SUPPLY INSTALLATION AND COMISSIONING OF LIGHTNING PROTECTION SYSTEM

GENERAL CONDITIONS OF CONTRACT (GCC)

BHARAT PETROLEUM CORPORATION LIMITED

I DEFINITION OF TERMS

II GENERAL INFORMATION ABOUT SITE

III GENERAL INSTRUCTION FOR THE TENDERER

IV INTERPRETATION OF CONTRACT DOCUMENTS

V PERFORMANCE OF WORK

VI BILLS / MEASUREMENT / PAYMENT

VII TAXES AND DUTIES

VIII LABOUR LAWS AND OTHER REGULATIONS

IX VARIOUS PROFORMA

GENERAL CONDITIONS OF CONTRACT

DEFINITION OF TERMS

In the contract documents as herein defined where the context so admits, the following words and

expressions will have following meanings:

1) “The Owner/Company/BPCL” means the Bharat Petroleum Corporation Limited, incorporated

in India having its registered office at 4 & 6, Currimbhoy Road, Ballard Estate, Mumbai -

400038 or their successors or assigns

2) “The Contractor” means the person or the persons, firm or Company whose tender has been

accepted by the Owner and includes the Contractor’s legal representative, his successor and

permitted assigns.

3) The “Managing Director” shall mean the Chairman and Managing Director of the Bharat

Petroleum Corporation Limited or his successor in office designated by the Owner.

4) The “Engineer-in-Charge” shall mean the person designated as such by the Owner and shall

Include those who are expressly authorised by the Owner to act for and on his behalf for

operation of this contract.

5) The “Work” shall mean the works to be executed in accordance with the contract or part

thereof as the case may be and shall include extra, additional, altered or substituted works as

required for purpose of the contract.

6) The “Permanent Work” means and includes works which will be incorporated in and form a

part of the work to be handed over to the Owner by the Contractor on completion of the

7) The “Construction Equipment” means all appliances, Tools/Tackles and equipment of

whatsoever nature for the use in or for the execution, completion, operation or maintenance

of the work unless intended to form part of the Permanent work.

8) The “Site” means the areas on which the permanent works are to be executed or carried out

and any other places provided by the Owner for purpose of the contract.

9) The “Contract Document” means collectively the Tender Document. Designs. Drawings or

Specifications, agreed variations, if any, and such other document constituting the tender and

acceptance thereof.

10) The “Consultant” means the consulting engineers Nominated/appointed by the Owner for this

11) The “Sub-Contractor” means any person or firm or Company (other than the Contractor) to

whom any part of the work has been entrusted by the Contractor, with the written consent of

the Engineer-in-Charge, and the legal personal representatives, successors and permitted

assigns of such person, firm or company.

12) The “Contract” shall mean the Agreement between the Owner and the Contractor for the

execution of the works including therein all contract documents.

13) The “Specification” shall mean the various technical specifications attached and referred to in

the tender documents. It shall also include the latest editions, including all

addenda/corrigenda, of relevant Indian Standard Specification, specifications of the other

country published before entering into Contract.

14) The “Drawings” shall include maps, plans and tracings or prints thereof with any modifications

approved in writing by the Engineer-in-Charge and such other drawings as may, from time to

time, furnished or approved in writing by the Engineer-in-Charge.

15) The “Tender” means the tender submitted by the Contractor for acceptance by the Owner.

16) The “Alteration Order” means an order given in writing by the Engineer-in-Charge to effect

additions to or deletion from and alterations in the works.

17) The “Completion Certificate” shall mean the certificate to be issued by the Engineer-in-Charge

to the contractor when the works have been completed to his satisfaction.

18) The “Final Certificate” in relation to a work means the certificate issued by the Engineer-in-

Charge after the period of liability is over for releasing the retention money/PBG.

19) The “Period of Liability” in relation to a work means the specified period during which the

Contractor stands responsible for rectifying all defects that may appear in the works.

GENERAL INFORMATION ABOUT SITE

2.1 LOCATION OF SITE & ACCESSIBILITY:

The site location is described in the Special Conditions of Contract. The intending tenderer

should inspect the site and make himself familiar with site conditions and available facilities.

Entry into the BPCL areas is restricted depending on location/site. Only pass holders as also

vehicles with special permits are permitted in such restricted areas. Inside the premises access

to various work spots is also further regulated by permits issued for each area. Non-availability

of access roads or permits for entry of vehicles/equipment to any specific area shall in no case

be the cause to condone any delay in execution of works or be the cause for any claims or

extra compensations.

2.2 SCOPE OF WORK

The scope of work is defined in the Special Conditions of Contract and specifications. The

Contractor shall provide all necessary materials/ Supervision / labour etc. for the execution of

the work till completion unless otherwise mentioned in these tender documents. All

services/materials that go with the work shall be approved by Engineer-in-Charge prior to

procurement/execution and use.

2.3 LAND FOR CONTRACTOR’S FIELD, GODOWN AND WORKSHOP:

The tenderer should visit the site and acquaint himself with site conditions, availability of water,

electricity, approach roads, construction materials as per specifications, shelter for his staff, etc.

since these are to be provided/arranged by the tenderer (unless otherwise specified) at his

The owner will, at his discretion and convenience based on availability for the duration of the

execution of the work, make available, land for construction of contractor’s field office, go-

downs, workshop and fabrication yard required for the execution of the contract. The

contractor shall at his own cost construct all these temporary buildings and provide suitable

water supply and sanitary arrangement approved by the Engineer-in-Charge.

On completion of the works undertaken by the Contractor, he shall remove all temporary

works/ shed erected by him and have the site cleaned as directed by Engineer-in-Charge if the

contractor shall fail to comply with these requirements, the Engineer-in-charge may at the

expenses of the Contractor remove such surplus and rubbish material, dispose off the same as

he deems fit and get the site cleared as aforesaid; and the contractor shall forthwith pay the

amount of all expenses so incurred and shall have no claim in respect of any such surplus

materials disposed off as aforesaid. But the Owner reserves the right to ask the Contractor any

time during the pendency of the contract to vacate the land by giving seven days notice on

security reasons or on material interest otherwise.

2.4 SAFETY STANDARDS FOR TEMPORARY BUILDINGS

All temporary buildings, sheds, workshops, field stations etc. shall be constructed in

conformation with the safety and security regulations of the owner as regards location and

type of structure.

GENERAL INSTRUCTION FOR TENDERER

3 SUBMISSION OF TENDER:

3.1 The quotation should be submitted only in the manner and the form prescribed in the Request

For Quotation (RFQ)/Tender enquiry.

3.2 Addenda/Corrigenda to this tender document if issued must be signed and submitted along

with the tender document. The tenderer should consider the Addenda/Corrigenda and should

price the work based on revised quantities when amendments for quantities are issued in

Tenders shall be participated online through bpcl e-procurement website (www.bpcleproc.in). Necessary

Tenders documents should always be placed in double sealed covers, superscribing tender CRFQ

number, name and shall be sent to BPCL, Akolner POL Depot, P.O. Akolner,,Ahmednagar –

The full name, postal address and telegraphic address of the tenderer shall be written on the bottom left

hand corner of the sealed cover. (This will not be applicable in the case of e-tenders) Tenders received

in open condition (priced bid) are liable to be rejected.

3.3 Instructions for two part bidding

i) The bid should be submitted in two parts viz.

a. Techno-commercial bid.

ii) Techno-commercial bid shall have the following information/details

a. Technical deviation if any.

b. Commercial deviation if any like extra taxes, duties etc.

c. Copy of price bid with prices blanked off.

d. Any other relevant information.

iii) Price Bid shall have only prices as per schedule of Rates.

iv) Techno-commercial bid and price bid shall be enclosed in two separate envelopes with the

subject job, type of bid, bidders name super-scribed on top. Both these envelopes shall be

sealed in a common envelope and submitted as specified above and in covering letter. (This

will not be applicable in the case of e-tenders)

4.1 The tenders, as submitted shall include all documents/details asked for by BPCL in the

RFQ/Tender enquiry.

4.2 All pages to be initialed:

Wherever signed tender documents are submitted, all signatures in the documents shall be

dated, as well as all the pages of the documents shall be initialed at the lower right hand corner

and signed wherever required in the tender papers by the tenderer or by a person holding

power of attorney authorizing him to sign on behalf of the tenderer before submission of

tender. Tenders without signatures as stated above are liable to be rejected.

4.3 Rates to be in Figures and Words:

The tenderer should quote the rates in English both in figures as well as in words. Offers

received without the rates in figures and in words are liable for rejection. In case of discrepancy

exists between the rate quoted in figures and in words, the rates quoted in words will prevail.

4.4 Corrections and Erasures:

All corrections and alteration in the entries of tender papers will be signed in full by the

tenderer with date. No erasures or over-writings are permissible.

In case of priced bids containing overwriting/cuttings/erasures in the quoted rates and in

case these are not attested by the signatory of the bid, such priced bids are liable to be

rejected without giving any further notice.

4.5 Signature of Tenderer:

The tender shall contain the name, residence and place of business of person or persons

making the tender and shall be signed by the tenderer with his usual signature with company

stamp. Partnership firms shall furnish the full names of all partners in the tender. It should be

signed in the partnership name by all the partners or by duly authorized representative

followed by the name and designation of the person signing with company stamp.

Tender by Company or Corporation registered under the relevant companies act, shall be

signed by the authorized representative and a power of attorney in that behalf shall

accompany the tender.

4.6 Transfer of tender documents issued to one intending tenderer to another is not permissible.

5 PURCHASE PREFERENCE:

Owner reserves its right to allow Public Sector Enterprises (Central/State), purchase preference

as admissible/applicable from time to time under the existing Govt. policy. Purchase

preference to a PSE shall be decided based on the price quoted by PSE as compared to L1

Vendor at the time of evaluation of the price bid.

Owner reserves its right to allow Micro and Small Enterprises (MSEs) and MSEs owned by

Scheduled Caste (SC) or the Scheduled tribe (ST) entrepreneurs, purchase preference as

admissible/applicable from time to time under the existing Govt. policy. Purchase preference

to a MSE and a MSE owned by SC/ST entrepreneurs shall be decided based on the price quoted

by the said MSEs as compared to L1 Vendor at the time of evaluation of the price bid.

6 (a) EARNEST MONEY:

The tenderer must submit/ deposit earnest money, if specified in the RFQ/Tender enquiry,

failing which the tender is liable to be rejected. The earnest money can be deposited in the

form of Demand Draft or Bank Guarantee in favour of Bharat Petroleum Corporation Limited.

Earnest Money deposit (EMD) is not applicable for registered contractors of BPCL.

In the case of open tenders the tenderer shall be required to submit along with his quotation

a Bank Draft in favour of Bharat Petroleum Corporation Ltd. For a sum equivalent to 5% of the

total tendered value of works as earnest money deposit, subject to a maximum of Rs.100000/-

Permissible forms of EMD are Bank Drafts drawn in favor of BPCL or Bank Guarantee executed

by any Scheduled Bank.

NOTE: The Bank Guarantee so furnished by the tenderer shall be in the proforma prescribed

by the owner. No interest shall be paid by the Owner on the earnest money deposit by the

tenderer. The earnest money of the unsuccessful tenderer will be refunded.

(b) SECURITY DEPOSIT:

Unless otherwise specified in the special conditions of contract, in the case of contractors not

registered with BPCL, the earnest money deposit (EMD), of the contractor whose tender may

be accepted, will be converted to security deposit for due performance of the contract. The

“performance security deposit/retention money” vide clause 18 shall also be applicable limiting

to a maximum of 10% of the contract value.

Tender submitted by tenderers shall remain valid for acceptance for a period of six months

from the date of opening of the tender (Technical Bid in the case of two bid). The tenderer

shall not be entitled during the said period of six months, without the consent in writing of the

Owner, to revoke, or cancel his tender or vary the tender given or any term thereof. In case of

tenderer revoking or canceling his tender, varying any terms in regard thereof without the

consent of Owner in writing, appropriate penal action will be taken by BPCL as deemed fit

including putting the tenderer/contractor on ‘Holiday listing’/’Delisting’ barring the

tenderer/contractor from participating in future tenders for an appropriate period from the

date of revocation/cancellation/varying the terms. Further in the case of contractors who are

not registered with BPCL, the earnest money deposited by him will be forfeited. Once the

quotation is accepted the rates quoted shall be firm till the entire work is completed.

8 ADDENDA / CORRIGENDA:

Addenda/ Corrigenda to the tender documents may be issued prior to the date of opening of

the tenders to clarify documents or to effect modification in the design or tender terms. All

addenda/corrigenda issued shall become part of tender Document.

9 RIGHT OF OWNER TO ACCEPT OR REJECT TENDER:

9.1 The right to accept the tender will rest with the Owner. The Owner, however, does not bind

itself to accept the lowest tender, and reserves to itself the authority to reject any or all the

tenders received without assigning any reason whatsoever.

9.2 The whole work may be split up between two or more contractors or accepted in part and not

entirely if considered expedient.

9.3 Tenders in which any of the particulars and prescribed informations are missing or are

incomplete in any respect and/or the prescribed conditions are not fulfilled are liable to be

9.4 Canvassing in connection with tenders is strictly prohibited and tenders submitted by the

tenderer who resort to canvassing will be liable to rejection.

9.5 Tender containing uncalled remarks or any additional conditions are liable to be rejected.

10 INTEGRITY PACT (IP):

Vendors are requested to sign & return our pre-signed IP document, if applicable. This

document is essential & binding. Vendor's failure to return the IP document duly signed along

with Bid Document may result in the bid not being considered for further evaluation.

11 COLLECTION OF DATA TENDERER’S RESPONSIBILITY & TIME SCHEDULE:

The tenderer shall visit the site and acquaint himself fully of the site and no claims whatsoever

will be entertained on the plea of ignorance or difficulties involved in execution of work or

carriage of materials.

The time period allowed for carrying out the job shall be as shown in tender document.

Request for revision for time schedule after tenders are opened will not be received for

12 RETIRED GOVERNMENTS OR COMPANY OFFICER:

No Engineer of Gazetted rank or other Gazetted Officer, employed in Engineering or

Administrative duties in an Engineering Department of the States/Central Government or of

the Owner is allowed to work as a Contractor for a period of two years after his retirement

from Government service or from the employment of the Owner without the previous

permission of the Owner. The contract, if awarded, is liable to be cancelled if either the

contractor or any of his employees is found at any time to be such a person, who had not

obtained the permission of the State/ Central Government, or of the Owner as aforesaid before

submission of tender, or engagement in the Contractor’s service as the case may be.

13 SIGNING OF THE CONTRACT:

The successful tenderer shall be required to execute an agreement in the proforma attached

with tender enquiry within a period of one month of the receipt by him of the notification of

acceptance of tender. The payment will not be processed till the time the agreement is

14 FIELD MANAGEMENT:

The field management will be the responsibility of the Engineer-in-Charge, who will be

nominated by the Owner. The Engineer-in-Charge may also authorize his representatives to

perform his duties and functions.

Coordination of Work - The Engineer-in-Charge shall coordinate the work of various agencies

engaged at site to ensure minimum disruption of work carried out by different agencies. It

shall be the responsibility of the contractor to plan and execute strictly in accordance with the

site instructions to avoid hindrance to the works being executed by other agencies.

14A CONSULTANCY CONTRACTS:

This General Conditions of Contract (GCC) will be binding for Consultancy jobs only to the

extent of its applicability to the context of consultancy jobs.

INTERPRETATION OF CONTRACT DOCUMENTS

15 INTERPRETATION OF CONTRACT DOCUMENT:

15.1 Except if and to the extent otherwise provided by the Contract, the provisions of the General

Conditions of Contract and special conditions shall prevail over those of any other documents

forming part of the contract. Several documents forming the contract are to be taken as

mutually explanatory. Should there be any discrepancy, inconsistency, error or omission in the

contract or any of the matter may be referred to Engineer-in-Charge, who shall give his

decisions and issue to the Contractor instructions directing in what manner the work is to be

carried out. The decision of the Engineer-in-Charge shall be final and conclusive and the

contractor shall carry out work in accordance with this decision.

15.2 Works shown upon the drawing but not mentioned in the specifications or described in the

specification without being shown on the drawings shall nevertheless be held to be included

in the same manner as if they had been specifically shown upon the drawings and described

in the specifications.

15.3 Headings and marginal notes to the clauses of these General Conditions of Contract or to

specifications or to any other tender document are solely for the purpose of giving a concise

indication and not a summary of the content thereof, and they shall never be deemed to be

part thereof or be used in the interpretation or construction thereof of the Contract.

16.4 Singular and Plural:

In these contract documents unless otherwise stated specifically, the singular shall include the

plural and vice-versa wherever the context so requires. Words indicating persons shall include

relevant incorporated companies/ registered as associations/ body of individual/ firm or

16 SPECIAL CONDITIONS OF CONTRACT:

16.1 Special Conditions of contract shall be read in conjunction with the General Conditions of

Contracts, specification of work, Drawings and any other documents forming part of this

contract wherever the context so requires.

16.2 Notwithstanding the sub-division of the documents into these separate sections and volumes

every part of each shall be deemed to be supplementary to and complementary of every other

part and shall be read with and into the contract so far as it may be practicable to do so.

16.3 Where any portion of the General Conditions of Contract is repugnant to or at variance with

any provisions of the Special Conditions of Contract then, unless a different intention appears

the provisions of the Special Conditions of Contract shall be deemed to over-ride the provision

of the General Conditions of Contract and shall to the extent of such repugnance or variations,

16.4 Wherever it is mentioned in the specifications that the Contractor shall perform certain work

or provide certain facilities, it is understood that the contractor shall do so at his own cost.

16.5 The materials, designs and workmanship shall satisfy the relevant Indian Standards, the Job

specifications contained herein and codes referred to. Where the job specifications stipulate

requirements in addition to those contained in the standard codes and specifications, these

additional requirements shall also be satisfied.

17 CONTRACTOR TO OBTAIN HIS OWN INFORMATION:

The contractor in fixing rate shall for all purposes whatsoever be deemed to have himself

independently obtained all necessary information for the purpose of preparing his tender. The

contractor shall be deemed to have examined the Contract Documents, to have generally

obtained his own information in all matters whatsoever that might affect the carrying out the

works at the scheduled rates and to have satisfied himself to the sufficiency to his tender. Any

error description of quantity or omission there from shall not vitiate the contract or release the

Contractor from executing the work comprised in the contract according to drawing and

specifications at the scheduled rates. He is deemed to have known the scope, nature and

magnitude of the works and the requirements of materials and labour involved etc. and as to

what all works he has to complete in accordance with the contract documents whatever be the

defects, omissions or errors that may be found in the Contract Documents. The Contractor

shall be deemed to have visited surrounding to have satisfied himself to the nature of all

existing structures, if any, and also as to the nature and the conditions of the Railways, roads,

bridges and culverts means of transport and communications, whether by land, water or air,

and as to possible interruptions thereto and the access to and regress from the site, to have

made enquiries, examined and satisfied himself as to the sites for obtaining sand, stones, bricks

and other materials, the sites for disposal of surplus materials the available accommodation as

to whatever required, depots and such other building as may be necessary for executing and

completing the works, to have made local independent enquiries as to the sub-soil water and

variations thereof, storms, prevailing winds, climate conditions and all other similar matters

affecting these works. He is deemed to have acquainted himself as to his liability for payment

of Government taxes, customs duty and other charges.

Any neglect or failure on the part of the Contractor in obtaining necessary and reliable

information upon the foregoing or any other matters affecting the contract shall not relieve

him from any risk or liabilities or the entire responsibility from completion of the works at the

scheduled rates and time in strict accordance with the contract documents.

No verbal agreement or inference from conversation with any officer or employee of the owner

either before or after the execution of the contract agreement shall in any way affect or modify

any of the terms or obligations herein contained.

18 PERFORMANCE SECURITY DEPOSIT/RETENTION MONEY:

18.1 To ensure performance of the contract and due discharge of the contractual obligations, the

successful contractor will have to provide security deposit of 10% of the contract value unless

otherwise specified in the Special Conditions of Contract.

This Security deposit may be furnished in the form of an Account payee Demand Draft payable

to BPCL or Bank Guarantee in the prescribed format. The contractor shall have the option to

adjust any Earnest Money Deposit- (EMD) if paid by demand draft towards security deposit if

he so desires or otherwise if submitted by way of bank guarantee the validity of the same to

be extended suitably as advised by BPCL.

In the case of security deposit submitted in the form of Bank guarantee, the Bank Guarantee

shall be valid and remain in force till the contractual completion period (expiry of the defect

liability period- refer clause-74, if applicable) and with a claim period of six months thereafter.

The Bank Guarantee shall be in the form prescribed.

In case the successful contractor is not furnishing the performance security deposit as referred

above on award of the job, the same shall be deducted from each running account bills at the

rate of 10% of bill value till overall security deposit of 10% as mentioned above is collected.

The security deposit will be retained till the successful completion of the work and thereafter

till the expiry of the defect liability period (refer clause-74), if applicable. This retention

money/Bank guarantee held shall be released after the expiry of the defect liability period

provided that any defects appearing during that period are corrected by the contractor and

subject to Clause 18.2 below.

In the case of value/rate/quantity contracts, the security deposit shall be based on individual

release orders issued. In case of LSTK (Lump Sum Turnkey Contracts) / EPC: PBG @ 10% within

15 days of notification of award. In case of Annual Rate Contracts (ARCs): Submission of PBG @

10% of total Contract Value (TCV) or submission of initial security deposit @ 2.5% of TCV within

15 days of notification of award. In cases where only 2.5% of TCV has been submitted, 7.5% of

individual release order shall be subsequently deducted from RA bills.

Vendors/contractors shall be asked to submit the SD within 15 days from the date of notification

of award and in the event of delay in submission of SD, the contract can be terminated. However,

if termination of contract is not in the interest of the work/ BPCL, an additional time up to

days can be allowed for submission of SD with the approval of the concerned GM/CGM, beyond

which the contract may be terminated with subsequent actions following termination as per

tender/procedure.

18.2 If the contractor/ sub-contractor or their employees shall break, deface or destroy any property

belonging to the Owner or other agency during the execution of the contract, the same shall

be made good by the Contractor at his own expenses and in default thereof, the Engineer-in-

Charge may cause the same to be made good by other agencies and recover expenses from

the contractor (for which the certificate of the Engineer-in-Charge shall be final). These

expenses can be recovered from the security deposit/retention money if recovery from other

sources is not possible.

18.3 All compensation or other sums of money payable by the contractor to the Owner under terms

of this contract may be deducted from his security deposit/retention money or from any sums

which may be or may become due to the contractor by the Owner on any account whatsoever

and in the event of his security deposit/retention money being reduced by reasons of any such

deductions. The contractor shall within ten days thereafter make good any sum or sums, which

may have been deducted from his security Deposit/retention money. No interest shall be

payable by the Owner from sum deposited as security deposit/retention money.

18.4 The security deposit shall be held by the Owner, as security for the due performance of the

Contractor’s obligations under the contract, provided that nothing herein stated shall make it

incumbent upon the Owner to utilize the security deposit/retention money in preference to

any other remedy which the Owner may have, nor shall be construed as confining the claims

of the Owner against the contractor to the quantum of the Security Deposit/retention money.

18.5 The Bank guarantee if submitted shall be from any Indian scheduled bank or an international

bank of repute having a branch in India or a corresponding banking relationship with an Indian

scheduled bank. The security deposit/retention money shall be in Indian Rupee in the case of

domestic bidders and in US Dollars in the case of foreign bidders.

19 TIME OF PERFORMANCE:

19.1 The work covered by this contract shall be commenced as detailed in the purchase order or as

per the instructions of the Engineer in charge and be completed in stages on or before the

dates as mentioned in the time schedule of completion of work. The contractor should bear in

mind that time is the essence of this agreement unless such time be extended pursuant to the

provision of clause No. 21. Request for revision of Completion time after tenders are opened

will not receive consideration.

19.2 Time Schedule of Completion: The general time schedule of completion is given in the tender

document. Contractor should prepare a detailed monthly and weekly execution programme,

jointly with the Engineer-in-Charge within two weeks of receipt of Letter of Intent or

acceptance of tender. The work shall be executed strictly as per the time schedule given in this

document. The period of completion given includes the time required for testing, rectifications,

if any, retesting and completion in all respects to the entire satisfaction of the Engineer-in-

20 FORCE MAJEURE

Circumstances leading to force majeure

(a) Act of terrorism;

(b) Riot, war, invasion, act of foreign enemies, hostilities (whether war be declared or not), civil

war, rebellion, revolution, insurrection of military or usurped power;

(c) Ionising radiation or contamination, radio activity from any nuclear fuel or from any nuclear

waste from the combustion of nuclear fuel, radioactive toxic explosive or other hazardous

properties of any explosive assembly or nuclear component;

(d) epidemics, earthquakes, flood, fire, hurricanes, typhoons or other physical natural disaster, but

excluding weather conditions regardless of severity; and

(e) freight embargoes, strikes at national or state-wide level or industrial disputes at a national or

state-wide level in any country where Works are performed, and which affect an essential portion

of the Works but excluding any industrial dispute which is specific to the performance of the

Works or the Contract.

For the avoidance of doubt, inclement weather, third party breach, delay in supply of materials

(other than due to a nationwide transporters’ strike) or commercial hardship shall not constitute

a Force Majeure event.

• Notification of Force Majeure

Contractor shall notify within [10(ten)] days of becoming aware of or the date it ought to have

become aware of the occurrence of an event of Force Majeure giving full particulars of the event

of Force Majeure and the reasons for the event of Force Majeure preventing the Affected Party

from, or delaying the Affected Party in performing its obligations under the Contract.

• Right of either party to terminate

If an event of Force Majeure occurs and its effect continues for a period of 180 (one hundred

eighty days) or more in a continuous period of 365 (three hundred sixty five) days after notice

has been given under this clause, either Party may terminate the Contract by issuing a written

notice of 30 (thirty) days to the other Party.

• Payment in case of termination due to Force Majeure

The Contract Price attributable to the Works performed as at the date of the commencement of

the relevant event of Force Majeure.

The Contractor has no entitlement and Owner has no liability for:

a) Any costs, losses, expenses, damages or the payment of any part of the Contract Price during

an event of Force Majeure; and

b) Any delay costs in any way incurred by the Contractor due to an event of Force Majeure.

Time extension for such cases will be worked out appropriately.

21 EXTENSION OF TIME:

If the contractor shall desire an extension of the time for completion of the work on the

grounds of his having been unavoidably hindered in its execution or on any other grounds, he

shall apply in writing to the Engineer-in-Charge within two weeks of the date of hindrance on

account of which he desires such extension as aforesaid, and the Engineer-in-Charge shall if in

his opinion (which shall be final), reasonable grounds have been shown thereof, authorize such

extension of time as may in his opinion be necessary or proper.

In the event of extension of Time of the contract, if granted, the contractor shall be required

to suitably extend the period of Bank Guarantee if submitted, towards security

Deposit/retention money suitably.

22. LIQUIDATED DAMAGES FOR DELAY:

22.1 Time is the essence of the contract. In case the contractor fails to complete the whole work

within the stipulated period, he shall be liable to pay liquidated damages of 0.5% of the value

of contract per week and or part there of the delay subject to a maximum of 5% of the value

of the contract. The parties agree that this is a genuine pre- estimate of the loss/damage which

will be suffered by the owner on account of delay on the part of the contractor and the said

amount will be payable on demand without there being any proof of the actual loss or

damages having been caused by such delay/breach. The owner shall be at liberty to adjust or

deduct the said amount of liquidated damages from any amount due to the contractor

including Security Deposit.

22.2 The owner shall be at liberty to deduct or retain from any amount payable to the contractor

periodically, the proportionate or full amount of liquidated damages as the case may be for

the delay periodically caused by the contractor.

23 SUM PAYABLE BY WAY OF COMPENSATION TO BE CONSIDERED AS REASONABLE

COMPENSATION WITHOUT REFERENCE TO ACTUAL LOSS:

All sums payable by way of compensation under any of the conditions shall be considered as

reasonable compensation without reference to the actual loss or damage, which shall have

been sustained by the Owner.

24 TERMINATION/OFFLOADING:

24.1 The contractor fully understands that timely completion of the work as per the schedule is of

paramount necessity as otherwise it would lead to adversely affecting the schedules of other

works/project with resultant financial and other losses to the Company/owner. In view of this,

the contractor unconditionally agrees and binds himself to be liable for all the consequences

for non-completion of the work within the stipulated time.

24.2 In case a situation is brought about by the contractor warranting termination/off-loading of

the whole or any part of the work for any reason whatsoever, the Company/owner shall have

the liberty and right to entrust/engage/award the work so terminated/off loaded at the risk

and cost of the contractor to any other agency/contractor by adopting any mode of inviting

tenders, i.e. open/limited/single party/negotiation basis etc. in order to ensure completion of

the work as per the schedule or at the quickest possible time.

25. FORFEITURE OF SECURITY DEPOSIT:

Whenever any claim against the Contractor for the payment of a sum of money arises out of

or under the contract, the Owner shall be entitled to recover such sum by appropriating in part

or whole, security deposit of the contractor, forming whole or part of such security being

insufficient or if no security has been taken from the Contractor then the balance or the total

sum recoverable, as the case may be, shall be deducted from any sum then due or which at

any time thereafter may become due to the Contractor. The contractor shall pay to the owner

on demand any balance remaining due.

26 ACTION WHEN WHOLE OF SECURITY DEPOSIT IS FORFEITED:

In any case in which, under any clause or clauses of this contract, the contractor shall have

forfeited the whole of his security deposit (whether paid in one sum or deducted by

installment) or have committed a breach of any of the terms contained in this contract the

owner shall have power to adopt any of the following courses as he may deem best suited to

a) To rescind the contract (of which rescission notice in writing to the contractor under

the hand of the owner shall be conclusive evidence) in which case the security deposit

of the contractor shall stand forfeited and be absolutely at the disposal of the Owner.

b) To employ labour paid by the owner and to supply materials to carry out the work any

part of the work, debiting contractor with the labour cost of tools and plants and

equipment charges, the cost of the materials for which a certificate of the Engineer-

in-Charge shall be final and conclusive against the Contractor and 10% of costs as

above to cover all departmental charges and crediting him with the value of the work

done in all respects in the manner and at the same rates as if it had been carried out

by the Contractor under the term of his contract. The certificate of Engineer-in-Charge

as to the value of the work done shall be final and conclusive against the contractor.

c) To measure up the work of the contractor and to take such part thereof as shall be

unexecuted out of his hand to give it to another contractor to complete in which case

any expenses which may be incurred in excess of the sum which would have been paid

to the original contractor, if the whole work had been executed by him (of the amount

of which excess, the certificate in writing of the Engineer-in-Charge shall be final and

conclusive) shall be borne and paid by the original contractor and may be deducted

from any money due to him by the Owner under the contract or otherwise or from his

security deposit or from the proceeds of sale thereof, of a sufficient part thereof.

In the event of any of the above course being adopted by the Owner, the contractor

shall have no claim to compensation for any loss sustained by him by reason of his

having purchased or procured any materials or entered into any agreements or made

any advances on account of or with a view to the execution of the work of the

performance of the contract. In case the Contractor shall not be entitled to recover or

be paid any sum for any work actually performed under this contract unless the

Engineer-in- Charge will certify in writing the performance of such work and the value

payable in respect thereof and he shall only be entitled to be paid the value so

27 CONTRACTOR REMAINS LIABLE TO PAY COMPENSATION IF ACTION NOT TAKEN UNDER

In any case in which any of the powers conferred upon the owner by clause 26 thereof shall

have become exercisable and the same had not been exercised, the non exercise thereof shall

not constitute a waiver of any of the conditions hereof and such powers shall notwithstanding

be exercised in the event of any further case of default by the contractor for which any clause

of hereof he is declared liable to pay compensation amounting to the whole of his security

deposit and the liability of the contractor for past and future compensation shall remain

unaffected. In the event of the Owner putting in force the power under sub-clause (a), (b) or

(c) vested in him under the proceeding clause he may, if he so desires takes possession of all

or any tools and plants materials and stores in or upon the works or the site thereof belonging

to the contractor or procured by him and intended to be used for the execution of the work

or any part thereof paying or allowing for the same in account at the contract rates or in case

of these not being applicable at current market rates to be certified by the Engineer-in-Charge

whose certificate thereof shall be final otherwise the Engineer-in-Charge may give notice in

writing to the contractor or his clerk of the works, supervisor or other authorized agent,

requiring him to remove such tools, plant, materials or stores from the premises (within a time

to be specified in such notice) and in the event of the contractor failing to comply with any

such requisition, the Engineer-in-Charge may remove them at the contractors expense or sell

them by auction or private sale on account of the contractor and at his risk in, all respects

without any further notice as to the date, time or place of sale and the certificate of the

Engineer-in-Charge as to the expense of any such removal and the amount of proceeds and

any expenses of any such sale shall be final and conclusive against the contractor.

28 NO COMPENSATION FOR ALTERATION IN OR RESTRICTION OF WORK:

If at any time from the commencement of the work the owner shall for any reasons whatsoever,

not require the whole or part thereof as specified in the tender to be carried out, the Engineer-

in-Charge shall give notice in writing of the fact to the contractor, who shall have no claim to

any payment or compensation whatsoever on account of any profit or advantage which he

might have derived from the execution of the work in full, but which he did not derive in

consequence of the full amount of the work not having been carried out, neither shall he have

any claim for compensation by reason of any alterations having been made in the original

specifications, drawings, designs and instructions which shall involve any curtailment of the

work as originally contemplated.

29 CHANGES IN CONSTITUTION:

Where the contractor is a partnership firm, the prior approval, in writing, of the Owner shall be

obtained before any change is made in the constitution of the firm, where the contractor is an

individual or a Hindu undivided family business concern, such approval as aforesaid shall

likewise be obtained before sub-contractor enters into any agreement with other parties,

where under the reconstituted firm would have the right to carryout the work hereby

undertaken by the contractor. In either case if prior approval as aforesaid is not obtained, the

contract shall be deemed to have been allotted in contravention of clauses 35 hereof and the

same action may be taken and, the same consequence shall ensure as provided in the said

30 IF THE CONTRACTOR DIES:

Without prejudice to any of the rights or remedies under his contract, if the contractor dies,

the Owner shall have the option of terminating the contract without compensation to the

31 EMPLOYEES OF THE OWNER NOT INDIVIDUALLY LIABLE:

No director or official or employee of the Owner shall in any way be personally bound or liable

for the acts or obligations of the Owner under the contract or answerable for any default or

omission in the observance or performance of any of the acts, matters or things which are

herein contained.

32 OWNER NOT BOUND BY PERSONAL REPRESENTATIONS:

The contractor shall not be entitled to any increase on the item rates of the contract or any

other right or claim whatsoever by reason of representation, explanation or statement or

alleged representation, promise or guarantees given or alleged to have been given to him by

33 CONTRACTOR’S OFFICE AT SITE:

The contractor shall provide and maintain an office at the site, if space provided by the owner,

for the accommodation of his agent and staff and such office shall be open at all reasonable

hours to receive instruction, notices, or other communications.

34 CONTRACTOR’S SUBORDINATE STAFF AND THEIR CONDUCTS:

34.1 The contractor, on or after award of the work shall name and depute a qualified

personnel having sufficient experience in carrying out work of similar nature to whom

the equipments materials, if any, shall be issued and instructions for works given. The

contractor shall also provide to the satisfaction of the Engineer-in-Charge sufficient

and qualified staff to supervise the execution of the-works, competent sub-agents,

supervisor and leading hands including those specially qualified by previous

experience to supervise the type of works comprised in the contract in such manner

as will ensure work of the best quality, expeditious working. Whenever in the opinion

of the Engineer-in-Charge, additional properly qualified supervision staff is considered

necessary, they shall be employed by the contractor without additional charges on

account thereof. The Contractor shall ensure to the satisfaction of the Engineer-in-

Charge that sub-contractors, if any shall provide competent and efficient supervision

over the work entrusted to them.

34.2 If and whenever any of the Contractor’s or sub-contractor’s agents, sub-agents,

assistants supervisor or other employees shall in the opinion of Engineer-in-Charge

be guilty of any misconduct or be incompetent or insufficiently qualified or negligent

in the performance of their duties or that in the opinion of the owner or Engineer-in-

Charge, it is undesirable for administrative or any other reason for such person or

persons to be employed in the works, the contractor, if so directed by the Engineer-

in- Charge, shall at once remove such person or persons from employment thereon.

Any person or persons so removed from the works shall not again be employed in

connection with the works without the written permission of the Engineer-in-Charge.

Any person so removed from the works shall be immediately replaced at the expense

of the contractor by a qualified and competent substitute. Should the contractor be

requested to repatriate any person removed from the works he shall do so and shall

bear all costs in connection herewith.

34.3 The contractor shall be responsible for the proper behaviour of all the staff, supervisor,

workmen and others and shall exercise a proper degree of control over them and in

particular, and without prejudice to the said generality, the contractor shall be bound

to prohibit and prevent any employees from trespassing or acting in any way

detrimental or prejudicial to the interest of the community or of the properties or

occupiers of land and properties in the neighborhood and in the event of such

employee so trespassing, the contractor shall be responsible therefore and relieve the

Owner of all consequent claims or actions for damages or injury or any other grounds

whatsoever. The decision of the Engineer-in-Charge upon any matter arising under

this clause shall be final. Contractor shall ensure that none of their employees are ever

engaged in any anti-national activities.

34.4 All contractor’s personnel entering upon the Owner’s premises shall be properly

identified by badges issued by owner which must be worn all times on Owner’s

35 SUB-LETTING OF WORK:

Sub-letting of contracts shall not be generally permitted. However owner may permit sub-

letting of work on specific cases subject to the following:-

i) No part of the contract nor any share of interest there shall in any manner or degree be

transferred assigned sublet by the contractor directly or indirectly to any firm or

corporation whosoever except as provided for in the succeeding sub-clause, without the

consent in writing of the Owner.

ii) Sub Contractors for Temporary Works Etc.:- The Owner may give written consent to sub-

contract for execution of any part of the works at the site, being entered into by the

contractor provided each individual sub-contract is submitted to the Engineer-in-Charge

before being entered into and is approved by him.

iii) List of Sub-Contractors to be supplied: - At the commencement of every month the

contractor shall furnish to the Engineer-in-Charge list of all sub-contractors or firms

engaged by the contractor and working at the site during the previous month with

particulars of the general nature of the sub-contract or works.

iv) Contractor’s Liability Not Limited By Sub-Contractors:- Notwithstanding any sub-letting

with such approval as aforesaid and notwithstanding that the Engineer-in-Charge shall

have received copies of any sub-contracts, the contractor shall be and shall remain solely

responsible for the quality and proper and expeditious execution of the works and the

performance of all the conditions of the contract in all respects as if such sub-letting or

sub-contracting had not taken place and as if such work had been done directly by the

v) Owner may Terminate Sub-Contracts:- If any sub-contractor engaged upon the works at

the site executes any work which in the opinion of the Engineer-in-Charge is not in

accordance with the Contract documents, the owner may by written notice to the

contractor request him to terminate such sub-contract and the contractor upon the receipt

of such notice shall terminate such sub contract and the latter shall forthwith leave the

works, failing which the owner shall have right to remove such sub-contractors from the

vi) No Remedy For Action Taken Under This Clause:- No action taken by the owner under the

clause shall relieve the contractor of any of his liabilities under the contract or give rise to

any right to compensation, extension of time or otherwise failing which, the owner shall

have right to remove such sub-contractors from the Site.

36 POWER OF ENTRY:

If the contractor shall not commence the work in the manner previously described in the

contract document or if he shall, at any time in the opinion of the Engineer-in-Charge.

i. Fail to carryout the works in conformity with the contract documents, or

ii. Fail to carryout the works in accordance with the time schedule, or

iii. Substantially suspend work or the works for a period of Fourteen days without

authority from the Engineer-in-Charge, or

iv. Fail to carryout and execute the works to the satisfactions of the Engineer-in-Charge, or

v. Fail to supply sufficient or suitable constructional equipments, temporary works,

labour materials or things, or

vi. Commit or suffer or permit any other breach of any of the provisions of the contract

on his part to be performed or observed or persist in any of the above mentioned

breaches of the contract for the fourteen days, after notice in writing shall have been

given to the Contractor by the Engineer-in-Charge requiring such breach to be

vii. Abandon the works, or

viii. During the continuance of the contract, become bankrupt, make any arrangement or

composition with his creditors, or permit any execution to be levied or go into

liquidation whether compulsory or voluntary not being merely a voluntary liquidation

for the purpose of amalgamation or reconstruction.

Then in any such case, the Owner shall have the power to enter upon the works and take

possession thereof and of the materials, temporary works, constructional equipment, and

stock thereon, and to revoke the contractor’s license to use the same, and to complete the

works, by his agents, other contractor or workmen, or to re-let the same upon any terms and

to such other person firm or corporation as the Owner in his absolute discretion may think

proper to employ and for the purpose aforesaid to use or authorize the use of any materials,

temporary works constructional equipment, and stock as aforesaid without making payment

or allowances to the contractor for the said materials other than such as may be certified in

writing by the Engineer-in-Charge to be reasonable, and without making any payment or

allowance to the contractor for the use of the temporary said works, constructional equipments

and stock or being liable for any loss of damage thereto, and if the Owner shall by reason of

his taking possession of the works or of the works being completed by other contractors (due

account being taken of any such extra work or works which may be omitted) then the amount

of such excess as certified by the Engineer-in- Charge shall be deducted from any money which

may be due for work done by the contractor under the contract and not paid for. Any

deficiency shall forthwith be made good and paid to the Owner by the contractor and the

Owner shall have power to sell in such manner and for such price as he may think fit all or any

of the constructional equipment, materials etc. belonging to and to recoup and retain the said

deficiency or any part thereof out of the proceeds of the sale.

37 CONTRACTORS RESPONSIBILITY WITH OTHER AGENCIES:

Without repugnance to any other condition, it shall be the responsibility of the contractor

executing the work of civil construction, to work in close co-operation and co-ordinate the

works with other contractors or their authorized representatives and the contractor will put up

a joint scheme, showing the arrangements, with other contractors / agencies for carrying his

portion of work to the Engineer-in-Charge, and get the approval. The contractor before finally

submitting the schemes to the Engineer-in-Charge shall have the written agreement of the

other agencies. The Engineer-in-Charge before communicating his approval of the scheme,

with any required modifications shall get the final agreement of all the agencies, which shall

be binding. No claim shall be entertained on account of the above.

The contractor shall conform in all respects with the provisions of any statutory regulations,

ordinances or by laws of any local or duly constituted authorities or public bodies which may

be applicable from time to time to the works or any temporary works. The contractor shall

keep the Owner Indemnified against all penalties and liabilities of every kind arising out of

non-adherence to such statutes ordinances, laws, rules, regulations, etc.

38 OTHER AGENTS AT SITE:

The contractor shall have to execute the work in such place and condition where other

agencies might also be engaged for other works such as site grading, filling and leveling,

electrical and mechanical engineering works etc. No claim shall be entertained to works being

executed in the above circumstances.

Any notice hereunder may be served on the contractor or his duly authorized representative

at the job site or may be served by registered mail direct to the address furnished by the

Contractor. Proof of issue of any such notice could be conclusive of the contractor having been

duly informed of all contents therein.

40 RIGHTS OF VARIOUS INTERESTS:

i) The Owner reserves the right to distribute the work between more than one contractor. The

contractor shall co- operate and afford other contractors reasonable opportunity for access

to the works for the carriage and storage of materials and execution of their works.

ii) Whenever the work being done by any department of the Owner or by other contractors

employed by the Owner is contingent upon work covered by the contract, the respective rights

of the various interests involved shall be determined by the Engineer-in-Charge to secure the

completion of the various portions of the work in general harmony.

41 RIGHT OF OWNER TO DETERMINE / TERMINATE CONTRACT

i) Owner shall, at any time be entitled to determine and terminate the contract, if in the opinion

of the Owner the cessation of the work becomes necessary owing to paucity of funds or for

any other cause whatsoever, in which case, the cost of approved materials at the site at current

market rates as verified and approved by Engineer-in- Charge and of the value of the work

done to date by the contractor shall be paid for in full at the rates specified in the contract. A

notice in writing from the Owner to the contractor of such determination and termination and

the reason thereof, shall be the conclusive proof of the fact that the contract has been so

determined and terminated by the Owner.

ii) Should the contract be determined under sub-clause (i) of this clause and the contractor

claims payments to compensate expenditure incurred by him in the expectation of completing

the whole of the work, the Owner shall consider and admit such claim as are deemed fair and

reasonable and are supported by vouchers to the satisfaction of the Engineer-in-Charge. The

Owner’s decision on the necessity and propriety of any such expenditure shall be final and

conclusive and binding on the contractor.

42 TERMINATION FOR CONVENIENCE :

BPCL shall, in addition to any other right enabling it to terminate the contract, have the right to

terminate the contract at any time by giving prior written notice of at least 14 days to the

contractor. Such termination shall be without prejudice to the rights of the parties that have

accrued on or before the date of termination of the contract.

If the contract is terminated under this provision, the contractor is entitled to be compensated as

a. the contract price attributable to the works performed as at the date of termination

b. the reasonable costs incurred by the contractor for termination of subcontractors or the

repatriation of the contractors’ and subcontractors’ employees

the aggregate of all previous payments allocated to the works.

Any sums due to BPCL from the contractor accruing prior to the date of termination will be

deducted from the amount to be paid to the contractor under the contract.

If, as a result of any such deductions, there is a negative amount payable to the contractor, then

the contractor must pay an amount equal to such negative sum to BPCL within 15 days of BPCL

intimating the contractor.

43 PATENTS AND ROYALTIES:

43.1 The contractor, if licensed under any patent covering equipment, machinery, materials or

compositions of matter to be used or supplied or methods and process to be practiced or

employed in the performance of this contract, agrees to pay all royalties and licence fees which

may be due with respect thereto. If any equipment, machinery, materials or composition

matters, to be used or supplied or methods and process to be practised or employed in the

performance of this contract, is covered by a patent under which contractor is not licensed

then the contractor before supplying or using the equipment, machinery, materials,

compositions method or processes shall obtain such licences, and pay such royalties and

licence fees as may be necessary for performance of the contract. In the event, the contractor

fails to pay any such royalties or obtain any such licence, any suit for infringement of such

patents which is brought against the contractor or the Owner as a result of such failure will be

defended by the contractor at his own expenses and the contractor will pay any damages and

costs awarded in such suit. The contractor shall promptly notify the owner if the contractor has

acquired knowledge of any patent under which a suit for infringement could be reasonably

brought because of the use by the Owner of any equipment, machinery, materials, and process

methods to be supplied hereunder. The contractor agrees to and does hereby grant to Owner,

together with the right to extend the same to any of the subsidiaries of the Owner as

irrevocable, royalty- free licence to use in any country, any invention made by the contractor

or his employee in or as a result of the performance of the work under the contract.

The Owner shall indemnify and save harmless the contractor from any loss on account of

claims on contractor for the contributory infringement of patent rights arising out and based

upon the claim that the use by the Owner of the process included in the design prepared by

the Owner and used in the operation of the plant infringes on any patent right with respect

to any sub-contract entered into by contractor pursuant to the provisions of sub-

contractor an undertaking to provide the Owner with the same patent protection that

contractor is required to provide under the provisions of this clause.

43.2 All drawings, blue prints, tracings, reproducible, models, plans, specification and copies

thereof, furnished by the Owner as well as drawings, tracings, reproducible, plans

specifications, design, calculations etc. prepared by the contractor for the purpose of execution

of works covered in or connected with this contract shall be the property of Owner and shall

not be used for any other work but are to be delivered to the Owner at the completion of the

43.3 Where so desired by Engineer-in-Charge, the contractor agrees to respect the secrecy of any

document, drawings etc. issued to him for the execution of this contract, and restrict access to

such documents, drawing etc. to the minimum and further, the contractor agrees to execute

an individual SECRECY agreement from each or any person employed by contractor having

access to such documents, drawings and to any other agency or individual, without the written

approval by Engineer-in-Charge.

44.1 If, at any time, there should be evidence or any lien or claim for which the Owner might have

become liable and which is chargeable to the contractor, the Owner shall have the right to

retain out of any payment then due or thereafter to become due an amount sufficient to

completely indemnify the owner against such lien or claim and if such lien or claim be valid

the Owner may pay and discharge the same and deduct the amount so paid from any money

which may be or may become due and payable to the Contractor. If any lien or claim remain

unsettled after all payments are made, the contractor shall refund or pay to the Owner all

moneys that the latter may be compelled to pay in discharging such lien or claim including all

costs and reasonable expenses.

44.2 Contractor will not disclose details of the work to any person or persons except those engaged

in its performance, and only to the extent required for the particular portion of the work being

Contractor will not give any items concerning details of the work to the press or a news

disseminating agency without prior written approval from Engineer-in-Charge. Contractor

shall not take any pictures on site without written approval of Engineer-in-Charge

45 OPERATION OF CONTRACT:

45.1 Law Governing:

Regardless of the place of contracting, place of performance or otherwise, this Agreement, and

all amendments, modifications, alterations, or supplements, thereto shall be governed by the

laws of India and respective state laws for the nature, validity and interpretation thereof.

45.2 Non-Waiver of Default:

Any failure by the Owner or Contractor at any time, or from time to time, to enforce or require

the strict keeping and performance of any of the terms or conditions of this agreement, or to

exercise a right hereunder, shall not constitute a waiver of such terms, conditions or rights, and

shall not affect or impair same, or the right of the Owner or the Contractor, as the case may

be at any time to avail itself of same.

PERFORMANCE OF WORK

46 EXECUTION OF WORKS:

46.1 All the works shall be executed in strict conformity with the provisions of the contract

documents and with such explanatory detailed drawings, specifications, and instructions as

may be furnished from time to time to the contractor by the Engineer-in-Charge whether

mentioned in the contract or not. The contractor shall be responsible for ensuring that works

throughout are executed in the most substantial, proper and workman like manner with the

quality of material and workmanship in strict accordance with the specifications following all

safety requirements of BPCL and as stipulated in work permits as per the directions and to the

entire satisfaction of the Engineer-in- Charge.

46.2 Wherever it is mentioned in the specifications that the Contractor shall perform certain work

or provide certain facilities/materials, it is understood that the contractor shall do, so at his

cost unless otherwise specified.

46.3 The materials, design and workmanship shall satisfy the relevant Indian Standards, the Job

specification contained herein and codes referred to. Where the job specification stipulate

requirements in addition to those contained in the standards codes and specifications, these

additional requirements shall also be satisfied.

47 COORDINATION AND INSPECTION OF WORK:

The coordination and inspection of the day-to-day work under the contract shall be the

responsibility of the Engineer-in-Charge. The written instructions regarding any particular job

will be normally be passed by the Engineer-in-Charge or his authorized representative. A work

order book / logbook will be maintained by the Contractor for each job in which the aforesaid

written instructions will be entered. These will be signed by the contractor or his authorized

representative by way of acknowledgment within 12 hours. The non maintaining of the order

book or non signing by the contractor shall not preclude the contractor from complying with

the instructions.

48 WORK IN MONSOON AND DEWATERING:

48.1 The completion of the work may entail working in the monsoon also. The contractor must

maintain a minimum labour force as may be required for the job and plan and execute the

construction and erection according to the prescribed schedule. No extra rate will be

considered for such work in monsoon.

48.2 During monsoon and other period, it shall be the responsibility of the contractor to keep the

construction work site free from water at his own cost.

49 WORK ON SUNDAYS AND HOLIDAYS:

For carrying out work on Sundays and Holidays if needed, the contractor will approach the

Engineer-in-Charge or his representative at least two days in advance and obtain permission

in writing. No special compensation on this account will be payable.

50 GENERAL CONDITIONS FOR CONSTRUCTION AND ERECTION WORK:

50.1 Place of Work:

The work has to be executed at specified premises as per the tender. Contractor should apprise

himself of all the conditions prevailing in such location and the restrictions placed on

movement of personnel and equipment, types of equipment and tools permitted, working

methods allowed etc. in the light of security and safety regulations operative in the area.

The safety regulations to be complied with, by the contractor will also be provided along with

the tender. No idle time wages or compensation for temporary stoppage of work or

restrictions would be paid, and the rate quoted for the various items of work should cover the

cost of all such contingencies and eventualities. Substantial structures and utilities exist both

above ground and underground, adjacent to the work site. (The construction activity gets

restrained by the existence of such structures and utilities). Special care is necessary in

transportation, storage, working on equipments and other construction activities to protect

the existing features and prevent damage to any facility. Necessary protective structures

barricades etc. have to be erected at various places as directed by Engineer-in-Charge. No

extra payment of such protective works will be made unless specially provided in the tender.

50.2 The working time or the time of work is 48 hours per week normally. Overtime work is

permitted in cases of need and the Owner will not compensate the same. Shift working at 2 or

3 shifts per day may become necessary and the contractor should take this aspect into

consideration for formulating his rates for quotation. No extra claims will be entertained by

the Owner on this account.

50.3 The contractor must arrange for the placement of workers in such a way that the delayed

completing of the work or any part thereof for any reasons whatsoever will not affect their

proper employment. The Owner will not entertain any claim for idle time payment whatsoever.

50.4 The contractor shall submit to the Owner reports at regular intervals regarding the state and

progress of work. The details and preforma of the report will mutually be agreed after the

award of contract.

51 DRAWINGS TO BE SUPPLIED BY THE OWNER:

51.1 Where drawings are attached with tender, these shall be for the general guidance of the

contractor to enable him to visualize the type of work contemplated and scope of work

involved. The contractor will be deemed to have studied the drawings and formed an idea

about the work involved.

51.2 Detailed working drawings on the basis of which actual execution of the work is to proceed

will be furnished from time to time during the progress of the work. The contractor shall be

deemed to have gone through the drawings supplied to him thoroughly and carefully and in

conjunction with all other connected drawings and bring to the notice of the Engineer-in-

Charge, discrepancies, if any, therein before actually carrying out the work.

51.3 Copies of all detailed working drawings relating to the works shall be kept at the contractor’s

office of the site and shall be made available to the Engineer-in-Charge at any time during the

contract. The drawings and other documents issued by the Owner shall be returned to the

Owner on completion of the works. Reference is also invited to clause 43.2 and 43.3 above

regarding drawings and other documents.

52 DRAWINGS TO BE SUPPLIED BY THE CONTRACTOR:

52.1 Where drawings/data are to be furnished by the contractor, they shall be as enumerated in

the special conditions of contract, and shall be furnished within the specified time.

52.2 Where approval of drawings before manufacture / construction / fabrication has been

specified, it shall be contractor’s responsibility to have these drawings prepared as per the

directions of Engineer-in-Charge and got approved before proceeding with manufacture

construction / fabrication, as the case may be. Any changes that may have become necessary

in these drawings during the execution of the work shall have to be carried out by the

contractor to the satisfaction of Engineer-in-Charge at no extra cost. All final drawings shall

bear the certification stamps duly signed by both the contractor and the Engineer-in-Charge.

52.3 A period of 3 weeks from the date of receipt shall be required normally for approval of

drawings by the Engineer-in- Charge.

53 SETTING OUT WORKS:

53.1 The Engineer-in-Charge shall furnish the contractor with only the four corners of the work site

and a level bench mark and the contractor shall set out the works and shall provide efficient

staff for the purpose and shall be solely responsible for the accuracy of such setting out.

53.2 The contractor shall provide, fix and be responsible for the maintenance of all stacks,

templates, level marks, profiles and other similar things and shall take all necessary precaution

to prevent their removal or disturbance and shall be responsible for the consequence of such

removal or disturbance should the same take place and for their efficient and timely

reinstatement. The contractor shall also be responsible for the maintenance of all existing

survey marks, boundary marks, distance marks and centre line marks, either existing or

supplied and fixed by the contractor. The, work shall be set out to the satisfaction of the

Engineer-in-Charge. The approval thereof or joining in setting out the work shall not relieve

the contractor of any of his responsibilities.

53.3 Before beginning the works, the contractor shall at his own cost, provide all necessary

reference and level posts, pegs, bamboos, flags, ranging rods, strings and other materials for

proper layout of the work in accordance with the scheme, for bearing marks acceptable to the

Engineer-in-Charge. The centre, longitudinal or face lines and cross lines shall be marked by

means of small masonry pillars. Each pillar shall have distinct marks at the centre to enable

theodolite to be set over it. No work shall be started until all these points are checked and

approved by the Engineer-in-Charge in writing but such approval shall not relieve the

contractor of any of his responsibilities. The contractor shall also provide all labour, material

and other facilities, as necessary, for the proper checking of layout and inspection of the points

during construction.

53.4 Pillars bearing geodetic marks located at the site of work under construction should be

protected and fenced by the contractor.

53.5 On completion of works, the contractor must submit the geodetic documents according to

which the work was carried out.

54 RESPONSIBILITY FOR LEVEL AND ALIGNMENT:

The contractor shall be entirely and exclusively responsible for the horizontal and vertical

alignment, the levels and correctness of every part of the work and shall rectify effectually any

errors or imperfections therein. Such rectifications shall be carried out by the contractor, at his

own cost, when instructions are issued to that effect by the Engineer-in-Charge.

55 MATERIALS TO BE SUPPLIED BY CONTRACTOR:

55.1 The contractor shall procure and provide the whole of the materials required for construction

including tools, tackles, construction plant and equipment for the completion and maintenance

of the works except the materials which will be issued by Owner and shall make his own

arrangement for procuring such materials and for the transport thereof. The materials procured

by the contractor shall be BPCL approved/specified quality.

55.2 All materials procured should meet the specifications given in the tender document. The

Engineer-in-Charge may, at his discretion, ask for samples and test certificates for any batch

of any material procured. Before procuring, the contractor should get the approval of

Engineer-in-Charge for any material to be used for the works.

55.3 Manufacturer’s certificate shall be submitted for all materials supplied by the contractor. If,

however, in the opinion of the Engineer-in-Charge any tests are required to be conducted on

the materials supplied by the contractor, these will be arranged by the contractor promptly at

56 MATERIALS SUPPLIED BY OWNER:

56.1 If the specifications of the work provides for the use of any materials of special description to

be supplied from the Owner’s stores, price for such material to be charged therefore as herein

after mentioned being so far as practicable for the convenience of the contractor but not so

as in any way to control the meaning or effect of the contract. The contractor shall be bound

to purchase and shall be supplied such materials as are from time to time required to be used

by him for the purpose of the contract only. The sums due from the contractor for the value

of the actual materials supplied by the Owner will be recovered from the running account bill

on the basis of the actual consumption of materials in the work covered and for which the

running account bill has been prepared. After the completion of the works, however, the

contractor has to account for the full quantity of materials supplied to him as per relevant

clauses in this document.

56.2 The value of the materials as may be supplied to the contractor by the Owner will be debited

to the contractor’s account at the rates shown in the schedule of chargeable materials and if

they are not entered in the schedule, they will be debited at cost price, which for the purpose

of the contract shall include the cost of carriage and all other expenses whatsoever such as

normal storage supervision charges which shall have been incurred in obtaining the same at

the Owner’s stores. All materials so supplied to the contractor shall remain the absolute

property of the Owner and shall not be removed on any account from the site of the work,

and shall be at all times open for inspection to the Engineer-in-Charge. Any such materials

remaining unused at the time of completion or termination of the contract shall be returned

to the Owner’s stores or at a place as directed by the Engineer-in- Charge in perfectly good

condition, at contractor’s cost.

57 CONDITIONS FOR ISSUE OF MATERIALS:

i) Materials specified to be issued by the Owner will be supplied to the contractor by the

Owner from his stores/location. It shall be the responsibility of the contractor to take

delivery of the materials and arrange for its loading, transport and unloading at the site of

work at his own cost. The materials shall be issued between the working hours and as per

the rules of the Owner framed from time to time.

ii) The contractor shall bear all incidental charges for the storage and safe custody of materials

at site after these have been issued to him.

iii) Materials specified to be issued by the Owner shall be issued in standard sizes as obtained

from the manufacturer.

iv) The contractor shall construct suitable godown at the site of work for storing the materials

safe against damage by rain, dampness, fire, theft etc. He shall also employ necessary watch

and ward establishment for the purpose.

v) It shall be duty of the contractor to inspect the material supplied to him at the time of taking

delivery and satisfy himself that they are in good condition. After the materials have been

delivered by the Owner, it shall be the responsibility of the contractor to keep them in good

condition and if the materials are damaged or lost, at any time, they shall be repaired and/

or replaced by him at his own cost, according to the directions of the Engineer-in-Charge.

vi) The Owner shall not be liable for delay in supply or non-supply of any materials which the

Owner has undertaken to supply where such failure or delay is due to natural calamities,

act of enemies, transport and procurement difficulties and any circumstances beyond the

control of the Owner. In no case, the contractor shall be entitled to claim any compensation

or loss suffered by him on this account.

vii) It shall be the responsibility of the contractor to arrange in time all materials required for

the works other than those to be supplied by the Owner. If, however, in the opinion of the

Engineer-in-Charge the execution of the work is likely to be delayed due to the contractor’s

inability to make arrangements for supply of materials which normally he has to arrange

for, the Engineer-in-Charge shall have the right, at his own discretion, to Issue such

materials If available with the Owner or procure the materials from the market or elsewhere

and the contractor will be bound to take such materials at the rates decided by the

Engineer-in-Charge. This, however, does not in any way absolve the contractor from

responsibility of making arrangements for the supply of such materials in part or in full,

should such a situation occur, nor shall this, constitute a reason for the delay in the

execution of the work.

viii) None of the materials supplied to the contractor will be utilized by the contractor for

manufacturing item, which can be obtained from standard manufacturer in finished form.

ix) The contractor shall, if desired by the Engineer-in-Charge, be required to execute an

indemnity bond for safe custody and accounting of all materials issued by the Owner.

x) The contractor shall furnish to the Engineer-in-Charge sufficiently in advance a statement

showing his requirements of the quantities of the materials to be supplied by the Owner

and the time when the same will be required by him for the works, so as to enable the

Engineer-in-Charge to make necessary arrangement for procurement and supply of the

xi) A daily account of the materials issued by the Owner shall be maintained by the contractor

indicating the daily receipt, consumption and balance in hand. This account shall be

maintained in a manner prescribed by the Engineer-in-Charge along with all connected

papers viz. requisition, issues etc. and shall be always available for inspection in the

contractor’s office at site.

xii) The contractor should see that only the required quantities of materials are got issued. The

contractor shall not be entitled to cartage and incidental charges for returning the surplus

materials, if any, to the stores/location where from they were issued or to the place as

directed by the Engineer-in-Charge.

xiii) Materials/ Equipment supplied by Owner shall not be utilized for any other purpose(s) than

58 MATERIALS PROCURED WITH ASSISTANCE OF OWNER:

Notwithstanding anything contained to the contrary in any or all the clause of this document

where any materials for the execution of the contract are procured with the assistance of

Owner either by issue from Owner’s stock or purchase made under orders or permits or

licences issued by Government, the contractor shall hold the said materials as trustee for the

Owner and use such materials economically and solely for the purpose of the contract and not

dispose them off without the permission of the owner and return, if required by the Engineer-

in-Charge, all surplus or unserviceable materials that may be left with him after the completion

of the contract or at its termination for any reason, whatsoever on his being paid or credited

such prices as the Engineer in-Charge shall determine having due regard to the condition of

the materials. The price allowed to the contractor however, shall not exceed the amount

charged to him excluding the storage charges if any. The decision of the Engineer-in- Charge

shall be final and conclusive in such matters. In the event of breach of the aforesaid condition,

the contractor shall in terms of the licenses or permits, and/or for criminal breach of trust, be

liable to compensate the Owner a double rate or high rate, in the event of those materials at

that time having higher rate or not being available in the market, then any other rate to be

determined by the Engineer-in-Charge and his decision shall be final and conclusive.

59 MATERIALS OBTAINED FROM DISMANTLING:

If the contractor in the course of execution of the work is called upon to dismantle any part

for reasons other than those stipulated in clauses 66 & 70 hereunder, the materials obtained

in the work of dismantling etc. will be considered as the Owner’s property and will be disposed

off to the best advantage of the Owner.

60 ARTICLES OF VALUE FOUND:

All gold, silver and other materials, of any description and all precious stones, coins, treasure

relies, antiquities and other similar things which shall be found in, under or upon the site, shall

be property of the Owner and the contractor shall duly preserve the same to the satisfaction

of the Engineer-in-Charge and shall from time to time deliver the same to such person or

person indicated by the Owner.

61 DISCREPANCIES BETWEEN INSTRUCTIONS:

Should any discrepancy occur between the various instructions furnished to the contractor, his

agents or staff or any doubt, arise as to the meaning of any such instructions or should there

be any misunderstanding between the contractor’s staff and the Engineer-in-Charge’s staff,

the contractor shall refer the matter immediately in writing to the Engineer-in-Charge whose

decision thereon shall be final and conclusive and no claim for losses alleged to have been

caused by such discrepancies between instructions, or doubts, or misunderstanding shall in

any event be admissible.

62 ALTERATIONS IN SPECIFICATIONS AND DESIGNS AND EXTRA WORK:

A) The Engineer-in-Charge shall have power to make any alterations in, omissions from,

additions to of substitutions for, the schedule of rates, the original specifications, drawings,

designs and instructions that may appear to him to be necessary or advisable during the

progress of the work and the contractor shall be bound to carry out such altered / extra /

new items of work in accordance with any instructions which may be given to him in writing

signed by the Engineer-in-Charge and such alterations, omissions, additions or substitutions

shall not invalidate the contract and any altered additional or substituted work which the

contractor may be directed to do in the manner above specified as part of the work shall be

carried out by the contractor on the same conditions in all respect on which he agree to do

the main work. The time for completion of work may be extended for the part of the

particular job at the discretions of the Engineer-in-Charge, for only such alteration, additions

or substitutions of the work, as he may consider as just and reasonable. The rates for such

additional, altered or substituted work under this clause shall be worked out in accordance

with the following provisions:

a) If the rates for the additional, altered or substituted work are specified in the contract for

the work, the contractor is bound to carry out the additional, altered or substituted work

at the same rates as are specified in the contract.

b) If the rates for the additional, altered or substituted work are not specifically provided in

the contract for the work, the rates will be derived from the rates for similar class of

works as specified in the contract for the

work. The opinion of the Engineer-in-Charge as to whether the rates can be reasonably

so derived from items in the contracts will be final and binding on the contractor.

c) If the rates for the altered, additional or substituted work cannot be determined in the

manner specified in sub-clause (a) and (b) above, then the contractor shall inform the

Engineer-in-Charge of the rate which is his intension to charge for such class of work

supported by analysis of the rate or rates claimed, and the Engineer-in-Charge shall

determine the rates on the basis of the prevailing market rates of materials, labour cost at

schedule of labour plus 10% to cover contractor’s supervision, overheads and profit and

pay the contractor accordingly. The opinion of the Engineer-in-Charge as to the current

market rates of materials and the quantum of labour involved per unit of measurement

will be final and binding on the contractor.

d) Provisions, contained in sub-clause (a) to (c) above shall not, however, apply:

Where the value of alterations / additions / deletions or substitutions exceeds beyond plus

or minus 25% of the estimated contract value (i.e. quoted item rates of contractor shall

hold good for variations etc. within plus or minus 25% of estimated contract value)

B) In the event and as a result of such alternatives / additions / substitutions / deletion, the

scope of contract work exceed the value stipulated in the contract by more than the limits

given in clause (d) above, the Contractor shall claim revision of the rates supported by the

proper analysis in respect of such items for quantities in excess of the above limits,

notwithstanding the fact that the rates for such items exist in the tender for the main work

or can be derived in accordance with the provision of sub-clause (b) of Clause 62 A, and the

Engineer-in-Charge may revise their rates having regard to the prevailing market rates, and

the contractor shall be paid in accordance with the rates so fixed. But, under no

circumstances the contractor shall suspend / stop / slowdown the work on the plea of non-

settlement of rates of items falling under this clause.

63 VARIATION IN CONTRACT VALUE :

Compensation for Reduction in Contract value due to change in quantity:

 Upto & inclusive of (-) 25% of Total Contract Value (TCV): No cost compensation.

 Beyond (-) 25% of TCV: Cost compensation @ 10% of reduction in the contract value from (-)

25% of TCV (i.e. 75% of TCV).

Discount to be obtained for Increase in contract value due to change in quantity:

 Upto & inclusive of (+) 50% of TCV: No discount.

Beyond (+) 50% of TCV: Reduction @ 10% of increase in the contract value beyond (+) 50% of

64 ACTION WHERE NO SPECIFICATIONS ISSUED:

In case of any class of work for which there is no such specification given by the Owner in the

tender documents, such work shall be carried out in accordance with Indian Standard

Specifications and if the Indian Standard Specifications do not cover the same the work should

be carried out as per standard Engineering Practice subject to the approval of the Engineer-

65 ABNORMAL RATES:

The contractor is expected to quote rate for each item after analysis of cost involved for the

completion of item/work, considering all specifications and conditions of contract. This will

avoid loss of profit or gain, in case of curtailment or change of specification for any item. In

case it is noticed that the rates for any item, quoted by the tenderer unusually are high or

unusually low it wilt be sufficient cause for the rejection of the tender unless the Owner is

convinced about the reasonableness of the rates on scrutiny of the analysis for such rate to be

furnished by the tenderer on demand.

66 INSPECTION OF WORK:

66.1 The Engineer-in-Charge will have full power and authority to inspect the works at any time

wherever in progress either on the Site or at the contractor’s premises / workshop where

situated premises /workshops of any person, firm or corporation where work in connect with

the contract may be in hand or where materials are being or are to be supplied, and the

contractor shall afford or procure for the Engineer-in-Charge every facility and assistance to

carry out such Inspection. The contractor shall at all time during the usual working hours and

at all other time for which reasonable notice of the intention of the Engineer in-Charge or his

representative to visit the works have been given to the contractor, either himself be present

to receive order and instructions or post a responsible agent duly accredited in writing for

the purpose. Orders given to the contractor’s agent shall be considered to have the same

force as if they had been given to the contractor himself. The contractor shall give not less

than seven days, notice in writing to the Engineer-in-Charge before covering up or placing

any work beyond reach of inspection and measurement any work in order that the same may

be inspected and measured. In the event of breach of above the same shall be uncovered at

contractor’s expense carrying out such measurement or inspection.

66.2 No materials shall be dispatched by the contractor before obtaining the approval of Engineer-

in-Charge in writing. The contractor is to provide at all times during the progress of the work

and the maintenance period, proper means of access with ladders, gangways, etc. and the

necessary attendance to move and adopt as directed for inspection or measurement of the

works by the Engine in-Charge.

67 ASSISTANCE TO THE ENGINEERS:

The contractor shall make available to the Engineer-in-Charge, free of cost necessary

instruments and assistance in checking of setting out of works and taking measurement of

68 TESTS FOR QUALITY OF WORKS:

68.1 All workmanship shall be of the respective kinds described in the contract documents and in

accordance with the instructions of the Engineer-in-Charge and shall be subjected from time

to time to such test at contractor’s cost as the Engineer-in-Charge may direct at place of

manufacture or fabrication or on the site or at all or any such places. The contractor shall

provide assistance, instruments, labour and materials as are normally required for examining,

measuring and testing any workmanship as may be selected and required the Engineer-in-

68.2 All the tests necessary in connection with the execution of the work as decided by Engineer-

in-Charge shall be carried out at the field testing laboratory of the Owner by paying the

charges as decided by the Owner from time to time. In case of non-availability of test facility

with the Owner, the required test shall be carried out at the cost of contractor at government

or any other testing laboratory as directed by Engineer-in-Charge.

68.3 If any tests are required to be carried out in connection with the work or materials

workmanship not supplied by the contractor, such tests shall be carried out by the contractor

as per the instructions of Engineer-in-Charge and cost of such tests shall be reimbursed by

The contractor shall furnish to the Engineer-in-Charge for approval when requested or if

required by the specifications, adequate samples of all materials and finishes to be used in the

work. Such samples shall be submitted before the work is commenced and in ample time to

permit tests and examinations thereof. All materials furnished and finishing applied in actual

work shall be fully identical to the approval samples.

70 ACTION AND COMPENSATION IN CASE OF BAD WORK:

If it shall appear to the Engineer-in-Charge that any work has been executed with unsound,

imperfect or unskilled workmanship or with materials of any inferior description, or that any

materials or articles provided by the contractor for the execution of the work are unsound or

of a quality inferior to that contracted for, or otherwise not in accordance with the contract,

the contractor shall on demand in writing from the Engineer-in-Charge or his authorised

representative, specifying the work, materials or articles complained of, notwithstanding that

the same have been inadvertently passed, certified and paid for forthwith shall rectify or

remove and reconstruct the works specified and provide other proper and suitable materials

or articles at his own charge and cost, and in the event of failure to do so within a period to

be specified by the Engineer-in-Charge in his demand aforesaid, the contractor shall be liable

to pay compensation at the rate of one percentage of the estimated cost of the whole work,

for every week limited to a maximum of 10 per cent of the estimated cost of the whole work,

while his failure to do so shall continue and in the case of any such failure the Engineer-in-

Charge may on expiry of notice period rectify or remove and re-execute the work or remove

and replace with others, the materials or articles complained of as the case may be at the risk

and expenses of the contractors in all respects. The decision of the Engineer-in-Charge as to

any question arising under this clause shall be final and conclusive.

71 SUSPENSION OF WORKS:

The contractor shall, if ordered in writing by the Engineer-in-Charge or his representative,

temporarily suspend the works or any part thereof for such period and such time as so ordered

and shall not, after receiving such written order, proceed with the work therein ordered to be

suspended, until he shall have received a written order to proceed therewith. The contractor

shall not be entitled to claim/ compensation for any loss or damage sustained by him by

reason of temporary suspension of the works aforesaid. An extension of time for completion,

corresponding with the delay caused by any such suspension of the works as aforesaid will be

granted to the contractor, should he apply for the same, provided that suspension was not

consequent to any default or failure on the part of the contractor.

72 OWNER MAY DO PART OF WORK:

Upon failure of the contractor to comply with any instructions given in accordance with the

provisions of the contract, the owner has the alternative right, instead of assuming charge for

entire work to place additional labour force, tools, equipments and materials on such parts of

the work, as the owner may designate or also engage another contractor to carry out the work.

In such cases, the owner shall deduct from the amount which otherwise might become due to

the contractor, the cost of such work and materials with ten percent added to cover all

departmental charges and should the total amount thereof exceed the amount due to the

contractor, the contractor shall pay the difference to the owner.

73 POSSESSION PRIOR TO COMPLETION:

The Engineer-in-Charge shall have the right to take possession of or use any completed or

partially completed work or part of the work. Such possessions or use shall not be deemed to

be an acceptance of any work completed in accordance with the contract agreement. If such

prior possession or use by the Engineer-in-Charge delays the progress of work, suitable

adjustment in the time of completion will made and contract agreement shall be deemed to

be modified accordingly.

74 PERIOD OF LIABILITY FROM THE DATE OF COMPLETION OF WORK:

74.1 The contractor shall guarantee the installation/site work for a period of 06 (six) Months from

the date of completion of work, unless otherwise specified. Any damage that may lie

undiscovered at the time of issue of completion certificate, connected in any way with the

equipment or materials supplied by him or in the workmanship shall be rectified or replaced

by the contractor at his own expense as deemed necessary by the Engineer-in-Charge or in

default, the Engineer-in-Charge may cause the same made good by other workmen and

deduct expenses (for which the certificate of Engineer-in-Charge shall be final) from any sums

that may be then or at any time thereafter, become due to the contractor or from his security

deposit. In case the defect arises within the abovementioned Defect Liability Period (DLP) and

the same is repaired/replaced, the DLP for the repaired/replaced job/item will be extended

suitably so as to cover the original DLP. However, in no case, such extension will exceed

months from date of start of initial DLP.

74.2 If the contractor feels that any variation in work or in quality of materials or proportions would

be beneficial or necessary to fulfill the guarantee called for, he shall bring this to the notice of

the Engineer-in-Charge in writing. The work will not be considered as complete and taken over

by the Owner until all the temporary works etc., constructed by the contractor is removed and

work site cleaned to the satisfaction of Engineer-in-Charge.

74.3 Care of Works:

From the commencement to completion of works, the contractor shall take full responsibility

for the care of all works including all temporary works, and in case any damage, loss or injury

happens to the works or to any part thereof or to any temporary work, from any cause

whatsoever, he shall at own cost repair and make good the same, so that at completion, the

work shall be in good order and in conformity in every respect with the requirements of the

contract and the Engineer-in-Charge’s instructions.

74.4 Effects prior to taking over:

If at any time, before the work is taken over, the Engineer-in-Charge shall

a) Decide that any work done or materials used by the contractor or any sub-contractor

is defective or not in accordance with the contract or that the works or any portion thereof

are defective or do not fulfill the requirements of contract (all such matters being herein

after called ‘Defects’ in this clause) and

b) As soon as reasonably practicable, notice given to the contractor in writing of the said

decisions specifying particulars of the defects alleged to exist or to have occurred, then the

contractor shall at his own expenses and with all speed make good the defects so specified.

In the case contractor shall fail to do so, the Owner may take, at the cost of the contractor,

such steps as may in all circumstances, be reasonable to make good such defects. The

expenditure, so incurred by the Owner shall be recovered from the amount due to the

contractor. The decision of the Engineer-in-Charge with regard to the amount be recovered

from the contractor will be final and binding on the contractor. As soon as the works have

been completed in accordance with the contract (except in minor respects that do not affect

their use for the purpose for which they are intended and except for maintenance thereof

provided in clause 74.1) and have passed the tests on completion, the Engineer-in-Charge

shall issue a certificate (hereinafter called completion certificate) in which he shall certify the

date on which the work have been so completed and have passed the said tests and the Owner

shall be deemed to have taken over the works on the date so certified. If the works have been

divided into various groups in the contract, the Owner shall be entitled to take over any group

or groups before the other or others and thereupon the Engineer-in-Charge shall issue a

completion certificate which will however, be for such group or groups as taken over only.

74.5 Defects after taking over:

In order that the contractor could obtain a completion certificate, he shall make good with all

possible speed, any defect arising from the defective materials supplied by the Contractor or

workmanship or any act of omission of the contract that may have been noticed or developed

after the works or group of the works has been taken over. The period allowed for carrying

out such work will be normally one month. If any defect be not remedied within a reasonable

time, the Owner may proceed to do the work at the contractor’s risk and expense and deduct

from the final bill such amount as may be decided by the Owner. If by reason of any default

on the part of the contractor a completion certificate has not been issued in respect of every

portion of the work within one month after the date fixed by the contract for the completion

of the works, the Owner shall be at his liberty to use the works or any portion thereof in respect

of which a completion certificate has been issued provided that the works or the portion

thereof so used as aforesaid shall be afforded reasonable opportunity for completing these

works for the issue of completion certificate.

74.6 The Security Deposit/retention money deducted / furnished as per clause 18 of GCC shall be

retained for the period of liability as given in clause 74.1 above. This Retention amount or Bank

Guarantee furnished against Security Deposit/retention money shall be released only on expiry

of the period of liability and also based on the certification of the Engineer-in-charge that no

defect/damage has been reported / observed during the stipulated period of liability for the

74.7 Performance of contractor shall be evaluated on each job by Engineer-in-Charge and

recorded. Review of performance will be carried out at appropriate intervals by BPCL.

BILLS/MEASUREMENT/PAYMENT

75 SCHEDULE OF RATES AND PAYMENTS:

i) Contractor’s Remuneration

The price to be paid by the Owner to contractor for the whole of the work to be done and the

performance of all the obligations undertaken by the contractor under the contract

documents shall be ascertained by the application of the respective item rates (the inclusive

nature of which is more particularly defined by way of application but not of limitation, with

the succeeding sub-clause of this clause) and payment to be made accordingly for the work

actually executed and approved by the Engineer-in-Charge. The sum so ascertained shall

(excepting only as and to the extent expressly provided herein) constitute the sole and

inclusive remuneration of the contractor under the contract and no further payment

whatsoever shall be or become due or payable to the contractor under the contract.

ii) Schedule of rates to be inclusive:

The prices/rates quoted by the contractor shall remain firm till the issue of final completion

certificate and shall not be subject to escalation. Schedule of rates shall be deemed to include

and cover all costs, expense and liabilities of every description and all risk of every kind to be

taken in executing, completing and handing over the work to the Owner by the Contractor.

The Contractor shall be deemed to have known the nature, scope, magnitude and the extent

of the works and materials required, though the contract document may not fully and precisely

furnish them. He shall make such provision in the item rates as he may consider necessary to

cover the cost of such items of work and materials as may be reasonable and necessary to

complete the works. The opinion of the Engineer-in- Charge as to the items of work which are

necessary and reasonable for completion of work shall be final and binding on the contractor,

although the same may not be shown on or described specially in contract documents.

Generality of this present provision shall not be deemed to cut down or limit in any way

because in certain cases it may and in other cases it may not be expressly stated that the

contractor shall do or perform a work or supply articles or perform services at his own cost or

without addition of payment or without extra charges or words to the same effect or that it

may be stated or not stated that the same are included in and covered by the schedule of

iii) Schedule of Rates to Cover Constructional Equipments, Materials, Labour etc.

Without in any way limiting the provisions of the preceding sub-clause the schedule of rates

shall be deemed to include and cover the cost of all constructional equipment, temporary

work (except as provided for herein), pumps, materials, labour, the insurance, fuel, stores and

appliances to be supplied by the contractor and other matters in connection with each item

in the schedule of rates and the execution of the works or any portion thereof, finished,

complete in every respect and maintained as shown or described in the contract documents

or may be ordered in writing during the continuance of this contract.

iv) Schedule of Rates to cover Royalties, Rents and Claims:

The Schedule of Rates shall be deemed to include and cover the cost of all royalties and fees

for the articles and processes, protected by letters, or otherwise incorporated in or used in

connection with the works, also all royalties, rents and other payments in connection with

obtaining materials of whatsoever kind for the works and shall include an indemnity to the

Owner which the contractor hereby gives against all actions, proceedings, claims damages,

costs and expenses arising from the incorporation in or use on the works of a such articles,

processes or materials, Octroi or other municipal or local Board charges levied on materials,

equipment or machineries to be brought to site for use on work shall be borne by the

v) Schedule of Rates to Cover Taxes and Duties:

No claim or exemption or reduction of customs duties, excise duties, sales tax, quarry or any

port dues, transport charges, stamp duties or Central or States Government or Local Body or

Municipal Taxes or duties, taxes or charges (from or of any other body), whatsoever, will be

granted or obtained, all of which expenses shall be deemed to be included in and covered by

the Schedule of Rates. Contractor shall also obtain and pay for all permits, or other privileges

necessary to complete work.

vi) Schedule of Rates to cover Risk of Delay:

The schedule of Rates shall be deemed to include and cover the risk of all possibilities of delay

and interference with the contractors conduct of work which occur from any cause including

orders of owner in the exercises of his powers and on account of extension of time granted

due to various reasons and for all other possible or probable cause of delay.

vii) Schedule of Rates cannot be altered:

For work under unit rate basis, no alteration will be allowed in the schedule of Rates by reason

of work or any part of them being modified, altered, extended, diminished or omitted. The

schedule of Rates are fully Inclusive rates which have been fixed by the contractor and agreed

to the Owner and cannot be altered.

For lumpsum contract, the payment will be made according to the work actually carried out

for which purpose an item wise or workwise, Schedule of rates shall be furnished, suitable for

evaluating the value of work done and preparing running account bills.

76 PROCEDURE FOR MEASUREMENT / BILLING OF WORK IN PROGRESS:

i) Measurements:

All measurements shall be in metric system. All the works in progress will be jointly measured

by the representative of the Engineer-in-Charge and the Contractor’s authorise agent

progressively. Such measurement will be got recorded in the measurement book by the

Engineer-in-Charge or his authorised representative and signed in token of accepted by the

contractor or his authorised representative.

For the purpose of taking joint measurement the contractor’s representative shall be bound

to be present whenever required by the Engineer-in-Charge. If, however, he absents for any

reason whatsoever the measurement will be taken by the Engineer-in-Charge or his

representative and this will be deemed to be correct and binding on the contractor.

The contractor will submit a bill to the Engineer-in-Charge of the work giving abstract and

detailed measurements for the various items executed during a month, before the expiry of

the 1st week of the succeeding month. The Engineer-in-Charge shall take or cause to be taken

the requisite measurements for the purpose of having the same verified and the claim, as far

as admissible, adjusted, if possible, before the expiry of 10 days from presentation of the bill.

iii) Dispute in Mode of Measurements:

In case of any dispute as to the mode of measurement not covered by the contract to be

adopted for any item of work, mode of measurement as per latest Indian Standard

Specifications shall be followed.

77 LUMPSUMS IN TENDER:

For the items in tender where it includes lumpsum in respect of parts of work, the contractor

shall be entitled to payment in respect of the items at the same rates as are payable under this

contract for such items, or if part of the work in question is not In the opinion of the Engineer-

in-Charge capable of measurement of determination, the owner may at his discretion pay the

lumpsum amount entered In the tender or a percentage thereof and the certificate In writing

of the Engineer-in-Charge shall be final and conclusive against the contractor with regards to

any sum or sums payable to him under the provisions of the clause.

78 RUNNING ACCOUNT PAYMENTS TO BE REGARDED AS ADVANCES:

All running account payments shall be regarded as payment by way of advance against the

final payment only and not as payments for work actually done and completed and shall not

preclude the requiring of bad, unsound and imperfect, or unskilled work to be removed and

taken away and reconstructed or re-erected or be considered as an admission of the due

performance of the contract, or any part thereof in this respect, or of the accruing of any claim

by the contractor, nor shall it conclude, determine or affect in any way the powers of the Owner

under these conditions or any of them as to the final settlement and the adjustments of the

accounts or otherwise, or in any other way vary or affect the contract.

The final bill shall be submitted by the contractor within one month of the date of physical

completion of the work, and settled immediately but not later than 60 days otherwise the

Engineer-in charge’s certificate of the measurement and of total amount payable for the work

accordingly shall be final and binding on all parties. The final bill shall be presented by the

contractor along with ‘No claim certificate’ in a format acceptable to the owner or such other

documents as directed by the owner.

Should the contractor consider that he is entitled to any extra payment for extra job carried

out whatsoever in respect of the works, he shall forthwith give notice in writing to the Engineer-

in-Charge that he claims extra payment for the extra work. Such notice shall be given to the

Engineer-in-Charge within one week from the ordering of any extra work or happening of any

event, upon which the contractor bases such claims, and such notice shall contain full

particulars of the nature of such claim with full details and amount claimed. Failure on part of

the contractor to put forward any claim with the necessary particulars as above within the

time above specified shall be an absolute waiver thereof. No omission by the owner to reject

any such claim and no delay in dealing therewith shall be waiver by the owner of any rights in

respect thereof.

80 PAYMENT OF CONTRACTOR’S BILL:

Generally no payment shall be made for works estimated to cost less than Rs. 50,000/- till the

whole of the work shall have been completed. But in case of works estimate to cost more than

Rs. 50,000/- the contractor on submitting the bill thereof be entitled to receive a monthly

payment proportion to the part thereof approved and passed by the Engineer-in-Charge,

whose certificate of such approval and passing of the sum so payable shall be final and

conclusive against the contractor. This payment will be made after making necessary

deductions as stipulated elsewhere in the contract document for materials, security deposit or

any moneys due to the Owner etc.

75% payment of the Running Account bill (RA bill) shall be released within 15 calendar days of

receipt of RA bill duly certified by Engineer-in-charge (EIC) and the balance payment shall be

released within 30 days of receipt of RA bill by EIC after detailed scrutiny.

81 MODE OF PAYMENT:

Payment will be made to the contractor normally through NEFT mode.

82 COMPLETION CERTIFICATE:

82.1 Application for Completion Certificate:

When the contractor fulfills his obligation under clause 74.4, he shall be eligible to apply for

completion certificate. The contractor may apply for separate completion certificate respect of

each such portion of the work by submitting the completion documents along with such

application for completion certificate.

The Engineer-in-Charge shall normally issue to the contractor the completion certificate within

one month after receiving an application therefore from the contractor after verifying from the

completion documents and satisfying himself that the work has been completed in accordance

with and as set out in the construction and erection drawings and the contract documents.

The contractor, after obtaining the completion certificate is eligible to present the final bill for

the work executed by him under the terms of contract.

82.2 Completion Certificate:

The contractor shall be furnished with a certificate by the Engineer-in-Charge of such

completion, but no certificate shall be given nor shall the work be deemed to have been

executed until all scaffolding surplus materials and rubbish is cleared off the site completely

or until the work shall have been measured by the Engineer-in-Charge whose measurement

shall be binding and conclusive. The work will not be considered complete and taken over by

the Owner, until all the temporary works, labour and staff colonies etc. constructed are

removed and the work site cleaned of all debris etc., as described in clause in 82.3 below and

to the satisfaction of the Engineer-in-Charge.

If the contractor shall fail to comply with the requirements of this clause on or before the date

fixed for the completion of the work, the Engineer-in-Charge may at the expenses of the

contractor remove such scaffolding, surplus materials and rubbish and dispose off the same

as he thinks fit and clean off such dirt as aforesaid, and the contractor shall forthwith pay the

amount of all expenses so incurred and shall have no claim in respect of any such scaffolding

or surplus materials as aforesaid except for any sum actually realised by the sale thereof.

82.3 Clearing the site:

Cart away all debris generated from the work and dispose it off without giving rise to any

complaints from local, municipal or government authorities. Metal scraps or any other scrap

including wooden packing materials shall be disposed as instructed by the Engineer-in-Charge

a) All unused scrap steel bar/ structural steel sections/pipe materials etc., (Free issue by

owner) shall be the property of the owner and the same shall be returned by the

contractor category-wise at their own cost to Owner’s store. The weighment slip

issued by the Warehouse (in original) is required to be attached along with the final

bill/ material reconciliation statement. In case, the material is supplied by the

contractor, as per their scope of work, the scrap material generated out of the same

should be taken out at their own cost before the settlement of the final bill.

b) Insulation material (either issued by owner to the contractor or supplied by

contractor) shall be kept in the area allocated by owner. During the insulation

activities, the contractor should keep the work area clean on day-to-day basis. On

completion of insulation job, all debris/packing should be taken out to the designated

location or as directed by the Engineer in charge for disposal at their own cost before

the settlement of the final bill.

82.4 The financial implication of above, if any, should be taken care of in the quoted rates; and no

separate claim shall be entertained on this account. The final bill of the contractor shall be

linked with the area cleaning in all respects, including removal of shuttering material, disposal

of debris/scrap etc. to the entire satisfaction of Engineer-in- Charge.

83 FINAL DECISION AND FINAL CERTIFICATE:

Upon Expiry of the period of liability and subject to the Engineer-in-Charge being satisfied that

the works have been duly maintained by the contractor during monsoon or such period as

herein before provided in clause 74 and that the contractor has in all respect duly made up

any subsidence and performed all his obligations under the contract, the Engineer-in-Charge

shall (without prejudice to the rights of the Owner to retain the provisions of relevant clause

hereof) give a certificate herein referred to as the final certificate to that effect. The contractor

shall not be considered to have fulfilled the whole of his obligations under the contract until

Final Certificate have been given by the Engineer-in-Charge notwithstanding any previous

entry upon the work and taking possession, working or using of the same or any part thereof

84 CERTIFICATE FOR PAYMENTS AND EVIDENCE OF COMPLETION:

Except the final certificate, no other certificate or payments against a certificate or on general

account shall be taken to be an admission by the Owner of the due performance of the contract

or any part thereof or occupancy or validity of any claim by the contractor.

TAXES/DUTIES/INSURANCE

85 TAXES, DUTIES, OCTROI ETC.:

The contractor agrees to and does hereby accept full and exclusive liability for the payment of

any and all taxes, duties, octroi etc. now in force or hereafter Imposed, increased or modified,

from time to time in respect of work and materials and all contributions and taxes for

unemployment compensation, insurance and old age pensions or annuities now or hereafter

imposed by any Central or State Government authorities which are imposed with respect to or

covered by the wages, salaries, or other compensations paid to the persons employed by the

contractor and the contractor shall be responsible for the compliance with all obligations and

restrictions imposed by the Labour Law or any other law affecting employer - employee

relationship and the contractor further agrees to comply and secure the compliance by all sub-

contractors, with all applicable Central, State, Municipal and local laws and regulations and

requirements of any Central, State or Local Government agency or authority. Contractor further

agrees to defend, indemnify and hold harmless from any liability or penalty which may be

Imposed by the Central, State of Local Authority by reason of any violation by contractor or

sub-contractor of such laws, regulations or requirements and also from all claims, suits or

proceeding that may be brought against the Owner arising under, growing out of, or by reason

of the work provided for by this contract by third parties, or by Central or State Government

authority or any administrative sub-division thereof.

Contractor shall at his own expenses carry and maintain insurance with reputable insurance

companies to the satisfaction of the Owner as follows:

i) Employees State Insurance Act:

The Contractor agrees to and does hereby accept full and exclusive liability for the

compliance with all obligations imposed by the Employees State Insurance Act,

and the contractor further agrees to defend, indemnify and hold Owner harmless from

any liability or penalty which may be imposed by the Central, State or Local Authority

by reason of any asserted violation by contractor or sub-contractor, of the Employee

State Act, 1948 and also from all claims suits or proceedings that may be brought

against the Owner arising under, growing out of or by reason of the work provided

for by this contract whether brought by employees of the contractor, by third parties

or by Central or State Government authority or any political sub-division thereof.

The contractor agrees to filing, with the Employees State Insurance Corporation, the

Declaration Forms and all forms which may be required in respect of the contractor’s

or sub-contractor’s employees whose aggregate remuneration as fixed by the

concerned authorities and who are employed in the work provided for or those

covered by ESI Act under any amendment to the Act from time to time. The contractor

shall deduct and secure the agreement of the sub-contractor to deduct the

employee’s contribution as per the first schedule of the Employee State Insurance Act

from wages and affix the Employee’s contribution Cards at Wages payment intervals.

The contractor shall remit and secure the agreement of the sub-contractor to remit to

the authorized bank, Employee’s State Insurance Corporation Account, the Employee’s

contribution as required by the Act. The contractor agrees to maintain all Cards and

records as required under the Act in respect of employees and the payments and the

contractor shall secure the agreement of the subcontractor to maintain such records.

Any expenses incurred for the contribution, making contribution or maintaining

records shall be to the contractor’s or sub-contractor’s account.

The Owner shall retain such sum as may necessary, from the total contract value until

contractor shall furnish satisfactory proof that all contributions as required by the

Employees State Insurance Act, 1948, have been paid.

ii) Workman’s Compensation and Employee’s Liability Insurance:

Insurance shall be effected for all the Contractor’s employees engaged in the performs

of this contract, if any of the work is sublet, the contractor shall require the sub-

contractor to provide workman’s compensation and employer’s liability Insurance for

the latter’s employees if such employees are not covered under the contractors

iii) Any other Insurance Required Under Law or Regulations or by Owner:

Owner shall cover Project Material and Equipments under and over all Marine-cum-

Erection Insurance Policy. Contractor shall carry and maintain any and all other

insurance which be required under any law or regulation from time to time. He shall

also carry and main any other insurance which may be required by the Owner.

iv) Automobile Liability Insurance:

Contractor shall take out an Automobile Liability Insurance to cover all risks to Owner

for each of his vehicles plying on works of this contract and these insurance shall be

valid for the total contract period. No extra payments will be made for this insurance.

Owner shall not be liable for any damage or loss not made good by the insurance

company, should such damage or toss result from unauthorised use of the vehicle.

87 DAMAGE TO PROPERTY:

i) Contractor shall be responsible for making good, to the satisfaction of the Owner any

loss of and any damage to all structures and properties belonging to the Owner or

being executed or procured or being procured by the Owner or of other agencies

within the premise all the work of the Owner, if such loss or damage is due to fault

and/or the negligence willful acts or omission of contractor, his employees, agents,

representative or \ sub-contractor.

ii) The contractor shall indemnify and keep the Owner harmless of all claims for damage

to property other than Owner’s property arising under or by reason of this agreement

if such claims results from the fault and/or negligence or willful acts or omission of

contractor, his employees, agents, representatives or sub- contractors.

LABOUR LAWS AND OTHER REGULATIONS

i) No labour below the age of eighteen years shall be employed on the work.

ii) The contractor shall not pay less than what is provided under the Minimum Wages Act

for the applicable trade or category of workman to the worker engaged by him on the

work and also ensure that any sub- contractors engaged by him also pay not below

the applicable minimum wages under the Act and hold the company, indemnified in

respect of any claims that may arise in respect or non-compliance with this

iii) The contractor shall observe all the formalities required under the provisions of the

contract labour (Regulation and abolition) Act 1970 and the rules made thereunder

and as may be amended from time to time. He shall pay the required deposit under

the Act Appropriate to the number of workmen to be employed by him or through

sub-contractor and get him self registered under the Act. He shall produce the

certificate of registration granted by the Govt. authority under the Act to the company

before commencement of work. The company recognises only the contractor and not

his sub-contractors under the provisions of the Act. The contractor will have to submit

daily a list of his employees, who will be entering the Company’s premises for the work

awarded. He will also keep his wage register available at all times as close to the work

site as possible and produce the same for inspection whenever required by designated

Company officials. If the company so desires, a deposit may be taken from the

Contractor to be refunded only after the Company is satisfied that all the workmen

employed by the contractor have been fully paid for the period of work in Company’s

premises at least at rates equal to or better than wages provided for under the

Minimum Wages Act.

iv) The Contractor will comply with the provisions of the employee’s Provident Fund Act

and the Family Pension Fund Act as may be applicable and as amended from time to

time. Contractor shall obtain their own provident fund account number. Offer of the

contractor who does not have provident fund account will be liable for rejection.

v) The Contractor will comply with the provisions of the Payment of Gratuity Act 1972 as

may be applicable and as amended from time to time.

89 IMPLEMENTATION OF APPRENTICES ACT 1961:

The Contractor shall comply with provisions of the Apprentices Act 1961 and the Rules/orders

issued thereunder from time to time. If he fails to do so, his failure will be breach of the contract

and the Engineer-in-Charge may, at his discretion, cancel the contract. The contractor shall

also be liable for any pecuniary liability arising on account of any violation by him of the

provision of the act.

90 CONTRACTOR TO INDEMNIFY THE OWNER:

i) The contractor shall indemnity the owner and every member, officer and employee of

the Owner, also the Engineer-in-Charge and his staff against all actions, proceedings,

claims, demands, costs, and expenses whatsoever arising out of or in connection with

the matters referred to in clause 86 and all actions/ proceedings, claims, demands,

costs and expenses which may be made against the Owner for or in respect of or

arising out of any failure by the contractor in the performance of his obligations under

the contract documents. The Owner shall not be liable for or in respect of any demand

or compensation payable by law in respect of or in consequence of any accident or

injury to any workmen or other person in the employment of the contractor or his

sub-contractor and contractor shall indemnify and keep indemnified the Owner

against all such damages and compensations and against all claims, damage,

proceedings, costs, charges and expenses whatsoever, thereof or in relation thereto.

ii) Payment of Claims and Damages:

Should the Owner have to pay any money in respect of such claims or demands as

aforesaid the amount so paid and the costs incurred by the Owner shall be charged

to and paid the Contractor and the contractor shall not be at liberty to dispute or

question the rig of the Owner to make such payments notwithstanding the same may

have been made without his consent or authority or in law or otherwise to the country.

In every case to which by virtue of the provisions of Section 12, sub-section (I) of

workmen’s compensation Act 1923 or other applicable provisions of workmen’s

Compensation Act any other Act, the Owner is obliged to pay compensation to a

workmen employed by contractor in execution of the works, the Owner will recover

from the contractor the amount of compensation so paid and without prejudice to

the rights of Owner under Section 12 sub-section (2) of the said Act. Owner shall be

at liberty to recover such amount or any part thereof by deducting it from the security

deposit or from any sum due to the contractor whether under the contract or

otherwise. The Owner shall not be bound to contest any clime made under Section

sub-section (I) of the said Act except on the written request of contractor and upon

his giving to the Owner full security for all costs for which the Owner might become

liable on consequence of contesting such claims.

iii) Employment Liability:

a) The contractor shall be solely and exclusively responsible for engaging or

employing persons for the execution of work. All employees engaged by the

contractor shall be on his/ their payroll and paid by him/ them. All disputes or

differences between the contractor and his/ their employees shall be settled

by him/ them. Owner has absolutely no liability whatsoever concerning the

employees of the contractor. The contractor shall indemnify owner against all

loss or damage or liability arising out of or in the course of his/ their

employees. The contractor shall make regular and full payment of wages

without giving any complaint by any employee of the contractor or his sub-

contractor regarding non-payment of wages/ salaries or other dues. Owner

reserves the right to make such payments directly, to such employee or sub-

contractor of the contractor and recover the amount in full from the bills of

Contractor, and the contractor shall not claim any compensation or

reimbursement thereof. The Contractor shall comply with the Minimum

Wages Act applicable to the area with regard to payment of wages of his

employees and also of employees of his sub-contractor.

b) The Contractor shall advise in writing to all of his employees and the

employees of his sub- contractor as follows:

It is fully understood that your appointment and/ or deployment is only in

connection with the owner and it does not give you any right of claim for

employment by owner.

91 HEALTH AND SANITARY ARRANGEMENTS FOR WORKERS:

In respect of all labour directly employed in the works for performance of the contractor’s par

this agreement, the contractor shall comply with or cause to be complied with all the rules and

regulations of the local sanitary and other authorities or as framed by the Owner from time to

time for the protection of health and sanitary arrangements for all workers.

92 SAFETY REGULATIONS:

i) In respect of all labour, directly or indirectly employed in the work for the performance

of contractor’s part of this agreement, the contractor shall at his own expenses arrange

for all safety provisions as per safety codes of C.P.W.D. Indian Standard Institution, the

Electricity Act, The Mines Act and any such other acts as applicable.

ii) The Contractor shall ensure that he, his sub-contractor and his, or their personnel or

representatives shall comply with all Fire / Safety regulations issued from time to time

by the Company or otherwise howsoever and should any injury resulting in death or

not or loss / or damage due to Fire to any property or a portion thereof, occurred as

a result of failure to comply with such regulations, the contractor shall be held

responsible for the consequences thereof and shall keep the company harmless and

93 ARBITRATION:

Any dispute or difference whatsoever arising out of or in connection with this Agreement

including any question regarding its existence, validity, construction, interpretation, application,

meaning, scope, operation or effect of this contract or termination thereof shall be referred to

and finally resolved through arbitration as per the procedure mentioned hereinbelow:

(a) The dispute or difference shall, in any event, be referred only to a Sole Arbitrator.

(b) The appointment and arbitration proceedings shall be conducted in accordance with SCOPE

forum of Arbitration Rules for the time being in force or as amended from time to time.

(c) The Seat of arbitration shall be at Mumbai.

(d) The proceedings shall be conducted in English language.

(e) The cost of the proceedings shall be equally borne by the parties, unless otherwise directed

by the Sole Arbitrator.

94 JURISDICTION:

The contractor shall be governed by the Laws in force in INDIA. The contractor hereby submits

to the jurisdiction of the Courts situated at Mumbai/(Ernakulam-in the case of Kochi Refinery),

for the purpose of actions and proceedings arising out of the contract and the courts at

Mumbai/(Ernakulam-in the case of Kochi Refinery), only will have jurisdiction to hear and

decide such actions and proceedings.

95 Order of Precedence for works / Services Contracts:

1. Contract Agreement (in GCC)

2. Detailed letter of Acceptance along with its enclosures

3. Letter of Award / Fax of Acceptance

4. Job Specifications (specific to particular job only)

6. Special Conditions of Contract (SCC)

7. Technical Specifications

8. Instructions to Bidders

9. General Conditions of Contract (in GCC)

10. Other Documents

Additionally, any variation or amendment / change order issued after signing of formal contract

shall take precedence over respective clauses of the formal contract and its Annexures.

96 LIMITATION OF LIABILITY

The aggregate total liability of the Contractor to Owner under the Contract shall not exceed the

total Contract Price, except that this Clause shall not limit the liability of the Contractor for

(a) In the event of breach of any Applicable Law;

(b) In the event of fraud, willful misconduct or illegal or unlawful acts, or gross negligence of

the Contractor or any person acting on behalf of the Contractor; or

(c) In the event of acts or omissions of the Contractor which are contrary to the most elementary

rules of diligence which a conscientious Contractor would have followed in similar

circumstances; or

(d) In the event of any claim or loss or damage arising out of infringement of Intellectual

(e) For any damage to any third party, including death or injury of any third party caused by the

Contractor or any person or firm acting on behalf of the Contractor in executing the Works.

Neither Party shall be liable to the other Party for any kind of indirect or consequential loss or

damage like, loss of use, loss of profit, loss of production or business interruption which is

connected with any claim arising under the Contract.

MEMORANDUM OF AGREEMENT

An agreement made this day of 20 between BHARAT PETROLEUM

CORPORATION LIMITED a Company Incorporated in India and having its registered office at Ballard

Estate, Mumbai, (herein after referred to as ‘the Company’ which expression shall include its heirs, legal

representatives, successors and permitted assignees) of the one part, and

(herein after referred to as “The Contractor” which expression shall include its heirs, legal representatives,

successors and permitted assignees) of the other part, whereby it is agreed:-

1. The Contractor shall carry out and complete the work as mentioned in the Purchase

order/Contract No. dated , (hereinafter referred to as “the work”) for the Company

at its specified site to its complete satisfaction in accordance with the specifications, schedule of rates

and plans attached as per Purchase order/Contract and with the instructions given from time to time,

by the Company’s authorized engineer under whose supervision the work shall be-executed. The

parties hereto agree that this agreement shall be effective from the date of the aforesaid Purchase

Order/Contract.

2. Inspection of site: The Contractor has been given an opportunity before or at the time of the entrusting

of the work to him of making an inspection of the site to set at rest any doubt he may have had about

the difficulties attending his offer, and any difficulties which may be met with by him in the course of

the execution of the work shall neither relieve him from fulfilling the terms of this Agreement, nor

entitled him to claim extra payment or an extension of the period stipulated for the completion of the

work, except where it will be agreed by the Company’s authorized Engineer that such difficulties could

not have been foreseen.

3. Supply of Labour and Materials: The Contractor shall furnish all labour, materials, equipment or tools

necessary for the construction of the work, except such materials, equipment or tools as will be

supplied by the Company and are detailed in Purchase order/Contract. The contractor will assume full

responsibility for the protection and safety of the work during its construction. The details and

dimensions shown on the said plans referred to in the Purchase order/Contract shall be strictly adhered

to by the contractor and no alterations shall be made therein unless previous sanction thereto has

been given in writing by the Company.

(a) The Contractor shall prepare detailed and shop drawings and any other data required.

(b) All materials supplied by the Contractor shall be of the best quality. The Contractor shall at his

own cost arrange for and/or carry out any test of materials, which the Company’s authorized

Engineer may require.

(c) The Contractor shall at the request of the Company’s authorized Engineer immediately dismiss

from the work any person employed thereon who, in the opinion of the Company’s authorized

Engineer, is unsuitable or incompetent or who, has been guilty of misconduct, and such person

shall not again be employed or allowed on the works without the permission of the Company,

4. E. & O. E. No advantage is to be taken either by the Company or the Contractor of any clerical error or

mistake, which may occur in the specification, schedule of rates, plans, tender or any other papers

supplied to or by the contractor in connection with the work.

5. Damage on account of Incomplete work: The Contractor shall commence the work and shall complete

the work as mentioned in Purchase order/Contract failing which the Contractor shall pay or allow to

the Company to recover as liquidated damages, at the rate of minimum 0.5% per week of delay or part

there of up to a maximum of 5% of the total contract value, if Liquidated damages clause is made

applicable in the contract. Such damages may be deducted by the Company from any amount due to

the contractor; otherwise they shall be recoverable by lawful means.

6. a) Determination of the Agreement: The company shall, at any time, be entitled to determine and

terminate the contract, if in the opinion of the company, the cessation of the work becomes necessary

owing to paucity of funds or for any other cause whatsoever. On such determination / termination, the

cost of approved materials, brought by the contractor and lying at the site, at current market rates as

verified and approved by company’s engineer and of the value of the work done to date by the

contractor shall be paid for in full at the rate specified in the contract. A notice in writing from the

company to the contractor of such determination and termination and reasons therefore shall be the

conclusive proof of the fact that the contract has been so determined and terminated by the company.

Should the contract be determined as above and the contractor claims payment to compensate

expenditure incurred by him in the expectation of completing the work, the company shall consider

and admit such claim as are deemed fair and reasonable and are supported by the vouchers to

satisfaction of the engineer-in-charge. The company’s decision on the necessity and propriety of such

expenditure shall be final and conclusive and binding on the contractor.

The contractor shall not be entitled to get any possible loss of profit that he could have earned had

the contract been not determined / terminated under the above clauses of this article.

b) Termination/Offloading: The contractor fully understands that timely completion of the work as per

the schedule is of paramount necessity as otherwise it would lead to adversely affecting the schedules

of other works/project with resultant financial and other losses to the Company. In view of this, the

contractor unconditionally agrees and binds himself to be liable for all the consequences for non-

completion of the work within the stipulated time.

In case a situation is brought about by the contractor warranting termination/off-loading of the whole

or any part of the work for any reason whatsoever, the Company shall have the liberty and right to

entrust/engage/award the work so terminated off loaded at the risk and cost of the contractor to any

other agency/contractor by adopting any mode of inviting tenders, i.e. open/limited/single

party/negotiation basis etc. in order to ensure completion of the work as per the schedule or at the

quickest possible time.

7. Defective Work / Materials: If the work done by the Contractor or any part there of shall be found

defective in workmanship or by reason of bad or inferior materials used, then in such case he shall at

his own risk and cost without delay, demolish all such defective work and rebuild or replace the same

in a satisfactory manner. The Company may, if necessary, at the cost and risk of the Contractor,

temporarily stop all other activities by the Contractor in connection with the work until such time as

the defective work has been rebuilt or replaced at the Contractor’s cost. In case of default on the part

of the contractor to remove defectives work and rebuild or replace the same without delay and in a

manner satisfactory to the Company, the Company shall be entitled to employ another Contractor or

its own workman to carry out the removal and rebuilding or replacing at the risk and cost of the

8. Substitution of Contractor : If the Company finds it necessary to employ a person or persons for the

purposes provided in clauses 6 (b) and 7 above, then the Company may deduct and retain from out of

the sums due to the contractor all such amounts as they may require to pay or to reimburse themselves

there from in respect of the costs and expenses which they have incurred in completing the work and

or in removing defective work and rebuilding or replacing the same in a manner satisfactory to the

Company and if such amounts be more than the sums due or thereafter becoming due to the

Contractor, than the balance, shall be a debt recoverable from the Contractor by the Company. The

Contractor shall not in any manner do or cause to be done any act, matter or things whatsoever to

prevent the person or persons so employed by the Company from removing defective work and re-

building or replacing the same in a manner satisfactory to the Company and/or from, completing the

work in the manner aforesaid.

9. Removal of Material: On the Determination of the Agreement as referred to in Clause 6, the Contractor

shall at his own risk and cost remove from site within Seven days all his materials, equipment and tools.

It is agreed that in case of such determination the company shall be entitled to purchase from the

Contractor such materials as will be approved by the Authorized Engineer of the Company at the

prices then current. If the Contractor does not remove the other materials, equipment and tools which

he has been asked to remove within the time prescribed as aforesaid, the Company may remove and

sell the same holding the proceeds less the cost of storage, removal and sale to the credit of the

Contractor. Should Company incur any loss in respect of the sale, it shall be entitled to recover same

from the Contractor.

10. Inspection of work: Inspection will be made periodically during the progress of the work by the

authorized Engineer of the Company and all work performed must be of acceptable quality of which

the said Engineer-in- Charge will be the sole judge.

11. Supervision: The Contractor shall during the whole time the work is in progress, employ one or more

competent and technical English speaking Supervisors acceptable to the Company’s authorized

Engineer, one of whom at least shall be in constant attendance at the site while persons are at work

there. Any directions, explanations, instructions, or notices in connection with the work given by the

Company’s authorized Engineer to these Supervisors shall be deemed to have been given to the

12. Payment: The Company, in consideration of the contractor carrying out and completing the said work

at the Company’s said site, to the satisfaction of the Company, shall pay the contractor as per the said

schedule of Rates, subject to deductions, retentions and abatements, if any to be made therefrom in

accordance with the provisions of this Agreement. During the progress of the work and provided the

work is progressing according to the time-table laid down to the contractor, the contractor shall be

entitled once a month to receive advance payment on the above mentioned sum proportionate to

such part of the work as shall have been executed during the preceding month but only after such part

of the work as has been executed has been inspected and approved by the Company’s authorized

Engineer. From such interim payments each time 10% will be withheld as Security deposit and this 10%

will be paid to the Contractor after the defect liability period, provided that any defects appearing

during that period are corrected by him. OR

100% payment will be made on the basis of actual executed quantities after satisfactory completion

and due certification by BPCL Engineer-in-charge. In lieu of 10% Retention money towards Security

deposit, contractor shall submit bank guarantee of equivalent amount of retention money (10% of

contract value) before submission of 1st Running Account (RA) bill valid for defects liability period

specified. Further, the Bank Guarantee shall have a claim period of six months beyond the date of

expiry, and the same shall be mentioned clearly in the Bank Guarantee.

13. Defects after Completion: Any defects which may appear within the defect liability period specified

shall, upon the directions in writing of the Company and within such reasonable time as shall be

specified therein be amended and made good by the Contractor, at his own cost unless the Company

shall decide that the Contractor will be paid for such amending and making good, and in case of

default on the Contractor’s part, the Company may amend and make good or have amended and

made good such defects and all damages, losses and expenses consequent thereon, incidental to those

shall be borne by the Contractor and such damages, losses and expenses shall be recoverable from

him by the Company or may be deducted by the Company from any moneys due to or thereafter

becoming due to the Contractor. Alternatively, the Company may, in lieu of such amending and making

good by the Contractor elect to deduct from any moneys due or thereafter becoming due to the

Contractor a sum to be determined by the Company sufficient to cover the cost of amending and

making good such defects, and in the event of the amount withheld in accordance with Clause

being insufficient, recover the balance from the Contractor together with any expenses the Company

may have incurred in connection with such recovery. Should any defective work have been done or

bad inferior materials supplied by any Sub-Contractor employed on the work, has been approved by

the Company as provided in Clause 15, the Contractor shall be liable to amend and make good in the

same manner as if such work or materials had been done or supplied by the Contractor. The Contractor

shall remain liable under this Clause notwithstanding the signing by the Company’s authorized

Engineer of any certificate or the passing of any account.

14. Alterations: The Company reserves the right at any time to alter any quantities of any item indicated

in the Purchase order/Contract, in which case the total amount payable to the Contractor shall be less

or higher, proportionate with the reduction or increase in quantity of such item, allowance for which

will be made at the Contractor’s agreed rates.

15. Subletting Agreement: The Contractor shall not sublet or assign the work or any part thereof to another

party without the written consent of the company and no such subletting or assignment shall relieve

the contractor from the full and entire responsibility of his obligation under this Agreement.

16. Cancellation: The Company shall at any and all times during the period stipulated for the work, has the

right forthwith to cancel this agreement by giving written notice thereof to the Contractor and in such

case the Contractor shall be paid for such part of the work as has been executed by him up to the date

of cancellation, on the basis of schedule of rates as per Purchase order/Contract and shall be

reimbursed by the Company for the cost and expenses incurred by him but which would now be

wasted as a direct consequence of the cancellation of the Agreement.

17. Workmen’s Compensation Liability: The Contractor shall hold the Company harmless and indemnified

from and against all claims, costs and charges for which the Company shall be liable under the

Workmen’s Compensation Act, 1923 and any amendments thereof and the expenses to which it shall

be put thereunder, both in respect of personal injuries (within the meaning of the said Act) to the

employees and servants of the Contractor or Sub-Contractors, (if any), arising out of, or occasioned

during the currency of this agreement through the acts or omissions, whether due to negligence or

not of the Contractor, Sub-Contractor and/or Company and/or their respective servants and

employees and also in respect of the personal injuries (within the meaning of the said Act) to the

servants and employees of the Company arising out of, or occasioned through the acts and omissions

whether due to negligence or not of the Contractor, Sub-Contractor and or their servants and

employees in carrying out any of the provisions of this Agreement. This indemnity shall be in addition

to and not in lieu of any indemnity to which the Company shall be entitled in law. The Contractor shall

at his own expense effect and maintain, until the completion of the work, with an approved office a

Policy of Insurance in the joint names of the Company and the Contractor, against such risks and

deposit such Policy or policies with the Company from time to time during the currency of this

Agreement. The Contractor shall be responsible for anything not included in the Insurance Policies

above referred to and also for all other damage to person or property arising out of or incidental to

the negligent or defective carrying out of this agreement and shall keep the Company harmless and

indemnified. He shall also indemnify the Company in respect of any costs, charges or expenses arising

out of any claim or proceedings and also in respect of any award of compensation or damages arising

therefrom. The Company shall be entitled to deduct the amount of any damages compensation

costs, charges and expenses arising or accruing from or in respect of any such claim or damages from

any sum or sums due or thereafter becoming due to the Contractor.

18. Safety Regulation: The Contractor shall ensure that he/his Sub-Contractor and his, or their personnel

or representatives shall comply with all safety regulations issued from time to time by the Company or

otherwise howsoever and should any injury resulting in death or not or damage to any property occur

as result of failure to comply with such regulations the Contractor shall be held responsible for the

consequences thereof, shall keep the Company harmless and indemnified.

19. Arbitration

Any dispute or difference whatsoever arising out of or in connection with this Agreement including any

question regarding its existence, validity, construction, interpretation, application, meaning, scope,

operation or effect of this contract or termination thereof shall be referred to and finally resolved

through arbitration as per the procedure mentioned hereinbelow:

(a) The dispute or difference shall, in any event, be referred only to a Sole Arbitrator.

(b) The appointment and arbitration proceedings shall be conducted in accordance with SCOPE

forum of Arbitration Rules for the time being in force or as amended from time to time.

(c) The Seat of arbitration shall be at Mumbai.

(d) The proceedings shall be conducted in English language.

(e) The cost of the proceedings shall be equally borne by the parties, unless otherwise directed

by the Sole Arbitrator.

20. Jurisdiction:

The contractor shall be governed by the Laws in force in INDIA. The contractor hereby submits to the

jurisdiction of the Courts situated at Mumbai, for the purpose of actions and proceedings arising out

of the contract and the courts at Mumbai, only will have jurisdiction to hear and decide such actions

and proceedings.

21 Minimum Wages:

The Contractor, his executors and administrators (and in the case of a Limited Company, its successors

and assigns) shall hold the Company harmless and indemnified from and against all claims, costs and

charges, for which the Company shall be liable under the Minimum Wages Act, 1948, the Contract

Labour (Regulation and Abolition) Act, 1970 and any amendments or modifications thereof, and all

expenses it shall be put thereunder through the acts or omissions whether willful or not on the part of

the Contractor. This indemnity shall be in addition to and not in lieu of, any indemnity to which the

Company shall be entitled in law.

22. Employees State Insurance: This Contractor hereby admits that he is fully aware of his responsibilities

under the Employees State Insurance Act, 1948, as an immediate employer of the employees engaged

by him for the execution of this contract which he agrees to discharge. The Contractor acknowledge

the statutory right of the company (as a Principle Employer) to recover the amount of the contributions,

paid by it in the first instance in respect of the employees employed by or through him (the Contractor),

as well as the employee’s contribution, if any, either by deduction from any amount payable to him by

the Company under any contract or as debt payable by him to the Company.

In witness where of the said contracting parties have set their hands.

For Bharat Petroleum Corporation Ltd. For Bharat Petroleum Corporation Ltd.

Contractor’s witness - Signature Contractor’s Signature

Name & Address: Name & Address:-

PROFORMA OF BANK GUARANTEE

(On non-judicial paper of appropriate value)

FOR EARNEST MONEY / SECURITY DEPOSIT TOWARDS

Bharat Petroleum Corporation Ltd.

M/s. have taken tender for the work CRFQ

for Bharat Petroleum Corporation Ltd.

The tender Conditions of Contract provide that the Contractor shall pay a sum of Rs.

) as earnest money/security deposit in the form therein

mentioned. The form of payment of earnest money/security deposit includes guarantee executed by Scheduled

Bank, undertaking full responsibility to indemnify Bharat Petroleum Corporation Ltd. in case of default.

The said have approached us and at their request and in consideration

of the premises we having our office at have agreed

to give such guarantee as hereinafter mentioned.

1. We hereby undertake and agree with

you that if default shall be made by M/s. in performing any of the terms

and conditions of the tender or in payment of any money payable to Bharat Petroleum Corporation Ltd.

We shall on demand pay to you in such matter as to you may direct the said amount of Rupees

only or such portion thereof not

exceeding the said sum as you may from time to time require.

2. You will have the full liberty without reference to us and without effecting this guarantee postpones for

any time or from time to time the exercise of any of the powers and rights conferred on you under

the contract with the said and

to enforce or to for bear from endorsing any power of rights or by reason of time being given to the

said which under law relating to the sureties would but for provision have the effect of releasing us.

3. Your right to recover the said sum of Rs. (Rupees ) from

us in manner aforesaid will not be affected or suspended by reason of the fact that any dispute or

disputes have been raised by the said M/s. and/or that any dispute or disputes are pending

before any officer, tribunal or court.

4. The guarantee herein contained shall not be determined or affected by the liquidation or winding up,

dissolution or change of constitution or insolvency of the said but shall in all respects and for all

purposes be binding operative units payment of all money due to you in respect of such liabilities is

5. Our liability under this guarantee is restricted to Rupees Our guarantees shall

in force until unless a suit or action to enforce a

under Guarantee is filed against us within six months from

(which is date of expiry of guarantee) all our rights under the said

guarantee shall be forfeited and shall be relieved and discharged from all liabilities thereunder.

6. We have power to issue this guarantee in your favour under Memorandum and Articles of Association

and the undersigned has full power to do under the Power of Attorney dated granted to him by

Yours faithfully

Bank by its Constituted Attorney Signature of a person duly authorized to sign

on behalf of the bank.

BHARAT PETROLEUM CORP. LTD.

ACKNOWLEDGEMENT

We, M/s. having office at

received the copy of GENERAL CONDITIONS OF

CONTRACT and confirm our acceptance to all the terms and conditions as mentioned herein in this General

Conditions of Contract and we are hereby returning this copy of Acknowledgement duly signed.

For & on behalf of M/s.

( Seal / Stamp )