Seminar on FIDIC EPC/ Turn Key Contract

FIDIC 2020 Training

Seminar on

FIDIC EPC/ Turn Key Contract

10th October 2020 (10-10-2020)

Justice Academy

Author-presenter: Tahseen Saleh

FIDIC Training - Online Course

FIDIC – INTERNATIONAL FEDERATION OF CONSULTING ENGINEERS – WWW.FIDIC.ORG – [email protected] – COPYRIGHT 2019

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• FIDIC is the abbreviation of the “Fédération Internationale Des Ingénieurs-Conseils ‘FIDIC’”, whichstands for :(The International Federation of Consulting Engineers)

• The FIDIC was established in 1913

• Promotes and implements the consulting engineering industry’s strategic goals

• Members endorse FIDIC’s statutes and policy statementsand comply with FIDIC’s Code of Ethics.

• Develops and promotes business practice: Business Integrity management; Project Sustainabilitymanagement;Quality management; Risk Management

1- Introduction


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• New FIDIC Releases

• Compared with 1999 releases


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1- Introduction

FIDIC Releases 2017

http://fidic.org/books/construction-contract-1st-ed-1999-red-book

http://fidic.org/books/plant-and-design-build-contract-1st-ed-1999-yellow-book

http://fidic.org/books/epcturnkey-contract-1st-ed-1999-silver-book

http://fidic.org/books/short-form-contract-1st-ed-1999-green-book

2.3 Which Form to UseCheck ListWhen selecting the form of contract to be applied, the following

checklist to be used:• Type of the project to be procured.• Type of design and whether or not it has an exclusive nature.• How and when payment is made.• Certainty of final cost of the project• Method of tendering• Control during construction• Possibility or probability of having variations or changes in the

works after entering into the Contract.• If the Contractor required to operate the facilities after the

completion of the project.

1- Introduction


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• .

1- Introduction


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Which Form to Use

2. Structure of FIDIC Forms of Conditions of

Contracts (1999 suite of Contracts)

Obligations of the Contract Parties


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a) Clause 1 b) Clauses 2 to 4

c) Clauses 5 to 7

d) Clauses 8 to 10

e) Clause 11

2- Structure of FIDIC Forms of Conditions of Contracts (1999 suite of Contracts)


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• Categories of the Clauses in the 1999 / 2017 suite of General Conditions

• General Provisions

• Rights, duties and obligations of the Employer, Engineer and Contractor.

• Resources (Nominated subcontractors, staff and labor, Plant, material and workmanship)

• Time aspects (Commencement, delays and suspension; Tests on completion and Employer’s taking over)

• Defects Liability

• f) Clauses 12 to 14

• g) Clauses 15 to 16

• h) Clauses 17 to 19

• i) Clauses 20 (& 21 in the 2017 ed.)



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• Categories of the Clauses in the 1999 / 2017 suite of General Conditions (Cont’d)

• Monetary terms (measurement and evaluation, variations and adjustments, contract price and payments)

• Terminations (By the Employer and by the Contractor)

• Risks, responsibilities, insurances and force majeure

• Claims, disputes and their settlement

• Red Book 1st (99) & 2nd

(17) Editions Clause:

• Clause 3: The Engineer

• Clause 5: Nominated Subcontractors

• Clause 12: Measurement and Evaluation



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• Differences between the Red, yellow and Silver Books in the 1999 /2017 suite of General Conditions

• Yellow Book 1st (99) & 2nd (17) Edition Clause:

• Clause 3: The Engineer

• Clause 5: Design

• Clause 12:Tests after Completion

• Silver Book 1st (99) & 2nd

(17) Edition Clause:

• Clause 3: The Employer’s Administration

• Clause 5: Design

• Clause 12: Tests after Completion

3. General Provisions – Definitions



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3.1 Clause 1 – General provisions Definitions for the (capitalised) defined terms in the 1999 Editions of the FIDIC contracts are extensive. Definitions are identical across all the FIDIC forms of contract, are grouped not alphabetically but in six different categories:

- Parties to the Contract- dates, Tests - periods and completion - money and payments - Works and Goods - other definitions.

3- General Provisions – Definitions


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3.1 Clause 1 – General provisions – The six sub-categories in the 1999 suite are:

• 1.1.1 The Contract (5 S)

• 1.1.2 Parties and Persons (10 S)

• 1.1.3 Dates, Tests, Periods and Completion (9 S)

• 1.1.4 Money and Payments (8 S)

• 1.1.5 Works and Goods (8 S)

• 1.1.6 Other Definitions (8 S)

– Total Definitions (48 S)



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3.1 Clause 1 – General provisions – Three digits numbering instead of four

– Clearer Definitions

– 32 new Definitions in the Silver Book, … Definitions amended.



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• Clause 1 General Provisions



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Main Changes in 2017 edition

– This Clause is composed of:

– Silver Book became 15 S/C instead of 14 S/C;

– The Definitions Sub-Clause (1.1) in the three books became arranged in alphabetical order instead of the subdivision in six sub-categories

Clause 1 1.1.2: Parties to the Contract

Parties can be firms, corporations, individuals or otherlegal entities.

1.1.2.{1}: “Party” means the Employer or the Contractor, asthe context requires.

Definition of “Party” only includes the Employer and theContractor, not the Engineer, who is by implication, not aparty to the Contract. The definition has little impact onthe fact that the Engineer is the agent of the Employerwith the legal implications of this.



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Contract Agreement1.1.2.{2, 2, 2}: “Employer” means the person named as

employer in the Appendix to Tender (Contract Agreement)and the legal successors in title to this person.

1.1.2.{3, 3}: “Contractor” means the person(s) named ascontractor in the Letter of Tender Accepted by theEmployer and the legal successors in title to this person(s).

1.1.2.{3}: “Contractor” means the person(s) named ascontractor in the Contract Agreement and the legalsuccessors in title to this person(s).



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Notes: (Contract Agreement)• In the EPCT Contract it is stated that the Contract comes

into effect on the date in the Contract Agreement. EPCTtherefore makes no reference to a Letter of Acceptance,except for the comments on item 1.6 in the Guidance forthe Preparation of Particular Conditions (GPPC) whichanticipates the possibility of the Employer preferring toissue a Letter of Acceptance.

• Item 1.6 states: If the Employer whished to anticipate thepossibility of issuing a letter of acceptance, then it shall bestated that the Contract comes into full force and effectwhen the Parties sign the Contract Agreement.– The following shall be included: “ Unless and until a formal

Agreement is prepared and executed, this Letter of Tender,together with your acceptance thereof, shall constitute abinding contract between us.”

1.1.2



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Employer’s Requirements1.1.1.3 “Employer Requirements” means the document

entitled employer’s requirements, as included in theContract, and any additions and modifications to suchdocument in accordance with the Contract. Suchdocument specifies the purpose, scope, and/or designand/or other technical evaluation criteria, for the Works

1.1.{31}: “Employer Requirements” means the documententitled employer’s requirements, as included in theContract, and any additions and modifications to suchdocument in accordance with the Contract. Suchdocument describes the purpose(s) for which the Worksare intended, and specifies Key Personnel (if any), for thescope, and/or design and/or other performance, technicalevaluation criteria, for the Works



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Notes: (Employer’s Requirements)• In the EPCT Contract (also in the P&DB) the Employer’s

Requirements should include all relevant criteria, includingquality, performance and testing, but need not specify anymatters which would be imposed on the Works by theapplicable law.

• Quality should be specified in terms which are:– 1) not so detailed as to reduce the Contractor’s design

responsibilities,– 2) not so imprecise as to be difficult to enforce,– 3) and not reliant on the future opinions of the

Employer’s Representative, which tenderers mayconsider impossible to forecast.



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Parties1.1.2.4 in the 1999 edition:

“Employer’s Representative” means the person appointed bythe Employer in the Contract or appointed from time to time bythe Employer under Sub-Clause 3.1 [The Employer’sRepresentative], who acts on behalf of the Employer.

1.1.{30} in the 2017 edition:“Employer’s Representative” means the person appointed bythe Employer in the Contract DATA or appointed from time totime by the Employer for the purposes of the Contract or anyreplacement appointed under Sub-Clause 3.1 [The Employer’sRepresentative], who acts on behalf of the Employer.



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Dates, Tests, Periods and Completion (1999 editions)1.1.3.1 Base Date1.1.3.2 Commencement Date, related to S/C 8.1 [Commencement of

Works]1.1.3.3 Time for Completion, related to S/C 8.2 [Time for Completion]

and S/C 8.4 [Extension of Time for Completion],1.1.3.4 Tests on Completion, related to Clause 9 [Tests on Completion],1.1.3.5 Taking Over Certificate, related to Clause 10 [Employer’s Taking

Over]1.1.3.6 “Tests After Completion” related to Clause 12 [Tests after

Completion],1.1.3.7 “Defects Notification Period” related to S/Cs 11.1, 11.3 & 10.11.1.3.8 “ Performance Certificate” related to S/C 11.9 [Performance

Certificate]1.1.3.9 “day”



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Notes: Dates, Tests, Periods and Completion (1999 editions)• In EPCT the base date is used as a reference date for the

information available to the tenderer in respect of S/Cs 5.1, 5.4.

• For Contractor-design in EPCT (also in P& DB) the Employer’sRequirements should be described in the Tests on Completion, andthe Tests after Completion, which are considered necessary todemonstrate that the Plant and other Works satisfy the prescribedcriteria.

• The extent of these tests should be considered carefully by theEmployer when writing the Employer’s Requirements.

• In EPCT S/C 10.2 states that parts shall not be taken over, except asmay be stated in the Contract or as may be agreed by both Parties.



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Notes: Other Definitions• The definition “Unforeseeable” under 1.1.6.8 in the Cons and

P&DB Contracts is not given in the EPCT Contract. (1999edition),

• This definition is present in the 2017 edition under S/C 1.1.77,which states: “Unforeseeable” means not reasonablyforeseeable by an experienced Contractor by the Base Date.

• S/C 4.12 of the EPCT General Conditions states:– (b) by signing the Contract Agreement, the Contractor

accepts total Responsibility for having foreseen alldifficulties and costs of successfully completing the Works;and

– (c) the Contract Price shall not be adjusted to take accountof any Unforeseeable or unforeseen difficulties or costs.



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S/C 1.5: Priority of Documents• The priority of the documents shall be in accordance

with the following sequence: (FIDIC 1999 edition)

(a)The Contract Agreement,

(b)The particular Conditions,

(c)These (The) General Conditions,

(d)The Employer Requirements,

(e)The Tender and any other documents forming part of

the Contract.



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S/C 1.5: Priority of Documents– The listed documents in the FIDIC SB 2017 edition

became (9 instead of 5 in the SB)

– The particular Conditions is split into:• Particular Conditions Part A- Contract Data,

• Particular Conditions Part B- Special Provisions

– Two more documents are added at the end:• the JV undertaking (if the Contractor is a JV), and

• any other documents forming part of the Contract

– Item (e) in the 1999 edition is split into two• (g) the Tender,

• (i) any other documents forming part of the Contract.



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Notes: S/C 1.5: Priority of Documents

• Sub-items (b), (c), (f), (g) & (h) in the Red Book and sub-items (b), (c), (g) & (h) in the Yellow Book are not present in the Silver Book (EPCT).

• Under EPCT (also P& DB) the Contractor takes thefinancial risk arising from the lump sum pricing of theworks which he designs.

• The Contractor may therefor wish to include manydetails in his Tender proposal.

• If any of these details do not comply with theEmployer’s Requirements, S/C 1.5 resolves theproblem in favor of the Employer.



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Notes: S/C 1.5: Priority of Documents

• Under EPCT S/C 1.5 contains no equivalent power of the Employer to issue a clarification or instruction.

• If there is an ambiguity or discrepancy within one of the contract documents, the Parties should endeavor to reach an agreement on how it should be resolved, which may result in an adjustment to the Contract Price.



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S/C 1.9: Confidentiality (1999 edition) became 1.11 in 2017 edition

– This Sub-Clause under the Red Book is Titled:• Sub/Clause 1.9 [Delayed Drawings or Instruction]

– This Sub-Clause under the Yellow Book is Titled:• Sub/Clause 1.9 [Errors in Employer’s Requirement]

– This Sub-Clause under the Silver Book is Titled:• Sub/Clause 1.9 [Confidentiality]



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S/C 1.12: Confidential Details (1999 edition) removed in 2017 edition

– The Contractor shall not be required to disclose, to the Employer, any information which the Contractor described in the Tender as being confidential. The Contractor shall disclose any other information which the Employer may reasonably require in order to verify the Contractor’s compliance with the Contract.



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4. Parties to the Contracts and their Obligations



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Parties to the Contract


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ContractorEmployer

Contract Agreement

Employer’s Representative

DAB

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4- Parties to the Contracts and their Obligations

Clause 2 – The Employer

Role of the Employer is dealt with in Clause 2 of the 1999 editions:

2.1 Right to Access to the Site;

2.2 Permits, Licenses or Approvals;

2.3 Employer’s Personnel;

2.4 Employer’s Financial Arrangements; and

2.5 Employer’s Claims.

Employer’s role and obligations can be summarised in the order in which they appear in the General Conditions:

.

4.1 Parties to the Contracts and their Obligations – the Employer


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The Employer (Cont’d) Clause 2 Sub-Clauses 2.1: Right of Access to the Site

Employer to give Contractor right of access to and possession of all parts of the Site as stated in the Contract. Right to access to and possession of the Site not exclusive. If no such time is stated in the Particular Conditions, the Employer shall give the Contractor right of access to, and possession of, the Site with effect from the Commencement Date.If Contractor suffers delay and/or incurs Cost as a result of a failure by the Employer to give any such right or possession, the Contractor to shall be entitled subject to S/C 20.1 to (a) an extension of time and (b) payment of any such Cost (plus reasonable profit.



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The Employer (Cont’d) Clause 2 Sub-Clauses 2.1: Right of Access to the Site – Notes:

• Under EPCT, the second paragraph specifies that, if no such the prescribe time is so stated, the Employer is required to make the Site available on the Commencement Date.

• This provision prevents the Employer’s obligation being dependent upon post-contract documents.

• In EPCT (also in P&DB) it may be necessary for the Contractor to be given early access to the Site for delivery of Contractor’s Equipment, but he may require early access in order to carry out surveys and other investigations.

• Non-availability of the Site constitutes failure and entitles the Contractor to terminate the Contract under S/C 16.2 (c) of the 1999 edition and 16.2(d) in the 2017 editions.



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The Employer (Cont’d) Clause 2 Sub-Clauses (Continued)

No extension of time granted if Employer’s failure to give possession or access caused by Contractor’s error or delay.

.



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The Employer (Cont’d) Clause 2 Sub-Clauses (Continued)2.2: Permits, Licenses and Approvals -

To the extent that the Employer can, the Employer shall assist the Contractor:- to obtain copies of the relevant laws which are not

readily available; and - in the making of any applications for permits, licenses

and approvals which the Contractor will need to make in accordance with those laws.

Employer only required to provide this assistance if so requested by the Contractor.



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2.3. Employer’s Personnel -Employer shall be responsible for ensuring that theEmployer’s Personnel and his other contractors:

- co-operate with the Contractor to the limited extentprovided for in Sub-Clause 4.6; (comply with the health& safety requirements set out in Sub-Clause 4.8);

- take all reasonable steps to protect the environmentboth on and off the Site as required by Sub-Clause 4.18.

.



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2.4: Employers Financial Arrangements -If the Contractor so requests, the Employer shall providewithin 28 days reasonable evidence that financialarrangements are in place to pay the Contract Price inaccordance with Clause 14.Employer must give notice to the Contractor if heintends to make any material change to his financialarrangements.If that evidence is not provided, Contractor may, subjectto the provision of the necessary notices, suspend workor even terminate the Contract.



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2.4: Employers Financial Arrangements -– More Elaboration on Sub-Clause 2.4 [Employer’s Financial

Arrangements], the Contractor may request for evidence and the Employer shall provide within 28 days if:• the Contractor receives a variation of more than 10%

or the accumulated total variations exceed 30%, or• the Contractor does not receive payments in

accordance with S/C 14.7, or• Becomes aware of material change in the Employer’s

financial arrangement



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2.5: Employer’s Claims -If Employer considers himself entitled to either anypayment or an extension of the Defects NotificationPeriod, he shall give notice and particulars to theContractor.Notice relating to payment should be given as soon aspracticable after the Employer has become aware of theevent or circumstance which gives rise to the claim.Any notice relating to the extension of the DefectsNotification Period should be given before the expiry ofthat period.



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2.5: Employer’s Claims Key issues (continued)Employer must also provide substantiation including the basisof the claim and details of the relief sought.Once notice has been given, the Employer shall then proceedin accordance with Sub-Clause 3.5 [Determinations] to agreeor determine (i) the amount (if any) which the Employer isentitled to be paid to the Contractor, and/or (ii) the extension(if any) of the Defects Notification Period.The Employer may deduct this amount from any moneys dueto, or to become due, to the Contractor. The Employer shallonly be entitled to set off against or make any deduction froman amount due to the Contractor, or to otherwise claimagainst the Contractor, in accordance with this Sub-Clause orwith sub-paragraph (a) and /or (b) of Sub-Clause 14.6 [InterimPayments]



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2.5: Employer’s Claims Key issues (continued)

• Under EPCT 14.7(b), the Employer’s obligation is stated asbeing to pay the amount which “is due”, subject to S/C 2.5 butirrespective of the Employer’s notice under EPCT 14.6 andirrespective of any non-binding determinations under EPCT3.5.

• This amount due may incorporate reductions to which theEmployer is entitled, having claimed compensation from theContractor in accordance with S/C 2.5 and having received nonotice of dissatisfaction.



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• If the Contractor notifies dissatisfaction with the Employer’sdetermination under the last paragraph of EPCT 3.5:– The determination is of no effect, and the Employer cannot

rely upon it as entitling him to recover such compensation,– He must still pay the amount which “is due”, irrespective of

the Employer’s own determination under S/C 3.5, and– The answer to the question as to what amount “is due” may

be determined by reference to the provisions on which theEmployer based his claim, either by agreement or underdispute resolution procedures described in Clause 20.



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– For example, the DAB may decide the amount which wasdue, having been informed of the (lesser or greater) amountactually paid by the Employer.

– If the Dab decides that the Employer had paid less than theamount which was due under EPCT 14.7 (b), the Contractorwould be entitled to financing charges under EPCT 14.8



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The changes made to the Role of the Employer in the

2017 editions are summarized as follows:

– This Clause became 6 Sub-Clauses instead of 5:

– Sub-Clause 2.2 [Assistance] instead of Permits, Licenses or Approvals

– Sub-Clause 2.3 [Employer’s Personnel and Other Contractor’s] instead of Employer’s Personnel ;



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The changes made to the Role of the Employer in

the 2017 editions are summarized as follows:

– Moving Sub-Clause 2.5 [Employer’s Claims] in the 1999 edition to Clause 20 [Employer’s and Contractor’s Claims]

– Sub-Clauses 2.5 [Site Data and Items of Reference] & Sub-Clause 2.6 [Employer’s Supplied Materials and Employer’s Equipment] were brought from Clause 4: The Contractor

.



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The Employer’s Representative ER (1999 edition)

The Employer may appoint an Employer’s

Representative to act on his behalf under theContract. In this event, he shall give Notice to theContractor of the name, address, duties andauthority of the Employer’s Representative.



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Clause 3 – The Employer’s Administration

The Employer’s Representative ER (2017 edition)

• The Employer shall appoint the Employer’sRepresentative who, except as otherwise stated inthese Conditions, shall be deemed to act on theEmployer’s behalf under the Contract.

• The ER shall be vested with, and (unless and until theEmployer notifies the Contractor otherwise) shall bedeemed to have, the full authority of the Employerunder the Contract except in respect of Clause 15[Termination by Employer].

4.2 Parties to the Contracts and their Obligations – the ER


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Notes: ER• In the 1999 edition, the Employer’s Representative

may be named in the Employer’s Requirements ormay be appointed and notified under Sub-Clause 3.1,but the EPCT contract does not require the Employerto appoint such a person.

• In EPCT it is not required there to be anyintermediary role given to the Engineer in the otherbooks.

• The Employer’s Representative shall be appointed inthe 2017 edition.



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S/C 3.5 Determinations: By Employer of ER• In 1999 edition of EPCT Contract, determinations are

made by the Employer or the Employer’s Representative(depending on the delegated authorities to the ER).

• Whenever these Conditions provide that the Employershall proceed in accordance with this S/C, the Employershall consult with the Contractor in an endeavor to reachagreement. If agreement is not achieved, the Employershall make a fair determination in accordance with theContract, taking due regard of all relevant circumstances.



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Clause 3 – The Employer’s Representative

S/C 3.5 Determinations: By Employer or ER• In 1999 edition of EPCT Contract, determinations are

made by the Employer or the Employer’s Representative(depending on the delegated authorities to the ER).

• Whenever these Conditions provide that the Employershall proceed in accordance with this S/C, the Employershall consult with the Contractor in an endeavor to reachagreement. If agreement is not achieved, the Employershall make a fair determination in accordance with theContract, taking due regard of all relevant circumstances.



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S/C 3.5 Determinations: By Employer’s ER 2017

Agreement is reached within 42 days, error found in the ER’s Notice of agreement and corrected.



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The Parties’ early advice that agreement cannot be reached and so Er’sdetermination is necessary, no error in ER’s determination.



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No agreement within 42 days, ER determines within 42 days, error found in ER’s determination and corrected.



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Clause 4 Sub-Clauses Yellow and Silver Books

4.1: Contractor’s General Obligations -

The first paragraph in both books reads as follow:

“The Contractor shall design, execute, and completethe Works in accordance with the Contract, andshall remedy any defects in the Works. Whencompleted, the Works shall fit for purposes forwhich the Works are intended as defined in theContract.”

4.3 Parties to the Contracts and their Obligations – the Contractor


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Clause 4 – The Contractor

Clause 4 Sub-Clauses Yellow and Silver Books

4.1: Contractor’s General Obligations -

The third paragraph in both books reads as follow:

“The Contractor shall include any work which isnecessary to satisfy the Employer’s Requirements,or is implied by the Contract, and all works which(although not mentioned in the Contract) arenecessary for stability or for completion, or safe andproper operation, of the Works.



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Clause 4 Sub-Clauses Silver Book

4.10: Site Data - Key issues Silver BookEmployer must make available, prior to the Base Date allrelevant data in his possession on sub-surface andhydrological conditions at the Site.

This is an ongoing obligation.

In the Silver book, the Contractor is responsible forverifying and interpreting all such data. The Employershall have no responsibility for the accuracy, sufficiencyor completeness of such data, except as stated in S/C 5.1[General design Responsibilities].



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4.11: Sufficiency of the Accepted Contract Amount

• The Contractor shall be deemed to have satisfiedhimself as to the correctness and sufficiency of theContract Price.

• Subitem (b) in the Red and Yellow books of this S/C isnot present.



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4.12: Unforeseeable Physical ConditionsExcept as otherwise stated in the Contract:(a) the Contractor shall be deemed to have obtained all

necessary information as to risks, contingencies and othercircumstances which may influence or affect the Works;

(b) by signing the Contract, the Contractor accepts totalresponsibility for having foreseen all difficulties and costs ofsuccessfully completing the Works; and

(c) the Contract Price shall not be adjusted to take account ofany unforeseen difficulties or costs.



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4.12: Unforeseeable Physical Conditions

• Under EPCT, Sub-Clause 4.12 sets out EPCT’s

principles that risks lies with the Contractor,except where the contrary is expressly statedin the Contract.



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Clause 5: Silver Book

• The first paragraph in the EPC states with:

• the Contractor shall be deemed to have scrutinised,prior to the Base Date, the Employer’s Requirements(including design criteria and calculations, if any).The Contractor shall be responsible for the accuracyof such Employer’s Requirements (including designcriteria and calculations, if any) except as statedbelow.

5. Design


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5.1 General Design Requirements

Clause 5: Silver Book• The second paragraph in the EPCT states with:

• the Employer shall not be responsible for any error,inaccuracy or omission of any kind in the Employer’sRequirements as originally included in the Contractand shall not be deemed to have given anyrepresentation of accuracy or completeness of anydata or information, except as stated below. Any dataor information received by the Contractor from theEmployer or otherwise, shall not relieve theContractor from his responsibility for design andexecution of the Works.

5. Design


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Clause 5: Silver Book• The EPCT Conditions of Contract for EPC/Turnkey Projects:

• are suitable for process or power plant, a factory or similar facility, or an infrastructure project or other types of development, if

• (i) a higher degree of certainty is required, and

• (ii) the Contractor takes total responsibility for the design and execution of the project.

• Sub-Clause 5.1 of the EPCT contain no such requirement for designers comply with criteria or for them to be subject to anyone’s consent. It is assumed that the Employer should not become involved in the choice of the designer(s), and they need not discuss design aspects

5. Design


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S/C Clause 8.4: Red Book• The Construction Conditions of Contract for Red Book:

– The Contractor shall be entitled subject to S/C 20.1 to an extension of Time for Completion if and to the extent that the completion for the purposes of S/C 10.1 is or will be delayed by any of the following Causes:

(a) A Variation (unless an adjust to the Time for Completion has been agreed under S/C 13.3 or other substantial change in the quantity of an item of work included in the Contract.

(b) A cause of delay giving entitlement to extension of time under a S/C of these Conditions,

(c) exceptionally adverse climatic conditions,(d) Unforeseeable shortages in the availability of personnel or

Goods caused by epidemic or governmental actions, or(e) any delay, impediment or prevention caused by or attributable

to the Employer, Employer’s Personnel, or Employer’s other contractors on the Site.

6. Time Aspects


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6.1 Extension of Time for Completion

S/C Clause 8.4: Silver Book• The EPCT Conditions of Contract for EPC/Turnkey Projects:

– The Contractor shall be entitled subject to S/C 20.1 to an extension of Time for Completion if and to the extent that the completion for the purposes of S/C 10.1 is or will be delayed by any of the following Causes:

(a) A Variation (unless an adjust to the Time for Completion has been agreed under S/C 13.3 or other substantial change in the quantity of an item of work included in the Contract.

(b) A cause of delay giving entitlement to extension of time under a S/C of these Conditions, or

(c) any delay, impediment or prevention caused by or attributable to the Employer, Employer’s Personnel, or Employer’s other contractors on the Site.

6. Time Aspects


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6.1 Extension of Time for Completion

S/C Clause 10.2: Silver Book• In the 1999 edition:

• Parts of the Works (other than Sections) shall not be taken over or used by the Employer, except as may be stated in the Contract or as may be agreed by both Parties.

• In the 2017 edition:

• Parts of the Works (other than Sections) shall not be taken over or used by the Employer, except as may be stated in the Contract Employer’s Requirements or as may be agreed by both Parties.

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6.2 Taking-Over of Parts of the Works


• If the Contractor is prevented, for more than 14 days, from carrying out the Tests on Completion by a cause for which the Employer is responsible, the Contractor shall carry out the Tests on Completion as soon as practicable.

• If the Contractor suffers delay and/or incurs Cost as a result of this delay in carrying out the Tests on Completion, the Contractor shall give notice to the Employer and shall be entitled subject to S/C 20.1 [Contractor’s Claims] to:

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6.3 Interference with Tests on Completion


(a) an extension of time for any such delay, if the completion will be delayed, under S/C 8.4 [Extension of Time for Completion], and

(b) payment of any such Cost plus reasonable profit, which shall be added to the Contract Price.

After receiving this notice, the Employer shall proceed in accordance with S/C 3.5 [Determinations] to agree or determine these matters.

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• If the Contractor is prevented, for more than 14 days(either a continuous period, or multiple periods whichtotal more than 14 days), from carrying out the Tests onCompletion by the Employer’s Personnel or by a cause forwhich the Employer is responsible (including anyperformance test that is not possible due to availableoperating conditions during trial operation):

• , the Contractor shall carry out the Tests on Completion as soon as practicable.

• If the Contractor suffers delay and/or incurs Cost as a result of this delay n carrying out the Tests on Completion, the Contractor shall give notice to the Employer and shall be entitled subject to S/C 20.1 [Contractor’s Claims] to:

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(a) the Contractor shall carry out the Tests on Completion as soon as practicable, and in any case before the expiry of the DNP, and

(b) if the Contractor suffers delay and/or incurs Cost as a result of being so prevented, the Contractor shall be entitled subject to S/C 20.2 [Claims for Payment and/or EOT] to EOT and/or payment of such Cost plus Profit.

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• Two additional subitems (a) & (b) are added in the Silver book to the text that is in the RB & YB.

(a) the Performance Certificate shall be deemed to have been issued on the date 28 days after the date on which it should have been issued, as required by this Sub-Clause, and

(b) Sub-Clause 11.11 [Clearance of Site] and sub-paragraph (a) of Sub-Clause 14.14 [Cessation of Employer’s Liability] shall be inapplicable.

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6.4 Performance Certificate


if the Employer fails to issue the Performance Certificate within this period of 28 days, the Performance Certificate shall be deemed to have been issued on the date 28 days after the date on which it should have been issued, as required by this Sub-Clause.

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6.4 Performance Certificate


• If the Contract Price is to be adjusted for rises or falls in the cost of labour, Good and otherinputs to the Works, the adjustment shall be calculated in accordance with the provisions in the Particular Conditions.

• This Sub-Clause (13.7) in the 2017 had more elaborations and is related to the cost indexation.

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7.1 Adjustment for Changes in Cost


• Under EPCT, S/C 1.1.4.1 defines the Contract Price as the agreedamount stated in the Contract, subject to adjustments inaccordance with the Contract, without any reference to S/C14.1.

• EPCT 14.1 (a) does not therefore define the Contract Price, butsimply refers to it as being the lump sum upon which thepayments are based.

• Under EPCT, the contract documents do not include“Schedules”, so EPCT does not contain provisions similar to P&DB 14.1 (c)&(d). If part of the Works is to be paid according toquantity supplied or work done, appropriate provisions must beincluded in the Particular Conditions.



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7.2 Contract price

S/C Clause 14.1: Silver Book




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7.3 Sequence and Timing for Payments

S/C Clause 14.1: Silver Book




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7.3 Sequence and Timing for Payments



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•THANK YOU• Tahseen Saleh

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• +1(519)870 6630

• +962-79 911 0350

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Seminar on FIDIC EPC/ Turn Key Contract

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Transcript of Seminar on FIDIC EPC/ Turn Key Contract