the following new sixth paragraph: “If the Engineer is a legal entity, a natural person employed by the Engineer and approved by the Employer shall be appointed and authorised to act as the Engineer under the Contract. The Engineer shall obtain the Employer’s prior written approval before waiving, relaxing or materially reducing any specified quality-control requirement, testing frequency, hold point, macrotexture requirement, surface-regularity requirement or riding-quality requirement applicable to a Large-area Repair or Large-area Surface Treatment, or before accepting reduced payment or other conditional acceptance in lieu of rectification of non-conforming work.” 4.1 CONTRACTOR’S GENERAL OBLIGATIONS Add the following sentence to the 1st paragraph: “With regard to the Contractor’s proposals submitted under the item of the Scope of Works entitled “Part D Stakeholder and Community Liaison and Targeted Labour and Targeted Enterprise utilisation and development”, if the Contractor fails to provide the employment or training to the extent proposed, the Employer may impose penalties as set out in the above-mentioned Scope of Works.” “The Contractor shall maintain, for the full Contract Period, the 24-hour emergency response capability, standby resources, communications, equipment and trained personnel specified in Part C3 and shall respond to incidents affecting the safety, availability or integrity of the Contract Footprint in accordance with the RIMS protocols and the Engineer’s or Employer’s lawful instructions.” “Where an emergency requires immediate action to protect life, road users, property, the environment or continuity of the national road network, the Contractor shall carry out the immediate make-safe, traffic accommodation and emergency normalisation measures reasonably necessary and shall not delay such measures solely because the final valuation or Works Authorisation has not yet been agreed. The valuation and payment of instructed work not already covered by Contract rates shall thereafter be dealt with under Clauses 12 and 13.” “All Large-area Repairs and Large-area Surface Treatments, as defined in the Scope of Works, shall comply with the quality-control and finished-surface requirements of Clause C3.1.7.14. The Contractor shall establish, implement and maintain the required process quality-control system and shall provide all Quality Plans, Inspection and Test Plans, method statements, process-control testing and quality records required by that Clause. Sensitivity - General C-17 Acceptance by the Engineer of any investigation, design, material source, mix design, method statement, Quality Plan, Inspection and Test Plan, trial section or completed work shall not relieve the Contractor of responsibility for compliance with the Contract. Where non-compliance results from the Contractor’s design, materials, workmanship, plant, process or failure to exercise proper process control, all investigation, remedial work and retesting necessary to achieve compliance shall be at the Contractor’s cost.” 4.2 PERFORMANCE SECURITY Replace the 2nd paragraph with: “The Contractor shall deliver the Performance Security to the Employer within 14 days of the date of issue of the Form of Acceptance and shall send a copy to the Engineer. The Performance Security shall be issued by a bank or insurance company registered or licensed as a bank or insurance company to do business in the Republic of South Africa and approved by the Employer and having an office or banking facility in the Republic of South Africa. The Performance Security shall be subject to approval by the Employer and shall be in the form prescribed in the tender documents. The employer is entitled to utilise the performance security for the intended purpose, to hold same as security for the Contractor’s performance. However, the Employer is likewise entitled to negotiate with the bank or insurance company registered or licenced as a bank or insurance company in order to allow for the cession of the contract agreement to a replacement contractor, in terms of sub clause 1.7, as agreed between the said bank or insurance company and the insured contractor, subject to the approval of the Employer. The basis for the cession of the insured contractor, to a replacement contractor, must accord with the Employer’s internal Supply Chain Management and Procurement policies. ” In the last line of the last paragraph replace the words “Performance Certificate” with “Taking-Over Certificate”. 4.4 SUBCONTRACTORS Change the title to read “Subcontractors and suppliers” In the first paragraph delete “the whole of the Works” and add “any percentage of the Works without the express approval of the Employer”. In the 1st line of the 2nd paragraph, after the word “Subcontractor” replace the expression “his agents or employees” with “suppliers, their agents or employees”. Add the following sub-paragraphs: “(e) The Contractor shall enter into a written subcontract agreement with the Subcontractor. The subcontract agreement between the Contractor and the Subcontractor shall be the standard FIDIC subcontract agreement (version 2011). (f) If the Contractor is required to employ one or more Subcontractors under his targeted enterprise development, then the provisions of Sub-Clause 5.4 [Evidence of Payments] shall apply as if such Subcontractor is a Nominated Subcontractor. (g) Each subcontract shall include the provisions: (i) The Contractor undertakes to pay the Subcontractor the full value as certified by the Engineer as being due to the Subcontractor in each Interim Payment Certificate, without any deduction for plant, equipment, materials or fuel supplied by the Contractor. Any assistance that the Contractor may have made to the Subcontractor that requires recovery from the Subcontractor, will be recovered by the Contractor through normal commercial debt repayment processes; (ii) The Contractor undertakes to make payment within 14 days after the date on which the Subcontractor has submitted a statement for payment or a claim for payment to the Contractor for work completed or goods delivered in accordance with the Contract between the Contractor and Subcontractor; (h) The Contractor shall disclose all subcontracting arrangements. Sensitivity - General C-18 (i) The total retention money held for all subcontractors shall not exceed the maximum value of the retention money as specified under Sub-Clause 14.3(c) and shall be held pro-rata per subcontractor. (j) 50% of the retention money held for each Subcontractor shall be released on completion of the subcontract works. The remainder of the Subcontractor’s retention money shall be released when a Subcontractor’s work does not show any defect within 6 (six) months after the completion of the subcontract. However, the Subcontractor’s retention money may be withheld but only if the Performance Certificate is unable to be issued because of defective workmanship attributable to the Subcontractor. (k) All Subcontractors and suppliers shall be registered on the National Treasury’s Central Supplier Database (CSD). (l) All Subcontractors shall be in good standing in terms of COIDA and shall be registered with the Bargaining Council for the Civil Engineering Industry (Government Notice R.490 – Part III contained in Government Gazette No. 37750) or other relevant Bargaining Council. (m) All Subcontractors shall be registered with the CIDB in the appropriate category for the class of work to be performed. (n) The procurement and appointment of all subcontractors shall follow the process as stipulated in Part D: Stakeholder and community liaison, and targeted labour and targeted Enterprises utilisation and development. If the Contractor fail to disclose all subcontracting agreements, or fail to comply with the requirements of this clause he shall be given 14 days to make representation as to why the contract shall not be terminated; However, a failure of the Contractor to disclose all subcontracting agreements or to comply with the requirements contained under this clause, shall attract a penalty up to 10% of the value of the contract. 4.7 SETTING OUT Amend the second line of the second paragraph to read: “......reference, provided that the Contractor shall provide proof of their inaccuracy before they are used.” 4.10 SITE DATA In the 1st paragraph, 1st sentence, replace “prior to the Base Date” with “either as part of or by reference in the Tender Documents or, otherwise, not later than 7 days before the latest date for submission of the Tender Documents”, and delete the 2nd sentence. 4.17 CONTRACTOR’S EQUIPMENT Add the following paragraph: “The Contractor shall notify the Engineer, in writing, of the names and addresses of the owners of all major items of equipment not owned by the Contractor within 21 days of it arriving on Site.” 4.19 ELECTRICITY, WATER AND GAS In the 1st paragraph, 1st line, delete “except as stated below”, and delete the 2nd and 3rd paragraphs. 4.21 PROGRESS REPORTS In the 1st paragraph, 2nd line, delete “in six copies”. Add the following at the end of the 3rd paragraph: “(i) Comparison of estimated Contract Price and the original Contract Price as stated in the form of Acceptance, with details of any events or circumstances which may result in the original Contract Price to be exceeded, and the measures being (or to be) adopted to prevent this. (j) SHE audits, SHE incidents, traffic accidents, Environmental management report, employment, empowerment and training reports (extracted from Employer system), training plan, communication plan, media information, site memos, drawings issued, mix designs, work Sensitivity - General C-19 authorisations, daywork, programme, sub-standard work, cashflow and expenditure, claims, risk report and penalties.” 4.22 SECURITY OF THE SITE Replace the fullstop at the end of subclause (b) with a comma and continue this clause as follows: “ and authorised utility or service owners whom the Employer or the Engineer identifies as having also been authorised. Without said notice, the Contractor may refuse access to such utility or service owners; and” 4.24 FOSSILS In the 1st paragraph, 1st sentence after “fossils” insert “and graves” and in the 2nd sentence, add “and shall indemnify the Employer against any liability arising from such loss or damage.” 6.2 RATES OF WAGES AND CONDITIONS OF LABOUR Add the following: “The conditions as stated in the Appendix to Tender shall also apply.” 6.5 WORKING HOURS Replace the 1st sentence with the following: “No work shall be carried out on Site on any special non-working day or within the non-working hours of any day as stated in the Appendix to Tender, unless:” 6.7 HEALTH AND SAFETY In the 1st paragraph delete the 2nd sentence. Add the following as a new 4th paragraph: “The Contractor and his Subcontractors shall be in good standing in terms of the Compensation for Occupational Injuries and Disease Act (COIDA) and have a letter as proof. Add the following as a new 5th paragraph: “The Contractor shall also comply to the requirements of the Scope of Works part C3.5: Occupational Health and Safety Specification.” 6.9 CONTRACTOR’S PERSONNEL Add the following new subparagraphs to the 1st paragraph: “(e) is found, based on reasonable evidence, to have engaged in corrupt, fraudulent, collusive or coercive practice; or (f) has been recruited from the Employer’s Personnel in breach of sub-clause 6.3 [Persons in the Service of Employer].” Add the following as a final paragraph: “The requirements for key personnel as stated in the Appendix to Tender shall also apply.” 8.1 COMMENCEMENT OF WORK In the 1st paragraph, delete the 1st sentence, and in the 2nd sentence replace “42 days after the Contractor receives the Letter of Acceptance” with “28 days of the date of issue of the Form of Acceptance, unless otherwise stated in the Appendix to Tender.” In the 2nd line of the 2nd paragraph, after the words “Commencement Date”, insert “but within the period stated in the Appendix to Tender.” Sensitivity - General C-20 8.3 PROGRAMME Replace the 1st sentence of the 1st paragraph with “The Contractor shall submit a detailed programme to the Engineer within 14 days of the Commencement Date.” Add to the items to be included in the programme the following sub-paragraph: “(e) The Contractor’s cash flow forecast. (f) Documented details of the contractor’s environmental mitigation measures and health and safety plans in respect of all construction activities” In the 2nd paragraph replace “21” with “14”. 8.4 EXTENSION OF TIME FOR COMPLETION Replace the word “Engineer” with “Employer” in the last sentence of the last paragraph. 8.7 DELAY DAMAGES Change the marginal heading of this clause to read “Delay Damages and Other Non-compliance Charges” and insert the following as a first paragraph to this clause: “Delay damages and other payments to the Employer for late delivery, failure to achieve intra- programme due dates or non-compliance events shall apply as follows:” Keep the existing two paragraphs unchanged and number as subclause (a) and add the following subclause relating to other non-compliance charges: “(b) If the Contractor fails to comply with the requirements detailed in the Specification regarding duration of accommodation of traffic closures, meeting intra-programme dates, Accommodation of Traffic requirements, overloading, Contract Participation Targets, subcontracting, quality of work, including failure to implement an accepted Quality Plan or Inspection and Test Plan, failure to perform the specified process-control testing, and failure of a Large-area Repair or Large-area Surface Treatment to comply with the specified material, compaction, dimensional, surface- regularity, macrotexture or riding-quality requirements, submission of information and performance criteria, failure to notify the Engineer and Employer of a third-party claim or incident within the period stated in Sub-Clause 17.1 [Indemnities], failure to notify the Contractor’s insurer and/or broker or provide proof of notification and the insurer’s claim/reference number as required under Sub-Clause 17.1, failure to maintain in force or provide evidence of the third-party liability insurance required under Clause 18 [Insurance] and the Contract Data, or failure to cooperate with the Engineer and Employer in the reporting, investigation, assessment, defence, management or processing of a third-party claim in accordance with Sub-Clause 17.1, the Contractor shall pay non-compliance charges to the Employer for this default. These non- compliance charges shall be calculated at the rates stated in the Appendix to Tender, which shall be applied for each incident of non-compliance. Any non-compliance charge arising from defective or non-conforming work shall be without prejudice to the Contractor’s obligation to investigate, rectify and retest the affected work at its own cost. These non-compliance charges shall be the only charges due from the Contractor for such default, other than in the event of termination under Sub-Clause 15.2 [Termination by Employer] prior to completion of the Works. These charges shall not relieve the Contractor from his obligation to complete the Works, or from any other duties, obligations or responsibilities which he may have under the Contract.” (c) Notwithstanding sub-paragraph (b) above, where the Contractor: (i) fails to maintain in force the third-party liability insurance required under Clause 18 and the Contract Data, in which event the Engineer may, with the Employer’s approval, instruct suspension of affected non-emergency work until satisfactory evidence of reinstated cover is provided; (ii) fails to restore or provide satisfactory evidence of the required insurance within 48 (forty- eight) hours after written notice, or the lapse continues for more than 7 (seven) calendar days; (iii) admits liability, negotiates, compromises or settles a third-party claim in breach of Sub- Clause 17.1 and thereby causes material prejudice to the Employer; Sensitivity - General C-21 (iii) fails or refuses to notify its insurer of a potentially covered claim, fails to cooperate materially in the defence or management of the claim, or rejects, repudiates or declines a third-party claim without reasonable grounds and the claim is subsequently upheld, wholly or in part, against the Employer by a court, arbitrator or adjudicator; or such failure shall, where material and subject to any Notice to Correct required under Sub-Clause 15.1 where the breach is capable of remedy, constitute a material breach of Contract entitling the Employer to exercise its rights under Sub-Clause 15.2 [Termination by Employer], without prejudice to any indemnity, reimbursement, suspension, set-off or other remedy available to the Employer under the Contract or in law 8.9 CONSEQUENCES OF SUSPENSION In the 1st paragraph, delete the wording of sub-paragraph (b) and replace with the following: “(b) payment of Cost. The Cost payable shall be the Suspension cost calculated in pay item M030.03(a) as appropriate having regard to any other compensation which may already have been granted in respect of the circumstances concerned.” 10.2 TAKING OVER OF PARTS OF THE WORKS Delete the 2nd paragraph. Between the 3rd and 4th paragraphs insert the following paragraph: “The Employer may make use of any part of the Permanent Works prior to the issue of a Taking Over- Certificate.” Delete the 5th paragraph. 11.9 PERFORMANCE CERTIFICATE In the 1st paragraph, 2nd line and in the 2nd paragraph, 1st line, replace the word “Engineer” with “Employer”. Delete the last sentence of the 2nd paragraph. 11.11 CLEARANCE OF SITE Replace the 1st paragraph with the following: “With the exception of Plant, Materials and Contractor’s Equipment required to complete any outstanding work or to remedy defects or damage as notified by, or on behalf of, the Employer and which Plant, Materials and Contractor’s Equipment have been agreed by the Engineer and the Contractor, the Contractor shall, upon receipt of the Taking-Over Certificate, remove all Contractor’s Equipment and surplus material, wreckage, rubbish and Temporary Works, from the Site unless otherwise instructed by the Engineer.” In the 2nd paragraph, replace “after the Employer receives a copy of the Performance Certificate” with “after the issue of the Taking-Over Certificate”. 12.3 EVALUATION Replace the second sentence of paragraph two with the following: “However a new rate or price shall be appropriate for an item of work only if notice has been given and if ...” In sub-paragraph (a)(iv) replace the word “Contract” with “Appendix to Tender”. 13.3 VARIATION PROCEDURE Add the following after the 3rd paragraph: Sensitivity - General C-22 “The Engineer shall obtain the approval of the Employer prior to issuing an instruction to execute a Variation. Each instruction issued by the Engineer to the Contractor to execute a Variation, unless the Variation is to be executed on a Daywork basis, shall be a written instruction presented in the form of a Works Authorisation (WA). The Works Authorisation Form (WAF) shall be presented by the Engineer to the Employer, who shall signify his approval before the order is signed by the Engineer and issued to the Contractor, who shall acknowledge his acceptance by signing the order. The Contractor shall not accept a Works Authorisation that is not approved and signed by the Employer. If the Contractor considers that an instruction constitutes a Variation, the Contractor shall immediately, and before commencing any work related to an instruction, give a notice to the Engineer with reasons for deeming such instruction a Variation and furnish the Employer with a copy thereof. If the Engineer does not respond within seven days confirming, revoking or varying the instruction, the Engineer shall be deemed to have revoked the instruction.” “The incorporation of a Transferred Road into the Contract Footprint shall be effected by written instruction or Variation in accordance with Part C3. The instruction shall identify, as far as reasonably practicable, the road limits, effective responsibility date, baseline condition information, available asset data, funding and payment mechanism, and any interim emergency obligations. The Contractor shall cooperate with the joint handover and baseline survey and shall update its programme, resource plan, emergency arrangements and cash-flow forecast accordingly.” 13.5 PROVISIONAL SUMS In the 1st line of sub-paragraph (b) after “services” insert “and including items for which a prime cost sum has been provided in the Bill of Quantities”. Add the following after the last paragraph: “The Contractor and Engineer shall follow the procedure as specified in the Project Specification for each Provisional Sum and Prime Cost Sum, prior to any work performed under a Provisional Sum or Prime Cost Sum.” 13.8 ADJUSTMENTS FOR CHANGES IN COSTS Delete from the third sentence of the third paragraph until the end of the sub-clause and substitute: “The formula shall be as follows: Pt = (1 – x) (a Lt/Lo) + (b Et/Eo) + (c Mt/Mo) + (d Ft/Fo) - 1  where: “Pt” is the adjustment multiplier, rounded to the fourth decimal place, to be applied to the estimated contract value of the work carried out in period “t”, this period being a month unless otherwise stated in the Appendix to Tender; “x” is a fixed coefficient, stated in the relevant table of adjustment data, representing the non- adjustable portion in contractual payments; “a”, “b”, “c” and “d” are coefficients representing the estimated proportion of each cost element related to the execution of the Works, as stated in the relevant table of adjustment data; such tabulated cost elements may be indicative of resources such as labour (L), equipment (E), materials (M) and fuel (F); “Lt”, “Et”, “Mt” and “Ft” are the current cost indices for period “t”, each of which is applicable to the relevant tabulated cost element on the last day of the period (to which the particular Payment Certificate relates); and “Lo”, “Eo”, “Mo” and “Fo” are the base cost indices, each of which is applicable to the relevant tabulated cost element on the Base Date. The base cost indices stated in the table of adjustment data shall be used. If their source is in doubt, it shall be determined by the Engineer. Sensitivity - General C-23 Until such time as each current cost index is available, the Engineer shall determine a provisional index for the issue of Interim Payment Certificates. When a current cost index is available, the adjustment shall be recalculated accordingly. If more than one month intervenes between the month applicable to any Interim Payment Certificate and the month applicable to the immediately succeeding Interim Payment Certificate, then the cost indices “Lt”, “Et”, “Mt” and “Ft” applicable to the succeeding Interim Payment Certificate shall each be taken as the arithmetic mean, rounded off to one decimal place, of the relevant indices applicable to the month of measurement and to such intervening months. The value of the relevant Interim Payment Certificate to which the adjustment is to be applied shall be determined by the formula: Ac = T – S – D – G – Ap where: “Ac” is the value of work carried out in period “t” to which the adjustment is to be applied; “T” is the summation of the total value of the preliminary and general items, and the work done, as certified in the Interim Payment Certificate under consideration without any deduction whatsoever and before any adjustment made in terms of this Sub-Clause. “S” is the aggregate of (i), (ii), (iii) and (iv), referred to below, and included in “T” where special arrangements for price adjustments in respect of these amounts were made and recorded at the time the work was ordered: (i) the amounts actually expended and substituted for any prime cost sums, (ii) the value of any work done by Nominated Subcontractors, (iii) the value of any work done against Provisional Sums, and (iv) the value of any extra or additional work done under a Variation. “D” is the value of work included in “T” and done at new rates fixed in terms of Sub-Clause 12.3, where those rates are not based on labour, Contractor’s Equipment or Materials costs in force at the time of tendering. Generally new rates may be based on current costs and de-escalated to the Base Date of the indices, in which case work done at these rates shall not be included in the value of “D”. “G” is the amount included in “T” for Materials classified and dealt with as Special Materials. “Ap” is the summation of all “Ac” amounts determined for all Payment Certificates preceding in time the Payment Certificate under consideration. Save only for Variations ordered to be carried out after the Time for Completion has expired, the Contract Price adjustment factor to be applied to certificates relating to work done or materials supplied after the expiry of the Time for Completion shall be calculated by inserting in the formula referred to in this Sub- Clause the cost indices Lt, Et, Mt and Ft applicable either (i) 49 days prior to the date of expiry of the Time for Completion, or (ii) for the current month: whichever is more favourable to the Employer. The price of each Special Material specified in the Appendix to Tender shall be increased or decreased by the net amount of any change in price incurred after the Base Date, provided that any claim for adjustment in terms hereof shall be substantiated by the submission of acceptable invoices and any other supporting documents which the Engineer considers necessary for that purpose. However, except for Variations ordered in terms of Clause 13 [Variations and Adjustments] all adjustments after expiry of the Time for Completion shall be based on the price of each Special Material either (i) 49 days prior to the date of expiry of the Time for Completion, or (ii) for the current month: whichever is more favourable to the Employer. For the purpose of this Sub-Clause, “the net amount of any change in price” in respect of a particular Material referred to as a Special Material shall be calculated by multiplying the difference between the rate or price entered in the Contract by the Contractor for that Special Material and the equivalent rate or price actually paid by the Contractor for the Special Material by the quantity of the Special Material in question.” Sensitivity - General C-24 14.1 THE CONTRACT PRICE Add the following new clause (e): “(e) the Contractor shall submit to the Engineer within 28 days after the Commencement Date a full breakdown of all rates. The Engineer may take account of the breakdown when evaluating claims and making Determinations.” 14.3 APPLICATION FOR INTERIM PAYMENT CERTIFICATES In the 1st line of the 1st paragraph, delete “in six copies.” In the 4th line of the 1st paragraph, change “the report” to “reports.” In the 2nd paragraph, sub-paragraph (c), after “above amounts” insert “and 80% of the value of Materials on Site” Add the following as a final paragraph: “If, as stated in the Appendix to Tender, a Retention Money Guarantee is permitted and the Contractor elects to furnish it, the guarantee shall, at the cost of the Contractor, be executed by an insurance company or bank in a form approved by the Employer. The said company or bank shall be registered or licensed to do business in the Republic of South Africa and shall have an office and banking facility in the Republic of South Africa and shall be subject to approval by the Employer. The aggregate liability under the guarantee shall be the maximum amount of retention monies to be retained by the Employer, which amount shall be as stated in the Appendix to Tender. Other conditions, if any, additional to the above standard conditions shall be as stated in the Appendix to Tender. The guarantee shall expire on the date on which the last of the retention monies (which, but for the guarantee, would have been retained by the Employer) becomes payable to the Contractor. The guarantee shall be returned to the guarantor upon final payment of the aggregate liability or on the date of expiry, whichever is the earlier.” 14.5 PLANT AND MATERIALS INTENDED FOR THE WORKS In the 1st paragraph delete “If this Sub-Clause applies”. In the 1st paragraph, after the words, “... sent to the Site for incorporation in the Permanent Works,” add “or if so agreed in writing by the Employer, Plant and Materials intended for incorporation in the Permanent Works and stored at places other than the Site, and clearly demarcated and identified it as the Employer’s property,” Delete the 2nd paragraph. In the existing 3rd paragraph add under sub-paragraph (a): “(iii) ensured that the relevant Plant and Materials have been delivered to and are properly stored on the Site, are protected against, loss, damage, deterioration, and appear to be in accordance with the Contract; and (iv) provided proof of ownership of the Plant and Materials; and (v) for Plant and Materials kept off-site, clearly demarcated and identified it as the Employer’s property.” In the existing 3rd paragraph, delete sub-paragraphs (b) and (c) 14.6 ISSUE OF INTERIM PAYMENT CERTIFICATES In the 2nd line of the 1st paragraph replace “28” with “7” Add the following new sentences at the end of the first paragraph: Sensitivity - General C-25 “The date on which the Contractor submits his Statement to the Engineer shall not be later than the 15th of a calendar month. Interim Payment Certificate issued by the Engineer shall not be later than the 22nd of a month. The Contractor shall not delay interim payment certificates for any reason. No measurement and payment dispute by the contractor shall delay an Interim Payment Certificate. Disputes can be evaluated in the following month and if found valid can be corrected and incorporated in the subsequent certificates. If the Contractor fails to make payment to subcontractors of any sum properly due and payable Clause 14.9 Delayed Payment under the Subcontract in the FIDIC Conditions of Subcontract will apply.” 14.7 PAYMENT In sub-paragraphs (b) and (c) of the 1st paragraph replace “56” with “28”. In sub-paragraphs (b) of the 1st paragraph replace “supporting documents” with “all supporting documents required in terms of the contract;” Delete the 2nd paragraph. 14.8 DELAYED PAYMENT Replace the 2nd paragraph with the following: “These financing charges shall be at the rate prescribed in terms of the Prescribed Rate of Interest Act, 1975 (Act No )”. 14.9 PAYMENT OF RETENTION MONEY In the 1st sentence of the 1st paragraph, after the word “Works”, add the following: “and all outstanding work and defects as stated in the Taking-Over Certificate have been completed” 14.10 STATEMENT AT COMPLETION In the 2nd line of the 1st paragraph delete “six” and replace with “three”. 14.11 APPLICATION FOR FINAL PAYMENT CERTIFICATE In the 2nd line of the 1st paragraph delete “six” and replace with “three”. 15.1 NOTICE TO CORRECT Add the following at the end of the paragraph: “The Notice to correct shall: (a) describe the Contractor’s failure; (b) state the Sub-clause and/or provisions of the Contract under which the Contractor has the obligation; and (c) specify the time within which the Contractor shall remedy the failure, which shall be reasonable, taking due regard of the nature of the failure and the work and/or other action required to remedy it. After receiving a Notice to Correct the Contractor shall immediately respond by giving a Notice to the Engineer describing the measures the Contractor will take to remedy the failure and stating the date on which such measures will be commenced in order with the time specified in the Notice to correct. The time specified in the Notice to Correct shall not imply any extension of Time for Completion.” 15.2 TERMINATION BY THE EMPLOYER In the 1st paragraph replace the 1st sentence with the following: Sensitivity - General C-26 “The Employer shall be entitled to give a Notice to Terminate to the Contractor of the Employer’s intention to terminate the Contract or, in the case of sub-paragraph e) or f) below, a Notice of Termination, if the Contractor:” In sub-paragraph (d), after the words “...the requirement agreement,” add the following “fails to disclose its subcontractor agreements,” In sub-paragraph (e), after the words “... or carries on business under a receiver,” add the following “or under a business rescue practitioner,” Delete the word “or” at the end of sub-paragraph (e) and replace sub-paragraph (f) with the following: "(f) gives or has given, offers to give or has offered to give (directly or indirectly) to any person any bribe, gift, gratuity, commission or other thing of value, as an inducement or reward: (i) for doing or forbearing to do any action in relation to the Contract or any other contract with the Employer or State Department or Organ of State, or (ii) for showing or forbearing to show favour or disfavour to any person in relation to the Contract or any other contract with the Employer or State Department or Organ of State, or if any of the Contractor’s Personnel, agents or Subcontractors gives or has given, offers to give or has offered to give (directly or indirectly) to any person any such inducement or reward as is described in this sub-paragraph (f). However, lawful inducements and rewards to Contractor’s Personnel shall not entitle termination," “(g) commits a material or repeated breach of Sub-Clause 17.1 [Indemnities and Third-Party Claims] or Clause 18 [Insurance], including a failure to maintain the required third-party liability insurance or to comply with the claims notification, cooperation, defence or reimbursement obligations, and fails to remedy the breach within the period stated in a Notice to Correct under Sub-Clause 15.1 where the breach is capable of remedy, or where the breach causes material prejudice to the Employer which is not reasonably capable of remedy.” 17.1 INDEMNITIES In the 1st paragraph delete “and” at the end of sub-paragraph (b)(i). Delete the full stop at the end of sub-paragraph (b)(ii) and substitute “,” and insert the following sub- paragraphs: “(c) the loss of output and delay caused by the slowing down or partial or total stoppage of work caused by: (i) all or any of the Contractor’s Personnel or ex-Personnel as a result of a dispute between all or any of the Contractor’s Personnel or dismissed Contractor’s Personnel and the Contractor, or all or any of the Subcontractor’s Personnel and the Subcontractor, and (ii) all or any of the Contractor’s Suppliers’ difficulty or impossibility to deliver goods or materials needed to perform the Works, (d) any unlawful, riotous or disorderly conduct by or amongst the Contractor’s Personnel or dismissed Contractor’s Personnel, (e) any liability for damage incurred to, or loss of, property within the site identified in the contract documents as not belonging to the Employer regardless of whether or not such damage or loss is caused by the Contractor’s equipment, (f) all damages, losses and expenses (including legal fees and expenses) resulting from the loss of output and delay caused by the slowing down or partial or total stoppage of work caused by: (i) all or any of the Contractor’s workforce (or dismissed Contractor’s Personnel) as a result of a dispute between all or any of the Contractor’s Personnel (or dismissed contractor’s Personnel) and the Contractor; or (ii) all or any of the Contractor’s suppliers’ difficulty or impossibility to deliver goods or materials needed to perform the Works, and (g) harm or damage to the environment caused in the performance of the Works, (h) 3rd party claims for damages (such as pothole claims) resulting from the use of the Road upon which the Contractor is appointed for in terms of this Contract.” Add the following final paragraphs: Sensitivity - General C-27 “To the extent, if any, that the Contractor is responsible for the design of part of the Permanent Works under Sub-Clause 4.1 [Contractor’s General Obligations], and/or any other design under the Contract, the Contractor shall also indemnify and hold harmless the Employer against all acts, error or omissions by the Contractor in carrying out the Contractor’s design obligations that result in the Works (or Section or Part or major item of Plant, if any), when completed, not being fit for the purpose(s) for which they are intended under Sub-Clause 4.1 [Contractor’s General Obligations]. The Contractor shall indemnify the Employer against any liability for physical damage incurred to, or loss of, property within the Site identified in the Contract as not belonging to the Employer regardless of whether or not such damage or loss is caused by the Contractor’s equipment. The Contractor shall notify the Engineer and the Employer in writing within 48 (forty-eight) hours of becoming aware of any incident, occurrence, act or omission which has given rise to, or may reasonably be expected to give rise to, a claim by a third party arising out of or in connection with the Contractor’s performance or non-performance of the Contract, including the Works, routine maintenance, traffic accommodation, emergency response, inspections, patrols and make-safe obligations. Where any such matter may fall within insurance cover required under Clause 18 [Insurance], the Contractor shall notify its insurer and/or broker within the period required by the applicable policy and, in any event, within 48 (forty-eight) hours of becoming aware of the matter. Within 2 (two) working days thereafter, the Contractor shall provide the Engineer and the Employer with proof of notification and the insurer’s claim or reference number. The Contractor shall thereafter provide the Engineer and the Employer with all information, documentation, reports and access reasonably required to investigate, assess, manage and process the claim, and shall keep them updated on the status of the claim and the insurer’s position until final resolution. The Contractor shall authorise its insurer and/or broker to communicate directly with the Engineer and the Employer regarding notification of the claim, applicable cover, information required, claim status and settlement discussions. Such authority shall not create any right against the insurer beyond the insurance policy or applicable law. The Contractor shall not admit liability, negotiate, compromise or settle any third-party claim referred to in this Sub-Clause without the prior written consent of the Employer and, where required by the policy, the insurer. Any admission, negotiation or settlement made in breach of this paragraph shall not bind the Employer and shall be at the Contractor’s own risk and cost. Where the Engineer or Employer forwards a third-party claim to the Contractor, the Contractor shall promptly notify the insurer if the matter may be covered, investigate the claim in good faith and provide a reasoned written response to the Engineer and the Employer within 14 (fourteen) days. The response shall state the material facts, the contractual and factual grounds for the Contractor’s position, the supporting evidence relied upon, and the insurer’s coverage and/or liability position, if available. The Contractor shall not reject, repudiate or decline a claim solely on its own assessment without first complying with the notification and investigation obligations in this Sub-Clause. Any rejection, repudiation, exclusion, excess, deductible, exhaustion of limit or other refusal or limitation of indemnity by the Contractor’s insurer shall not relieve the Contractor of any indemnity, liability or obligation assumed under this Contract. Where a third-party claim is pursued against the Employer and the matter may fall within the Contractor’s indemnity obligations under this Sub-Clause 17.1 the contractor exempts the Employer liability of 3rd party claims that arise or are submitted during the defects notification period/routine road maintenance contract. Should any party institute legal action against the Employer, the Employer will recover both the quantum and legal costs or legal costs from the contractor , the Contractor shall, upon written request, provide or procure the defence of the claim and shall cooperate fully with the Employer. The Contractor must be joined as a party in any proceedings wherein a third-party claim is pursued against the Employer. The Employer may participate in the defence and appoint its own legal or technical advisers where reasonably necessary to protect its interests. If the Contractor or its insurer fails or refuses to provide an effective defence within 5 (five) working days after written request, or where urgent action is reasonably required to protect the Employer’s position, the Employer may investigate, defend, negotiate or settle the claim. Where the matter giving rise to the claim falls within the Contractor’s indemnity obligations under this Sub-Clause 17.1, the Contractor shall reimburse the Employer, in full, for: Sensitivity - General C-28

the amount of any judgment, award, reasonable settlement or binding determination against the Employer; and

all reasonable legal, expert, investigation, claims-handling and other costs and disbursements actually incurred by the Employer in investigating, defending, managing and resolving the claim, to the extent not recovered from the insurer or another party, as an indemnity under this Sub-Clause 17.1 and irrespective of the limitation of liability in Sub-Clause 17.6. The Employer shall not be required to obtain the Contractor’s consent to a settlement where the Contractor and its insurer have been given a reasonable opportunity to participate and the Contractor unreasonably withholds or delays consent, fails to respond, or fails or refuses to provide an effective defence. Any settlement for which reimbursement is claimed from the Contractor shall be reasonable in the circumstances. The obligations in this Sub-Clause relating to notification, cooperation, defence, indemnity and reimbursement shall survive completion or termination of the Contract in respect of any incident, act or omission occurring during the period of the Contract. Any amount finally due to the Employer under this Sub-Clause may be recovered as a debt or set off against amounts otherwise due to the Contractor, subject to the Employer complying with the applicable notice and determination provisions of the Contract. The Employer shall not recover twice for the same loss.” 17.4 CONSEQUENCES OF EMPLOYER’S RISKS In the first sentence of the second paragraph, insert “to the Works, Good or Contractor’s Documents” after the word “damage”. 17.6 LIMITATION OF LIABILITY In the third line of the first paragraph the remainder of the sentence after the word under replace “Sub- Clause 17.1 [Indemnities] and Sub-Clause 17.4 [Consequences of Employer’s Risks]”with: “as specifically provided for in Sub-Clause 8.7 [Delay Damages and Other Non-compliance Charges]; Sub-Clause 11.2 [Cost of Remedying Defects]; Sub-Clause 15.4 [Payment after Termination]; Sub- Clause 16.4 [Payment on Termination]; Sub-Clause 17.1 [Indemnities]; Sub-Clause 17.4 [Consequences of Employer’s Risks] and Sub-Clause 17.5 [Intellectual and Industrial Property Rights].” 18.1 GENERAL REQUIREMENTS FOR INSURANCES Add the following under Sub-Clause 18.1 The Contract Data currently provides a minimum third-party liability insurance amount of R 20 000 000. Before issue, confirm the adequacy of this limit for the specific contract and state expressly whether the limit applies per occurrence and whether any annual aggregate applies. “The Contractor shall maintain the required third-party liability insurance continuously for the period required by the Contract. Before the Commencement Date and on each renewal, the Contractor shall provide the Employer and Engineer with an insurer- or broker-confirmed policy schedule or certificate and the relevant endorsements, showing at least the insurer, policy number, period of insurance, limit of indemnity, excess or deductible, annual aggregate basis (if any), insured parties and claims contact details. A certificate shall not replace the policy or endorsements where the Employer reasonably requires them for verification. Unless otherwise approved in writing by the Employer, the policy shall, to the extent applicable to the required cover, provide that the Employer is included as a co-insured, additional insured or separately indemnified party for liabilities arising from the Contractor’s performance or non-performance of the Contract; include cross-liability and severability of interests; provide contractual liability cover sufficient to respond to the Contractor’s insurable obligations under Sub-Clause 17.1; and provide that any policy excess or deductible is for the Contractor’s account. The Contractor shall also obtain non-vitiation protection, waiver of subrogation against the Employer and advance notice of cancellation or material reduction in cover where such provisions are commercially available on reasonable terms, or shall obtain the Employer’s prior written approval to any departure. Sensitivity - General C-29 If the insurance is written on a claims-made basis, the Contractor shall maintain the applicable retroactive date and continuous cover, or equivalent run-off or extended reporting cover, for not less than 36 (thirty-six) months after the Performance Certificate, unless a longer period is stated in the Contract Data. The Contractor shall immediately notify the Employer and Engineer of any cancellation, lapse, material reduction, reservation of rights or other circumstance which may materially affect the cover required by the Contract. The Contractor shall authorise the insurer and/or broker to confirm directly to the Employer and Engineer the status of the policy and any claim notified under Sub-Clause 17.1. The existence of insurance, any excess or deductible, any exclusion or limitation, or any rejection or repudiation of cover by the insurer shall not relieve the Contractor of any obligation or liability under the Contract. Without prejudice to the Employer’s rights under Clause 18, any cost reasonably incurred by the Employer in procuring replacement cover because of the Contractor’s default shall be recoverable from the Contractor.” 18.2 INSURANCE FOR WORKS AND CONTRACTOR’S EQUIPMENT In the 4th paragraph, delete the wording of sub-paragraph (d) and replace with the following: “(d) shall also cover loss or damage to a part of the Works which is attributable to the use or occupation by the Employer of another part of the Works, and loss or damage from the risks listed in sub- paragraphs (g) and (h) of Sub-Clause 17.3 [Employer’s Risks], and shall include insurance with the South African Special Risks Insurance Association (SASRIA) that cover loss or damage from the risks listed in sub-paragraph (c) of Sub-Clause 17.3 [Employer’s Risks], and” 19.1 DEFINITION OF FORCE MAJEURE In the 3rd line of sub-paragraph 19.1(iii) insert “or suppliers,” after the word “Subcontractors”. 19.4 CONSEQUENCES OF FORCE MAJEURE Insert the following after the 1st paragraph: “If, however, the Contractor is prevented from performing any of his obligations under the Contract by Force Majeure events of the kind listed in clause 19.1 sub-paragraph (iii), the Contractor shall not be entitled to any extension of time for any such delay and shall not be entitled to payment of any such Cost, if all the following conditions are not satisfied: (1) The Contractor has engaged with the persons responsible for the riot, commotion, disorder, strike or lockout; has met with the persons or leaders; and has recorded the persons or leaders details, their grievances, the organisations involved, all threats made; and has requested the persons or leaders to cease all unlawful conduct; and (2) The Contractor has obtained proof of the riot, commotion, disorder, strike or lockout, and of any unlawful conduct; and (3) The Contractor has reported all threats and unlawful conduct to the South African Police Service; and (4) The Contractor has brought an urgent application to the court that correctly identify the respondents and define the unlawful conduct to be interdicted; and (5) The Contractor has exhausted all available legal and other remedies to ensure that the court order is enforced.” 19.5 FORCE MAJEURE AFFECTING SUBCONTRACTOR Amend the title to read “Force Majeure Affecting Subcontractor and Supplier”. In the first line insert “or supplier” after the word “Subcontractor” 20.1 CONTRACTOR’S CLAIMS In paragraph 5, insert the following after the first sentence: "If an extension of time is granted the Contractor shall be paid such time-related Preliminary and General allowances as are appropriate having regard to any other compensation which may already have been granted in respect of the circumstances concerned. Payment of costs additional to the above will only

Application for Interim Payment 14.3 Materials on Site 14.5 Certificates Mediation 20.3 Assignment 1.7 Payment 14.7 Bill of Quantities Definition 1.1.1.10 Payment Certificates 14.6 Performance Certificate 11.9 Care and Supply of Documents 1.8 Performance Security 4.2 Clearance of Site 11.11 Plant and Materials Intended for the 14.5 Commencement of Work 8.1 Works Continuing Validity of Sub-clauses 20.6 Priority of Documents 1.5 20.2 to 20.6 Programme 8.3 Contract Agreement 1.6 Progress Reports 4.21 Contract Definition 1.1.1.1 Protection of the Environment 4.18 Contract Price 14.1 Provisional Sums 13.5 Contract Price Adjustment Schedule 13.8 Contractor’s Claims 20.1 Reference to Court 20.4 Contractor’s Equipment 4.17 Retention Money Guarantee 14.3 Contractor’s General Obligations 4.1 Rights of way and Facilities 4.13 Court 20.4 Currencies of Payment 14.15 Safety Procedures 4.8 Schedules Definition 1.1.1.7 Day Definition 1.1.3.9 Security of the Site 4.22 Daywork 13.6 Setting Out 4.7 Definition of Force Majeure 19.1 Settlement of Disputes 20.2 Delay Damages 8.7 Site Data 4.10 Delayed Payment 14.8 Special Disputes 20.5 Disorderly Conduct 20.2 Specification Definition 1.1.1.5 Disputes 20.3 Statement at Completion 14.10 Subcontractors & Suppliers 4.4 Electricity, Water and Gas 2.3 Supplementary Agreement 1.1.6.10 Employer’s Equipment and Free- 4.19 Definition Issue Material Employer’s Personnel 4.20 Taking over Parts of the Works 10.2 Employer’s Risks (SASRIA) 17.3 Targeted Enterprise 1.1.2.11 Engineer’s Duties and Authority 3.1 Tender Definition 1.1.1.8 Environmental Protection 4.18 Termination by the Employer 15.2 Evaluation 12.3 Extension of Time for Completion 8.4 Variation Procedure 13.3 Force Majeure Definition 19.1 Working hours 6.5 Force Majeure affect Subcontractor 19.5 Written Communications 1.2 Fossils 4.24 Health & Safety 6.7 Indemnity by Contractor 6.12 General Requirements for 18.1 Insurances 18.3 Insurance against Injury to Persons and Damage to Property 18.4 Insurance for Contractor’s Personnel 18.2 Insurance for Works and Contractor’s Equipment 14.6 Issue of Interim Payment Certificates Sensitivity - General C-14 PARTICULAR CONDITIONS AMENDING THE GENERAL CONDITIONS OF FIDIC 1.1 DEFINITIONS 1.1.1 The Contract Replace 1.1.1.1 with: “ “Contract” means the Form of Offer and Acceptance, Contract Data, these Conditions, the Specifications, the Drawings, the Schedules, and the further documents (if any), which are listed in the Form of Offer and Acceptance, and further includes drawings and documents or parts thereof, which any of the aforesaid documents incorporate by reference.” Replace 1.1.1.3 with: “ “Letter of Acceptance” means the Form of Acceptance as contained in part C1.1.2 of the contract documents.” Replace 1.1.1.4 with: “ “Letter of Tender” means the Form of Offer as contained in part C.1.1.1 of the contract document.” Replace 1.1.1.5 with: “ “Specification” means that document entitled Scope of Work, as included in the Contract, and any additions and modifications to the Scope of Work in accordance with the Contract. Such document specifies the Works.” Replace 1.1.1.7 with: “ “Schedules” means the document(s) completed by the Contractor and submitted with his tender offer, as included in the Contract. Such document(s) may include the Bill of Quantities, data lists and schedules of rates and/or prices.” Replace 1.1.1.8 with: “ “Tender” means that section of the Form of Offer and Acceptance called ‘Offer’ and all other documents which the Contractor submitted as Returnable Documents, as included in the Contract.” Replace 1.1.1.9 with: “ “Appendix to Tender” means the completed section entitled C1.2.2 Contract Data – Information provided by the Employer included in the Contract Data:” 1.1.1.10 - Add the following: “ “Bill of Quantities” shall also mean the Pricing Schedule as contained in section C2.2 of the contract document.” Add the following: “1.1.1.11 “Letter of Access to the Site” means a letter issued by the Employer to give the Contractor right of access in accordance with Sub-Clause 2.1 [Right of Access to the Site]” 1.1.2 Parties and Persons Add the following: “1.1.2.11 “Supplier” means a sole trader, partnership or legal entity that owns, operates or maintains a store, warehouse or other establishment in which goods are bought kept in stock and regularly sold to wholesalers, retailers or the public (or all three) in the usual course of business. Sensitivity - General C-15 “1.1.2.12 “Targeted Enterprise” means an enterprise defined in Part D stakeholder and community liaison, and targeted labour and targeted enterprises utilisation and development. “1.1.6.11 “Contract Footprint” means the roads, road reserves, SANRAL-owned properties and associated road assets described in Part C3, together with any additional road or asset formally incorporated into the Contract in accordance with the Contract.” “1.1.6.12 “Transferred Road” means a provincial or other public road, or part thereof, that becomes a national road or for which SANRAL formally assumes responsibility during the Contract Period and that the Employer incorporates into the Contract Footprint by written instruction or Variation.” 1.1.3 Dates, Tests, Periods and Completions Replace 1.1.3.9 with: “A “day” means a calendar day, except for any extension of time that is granted under sub-clause 8.4, [Extension of Time for Completion], in which case a day means a working day. A “year” means 365 calendar days”. 1.2. INTERPRETATION Add the following: However, such notice, instruction, consent or request is not deemed to have been delivered by virtue of its appearance in the minutes of meetings.” 1.5. PRIORITY DOCUMENTS Insert the following at the end of the first paragraph before the colon: “... unless specifically stated otherwise in the contract:”. Replace sub-paragraphs items (a) to (h) with: “(a) the Forms of Offer and Acceptance (b) the Appendix to Tender within the Contract data (c) the Particular Conditions of Contract (d) the General Conditions (e) the project Specification (Scope of Works (Part C3)) (f) Part D Stakeholder and community liaison, (g) the project Drawings, (h) the standard Specifications, (i) the Bill of Quantities (Pricing Data (Part C2)); and (j) the Schedules and any other documents forming part of the Contract.” 1.6 CONTRACT AGREEMENT Replace the 1st two sentences with the following: “The Parties shall enter into a Contract Agreement when the Employer issues the Form of Acceptance (see Particular Condition 1.1.1.3). The Contract Agreement shall be in the form prescribed in the tender documents” 1.7 ASSIGNMENT AND CESSION “Neither Party shall assign or transfer the whole or any part of the Contract, or any right or obligation under it, except with the prior written consent of the other Party and subject to applicable law and the Employer’s procurement and delegation requirements. However, either Party may cede its right to payment of monies due or to become due under the Contract only where: Sensitivity - General C-16 (a) the Cession is in favour of a registered Financial Services Provider (FSP) or a State Institution established for the express purpose of providing funding to businesses and entities; and (b) the written request for Cession is made by the Party and not a third party; and (c) the written request by the Party is accompanied by a cession agreement; and (d) the other Party agrees to the Cession.” 1.8 CARE AND SUPPLY OF DOCUMENTS In the 1st paragraph, 2nd line, change “two copies” to “one copy”. In the 2nd paragraph, 3rd line, change “six” to “two”. 1.11 CONTRACTOR’S USE OF EMPLOYER’S DOCUMENTS At the end of the 1st sentence add: “as well as any research, innovation, industry cutting edge technology and any form of trials undertaken as part of the Contract.” 3.1 ENGINEER’S DUTIES AND AUTHORITY After the 3rd paragraph insert the following: “In addition to the actions stipulated in the General Conditions whereby the Engineer shall first obtain the approval of the Employer, the Employer’s approval shall also be obtained before taking any action under sub-clauses 8.1, 8.4, 8.8, 10.1,11.9, 13.3 and 20.1 as amended in these Particular Conditions”. Add the following new sixth paragraph: “If the Engineer is a legal entity, a natural person employed by the Engineer and approved by the Employer shall be appointed and authorised to act as the Engineer under the Contract. The Engineer shall obtain the Employer’s prior written approval before waiving, relaxing or materially reducing any specified quality-control requirement, testing frequency, hold point, macrotexture requirement, surface-regularity requirement or riding-quality requirement applicable to a Large-area Repair or Large-area Surface Treatment, or before accepting reduced payment or other conditional acceptance in lieu of rectification of non-conforming work.” 4.1 CONTRACTOR’S GENERAL OBLIGATIONS Add the following sentence to the 1st paragraph: “With regard to the Contractor’s proposals submitted under the item of the Scope of Works entitled “Part D Stakeholder and Community Liaison and Targeted Labour and Targeted Enterprise utilisation and development”, if the Contractor fails to provide the employment or training to the extent proposed, the Employer may impose penalties as set out in the above-mentioned Scope of Works.” “The Contractor shall maintain, for the full Contract Period, the 24-hour emergency response capability, standby resources, communications, equipment and trained personnel specified in Part C3 and shall respond to incidents affecting the safety, availability or integrity of the Contract Footprint in accordance with the RIMS protocols and the Engineer’s or Employer’s lawful instructions.” “Where an emergency requires immediate action to protect life, road users, property, the environment or continuity of the national road network, the Contractor shall carry out the immediate make-safe, traffic accommodation and emergency normalisation measures reasonably necessary and shall not delay such measures solely because the final valuation or Works Authorisation has not yet been agreed. The valuation and payment of instructed work not already covered by Contract rates shall thereafter be dealt with under Clauses 12 and 13.” “All Large-area Repairs and Large-area Surface Treatments, as defined in the Scope of Works, shall comply with the quality-control and finished-surface requirements of Clause C3.1.7.14. Sensitivity - General C-17 The Contractor shall establish, implement and maintain the required process quality-control system and shall provide all Quality Plans, Inspection and Test Plans, method statements, process-control testing and quality records required by that Clause. Acceptance by the Engineer of any investigation, design, material source, mix design, method statement, Quality Plan, Inspection and Test Plan, trial section or completed work shall not relieve the Contractor of responsibility for compliance with the Contract. Where non-compliance results from the Contractor’s design, materials, workmanship, plant, process or failure to exercise proper process control, all investigation, remedial work and retesting necessary to achieve compliance shall be at the Contractor’s cost.” 4.2 PERFORMANCE SECURITY Replace the 2nd paragraph with: “The Contractor shall deliver the Performance Security to the Employer within 14 days of the date of issue of the Form of Acceptance and shall send a copy to the Engineer. The Performance Security shall be issued by a bank or insurance company registered or licensed as a bank or insurance company to do business in the Republic of South Africa and approved by the Employer and having an office or banking facility in the Republic of South Africa. The Performance Security shall be subject to approval by the Employer and shall be in the form prescribed in the tender documents. The employer is entitled to utilise the performance security for the intended purpose, to hold same as security for the Contractor’s performance. However, the Employer is likewise entitled to negotiate with the bank or insurance company registered or licenced as a bank or insurance company in order to allow for the cession of the contract agreement to a replacement contractor, in terms of sub clause 1.7, as agreed between the said bank or insurance company and the insured contractor, subject to the approval of the Employer. The basis for the cession of the insured contractor, to a replacement contractor, must accord with the Employer’s internal Supply Chain Management and Procurement policies. ” In the last line of the last paragraph replace the words “Performance Certificate” with “Taking-Over Certificate”. 4.4 SUBCONTRACTORS Change the title to read “Subcontractors and suppliers” In the first paragraph delete “the whole of the Works” and add “any percentage of the Works without the express approval of the Employer”. In the 1st line of the 2nd paragraph, after the word “Subcontractor” replace the expression “his agents or employees” with “suppliers, their agents or employees”. Add the following sub-paragraphs: “(e) The Contractor shall enter into a written subcontract agreement with the Subcontractor. The subcontract agreement between the Contractor and the Subcontractor shall be the standard FIDIC subcontract agreement (version 2011). (f) If the Contractor is required to employ one or more Subcontractors under his targeted enterprise development, then the provisions of Sub-Clause 5.4 [Evidence of Payments] shall apply as if such Subcontractor is a Nominated Subcontractor. (g) Each subcontract shall include the provisions: (i) The Contractor undertakes to pay the Subcontractor the full value as certified by the Engineer as being due to the Subcontractor in each Interim Payment Certificate, without any deduction for plant, equipment, materials or fuel supplied by the Contractor. Any assistance that the Contractor may have made to the Subcontractor that requires recovery from the Subcontractor, will be recovered by the Contractor through normal commercial debt repayment processes; (ii) The Contractor undertakes to make payment within 14 days after the date on which the Subcontractor has submitted a statement for payment or a claim for payment to the Sensitivity - General C-18 Contractor for work completed or goods delivered in accordance with the Contract between the Contractor and Subcontractor; (h) The Contractor shall disclose all subcontracting arrangements. (i) The total retention money held for all subcontractors shall not exceed the maximum value of the retention money as specified under Sub-Clause 14.3(c) and shall be held pro-rata per subcontractor. (j) 50% of the retention money held for each Subcontractor shall be released on completion of the subcontract works. The remainder of the Subcontractor’s retention money shall be released when a Subcontractor’s work does not show any defect within 6 (six) months after the completion of the subcontract. However, the Subcontractor’s retention money may be withheld but only if the Performance Certificate is unable to be issued because of defective workmanship attributable to the Subcontractor. (k) All Subcontractors and suppliers shall be registered on the National Treasury’s Central Supplier Database (CSD). (l) All Subcontractors shall be in good standing in terms of COIDA and shall be registered with the Bargaining Council for the Civil Engineering Industry (Government Notice R.490 – Part III contained in Government Gazette No. 37750) or other relevant Bargaining Council. (m) All Subcontractors shall be registered with the CIDB in the appropriate category for the class of work to be performed. (n) The procurement and appointment of all subcontractors shall follow the process as stipulated in Part D: Stakeholder and community liaison, and targeted labour and targeted Enterprises utilisation and development. If the Contractor fail to disclose all subcontracting agreements, or fail to comply with the requirements of this clause he shall be given 14 days to make representation as to why the contract shall not be terminated; However, a failure of the Contractor to disclose all subcontracting agreements or to comply with the requirements contained under this clause, shall attract a penalty up to 10% of the value of the contract. 4.7 SETTING OUT Amend the second line of the second paragraph to read: “......reference, provided that the Contractor shall provide proof of their inaccuracy before they are used.” 4.10 SITE DATA In the 1st paragraph, 1st sentence, replace “prior to the Base Date” with “either as part of or by reference in the Tender Documents or, otherwise, not later than 7 days before the latest date for submission of the Tender Documents”, and delete the 2nd sentence. 4.17 CONTRACTOR’S EQUIPMENT Add the following paragraph: “The Contractor shall notify the Engineer, in writing, of the names and addresses of the owners of all major items of equipment not owned by the Contractor within 21 days of it arriving on Site.” 4.19 ELECTRICITY, WATER AND GAS In the 1st paragraph, 1st line, delete “except as stated below”, and delete the 2nd and 3rd paragraphs. 4.21 PROGRESS REPORTS In the 1st paragraph, 2nd line, delete “in six copies”. Add the following at the end of the 3rd paragraph: “(i) Comparison of estimated Contract Price and the original Contract Price as stated in the form of Acceptance, with details of any events or circumstances which may result in the original Contract Price to be exceeded, and the measures being (or to be) adopted to prevent this. Sensitivity - General C-19 (j) SHE audits, SHE incidents, traffic accidents, Environmental management report, employment, empowerment and training reports (extracted from Employer system), training plan, communication plan, media information, site memos, drawings issued, mix designs, work authorisations, daywork, programme, sub-standard work, cashflow and expenditure, claims, risk report and penalties.” 4.22 SECURITY OF THE SITE Replace the fullstop at the end of subclause (b) with a comma and continue this clause as follows: “ and authorised utility or service owners whom the Employer or the Engineer identifies as having also been authorised. Without said notice, the Contractor may refuse access to such utility or service owners; and” 4.24 FOSSILS In the 1st paragraph, 1st sentence after “fossils” insert “and graves” and in the 2nd sentence, add “and shall indemnify the Employer against any liability arising from such loss or damage.” 6.2 RATES OF WAGES AND CONDITIONS OF LABOUR Add the following: “The conditions as stated in the Appendix to Tender shall also apply.” 6.5 WORKING HOURS Replace the 1st sentence with the following: “No work shall be carried out on Site on any special non-working day or within the non-working hours of any day as stated in the Appendix to Tender, unless:” 6.7 HEALTH AND SAFETY In the 1st paragraph delete the 2nd sentence. Add the following as a new 4th paragraph: “The Contractor and his Subcontractors shall be in good standing in terms of the Compensation for Occupational Injuries and Disease Act (COIDA) and have a letter as proof. Add the following as a new 5th paragraph: “The Contractor shall also comply to the requirements of the Scope of Works part C3.5: Occupational Health and Safety Specification.” 6.9 CONTRACTOR’S PERSONNEL Add the following new subparagraphs to the 1st paragraph: “(e) is found, based on reasonable evidence, to have engaged in corrupt, fraudulent, collusive or coercive practice; or (f) has been recruited from the Employer’s Personnel in breach of sub-clause 6.3 [Persons in the Service of Employer].” Add the following as a final paragraph: “The requirements for key personnel as stated in the Appendix to Tender shall also apply.” 8.1 COMMENCEMENT OF WORK In the 1st paragraph, delete the 1st sentence, and in the 2nd sentence replace “42 days after the Contractor receives the Letter of Acceptance” with “28 days of the date of issue of the Form of Acceptance, unless otherwise stated in the Appendix to Tender.” Sensitivity - General C-20 In the 2nd line of the 2nd paragraph, after the words “Commencement Date”, insert “but within the period stated in the Appendix to Tender.” 8.3 PROGRAMME Replace the 1st sentence of the 1st paragraph with “The Contractor shall submit a detailed programme to the Engineer within 14 days of the Commencement Date.” Add to the items to be included in the programme the following sub-paragraph: “(e) The Contractor’s cash flow forecast. (f) Documented details of the contractor’s environmental mitigation measures and health and safety plans in respect of all construction activities” In the 2nd paragraph replace “21” with “14”. 8.4 EXTENSION OF TIME FOR COMPLETION Replace the word “Engineer” with “Employer” in the last sentence of the last paragraph. 8.7 DELAY DAMAGES Change the marginal heading of this clause to read “Delay Damages and Other Non-compliance Charges” and insert the following as a first paragraph to this clause: “Delay damages and other payments to the Employer for late delivery, failure to achieve intra- programme due dates or non-compliance events shall apply as follows:” Keep the existing two paragraphs unchanged and number as subclause (a) and add the following subclause relating to other non-compliance charges: “(b) If the Contractor fails to comply with the requirements detailed in the Specification regarding duration of accommodation of traffic closures, meeting intra-programme dates, Accommodation of Traffic requirements, overloading, Contract Participation Targets, subcontracting, quality of work, including failure to implement an accepted Quality Plan or Inspection and Test Plan, failure to perform the specified process-control testing, and failure of a Large-area Repair or Large-area Surface Treatment to comply with the specified material, compaction, dimensional, surface- regularity, macrotexture or riding-quality requirements, submission of information and performance criteria, failure to notify the Engineer and Employer of a third-party claim or incident within the period stated in Sub-Clause 17.1 [Indemnities], failure to notify the Contractor’s insurer and/or broker or provide proof of notification and the insurer’s claim/reference number as required under Sub-Clause 17.1, failure to maintain in force or provide evidence of the third-party liability insurance required under Clause 18 [Insurance] and the Contract Data, or failure to cooperate with the Engineer and Employer in the reporting, investigation, assessment, defence, management or processing of a third-party claim in accordance with Sub-Clause 17.1, the Contractor shall pay non-compliance charges to the Employer for this default. These non- compliance charges shall be calculated at the rates stated in the Appendix to Tender, which shall be applied for each incident of non-compliance. Any non-compliance charge arising from defective or non-conforming work shall be without prejudice to the Contractor’s obligation to investigate, rectify and retest the affected work at its own cost. These non-compliance charges shall be the only charges due from the Contractor for such default, other than in the event of termination under Sub-Clause 15.2 [Termination by Employer] prior to completion of the Works. These charges shall not relieve the Contractor from his obligation to complete the Works, or from any other duties, obligations or responsibilities which he may have under the Contract.” (c) Notwithstanding sub-paragraph (b) above, where the Contractor: (i) fails to maintain in force the third-party liability insurance required under Clause 18 and the Contract Data, in which event the Engineer may, with the Employer’s approval, instruct suspension of affected non-emergency work until satisfactory evidence of reinstated cover is provided; Sensitivity - General C-21 (ii) fails to restore or provide satisfactory evidence of the required insurance within 48 (forty- eight) hours after written notice, or the lapse continues for more than 7 (seven) calendar days; (iii) admits liability, negotiates, compromises or settles a third-party claim in breach of Sub- Clause 17.1 and thereby causes material prejudice to the Employer; (iii) fails or refuses to notify its insurer of a potentially covered claim, fails to cooperate materially in the defence or management of the claim, or rejects, repudiates or declines a third-party claim without reasonable grounds and the claim is subsequently upheld, wholly or in part, against the Employer by a court, arbitrator or adjudicator; or such failure shall, where material and subject to any Notice to Correct required under Sub-Clause 15.1 where the breach is capable of remedy, constitute a material breach of Contract entitling the Employer to exercise its rights under Sub-Clause 15.2 [Termination by Employer], without prejudice to any indemnity, reimbursement, suspension, set-off or other remedy available to the Employer under the Contract or in law 8.9 CONSEQUENCES OF SUSPENSION In the 1st paragraph, delete the wording of sub-paragraph (b) and replace with the following: “(b) payment of Cost. The Cost payable shall be the Suspension cost calculated in pay item M030.03(a) as appropriate having regard to any other compensation which may already have been granted in respect of the circumstances concerned.” 10.2 TAKING OVER OF PARTS OF THE WORKS Delete the 2nd paragraph. Between the 3rd and 4th paragraphs insert the following paragraph: “The Employer may make use of any part of the Permanent Works prior to the issue of a Taking Over- Certificate.” Delete the 5th paragraph. 11.9 PERFORMANCE CERTIFICATE In the 1st paragraph, 2nd line and in the 2nd paragraph, 1st line, replace the word “Engineer” with “Employer”. Delete the last sentence of the 2nd paragraph. 11.11 CLEARANCE OF SITE Replace the 1st paragraph with the following: “With the exception of Plant, Materials and Contractor’s Equipment required to complete any outstanding work or to remedy defects or damage as notified by, or on behalf of, the Employer and which Plant, Materials and Contractor’s Equipment have been agreed by the Engineer and the Contractor, the Contractor shall, upon receipt of the Taking-Over Certificate, remove all Contractor’s Equipment and surplus material, wreckage, rubbish and Temporary Works, from the Site unless otherwise instructed by the Engineer.” In the 2nd paragraph, replace “after the Employer receives a copy of the Performance Certificate” with “after the issue of the Taking-Over Certificate”. 12.3 EVALUATION Replace the second sentence of paragraph two with the following: “However a new rate or price shall be appropriate for an item of work only if notice has been given and if ...” In sub-paragraph (a)(iv) replace the word “Contract” with “Appendix to Tender”. Sensitivity - General C-22 13.3 VARIATION PROCEDURE Add the following after the 3rd paragraph: “The Engineer shall obtain the approval of the Employer prior to issuing an instruction to execute a Variation. Each instruction issued by the Engineer to the Contractor to execute a Variation, unless the Variation is to be executed on a Daywork basis, shall be a written instruction presented in the form of a Works Authorisation (WA). The Works Authorisation Form (WAF) shall be presented by the Engineer to the Employer, who shall signify his approval before the order is signed by the Engineer and issued to the Contractor, who shall acknowledge his acceptance by signing the order. The Contractor shall not accept a Works Authorisation that is not approved and signed by the Employer. If the Contractor considers that an instruction constitutes a Variation, the Contractor shall immediately, and before commencing any work related to an instruction, give a notice to the Engineer with reasons for deeming such instruction a Variation and furnish the Employer with a copy thereof. If the Engineer does not respond within seven days confirming, revoking or varying the instruction, the Engineer shall be deemed to have revoked the instruction.” “The incorporation of a Transferred Road into the Contract Footprint shall be effected by written instruction or Variation in accordance with Part C3. The instruction shall identify, as far as reasonably practicable, the road limits, effective responsibility date, baseline condition information, available asset data, funding and payment mechanism, and any interim emergency obligations. The Contractor shall cooperate with the joint handover and baseline survey and shall update its programme, resource plan, emergency arrangements and cash-flow forecast accordingly.” 13.5 PROVISIONAL SUMS In the 1st line of sub-paragraph (b) after “services” insert “and including items for which a prime cost sum has been provided in the Bill of Quantities”. Add the following after the last paragraph: “The Contractor and Engineer shall follow the procedure as specified in the Project Specification for each Provisional Sum and Prime Cost Sum, prior to any work performed under a Provisional Sum or Prime Cost Sum.” 13.8 ADJUSTMENTS FOR CHANGES IN COSTS Delete from the third sentence of the third paragraph until the end of the sub-clause and substitute: “The formula shall be as follows: Pt = (1 – x) (a Lt/Lo) + (b Et/Eo) + (c Mt/Mo) + (d Ft/Fo) - 1 where: “Pt” is the adjustment multiplier, rounded to the fourth decimal place, to be applied to the estimated contract value of the work carried out in period “t”, this period being a month unless otherwise stated in the Appendix to Tender; “x” is a fixed coefficient, stated in the relevant table of adjustment data, representing the non- adjustable portion in contractual payments; “a”, “b”, “c” and “d” are coefficients representing the estimated proportion of each cost element related to the execution of the Works, as stated in the relevant table of adjustment data; such tabulated cost elements may be indicative of resources such as labour (L), equipment (E), materials (M) and fuel (F); “Lt”, “Et”, “Mt” and “Ft” are the current cost indices for period “t”, each of which is applicable to the relevant tabulated cost element on the last day of the period (to which the particular Payment Certificate relates); and Sensitivity - General C-23 “Lo”, “Eo”, “Mo” and “Fo” are the base cost indices, each of which is applicable to the relevant tabulated cost element on the Base Date. The base cost indices stated in the table of adjustment data shall be used. If their source is in doubt, it shall be determined by the Engineer. Until such time as each current cost index is available, the Engineer shall determine a provisional index for the issue of Interim Payment Certificates. When a current cost index is available, the adjustment shall be recalculated accordingly. If more than one month intervenes between the month applicable to any Interim Payment Certificate and the month applicable to the immediately succeeding Interim Payment Certificate, then the cost indices “Lt”, “Et”, “Mt” and “Ft” applicable to the succeeding Interim Payment Certificate shall each be taken as the arithmetic mean, rounded off to one decimal place, of the relevant indices applicable to the month of measurement and to such intervening months. The value of the relevant Interim Payment Certificate to which the adjustment is to be applied shall be determined by the formula: Ac = T – S – D – G – Ap where: “Ac” is the value of work carried out in period “t” to which the adjustment is to be applied; “T” is the summation of the total value of the preliminary and general items, and the work done, as certified in the Interim Payment Certificate under consideration without any deduction whatsoever and before any adjustment made in terms of this Sub-Clause. “S” is the aggregate of (i), (ii), (iii) and (iv), referred to below, and included in “T” where special arrangements for price adjustments in respect of these amounts were made and recorded at the time the work was ordered: (i) the amounts actually expended and substituted for any prime cost sums, (ii) the value of any work done by Nominated Subcontractors, (iii) the value of any work done against Provisional Sums, and (iv) the value of any extra or additional work done under a Variation. “D” is the value of work included in “T” and done at new rates fixed in terms of Sub-Clause 12.3, where those rates are not based on labour, Contractor’s Equipment or Materials costs in force at the time of tendering. Generally new rates may be based on current costs and de-escalated to the Base Date of the indices, in which case work done at these rates shall not be included in the value of “D”. “G” is the amount included in “T” for Materials classified and dealt with as Special Materials. “Ap” is the summation of all “Ac” amounts determined for all Payment Certificates preceding in time the Payment Certificate under consideration. Save only for Variations ordered to be carried out after the Time for Completion has expired, the Contract Price adjustment factor to be applied to certificates relating to work done or materials supplied after the expiry of the Time for Completion shall be calculated by inserting in the formula referred to in this Sub- Clause the cost indices Lt, Et, Mt and Ft applicable either (i) 49 days prior to the date of expiry of the Time for Completion, or (ii) for the current month: whichever is more favourable to the Employer. The price of each Special Material specified in the Appendix to Tender shall be increased or decreased by the net amount of any change in price incurred after the Base Date, provided that any claim for adjustment in terms hereof shall be substantiated by the submission of acceptable invoices and any other supporting documents which the Engineer considers necessary for that purpose. However, except for Variations ordered in terms of Clause 13 [Variations and Adjustments] all adjustments after expiry of the Time for Completion shall be based on the price of each Special Material either (i) 49 days prior to the date of expiry of the Time for Completion, or (ii) for the current month: whichever is more favourable to the Employer. For the purpose of this Sub-Clause, “the net amount of any change in price” in respect of a particular Material referred to as a Special Material shall be calculated by multiplying the difference between the Sensitivity - General C-24 rate or price entered in the Contract by the Contractor for that Special Material and the equivalent rate or price actually paid by the Contractor for the Special Material by the quantity of the Special Material in question.” 14.1 THE CONTRACT PRICE Add the following new clause (e): “(e) the Contractor shall submit to the Engineer within 28 days after the Commencement Date a full breakdown of all rates. The Engineer may take account of the breakdown when evaluating claims and making Determinations.” 14.3 APPLICATION FOR INTERIM PAYMENT CERTIFICATES In the 1st line of the 1st paragraph, delete “in six copies.” In the 4th line of the 1st paragraph, change “the report” to “reports.” In the 2nd paragraph, sub-paragraph (c), after “above amounts” insert “and 80% of the value of Materials on Site” Add the following as a final paragraph: “If, as stated in the Appendix to Tender, a Retention Money Guarantee is permitted and the Contractor elects to furnish it, the guarantee shall, at the cost of the Contractor, be executed by an insurance company or bank in a form approved by the Employer. The said company or bank shall be registered or licensed to do business in the Republic of South Africa and shall have an office and banking facility in the Republic of South Africa and shall be subject to approval by the Employer. The aggregate liability under the guarantee shall be the maximum amount of retention monies to be retained by the Employer, which amount shall be as stated in the Appendix to Tender. Other conditions, if any, additional to the above standard conditions shall be as stated in the Appendix to Tender. The guarantee shall expire on the date on which the last of the retention monies (which, but for the guarantee, would have been retained by the Employer) becomes payable to the Contractor. The guarantee shall be returned to the guarantor upon final payment of the aggregate liability or on the date of expiry, whichever is the earlier.” 14.5 PLANT AND MATERIALS INTENDED FOR THE WORKS In the 1st paragraph delete “If this Sub-Clause applies”. In the 1st paragraph, after the words, “... sent to the Site for incorporation in the Permanent Works,” add “or if so agreed in writing by the Employer, Plant and Materials intended for incorporation in the Permanent Works and stored at places other than the Site, and clearly demarcated and identified it as the Employer’s property,” Delete the 2nd paragraph. In the existing 3rd paragraph add under sub-paragraph (a): “(iii) ensured that the relevant Plant and Materials have been delivered to and are properly stored on the Site, are protected against, loss, damage, deterioration, and appear to be in accordance with the Contract; and (iv) provided proof of ownership of the Plant and Materials; and (v) for Plant and Materials kept off-site, clearly demarcated and identified it as the Employer’s property.” In the existing 3rd paragraph, delete sub-paragraphs (b) and (c) 14.6 ISSUE OF INTERIM PAYMENT CERTIFICATES Sensitivity - General C-25 In the 2nd line of the 1st paragraph replace “28” with “7” Add the following new sentences at the end of the first paragraph: “The date on which the Contractor submits his Statement to the Engineer shall not be later than the 15th of a calendar month. Interim Payment Certificate issued by the Engineer shall not be later than the 22nd of a month. The Contractor shall not delay interim payment certificates for any reason. No measurement and payment dispute by the contractor shall delay an Interim Payment Certificate. Disputes can be evaluated in the following month and if found valid can be corrected and incorporated in the subsequent certificates. If the Contractor fails to make payment to subcontractors of any sum properly due and payable Clause 14.9 Delayed Payment under the Subcontract in the FIDIC Conditions of Subcontract will apply.” 14.7 PAYMENT In sub-paragraphs (b) and (c) of the 1st paragraph replace “56” with “28”. In sub-paragraphs (b) of the 1st paragraph replace “supporting documents” with “all supporting documents required in terms of the contract;” Delete the 2nd paragraph. 14.8 DELAYED PAYMENT Replace the 2nd paragraph with the following: “These financing charges shall be at the rate prescribed in terms of the Prescribed Rate of Interest Act, 1975 (Act No )”. 14.9 PAYMENT OF RETENTION MONEY In the 1st sentence of the 1st paragraph, after the word “Works”, add the following: “and all outstanding work and defects as stated in the Taking-Over Certificate have been completed” 14.10 STATEMENT AT COMPLETION In the 2nd line of the 1st paragraph delete “six” and replace with “three”. 14.11 APPLICATION FOR FINAL PAYMENT CERTIFICATE In the 2nd line of the 1st paragraph delete “six” and replace with “three”. 15.1 NOTICE TO CORRECT Add the following at the end of the paragraph: “The Notice to correct shall: (a) describe the Contractor’s failure; (b) state the Sub-clause and/or provisions of the Contract under which the Contractor has the obligation; and (c) specify the time within which the Contractor shall remedy the failure, which shall be reasonable, taking due regard of the nature of the failure and the work and/or other action required to remedy it. After receiving a Notice to Correct the Contractor shall immediately respond by giving a Notice to the Engineer describing the measures the Contractor will take to remedy the failure and stating the date on which such measures will be commenced in order with the time specified in the Notice to correct. The time specified in the Notice to Correct shall not imply any extension of Time for Completion.” 15.2 TERMINATION BY THE EMPLOYER Sensitivity - General C-26 In the 1st paragraph replace the 1st sentence with the following: “The Employer shall be entitled to give a Notice to Terminate to the Contractor of the Employer’s intention to terminate the Contract or, in the case of sub-paragraph e) or f) below, a Notice of Termination, if the Contractor:” In sub-paragraph (d), after the words “...the requirement agreement,” add the following “fails to disclose its subcontractor agreements,” In sub-paragraph (e), after the words “... or carries on business under a receiver,” add the following “or under a business rescue practitioner,” Delete the word “or” at the end of sub-paragraph (e) and replace sub-paragraph (f) with the following: "(f) gives or has given, offers to give or has offered to give (directly or indirectly) to any person any bribe, gift, gratuity, commission or other thing of value, as an inducement or reward: (i) for doing or forbearing to do any action in relation to the Contract or any other contract with the Employer or State Department or Organ of State, or (ii) for showing or forbearing to show favour or disfavour to any person in relation to the Contract or any other contract with the Employer or State Department or Organ of State, or if any of the Contractor’s Personnel, agents or Subcontractors gives or has given, offers to give or has offered to give (directly or indirectly) to any person any such inducement or reward as is described in this sub-paragraph (f). However, lawful inducements and rewards to Contractor’s Personnel shall not entitle termination," “(g) commits a material or repeated breach of Sub-Clause 17.1 [Indemnities and Third-Party Claims] or Clause 18 [Insurance], including a failure to maintain the required third-party liability insurance or to comply with the claims notification, cooperation, defence or reimbursement obligations, and fails to remedy the breach within the period stated in a Notice to Correct under Sub-Clause 15.1 where the breach is capable of remedy, or where the breach causes material prejudice to the Employer which is not reasonably capable of remedy.” 17.1 INDEMNITIES In the 1st paragraph delete “and” at the end of sub-paragraph (b)(i). Delete the full stop at the end of sub-paragraph (b)(ii) and substitute “,” and insert the following sub- paragraphs: “(c) the loss of output and delay caused by the slowing down or partial or total stoppage of work caused by: (i) all or any of the Contractor’s Personnel or ex-Personnel as a result of a dispute between all or any of the Contractor’s Personnel or dismissed Contractor’s Personnel and the Contractor, or all or any of the Subcontractor’s Personnel and the Subcontractor, and (ii) all or any of the Contractor’s Suppliers’ difficulty or impossibility to deliver goods or materials needed to perform the Works, (d) any unlawful, riotous or disorderly conduct by or amongst the Contractor’s Personnel or dismissed Contractor’s Personnel, (e) any liability for damage incurred to, or loss of, property within the site identified in the contract documents as not belonging to the Employer regardless of whether or not such damage or loss is caused by the Contractor’s equipment, (f) all damages, losses and expenses (including legal fees and expenses) resulting from the loss of output and delay caused by the slowing down or partial or total stoppage of work caused by: (i) all or any of the Contractor’s workforce (or dismissed Contractor’s Personnel) as a result of a dispute between all or any of the Contractor’s Personnel (or dismissed contractor’s Personnel) and the Contractor; or (ii) all or any of the Contractor’s suppliers’ difficulty or impossibility to deliver goods or materials needed to perform the Works, and (g) harm or damage to the environment caused in the performance of the Works, (h) 3rd party claims for damages (such as pothole claims) resulting from the use of the Road upon which the Contractor is appointed for in terms of this Contract.” Sensitivity - General C-27 Add the following final paragraphs: “To the extent, if any, that the Contractor is responsible for the design of part of the Permanent Works under Sub-Clause 4.1 [Contractor’s General Obligations], and/or any other design under the Contract, the Contractor shall also indemnify and hold harmless the Employer against all acts, error or omissions by the Contractor in carrying out the Contractor’s design obligations that result in the Works (or Section or Part or major item of Plant, if any), when completed, not being fit for the purpose(s) for which they are intended under Sub-Clause 4.1 [Contractor’s General Obligations]. The Contractor shall indemnify the Employer against any liability for physical damage incurred to, or loss of, property within the Site identified in the Contract as not belonging to the Employer regardless of whether or not such damage or loss is caused by the Contractor’s equipment. The Contractor shall notify the Engineer and the Employer in writing within 48 (forty-eight) hours of becoming aware of any incident, occurrence, act or omission which has given rise to, or may reasonably be expected to give rise to, a claim by a third party arising out of or in connection with the Contractor’s performance or non-performance of the Contract, including the Works, routine maintenance, traffic accommodation, emergency response, inspections, patrols and make-safe obligations. Where any such matter may fall within insurance cover required under Clause 18 [Insurance], the Contractor shall notify its insurer and/or broker within the period required by the applicable policy and, in any event, within 48 (forty-eight) hours of becoming aware of the matter. Within 2 (two) working days thereafter, the Contractor shall provide the Engineer and the Employer with proof of notification and the insurer’s claim or reference number. The Contractor shall thereafter provide the Engineer and the Employer with all information, documentation, reports and access reasonably required to investigate, assess, manage and process the claim, and shall keep them updated on the status of the claim and the insurer’s position until final resolution. The Contractor shall authorise its insurer and/or broker to communicate directly with the Engineer and the Employer regarding notification of the claim, applicable cover, information required, claim status and settlement discussions. Such authority shall not create any right against the insurer beyond the insurance policy or applicable law. The Contractor shall not admit liability, negotiate, compromise or settle any third-party claim referred to in this Sub-Clause without the prior written consent of the Employer and, where required by the policy, the insurer. Any admission, negotiation or settlement made in breach of this paragraph shall not bind the Employer and shall be at the Contractor’s own risk and cost. Where the Engineer or Employer forwards a third-party claim to the Contractor, the Contractor shall promptly notify the insurer if the matter may be covered, investigate the claim in good faith and provide a reasoned written response to the Engineer and the Employer within 14 (fourteen) days. The response shall state the material facts, the contractual and factual grounds for the Contractor’s position, the supporting evidence relied upon, and the insurer’s coverage and/or liability position, if available. The Contractor shall not reject, repudiate or decline a claim solely on its own assessment without first complying with the notification and investigation obligations in this Sub-Clause. Any rejection, repudiation, exclusion, excess, deductible, exhaustion of limit or other refusal or limitation of indemnity by the Contractor’s insurer shall not relieve the Contractor of any indemnity, liability or obligation assumed under this Contract. Where a third-party claim is pursued against the Employer and the matter may fall within the Contractor’s indemnity obligations under this Sub-Clause 17.1 the contractor exempts the Employer liability of 3rd party claims that arise or are submitted during the defects notification period/routine road maintenance contract. Should any party institute legal action against the Employer, the Employer will recover both the quantum and legal costs or legal costs from the contractor , the Contractor shall, upon written request, provide or procure the defence of the claim and shall cooperate fully with the Employer. The Contractor must be joined as a party in any proceedings wherein a third-party claim is pursued against the Employer. The Employer may participate in the defence and appoint its own legal or technical advisers where reasonably necessary to protect its interests. If the Contractor or its insurer fails or refuses to provide an effective defence within 5 (five) working days after written request, or where urgent action is reasonably required to protect the Employer’s position, the Employer may investigate, defend, negotiate or settle the claim. Where the matter giving Sensitivity - General C-28 rise to the claim falls within the Contractor’s indemnity obligations under this Sub-Clause 17.1, the Contractor shall reimburse the Employer, in full, for

all reasonable legal, expert, investigation, claims-handling and other costs and disbursements actually incurred by the Employer in investigating, defending, managing and resolving the claim, to the extent not recovered from the insurer or another party, as an indemnity under this Sub-Clause 17.1 and irrespective of the limitation of liability in Sub-Clause 17.6. The Employer shall not be required to obtain the Contractor’s consent to a settlement where the Contractor and its insurer have been given a reasonable opportunity to participate and the Contractor unreasonably withholds or delays consent, fails to respond, or fails or refuses to provide an effective defence. Any settlement for which reimbursement is claimed from the Contractor shall be reasonable in the circumstances. The obligations in this Sub-Clause relating to notification, cooperation, defence, indemnity and reimbursement shall survive completion or termination of the Contract in respect of any incident, act or omission occurring during the period of the Contract. Any amount finally due to the Employer under this Sub-Clause may be recovered as a debt or set off against amounts otherwise due to the Contractor, subject to the Employer complying with the applicable notice and determination provisions of the Contract. The Employer shall not recover twice for the same loss.” 17.4 CONSEQUENCES OF EMPLOYER’S RISKS In the first sentence of the second paragraph, insert “to the Works, Good or Contractor’s Documents” after the word “damage”. 17.6 LIMITATION OF LIABILITY In the third line of the first paragraph the remainder of the sentence after the word under replace “Sub- Clause 17.1 [Indemnities] and Sub-Clause 17.4 [Consequences of Employer’s Risks]”with: “as specifically provided for in Sub-Clause 8.7 [Delay Damages and Other Non-compliance Charges]; Sub-Clause 11.2 [Cost of Remedying Defects]; Sub-Clause 15.4 [Payment after Termination]; Sub- Clause 16.4 [Payment on Termination]; Sub-Clause 17.1 [Indemnities]; Sub-Clause 17.4 [Consequences of Employer’s Risks] and Sub-Clause 17.5 [Intellectual and Industrial Property Rights].” 18.1 GENERAL REQUIREMENTS FOR INSURANCES Add the following under Sub-Clause 18.1 The Contract Data currently provides a minimum third-party liability insurance amount of R 20 000 000. Before issue, confirm the adequacy of this limit for the specific contract and state expressly whether the limit applies per occurrence and whether any annual aggregate applies. “The Contractor shall maintain the required third-party liability insurance continuously for the period required by the Contract. Before the Commencement Date and on each renewal, the Contractor shall provide the Employer and Engineer with an insurer- or broker-confirmed policy schedule or certificate and the relevant endorsements, showing at least the insurer, policy number, period of insurance, limit of indemnity, excess or deductible, annual aggregate basis (if any), insured parties and claims contact details. A certificate shall not replace the policy or endorsements where the Employer reasonably requires them for verification. Unless otherwise approved in writing by the Employer, the policy shall, to the extent applicable to the required cover, provide that the Employer is included as a co-insured, additional insured or separately indemnified party for liabilities arising from the Contractor’s performance or non-performance of the Contract; include cross-liability and severability of interests; provide contractual liability cover sufficient to respond to the Contractor’s insurable obligations under Sub-Clause 17.1; and provide that any policy excess or deductible is for the Contractor’s account. The Contractor shall also obtain non-vitiation protection, waiver of subrogation against the Employer and advance notice of cancellation or material Sensitivity - General C-29 reduction in cover where such provisions are commercially available on reasonable terms, or shall obtain the Employer’s prior written approval to any departure. If the insurance is written on a claims-made basis, the Contractor shall maintain the applicable retroactive date and continuous cover, or equivalent run-off or extended reporting cover, for not less than 36 (thirty-six) months after the Performance Certificate, unless a longer period is stated in the Contract Data. The Contractor shall immediately notify the Employer and Engineer of any cancellation, lapse, material reduction, reservation of rights or other circumstance which may materially affect the cover required by the Contract. The Contractor shall authorise the insurer and/or broker to confirm directly to the Employer and Engineer the status of the policy and any claim notified under Sub-Clause 17.1. The existence of insurance, any excess or deductible, any exclusion or limitation, or any rejection or repudiation of cover by the insurer shall not relieve the Contractor of any obligation or liability under the Contract. Without prejudice to the Employer’s rights under Clause 18, any cost reasonably incurred by the Employer in procuring replacement cover because of the Contractor’s default shall be recoverable from the Contractor.” 18.2 INSURANCE FOR WORKS AND CONTRACTOR’S EQUIPMENT In the 4th paragraph, delete the wording of sub-paragraph (d) and replace with the following: “(d) shall also cover loss or damage to a part of the Works which is attributable to the use or occupation by the Employer of another part of the Works, and loss or damage from the risks listed in sub- paragraphs (g) and (h) of Sub-Clause 17.3 [Employer’s Risks], and shall include insurance with the South African Special Risks Insurance Association (SASRIA) that cover loss or damage from the risks listed in sub-paragraph (c) of Sub-Clause 17.3 [Employer’s Risks], and” 19.1 DEFINITION OF FORCE MAJEURE In the 3rd line of sub-paragraph 19.1(iii) insert “or suppliers,” after the word “Subcontractors”. 19.4 CONSEQUENCES OF FORCE MAJEURE Insert the following after the 1st paragraph: “If, however, the Contractor is prevented from performing any of his obligations under the Contract by Force Majeure events of the kind listed in clause 19.1 sub-paragraph (iii), the Contractor shall not be entitled to any extension of time for any such delay and shall not be entitled to payment of any such Cost, if all the following conditions are not satisfied: (1) The Contractor has engaged with the persons responsible for the riot, commotion, disorder, strike or lockout; has met with the persons or leaders; and has recorded the persons or leaders details, their grievances, the organisations involved, all threats made; and has requested the persons or leaders to cease all unlawful conduct; and (2) The Contractor has obtained proof of the riot, commotion, disorder, strike or lockout, and of any unlawful conduct; and (3) The Contractor has reported all threats and unlawful conduct to the South African Police Service; and (4) The Contractor has brought an urgent application to the court that correctly identify the respondents and define the unlawful conduct to be interdicted; and (5) The Contractor has exhausted all available legal and other remedies to ensure that the court order is enforced.” 19.5 FORCE MAJEURE AFFECTING SUBCONTRACTOR Amend the title to read “Force Majeure Affecting Subcontractor and Supplier”. In the first line insert “or supplier” after the word “Subcontractor” 20.1 CONTRACTOR’S CLAIMS In paragraph 5, insert the following after the first sentence

Application for Interim Payment 14.3 Materials on Site 14.5 Certificates Mediation 20.3 Assignment 1.7 Payment 14.7 Bill of Quantities Definition 1.1.1.10 Payment Certificates 14.6 Performance Certificate 11.9 Care and Supply of Documents 1.8 Performance Security 4.2 Clearance of Site 11.11 Plant and Materials Intended for the 14.5 Commencement of Work 8.1 Works Continuing Validity of Sub-clauses 20.6 Priority of Documents 1.5 20.2 to 20.6 Programme 8.3 Contract Agreement 1.6 Progress Reports 4.21 Contract Definition 1.1.1.1 Protection of the Environment 4.18 Contract Price 14.1 Provisional Sums 13.5 Contract Price Adjustment Schedule 13.8 Contractor’s Claims 20.1 Reference to Court 20.4 Contractor’s Equipment 4.17 Retention Money Guarantee 14.3 Contractor’s General Obligations 4.1 Rights of way and Facilities 4.13 Court 20.4 Currencies of Payment 14.15 Safety Procedures 4.8 Schedules Definition 1.1.1.7 Day Definition 1.1.3.9 Security of the Site 4.22 Daywork 13.6 Setting Out 4.7 Definition of Force Majeure 19.1 Settlement of Disputes 20.2 Delay Damages 8.7 Site Data 4.10 Delayed Payment 14.8 Special Disputes 20.5 Disorderly Conduct 20.2 Specification Definition 1.1.1.5 Disputes 20.3 Statement at Completion 14.10 Subcontractors & Suppliers 4.4 Electricity, Water and Gas 2.3 Supplementary Agreement 1.1.6.10 Employer’s Equipment and Free- 4.19 Definition Issue Material Employer’s Personnel 4.20 Taking over Parts of the Works 10.2 Employer’s Risks (SASRIA) 17.3 Targeted Enterprise 1.1.2.11 Engineer’s Duties and Authority 3.1 Tender Definition 1.1.1.8 Environmental Protection 4.18 Termination by the Employer 15.2 Evaluation 12.3 Extension of Time for Completion 8.4 Variation Procedure 13.3 Force Majeure Definition 19.1 Working hours 6.5 Force Majeure affect Subcontractor 19.5 Written Communications 1.2 Fossils 4.24 Health & Safety 6.7 Indemnity by Contractor 6.12 General Requirements for 18.1 Insurances 18.3 Insurance against Injury to Persons and Damage to Property 18.4 Insurance for Contractor’s Personnel 18.2 Insurance for Works and Contractor’s Equipment 14.6 Issue of Interim Payment Certificates Sensitivity - General C-14 PARTICULAR CONDITIONS AMENDING THE GENERAL CONDITIONS OF FIDIC 1.1 DEFINITIONS 1.1.1 The Contract Replace 1.1.1.1 with: “ “Contract” means the Form of Offer and Acceptance, Contract Data, these Conditions, the Specifications, the Drawings, the Schedules, and the further documents (if any), which are listed in the Form of Offer and Acceptance, and further includes drawings and documents or parts thereof, which any of the aforesaid documents incorporate by reference.” Replace 1.1.1.3 with: “ “Letter of Acceptance” means the Form of Acceptance as contained in part C1.1.2 of the contract documents.” Replace 1.1.1.4 with: “ “Letter of Tender” means the Form of Offer as contained in part C.1.1.1 of the contract document.” Replace 1.1.1.5 with: “ “Specification” means that document entitled Scope of Work, as included in the Contract, and any additions and modifications to the Scope of Work in accordance with the Contract. Such document specifies the Works.” Replace 1.1.1.7 with: “ “Schedules” means the document(s) completed by the Contractor and submitted with his tender offer, as included in the Contract. Such document(s) may include the Bill of Quantities, data lists and schedules of rates and/or prices.” Replace 1.1.1.8 with: “ “Tender” means that section of the Form of Offer and Acceptance called ‘Offer’ and all other documents which the Contractor submitted as Returnable Documents, as included in the Contract.” Replace 1.1.1.9 with: “ “Appendix to Tender” means the completed section entitled C1.2.2 Contract Data – Information provided by the Employer included in the Contract Data:” 1.1.1.10 - Add the following: “ “Bill of Quantities” shall also mean the Pricing Schedule as contained in section C2.2 of the contract document.” Add the following: “1.1.1.11 “Letter of Access to the Site” means a letter issued by the Employer to give the Contractor right of access in accordance with Sub-Clause 2.1 [Right of Access to the Site]” 1.1.2 Parties and Persons Add the following: “1.1.2.11 “Supplier” means a sole trader, partnership or legal entity that owns, operates or maintains a store, warehouse or other establishment in which goods are bought kept in stock and regularly sold to wholesalers, retailers or the public (or all three) in the usual course of business. Sensitivity - General C-15 “1.1.2.12 “Targeted Enterprise” means an enterprise defined in Part D stakeholder and community liaison, and targeted labour and targeted enterprises utilisation and development. “1.1.6.11 “Contract Footprint” means the roads, road reserves, SANRAL-owned properties and associated road assets described in Part C3, together with any additional road or asset formally incorporated into the Contract in accordance with the Contract.” “1.1.6.12 “Transferred Road” means a provincial or other public road, or part thereof, that becomes a national road or for which SANRAL formally assumes responsibility during the Contract Period and that the Employer incorporates into the Contract Footprint by written instruction or Variation.” 1.1.3 Dates, Tests, Periods and Completions Replace 1.1.3.9 with: “A “day” means a calendar day, except for any extension of time that is granted under sub-clause 8.4, [Extension of Time for Completion], in which case a day means a working day. A “year” means 365 calendar days”. 1.2. INTERPRETATION Add the following: However, such notice, instruction, consent or request is not deemed to have been delivered by virtue of its appearance in the minutes of meetings.” 1.5. PRIORITY DOCUMENTS Insert the following at the end of the first paragraph before the colon: “... unless specifically stated otherwise in the contract:”. Replace sub-paragraphs items (a) to (h) with: “(a) the Forms of Offer and Acceptance (b) the Appendix to Tender within the Contract data (c) the Particular Conditions of Contract (d) the General Conditions (e) the project Specification (Scope of Works (Part C3)) (f) Part D Stakeholder and community liaison, (g) the project Drawings, (h) the standard Specifications, (i) the Bill of Quantities (Pricing Data (Part C2)); and (j) the Schedules and any other documents forming part of the Contract.” 1.6 CONTRACT AGREEMENT Replace the 1st two sentences with the following: “The Parties shall enter into a Contract Agreement when the Employer issues the Form of Acceptance (see Particular Condition 1.1.1.3). The Contract Agreement shall be in the form prescribed in the tender documents” 1.7 ASSIGNMENT AND CESSION “Neither Party shall assign or transfer the whole or any part of the Contract, or any right or obligation under it, except with the prior written consent of the other Party and subject to applicable law and the Employer’s procurement and delegation requirements. However, either Party may cede its right to payment of monies due or to become due under the Contract only where: Sensitivity - General C-16 (a) the Cession is in favour of a registered Financial Services Provider (FSP) or a State Institution established for the express purpose of providing funding to businesses and entities; and (b) the written request for Cession is made by the Party and not a third party; and (c) the written request by the Party is accompanied by a cession agreement; and (d) the other Party agrees to the Cession.” 1.8 CARE AND SUPPLY OF DOCUMENTS In the 1st paragraph, 2nd line, change “two copies” to “one copy”. In the 2nd paragraph, 3rd line, change “six” to “two”. 1.11 CONTRACTOR’S USE OF EMPLOYER’S DOCUMENTS At the end of the 1st sentence add: “as well as any research, innovation, industry cutting edge technology and any form of trials undertaken as part of the Contract.” 3.1 ENGINEER’S DUTIES AND AUTHORITY After the 3rd paragraph insert the following: “In addition to the actions stipulated in the General Conditions whereby the Engineer shall first obtain the approval of the Employer, the Employer’s approval shall also be obtained before taking any action under sub-clauses 8.1, 8.4, 8.8, 10.1,11.9, 13.3 and 20.1 as amended in these Particular Conditions”. Add the following new sixth paragraph: “If the Engineer is a legal entity, a natural person employed by the Engineer and approved by the Employer shall be appointed and authorised to act as the Engineer under the Contract. The Engineer shall obtain the Employer’s prior written approval before waiving, relaxing or materially reducing any specified quality-control requirement, testing frequency, hold point, macrotexture requirement, surface-regularity requirement or riding-quality requirement applicable to a Large-area Repair or Large-area Surface Treatment, or before accepting reduced payment or other conditional acceptance in lieu of rectification of non-conforming work.” 4.1 CONTRACTOR’S GENERAL OBLIGATIONS Add the following sentence to the 1st paragraph: “With regard to the Contractor’s proposals submitted under the item of the Scope of Works entitled “Part D Stakeholder and Community Liaison and Targeted Labour and Targeted Enterprise utilisation and development”, if the Contractor fails to provide the employment or training to the extent proposed, the Employer may impose penalties as set out in the above-mentioned Scope of Works.” “The Contractor shall maintain, for the full Contract Period, the 24-hour emergency response capability, standby resources, communications, equipment and trained personnel specified in Part C3 and shall respond to incidents affecting the safety, availability or integrity of the Contract Footprint in accordance with the RIMS protocols and the Engineer’s or Employer’s lawful instructions.” “Where an emergency requires immediate action to protect life, road users, property, the environment or continuity of the national road network, the Contractor shall carry out the immediate make-safe, traffic accommodation and emergency normalisation measures reasonably necessary and shall not delay such measures solely because the final valuation or Works Authorisation has not yet been agreed. The valuation and payment of instructed work not already covered by Contract rates shall thereafter be dealt with under Clauses 12 and 13.” “All Large-area Repairs and Large-area Surface Treatments, as defined in the Scope of Works, shall comply with the quality-control and finished-surface requirements of Clause C3.1.7.14. The Contractor shall establish, implement and maintain the required process quality-control system and shall provide all Quality Plans, Inspection and Test Plans, method statements, process-control testing and quality records required by that Clause. Sensitivity - General C-17 Acceptance by the Engineer of any investigation, design, material source, mix design, method statement, Quality Plan, Inspection and Test Plan, trial section or completed work shall not relieve the Contractor of responsibility for compliance with the Contract. Where non-compliance results from the Contractor’s design, materials, workmanship, plant, process or failure to exercise proper process control, all investigation, remedial work and retesting necessary to achieve compliance shall be at the Contractor’s cost.” 4.2 PERFORMANCE SECURITY Replace the 2nd paragraph with: “The Contractor shall deliver the Performance Security to the Employer within 14 days of the date of issue of the Form of Acceptance and shall send a copy to the Engineer. The Performance Security shall be issued by a bank or insurance company registered or licensed as a bank or insurance company to do business in the Republic of South Africa and approved by the Employer and having an office or banking facility in the Republic of South Africa. The Performance Security shall be subject to approval by the Employer and shall be in the form prescribed in the tender documents. The employer is entitled to utilise the performance security for the intended purpose, to hold same as security for the Contractor’s performance. However, the Employer is likewise entitled to negotiate with the bank or insurance company registered or licenced as a bank or insurance company in order to allow for the cession of the contract agreement to a replacement contractor, in terms of sub clause 1.7, as agreed between the said bank or insurance company and the insured contractor, subject to the approval of the Employer. The basis for the cession of the insured contractor, to a replacement contractor, must accord with the Employer’s internal Supply Chain Management and Procurement policies. ” In the last line of the last paragraph replace the words “Performance Certificate” with “Taking-Over Certificate”. 4.4 SUBCONTRACTORS Change the title to read “Subcontractors and suppliers” In the first paragraph delete “the whole of the Works” and add “any percentage of the Works without the express approval of the Employer”. In the 1st line of the 2nd paragraph, after the word “Subcontractor” replace the expression “his agents or employees” with “suppliers, their agents or employees”. Add the following sub-paragraphs: “(e) The Contractor shall enter into a written subcontract agreement with the Subcontractor. The subcontract agreement between the Contractor and the Subcontractor shall be the standard FIDIC subcontract agreement (version 2011). (f) If the Contractor is required to employ one or more Subcontractors under his targeted enterprise development, then the provisions of Sub-Clause 5.4 [Evidence of Payments] shall apply as if such Subcontractor is a Nominated Subcontractor. (g) Each subcontract shall include the provisions: (i) The Contractor undertakes to pay the Subcontractor the full value as certified by the Engineer as being due to the Subcontractor in each Interim Payment Certificate, without any deduction for plant, equipment, materials or fuel supplied by the Contractor. Any assistance that the Contractor may have made to the Subcontractor that requires recovery from the Subcontractor, will be recovered by the Contractor through normal commercial debt repayment processes; (ii) The Contractor undertakes to make payment within 14 days after the date on which the Subcontractor has submitted a statement for payment or a claim for payment to the Contractor for work completed or goods delivered in accordance with the Contract between the Contractor and Subcontractor; (h) The Contractor shall disclose all subcontracting arrangements. Sensitivity - General C-18 (i) The total retention money held for all subcontractors shall not exceed the maximum value of the retention money as specified under Sub-Clause 14.3(c) and shall be held pro-rata per subcontractor. (j) 50% of the retention money held for each Subcontractor shall be released on completion of the subcontract works. The remainder of the Subcontractor’s retention money shall be released when a Subcontractor’s work does not show any defect within 6 (six) months after the completion of the subcontract. However, the Subcontractor’s retention money may be withheld but only if the Performance Certificate is unable to be issued because of defective workmanship attributable to the Subcontractor. (k) All Subcontractors and suppliers shall be registered on the National Treasury’s Central Supplier Database (CSD). (l) All Subcontractors shall be in good standing in terms of COIDA and shall be registered with the Bargaining Council for the Civil Engineering Industry (Government Notice R.490 – Part III contained in Government Gazette No. 37750) or other relevant Bargaining Council. (m) All Subcontractors shall be registered with the CIDB in the appropriate category for the class of work to be performed. (n) The procurement and appointment of all subcontractors shall follow the process as stipulated in Part D: Stakeholder and community liaison, and targeted labour and targeted Enterprises utilisation and development. If the Contractor fail to disclose all subcontracting agreements, or fail to comply with the requirements of this clause he shall be given 14 days to make representation as to why the contract shall not be terminated; However, a failure of the Contractor to disclose all subcontracting agreements or to comply with the requirements contained under this clause, shall attract a penalty up to 10% of the value of the contract. 4.7 SETTING OUT Amend the second line of the second paragraph to read: “......reference, provided that the Contractor shall provide proof of their inaccuracy before they are used.” 4.10 SITE DATA In the 1st paragraph, 1st sentence, replace “prior to the Base Date” with “either as part of or by reference in the Tender Documents or, otherwise, not later than 7 days before the latest date for submission of the Tender Documents”, and delete the 2nd sentence. 4.17 CONTRACTOR’S EQUIPMENT Add the following paragraph: “The Contractor shall notify the Engineer, in writing, of the names and addresses of the owners of all major items of equipment not owned by the Contractor within 21 days of it arriving on Site.” 4.19 ELECTRICITY, WATER AND GAS In the 1st paragraph, 1st line, delete “except as stated below”, and delete the 2nd and 3rd paragraphs. 4.21 PROGRESS REPORTS In the 1st paragraph, 2nd line, delete “in six copies”. Add the following at the end of the 3rd paragraph: “(i) Comparison of estimated Contract Price and the original Contract Price as stated in the form of Acceptance, with details of any events or circumstances which may result in the original Contract Price to be exceeded, and the measures being (or to be) adopted to prevent this. (j) SHE audits, SHE incidents, traffic accidents, Environmental management report, employment, empowerment and training reports (extracted from Employer system), training plan, communication plan, media information, site memos, drawings issued, mix designs, work Sensitivity - General C-19 authorisations, daywork, programme, sub-standard work, cashflow and expenditure, claims, risk report and penalties.” 4.22 SECURITY OF THE SITE Replace the fullstop at the end of subclause (b) with a comma and continue this clause as follows: “ and authorised utility or service owners whom the Employer or the Engineer identifies as having also been authorised. Without said notice, the Contractor may refuse access to such utility or service owners; and” 4.24 FOSSILS In the 1st paragraph, 1st sentence after “fossils” insert “and graves” and in the 2nd sentence, add “and shall indemnify the Employer against any liability arising from such loss or damage.” 6.2 RATES OF WAGES AND CONDITIONS OF LABOUR Add the following: “The conditions as stated in the Appendix to Tender shall also apply.” 6.5 WORKING HOURS Replace the 1st sentence with the following: “No work shall be carried out on Site on any special non-working day or within the non-working hours of any day as stated in the Appendix to Tender, unless:” 6.7 HEALTH AND SAFETY In the 1st paragraph delete the 2nd sentence. Add the following as a new 4th paragraph: “The Contractor and his Subcontractors shall be in good standing in terms of the Compensation for Occupational Injuries and Disease Act (COIDA) and have a letter as proof. Add the following as a new 5th paragraph: “The Contractor shall also comply to the requirements of the Scope of Works part C3.5: Occupational Health and Safety Specification.” 6.9 CONTRACTOR’S PERSONNEL Add the following new subparagraphs to the 1st paragraph: “(e) is found, based on reasonable evidence, to have engaged in corrupt, fraudulent, collusive or coercive practice; or (f) has been recruited from the Employer’s Personnel in breach of sub-clause 6.3 [Persons in the Service of Employer].” Add the following as a final paragraph: “The requirements for key personnel as stated in the Appendix to Tender shall also apply.” 8.1 COMMENCEMENT OF WORK In the 1st paragraph, delete the 1st sentence, and in the 2nd sentence replace “42 days after the Contractor receives the Letter of Acceptance” with “28 days of the date of issue of the Form of Acceptance, unless otherwise stated in the Appendix to Tender.” In the 2nd line of the 2nd paragraph, after the words “Commencement Date”, insert “but within the period stated in the Appendix to Tender.” Sensitivity - General C-20 8.3 PROGRAMME Replace the 1st sentence of the 1st paragraph with “The Contractor shall submit a detailed programme to the Engineer within 14 days of the Commencement Date.” Add to the items to be included in the programme the following sub-paragraph: “(e) The Contractor’s cash flow forecast. (f) Documented details of the contractor’s environmental mitigation measures and health and safety plans in respect of all construction activities” In the 2nd paragraph replace “21” with “14”. 8.4 EXTENSION OF TIME FOR COMPLETION Replace the word “Engineer” with “Employer” in the last sentence of the last paragraph. 8.7 DELAY DAMAGES Change the marginal heading of this clause to read “Delay Damages and Other Non-compliance Charges” and insert the following as a first paragraph to this clause: “Delay damages and other payments to the Employer for late delivery, failure to achieve intra- programme due dates or non-compliance events shall apply as follows:” Keep the existing two paragraphs unchanged and number as subclause (a) and add the following subclause relating to other non-compliance charges: “(b) If the Contractor fails to comply with the requirements detailed in the Specification regarding duration of accommodation of traffic closures, meeting intra-programme dates, Accommodation of Traffic requirements, overloading, Contract Participation Targets, subcontracting, quality of work, including failure to implement an accepted Quality Plan or Inspection and Test Plan, failure to perform the specified process-control testing, and failure of a Large-area Repair or Large-area Surface Treatment to comply with the specified material, compaction, dimensional, surface- regularity, macrotexture or riding-quality requirements, submission of information and performance criteria, failure to notify the Engineer and Employer of a third-party claim or incident within the period stated in Sub-Clause 17.1 [Indemnities], failure to notify the Contractor’s insurer and/or broker or provide proof of notification and the insurer’s claim/reference number as required under Sub-Clause 17.1, failure to maintain in force or provide evidence of the third-party liability insurance required under Clause 18 [Insurance] and the Contract Data, or failure to cooperate with the Engineer and Employer in the reporting, investigation, assessment, defence, management or processing of a third-party claim in accordance with Sub-Clause 17.1, the Contractor shall pay non-compliance charges to the Employer for this default. These non- compliance charges shall be calculated at the rates stated in the Appendix to Tender, which shall be applied for each incident of non-compliance. Any non-compliance charge arising from defective or non-conforming work shall be without prejudice to the Contractor’s obligation to investigate, rectify and retest the affected work at its own cost. These non-compliance charges shall be the only charges due from the Contractor for such default, other than in the event of termination under Sub-Clause 15.2 [Termination by Employer] prior to completion of the Works. These charges shall not relieve the Contractor from his obligation to complete the Works, or from any other duties, obligations or responsibilities which he may have under the Contract.” (c) Notwithstanding sub-paragraph (b) above, where the Contractor: (i) fails to maintain in force the third-party liability insurance required under Clause 18 and the Contract Data, in which event the Engineer may, with the Employer’s approval, instruct suspension of affected non-emergency work until satisfactory evidence of reinstated cover is provided; (ii) fails to restore or provide satisfactory evidence of the required insurance within 48 (forty- eight) hours after written notice, or the lapse continues for more than 7 (seven) calendar days; (iii) admits liability, negotiates, compromises or settles a third-party claim in breach of Sub- Clause 17.1 and thereby causes material prejudice to the Employer; Sensitivity - General C-21 (iii) fails or refuses to notify its insurer of a potentially covered claim, fails to cooperate materially in the defence or management of the claim, or rejects, repudiates or declines a third-party claim without reasonable grounds and the claim is subsequently upheld, wholly or in part, against the Employer by a court, arbitrator or adjudicator; or such failure shall, where material and subject to any Notice to Correct required under Sub-Clause 15.1 where the breach is capable of remedy, constitute a material breach of Contract entitling the Employer to exercise its rights under Sub-Clause 15.2 [Termination by Employer], without prejudice to any indemnity, reimbursement, suspension, set-off or other remedy available to the Employer under the Contract or in law 8.9 CONSEQUENCES OF SUSPENSION In the 1st paragraph, delete the wording of sub-paragraph (b) and replace with the following: “(b) payment of Cost. The Cost payable shall be the Suspension cost calculated in pay item M030.03(a) as appropriate having regard to any other compensation which may already have been granted in respect of the circumstances concerned.” 10.2 TAKING OVER OF PARTS OF THE WORKS Delete the 2nd paragraph. Between the 3rd and 4th paragraphs insert the following paragraph: “The Employer may make use of any part of the Permanent Works prior to the issue of a Taking Over- Certificate.” Delete the 5th paragraph. 11.9 PERFORMANCE CERTIFICATE In the 1st paragraph, 2nd line and in the 2nd paragraph, 1st line, replace the word “Engineer” with “Employer”. Delete the last sentence of the 2nd paragraph. 11.11 CLEARANCE OF SITE Replace the 1st paragraph with the following: “With the exception of Plant, Materials and Contractor’s Equipment required to complete any outstanding work or to remedy defects or damage as notified by, or on behalf of, the Employer and which Plant, Materials and Contractor’s Equipment have been agreed by the Engineer and the Contractor, the Contractor shall, upon receipt of the Taking-Over Certificate, remove all Contractor’s Equipment and surplus material, wreckage, rubbish and Temporary Works, from the Site unless otherwise instructed by the Engineer.” In the 2nd paragraph, replace “after the Employer receives a copy of the Performance Certificate” with “after the issue of the Taking-Over Certificate”. 12.3 EVALUATION Replace the second sentence of paragraph two with the following: “However a new rate or price shall be appropriate for an item of work only if notice has been given and if ...” In sub-paragraph (a)(iv) replace the word “Contract” with “Appendix to Tender”. 13.3 VARIATION PROCEDURE Add the following after the 3rd paragraph: Sensitivity - General C-22 “The Engineer shall obtain the approval of the Employer prior to issuing an instruction to execute a Variation. Each instruction issued by the Engineer to the Contractor to execute a Variation, unless the Variation is to be executed on a Daywork basis, shall be a written instruction presented in the form of a Works Authorisation (WA). The Works Authorisation Form (WAF) shall be presented by the Engineer to the Employer, who shall signify his approval before the order is signed by the Engineer and issued to the Contractor, who shall acknowledge his acceptance by signing the order. The Contractor shall not accept a Works Authorisation that is not approved and signed by the Employer. If the Contractor considers that an instruction constitutes a Variation, the Contractor shall immediately, and before commencing any work related to an instruction, give a notice to the Engineer with reasons for deeming such instruction a Variation and furnish the Employer with a copy thereof. If the Engineer does not respond within seven days confirming, revoking or varying the instruction, the Engineer shall be deemed to have revoked the instruction.” “The incorporation of a Transferred Road into the Contract Footprint shall be effected by written instruction or Variation in accordance with Part C3. The instruction shall identify, as far as reasonably practicable, the road limits, effective responsibility date, baseline condition information, available asset data, funding and payment mechanism, and any interim emergency obligations. The Contractor shall cooperate with the joint handover and baseline survey and shall update its programme, resource plan, emergency arrangements and cash-flow forecast accordingly.” 13.5 PROVISIONAL SUMS In the 1st line of sub-paragraph (b) after “services” insert “and including items for which a prime cost sum has been provided in the Bill of Quantities”. Add the following after the last paragraph: “The Contractor and Engineer shall follow the procedure as specified in the Project Specification for each Provisional Sum and Prime Cost Sum, prior to any work performed under a Provisional Sum or Prime Cost Sum.” 13.8 ADJUSTMENTS FOR CHANGES IN COSTS Delete from the third sentence of the third paragraph until the end of the sub-clause and substitute: “The formula shall be as follows: Pt = (1 – x) (a Lt/Lo) + (b Et/Eo) + (c Mt/Mo) + (d Ft/Fo) - 1  where: “Pt” is the adjustment multiplier, rounded to the fourth decimal place, to be applied to the estimated contract value of the work carried out in period “t”, this period being a month unless otherwise stated in the Appendix to Tender; “x” is a fixed coefficient, stated in the relevant table of adjustment data, representing the non- adjustable portion in contractual payments; “a”, “b”, “c” and “d” are coefficients representing the estimated proportion of each cost element related to the execution of the Works, as stated in the relevant table of adjustment data; such tabulated cost elements may be indicative of resources such as labour (L), equipment (E), materials (M) and fuel (F); “Lt”, “Et”, “Mt” and “Ft” are the current cost indices for period “t”, each of which is applicable to the relevant tabulated cost element on the last day of the period (to which the particular Payment Certificate relates); and “Lo”, “Eo”, “Mo” and “Fo” are the base cost indices, each of which is applicable to the relevant tabulated cost element on the Base Date. The base cost indices stated in the table of adjustment data shall be used. If their source is in doubt, it shall be determined by the Engineer. Sensitivity - General C-23 Until such time as each current cost index is available, the Engineer shall determine a provisional index for the issue of Interim Payment Certificates. When a current cost index is available, the adjustment shall be recalculated accordingly. If more than one month intervenes between the month applicable to any Interim Payment Certificate and the month applicable to the immediately succeeding Interim Payment Certificate, then the cost indices “Lt”, “Et”, “Mt” and “Ft” applicable to the succeeding Interim Payment Certificate shall each be taken as the arithmetic mean, rounded off to one decimal place, of the relevant indices applicable to the month of measurement and to such intervening months. The value of the relevant Interim Payment Certificate to which the adjustment is to be applied shall be determined by the formula: Ac = T – S – D – G – Ap where: “Ac” is the value of work carried out in period “t” to which the adjustment is to be applied; “T” is the summation of the total value of the preliminary and general items, and the work done, as certified in the Interim Payment Certificate under consideration without any deduction whatsoever and before any adjustment made in terms of this Sub-Clause. “S” is the aggregate of (i), (ii), (iii) and (iv), referred to below, and included in “T” where special arrangements for price adjustments in respect of these amounts were made and recorded at the time the work was ordered: (i) the amounts actually expended and substituted for any prime cost sums, (ii) the value of any work done by Nominated Subcontractors, (iii) the value of any work done against Provisional Sums, and (iv) the value of any extra or additional work done under a Variation. “D” is the value of work included in “T” and done at new rates fixed in terms of Sub-Clause 12.3, where those rates are not based on labour, Contractor’s Equipment or Materials costs in force at the time of tendering. Generally new rates may be based on current costs and de-escalated to the Base Date of the indices, in which case work done at these rates shall not be included in the value of “D”. “G” is the amount included in “T” for Materials classified and dealt with as Special Materials. “Ap” is the summation of all “Ac” amounts determined for all Payment Certificates preceding in time the Payment Certificate under consideration. Save only for Variations ordered to be carried out after the Time for Completion has expired, the Contract Price adjustment factor to be applied to certificates relating to work done or materials supplied after the expiry of the Time for Completion shall be calculated by inserting in the formula referred to in this Sub- Clause the cost indices Lt, Et, Mt and Ft applicable either (i) 49 days prior to the date of expiry of the Time for Completion, or (ii) for the current month: whichever is more favourable to the Employer. The price of each Special Material specified in the Appendix to Tender shall be increased or decreased by the net amount of any change in price incurred after the Base Date, provided that any claim for adjustment in terms hereof shall be substantiated by the submission of acceptable invoices and any other supporting documents which the Engineer considers necessary for that purpose. However, except for Variations ordered in terms of Clause 13 [Variations and Adjustments] all adjustments after expiry of the Time for Completion shall be based on the price of each Special Material either (i) 49 days prior to the date of expiry of the Time for Completion, or (ii) for the current month: whichever is more favourable to the Employer. For the purpose of this Sub-Clause, “the net amount of any change in price” in respect of a particular Material referred to as a Special Material shall be calculated by multiplying the difference between the rate or price entered in the Contract by the Contractor for that Special Material and the equivalent rate or price actually paid by the Contractor for the Special Material by the quantity of the Special Material in question.” 14.1 THE CONTRACT PRICE Sensitivity - General C-24 Add the following new clause (e): “(e) the Contractor shall submit to the Engineer within 28 days after the Commencement Date a full breakdown of all rates. The Engineer may take account of the breakdown when evaluating claims and making Determinations.” 14.3 APPLICATION FOR INTERIM PAYMENT CERTIFICATES In the 1st line of the 1st paragraph, delete “in six copies.” In the 4th line of the 1st paragraph, change “the report” to “reports.” In the 2nd paragraph, sub-paragraph (c), after “above amounts” insert “and 80% of the value of Materials on Site” Add the following as a final paragraph: “If, as stated in the Appendix to Tender, a Retention Money Guarantee is permitted and the Contractor elects to furnish it, the guarantee shall, at the cost of the Contractor, be executed by an insurance company or bank in a form approved by the Employer. The said company or bank shall be registered or licensed to do business in the Republic of South Africa and shall have an office and banking facility in the Republic of South Africa and shall be subject to approval by the Employer. The aggregate liability under the guarantee shall be the maximum amount of retention monies to be retained by the Employer, which amount shall be as stated in the Appendix to Tender. Other conditions, if any, additional to the above standard conditions shall be as stated in the Appendix to Tender. The guarantee shall expire on the date on which the last of the retention monies (which, but for the guarantee, would have been retained by the Employer) becomes payable to the Contractor. The guarantee shall be returned to the guarantor upon final payment of the aggregate liability or on the date of expiry, whichever is the earlier.” 14.5 PLANT AND MATERIALS INTENDED FOR THE WORKS In the 1st paragraph delete “If this Sub-Clause applies”. In the 1st paragraph, after the words, “... sent to the Site for incorporation in the Permanent Works,” add “or if so agreed in writing by the Employer, Plant and Materials intended for incorporation in the Permanent Works and stored at places other than the Site, and clearly demarcated and identified it as the Employer’s property,” Delete the 2nd paragraph. In the existing 3rd paragraph add under sub-paragraph (a): “(iii) ensured that the relevant Plant and Materials have been delivered to and are properly stored on the Site, are protected against, loss, damage, deterioration, and appear to be in accordance with the Contract; and (iv) provided proof of ownership of the Plant and Materials; and (v) for Plant and Materials kept off-site, clearly demarcated and identified it as the Employer’s property.” In the existing 3rd paragraph, delete sub-paragraphs (b) and (c) 14.6 ISSUE OF INTERIM PAYMENT CERTIFICATES In the 2nd line of the 1st paragraph replace “28” with “7” Add the following new sentences at the end of the first paragraph: Sensitivity - General C-25 “The date on which the Contractor submits his Statement to the Engineer shall not be later than the 15th of a calendar month. Interim Payment Certificate issued by the Engineer shall not be later than the 22nd of a month. The Contractor shall not delay interim payment certificates for any reason. No measurement and payment dispute by the contractor shall delay an Interim Payment Certificate. Disputes can be evaluated in the following month and if found valid can be corrected and incorporated in the subsequent certificates. If the Contractor fails to make payment to subcontractors of any sum properly due and payable Clause 14.9 Delayed Payment under the Subcontract in the FIDIC Conditions of Subcontract will apply.” 14.7 PAYMENT In sub-paragraphs (b) and (c) of the 1st paragraph replace “56” with “28”. In sub-paragraphs (b) of the 1st paragraph replace “supporting documents” with “all supporting documents required in terms of the contract;” Delete the 2nd paragraph. 14.8 DELAYED PAYMENT Replace the 2nd paragraph with the following: “These financing charges shall be at the rate prescribed in terms of the Prescribed Rate of Interest Act, 1975 (Act No )”. 14.9 PAYMENT OF RETENTION MONEY In the 1st sentence of the 1st paragraph, after the word “Works”, add the following: “and all outstanding work and defects as stated in the Taking-Over Certificate have been completed” 14.10 STATEMENT AT COMPLETION In the 2nd line of the 1st paragraph delete “six” and replace with “three”. 14.11 APPLICATION FOR FINAL PAYMENT CERTIFICATE In the 2nd line of the 1st paragraph delete “six” and replace with “three”. 15.1 NOTICE TO CORRECT Add the following at the end of the paragraph: “The Notice to correct shall: (a) describe the Contractor’s failure; (b) state the Sub-clause and/or provisions of the Contract under which the Contractor has the obligation; and (c) specify the time within which the Contractor shall remedy the failure, which shall be reasonable, taking due regard of the nature of the failure and the work and/or other action required to remedy it. After receiving a Notice to Correct the Contractor shall immediately respond by giving a Notice to the Engineer describing the measures the Contractor will take to remedy the failure and stating the date on which such measures will be commenced in order with the time specified in the Notice to correct. The time specified in the Notice to Correct shall not imply any extension of Time for Completion.” 15.2 TERMINATION BY THE EMPLOYER In the 1st paragraph replace the 1st sentence with the following: “The Employer shall be entitled to give a Notice to Terminate to the Contractor of the Employer’s intention to terminate the Contract or, in the case of sub-paragraph e) or f) below, a Notice of Termination, if the Contractor:” Sensitivity - General C-26 In sub-paragraph (d), after the words “...the requirement agreement,” add the following “fails to disclose its subcontractor agreements,” In sub-paragraph (e), after the words “... or carries on business under a receiver,” add the following “or under a business rescue practitioner,” Delete the word “or” at the end of sub-paragraph (e) and replace sub-paragraph (f) with the following: "(f) gives or has given, offers to give or has offered to give (directly or indirectly) to any person any bribe, gift, gratuity, commission or other thing of value, as an inducement or reward: (i) for doing or forbearing to do any action in relation to the Contract or any other contract with the Employer or State Department or Organ of State, or (ii) for showing or forbearing to show favour or disfavour to any person in relation to the Contract or any other contract with the Employer or State Department or Organ of State, or if any of the Contractor’s Personnel, agents or Subcontractors gives or has given, offers to give or has offered to give (directly or indirectly) to any person any such inducement or reward as is described in this sub-paragraph (f). However, lawful inducements and rewards to Contractor’s Personnel shall not entitle termination," “(g) commits a material or repeated breach of Sub-Clause 17.1 [Indemnities and Third-Party Claims] or Clause 18 [Insurance], including a failure to maintain the required third-party liability insurance or to comply with the claims notification, cooperation, defence or reimbursement obligations, and fails to remedy the breach within the period stated in a Notice to Correct under Sub-Clause 15.1 where the breach is capable of remedy, or where the breach causes material prejudice to the Employer which is not reasonably capable of remedy.” 17.1 INDEMNITIES In the 1st paragraph delete “and” at the end of sub-paragraph (b)(i). Delete the full stop at the end of sub-paragraph (b)(ii) and substitute “,” and insert the following sub- paragraphs: “(c) the loss of output and delay caused by the slowing down or partial or total stoppage of work caused by: (i) all or any of the Contractor’s Personnel or ex-Personnel as a result of a dispute between all or any of the Contractor’s Personnel or dismissed Contractor’s Personnel and the Contractor, or all or any of the Subcontractor’s Personnel and the Subcontractor, and (ii) all or any of the Contractor’s Suppliers’ difficulty or impossibility to deliver goods or materials needed to perform the Works, (d) any unlawful, riotous or disorderly conduct by or amongst the Contractor’s Personnel or dismissed Contractor’s Personnel, (e) any liability for damage incurred to, or loss of, property within the site identified in the contract documents as not belonging to the Employer regardless of whether or not such damage or loss is caused by the Contractor’s equipment, (f) all damages, losses and expenses (including legal fees and expenses) resulting from the loss of output and delay caused by the slowing down or partial or total stoppage of work caused by: (i) all or any of the Contractor’s workforce (or dismissed Contractor’s Personnel) as a result of a dispute between all or any of the Contractor’s Personnel (or dismissed contractor’s Personnel) and the Contractor; or (ii) all or any of the Contractor’s suppliers’ difficulty or impossibility to deliver goods or materials needed to perform the Works, and (g) harm or damage to the environment caused in the performance of the Works, (h) 3rd party claims for damages (such as pothole claims) resulting from the use of the Road upon which the Contractor is appointed for in terms of this Contract.” Add the following final paragraphs: “To the extent, if any, that the Contractor is responsible for the design of part of the Permanent Works under Sub-Clause 4.1 [Contractor’s General Obligations], and/or any other design under the Contract, the Contractor shall also indemnify and hold harmless the Employer against all acts, error or Sensitivity - General C-27 omissions by the Contractor in carrying out the Contractor’s design obligations that result in the Works (or Section or Part or major item of Plant, if any), when completed, not being fit for the purpose(s) for which they are intended under Sub-Clause 4.1 [Contractor’s General Obligations]. The Contractor shall indemnify the Employer against any liability for physical damage incurred to, or loss of, property within the Site identified in the Contract as not belonging to the Employer regardless of whether or not such damage or loss is caused by the Contractor’s equipment. The Contractor shall notify the Engineer and the Employer in writing within 48 (forty-eight) hours of becoming aware of any incident, occurrence, act or omission which has given rise to, or may reasonably be expected to give rise to, a claim by a third party arising out of or in connection with the Contractor’s performance or non-performance of the Contract, including the Works, routine maintenance, traffic accommodation, emergency response, inspections, patrols and make-safe obligations. Where any such matter may fall within insurance cover required under Clause 18 [Insurance], the Contractor shall notify its insurer and/or broker within the period required by the applicable policy and, in any event, within 48 (forty-eight) hours of becoming aware of the matter. Within 2 (two) working days thereafter, the Contractor shall provide the Engineer and the Employer with proof of notification and the insurer’s claim or reference number. The Contractor shall thereafter provide the Engineer and the Employer with all information, documentation, reports and access reasonably required to investigate, assess, manage and process the claim, and shall keep them updated on the status of the claim and the insurer’s position until final resolution. The Contractor shall authorise its insurer and/or broker to communicate directly with the Engineer and the Employer regarding notification of the claim, applicable cover, information required, claim status and settlement discussions. Such authority shall not create any right against the insurer beyond the insurance policy or applicable law. The Contractor shall not admit liability, negotiate, compromise or settle any third-party claim referred to in this Sub-Clause without the prior written consent of the Employer and, where required by the policy, the insurer. Any admission, negotiation or settlement made in breach of this paragraph shall not bind the Employer and shall be at the Contractor’s own risk and cost. Where the Engineer or Employer forwards a third-party claim to the Contractor, the Contractor shall promptly notify the insurer if the matter may be covered, investigate the claim in good faith and provide a reasoned written response to the Engineer and the Employer within 14 (fourteen) days. The response shall state the material facts, the contractual and factual grounds for the Contractor’s position, the supporting evidence relied upon, and the insurer’s coverage and/or liability position, if available. The Contractor shall not reject, repudiate or decline a claim solely on its own assessment without first complying with the notification and investigation obligations in this Sub-Clause. Any rejection, repudiation, exclusion, excess, deductible, exhaustion of limit or other refusal or limitation of indemnity by the Contractor’s insurer shall not relieve the Contractor of any indemnity, liability or obligation assumed under this Contract. Where a third-party claim is pursued against the Employer and the matter may fall within the Contractor’s indemnity obligations under this Sub-Clause 17.1 the contractor exempts the Employer liability of 3rd party claims that arise or are submitted during the defects notification period/routine road maintenance contract. Should any party institute legal action against the Employer, the Employer will recover both the quantum and legal costs or legal costs from the contractor , the Contractor shall, upon written request, provide or procure the defence of the claim and shall cooperate fully with the Employer. The Contractor must be joined as a party in any proceedings wherein a third-party claim is pursued against the Employer. The Employer may participate in the defence and appoint its own legal or technical advisers where reasonably necessary to protect its interests. If the Contractor or its insurer fails or refuses to provide an effective defence within 5 (five) working days after written request, or where urgent action is reasonably required to protect the Employer’s position, the Employer may investigate, defend, negotiate or settle the claim. Where the matter giving rise to the claim falls within the Contractor’s indemnity obligations under this Sub-Clause 17.1, the Contractor shall reimburse the Employer, in full, for

the amount of any judgment, award, reasonable settlement or binding determination against the Employer; and Sensitivity - General C-28

all reasonable legal, expert, investigation, claims-handling and other costs and disbursements actually incurred by the Employer in investigating, defending, managing and resolving the claim, to the extent not recovered from the insurer or another party, as an indemnity under this Sub-Clause 17.1 and irrespective of the limitation of liability in Sub-Clause 17.6. The Employer shall not be required to obtain the Contractor’s consent to a settlement where the Contractor and its insurer have been given a reasonable opportunity to participate and the Contractor unreasonably withholds or delays consent, fails to respond, or fails or refuses to provide an effective defence. Any settlement for which reimbursement is claimed from the Contractor shall be reasonable in the circumstances. The obligations in this Sub-Clause relating to notification, cooperation, defence, indemnity and reimbursement shall survive completion or termination of the Contract in respect of any incident, act or omission occurring during the period of the Contract. Any amount finally due to the Employer under this Sub-Clause may be recovered as a debt or set off against amounts otherwise due to the Contractor, subject to the Employer complying with the applicable notice and determination provisions of the Contract. The Employer shall not recover twice for the same loss.” 17.4 CONSEQUENCES OF EMPLOYER’S RISKS In the first sentence of the second paragraph, insert “to the Works, Good or Contractor’s Documents” after the word “damage”. 17.6 LIMITATION OF LIABILITY In the third line of the first paragraph the remainder of the sentence after the word under replace “Sub- Clause 17.1 [Indemnities] and Sub-Clause 17.4 [Consequences of Employer’s Risks]”with: “as specifically provided for in Sub-Clause 8.7 [Delay Damages and Other Non-compliance Charges]; Sub-Clause 11.2 [Cost of Remedying Defects]; Sub-Clause 15.4 [Payment after Termination]; Sub- Clause 16.4 [Payment on Termination]; Sub-Clause 17.1 [Indemnities]; Sub-Clause 17.4 [Consequences of Employer’s Risks] and Sub-Clause 17.5 [Intellectual and Industrial Property Rights].” 18.1 GENERAL REQUIREMENTS FOR INSURANCES Add the following under Sub-Clause 18.1 The Contract Data currently provides a minimum third-party liability insurance amount of R 20 000 000. Before issue, confirm the adequacy of this limit for the specific contract and state expressly whether the limit applies per occurrence and whether any annual aggregate applies. “The Contractor shall maintain the required third-party liability insurance continuously for the period required by the Contract. Before the Commencement Date and on each renewal, the Contractor shall provide the Employer and Engineer with an insurer- or broker-confirmed policy schedule or certificate and the relevant endorsements, showing at least the insurer, policy number, period of insurance, limit of indemnity, excess or deductible, annual aggregate basis (if any), insured parties and claims contact details. A certificate shall not replace the policy or endorsements where the Employer reasonably requires them for verification. Unless otherwise approved in writing by the Employer, the policy shall, to the extent applicable to the required cover, provide that the Employer is included as a co-insured, additional insured or separately indemnified party for liabilities arising from the Contractor’s performance or non-performance of the Contract; include cross-liability and severability of interests; provide contractual liability cover sufficient to respond to the Contractor’s insurable obligations under Sub-Clause 17.1; and provide that any policy excess or deductible is for the Contractor’s account. The Contractor shall also obtain non-vitiation protection, waiver of subrogation against the Employer and advance notice of cancellation or material reduction in cover where such provisions are commercially available on reasonable terms, or shall obtain the Employer’s prior written approval to any departure. If the insurance is written on a claims-made basis, the Contractor shall maintain the applicable retroactive date and continuous cover, or equivalent run-off or extended reporting cover, for not less Sensitivity - General C-29 than 36 (thirty-six) months after the Performance Certificate, unless a longer period is stated in the Contract Data. The Contractor shall immediately notify the Employer and Engineer of any cancellation, lapse, material reduction, reservation of rights or other circumstance which may materially affect the cover required by the Contract. The Contractor shall authorise the insurer and/or broker to confirm directly to the Employer and Engineer the status of the policy and any claim notified under Sub-Clause 17.1. The existence of insurance, any excess or deductible, any exclusion or limitation, or any rejection or repudiation of cover by the insurer shall not relieve the Contractor of any obligation or liability under the Contract. Without prejudice to the Employer’s rights under Clause 18, any cost reasonably incurred by the Employer in procuring replacement cover because of the Contractor’s default shall be recoverable from the Contractor.” 18.2 INSURANCE FOR WORKS AND CONTRACTOR’S EQUIPMENT In the 4th paragraph, delete the wording of sub-paragraph (d) and replace with the following: “(d) shall also cover loss or damage to a part of the Works which is attributable to the use or occupation by the Employer of another part of the Works, and loss or damage from the risks listed in sub- paragraphs (g) and (h) of Sub-Clause 17.3 [Employer’s Risks], and shall include insurance with the South African Special Risks Insurance Association (SASRIA) that cover loss or damage from the risks listed in sub-paragraph (c) of Sub-Clause 17.3 [Employer’s Risks], and” 19.1 DEFINITION OF FORCE MAJEURE In the 3rd line of sub-paragraph 19.1(iii) insert “or suppliers,” after the word “Subcontractors”. 19.4 CONSEQUENCES OF FORCE MAJEURE Insert the following after the 1st paragraph: “If, however, the Contractor is prevented from performing any of his obligations under the Contract by Force Majeure events of the kind listed in clause 19.1 sub-paragraph (iii), the Contractor shall not be entitled to any extension of time for any such delay and shall not be entitled to payment of any such Cost, if all the following conditions are not satisfied: (1) The Contractor has engaged with the persons responsible for the riot, commotion, disorder, strike or lockout; has met with the persons or leaders; and has recorded the persons or leaders details, their grievances, the organisations involved, all threats made; and has requested the persons or leaders to cease all unlawful conduct; and (2) The Contractor has obtained proof of the riot, commotion, disorder, strike or lockout, and of any unlawful conduct; and (3) The Contractor has reported all threats and unlawful conduct to the South African Police Service; and (4) The Contractor has brought an urgent application to the court that correctly identify the respondents and define the unlawful conduct to be interdicted; and (5) The Contractor has exhausted all available legal and other remedies to ensure that the court order is enforced.” 19.5 FORCE MAJEURE AFFECTING SUBCONTRACTOR Amend the title to read “Force Majeure Affecting Subcontractor and Supplier”. In the first line insert “or supplier” after the word “Subcontractor” 20.1 CONTRACTOR’S CLAIMS In paragraph 5, insert the following after the first sentence: "If an extension of time is granted the Contractor shall be paid such time-related Preliminary and General allowances as are appropriate having regard to any other compensation which may already have been granted in respect of the circumstances concerned. Payment of costs additional to the above will only be considered if the costs derive from claims that fall within the terms of Clause 13 [Variations and Adjustments] and/or Sub-clause 17.3 [Employer’s Risks].”

B-BBEE Details: .....................................................................................................................................................

.................................................................................................................................... (in words)

R .................................................................. (in figures)

I/we confirm that if any difference between the total of the Pricing Schedule Summary and the

amounts stated above exists, the total in the Pricing Schedule Summary shall apply.

B. Preference claimed

I/we claim a B-BBEE status level ........................ contributor as per Returnable Schedule

Form A12: Tenderer’s B-BBEE Verification Certificate subject to tender data clause 5.11.8. In the

event of any difference between the above stated level of contributor and the B-BBEE Verification

Certificate attached to Form A13.1, the B-BBEE Verification Certificate shall apply.

4. You may accept this offer by signing and returning to the tenderer one copy of the acceptance

part of the forms of offer and acceptance before the end of the period of validity stated in the

tender data, (or at the end of any agreed extension thereof), whereupon the tenderer becomes

the party named as the contractor in the conditions of contract identified in the contract data.

5. Notwithstanding anything contained in a covering letter to this tender, I/we declare this offer is

submitted entirely without deviations or qualifications other than those stipulated in Form A10:

Schedule of Deviations or Qualifications by Tenderer, and that it is made free from any fraud,

corruption and misrepresentation.

Sensitivity - General

C-4

Yours faithfully

Signature: ..................................................

The tender will be evaluated on the basis of the information provided in the Contract Data, including company size, BEE level, black equity percentage, and CIDB grading. The returnable documents table indicates which documents are mandatory and which are incorporated into the contract. The bidder must ensure all required documents are submitted.