FIDIC EPC/Turnkey Contracts (2nd Ed, 2017)

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Questions and Answers

Under what circumstances should users consider the FIDIC Yellow Book (Conditions of Contract for Plant and Design-Build) instead of the Silver Book for EPC/Turnkey projects?

  • When the employer intends to closely supervise the contractor's work or review most construction drawings. (correct)
  • When the project involves minimal design work.
  • When project timelines are extremely short, leaving insufficient time for comprehensive risk assessment.
  • When projects require a lump sum payment structure.

What does FIDIC consider to be the official and authentic version of its contract documents for translation purposes?

  • The version published in the official journal of the consulting engineers of the country of project origin.
  • The version approved by FIDIC's Contracts Committee at the time of publication.
  • Any translated version that is certified by a legal professional.
  • The version in the English language. (correct)

According to FIDIC, what is the primary aim when encountering provisions in the General Conditions requiring amendment?

  • To seek a license to amend, ensuring any alterations are captured within the Particular Conditions Part B – Special Provisions. (correct)
  • To modernise archaic clauses using contemporary legal language.
  • To ensure they are updated without specific written consent from FIDIC.
  • To reference newer versions of publications mentioned.

According to Sub-Clause 1.1.3, which of the following best describes a 'Claim'?

<p>A request or assertion by one Party to the other Party for an entitlement or relief under any Clause of these Conditions. (C)</p> Signup and view all the answers

What does Sub-Clause 1.1.7 define as the components of the 'Contract'?

<p>The Contract Agreement, any addenda, these Conditions, the Employer's Requirements, the Schedules, the Tender, the JV Undertaking (if applicable) and other listed documents. (B)</p> Signup and view all the answers

In the context of the FIDIC contract, what is the significance of the "Base Date" when assessing 'Unforeseeable' conditions?

<p>It serves as the benchmark against which an experienced contractor's ability to foresee potential issues is evaluated. (A)</p> Signup and view all the answers

According to Sub-Clause 1.3, how is an electronically transmitted Notice or communication considered to be received?

<p>The day after transmission, unless a non-delivery notification is received by the sender. (C)</p> Signup and view all the answers

Which of the following conditions needs to be satisfied to enable a Party to refer a dispute to the DAAB?

<p>A Notice of Dissatisfaction (NOD) reflecting disagreement with the Employer's Representative's determination must have been issued. (C)</p> Signup and view all the answers

If the General Conditions of the contract are to be supplemented, where should this be done?

<p>Via the Particular Conditions Part B – Special Provisions. (D)</p> Signup and view all the answers

"Delay Damages" are applied if the Contractor fails to comply with which Sub-Clause?

<p>Sub-Clause 8.2 [Time for Completion] (B)</p> Signup and view all the answers

When should the Employer consider seeking legal and engineering advice during the drafting of Special Provisions?

<p>Before replacing or supplementing clauses in the General Conditions. (B)</p> Signup and view all the answers

What does FIDIC state regarding the illustrative flow charts included in the EPC/Turnkey contract documentation?

<p>They are illustrative and must not be taken into consideration in the interpretation of the Conditions of Contract. (D)</p> Signup and view all the answers

What principles of risk sharing are maintained in the second edition of the FIDIC Silver Book?

<p>The principles of the 1999 edition. (D)</p> Signup and view all the answers

If not explicitly defined in the Contract Data, what duration is considered for 'The Defects Notification Period'?

<p>One year (C)</p> Signup and view all the answers

Under what conditions can the assignment of a Party's right to any moneys due or to become due under the contract be considered valid?

<p>With the prior agreement of the other party, at their sole discretion. (C)</p> Signup and view all the answers

What is the Contractor required to do if they identifies an error/defect in a document prepared for the execution of the works?

<p>Notify the other party promptly and then immediately rectify the issue at their cost. (C)</p> Signup and view all the answers

Under what circumstances shall the Employer be relieved of liability for the Contractor's delay or failure to comply with laws, permits, etc.?

<p>If caused by the Contractor failing to provide required assistance/documentation. (A)</p> Signup and view all the answers

What action by the Employer demonstrates an intent to closely supervise or control the contractor's work?

<p>Close examination or review of the construction drawings. (C)</p> Signup and view all the answers

With respect to copyright and intellectual property rights for the contractor's documents, what license is granted to the Employer?

<p>The Employer is granted a non-terminable, transferable, non-exclusive, royalty-free license to use and copy the documents. (D)</p> Signup and view all the answers

What is the primary difference between the Employer's and Contractor's Personnel in regard to being entitled to 'copies' of project documents?

<p>The Employer's Personnel have a right of access to documents, whereas the Contractor's Personnel do not. (D)</p> Signup and view all the answers

Under what conditions may a first party give a second notice and again seek EOT or payment, if there is a continuing disagreement (or lack of any response)?

<p>So long as they provide the correct type of notice (D)</p> Signup and view all the answers

What must be included in a Notice of Dissatisfaction?

<p>A statement of NOD and the reasons for the dissastisfaction, after either ER or DAAB guidance (A)</p> Signup and view all the answers

How does FIDIC suggest the Employer and Contractor address when/if there's a need to correct a decision issued under sub-clause 3.5?

<p>They have a limited time to reach agreement (A)</p> Signup and view all the answers

What consequence is incurred if the Employer withholds a required 'Right of Access to the Site'?

<p>The contractor is entitled to EOT, payment of cost and profit (and to make a claim) (D)</p> Signup and view all the answers

During project execution, for what factors is the Contractor directly responsible, absent some law that places the responsibility somewhere else?

<p>For damages resulting from not complying with permits. (A)</p> Signup and view all the answers

According to the document, under what circumstances can the Employer terminate the agreement?

<p>At any time, for their own convenience. (A)</p> Signup and view all the answers

At what stage must the instrument providing a performance security (or any similar instrument) be delivered?

<p>Within 28 days of signing the Contract Agreement (B)</p> Signup and view all the answers

Up to what limit can a 'limitation of liability' apply to the Contractor?

<p>The Contract price (in the Contract agreement) (B)</p> Signup and view all the answers

What action should the contractor undergo if after delivery of the Project, and during operations, they discover that an antiquities site had been disrupted?

<p>A notification is required (C)</p> Signup and view all the answers

In many scenarios it is appropriate for the employer to retain power and action for items regarding project-related insurance, when can they retain that power?

<p>If this is made apparent in the Contract Data (D)</p> Signup and view all the answers

What aspect of the contract must the Employer take due regard to ensure is balanced or specified?

<p>The five golden rules of general conditions (D)</p> Signup and view all the answers

If something is tested and fails inspections, and there is later damage caused to that part during additional work, to what is the relevant liability?

<p>Is with the Contractor (for faults, non-performance and code related compliance). (A)</p> Signup and view all the answers

If Tests After Completion are required, when in the process are they completed?

<p>As soon as practicable after Taking Over. (D)</p> Signup and view all the answers

Which rules are used to settle any disputes if going to international arbitrations?

<p>The Rules of Arbitration of the International Chamber of Commerce (D)</p> Signup and view all the answers

When utilizing a DAAB, how are they compensated?

<p>In monthly, and other invoices (D)</p> Signup and view all the answers

What is the primary factor in deciding the suitability of Conditions of Contract for EPC/Turnkey Projects?

<p>The extent to which tenderers can scrutinize Employer's Requirements. (D)</p> Signup and view all the answers

What does FIDIC recommend if sufficient time or information for tenderer's design assessment is not available?

<p>The Second Edition of the FIDIC Yellow Book. (D)</p> Signup and view all the answers

Regarding notices and communications under the contract, what is generally implied about the intent of withholding or delay?

<p>There is an explicit obligation not to unreasonably withhold or delay. (C)</p> Signup and view all the answers

In drafting Special Provisions to amend the General Conditions, what guidance or recommendation is stated?

<p>Employers should seek legal and engineering advice. (C)</p> Signup and view all the answers

How should drafters approach copyright concerns when amending provisions found in the General Conditions?

<p>They must obtain specific written consent from FIDIC, typically via a licence. (C)</p> Signup and view all the answers

Where should changes to the General Conditions be included as mentioned in the text?

<p>In the Particular Conditions Part B – Special Provisions. (C)</p> Signup and view all the answers

If a party finds an actual ambiguity or discrepancy in contract documents, what is their initial duty as mentioned in the content?

<p>Promptly give a Notice to the other Party describing the ambiguity or discrepancy. (D)</p> Signup and view all the answers

According to the document, what is the Employer entitled to recover from the Contractor upon discovering their failure to comply?

<p>The Cost and any delay incurred in connection with carrying out this Variation (C)</p> Signup and view all the answers

What are the requirements for documentation and reporting regarding Health and Safety?

<p>A health and safety manual must be submitted to the employer for information. (C)</p> Signup and view all the answers

Flashcards

What is FIDIC?

An international federation of consulting engineers.

What does the Silver Book describe?

Conditions of Contract for EPC/Turnkey Projects.

Who designs the EPC/Turnkey works?

To provide the Employer's Requirements; may also design.

When NOT to utilize EPC/Turnkey contracts

Time or information is insufficient and cannot be estimated, extensive underground work is needed, employer intends to supervise closely.

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What does the 2nd Edition of the Silver Book provide?

Greater detail on notices, equal claims, dispute avoidance, detail for quality management.

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What does the Particular Conditions Part A include?

Essential contract information that is particular to each individual contract.

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What are the Conditions of Contract?

General Conditions & the Particular Conditions.

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What happens if an Employer doesn't give right of access?

That party will receive EOT and payment of costs.

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What must the Employer's Representative do?

Review & determine matter fairly, per contract, taking account of relevant circumstances.

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What kind of error can Notices of Agreement correct?

A non-technical error in notices.

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For what kind of error is no time or cost provided?

If the Contractor causes the error.

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If a Contract has ruling languages, what statement can be made?

That specific version prevails.

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What can not be delegated from ER?

The actions and authority of the ER.

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What does the Employer's Requirements describe?

What document describes key items, and specfiies scope or design and other criteria.

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Study Notes

Conditions of Contract for EPC/Turnkey Projects (Second Edition 2017)

  • A contract document by the Fédération Internationale des Ingénieurs-Conseils (FIDIC).
  • It is an update to the FIDIC 1999 Silver Book.
  • Copyright owned by FIDIC.
  • Protected by the Berne Convention, TRIPS, WIPO copyright treaty, and national intellectual property laws.
  • No reproduction, translation, adaptation, or storage without prior written permission from FIDIC.
  • English version is considered the official text for translation purposes.
  • Dissemination, acceptance, and use of FIDIC publications are actively promoted.
  • Purchase or supply of a FIDIC publication does not confer author's rights.
  • Users rely on the contents of FIDIC publications, especially contracts and agreements, for business transactions.
  • Modification of FIDIC publications is discouraged.

Scope and Purpose

  • Provides general conditions intended to apply to the majority of EPC/Turnkey contracts.
  • Essential contract-specific information is included in Particular Conditions Part A - Contract Data.
  • Special conditions or procedures required by Employers, governmental agencies, etc., which differ from the General Conditions, are included in Part B – Special Provisions.
  • General Conditions and Particular Conditions are all part of the contract's conditions.
  • Assists Employers in preparing tender documents and drafting Particular Conditions.
  • Includes flow charts showing typical activity sequences for the FIDIC EPC/Turnkey contract form.
  • Contains sample forms.
  • General Conditions of all FIDIC contracts are protected by copyright and trademark.
  • Amendments require specific written consent from FIDIC, usually via a license to amend.
  • Amendments should be placed in the Particular Conditions Part B – Special Provisions.
  • FIDIC deems the official texts to be the versions in the English language.

Key Personnel (Acknowledgements Section)

  • Lists individuals and groups involved in preparing the Second Edition.
  • Notable figures include Zoltán Záhonyi, Siobhan Fahey, Svend Poulsen, Simon Worley, and Philip Jenkinson.
  • Special Advisers include Christopher Seppälä and Nael G Bunni.

Suitability and Features

  • NOT suitable if there's insufficient time/info for tenderers to scrutinize employer's requirements or if substantial underground work prevents inspection.
  • Also unsuitable for close Employer supervision.
  • Second Edition maintains risk sharing principles of 1999, but enhances clarity/detail for notices, addresses Employer/Contractor claims, and provides mechanisms for dispute avoidance, quality management & verification of compliance.

Timing of Events

  • Time for Completion is stated in Contract Data, may be extended under Sub-Clause 8.5.
  • Defects Notification Period stated in Contract Data and extended under Sub-Clause 11.3.

Typical Payments

  • Each interim payment is verified ≤28d after Contractor's statement.
  • Employer gives notice of payments ≤56d

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