Owner/Consulting Engineer Standard Service Agreement

The terms of the Owner/Consultant Engineer Standard Service Agreement are prepared by the International Federation of Consulting Engineers. When internationally invited proposals for such services are submitted, these terms are recommended for pre-investment research, feasibility studies, design and construction management, and project management. This text replaces the three previously published files: IGRA1979D&S, IGAR1979PI, IGRA1980PM. These terms also apply to domestic agreements.

During the preparation process, it was recognized that although many provisions were generally applicable, some provisions were subject to the necessary changes to be made in order to fulfill the environment and region of the service. They will be incorporated into the archives that make up the agreement, called the first part - the general terms of the standard conditions have been arranged in this file.

The standard conditions are linked to the special application conditions referred to as the second part by the corresponding sequential numbering of the clauses, such that the first part and the second part together form the conditions for determining the rights and obligations of the parties.

The content of the second part must be specifically tailored to suit each individual agreement and type of service. The second part of the content that must be completed should be printed on loose-leaf paper so that it can be replaced when additional terms are added.

FIDIC expects to publish a “Consultation Agreement Archives Note” shortly, which will include an explanation of the terms of the Standard Service Agreement and an annotation to the preparation of the subsidiary files A and C.

It may also be useful for users to refer to other FIDIC publications, such as:

-- Guide for independent consulting engineers working on engineering services
--Select according to ability
-- The role of consulting engineers in the project

Agreement

This Agreement is signed by ______ for one party and _____ for the other party on __________.

In view of the fact that the owner wants to ask the consulting engineer to perform certain services, ie _____ and has accepted the advice of the consulting engineer to perform such services.

This Agreement is hereby reached on:

1. The wording and terminology in this Agreement shall have the same meaning as those given in the “Owner/Consultant Engineer Standard Service Agreement Conditions” referred to below.

2. The following conditions shall be deemed to form part of this Agreement and shall be read and understood as part of it:

Notice of winning the bid;
Owner/Consulting Engineer Standard Service Agreement conditions;
Attached file, namely:

Subsidiary File A--Service Scope
Subsidiary Archive B--Services for staff, equipment, facilities and other personnel provided by the Owner
Subsidiary file C--remuneration and payment
_________
_________

3. In consideration of the payment of the consulting engineer by the owner mentioned below, the consulting engineer shall hereby promise the owner to perform the service in accordance with the terms of this Agreement.

4. The Owner hereby agrees to pay the Consulting Engineer the amount payable in accordance with the Agreement in accordance with the time limit and manner specified in this Agreement as compensation for the performance of the Services.

This Agreement shall be signed and executed by the parties to the contract in accordance with the relevant laws and regulations as set forth in the preceding paragraph. Hereby prove.

In the case of the presence of _____ by _______
Owner's binding signature consulting engineer with binding signature
If needed, if needed
Stamp: ________ stamp: __________
Name: ________ Name: __________
Signature: ________ Signature: __________
Address: ________ Address: __________

Attached:
Owner/Consulting Engineer Standard Service Agreement Conditions
The first part of the standard conditions
Definition and interpretation

1. definition

Unless otherwise required by the context, the following words and terms shall have the following meanings:

“Project” means an engineering project specified in Part II and constructed for it.

“Service” means the services performed by the consulting engineer in accordance with the Agreement, including normal services, additional services and additional services.

“Engineering” means a permanent project implemented to complete a project.

“Owner” means the party who hires the consulting engineer and the legal heirs and permitted agents of the owner referred to in this Agreement.

“Consulting Engineer” means the legal heir and the permitted agent of the party and the consulting engineer employed by the owner as an independent professional company as referred to in this Agreement.

“Party” and “Party” refer to business and consulting engineers. “Third Party” means any other party or entity required by the Context.

“Agreement” means the first part and the second part of the Owner-Consultation Engineer Standard Service Agreement and the affiliation file A, subsidiary file B, subsidiary file C, winning notice and formal agreement, or in the second part Other provisions in .

“Day” means any period from midnight to the next midnight.

“Month” refers to the period of one month starting from any day of the month in the Gregorian calendar.

“Local currency” refers to the currency of the country in which the project is located, and “foreign currency” refers to any other currency.

“Agreed compensation” means the payment of the amount specified in Part II in accordance with the Agreement.

2. Explanation

The headings in this Agreement should not be used in their interpretation.

Depending on the context, the singular of the words herein includes the plural and the positive includes the negative and vice versa.

In the event of any inconsistency in the terms of the agreement, the chronological order shall prevail.

Obligation of consulting engineer

3. Service area

The consulting engineer shall perform the services related to the project. The scope of the service is specified in the attached file A.

4. Normal, additional and additional services

The type of service described in the attached file A is called a normal service.

The type of service described in Attached File A or the service that is additionally attached to the normal service by a written agreement between the parties is called an add-on service.

Those that are neither normal nor attached, but the services that the consulting engineer is required to perform under Section 28 are called additional services.

5. Serious due diligence and exercise of authority

The consulting engineer shall use reasonable skills and earnestly and diligently perform the obligations set forth in this Agreement.

When the service includes the exercise of authority or performance of the mandated or contractual terms required by the owner and any third party, the consulting engineer shall:

1 Working according to the contract, if the detailed provisions of the powers and duties are not stated in the subsidiary file A, these detailed provisions should be acceptable to him.

2 If authorized, a certificate should be issued between the owner and the third party to determine or exercise his or her own right, but not as an arbitrator but as an independent professional to perform his or her functions and judgments.

3 If you authorize, you can change the obligations of any third party. However, any change that may have a material impact on the cost or quality or time is subject to prior consent of the owner.

6. Owner's property

Any item provided or paid by the owner for use by the consulting engineer is the property of the owner and should be indicated where practicable. When the service is completed or terminated, the consulting engineer shall submit the inventory of unused items in the fulfillment service to the owner and hand over such items as directed by the owner. Such transfers should be considered as additional services.

Owner's obligations

7. data

The owner shall provide the consulting engineer with all the information related to the service that he can obtain free of charge within a reasonable period of time without delay.

8. Decide

The owner shall make a written decision on all matters submitted to him by the consulting engineer in writing within a reasonable time without delay.

9. assist

In the country where the project is located, the consultant and his staff and subordinates should make every effort to provide the following assistance on a case-by-case basis:

File requirements for entry, residence, work and exit;
Provide unobstructed access anywhere the service is needed;
Import, export and customs clearance of items required for personal property and services;
Repatriation in the event of an accident;
A provision that allows the consulting engineer to bring foreign currency into the country for personal use and to allow the foreign currency earned in the service to be brought out of the country for personal use;
In order to facilitate the consulting engineer to collect the information he wants to obtain, he should provide channels to connect with other organizations.

10. Equipment and facilities

For the purpose of service, the owner shall provide the consulting engineer with the equipment and facilities specified in the attached file B for free.

11. Owner's staff

After consultation with the consulting engineer, the owner shall select and provide staff for the consulting engineer from his or her employees at their own expense, in accordance with the provisions of Subsidiary Archive B. Such staff should only receive instructions from the consulting engineer when it comes to service.

12. Other personnel services

The owner shall arrange the service supply of other personnel at his own expense according to the instructions of the attached file B. Consulting engineers should work with the providers of such services, but are not responsible for such individuals or their actions.

Staff

13. Provision of staff

Staff members assigned by the consulting engineer to the country where the project is located should undergo a medical examination and should be able to adapt to their work, and their qualifications should be approved by the owner.

Under Section 11, the staff provided by the owner should be approved by the consulting engineer.

If the owner fails to provide the services of the owner's staff or other personnel that he is responsible for providing, and both parties consider it necessary to provide such services in order to perform the service satisfactorily, the consulting engineer may arrange for the provision of such services and Additional services.

14. representative

Each party shall appoint a staff member or individual as its representative to facilitate the management of this Agreement.

If requested by the owner, the consulting engineer should designate a person to establish a contact relationship with the owner's representative in the country where the project is located.

15. Staff replacement

If it is necessary to replace any person, the party responsible for the appointment should immediately arrange for an equivalent person to replace it.

Unless such replacement is made by the other party, the cost of such replacement shall be borne by the party responsible for the appointment.

This requirement should be made in writing and state the reason for the change, and

If the incompetence or failure to perform the task satisfactorily is established, the party making the request shall bear the replacement fee.

Liability and insurance

16. Responsibility between the parties

Consulting engineer's responsibility

If it is confirmed that the consulting engineer has violated the provisions of Clause 5, he shall be solely responsible for compensation to the owner for matters arising from or related to this Agreement.

Owner's responsibility

If it is confirmed that the owner has violated his responsibility to the consulting engineer, the owner shall be responsible for compensation to the consulting engineer.

Compensation

If any party is held liable to the other party, then only the following conditions will be paid:

1 such compensation shall be limited to the amount of damages or damages reasonably foreseeable resulting from such breach of contract, and no compensation shall be paid against others;

2 In any case, these amounts of compensation shall be limited to the amount specified in Article 18.1;

3 If it is considered that either party and the third party are jointly responsible for the other party, the proportion of compensation paid by either party responsible shall be limited to the proportion of the portion of the party that is responsible for the breach.

17. Term of responsibility

Neither the owner nor the consulting engineer shall be liable for any loss or damage caused by any event, unless the claim is filed formally with the owner or consulting engineer prior to the termination of the corresponding period specified in Part II or earlier than may be required by law.

18. Limits and guarantees of compensation

Limit of compensation

In accordance with the amount of liability in accordance with Clause 16, the maximum amount of compensation paid by either party to the other party shall be limited to the amount specified in Part Two. This limit does not affect any agreed compensation as provided for in subclause 31 of this Article or as otherwise provided in this Agreement.

In the event that the total amount of compensation that may be additionally paid exceeds the maximum amount payable, each party shall agree to waive all claims against the other party.

If either party makes a claim to the other party and the request cannot be established, the claimant is fully compensated for the various costs incurred by the other party as a result of the claim.

Protection

If permitted by applicable law, the Owner shall protect the Consulting Engineer from the adverse effects of the claim, including such claims by third parties arising out of or in connection with this Agreement:

1 Unless such claims are covered by insurance under Section 19:
2 Such claims made after the termination of the liability period referred to in Clause 17.

exception

Paragraphs do not apply to claims arising from:

Dereliction of duty or carelessness;
Not relevant to the performance of obligations under this Agreement.

19. Liability insurance and protection

The owner can ask the consulting engineer in writing:
Insured the liability of the consulting engineer as defined in Clause 16.1;
On the day when the owner first invites the consulting engineer to submit a proposal for the service, on the basis of the insurance of the consulting engineer stipulated in Clause 16.1, the additional insurance amount shall be added;
Liability insurance for public or third parties;
On the basis of the first time the owner invites the consulting engineer to submit a proposal for the service, the insurance amount is added to the public or third party liability.
Insured against other items.

If so required, the consulting engineer shall make all reasonable efforts to allow such insurance or additional insurance coverage to be processed by the insurer, subject to the conditions acceptable to the owner.

The owner shall bear the cost of such insurance or the cost of additional insurance.

20. Owner's property insurance

Unless otherwise requested by the Owner, the Consulting Engineer shall use all reasonable endeavours to perform the following insurances in accordance with conditions acceptable to the Owner:

Loss or damage to the property of the Owner provided or paid under Clause 6;
Responsibility arising from the use of the property.

The owner should bear the cost of such insurance.

The beginning, completion, change and termination of the agreement

21. The agreement comes into force

The agreement shall take effect from the date on which the consulting engineer receives the later date on which the owner has issued the notice of winning the tender or the date of the final signature required to complete the formal agreement.

22. Start and finish

In addition to extensions under the Agreement, the Services must be completed and completed within the time or period specified in Part Two.

23. change

This Agreement may be changed by either party making an application and with the written consent of both parties.

24. Further advice

If the owner makes a request in writing, the consulting engineer should submit a proposal to change the service. The preparation and submission of such recommendations shall be considered as an additional service.

25. Delay

If the owner or his contractor impedes or delays the service, resulting in increased service workload or service time, then:

The consulting engineer shall inform the owner of this situation and the possible impact;
This addition should be used as an additional service;
The completion time of the service should be extended accordingly.

26. Change of situation

If there is a situation in which the consulting engineer is not responsible under this agreement and the situation is such that the consulting engineer is not responsible or unable to perform all or part of the service, he shall immediately notify the owner.

In this case, if certain services have to be suspended, the completion period of such services should be extended until this situation is no longer sustained. In order to restore the service, a reasonable period of no more than 42 days should be added.

If the speed at which certain services are performed has to be slowed down, the period for completing such services is therefore subject to extension.

27. Restore, suspend or terminate

Owner's notice

1 At least 56 days before the owner may notify the consulting engineer to suspend all or part of the service or terminate this agreement, the consulting engineer shall immediately arrange for the suspension of service and the minimization of expenses.

2 If the owner believes that the consulting engineer has not fulfilled his obligations without a valid reason, he may notify the consulting engineer and explain the reason for the notice. If the owner fails to receive a satisfactory response within 21 days, he may terminate this Agreement by giving further notice, but such further notice shall be given within 35 days after the first notice of the owner is issued.

Advisory engineer's notice

In the following cases 1 and 2, the consulting engineer may issue further notice at least 14 days after the consulting engineer has notified the owner, and he may terminate this agreement after at least 42 days of further notice, or without prejudice to its termination. In the case of rights, you may suspend or continue to suspend all or part of the service.

1 30 days after the date on which the payment document is due to be paid, he still has not received the part of the amount that was not filed at that time, or

2 When the service has been suspended and the suspension period has exceeded 182 days in accordance with Article 26 or Section 27.1.

28. Additional service

In the event of a situation described in clause 26, or when the service is restored or suspended or resumed, or if the agreement is not terminated in accordance with sub-paragraph 27.1, the cost of any work or expenditure that the consulting engineer is required to do is normal. Or additional services should be considered as additional services.

The consulting engineer is entitled to the additional time and expense required to perform additional services.

29. The rights and responsibilities of all parties

Termination of this Agreement shall not prejudice or affect the rights or claims and liabilities of the parties.

Pay

30. Payment to consulting engineer

According to the terms of the contract and the rules stipulated in the attached file C, the owner shall pay the consulting engineer a normal service remuneration, and pay the additional service remuneration according to the prescribed rate and price of the sub-file C or based on the rate and price, as long as the rate is And the price applies, otherwise it is paid according to the rates and prices agreed upon in clause 23.

The Owner shall pay the Consulting Engineer the following amount for additional services, unless otherwise agreed in writing.

1 In the performance of the service, the staff of the consulting engineer spend additional time on the remuneration of the additional services;
2 The net cost of all other additional expenses spent by the consulting engineer.

31. Time of payment

The due amount should be paid promptly to the consulting engineer.
If the consulting engineer fails to receive the payment within the time specified in the second part, he shall pay the agreed compensation according to the interest rate stipulated in the second part, and add the compensation to the amount of the unpaid amount each month. The compensation expires. The currency of the unpaid amount is calculated from the date indicated in the invoice.

The agreed compensation shall not affect the rights of the consulting engineer as defined in point 27 of the paragraph.

32. Currency paid

The currency applicable to this Agreement is the currency specified in Part Two.

If payment is made in a different currency, the net amount without deduction shall be calculated and paid at the exchange rate specified in Part Two. The Owner shall ensure that the Consulting Engineer is able to promptly remit the portion of the local currency or foreign currency that it receives in the Owner's home country in connection with the performance of the service, unless otherwise specified in Attachment C.

If, on the date of signing this Agreement or during the performance of the service, the circumstances of the owner's country may be contrary to the conditions specified in the agreement, such as:

1 to prevent or delay the consulting engineer to remit the local currency or foreign currency received by the owner to foreign countries, or
2 restricting the validity or use of foreign currency in the country where the owner is located, or
3 When the consulting engineer remits foreign currency from abroad to the country where the owner is located by using local currency expenses, and then remits the local currency of the same amount to foreign countries, taxing or stipulating different exchange rates, thereby preventing the consulting engineer from serving Fulfilling or causing his financial loss.

At this time, if there are no financial arrangements for the satisfaction of the consulting engineer, the owner should ensure that the situation is applicable to the situation as stipulated in paragraph 26.

33. Charges from third parties to consulting engineers

Except as specified in Part II or Attachment File C

For the payment of the payment required by the consulting engineer and its staff members who do not normally reside in the project country, for the purposes of this Agreement, the owner shall, if possible, waive for them, including:

1 their reward;
2 items they import, except food and beverages;
3 imported goods for service;
4 files.

If the owner fails to successfully process the above waiver, he shall reimburse such payment to the consulting engineer.

When the above items are no longer needed for service and the above items are not the property of the owner, it is stated that:

1 The above items may not be disposed of in the country where the project is located without the approval of the owner;
2 If the owner fails to pay the refund or refund from the government or an authorized third party, the above items may not be exported.

34. Controversial invoice

If the owner lodges a protest against any item in the invoice submitted by the consulting engineer or part of a project, the owner shall immediately give notice to explain the reason, but he may not delay the payment of other items in the invoice. Subsection 31 of the Clause shall apply to all amounts of disputes ultimately paid to the Consulting Engineer.

35. Independent audit

The consulting engineer should store up-to-date records that clearly demonstrate the time and cost.

In addition to the fixed price payment specified in the agreement, the owner may, within 12 months after completing or terminating the service, issue a notice for not less than 7 days requesting that he designate a reputable accounting firm to report any amount reported by the consulting engineer. Audit, and the audit should be conducted in the office where the records are stored during normal business hours.

General provisions

36. Language and law

The law followed by one or more languages, dominant languages ​​and agreements of the Agreement is set out in Part Two.

37. Legislative change

Except for the location of the consulting engineer's business headquarters specified in Section 2, if, after the conclusion of this Agreement, changes or increases in service fees or service periods due to changes or additions to the regulations of any country in which the Services are performed, the agreed remuneration and The completion time should be adjusted accordingly.

38. Transfer and subcontract

Without the written consent of the owner, the consulting engineer may not transfer the benefits referred to in this agreement except for the payment of the payment.

Neither the owner nor the consulting engineer may assign the obligations set forth in this Agreement without the written consent of the other party.

The Consulting Engineer shall not initiate, change or terminate any subcontracting of all or part of the Services without the written consent of the Owner.

39. Copyright

The consulting engineer has the copyright of all the files compiled by him. Owners are only authorized to use or reproduce such files for engineering and intended purposes, and for the purpose of copying such files without the permission of the consulting engineer.

40. Conflict of interest

The consulting engineer and his staff should not and should not accept project-related benefits and rewards other than those specified in the agreement, unless the owner agrees otherwise.

The consulting engineer shall not participate in any activity that may conflict with the interests of the owner as specified in the agreement.

41. Notice

The notice in this Agreement is in writing and is effective when it is received at the location indicated in the second part. The notice may be delivered by a person, or by fax, but with a written receipt confirmation; or by registered mail, or telex, but then confirmed by a letter.

42. publishing

Consulting engineers may publish materials related to engineering and services, either alone or in conjunction with others, unless otherwise specified in Section 2. However, if the relevant materials are published within two years after the completion or termination of the service, they must be approved by the owner.

Settlement of disputes

43. Claim for loss or damage

Any compensation for loss or damage arising from a breach or termination of the Agreement shall be agreed between the Owner and the Consulting Engineer in accordance with Section 17. If no agreement is reached, it shall be submitted to arbitration in accordance with the provisions of Article 44.

44. arbitration

Any dispute or claim arising out of or relating to the Agreement, or breach of contract, termination of the Agreement or invalidation shall be settled by arbitration in accordance with the rules set out in Part II and on the effective date of the Agreement.

Both parties agree to abide by the outcome of the ruling and waive their right of any form of protest, provided that such waiver is actually effective.

The second part of the special application conditions

A. See the first part of the terms

1. definition
The project_________

17. Term of responsibility ___________
Calculated from _______________

18. Limit of compensation _________

22. Start______________
carry out________________

31. Time of payment
Local currency __________ days
Foreign currency ___________ days
For expired payables
Agreed compensation ________% per day

32. Currency as stipulated in the agreement
┌────────────────────────────────────────┐
│ Payment Currency │ │ │ │
├────────────────────────────────────────┤
│ Exchange rate of currency in the agreement │ │ │ │
└────────────────────────────────────────┘

36. Language of the agreement
Leading language __________
The law followed by the agreement ________

37. Business headquarters location _________

41. Notice

Owner's address __________
Telex number _____________
Fax phone number ___________
The address of the consulting engineer ______________
Telex number ______________
Fax phone number _____________

44. Arbitration place and rules _____________
B. additional terms