Tender Documents
for
Ho Chi Minh City Urban Railway Construction Project
Ben Thanh - Suoi Tien Section (Line 1)

CONTRACT PACKAGE-1B:
CIVIL (UNDERGROUND SECTION FROM KM 0+615 TO KM 2+360)

Volume 2

General Conditions of Contract
Particular Conditions of Contract
Schedules

October 2012

Management Authority for Urban Railways
Ho Chi Minh City People’s Committee

GCC

October 2012


Tender Documents
for
Ho Chi Minh City Urban Railway Construction Project
Ben Thanh - Suoi Tien Section (Line 1)

CONTRACT PACKAGE-1B:
CIVIL (UNDERGROUND SECTION FROM KM 0+615 TO KM 2+360)

Composition of Documents

Volume 1
Notice of Invitation to Tender
Instructions to Tenderers and Annexures
Letter of Tender and Appendices
Volume 2
General Conditions of Contract
Particular Conditions of Contract and Schedules
Volume 3
Employer's Requirements - General
Employer's Requirements - Functional
Employer's Requirements - Design
Employer's Requirements - Construction
Employer’s Requirements - Manufacture, Installation and Testing
Employer’s Requirements - Particular Requirements
Employer's Requirements - Appendices
Volume 4
Outline Design Specifications and Appendices
Volume 5
Outline Construction Specifications
Volume 6
Employer’s Drawings

GCC

October 2012



Tender Documents
for
Ho Chi Minh City Urban Railway Construction Project
Ben Thanh - Suoi Tien Section (Line 1)

CONTRACT PACKAGE-1B:
CIVIL (UNDERGROUND SECTION FROM KM 0+615 TO KM 2+360)

VOLUME 2

GENERAL CONDITIONS OF CONTRACT

GCC

October 2012


Ho Chi Minh City Urban Railway Construction Project
General Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

GENERAL CONDITIONS OF CONTRACT

The General Conditions governing this Contract shall be the Conditions of Contract for EPC/Turnkey
Projects, First Edition 1999 prepared by the Federation Internationale des Ingenieurs-Conseils
(FIDIC).

The General Conditions of Contract (GCC) are linked with the Particular Conditions of Contract (PCC)
by the corresponding numbering of the Clauses, so that the GCC and the PCC together comprise the

rights and obligations of the parties. In the case of any discrepancy between the conditions contained
in the GCC and the PCC, the conditions contained in the PCC shall prevail over the GCC.

A copy of the General Conditions will be attached prior to sale of the Tender Documents.

GCC

October 2012


Tender Documents
for
Ho Chi Minh City Urban Railway Construction Project
Ben Thanh - Suoi Tien Section (Line 1)

CONTRACT PACKAGE-1B:
CIVIL (UNDERGROUND SECTION FROM KM 0+615 TO KM 2+360)

VOLUME 2

PARTICULAR CONDITIONS OF CONTRACT

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)


PARTICULAR CONDITIONS OF CONTRACT
INDEX

GCC Sub- Clause

Page

No
1.1.

Definitions

1

1.4.

Law and Languages

3

1.5.

Priority of Documents

3

1.8

Care and Supply of Documents


3

1.10.

Employer’s use of Contractor’s Documents

3

1.13.

Compliance with Laws

3

2.2

Permits, Licenses or Approvals

4

3.1

The Employer’s Representative

4

4.2.

Performance Security


4

4.4.

Subcontracts

5

4.6

Co-operation

6

4.8.

Safety Measures

6

4.9.

Quality Assurance

6

4.10

Site Data


6

4.11

Sufficiency of the Contract Price

7

4.12

Unforeseeable Difficulties

7

4.14

Avoidance of Interference

7

4.15.

Access Route

7

4.18

Protection of the Environment


7

4.19.

Electricity, Water and Gas

8

4.20.

Employer’s Equipment and Free-issue Material

8

4.22.

Security of the Site

8

4.23.

Contractor’s Operations on Site

9

5.1.

General Design Obligations


9

5.3

Contractor’s Undertaking

10

5.5

Training

10

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

5.6

As-Built Documents

10

6.5


Working Hours

11

6.12.

HIV Prevention Program

11

7.1.

Manner of Execution

11

8.3.

Programme

13

8.3A.

Design Submission Programme

14

8.3B.


Three Months Rolling Programme

15

8.34.

Extension of time for completion

15

8.6

Rate of Progress

15

8.7

Delay Damages

15

11.2

Cost of Remedying Defects

15

11.12.


Maintenance of the Works

15

13.1.

Right to Vary

15

13.2.

Value Engineering

16

13.3.

Variation Procedure

16

13.3A

Valuation of Variations

17

13.5


Provisional Sums

17

13.6

Daywork

18

13.8.

Adjustments for Changes in Costs

18

13.9.

Cost Centres

22

14.1.

The Contract Price

22

14.2.


Advance Payment

22

14.3.

Application for Interim Certificates

23

14.6

Interim Payment

23

14.9

Payment of Retention Money

23

14.15

Currencies of Payment

23

14.16


Payment of Provisional Sums

24

17.3

Employer’s Risks

25

18.1

General Requirements for Insurances

25

20.6

Arbitration

25

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)


Particular Conditions of Contract
These Particular Conditions of Contract add, amend, modify or delete Clauses contained in the General
Conditions of Contract, and shall take precedence over those contained in the General Conditions of
Contract.

GCC SubClause No.1.1
Definitions

Additional Sub- Clauses:
Sub-Clause 1.1.1.6 “Schedules”, “Annexures” and “Annexes” means the documents
entitled Schedules, Annexures and Annexes completed by the Contractor and submitted
with the Tender and as included in the Contract.
Sub-Clause 1.1.1.7 “Design Data” means all specifications, plans, drawings, details,

graphs, sketches, models, levels, setting-out dimensions, calculations duly
checked by the Contractor and other documents relating to the design of the
Works prepared or to be prepared by or on behalf of the Contractor.
Sub-Clause 1.1.1.8 “Drawings” means the Employer’s Drawings and the Drawings
submitted by the Contractor and any modification of such drawings as may be required
by the Design Review process.
Sub-Clause 1.1.1.9 “Interim Payment Schedule” means the schedule included for each
Cost Centre in the Pricing Document and accepted by the Employer to be used for
interim payments in relation to achievement of milestones under that Cost Centre, as the
same may be revised from time to time in accordance with Clause 13 of the General
Conditions.
Delete existing Sub-Clauses and replace with the following:
Sub-Clause 1.1.2.2 “Employer” means the Management Authority for Urban Railways
and the legal successors in title.
Sub-Clause 1.1.2.4 “Employer’s Representative” means the NJPT Association or as
appointed from time to time by the Employer under Sub-Clause 3.1 [Employer’s

Representative] who acts on behalf of the Employer.
Sub-Clause 1.1.2.11 Insert new Sub-Clause “Author Supervision” means the supervision
by the Designer, during the process of execution of building works aimed at ensuring that
execution is correct in terms of the design.
Sub-Clause 1.1.3.1 “Base Date” means the day 28 days prior to the submittal of
Tenders.
Sub-Clause 1.1.3.2 “Commencement Date” shall be the date given in the Employer’s
“Notice to Proceed” which means the notice issued by the Employer to the Contractor
communicating the date on which the Works are to be commenced.
Sub-Clause 1.1.3.3 “Time for Completion shall be 54 months (equivalent to 235 weeks)
after the Commencement Date, (with any extension under Sub-Clause 8.4 [Extension of
Time for Completion]),
Sub-Clause 1.1.3.7 Defects Notification Period means the period of 104 weeks for
notifying defects in the Works or a Section (as the case may be) under Sub-Clause 11.1
[Completion of Outstanding Work and Remedying Defects], with any extension under
Sub-Clause 11.3 [Extension of Defects Notification Period]), calculated from the date on
which the Works or Section is completed as certified under Sub-Clause 10.1 [Taking
PCC 1/26

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

Over of the Works and Sections].
Sub-Clause 1.1.4.1 “Contract Price” shall mean as follows;
i)


“Base Contract Price” consists of Total of Cost Centre Amount plus Provisional
Sums, and its amount shall be applied for
-

Advance Payment, Advance Payment Bond,

-

Performance Security,

-

Delay Damage, Limit of Delay Damage, and Limit of Retention

ii) “Total Contract Price” consists of Base Contract Price, VAT and Physical & Price
Contingencies.
Sub-Clause 1.1.4.4 “Foreign Currency” shall mean Japanese Yen.
Sub-Clause 1.1. 4. 5 “Local currency” shall mean Vietnamese Dong.
Sub-Clause 1.1.6.9 “Unforeseeable” means not reasonably foreseeable by an
experienced contractor by the date of submission of the Tender.
Sub-Clause 1.1.7.1 “Schedule of Milestones” means the schedule included in each

Cost Centre in the Pricing Document, describing the Milestones and stipulating
dates by which the Milestones are to be achieved under that Cost Centre in
order to maintain interim payments by the Employer to the Contractor in
accordance with the Interim Payment Schedule for that Cost Centre, as the
same may be revised from time to time in accordance with the Contract.
Sub-Clause 1.1.7.2 “Works Programme” means the programme showing the


sequence, method and timing of investigations, design, issue of No Objection
Notices, execution, manufacture, delivery to site, erection, installation, testing,
commissioning of the Works (including Integrated Testing and Commissioning),
and related activities in the form and content prescribed by the Employer’s
Requirements, or any amended or varied version thereof, as submitted by the
Contractor and for which the Employer’s Representative has issued a Notice of
No Objection.
Sub-Clause 1.1.7.3 “Outline Environmental Plan” means the environmental plan

forming part of the Tender, setting out in summary form, the Contractor’s
proposed means of complying with his obligations in relation to environmental
management as prescribed in the Employer’s Requirements.
Sub-Clause 1.1.7.4 “Outline Quality Plan" means the quality plan forming part of the

Tender, setting out in summary form, the Contractor’s proposed means of
complying with his obligations in relation to quality assurance as prescribed in
the Employer’s Requirements.
Sub-Clause 1.1.7.5 “Outline Safety Plan” means the safety plan forming part of the

Tender, setting out in summary form, the Contractor’s proposed means of
complying with his obligations in relation to construction safety as prescribed in
the Employer’s Requirements.

PCC 2/26

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract

Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

1.4
Law and
Languages

Modify the Sub-Clause:
The Law shall be that of Vietnam. In addition, all the relevant regulations and decisions
issued by the Ho Chi Minh City People’s Committee shall be applicable.
The Language of the Contract shall be English
The Language for Communications shall be English and Vietnamese.

Major Submissions including Progress Reports shall be in English and
Vietnamese, but with regard to Drawings, Vietnamese translation will be
required only for some drawings which need consent/approval of relevant
authorities of Viet Nam.
If there is discrepancy between English and Vietnamese or any other languages for
communication and submission, English shall prevail.
1.5
Priority of
Documents

1.8

Care and
Supply of
Documents
1.13


Insert a final paragraph to this Sub-Clause:
The Form of Contract Agreement shall be in the format given in Schedule 1 to these
Particular Conditions of Contract.

Delete the first line of the first paragraph and replace with:
Each of the Contractor’s Documents shall be in the custody and care of the Contractor
until the Employer has issued the Performance Guarantee.
Delete the first two lines and replace with:

Compliance with
Laws

The Contractor shall, in performing the Contract, comply with applicable Laws. The
Contractor is to note application of Decree 131/2006/ND-CP dated 09 November 2006
and in particular Article 2 – Basic principles of ODA Management and Utilisation –
paragraph 5. Unless otherwise stated in the Particular Conditions:

The following sub-paragraph is added under sub-paragraph (b):
For obtaining the Construction Permit required by the Law on Construction in
Vietnam, the application documents shall be prepared by the Contractor but the
application to the competent authority shall be made through the Employer with
his covering letter. In the case where delay caused by the Authority in obtaining
the Construction Permit for initial construction work, results in delay or
disruption to the Project, the matter shall be referred to Sub-Clause 8.5 “Delay
Caused by Authority”, thus shall be subject to Sub-Clause 8.4 “Extension of
Time for Completion”.

2.2
Permits,
Licenses or

Approvals

The following sub-paragraphs are added at the end of sub-paragraph (b):
(c) by officially sending and/or circulating the Contractor’s documents to the
relevant authorities
(d) by organizing official meetings with the relevant authorities
PCC 3/26

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

(e) by assigning specific personnel of the Employer to support the Contractor’s
works which require approval/concurrence by the relevant authorities.
The Contractor is responsible for preparation of necessary documents and, if
required, explanations to the relevant authorities to get Permits, Licenses or
Approvals from the relevant authorities in the approval process.
3.1
The Employer’s
Representative

Delete the first paragraph and replace with:

The Employer has appointed the the following Association as the Employer’s
Representative to ack on his behalf under the Contract:
Name: NJPT Association, General Consultants

Address: 35/11 D5 Street, Ward 25, Binh Thanh District, Ho Chi Minh City
Telephone: (84.8) 3510 6428; Fax: (84.8) 3510 6726;
E-mail:
The Employer’s Representative will be authorized to deal with issues relevant to
all technical matters, and all technical documents shall be submitted to the
Employer’s Representative wih copy to the Employer.
Other details will be notified after the Commencement Date.

4.2
Performance
Security

Substitute the first sentence of the 2nd paragraph with the following:
The Contractor shall deliver the Performance Security to the Employer within 28
days of receipt of the Notification of Contract Award and before the Contract
Agreement becomes effective.
Insert the following Paragraph as a new third paragraph:
The Performance Security shall be for the sum of ten percent (10%) of ”Base
Contract Price” stated in the Contract Agreement, and shall be expressed in the
currencies and proportions in which the Contract Price is payable. The
Performance Security shall be forfeited if the Contractor refuses to execute the
Contract after it becomes effective.
Insert further three paragraphs at the end of the Sub-Clause:
The Contractor accepts entire responsibility for the Contractor's Technical
Proposals, the Design Data, and for any mistake, inaccuracy, discrepancy or
omission contained therein. Nothing contained in the Contractor's Technical
Proposals and the Design Data shall relieve the Contractor in any way from his
obligations.
The Contractor warrants to the Employer that:
(a) he has exercised and will continue to exercise in the design of the Works

all the skill and care to be expected of a professionally qualified and
competent designer experienced in work of similar nature and scope as the
Works;
(b) the Works will, when completed, comply in all respects with the Employer's
Requirements, the Contractor’s Technical Proposals, the Design Data and
PCC 4/26

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

the intended use of the Works;
(c) the Works have been or will be designed, manufactured, installed and
otherwise constructed and to the highest standards available using proven
up-to-date good practice;
(d) the Works will, when completed, comply with enactments and regulations
relevant to the Works;
(e) no Materials generally known to be deleterious or not in accordance with
good engineering practice have been or will be specified or selected or
incorporated in the Works, by the Contractor .
(f)

the design of the Works and the manufacture of Plant have taken or will
take full account of the effects of the intended manufacturing and
installation methods, Temporary Works and Contractor's Equipment.


The Contractor shall not, under any circumstance, have or make any claim for
additional payment or an extension of time or be relieved from any liability or
obligation under the Contract, where the cause of delay, suspension,
impediment to or adverse effect upon the progress of the Works is due to any
mistake, inaccuracy, discrepancy or omission in or between the Contractor's
Technical Proposals, the Technical Design, and the Construction Design, or any
failure by the Contractor to prepare any Design Data or submit the same to the
Employer's Representative in due time.
4.4.
Subcontracts

Additional Sub-Clause.
When employing any Subcontractors for main work items, the Contractor shall
give the Employer not less than 28 days’ prior notice for such employment. The
Notice shall be accompanied by a full list of the Subcontractors, documents
justifying their experience and financial status, and information on their work
share and work schedule based on following conditions:
(a)

Subcontractors which the Contractor listed in their tender proposal are
considered to be already approved by the Employer. Therefore, it is not
necessary to obtain further approval from the Employer for those
subcontractors.

(b)

The Employer’s approval is needed only when the Contractor intends to
add a first-tier subcontractor with whom the Contractor directly makes a
subcontract


(c)

In case the Contractor requests the Employer to approve such
subcontractor, the Contractor shall submit necessary information such as
the name of subcontractor and its scope of works, estimated subcontract
value, together with the company’s profile/brochure which contains
financial statement, technical capability and track records.

(d)

In addition, the Contractor shall also provide the updated similar
information specified in the above © on the subcontractors referred in the
above (a).
PCC 5/26

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

The Contractor shall not subcontract the whole of the Works and shall bear full
responsibility for the acts or defaults of the Subcontractors, their agents or
employees, as if they were the acts or defaults of the Contractor.
Any payments to be made to Subcontractors will be deemed to have been
included in the Contract Price.
The Subcontractor shall not subcontract the whole of his work share to a third
party.

All of the above-mentioned conditions shall be included in the Contract between
the Contractor and the Subcontractor, a copy of which shall be submitted to the
Employer after its signing.
4.6
Co-operation

The following paragraph is added before the last paragraph
Upon written request by the Contractor and/or other interfacing contractor(s),
the Employer’s Representative will, according to the actual requirements,
organize interfacing meeting(s) for settlement of the outstanding interfacing
issues, which have not been settled between the interfacing contractors by
themselves.

4.8
Safety Measures

Insert the following paragraph at the end of the Sub-Clause:
Within 45 days after the Commencement Date, the Contractor shall submit a
detailed and comprehensive contract-specific Site Safety Plan. The Site Safety
Plan shall include detailed policies, procedures and Regulations which, when
implemented will ensure compliance with Sub-Clause 6.7 [Health and Safety] of
the General Conditions of Contract and compliance with the requirements of the
Employer’s Requirements (Volume 3).

4.9
Quality
Assurance

Insert the following paragraphs at the end of the Sub-Clause:
Within 45 days after the Commencement Day, the Contractor shall submit to the

Employer's Representative, for his consent, his proposed Quality Management
System based on the Outline Quality Plan and the Employer's Requirements.
Any supplement to the Site Quality Plan shall be submitted at least 28 days
before commencement of the relevant work.

4.10

Site Data

Delete the existing second paragraph. Replace with new second paragraph:
The Contractor shall be responsible for interpreting all such data.
To the extent which was practicable (taking account of cost and time) the
Contractor shall be deemed to have obtained all necessary information as to the
risks, contingencies and other circumstances which may influence or affect the
Tender or Works. To the same extent, the Contractor shall be deemed to have
inspected and examined the Site, its surroundings, the above data and other
available information, and to have been satisfied before submitting his tender as
to all relevant matters, including (without limitation):
(a)

the form and nature of the Site, including sub-surface conditions,

PCC 6/26

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)

Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

(b)

the hydrological and climatic conditions,

(c)

the extent and nature of the work and Goods necessary for the execution
and completion of the Works and the remedying of any
defects,

(d)

the Laws, procedures and labour practices of the Country, and

(e)

the Contractor’s requirements for access accommodation, facilities,
personnel, power, transport, water, and other services.

4.11
Sufficiency of
the Contract
Price

Insert a new paragraph between the existing first and second paragraph:
The Contractor shall be deemed to have based the Contract Price on the data,
interpretations, necessary information, inspections, examinations and
satisfaction as to all relevant matters referred to in Sub-Clause 4.10 [Site Data]

and any further data relevant to the Contractor’s design.

4.12
Unforeseeable
Difficulties

Delete the whole Clause and replace with:
If during the execution of the Works the Contractor encounters physical
obstructions or physical conditions, other than climatic conditions on the site,
which obstructions or physical conditions were, in his opinion unforeseeable,
the Contractor shall forthwith give notice thereof to the Employer’s
Representative, with a copy to the Employer. On receipt of such notice, the
Employer’s

Representative

shall,

if

in

his

opinion

the

incident


was

unforeseeable then after due consultation with the Employer and the
Contractor, determine:
(a)

any extension of time to which the Contractor is entitled under Clause 8.4
[Extension of Time for Completion], and

(b)

the amount of any costs which may have been incurred by the Contractor
by reason of such obstructions or conditions having been encountered,
which shall be added to the Contract Price, and shall notify the Contractor
accordingly, with a copy to the Employer. Such determination shall take
account of any instruction which the Employer’s Representative may issue
to the Contractor in connection therewith, and any proper and reasonable
measures acceptable to the Employer’s Representative which the
Contractor may take in the absence of specific instructions from the
Employer’s Representative.

4.13

Insert the following at the end of the Sub-Clause:

Rights of Way

Any work sites required by the Contractor outside the Right-of-Way (ROW) shall

and Facilities


be arranged by the Contractor after obtaining approvals of relevant authorities,
and the relevant costs shall be borne by the Contractor.
The Employer shall support the Contractor to obtain such approvals.

4.14

To the second paragraph add a third sub-paragraph (c):

Avoidance of

(c) water borne traffic on inland waterways and rivers.
PCC 7/26

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

Interference
Insert the following paragraph at the end of the Sub-Clause:
4.15

If during the execution of the Works the Contractor shall receive any claim

Access Route


arising out of the execution of the Works in respect of damage to highways or
bridges, he shall immediately report the facts to the Employer’s Representative.
The Contractor shall negotiate a settlement in respect of such claims and
indemnify the Employer in respect of all claims, proceedings, damages, costs,
charges and expenses in relation thereto, in accordance with GCC 17.1.

4.18

Insert the following paragraph at the beginning of the Sub-Clause:

Protection of the

Outline Environmental Plan means the environmental plan forming part of the

Environment

Tender, setting out, in summary form, the Contractor's proposed means of
complying with his obligations in relation to environmental quality. Site
Environmental Plan means the site environmental plan including all
supplements thereto, or any amended or varied version thereof, as submitted
by the Contractor in accordance with this Clause and which has received the
Employer’s Representative’s consent. The Site Environmental Plan shall
include detailed policies, procedures and regulations which, when implemented,
will ensure compliance with this Clause.
At the end of the original Sub-Clause insert the following paragraphs:

Within 112 days after the Commencement Day, the Contractor shall submit a
detailed and comprehensive Site Environmental Plan based on the Outline
Environmental Plan.
The form and content of the Site Environmental Plan shall be in accordance

with the Employer’s Requirements and shall include such further material which
the Contractor considers necessary and relevant.
Upon the Employer's Representative notifying his consent to the Site
Environmental Plan, or any supplemental part thereof, the Contractor shall
adhere to the principles and procedures contained in such document save to
the extent that the Employer's Representative may give his consent to any
amended or varied version thereof.
The Contractor shall provide all necessary access, assistance and facilities to
enable the Employer's Representative and the Employer to monitor and conduct
tests to verify that the Site Environmental Plan is being properly and fully
implemented.
4.19
Electricity,
Water and Gas

Delete the existing Sub-Clause and insert the following paragraphs:
The Employer will not provide any supplies of Electricity, Water or Gas. The
Contractor shall be responsible for the provision of all power, water and other
services he may require.
The Contractor shall provide reasonable opportunities for the use of the
Contractor’s own temporary power and water supplies by the Interfacing
Contractors, his own sub-contractors and other duly constituted authorities in
response to requests for temporary power and water supplies in the
PCC 8/26

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract

Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

performance of their duties.
4.20
Employer’s
Equipment and
Free-issue
Material
4.22
Security of the
Site

Delete this Sub-Clause and insert the following paragraph:
The Employer shall not provide any equipment, machinery or materials under
the Contract.
Delete the existing Sub-Clause and replace with the following new paragraphs:
The Contractor shall be responsible for the security of the Site in his possession
for the time being and from time to time. The Contractor shall take all measures
necessary to ensure such security, including exercising control over all persons
and vehicles which are employed or engaged on the Site in connection with the
Works with the security arrangements.
The Contractor shall arrange the issue of passes for the admission of all
persons and vehicles to the Site or to any part thereof and may refuse
admission to or remove from the Site any person or vehicle failing to show an
appropriate pass on demand to any duly authorised person.
If required by the Employer's Representative, the Contractor shall submit a list
identifying all persons to whom passes have been issued together with two
photographs of each person and all entities to which a pass has been issued in
respect of any vehicle and shall satisfy the Employer's Representative of the

sincerity of any such person or entity.
The Contractor shall not, without the written permission of the Employer's
Representative or otherwise in accordance with the Contract, allow access to
the Site to any person unless the presence on Site of such person is necessary
in connection with the execution of the Works or with the discharge of the duties
of any relevant authority.

4.23
Contractor’s
Operations on
Site

Insert the following paragraph at the beginning of the sub-clause:
For the purposes of this Sub-Clause only, "Site" shall include off-Site places of
manufacture or storage and the Contractor's Work Areas and shall include,
areas provided to the Contractor by others.
Insert the following two paragraphs between the second and third paragraphs of
the original Sub-Clause:

PCC 9/26

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

The Contractor, after obtaining any necessary consent from any relevant

authority, shall submit to the Employer's Representative proposals showing the
layout of pedestrian routes, lighting, signs, and guarding any road opening or
traffic diversion which may be required in connection with the execution of the
Works and which the Contractor intends to construct. Any consent given by the
Employer's Representative to such proposals shall not relieve the Contractor of
any obligation under the Contract or absolve the Contractor from any liability for
or arising from such proposals or the implementation thereof.
The Contractor shall also consult with any relevant authority and shall take all
reasonable and proper steps for protecting, securing, lighting and watching all
places on or about the Works and the Site which may be dangerous to workers
or any other person whomsoever. All lights provided by the Contractor shall be
so placed or screened as not to interfere with signs, signals or lights. The
Contractor shall not in any way obscure or affect signs, signals or lights, in use
by any relevant authority. In the event that the Contractor does so, the
Contractor shall pay all costs associated with the re-siting, re-instating or
provision of alternatives for any sign, signal or light, obscured or affected.
5.1
General Design
Obligations

Insert the following three paragraphs at the end of the Sub-Clause:
The horizontal alignment of the system as shown in the Employer’s
Requirements shall be fixed.
The Contractor shall employ the Designer who shall undertake and prepare the
design of the Permanent Works and Temporary Works. Design Data shall be
prepared by or under the supervision of the Designer. The Designer shall satisfy
himself that the Design Data, in the case of submissions up to and including the
proposed Design, comply with the Employer's Requirements and is in
accordance with, and incorporates the Contractor's Technical Proposals. Each
Design Submittal shall be accompanied by a Design Certificate signed by the

Designer and counter-signed by the Contractor.
The Contractor shall note that he shall introduce at his own cost an enhanced
design quality assurance programme “Third Party Verification System” for the
major civil structures and system designs required for this complex urban
railway project as specified in the Employer’s Requirements (Volume 3).
The following sub-paragraph (e) is added under Sub-Paragraph (d) in GCC 5.1:
(e)

The survey measurement and testing results (but not the interpretation of
the same) obtained through geological surveys and investigations such
as core drillings and laboratory tests carried out by the General
Consultant in year 2008.

5.3
Contractor’s
Undertaking

Replace the whole of the Sub-Clause with the following:
In preparing the design and the Contractor’s Documents the Contractor is
deemed to have understood the process, procedures and requirements of all
PCC 10/26

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)


Laws, [as defined in Sub-Clause 1.1.6.5], consulted with affected statutory
authorities and that the execution and the completed Works will be in
accordance with:
(a) the Laws of Vietnam, and
(b) the documents forming the Contract, as altered or modified by Variations.
The Contractor undertakes that he has studied the Vietnamese Design
Approval procedure.

The Contractor is aware that the submission of each

Design Submittal may include submissions to the relevant authorities which
shall be in addition to those submitted to the Employer’s Representative.
5.5

Training

Add new paragraph at the end of the Sub-Clause
Training and Maintenance requirements shall be carried out as described in the
Employer’s Requirements-General and also Appendices 19 and 20 to the
Employer’s Requirements.

5.6
As-Built
Documents

Add new fourth paragraph to the Sub-Clause:
The Contractor undertakes that he has studied the Vietnamese regulations
relevant to the preparation of As-Built Documents. The Contractor is aware that
the submission will include submissions to relevant authorities which shall be in
addition to those submitted to the Employer’s Representative.


6.5
Working hours

Supplement Sub-Clause with the following:
For the purpose of this Contract, multiple shifts involving work at night and
locally recognized days of rest, or outside normal working hours will be
permitted for all operations, provided ample lighting and other facilities are
provided so that the work can be carried out safety and properly.
In the event of the Employer’s Personnel consenting to work being carried out
outside normal working hours, the Contractor shall be responsible for payment
of any additional cost incurred by the supervision of the Employer’s Personnel.
The normal working hour is forty eight (48) hours spread over six days of the
week in accordance with Article 68 of Law on Labor (working hour is not exceed
8 hours per day or 48 hours per week).

6.12
HIV Prevention
Programme

Additional Sub-Clause:
1.

For the purpose of this Sub-Clause:
“The Contractor’s Employees” means, without prejudice to any other
definition contained in the Contract, any workers who are under the
Contractor’s control and on the site in connection with the Contract,
including any workers who are under the control of any person or entity to
whom the Contractor has sub-contracted any obligations under the
Contract other than those responsibilities set out in this Sub-Clause.

“The HIV Prevention Programme” means an HIV prevention programme as
attached in the Employer’s Requirements.
PCC 11/26

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

The Employer’s Representative will undertake the major roles of the
implementation including formulation of the HIV/AIDS Prevention Program,
co-working with other stakeholders, supervision and management of the
Program implementation progress, undertaking of regular monitoring,
evaluating & reporting and supervision of the Contractor’s obligations.
“Service Provider” means a person or entity approved by the Implementing
agency and National HIV/AIDS authority (i.e. Ministry of Health, or relevant
national government to have responsibility for HIV/AIDS prevention) to
provide the HIV Awareness and Prevention Programme.
2.

The Contractor is responsible for co-operating with the Service Provider in
implementing the HIV Prevention Programme among the Contractor’s
Employees for the duration of the Contractor’s contract and commencing
as soon as practicable after the Contractor’s Employees arrive at the site/s
in conjunction with occupational health staff of the Contractor and the local
health authorities involved in HIV/AIDS prevention.


7.1
Manner of
Execution

Insert new paragraph as the first paragraph to the Sub-Clause:
Special Terms for Economic Partnership (STEP) Loan provisions apply to this
Contract and it is required that no less than twenty one percent (21%) of the
total goods and services shall be procured from the following manufacturers:
(1)

Japanese manufacturers located in Japan

(2)

A manufacturer invested in by one or more Japanese firms in Vietnam
which satisfy the following conditions;
(a)

Not less than ten percent (10%) of the shares of the manufacturer
are held by a Japanese firm.

(b)

The proportion of the shares held by the Japanese firm mentioned in
(a) above (or the firm having the largest share among Japanese firms
if more than one Japanese firm meets the condition stated in (a)
above) is same as or greater than that of the shares held by any firm
of a third country or region.

(3)


A manufacturer invested in by one or more Japanese firms and located in
one of the developing countries and territories listed in the List of
Recipients of Official Development Assistance approved by the
Development Assistance Committee of the OECD which satisfy the
following conditions;
(a)

Not less than one-third of the shares of the manufacturer are held by
a Japanese firm.

(b)

The proportion of the shares held by the Japanese firm mentioned in
(a) above is the same as or greater than that of the shares held by
any firm of a country or region other than Japan and the country or
the territory where the manufacturer is located.

PCC 12/26

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

Insert the following paragraphs at the end of the Sub-Clause:
The Contractor shall submit complete documents and information pertaining to

the methods of manufacture, installation and construction which the Contractor
proposes to adopt or use, (and if applicable such calculations of stresses,
strains and deflections and the like that will or may arise in the Works or to the
other works comprising the Project or any parts thereof during installation from
the use of such methods). The Employer's Representative will then check to
see whether, if such methods are adhered to, the Works can be executed in
accordance with the Contract and without detriment to the Works (when
completed) and to other works comprising the Project and in a manner which
minimises disruption to road and pedestrian traffic.
The Employer’s Representative shall inform the Contractor in writing within 21
days after receipt of the above information.
(a) that the Contractor's proposed methods of manufacture, installation and
construction have the consent of the Employer's Representative; or
(b) in what respects, in the opinion of the Employer's Representative the
Contractor's proposed
construction:

methods

of

manufacture,

installation

and

(i) fail to comply with the Employer's Requirements;
(ii) would be detrimental to the Works and/or to the other works comprising
the Project;

(iii) do not comply with the other requirements of the Contract; or
(c) as to the further documents or information which are required to enable the
Employer's Representative to properly assess the proposed methods of
manufacture, installation and construction.
In the event that the Employer's Representative does not give his consent, the
Contractor shall take such steps or make such changes in the said methods or
supply such further documents or information as may be necessary to meet the
Employer's Representative's requirements and to obtain his consent.

The

Contractor shall not change the methods of manufacture, installation and
construction which have received the Employer's Representative's consent
without further review and consent in writing of the Employer's Representative.
Notwithstanding the foregoing provisions of this Clause, or that certain of the
Contractor's proposed methods of manufacture, installation and construction
may be the subject of the consent of the Employer's Representative, the
Contractor shall not be relieved of any liability or obligation under the Contract.
8.3
Programme

The whole text of Sub-Clause 8.3: Programme shall be substituted with the
following:
Within 28 days after the Commencement Date, the Contractor shall submit to
the Employer's Representative his proposed programme, for consent, as the
Initial Works Programme in the form and content prescribed by the Employer's
Requirements. Within 60 days of receiving consent to the Initial Works
Programme, the Contractor shall submit to the Employer's Representative, for
PCC 13/26


October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

his consent, an expanded and more detailed version of the Initial Works
Programme, in the form and content prescribed by the Employer's
Requirements as the Works Programme.
The Employer's Representative shall, within 21 days of receipt of any
programme notify the Contractor in writing:
(a)

that the programme has received his consent; or

(b)

that the programme is rejected, in which case reasons for such rejection
shall be given; or

(c)

that further information is required to clarify or substantiate the
programme or to satisfy the Employer's Representative as to its
reasonableness, or

(d)


that the programme has received his consent subject to incorporation of
comments attached to the Notice of No Objection

Provided that if none of the above actions is taken within the 21 days period, the
Employer's Representative shall be deemed to have given consent to the
programme submitted.
The Contractor shall, within 21 days of receiving notification under subparagraphs (c) or (d) above, provide further information requested or the
programme shall be deemed to have been rejected.
The Employer's
Representative shall, within 21 days of receipt of such further information, either
reject the programme or give his consent.
In the event of a programme being rejected, or deemed to have been rejected,
the Contractor shall, within 21 days thereafter, submit a revised programme
taking account of the reasons given for the rejection or incorporating further
information requested by the Employer's Representative, as the case may be.
The Contractor, following receipt of consent to the Works Programme, may at
any time, submit to the Employer's Representative an amended or varied
version thereof. In the event that the Employer's Representative grants an
extension of time, instructs an Employer's Variation, or on the occurrence of any
event or happening or situation which could materially affect the progress of the
Works, the Contractor shall submit a revised programme to the Employer’s
Representative for his consent.
Should it appear to the Employer's Representative that there is, or will be, a
significant deviation between the actual or anticipated progress of the Works
and the Works Programme, the Employer's Representative shall be entitled, by
written instruction, to require the Contractor to produce a revised version
showing such modifications to the Works Programme as may be necessary to
ensure or to be consistent with the completion of the whole of the Works and
the achievement of all Stages by the Key Dates. The Contractor shall submit
such revised programme within 14 days of the Employer's Representative's

instruction or within such other time as the Employer's Representative will allow
in writing.

PCC 14/26

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

Unless and until an amended version has the consent of the Employer's
Representative, the existing programme shall remain as the Works Programme
for all purposes of the Contract.
Consent by the Employer's Representative to a Works Programme shall not
relieve the Contractor of any of his duties or responsibilities under the Contract,
nor in the event that a Works Programme indicates that a Key Date has not or
will not be met, constitute any form of acknowledgement that the Contractor is
or may be entitled to an extension of time in relation to such Key Date.
8.3A
Design
Submission
Programme

Additional Sub-Clause:
The Contractor shall submit to the Employer's Representative the Design
Submission Programme and updated versions thereof in the form and content
and at the times prescribed in the Employer's Requirements – Design, including

the dates by which major decisions should be made.
In the second and subsequent submissions of the Design Submission
Programme, the Contractor shall not, without the prior written consent of the
Employer's Representative:
(a)

revise the description or content of any design package (as referred to in
the Employer’s Requirements - Design) identified in the initial version of

(b)

reduce the periods provided for review by the Employer's Representative
of any submission of Design Data as set out in the initial version of the

Design Submission Programme;

Design Submission Programme;
(c)

revise the sequence of submissions of Design Data shown in the initial

version of the Design Submission Programme.
Any amendment of the Design Submission Programme in breach of the above
requirements shall have no effect whatsoever under the Contract.
8.3B
Three Months
Rolling
Programme

Additional Sub-Clause:

Within 45 days of the Commencement Date, and thereafter at the end of each
calendar month, the Contractor shall submit to the Employer's Representative
his Three Month Rolling Programme for each agreed major section of Works in
the Contract, in the form and detail prescribed in the Employer's Requirements
setting out the work to be carried out during the following three months.

8.4
Extension of
Time for

Add new sub-paragraph (d):
(d) exceptionally adverse climatic conditions.

Completion

The following paragraph shall be added at the end of the existing last
8.6
Rate of Progress

paragraph:
“The additional costs include relevant expenses incurred by the interfacing
contractors, in case the Contractor causes delay in completion of any specified
key date due to his fault and such delay affects the work schedule of the
interfacing contractors.”
PCC 15/26

October 2012


Ho Chi Minh City Urban Railway Construction Project

Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

8.7

In Sub-Clause 8.7, the sum referred to in the second sentence shall be 0.02%

Delay Damages

of the Base Contract Price as delay damages in respect of each key date of the
Works, payable per day in the proportions of currencies in which the Contract
Price is payable. The maximum of delay damages shall be ten percent (10%) of
the Base Contract Price stated in the Contract Agreement.

11.2
Cost of

Insert the following paragraph at the end of the Sub-Clause:
Notwithstanding the requirements of Additional Sub-Clause 11.12 [Maintenance

Remedying

of Works] the Contractor shall be responsible for fulfilling the requirements of

Defects

Sub-Clause 11.1 [Completion of Outstanding Works and Remedying Defects]
prior to the issue of the Performance Certificate.


11.12

Additional Sub-Clause:

Maintenance of

Commencing on the date of issue of the Taking-Over Certificate the Contractor

the Works.

shall simultaneously commence services related to the Maintenance required
under the Contract.
The Maintenance Period is defined to be the same period as the Defect
Notification Period specified by PCC for GCC Sub-clause 1.1.3.7 in this
Contract. If the Defect Notification Period is extended according to GCC SubClause 11.3, then the Maintenance Period for the objective Works shall be
extended to the same extended period of the Defect Notification Period
accordingly. The additional cost due to the extension of the Maintenance Period
shall be borne by the Contractor and no additional payment for the cost will be
made.

13.1

The following paragraph is added after the first paragraph:

Right to Vary

Any change of the Technical Design instructed by the Employer or the
Employer’s Representative after issuance of the Notice of No Objection on the
Contractor’s Technical Design of the same work, shall be deemed to be a
Variation which shall be subject to the procedure stipulated in Sub-clause 13.3

“Variation Procedure”, except for the rectifications of the errors found by the
Employer and/or the Employer’s Representative.
13.2
Value
Engineering

Insert this paragraph between the first and second paragraphs of the SubClause:
If requested by the Employer's Representative, the Contractor shall submit
further or additional information and documents (including the design
calculations and comments thereon) which may be required for a full
appreciation of the Contractor's Variation and its implications.

13.3
Variation
Procedure

Insert the following paragraphs at the start of the Sub-Clause:
“Employer’s Variation” means a change in the Employer's Requirements which
makes necessary alteration or modification of the Design, quality or scope of
Works as described by or referred to in the Employer's Requirements. Changes

PCC 16/26

October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)


to any sequence, method or timing of construction, manufacture or installation
and changes to any part of the Site or the Works Areas or access thereto will
not constitute Employer's Variation.
An Employer's Variation shall be requested and implemented in accordance
with and subject to, the following provisions:
(a)

within 14 days (or such other period as the Employer's Representative
may allow) of the Employer's Representative informing the Contractor in
writing of the intention to request an Employer's Variation, the Contractor
shall notify the Employer's Representative in writing whether in his
opinion the Employer's Variation would, if ordered:
(i)

give rise to any entitlement to an extension of time; or

(ii) affect the achievement of any Milestone; or
(iii) give rise to any entitlement to additional payment; or
(iv) affect the guarantees of the Contractor set out in Clause 4.2 of
Particular Conditions of Contract.
and shall submit his proposals as to the terms upon which he would
agree to implement the Employer's Variation.
(b)

any agreement between the Employer’s Representative and the
Contractor as to the terms upon which an Employer’s Variation may be
implemented shall have no contractual or other legal effect, until it is in
writing and is signed by the Contractor and the Employer. The terms of
this agreement will be binding upon the Contractor and the Employer.

This agreement shall determine the amount which should be added to or
deducted from the relevant Cost Centre Amount and/or the revisions (if
any) which should be made to the Milestone Payment Schedules as a
result of the Variation.
In assessing work covered by any sub-contract, the Employer’s
Representative will have, where he deems necessary, access to the
original sub-contract conditions, rates, prices and details of the variation
claimed, to assist in evaluating any Variations.

(c)

Even if the Employer or the Employer's Representative withdraws the
request for an Employer's Variation in the middle of the variation work, the
Employer shall pay for the completed portion of such work. In case the
Employer’s Variation involves omission of part of the Works, a
corresponding reduction in the Contract Price shall be applied.

13.3A
Valuation of
Variations

Additional Sub-Clause:
The Employer’s Representative shall determine in consultation with the
Contractor the amount which, in his opinion, should be added to or deducted
from the relevant Cost Centre Amounts and Milestone Payments, keeping in
view the agreed rates, if any, of major items of work/ activities, labour, plant and
machinery and where appropriate the local market rates for these items.
Within 6 weeks from the Commencement Date the Contractor shall submit to
the Employer’s Representative the Price Analysis for Cost Centres. This Price
PCC 17/26


October 2012


Ho Chi Minh City Urban Railway Construction Project
Particular Conditions of Contract
Ben Thanh - Suoi Tien Section (Line 1)
Contract Package-1b: Civil (Underground Section from KM 0+615 to KM 2+360)

Analysis will be referred to in the cost evaluation of interim payments of
Variation orders.
There shall be only deductions in Cost Centre Amounts and Milestone
Payments as a result of Contractor’s variations. The Employer’s Representative
shall take prior approval of the Employer to the aforesaid valuation.
In the event that the value of the Variation Order cannot be defined from
existing milestones and dayworks schedules the Employer shall submit to the
appropriate Vietnamese Authority for approval before issuing the Variation
Order.
While waiting for the approval of the value of any Variation Order by the
Authority concerned, a partial payment of 80% of the value may be made by the
Employer to the Contractor, on the condition that the works under such
Variation Order shall have been completed and certified by the Employer’s
Representative.
Any such amount determined by the Employer’s Representative shall be
denominated in the same currency as the relevant parts of the appropriate Cost
Centre Amount.
13.5
Provisional
Sums


Insert the two following paragraphs at the start of the Sub-Clause:
The items of Provisional Sums are included in the Schedule of Provisional
Sums forming part of the Pricing Document. These items may be expanded or
omitted in whole or in part as required by the Employer and the Contractor shall
not have any claim in respect thereof.
Any work, labour, Plant, Materials and services in relation to which a Provisional
Sum is stated in the Pricing Document shall only be carried out or supplied in
whole or in part upon the written instruction of the Employer's Representative.
The Employer's Representative may instruct:

13.6
Daywork

(a)

such work to be executed and/or Plant, Materials and services to be
supplied by the Contractor on Daywork basis; or

(b)

such work to be executed and/or Plant, Materials and services to be
supplied by an Approved Sub-contractor

Insert the following paragraph between the first and second paragraph of the
Sub-Clause:
The Employer’s Representative shall decide which items of work should be
done on Daywork basis. In such cases, the Contractor shall furnish to
Employer’s Representative vouchers to prove the expenditure incurred. Before
ordering material or hiring labour, plant etc., the Contractor shall get the
quotations and rates together with Contractor’s percentage for his overhead,

profit, etc., accepted by the Employer’s Representative, if the same is not
already covered by the agreed rates (inclusive of Contractor’s overhead, profit
etc.). The Contractor shall submit to the Employer’s Representative a priced
statement of labour, material, plant, actually used on the work, together with
Contractor’s overhead, profit, etc. as also the output of work at the end of each
PCC 18/26

October 2012