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FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011 Fédération Internationale des Ingénieurs-Conseils International

Fédération Internationale des Ingénieurs-Conseils International Federation of Consulting Engineers Internationale Vereinigung Beratender Ingenieure Federación Internacional de Ingenieros Consultores

Client/Consultant Model Services Agreement

AGREEMENT GENERAL CONDITIONS PARTICULAR CONDITIONS APPENDICES 1, 2, 3 AND 4

ISBN 2 – 88432 – 048 – 2

FOURTH EDITION 2006

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

Client/Consultant MODEL SERVICES AGREEMENT

Fourth Edition 2006

AGREEMENT

PARTICULAR CONDITIONS

GENERAL CONDITIONS

FEDERATION INTERNATIONALE DES INGENIEURS-CONSEILS INTERNATIONAL FEDERATION OF CONSULTING ENGINEERS INTERNATIONALE VEREINIGUNG BERATENDER INGENIEURE FEDERACION INTERNACIONAL DE INGENIEROS CONSULTORES

CONSULTING ENGINEERS INTERNATIONALE VEREINIGUNG BERATENDER INGENIEURE FEDERACION INTERNACIONAL DE INGENIEROS CONSULTORES

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

COPYRIGHT

Copyright © 2006 FIDIC, World Trade Center II, 29 route de Prés-Bois, Geneva Airport, CH-1215 Geneva, Switzerland. All rights reserved.

FIDIC is the only Copyright owner of FIDIC publications, which are protected by the Berne Convention for the Protection of Literary and Artistic Works, international conventions such as TRIPS and the WIPO copyright treaty and national intellectual property laws. No part of a FIDIC publication can be reproduced, translated, adapted, stored in a retrieval system or communicated, in any form or by any means, mechanical, electronic, magnetic, photocopying, recording or otherwise, without prior permission in writing from FIDIC. The version in English is considered by FIDIC as the official and authentic text for the purposes of translation.

TERMS AND CONDITIONS The widespread dissemination, acceptance and use of FIDIC publications and their translations are important means for accomplishing FIDIC’s mission and are therefore actively promoted by FIDIC. The sale of FIDIC publications and their translations is an important source of revenue for FIDIC and its Member Associations. It creates resources for providing a wide range of services meeting the business needs of member firms. All steps, starting with the initial drafting of publications, often

require considerable effort and expense. FIDIC regularly updates and reissues publications so that users can profit from the state-of-the-art. By supplying publications, FIDIC does not grant any intellectual property rights. The purchase or supply of a FIDIC publication, including forms for completion by a purchaser or authorised user, does not confer author’s rights under any circumstances. Users rely on the contents of FIDIC publications, especially FIDIC contracts and agreements, for important business transactions. The use of authentic publications is therefore essential for safeguarding their interests. FIDIC discourages modification of its publications, and only in exceptional circumstances will it authorise modification, reproduction or incorporation elsewhere. Permission to quote from, incorporate, reproduce or copy all or part of a FIDIC publication should be addressed to the FIDIC Secretariat, which will decide upon appropriate terms.

A license to prepare a modified or adapted publication will be agreed to under certain conditions.

Specifically the modified or adapted publication must be for internal purposes, and not be published or distributed commercially.

In the case of FIDIC contracts and agreements, FIDIC aims to provide balanced and equitable

conditions of contract by ensuring the integrity of its publications. A purchaser or authorised user

of a FIDIC contract or agreement is thus granted the right to:

- make a single copy of the purchased document, for personal and private use;

- incorporate in other documents (or electronic files) either the original printed document (or electronic file) or pages printed from an electronic file supplied by FIDIC for this purpose;

- draw up and distribute internally and/or among partners clearly identified Particular Conditions or their equivalent using text provided in the FIDIC publication specifically for this purpose;

- reproduce, complete and distribute internally and/or among partners any forms, in both printed and electronic formats, provided for completion by the purchaser or user.

DISCLAIMER While FIDIC aims to ensure that its publications represent the best in business practice, the Federation accepts or assumes no liability or responsibility for any events or the consequences thereof that derive from the use of its publications. FIDIC publications are provided “as is”, without warranty of any kind, either express or implied, including, without limitation, warranties of merchantability, fitness for a particular purpose and non-infringement. FIDIC publications are not exhaustive and are only intended to provide general guidance. They should not be relied upon in a specific situation or issue. Expert legal advice should be obtained whenever appropriate, and particularly before entering into or terminating a contract.

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

ACKNOWLEDGEMENTS

The Fédération Internationale des Ingénieurs-Conseils (FIDIC) extends special thanks for the preparation of this Fourth Edition 2006 of the Client/Consultant Model Services Agreement to Ewan MacGregor, Griffiths and Armour, UK, who has coordinated comments from several reviewers, particularly Hans Ammendrup, Denmark, John Bowcock, UK, Axel-Volkmar Jaeger, Germany, Colin Marshall, Bahamas, Robert McKittrick, Scott Wilson, UK, Eigil Steen Pedersen, Denmark, Enrico Vink, FIDIC, and Christopher Wade, UK, in the production of this update, all of whose contributions are acknowledged.

The preparation was carried out under the general direction of the FIDIC Contracts Committee, which comprised Christopher Wade (Chairman), Nael Bunni, Axel-Volkmar Jaeger and Philip Jenkinson, together with John Bowcock and Michael Mortimer-Hawkins as Special Advisers and Christopher Seppala as Legal Adviser.

The development of the FIDIC Client/Consultant Model Services Agreement (the “White Book”) started in early 1986 when Povl Ahm, Ove Arup and Partners, UK, was the Chairman of FIDIC’s Client/Consultant Relationships Committee. It continued under the Chairmanship of Eigil Steen Pedersen, formerly COWl, Denmark. The document was completed and published as the 1st Edition in 1990 under the chairmanship of Mario Asin, formerly Tippetts-Abbett-McCarthy-Stratton (TAMS), USA.

Godfrey L. Ackers, formerly a Consultant to Mott McDonald, UK, and formerly a Partner of Sir Murdoch MacDonald and Partners, UK, was the principal drafter of the 1st Edition. Geoffrey Coates, formerly Chairman of Sir Alexander Gibb and Partners, was FIDIC's Executive Committee Member in charge of overseeing its preparation. Mark Griffiths, formerly Griffiths and Armour, UK, and Paul Taylor, formerly Berrymans Lace Mawer, UK, provided liability insurance and legal advice, and Mario Asin, assisted by Peter Batty, formerly TAMS and Post Buckley, USA, provided extensive reviews, comments and re-editing.

Important comments on draft versions of the 1st Edition were provided by the World Bank and the Asian Development Bank. In 1989, a particularly valuable and extremely thorough commentary on a close-to-final draft was provided by a joint committee under the coordination of Ismael El-Zabri of the Arab Fund for Economic and Social Development.

Updated editions were published in 1992, 1995 and 1998 under the responsibility of the Client/Consultant Relationships Committee chaired by Mario Asin and Peter Batty, with continuing involvement by Mark Griffiths and Paul Taylor and contributions by Hans Ammendrup, formerly Carl Bro and Dan Rail, Denmark, Pablo Bueno, Typsa, Spain, Fatma Cölasan,ODTM, Turkey, Howard Schirmer, formerly CH2MHill, USA, Charles Molineaux, Wickwire Gavin, USA, and Mahendra Raj, India.

FIDIC wishes to record its appreciation of the time and effort devoted by all the above.

The ultimate decision on the form and content of the publication Client/Consultant Model Services Agreement rests with FIDIC.

© FIDIC 2006

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

COMPLETION OF THE AGREEMENT

This Client/Consultant Model Services Agreement represents the basic form of a Contract of Appointment between a Client and his Consultant. It is intended to cover the minimum requirements of a typical appointment contract. Additional or amended clauses may be required in the Particular Conditions to address particular project and commercial issues between the parties.

Where other material is to be incorporated into a Contract of Appointment, care must be taken to ensure consistency both in the use of terminology and the allocation of duties and obligations. The parties to the contract may wish to take independent legal advice in connection with the preparation of this agreement. Independent legal advice may also help the parties understand their legal liabilities, duties and obligations arising under the Model Services Agreement.

Neither FIDIC nor any committee or individual connected with FIDIC can be held liable for project or commercial losses suffered as a result of adopting the Client/Consultant Model Services Agreement as the basis of a contractual arrangement.

© FIDIC 2006

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

FOREWORD

The terms of the Client/Consultant Model Services Agreement (the “White Book”) have been prepared by the Fédération Internationale des Ingénieurs-Conseils (FIDIC) and are suggested for general use for the purposes of pre-investment and feasibility studies, designs and administration of construction and project management, both for Employer-led design teams, and for Contractor-led design teams under Design and Build procurement, where proposals for such services are invited on an international basis. They are equally adaptable for domestic agreements.

The version in English is considered by FIDIC as the official and authentic text for the purpose of translation.

In their preparation it was recognised that while there are numerous clauses which will be generally applicable there are some provisions which must necessarily vary to take account of the circumstances and locality in which the Services are to be performed. The clauses of general application have been grouped together in this document and are referred to as General Conditions. They are intended for incorporation as printed in the documents comprising the Agreement.

The General Conditions are linked with the Particular Conditions by the corresponding numbering of the clauses, so that General Conditions and Particular Conditions together comprise the conditions governing the rights and obligations of the parties.

The Particular Conditions must be specially drafted to suit each individual Agreement and type of Service. That part of the text of the Particular Conditions which must be completed is printed on pages which should be completed for incorporation with additional clauses.

FIDIC intends to publish an updated “White Book Guide” which includes comments on clauses in the Model Services Agreement and notes towards the preparation of Appendices 1 [ Scope of Services ], 2 [ Personnel, Equipment, Facilities and Services of Others to be Provided by the Client], 3 [ Remuneration and Payment ] and 4 [ Time Schedule for Services ].

It may also be helpful for users to refer to the other FIDIC publications, which can be found in the Bookshop of FIDIC’s website at www.fidic.org.

© FIDIC 2006

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

CONTENTS

Agreement

 

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Particular Conditions

 

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a

A References from Clauses in the General Conditions

 

B Additional Clauses

 

C Appendices

 

1 Scope of Services

 

2 Personne, Equipment, Facilities and Services of Others to be Provided by the Client

 

3 Remuneration and Payment

 

4 Time Schedule for Services

General Conditions

 

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1 GENERAL PROVISIONS

 

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2 THE CLIENT

 

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3 THE CONSULTANT

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4 COMMENCEMENT, COMPLETION, VARIATION AND TERMINATION

 

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5 PAYMENT

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6 LIABILITIES

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7 INSURANCE

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8 DISPUTES AND ARBITRATION

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11

INDEX OF

SUB-CLAUSES

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13

© FIDIC 2006

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

Agreement

This Agreement dated this

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day of

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. [Name and address of Client]

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(hereinafter called “the Client”) of the one part

 

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(hereinafter called “the Consultant”) of the other part.

 

WHEREAS, the Client desires that certain Services should

be performed by the Consultant, namely

 

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and has accepted a proposal by the Consultant for the performance of such Services.

THE CLIENT AND THE CONSULTANT AGREE AS FOLLOWS:

1 In this Agreement words and expressions shall have the same meanings as are respectively assigned to them in Clause 1.1 of the General Conditions.

2 The following documents shall be deemed to form and be read and construed as part of the Agreement, namely:

(a)

any letter of offer by the Consultant;

(b)

any letter of acceptance by the Client;

(c)

this Client/Consultant Model Services Agreement;

(d)

the Appendices, namely:

Appendix 1:

Scope of Services

Appendix 2:

Personnel, Equipment, Facilities and Services of Others to be

Appendix 3:

Provided by the Client Remuneration and Payment

Appendix 4:

Time Schedule for Services.

Agreement

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3

In consideration of the payments to be made by the Client to the Consultant under this Agreement, the Consultant hereby agrees with the Client to perform the Services in conformity with the provisions of the Agreement.

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

4 The Client hereby agrees to pay the Consultant in consideration of the performance of the Services such amounts as may become payable under the provisions of the Agreement at the times and in the manner prescribed by the Agreement.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year stated above in accordance with their respective laws.

AUTHORISED SIGNATURE(S) OF CLIENT

AUTHORISED SIGNATURE(S) OF CONSULTANT

Signature

Signature

In the presence of:

In the presence of:

Name

Name

Signature

Signature

Address

Address

ii

Client/Consultant Model Services Agreement

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

Particular Conditions

Particular Conditions

A References from Clauses in the General Conditions

1.1

Definitions

 

1.1.2

The Project is

 

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1.1.10

Commencement Date

 

1.1.11

Time for Completion

 

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1.3 Language for Communications

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1.4 Language(s) of the Agreement

 
 

Ruling language

 

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Governing Law

 

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1.8

Notices

 

Client’s address

 

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Email

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Telephone number

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Facsimile number

 

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Consultant’s address

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Email

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Telephone number

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Facsimile number

 

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5.2.2

Agreed Compensation for Overdue

 

Payment (percent per day)

 

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a

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

6.2

Duration of Liability

 

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6.3.1

Limit of Compensation

 

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8.2

Mediation

8.2.1

Named Mediator

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8.2.1

Nominating Centre for Mediation

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Centre for Effective Dispute Resolution (CEDR) International Dispute Resolution Centre 70 Fleet Street London EC4Y 1EU, UK Tel.: +44 (0) 20 7536 6000

8.2.3

Mediation Procedures

 

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CEDR Model Mediation Procedure (or, as stated below)

8.3.2

Rules of Arbitration

 

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International Chamber of Commerce (or, as stated below)

b

Client/Consultant Model Services Agreement

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

B Additional Clauses

The parties are to include in this section any variations, omissions and additions to the General Conditions.

Particular Conditions

c

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

d

© FIDIC 2006

Client/Consultant Model Services Agreement

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

APPENDICES

These Appendices form part of the Agreement.

1 Scope of Services

The Scope of the Consultant’s Services, both Normal and Additional Services, as finally negotiated and agreed should be clearly expressed in Appendix 1.

Particular Conditions

e

2

Personnel, Equipment, Facilities and Services of Others to be Provided by the Client

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

In Appendix 2, list as completely and in as much detail as possible the personnel, equipment, facilities and services to be provided by the Client.

f

© FIDIC 2006

Client/Consultant Model Services Agreement

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

3 Remuneration and Payment

Appendix 3 should at least cover:

- terms of payment, the basic system or systems

- times for payment

- methods of payment

- price changes

- currencies of payment (Clause 5.3.1)

- taxation

- contingencies

- sub-consultancy fees (if any).

Particular Conditions

g

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

4 Time Schedule for Services

Appendix 4 should show the overall commencement and completion dates as well as the start and duration/completion dates for the individual project tasks and any key milestone dates agreed between the parties.

h

Client/Consultant Model Services Agreement

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

Client/Consultant MODEL SERVICES AGREEMENT

General Conditions

Fourth Edition 2006

FEDERATION INTERNATIONALE DES INGENIEURS-CONSEILS INTERNATIONAL FEDERATION OF CONSULTING ENGINEERS INTERNATIONALE VEREINIGUNG BERATENDER INGENIEURE FEDERACION INTERNACIONAL DE INGENIEROS CONSULTORES

CONSULTING ENGINEERS INTERNATIONALE VEREINIGUNG BERATENDER INGENIEURE FEDERACION INTERNACIONAL DE INGENIEROS CONSULTORES

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

CONTENTS

General Conditions 1 1 GENERAL PROVISIONS . . . . . . . . .
General Conditions
1
1 GENERAL PROVISIONS
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1
1.1 Definitions
1.2 Interpretation
1.3 Communications
1.4 Law and Language
1.5 Change in Legislation
1.6 Assignments and Sub-Contracts
1.7 Copyright
1.8 Notices
1.9 Publication
1.10 Corruption and Fraud
2 THE CLIENT
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3
2.1 Information
2.2 Decisions
2.3 Assistance
2.4 Client’s Financial Arrangements
2.5 Equipment and Facilities
2.6 Supply of Client’s Personnel
2.7 Client's Representative
2.8 Services of Others
2.9 Payment for Services
3 THE CONSULTANT
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3.1 Scope of Services
3.2 Normal, Additional and Exceptional Services
3.3 Duty of Care and Exercise of Authority
3.4 Client’s Property
3.5 Supply of Personnel
3.6 Representatives
3.7 Changes in Personnel
4 COMMENCEMENT, COMPLETION, VARIATION AND TERMINATION
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4.1 Agreement Effective
4.2 Commencement and Completion
4.3 Variations
4.4 Delays
4.5 Changed Circumstances
4.6 Abandonment, Suspension or Termination
4.7 Corruption and Fraud
4.8 Exceptional Services
4.9 Rights and Liabilities of Parties
5 PAYMENT
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8
5.1 Payment to the Consultant
General Conditions
© FIDIC 2006

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

5.2 Time for Payment

5.3 Currencies of Payment

5.4 Third Party Charges on the Consultant

5.5 Disputed Invoices

5.6 Independent Audit

6 LIABILITIES

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6.1 Liability and Compensation between the Parties

 

6.2 Duration of Liability

 

6.3 Limit of Compensation

 

6.4 Indemnity

 

6.5 Exceptions

 

7 INSURANCE

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7.1 Insurance for Liability and Indemnity

 

7.2 Insurance of Client’s Property

 

8 DISPUTES AND ARBITRATION

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8.1 Amicable Dispute Resolution

 

8.2 Mediation

 

8.3 Arbitration

INDEX OF SUB-CLAUSES

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13

© FIDIC 2006

Client/Consultant Model Services Agreement

CONDITIONS

GENERAL

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

General Conditions

1

General Provisions

1.1

Definitions

The following words and expressions shall have the meanings assigned to them except where the context otherwise requires:

1.1.1 “Agreement” means the Conditions of the Client/Consultant Model Services Agreement (General Conditions and Particular Conditions) together with Appendix 1 [ Scope of Services ], Appendix 2 [ Personnel, Equipment, Facilities and Services of Others to be Provided by the Client ], Appendix 3 [ Remuneration and Payment ], Appendix 4 [ Time Schedule for Services ], and any letters of offer and acceptance, or otherwise as specified in the Particular Conditions.

1.1.2 “Project” means the project named in the Particular Conditions for which the Services are to be provided.

1.1.3 “Services” means the services defined in Appendix 1 [ Scope of Services ] to be performed by the Consultant in accordance with the Agreement which comprise Normal Services, Additional Services and Exceptional Services.

1.1.4 “Works” means the permanent works (if any) to be executed (including the goods and equipment to be supplied to the Client) for the achievement of the Project.

1.1.5 “Country” means the country to which the Project (or most of it) relates.

1.1.6 “Party” and “Parties” means the Client and the Consultant and “third party” means any other person or entity as the context requires.

1.1.7 “Client” means the Party named in the Agreement, who employs the Consultant, and legal successors to the Client and permitted assignees.

1.1.8 “Consultant” means the professional firm or individual named in the Agreement, who is employed by the Client to perform the Services, and legal successors to the Consultant and permitted assignees.

1.1.9 “FIDIC” means the Fédération Internationale des Ingénieurs-Conseils, the international federation of consulting engineers.

1.1.10 “Commencement

Conditions.

Date

means

the

date

stated

in

the

Particular

1.1.11 “Time for Completion” means the time period stated for this purpose in the Particular Conditions.

1.1.12 “day” means a calendar day and “year” means 365 days.

1.1.13 “written” or “in-writing“ mean hand-written, type-written, printed or

General Conditions

© FIDIC 2006

1

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

electronically made, and resulting in a permanent un-editable record.

 

1.1.14

Local Currency” (LC) means the currency of the Country and "Foreign Currency" (FC) means any other currency.

1.2

1.1.15

Agreed Compensation” means additional sums as defined in Appendix 3 [ Remuneration and Payment ] which are payable under the Agreement.

Interpretation

1.2.1

The marginal words and other headings in the Agreement shall not be taken into consideration in the interpretation of these Conditions.

1.2.2

The singular includes the plural, and vice-versa where the context requires.

1.2.3

The documents forming this Agreement are to be taken as mutually explanatory of one another. If there is a conflict between these documents, the last to be agreed shall prevail, unless otherwise specified in Part B of the Particular Conditions.

1.2.4

Words indicating one gender include all genders.

 

1.3

1.2.5

Provisions including the word “agree”, “agreed” or “agreement” require the agreement to be recorded in writing, and signed by both Parties.

Communications

1.3.1

Whenever provision is made for the giving or issue of any notice, instruction or other communication by any person, unless otherwise specified such communication shall be written in the language stated in the Particular Conditions and shall not be unreasonably withheld or delayed.

1.4

 
 

Law and Language

1.4.1

The

Particular

Conditions

state

the

language

or

languages

of

the

 

Agreement, the ruling language and the law which is to govern the Agreement.

1.5

 
 

Change in Legislation

1.5.1

If after the date of the Agreement the cost or duration of the Services is altered as a result of changes in or additions to the laws or regulations in any country in which the services are required by the Client to be performed the agreed remuneration and time for completion shall be adjusted accordingly.

1.6

 
 

Assignments and

1.6.1

The Consultant shall not assign the benefits, other than money, from the Agreement without the written consent of the Client.

Sub-Contracts

1.6.2

Neither the Client nor the Consultant shall assign obligations under the Agreement without the written consent of the other Party.

1.6.3

The Consultant shall not initiate or terminate any sub-contract for performance of all or part of the Services without the written consent of the Client.

1.7

 
 

Copyright

1.7.1

The Consultant retains the design rights and other intellectual property rights and copyright of all documents prepared by him. The Client shall be entitled to use them or copy them only for the Project and the purpose for

2

© FIDIC 2006

Client/Consultant Model Services Agreement

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

which they are intended, and need not obtain the Consultant’s permission

to copy for such use.

1.8

Notices

1.8.1

Notices to be served under the Agreement shall be in non-electronic written forms and will take effect from receipt at the addresses stated in the Particular Conditions. Delivery can be by hand or facsimile message against

 

written confirmation of receipt or by registered letter or by telex subsequently confirmed by letter.

a

1.9

 
 

Publication

1.9.1

Unless otherwise specified in the Particular Conditions, the Consultant, either alone or jointly with others, can publish material relating to the Services. Publication shall be subject to approval of the Client if it is within two years of completion or termination of the Services.

1.10

 
 

Corruption and Fraud

1.10.1

In

the performance of obligations under this Agreement, the Consultant and

 

his agents and employees shall comply with all applicable laws, rules, regulations and orders of any applicable jurisdiction, including the OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions. The Consultant hereby represents, warrants and

covenants that he will neither receive nor offer, pay or promise to pay either directly or indirectly, anything of value to a “public official” (as defined below)

in

connection with any business opportunities which are the subject of this

Agreement. Furthermore, the Consultant shall notify the Client immediately

in

writing with full particulars in the event that the Consultant receives a

request from any public official requesting illicit payments.

 

1.10.2

A public official is:

 

(a)

any official or employee of any government agency or government- owned or controlled enterprise;

(b)

any person performing a public function;

(c)

any official or employee of a public international organization, such as The World Bank;

(d)

any candidate for political office; or

(e)

any political party or an official of a political party.

 

2

The Client

2.1

Information

2.1.1

In

order not to delay the Consultant in the performance of the Services, the

 

Client shall within a reasonable time give to the Consultant free of cost all information which may pertain to the Services which the Client is able to obtain.

2.2

Decisions

2.2.1

On all matters properly referred to him in writing by the Consultant the Client shall give his decision in writing within a reasonable time so as not to delay the Services.

2.3

 
 

Assistance

2.3.1

In the Country and in respect of the Consultant, his personnel and dependants,

as the case may be, the Client shall do all in his power to assist in:

General Conditions

© FIDIC 2006

3

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

(a)

the provision of documents necessary for entry, residency, working and exit;

(b)

providing unobstructed access wherever it is required for the Services;

(c)

import, export and customs clearance of personal effects and of goods required for the Services;

(d)

their repatriation in emergencies;

(e)

the provision of the authority necessary to permit the import of foreign currency by the Consultant for the Services and by his personnel for their personal use and to permit the export of money earned in the performance of the Services; and

(f)

providing access to other organisations for collection of information which is to be obtained by the Consultant.

2.4

Client’s Financial

2.4.1

The Client shall submit, within 28 days after receiving any request from the Consultant, reasonable evidence that financial arrangements have been made and are being maintained which will enable the Client to pay the Consultant’s fees in accordance with Appendix 3 [ Remuneration and Payment ]. If the Client intends to make any material change to his financial arrangements, the Client shall give notice to the Consultant with detailed particulars.

Arrangements

2.5

Equipment and

2.5.1

The Client shall make available, free of cost, to the Consultant for the purpose of the Services the equipment and facilities described in Appendix 2 [ Personnel, Equipment, Facilities and Services of Others to be Provided by the Client ].

Facilities

2.6

Supply of Client’s Personnel

2.6.1

In consultation with the Consultant, the Client shall at his own cost arrange for the selection and provision of personnel in his employment to the Consultant in accordance with Appendix 2 [ Personnel, Equipment, Facilities and Services of Others to be Provided by the Client ]. In connection with the provision of the Services such personnel shall take instructions only from the Consultant.

2.6.2

The personnel to be supplied by the Client, and any future replacements that may be necessary, shall be subject to the acceptance of the Consultant; such acceptance shall not be unreasonably withheld.

2.6.3

If the Client cannot supply Client’s personnel for which he is responsible and it is agreed to be necessary for the satisfactory performance of the Services, the Consultant shall arrange for such supply as an Additional Service.

2.7

 
 

Client’s Representative

2.7.1

The Client shall designate an official or individual to be his representative for the administration of the Agreement.

2.8

 
 

Services of Others

2.8.1

The Client shall at his cost arrange for the provision of services from others as described in Appendix 2 [ Personnel, Equipment, Facilities and Services of Others to be Provided by the Client ], and the Consultant shall co-operate with the suppliers of such services but shall not be responsible for them or their performance.

2.9

 
 

Payment for Services

2.9.1

The Client shall pay the Consultant for the Services in accordance with Section 5 of this Agreement.

4

© FIDIC 2006

Client/Consultant Model Services Agreement

FOR EXCLUSIVE USE BY THE COWI GROUP UNTIL END 2011

3.1

3

The Consultant

Scope of Services

3.1.1

The Consultant shall perform the Services as stated in Appendix 1 [ Scope of Services