(January 2016)
/ Insert Purchaser’s logo or delete box
Delete this page if documents C1, C2 and C3 are combined in a tender document
The drafters of these templates make no representations or warranties to the users of the templates (express, implied or statutory) with respect to the accuracy or completeness of any information or its suitability for any purpose and assume no responsibility for the content of such information or the consequences of using it, which shall be at the sole risk of its user.
Users are advised to obtain the necessary professional advice in developing contracts using these templates.
NOTE The contents of this template are aligned with South African requirements. Some of the data may require adjustment if used in other jurisdictions.
/ Insert name of Purchaser
Tender No
/ Insert contract or tender number project number/ Insert title of contract
CONTRACT DOCUMENT
(Based on NEC3 Supply Short Contract)
Insert date or month
Issued by: / Prepared by / Insert name of address of Purchaser under “issued by” and name of consultant, if any, who prepared the document under “prepared by”, if applicable or appropriate
Insert address of Purchaser and, if relevant, the address of the consultant who prepared the document.
Contact:
Name: / Insert name of Purchaser contact person and if relevant, the name of the consultant contact person
Telephone: / Insert telephone number of Purchaser contact person and if relevant, the telephone number of the consultant contact person
Name of Supplier: ......
/ / Guidance notes (delete column when document has been compiled and change Page Setup from landscape to portrait)
Delete this page if documents C1, C2, and C3 are combined in a tender document
/ / Insert name of Purchaser
/ Insert project number
/ Insert title of project
Contents
Number / HeadingTHE CONTRACT
Part C1: Agreements and Contract data
C1.1 / Form of Offer and Acceptance
C1.2 / Contract Data
Part 1 – Data by the Purchaser
Part 2 – Data by the Supplier
Part C2: Pricing data
C2.1 / Pricing Assumptions
C2.2 / Price Schedule
Part C3: Scope of work
C3 / Scope of Work
/ / Guidance notes (delete column when document has been compiled and change Page Setup from landscape to portrait))
/ / Insert name of Purchaser
/ Insert project number
/ Insert title of project
C1.1Form of Offer and Acceptance
Offer
/ Guidance notes (delete column when document has been compiled)The Purchaser, identified in the Acceptance signature block, has solicited offers to enter into a contract for the provision of goods as described in Part 1 of the Contract Data.
The tenderer, identified in the Offer signature block, has examined the documents listed in the Tender Data and addenda thereto as listed in the Returnable Schedules, and by submitting this Offer has accepted the Conditions of Tender. / Use this wording where tenders are called for using the standard conditions of tender. Delete row if not applicable.
The tenderer, identified in the Offer signature block, has examined the draft contract as listed in the Acceptance section and agreed to provide this Offer. / Use this wording where a contract is negotiated with a single tenderer. Delete row if not applicable.
By the representative of the tenderer, deemed to be duly authorised, signing this part of this Form of Offer and Acceptance the tenderer offers to perform all of the obligations and liabilities of the Supplier under the contract including compliance with all its terms and conditions for an amount to be determined in accordance with the conditions of contract identified in the Contract Data.
THE OFFERED TOTAL OF THE PRICES INCLUSIVE OF VAT IS:
(in words) ……………………………………………………………………………………….. ……………………………….Rand;
R………………………(in figures)
This Offer may be accepted by the Purchaser by signing the Acceptance part of this Form of Offer and Acceptance and returning one copy of this document including the Schedule of Deviations (if any) to the tenderer before the end of the period of validity stated in the Tender Data, or other period as agreed, whereupon the tenderer becomes the party named as the Supplier in the conditions of contract identified in the Contract Data. / Use this wording where tenders are called for using the standard conditions of tender.
Delete row if not applicable.
This Offer may be accepted by the Purchaser by signing the Acceptance part of this Form of Offer and Acceptance and returning one copy of this document including the Schedule of Deviations (if any) to the tenderer before the end of the agreed period of validity, or other period as agreed, whereupon the tenderer becomes the party named as the Supplier in the conditions of contract identified in the Contract Data. / Use this wording where a contract is negotiated with a single tenderer.
Signature(s)
Name(s)
Capacity
For the tenderer:
Name & signature of witness / (Insert name and address of organisation) / Date
Contract1C1.1
Part C1: Agreement and Contract DataForm of Offer and Acceptance
Acceptance
Guidance notes(delete column when document has been compiled and change Page Setup from landscape to portrait)By signing this part of this Form of Offer and Acceptance, the Purchaser identified below accepts the tenderer’s Offer. In consideration thereof, the Purchaser shall pay the Supplier the amount due in accordance with the conditions of contract identified in the Contract Data. Acceptance of the tenderer’s Offer shall form an agreement between the Purchaser and the tenderer upon the terms and conditions contained in this agreement and in the contract that is the subject of this agreement.
The terms of the contract, are contained in:
Part C1Agreements and Contract Data, (which includes this Form of Offer and Acceptance)
Part C2Pricing Data
Part C3Scope of Work
and drawings and documents (or parts thereof), which may be incorporated by reference into the above listed Parts.
Deviations from and amendments to the documents listed in the Tender Data and any addenda thereto listed in the Returnable Schedules as well as any changes to the terms of the Offer agreed by the tenderer and the Purchaser during this process of offer and acceptance, are contained in the Schedule of Deviations attached to and forming part of this Form of Offer and Acceptance. No amendments to or deviations from said documents are valid unless contained in this Schedule.
/ Use this wording where tenders are called for using the standard conditions of tender. Delete row if not applicable.
Deviations from and amendments to the draft contract as well as any changes to the terms of the Offer agreed by the tenderer and the Purchaser during this process of offer and acceptance, are contained in the Schedule of Deviations attached to and forming part of this Form of Offer and Acceptance. No amendments to or deviations from said documents are valid unless contained in this Schedule. / Use this wording where a contract is negotiated with a single tenderer. Delete row if not applicable.
The tenderer shall within two weeks of receiving a completed copy of this agreement, including the Schedule of Deviations (if any), contact the Purchaser’s agent (whose details are given in the Contract Data) to arrange the delivery of any securities, bonds, guarantees, proof of insurance and any other documentation to be provided in terms of the conditions of contract identified in the Contract Data. Failure to fulfil any of these obligations in accordance with those terms shall constitute a repudiation of this agreement.
Notwithstanding anything contained herein, this agreement comes into effect on the date when the tenderer receives one fully completed original copy of this document, including the Schedule of Deviations (if any). Unless the tenderer (nowSupplier) within five working days of the date of such receipt notifies the Purchaser in writing of any reason why he cannot accept the contents of this agreement, this agreement shall constitute a binding contract between the Parties.
Signature(s) / Amend details if necessary
Name(s)
Capacity
for the Purchaser
Name & signature of witness / (Insert name and address of organisation) / Date:
Contract1C1.1
Part C1: Agreement and Contract DataForm of Offer and Acceptance
Schedule of Deviations
1 Subject ......
Details ......
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2 Subject ......
Details ......
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3 Subject ......
Details ......
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4 Subject ......
Details ......
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5 Subject ......
Details ......
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Guidance notes (delete column when document has been compiled and change Page Setup from landscape to portrait)By the duly authorised representatives signing this agreement, the Purchaser and the Tenderer agree to and accept the foregoing schedule of deviations as the only deviations from and amendments to the documents listed in the Tender Data and addenda thereto as listed in the returnable schedules, as well as any confirmation, clarification or changes to the terms of the offer agreed by the Tenderer and the Purchaser during this process of offer and acceptance. / Use this wording where tenders are called for using the standard conditions of tender.
Delete row if not applicable.
By the duly authorised representatives signing this agreement, the Purchaser and the Tenderer agree to and accept the foregoing schedule of deviations as the only deviations from the draft contract, as well as any confirmation, clarification or changes to the terms of the offer agreed by the tenderer and the Purchaser during this process of offer and acceptance. / Use this wording where a contract is negotiated with a single tenderer
Delete row if not applicable
It is expressly agreed that no other matter whether in writing, oral communication or implied during the period between the issue of the tender documents and the receipt by the tenderer of a completed signed copy of this Agreement shall have any meaning or effect in the contract between the parties arising from this agreement.
Contract1C1.1
Part C1: Agreement and Contract DataForm of Offer and Acceptance
/ / Guidance notes (delete column when document has been compiled and change Page Setup from landscape to portrait))/ Insert name of Purchaser
/ Insert project number
/ Insert title of project
Part C1.2Contract Data
The Conditions of Contract are the NEC3 Supply Short Contract (First edition with amendments issued up to and including April 2013) published by the Institution of Civil Engineers, copies of which may be obtained from Engineering Contract Strategies (telephone (27) 011 803 3008).(Amendments made since the publication of the First Edition of December 2009 may be downloaded from )Each item of data given below is cross-referenced to the clause in the NEC3 Supply Short Contract to which it mainly applies.
Part one - Data provided by the Purchaser
1 /General
/ /10.1 / The Purchaser is(Name) / Enter data or delete rows which are not relevant
Enter data
Address:
Postal Address:
Tel No:
Fax No:
Mobile No:
Email: / Delete row if email is not permitted as a form of communication
11.2(3) / The goods are: / Describe the goods briefly
11.2(4) / The delivery date is / Enter data e.g. a date of ...weeks after the starting date. If the goods are instructed by Batch Order enter: “identified on the Batch Order”
11.2(5) / The Goods Information is located in the document called “Scope of Work”
12.2 / The law of the contract is the law of the Republic of South Africa
13.2 / The period for reply is weeks / Insert number of weeks – usually 2
15.1 / The premises are / State the land and the building or the part of the building etc for which the Supplier requires access to or use of for work included in the contract
2
/ The Supplier’s main responsibilities23.1
/ The Purchaser requires the Supplier to Provide the Goods when instructed by Batch Order / Delete row if Supplier is not required to Provide the Goods when instructed by Batch order23.1
/ The batch order interval is / State the minimum period in days or weeks between the issue dates of each Batch Order23.1
/ The end date is / State the end date - e.g. actual date or weeks after the starting date, after which no further Batch Orders are issued.23.1
/ The quantity range of goods in a batch is from to / State range of quantity. (Quantity outside of this range is a compensation event)3
/Time
/30.1 / The starting date is / Provide a date or state “two weeks after the Supplier receives one fully completed original copy of this contract, including the schedule of deviations (if any) as contained in the Form of Offer and Acceptance”, as appropriate.
4
/Testing and Defects
/41.1 / The defects date is weeks after Delivery / Insert the number of weeks or amend wording and insert a date
42.2 / The period for the correction of Defects after Delivery is weeks / Insert the defects correction period.
5
/Payment
/ /50.1 / The assessment day is the day of each month / State the day of the month or replace with “The assessment interval is …..weeks” or “the last Monday of each month”
50.5 / The delay damages are per day / State the amount of the delay damages per day. If the goods are instructed by Batch Order enter a delay damages amount appropriate to the quantity or use of the goods in the Batch
51.2 / The interest rate on late payment is the prime lending rate of the Purchaser’s Bank / Amend as necessary
6
/Compensation events
No data required for this section of the conditions of contract7
/Title
No data required for this section of the conditions of contract8
/Risks, indemnity, insurance and liability
/84.1 / The Purchaser provides this insurance: / State insurances or delete row
86.1 / The Supplier’s liability to the Purchaser for indirect or consequential loss, including loss of profit, revenue and goodwill is limited to R / Enter an amount or delete row if liability is not to be limited
86.2 / The Supplier is not liable to the Purchaser for loss of or damage to the Purchaser’s property in excess of R for any one event / Enter an amount or delete row if liability is not to be limited
9
/Termination and dispute resolution
93.1 / The Adjudicator is (Name) / State name of adjudicator and provide dataif appointed at the time that the contract is conclude or delete row if option below is selectedAddress
Postal Address
Tel No.
Fax No.
Mobile No.
93.1 / The Adjudicator is the person selected by the Parties from the Panel of NEC Adjudicators set up by ICE-SA, a joint division of the Institution of Civil Engineers and the South African Institution of Civil Engineering (see / Insert Z clause (see below)or delete row if adjudicator is appointed at the time that the contract is concluded.
93.2(2) / The adjudicator nominating body is the Chairman of ICE-SA, a Joint Division of the Institution of Civil Engineers and the South African Institution of Civil Engineering(see
93.4 / The tribunal is / Insert “arbitration” or a “reference to a South African Court of Law”
93.4 / The arbitration procedure is as set out in the Rules of the Arbitration Foundation of Southern Africa / Delete rows associated with arbitration if the tribunal is reference to a South African Court of Law. Alternatively state “as set out in the Rules of the Arbitration Foundation of Southern Africa”
The place where arbitration is to be held is / Insert town or city where arbitration is to be held
The person or organisation who will choose an arbitrator
- if the Parties cannot agree a choice or
- if the arbitration procedure does not state who selects an arbitrator, is
Z / Additional conditions of contract
Z / The additional conditions of contract are
Z1 / Selection and appointment of the Adjudicator
Add the following paragraph to clause 93.3
Within 2 weeks after declaring a dispute and if the Adjudicator was not yet appointed with a previous dispute, the notifying Party notifies the other Party of the names of two persons he has chosen from the Panel of NEC Adjudicators set up by ICE-SA, a joint division of the Institution of Civil Engineers and the South African Institution of Civil Engineering (see whose availability to act as the Adjudicator the notifying Party has confirmed. The other Party selects one of the two persons chosen to be the Adjudicator within four days of receiving the notice, failing which the person chosen by the notifying Party will be the Adjudicator for the Contract. The Parties appoint the selected Adjudicator under the NEC3 Adjudicator’s Contract (Third edition with amendments up to and including April 2013). / Delete row or include where Adjudicator is chosen at the time of the award of the contract.
Z2 / Tax invoices
The Supplier submits his valid tax invoice in accordance with the law with his application for payment.
Where the Supplier does not submit his valid tax invoice in accordance with the law within the time requiredthe period within which payment is made in terms of clause 51.1, the period within which payment is made in terms of clause 51.1 and the time allowed in clause 90.4are extended by the length of time from the date when the Supplier should have submitted the valid tax invoices to the date when he does submit it.
Z3 / Acts or omissions by mandatories
In terms of Section 37(2) of the Occupational Health and Safety Act of 1993 (Act 85 of 1993), the Supplier hereby agrees that the Purchaser is relieved of any and all of its liabilities in terms of Section 37(1) of this Act in respect of any acts or omissions of the Supplier and his employees to the extent permitted by this Act, and that this contract comprises the written agreement between the Purchaser and the Supplier contemplated in section 37(2).
Contract1C1.2
Part C1: Agreements and Contract DataContract Data: Part 1
/ / Guidance notes (delete column when document has been compiled and change Page Setup from landscape to portrait))/ / Insert name of Purchaser
/ Insert project number
/ Insert title of project
Part C1.2Contract Data
TheSupplier is advised to read the NEC3 Supply Short Contract (First edition with amendments issued up to and including April 2013) and the relevant Guidance Notes and Flow Charts, published by the Institution of Civil Engineers, in order to understand the implications of this Data which is required. Copies of these documents may be obtained from Engineering Contract Strategies (telephone (27)011-803 3008).Each item of data given below is cross-referenced to the clause in the NEC3 Supply Short Contract to which it mainly applies.
Part two - Data provided by the Supplier
10.1 / The Supplier is (Name):Address
Postal Address
Tel No.
Fax No.
Mobile No.
E-mail address
11.2(7) / The tendered total of the Prices isIn the document C.1: Form of Offer and Acceptance
63.2 / The percentage fee for overheads and profit added to Defined Cost is%
Contract1C1.2