Conditions of Contract - dpti.sa.gov.au€¦ · Web viewATTACHMENT 2 – APPROVED FORM OF UNCONDITIONAL UNDERTAKING. ANNEXURE TO AS4902-2000. This Annexure takes the place of Part

[Contract Name][Contract Number]

AS4902-2000Special Conditions of Contract and Annexure

To be read in conjunction with Australian Standard General Conditions of Contract AS 49022000

Template Edition: 19 July 2018

CONTENTSPage

FORMAL INSTRUMENT OF AGREEMENT 4

SPECIAL CONDITIONS OF CONTRACT 8

1 INTERPRETATION AND CONSTRUCTION OF CONTRACT 8

2 NATURE OF CONTRACT 17

2A COMMITMENT TO RELATIONSHIP 18

2B CONTRACT LEADERSHIP TEAM 19

3 PROVISIONAL SUMS 22

3A RISE AND FALL 22

4 SEPARABLE PORTIONS 22

5 SECURITY 22

6 EVIDENCE OF CONTRACT 23

7 SERVICE OF NOTICES 24

8 CONTRACT DOCUMENTS 25

9 ASSIGNMENT AND SUBCONTRACTING 32

10 INTELLECTUAL PROPERTY RIGHTS 33

11 LEGISLATIVE REQUIREMENTS 34

12 PROTECTION OF PEOPLE AND PROPERTY 36

13 URGENT PROTECTION 42

14 CARE OF THE WORK AND REINSTATEMENT OF DAMAGE 42

15 DAMAGE TO PERSONS AND PROPERTY OTHER THAN WUC 43

16 A INSURANCE OF THE WORKS 43

17 PUBLIC LIABILITY INSURANCE 43

18 INSURANCE OF EMPLOYEES 43

19 INSPECTION AND PROVISIONS OF INSURANCE POLICIES 43

20 SUPERINTENDENT 45

21 SUPERINTENDENT'S REPRESENTATIVE 46

22 CONTRACTOR'S REPRESENTATIVE 46

23 CONTRACTOR'S EMPLOYEES AND SUBCONTRACTORS 46

24 SITE 46

25 LATENT CONDITIONS 49

26 SETTING OUT THE WORKS 49

27 CLEANING UP 50

28 MATERIALS, LABOUR AND CONSTRUCTION PLANT 50

29 QUALITY 50

30 EXAMINATION AND TESTING 51

31 WORKING HOURS 51

32 PROGRAMMING 53

33 SUSPENSION 56

34 TIME AND PROGRESS 56

35 DEFECTS LIABILITY 59

36 VARIATIONS 59

37 PAYMENT 60

38 PAYMENT OF WORKERS AND SUBCONTRACTORS 63

39 DEFAULT OR INSOLVENCY 63

40 TERMINATION BY FRUSTRATION 63

41 NOTIFICATION OF CLAIMS 63

42 DISPUTE RESOLUTION 64

43 WAIVER OF CONDITIONS 64

44 GST 64

45 PRINCIPAL’S REPRESENTATIVE 65

46 WORKFORCE PARTICIPATION AND SKILLS DEVELOPMENT 65

47 EMPLOYMENT OF EX-GOVERNMENT EMPLOYEES 68

48 INDUSTRY PARTICIPATION POLICY 68

49 MOVEMENT OF WORKERS 70

50 RESPECTFUL BEHAVIOUR 70

51 LIMITATION OF LIABILITY 71

52 RISK OR REWARD REGIME 71

ANNEXURE 73

ATTACHMENT 1 – INSURANCE DETAILS

ATTACHMENT 2 – APPROVED FORM OF UNCONDITIONAL UNDERTAKING

ATTACHMENT 3 – RISE AND FALL

ATTACHMENT 4 – INDUSTRY PARTICIPATION POLICY PLAN

ATTACHMENT 5 – INDUSTRY PARTICIPATION POLICY REPORT TEMPLATE

ATTACHMENT 6 – DEED OF NOVATION


ATTACHMENT 8 – DESIGNER'S CERTIFICATE

ATTACHMENT 9 – DESIGNER'S DEED OF COVENANT

ATTACHMENT 10 – PRINCIPAL'S DELEGATIONS

CopyrightThese Special Conditions adapt clauses from the Transport Infrastructure Contract by the State of Queensland (Department of Transport and Main Roads) 2017, which is available from https://www.tmr.qld.gov.au/business-industry/Technical-standards-publications/Transport-Infrastructure-Contract It is licensed by the South Australian Department of Planning, Transport and Infrastructure under a Creative Commons Attribution 3.0 Australia license: http://creativecommons.org/licences/by/3.0/au/

http://creativecommons.org/licences/by/3.0/au/

https://www.tmr.qld.gov.au/business-industry/Technical-standards-publications/Transport-Infrastructure-Contract

Government of South Australia AS4902 – 2000 Special Conditions of Contract

FORMAL INSTRUMENT OF AGREEMENT

AGREEMENT FOR DESIGN AND CONSTRUCTION WORKS

[Contract Name][Contract Number]

AGREEMENT made the date it is executed by the last party

BETWEEN:

PRINCIPAL: The Minister for Transport, Infrastructure and Local Government

Level 12

Roma Mitchell House

136 North Terrace

Adelaide, South Australia

ABN 92 366 288 135

or

The Commissioner of Highways

50 Flinders Street


ABN 45 751 448 902

or

The Rail Commissioner

50 Flinders Street


ABN 23 251 040 528

(the Principal)AND:

CONTRACTOR: [insert]

Address: [insert]

ACN [insert]

(the Contractor)

DPTI Special Conditions to AS4902 - 2000 4


IT IS AGREED THAT:1. The Contract is comprised of the following documents:

(i) this Formal Instrument of Agreement;

(ii) the Special Conditions of Contract to AS4902-2000 (Special Conditions);

(iii) the General Conditions of Contract (AS4902-2000) as amended by the Special Conditions;

(iv) the Annexure to the Special Conditions;

(v) Attachments to these Special Conditions;

(vi) the Principal's project requirements;

(vii) the following specifications:

insert title, date and reference number of each specification document

(viii) the following construction drawings:

insert title and reference number of each drawing

(ix) the documents listed below:

insert title, date and reference number of any other relevant documents

2. In the event of conflict or inconsistency between the provisions of the Australian Standard General Conditions of Contract for Design a Construct (AS4902-2000) and the Special Conditions, the Special Conditions shall take precedence.

3. References to the "Annexures" in AS4902-2000 shall be read as Annexures to the Special Conditions as follows:

(i) Annexure Part A in AS4902-2000 is the Annexure to these Special Conditions;

(ii) Annexure Part B in AS4902-2000 is Attachment 2 to these Special Conditions.

(iii) Annexure Part C in AS4902-2000 is Attachment 6 to these Special Conditions.

(iv) Annexure Part D in AS4902-2000 is Attachment 7 to these Special Conditions.

(v) Annexure Part E in AS4902-2000 is these Special Conditions.

4. References to "attached to these Conditions" shall be read as a reference to the attachments to the Special Conditions.

5. The documents which comprise the Contract shall be read as a whole. Anything included, defined or reasonably inferred from one or more of the documents forming part of the Contract shall be read as included in the Contract unless the context requires otherwise.



6. This Contract constitutes the entire agreement of the parties in respect of the matters dealt with in this Contract and supersedes all prior agreements, understandings, representations or negotiations in respect of the matters dealt with in this Contract.

7. Any modification to the terms of this Contract must be in writing and signed by each party.

8. The obligations of the Contractor, if more than one person, under this Contract, are joint and several and each person constituting the Contractor acknowledges and agrees that it will be causally responsible for the acts and omissions (including breach of this Contract) of the other as if those acts or omissions were its own.

9. A waiver by either party in respect of a breach of a provision of the Contract by the other party is not a waiver in respect of any other breach of that or any other provision of the Contract. The failure of either party to enforce at any time any of the provisions of the Contract shall not be interpreted as a waiver of that provision.



SIGNED by a duly authorised officer for and on

behalf of THE PRINCIPAL in the presence of:

.................................................................................

Witness signature

.................................................................................

Witness name

.................................................................................

Date

............................................................................

Authorised officer signature

............................................................................

Authorised officer name

.................................................................................

Date

SIGNED by THE CONTRACTOR in accordance

with section 127 of the Corporations Act 2001 (Cth)

by two directors or by one director and the company

secretary:

.................................................................................

Director signature

.................................................................................

Director name

.................................................................................

Date

............................................................................

Director/Company Secretary signature

............................................................................

Director/Company Secretary name

.................................................................................

Date



SPECIAL CONDITIONS OF CONTRACT

1 INTERPRETATION AND CONSTRUCTION OF CONTRACTAdd the following definitions to clause 1:

Aboriginal Person means a person who identifies as being Aboriginal and/or is considered by members of his or her community as being Aboriginal. This definition includes Torres Strait Islander people;

adjustment event has the meaning set out in the A New Tax System (Goods and Services Tax) Act 1999 (Cth);

adjustment note has the meaning set out in the A New Tax System (Goods and Services Tax) Act 1999 (Cth);

Apprentice/Trainee means a person (who may be either an apprentice or a trainee) undertaking training in a trade or declared vocation under a training contract as provided for in the Training and Skills Development Act 2008 (SA) whether on a full-time or part-time basis;

approval means any consent, approval, modification, registration, certificate, licence and permit from any authority necessary to carry out and use the WUC;

authority means, in respect of a particular context or circumstance, each Federal, State or Local Government, semi–Government, quasi–Government or other body or authority, statutory or otherwise, including any court or tribunal, having jurisdiction and responsibility in respect of that context or circumstance;

BCISP Act means the Building and Construction Industry Security of Payment Act 2009 (SA);

Building Contract means a contract for construction of residential, commercial, industrial or institutional facilities;

Building Work means any work required to be done by the Contractor under the Contract in connection with the construction of residential, commercial, industrial or institutional facilities;

business day has the meaning set out in the Building and Construction Industry Security of Payment Act 2009 (SA);

BWCA means the Building Work Contractors Act 1995 (SA);

Cadet means a person undertaking tertiary or post-graduate study linked to paid employment with the Contractor (or its subcontractor), provided that both the person’s employment and study are linked to the building and civil construction industry (for example, employment and training in civil engineering, structural engineering, mechanic engineering, architecture, surveying or construction management);

CITB means the Construction Industry Training Board;



CITF Act means the Construction Industry Training Fund Act 1993 (SA);

Civil Construction Contract

means a contract for construction of earthworks, road works, rail works pilings, power stations, dams, drainage or other water resource management works;

Claim includes any claim, demand, action, proceeding or suit which the Contractor may make or bring against the Principal or any of its agents or employees relating to the construction of the Contract or as to any fact, matter or thing arising out of or in connection with the Contract or the WUC including any claim, demand, action, proceeding or suit seeking the payment of money, an adjustment to the contract sum, an extension of the date for practical completion or any costs, expenses, loss or damages on any ground whatsoever including pursuant to the Contract, or otherwise at law;

CLT Members has the meaning set out at clause 2B.1;

CLT Secretary Has the meaning set out at clause 2B.1.2;

Community Liaison Plan

means the community liaison plan prepared by the Contractor for the WUC;

Construction Program

means a statement in writing showing the dates by which, or the times within which, the various stages or parts of the WUC are to be executed or completed;

Contract Duration means the period commencing on the date of commencement of the Contract and ending on the date of practical completion;

Contract Leadership Team or CLT

has the meaning set out at clause 2B.1;

Contractor's Construction

Drawings

means the drawings prepared by or on behalf of the Contractor which are necessary for the construction and/or installation of the WUC;

Contractor's Construction

Specifications

means the specifications prepared by or on behalf of the Contractor which are necessary for the construction and/or installation of the WUC;



Contractor's Design means the design for the WUC which has been accepted pursuant to clause 8A.8(d) or is deemed to have been accepted pursuant to clause 8A.10 and includes:

(a) the design documents;

(b) the Contractor's Construction Drawings, the Contractor's Construction Specifications and all other drawings, specifications, manuals, designs (including systems designs) and other information, calculations, samples, models, patterns and the like; and

(c) any new software and any customised, modified or extended parts of any existing software (including associated data and other documentation) required for the construction and/or installation of the WUC or which the Contract requires the Contractor to create or cause to be created to provide (in all forms, including electronic) and which has become the Contractor's Design in accordance with clause 8A.7;

Contractor's Designer

means the consultants and/or employees engaged by the Contractor for the purpose of preparing the Contractor's Design, or any replacement designer approved by the Superintendent under clause 8A.3;

Contractor's Industry Participation Plan

means the Contractor's plan included at Attachment 4 to the Special Conditions;

Contract Plan means the plan described in clause 31B;

Contract Price means:

(a) the lump sum price;

(b) the sum resulting from calculating the products of the rates and corresponding quantities in the schedule of rates;

(c) where both lump sum and schedule of rates apply, the aggregate of the sums referred to in (a) and (b); or

(d) if none of the above is applicable, the amount agreed by the parties as the nominal price being an amount likely to approximate the total moneys likely to be payable to the Contractor under the Contract,

excluding GST;

Contract Value means Contract Price;

Current Program has the meaning in clauses 32.4 and 32.7;

date of Contract means the execution date stated in the formal instrument of agreement;

Designer's Certificate

means a certificate in the form of Attachment 8 to these Special Conditions;

Designer's Deed of Covenant

means a deed between the Principal, the Contractor and the Contractor's Designer referred to in clause 8A.3, in the form of Attachment 9 to these Special Conditions;



Direct Loss means any cost or expense that a party reasonably incurs as a direct result of, and flowing naturally from the other party’s breach of Contract, act, omission or negligence, including any liquidated damages or any other payment of loss or damages expressly provided for under this Contract;

discrepancy or discrepancies

means discrepancy, ambiguity, error, omission or inconsistency;

DPTI prequalification system

means the prequalification system of appropriated skilled and experienced companies maintained by the Department of Planning, Transport and Infrastructure and available at: https://www.dpti.sa.gov.au/contractor_documents/prequalification ;

Environment includes the meaning given to that term in any legislative requirement, in common law, including (without limitation) any land, water, atmosphere, climate, sound, odour, taste, the biological factor of animals and plants and the social factor of aesthetic;

Environmental Laws means any law regulating or otherwise relating to the Environment including any law relating to land use, planning, pollution of air, water, soil or groundwater, chemicals, waste, the use of transport, storage and handling of dangerous goods, the health or safety of any person or any other matters relating to the protection of the Environment, health or safety;

Environmental Management Plan

means the environmental management plan prepared by the Contractor for the WUC;

EP Act means the Environment Protection Act 1993 (SA);

formal instrument of agreement

means the instrument of agreement signed by the Principal and the Contractor to execute the Contract;

GST has the meaning set out in A New Tax System (Goods and Services Tax) Act 1999 (Cth);

GST Law has the meaning set out in A New Tax System (Goods and Services Tax) Act 1999 (Cth);

inclement weather means the existence of rain or abnormal climatic conditions (whether they be those of hail, snow, cold, high wind, severe dust storm, extreme high temperature or the like or any combination thereof) by virtue of which it is either not reasonable or not safe for employees exposed to such conditions to continue working whilst the same prevail;

Industry Participation

Advocate or IPA

means the person who from time to time has been appointed to the position of Industry Participation Advocate within the Office of the Industry Advocate, situated within the Department of State Development, or his/her successor;

Industry Participation Report

or IPP

means the completed report by the Contractor in either the standard plan report or tailored plan report set out at clauses 48.1 or 48.2;


https://www.dpti.sa.gov.au/contractor_documents/prequalification


Industry Reporting Period

means the period of time calculated at either clauses 48.1.1 or 48.2.1;

Implementation Guidelines

has the meaning given to it in clause 46.3(a);

Local Person With Barriers to

Employment

means any person residing in South Australia who is unemployed at the time of commencing employment with the Contractor (or its subcontractor). A Local Person with Barriers to Employment includes a person who is:

(a) registered with Centrelink or a Job Services Australia provider;

(b) registered with the Disability Employment Network;

(c) a skilled migrant job seeker holding a General Skilled Migrant visa; or

(d) a participant in a South Australia Works program (being the initiative of the South Australian Government which links people with skills and jobs through a range of learning, training and work programs).

A person maintains his or her status as a Local Person with Barriers to Employment for 12 months from the commencement of employment with the Contractor or a subcontractor (as the case may be);

notice means any request, consent, approval, direction or other communication under or for the purposes of the Contract;

Notifiable Incident has the meaning given to it in the WHS Law;

On-site Hour means an hour of work performed by a person on the site;

otherwise at law means in the context of a claim, a claim in any legal jurisdiction, including but not limited to a claim under the Contract or for breach of contract, in tort, under statute, for a quantum meruit, for restitution based on unjust enrichment, for rectification or frustration or for any other legal or equitable remedy;



Prescribed Heads of Liability

means any liability for:

(a) personal injury including sickness and death;

(b) loss of or damage to tangible property;

(c) infringement of intellectual property rights;

(d) any liability to a third party arising from:

a. a negligent or wrongful act or omission by the Contractor, its employees, agents or subcontractors; or

b. any breach of the Contractor's contractual obligation to the Principal;

(e) an intentional tort;

(f) a breach of trust;

(g) wilful default;

(h) breach of confidentiality; and

(i) fraud or dishonesty,

and none of the Prescribed Heads of Liability limits any of the others;

prescribed notice has the meaning given to it in clause 41.1;

Prestart Conference has the meaning given to it in clause 2B.2;

Principal Arranged Insurance

has the meaning given to it in clause 19.7;

Principal Contractor has the meaning given to it in the WHS Law;

Principal's Requirements

means a written summary or outline of the Principal's project requirements, or any relevant design provided by the Principal;

program means Construction Program;

Project Means the project subject of this Contract, stated in the Formal Instrument of Agreement.

provisional sum means a sum included in the Contract which shall not itself be payable unless and until the Superintendent directs that the work or item to which the provisional sum relates is carried out or supplied by the Contractor and includes the Principal controlled allowances, prime cost items and contingency sums;

provisional quantity includes provisional items;

Public Utility Plant means any railway, monorail, tramway, viaduct, aqueduct, conduit, water channel, pipeline (water, stormwater, gas, sewerage or otherwise), fixed mechanical conveyor, tower, pole, cable (electrical, fibre optic, telecommunications or otherwise), electrical installation or telecommunications plant that is:

(a) on, in, over, under or adjacent to the site, or

(b) affected by the WUC,

but does not include construction plant;



Quality Plan means the quality plan prepared by the Contractor for the WUC;

RCTI means recipient created tax invoice, as defined in the GST Law;

Relationship Management

Protocol

has the meaning set out in clause 2A.3;

Relationship Principles

has the meaning set out clause 2A.1;

Return to Work SA has the meaning given to it in clause 18;

Rolling Program has the meaning as set out at clause 32.9;

RTW Act means the Return to Work Act 2014 (SA);

SA Standards has the meaning given to it in clause 12.5.2;

Schedule of Prices means the schedule in respect of the work for which the Principal has accepted a lump sum, showing prices for items of work to be done and materials to be supplied including any provisional sums and provisional quantities, and may also include quantities and rates;

Schedule of Quantities and

Prices

means the schedule in respect of the work for which the Principal has accepted a lump sum, which has been prepared by the Contractor and shows the Contractor's estimated quantities of work or materials, together with corresponding prices;

Site Conferences has the meaning set out at clause 2B.3;

Target Group has the meaning given to it in clause 46.1;

Target Group Component

has the meaning given to it in clause 46.2(a);

Target Hours has the meaning given to it in clause 46.2(b);

taxable supply has the meaning set out in A New Tax System (Goods and Services Tax) Act 1999 (Cth) and also means any component of a taxable supply that is treated as a separate supply under the GST Law;

tax invoice has the meaning set out in A New Tax System (Goods and Services Tax) Act 1999 (Cth);

Team has the meaning set out at clause 2A.2;

the Building Code means the Building Code 2016, which can be downloaded from https://www.legislation.gov.au/Details/F2017C00668

the SA Code means the Code of Practice for the South Australian Construction Industry available from: http://dpti.sa.gov.au/__data/assets/pdf_file/0006/255561/08_code_of_practice_and_implementation_guidelines_2016_po22_v1.2.pdf ;

the Organisation means the State of South Australia to which the Commonwealth has directed the Program Expenditure;


http://dpti.sa.gov.au/__data/assets/pdf_file/0006/255561/08_code_of_practice_and_implementation_guidelines_2016_po22_v1.2.pdf

http://dpti.sa.gov.au/__data/assets/pdf_file/0006/255561/08_code_of_practice_and_implementation_guidelines_2016_po22_v1.2.pdf

https://www.legislation.gov.au/Details/F2017C00668


the Program Expenditure

means the funding provided by the Commonwealth for the Project;

the Project means the WUC to be executed through the Program Expenditure;

the Project Parties means all contractors, subcontractors, consultants and employees who perform on site work in relation to the Project;

the Scheme has the meaning given to it in clause 11.6;

Tier 1 Contract means a contract with a Contract Value between $5,000,000 and $50,000,000 (both inclusive) and a Contract Duration of six months or more;

Tier 2 Contract means a contract with a Contract Value greater than $50,000,000 and a Contract Duration of six months or more;

Traffic Management Plan

means the traffic management plan prepared by the Contractor for the WUC;

Total Contract Hours has the meaning given in clause 46.6;

Upskilling means training where:

(a) the training is:

a. on the list of courses eligible for CITB funding support;

b. provided by an organisation approved by the CITB (a list of eligible courses and approved providers is available from the CITB; and

c. is relevant to the employment and skills required for the performance of the Contract; or

(b) the training is otherwise approved by CITB as eligible to be included in the Upskilling Component.

Notwithstanding this definition, Upskilling does not include any off-site training undertaken by Cadets;

Upskilling Component

has the meaning given to it in clause 46.2(b)(ii);

WHS Act means the Work Health and Safety Act 2012 (SA);

WHS Law means:

(a) the WHS Act;

(b) any regulations made at any time under the WHS Act;

(c) any provision of the WHS Act or regulations referred to in paragraph (b);

any amendment to any of the above or any other legislation in connection with the implementation or as a consequence of the WHS Act, made at any time;

WHS Management Plan

means the work health and safety management plan prepared by the Contractor for the WUC;



WHS Regulation means the Work Health and Safety Regulations 2012 (SA);

WGE Act means the Workplace Gender Equality Act 2012 (Cth);

Worker means:

(a) the Contractor, its directors, officers, employees, agents, volunteers and invitees; and

(b) all subcontractors, their directors, officers, employees, agents, volunteers and invitees,

who attend on the site;

Working Days and Working Hours

means the working days and working hours on the site referred to at clause 31; and

Workforce Participation

Reporting System or WPRS

means the reporting tool available at http://www.wprs.sa.gov.au/Default.aspx or any other reporting tool nominated by the Principal from time to time.

Delete the following definitions from clause 1:

program has the meaning in clause 32;

provisional sum has the meaning in clause 3 and includes monetary sum, contingency sum and prime cost item.

Add the following subclauses after (i):

(j) references to any party to the Contract includes references to successors or permitted assignees;

(k) references to any legislation or to any section or provision of any legislation include any:

(i) statutory modification or re-enactment of or any statutory provision substituted for that legislation, section or provision; and

(ii) ordinances, by-laws, regulations and other statutory instruments issued under that legislation, section or provision; and

(l) the words 'such as,' 'particularly,' ‘including’ and ‘includes’, and any variants of those words are not used as nor are intended to be works of limitation and will be read as if followed by the words “without limitation”;

(m) no rule of construction applies to the disadvantage of a party because the party was responsible for the preparation of the Contract or any part of it;

(n) unless stated otherwise, a reference to a document in this Contract shall be a reference to the edition of that document current at the date 14 days prior to the date of submission of tender;

(o) each work, phrase, sentence, paragraph and clause of this Contract shall not be construed so as to infringe the provisions of the law governing the Contract. Where a word, phrase, sentence, paragraph or other clause or provision of this Contract would otherwise be unenforceable, illegal or void, the effect of that provision shall so far as possible, be limited and read down so that it is not unenforceable, illegal or void. If a part of this Contract is found to be unenforceable, invalid, illegal or void, that part may be severed in such a manner that the remaining part of the Contract is enforceable to the greatest extent permitted by law.



2 NATURE OF CONTRACT

2.2 Contractor's warranties

Add the following subclauses after clause 1(a)(iv):

(v) is appropriately licensed under the BWCA to carry out the WUC;

(vi) has carefully examined the Principal’s project requirements and that there are no discrepancies, omissions, inconsistencies or ambiguities in or between the documents constituting the Principal’s project requirements;

(vii) will ensure that the Principal's project requirements are achieved;

(ix) has carefully examined all information relevant to the risks, contingencies and other circumstances (including all documents comprising the Contract) and any information provided by the Principal or its agents, employees or consultants which could affect its contract sum or performance of its obligations under the Contract or otherwise at law;

(x) to the extent practical, it has visited and carefully examined the site and its surroundings and fully informed itself as to the nature of the of the work and materials and construction plant necessary for the execution of the WUC, the facilities at the site, the means of access and egress from the site and transport facilities for deliveries and execution of the WUC at the site and the constraints thereon;

(x) is familiar with the conditions affecting construction activities in the place and locality in which the WUC are to be carried out;

(xi) has satisfied itself as to the correctness and adequacy of the contract sum and the performance of its obligations under the Contract or otherwise at law;

(xii) has satisfied itself of its ability to comply with all legislative requirements;

(xiii) has satisfied itself that the Principal's project requirements comply with all legislative requirements;

(xiv) shall, as between the Principal and the Contractor, be solely responsible for and assume all risk in relation to the design of the whole of the WUC, including the preliminary design and for any further design work, delays, cost increases, losses and expenses caused by or resulting from any deficiencies in design; and

(xv) is responsible for and bears all risk in connection with both the design and construction of the WUC, including the responsibility for the co-ordination, management and interface of the processes necessary to complete the design and construction of the WUC in accordance with the Contract and overcoming any buildability or constructability issues.

Add the following subclauses after clause 1(b):

(c) The Contractor acknowledges that:

(i) the Principal is relying on the Contractor’s advice, skill and judgment in the execution of the WUC; and

(ii) the Principal has entered into the Contract in reliance on the representations and warranties given in the Contract.

(d) The Contractor acknowledges that the contract sum and any rates to be applied in calculating the contract sum (together with any additions or deductions expressly provided for in the Contract):

(i) include all costs, expenses, fees and charged incurred by the Contractor in performing all of its obligations under the Contract, including but not limited to all survey, inspection, measuring and testing to comply with relevant specifications and any legislative requirements;

(ii) include all items of WUC including all works, services, fees, charges, minor items, incidentals, labour, materials any other necessary items for the proper execution of the WUC whether or not such items are specifically referred to in the Contract;



(iii) include the Contractor's profit, attendance, preliminaries, supervision and on-site and off-site overheads in connection with the performance of all of its obligations under the Contract; and

(iv) will not be subject to any rise and fall or other adjustment for any reason except to the extent expressly provided for in the Contract.

2.6 Schedule of Prices or Schedule of Quantities and PricesAdd the following clause 2.6:

2.6 Schedule of Prices or Schedule of Quantities and PricesIf a Schedule of Prices and / or Schedule of Quantities and Prices has been prepared for this Contract, the amounts in these schedules are deemed to be full payment for all necessary work, services, fees, charges, incidentals, inspection and testing in respect of each item in the schedule(s).

The total of all items included in the Schedule of Prices or Schedule of Quantities and Prices shall, on addition, equal the contract sum for the WUC to be paid for by lump sum (excluding GST).

The amounts included in the Schedule of Prices and the Schedule of Quantities and Prices:

(a) are to be used for the purpose of valuing variations if and in so far as the Superintendent determines that those amounts are applicable to a variation; and

(b) may be used at the discretion of the Superintendent as a guide in valuing the work for progress certificates.

Any errors discovered in the Schedule of Prices or Schedule of Quantities and Prices shall be brought to the attention of the other party as soon as practicable after discovery. The error shall be corrected in a manner agreed to between the Contractor and the Superintendent or, in the event of failure to agree, in the manner determined by the Superintendent so that in any event the total of all items in the Schedule of Prices or Schedule of Quantities and Prices continues to equal the contract sum for the WUC to be paid for by lump sum.

2A COMMITMENT TO RELATIONSHIP

Add a new clause 2A as follows:

2A.1 Relationship PrinciplesThe parties acknowledge that a good working relationship between the Principal, the Superintendent and the Contractor is a significant factor that contributes towards the successful completion of a project. The Contractor, the Principal and the Superintendent jointly commit to establishing and maintaining a project team built on relationships and they agree to observe the following principles:

(a) act as stated in this Contract and in the spirit of mutual trust, openness, respect and cooperation;

(b) at all times deal with each other fairly, honestly and reasonably;

(c) communicate and expeditiously reconcile any matter that may affect the proper execution and timely completion of the WUC; and

(d) be dedicated to achieving 'best for project' outcomes,

(together, the Relationship Principles).

The parties agree and acknowledge that the Relationship Principles do not apply where the Contract expressly provides that the Principal or the Superintendent may act in its absolute or sole discretion.

2A.2 Relationship workshop If specified in Item 8A, the Superintendent will convene, within two months of the date of Contract, a relationship management workshop to facilitate the understanding of, and commitment to, the Relationship Principles. This workshop is to be attended by representatives of the Contractor, the



Principal, the Superintendent (the Team) and the CLT (if any).

2A.3 Relationship Management Protocol If a workshop is required to be held under clause 2A.2, the Team and the CLT (if any) shall at that workshop develop and agree a Relationship Management Protocol to be signed by all participants of the workshop that:

(a) includes a relationship charter or mission;

(b) sets the relationship goals and objectives, core values and guiding principles;

(c) includes a mechanism for determining a rating of the parties' achievement of the agreed objectives;

(d) includes a mechanism for the resolution of personality-related issues;

(e) documents the lines of communication, levels of responsibility and reporting systems;

(f) includes an issues resolution matrix that includes an action plan for addressing factors that may prevent them from meeting the relationship objectives; and

(g) specifies the times for the workshops and meetings referred to in clause 2A.4.

2A.4 Monitoring the relationship Unless the parties agree otherwise, the Team shall meet at least monthly to review the Team's performance against the Relationship Principles and the Relationship Management Protocol (if any).

2B CONTRACT LEADERSHIP TEAM

Add a new clause 2B as follows:

2B Contract Leadership Team and conferencesThis clause 2B only applies if 'Yes' is selected in Item 8B.

2B.1 Representation and tenure A Contract Leadership Team (CLT) shall be established prior to the commencement of the WUC.

The CLT will consist of two senior representatives from the Principal and two senior representatives from the Contractor (CLT Members).

A party may replace its CLT Member(s) at any time by giving notice in writing to the other party at least 24 hours prior to the change in representation.

Unless otherwise agreed by the Principal and the Contractor, the CLT will remain established until 10 business days after the date of the final certificate.

2B.1.1 Duties and accountabilities for the Contract Leadership Team The CLT shall, unless otherwise agreed by the parties in writing:

(a) provide overall guidance and leadership with respect to the WUC and to provide a forum for regular and formal interaction between senior executives of the Principal and the Contractor;

(b) set policy and give philosophical and strategic direction for the WUC within the boundaries set out in the Contract, including by establishment of a relationship charter (Relationship Charter);

(c) provide leadership and set a visible example of senior management's commitment to the Relationship Charter and the Relationship Management Protocol;

(d) provide guidance to the Contractor in its development and implementation of a transparent



governance framework across the WUC;

(e) provide leadership and guidance to the Contractor in ensuring timely, accurate and comprehensive reports are given to the Principal;

(f) oversee the Contractor in initiating or approving the commitment of resources to the WUC and provide corporate support as necessary;

(g) provide leadership in the implementation of a culture necessary to achieve any key performance indicators and ensure they are created and sustained;

(h) provide encouragement to the Contractor to implement directions from the Principal or the Superintendent;

(i) monitor the performance of the Contract and implement appropriate measures to correct undesirable trends;

(j) issue decisions as required by the Contract (if any);

(k) attempt to resolve any differences or issues; and

(l) any other duties agreed between the parties from time to time.

The parties acknowledge and agree that, except as expressly provided for in the Contract:

(m) the CLT will have no legal responsibility;

(n) no comment, direction, review, representation, vetting, inspection, testing or approval by the CLT or members of the CLT will be binding on a party or be construed as a direction from the Principal or the Superintendent to do or not to do something; and

(o) nothing that occurs at a meeting of the CLT will relieve either party, or alter or affect their liabilities or responsibilities under this Contract, including a requirement for the Contractor to provide formal notification to the Principal or the Superintendent under any other provision of this Contract.

Prior to each meeting of the CLT, the Superintendent and the Contractor's representative shall provide a joint report on the following matters for the consideration of the CLT:

(p) the progress of the WUC;

(q) delays to the WUC, including planned mitigation;

(r) the adequacy of resourcing levels; and

(s) all issues and disputes which have arisen and have not yet been resolved.

2B.1.2 Meetings Unless the parties agree otherwise, the CLT will meet at least once every month until practical completion.

At least one CLT Member from each party shall be present to enable the CLT to hold a meeting or make a decision. Attendance may be by telephone or video link.

The CLT will arrange for a secretary (CLT Secretary) to record minutes of all resolutions of the CLT and all actions arising out of each CLT meeting. A copy of the minutes will be forwarded by the CLT Secretary to each CLT Member as soon as practicable but not later than five business days after each CLT meeting.

Decisions of the CLT must be unanimous.

2B.2 Prestart conference Prior to the commencement of WUC, the Contractor shall contact the Superintendent in order to arrange a conference (Prestart Conference).

The Prestart Conference shall:

(a) be attended by representatives of the Contractor, the Principal, the Superintendent and the CLT (if any);



(b) establish lines of communication and clarify all relevant responsibilities and delegations;

(c) discuss arrangements for submission and review of the Construction Program, Quality Plan, Environmental Management Plan, WHS Management Plan, Traffic Management Plan (where required) and Community Liaison Plan (where required);

(d) discuss arrangements for project records, including access by the Superintendent, submission of test results and other reports, and disposition of records upon completion of the Contract;

(e) discuss setting out of the WUC, site accommodation, camp and delivery of materials and plant to the site;

(f) determine arrangements for site inspections and Site Conferences;

(g) define arrangements for management of:

a. progress claims;

b. variations; and

c. non-conformances;

(h) discuss arrangements for all administrative requirements, including the date for a relationship workshop (if required under clause 2A.2) and information and documents which the Contractor is obliged to submit to the Superintendent;

(i) deal with any other matters nominated by the Contractor or the Superintendent; and

(j) deal with requirements for a post-construction review.

The Superintendent shall, within five business days of the Prestart Conference, issue to the Contractor a copy of the minutes. Within two business days of receipt of the copy of the minutes, the Contractor shall notify the Superintendent in writing of any item from the minutes which, in its opinion, has not been correctly recorded. Within a further two business days, the Superintendent shall arrange to amend the minutes where necessary and will return two copies to the Contractor for confirmation of the minutes. The Contractor shall confirm the minutes by returning a signed copy to the Superintendent within two business days of receipt. The CLT (if any) may review and provide guidance to the parties in relation to the content of those minutes.

2B.3 Site Conferences The Contractor shall arrange for conferences to be held at the site (Site Conferences) to:

(a) review progress of the WUC;

(b) review the Contract Plan documents and issues relating to progress of the WUC;

(c) review non-conformances and dispositions; and

(d) discuss any matters of concern related to the project with a view to their resolution as far as possible.

Site Conferences shall be held until practical completion at the intervals stated in Item 8C or at such other intervals as are otherwise mutually agreed between the Principal, the Contractor and the Superintendent (such interval not exceed a period of one month).

Site Conferences shall be attended by the Contractor, the Principal and the Superintendent, and/or their senior representatives. Subject to the prior approval of the Superintendent, which may be given or withheld in its absolute discretion, other persons may attend all or part of any Site Conference, but:

(e) at no time more than four persons from either the Contractor or the Superintendent; and

(f) members of the CLT (if any) may attend any Site Conference without the approval of the Superintendent, which may be given or withheld in its absolute discretion.

The Superintendent will chair each Site Conference and will arrange for the recording of minutes. The Superintendent shall, within five business days of each Site Conference, issue to the Contractor a copy of the minutes. Within two business days of receipt of the copy of the minutes, the Contractor shall notify the Superintendent in writing of any item from the minutes which, in its opinion, has not been correctly recorded. Minutes of a Site Conference will be confirmed at the next Site Conference.



The CLT (if any) may provide guidance to the parties in relation to the content of those minutes.

3 PROVISIONAL SUMSDelete clause 3 "Provisional Sums" and replace it as follows:

3. PROVISIONAL SUMS AND PROVISIONAL QUANTITIESWork identified as applicable to a provisional quantity or as a provisional sum in the Contract or an applicable progress certificate shall only be carried out at the direction of the Superintendent.

In the event of any provisional sum being greater or less than the amount directed by the Superintendent to be expended against the provisional sum, the amount unexpended or the amount of the difference shall be taken into account in determining the final amount payable under the Contract.

In the event of any provisional quantity being greater than or lesser than the provisional quantity actually carried out, the value of the difference between the provisional quantity and the actual quantity shall be taken into account in determining the final amount payable under the Contract.

The limit of accuracy for provisional quantities and provisional sums is ± 100% of the quantity or sum stated.

The Contractor is not entitled to overheads and profit related to provisional sums and provisional quantities that are not expended.

3A RISE AND FALLAdd a new clause 3A as follows:

3A. RISE AND FALLThe alternative identified at Item 12A applies to this Contract.

Alternative 1This Contract is not subject to adjustment for rise and fall of costs.

Alternative 2This Contract is subject to an adjustment for rise and fall on bituminous binder, polymer binder and cutter used in the WUC as set out at Attachment 3.

Alternative 3This Contract is subject to an adjustment for rise and fall on the WUC as set out at Attachment 3.

4 SEPARABLE PORTIONSNo amendment.

5 SECURITY

5.1 Provision Add the following paragraph to clause 5.1 "Provision":

Where the Contractor has failed to lodge the necessary security in accordance with the requirements of the Contract, the Principal may deduct an amount equivalent to the security from any payment due to the Contractor and shall hold this amount as retention.



5.2 RecourseDelete paragraph 5.2 and replace it as follows:

5.2 RecourseSecurity shall be subject to recourse by the Principal when on or more of the following occurs:

(a) the Principal remains unpaid after the time for payment of a claim for monies;

(b) the Superintendent has certified that monies are due and payable to the Principal;

(c) the Principal has or asserts an entitlement to payment of money (including by way of set off) by the Contractor in connection with this Contract or otherwise at law;

(d) the Principal asserts that the Contractor is in breach of any of its obligations in connection with this Contract (whether or not the financial consequences to the Principal of any such breach have been ascertained) in all such cases as if the security were a sum of money due or to become due to the Principal by the Contractor; or

(e) the Contractor is insolvent within the meaning subclause 39.11.

A party may immediately (and without notice to the other party) have recourse to retention moneys and/or cash security and/or may convert into money security that does not consist of money where the party has become entitled to exercise a right under the Contract in respect of the retention moneys and/or security.

5.3 Change of SecurityAdd the following prior to the first sentence of clause 5.3:

Subject to written approval by the Principal

5.4 Reduction and releaseNo amendment.

5.5 Trusts and interestNo amendment.

5.6 Deed of guarantee, undertaking and substitutionNo amendment.

6 EVIDENCE OF CONTRACTDelete the paragraphs under clause 6 and replace it with:

Unless and until a formal instrument of agreement is executed by the parties, the written acceptance of the Contractor's tender, including documents or parts of documents referred to in, or attached to, the acceptance, shall evidence the Contract.

6.1 Collusive arrangements

Add a new clause 6.1 as follows:

6.1 Collusive arrangementsThe Contractor warrants and represents to the Principal that:

(a) it had no knowledge of the tender price of any other tenderer for the WUC at the time of submission of its tender;

(b) except as disclosed in its tender, it has not entered into any contract, arrangement or



understanding to pay or allow to be paid any money directly or indirectly to a trade or industry association (above the published standard membership fee) or to or on behalf of any other tenderer in relation to its tender or this Contract, nor paid or allowed to be paid any money on that account;

(c) except by prior agreement with the Principal, it has not paid or allowed to be paid or entered into any contract, arrangement or understanding to pay or allow to be paid any money directly or indirectly to or on behalf of any other tenderer nor received any money or allowance from or on behalf of any other tenderer in relation to its tender or this Contract, nor will it pay or allow or receive any money; and

(d) if, without the Principal's prior agreement, it receives or has received any money or allowance from any other tenderer in relation to its tender, the other tenderer's tender or this Contract, then without prejudice to any other right or remedy of the Principal, such money or allowance shall be deemed to be held by the Contractor on trust for the Principal and shall be paid to the Principal immediately.

The Contractor acknowledges that it is aware that the Principal entered this Contract in reliance upon the warranties in this clause. If any matter warranted in this clause is found not to be true or not to be correct, in addition to any other rights that the Principal may have, the Contractor will be in fundamental and substantial breach of this Contract.

6.2 Conduct of the Contractor

Add a new clause 6.2 as follows:

6.2 Conduct of the Contractor The Contractor must conduct itself in a manner that does not invite, directly or indirectly, the Principal’s officers, employees or agents or any public sector employee (as defined in the Public Sector Act 2009) to behave unethically, to prefer private interests over the Principal’s interests or to otherwise contravene the Code of Ethics for the South Australian Public Sector.

7 SERVICE OF NOTICESDelete clause 7 and replace it as follows:

7 SERVICE OF NOTICESA notice shall be in writing, in English and addressed to the receiving party, and either:

(a) sent by registered post to or left at the address specified in Items 2, 4 or 6 of the Annexure;

(b) handed to the other party and/or the Superintendent (as the case may be);

(c) sent by email to the email address specified in Items 4A or 6A of the Annexure; or

(d) sent via a proprietary document management system which the parties have agreed in writing may be used for the purpose of giving a notice under the Contract.

7.1 Time of receipt A notice is deemed to have been received:

(a) if sent by registered post, on the third business day (or the 10th business day if posted to or from a place outside Australia) after posting;

(b) if delivered personally, upon delivery;

(c) if sent by email:

a. on a business day, on dispatch of the transmission; or

b. on a day other than a business day, on the next business day,



unless the sender's server indicates a malfunction or error in transmission or the recipient immediately notifies the sender of an incomplete transmission, or

(d) if sent via any proprietary document management system which the parties have agreed may be used for the purpose of giving a notice under the Contract, upon notification from that system to the recipient of the notice having been delivered on the proprietary document management system.

7.2 Notice details A party may specify another address or email address for the purposes of this clause 7, by notice to the other party.

8 CONTRACT DOCUMENTS

8.1 DiscrepanciesAdd the following paragraph to clause 8.1.

The several documents forming the Contract are to be taken as mutually explanatory of one another.

8.2 Principal-supplied documentsNo amendment.

8.2A No Reliance on Principal supplied information or documentsAdd the following new clause 8.2A:

8.2A No reliance on Principal supplied Information or documentsThe Contractor warrants that it has and it shall be deemed to have:

(a) examined carefully and to have acquired actual knowledge of the contents of the Contract documents, the Principal's project requirements, the tender documents and any other information made available in writing by the Principal or any other person on the Principal's behalf to the Contractor for the purpose of preparing and submitting the Contractor's tender;

(b) examined all information relevant to the risks, contingencies and other circumstances which could affect the Contractor's tender and which was obtainable by the making of detailed enquiries;

(c) informed itself of the nature of the work and materials necessary for the execution of the WUC and the means of access to and facilities at the site and transport facilities for deliveries to or from the site;

(d) informed itself as to the availability and cost of labour including the costs of complying with obligations imposed by any agreement between the relevant building industry unions and employers relating to the execution of construction and building work similar to the WUC;

(e) satisfied itself as to the correctness and sufficiency of the contract sum and that the contract sum covers the cost of complying with all its obligations under the Contract and of all matters and things necessary for the due and proper performance and completion of the WUC;

(f) informed itself of all requirements of the authorities in relation to the WUC generally, and without limiting the generality of the foregoing, in relation to measures necessary to protect the Environment from any adverse effect or damage arising from execution of the WUC;

(g) obtained all appropriate professional and technical advice on all matters and circumstances with respect to the matters referred to in this clause prior to submitting its tender for the WUC; and

(h) entered into this Contract based on its own investigations, interpretations, deductions, information and determinations and the Contractor acknowledges that it is aware that the Principal has entered into the Contract relying upon this acknowledgment and warranty.

Failure by the Contractor to do all or any of the things it is deemed to have done under this clause will not relieve the Contractor of any of its obligations or liabilities under the Contract, including its



obligation to perform and complete the WUC in accordance with the Contract.

8.2B Information Documents(a) Where a document (or part thereof) is designated as an “information document” or “for

information only”, the Principal does not warrant, guarantee, assume any duty of care or other responsibility for or make any representation about the accuracy, adequacy, suitability or completeness of such documents and the Contractor acknowledges that it has taken this into account.

(b) The Principal may have carried out investigations for the primary purposes of project planning, estimating, feasibility studies and obtaining statutory approvals. Any such investigation or resulting documentation:

a. have not been undertaken for the purpose of determining methods of construction;

b. are deemed to be "information document" in accordance with clause 8.2B(a); and

c. the Contractor warrants that it has not relied on any such interpretations, opinions or documentation; and

d. the use of any such information, opinions and documents is entirely at the Contractor's risk.

8.2C Geotechnical InvestigationsWhere geotechnical investigations have been provided by the Principal, factual information (including bore logs and laboratory test results) from the investigation is considered to be a true record of the investigations and tests conducted as at the date the investigations and tests were conducted.

The Contractor is deemed to have taken into account that:

(a) sub-surface conditions may vary between test locations or at depths below which testing has been carried out; and

(b) variation in groundwater levels and moisture condition will occur with seasonal changes or as a result of other factors.

If the Contractor undertakes any geotechnical investigation, the Contractor shall provide all details of the investigation to the Superintendent within one week of the date of acceptance of tender, if the details have not been provided beforehand.

8.3 Contractor-supplied documentsNo amendment.

8.4 AvailabilityNo amendment.

8.5 Confidential informationAdd the following paragraphs to clause 8.5:

The Contractor agrees to disclosure of this Contract in accordance with Premier and Cabinet Circular PC027, a copy of which is exhibited in either printed or electronic form and either generally to the public, or to a particular person as a result of a specific request.

Nothing in this clause derogates from:

(a) the Contractor’s obligations under any other provision of this Contract; or

(b) the provisions of the Freedom of Information Act 1991 (SA).

8.6 Media



Delete clause 8.6 "Media" and replace it with the following:

The Contractor shall not disclose any information concerning the Project for distribution through any communications media without the Principal's prior written approval (which may be withheld at the Principal's discretion). The Contractor shall refer to the Principal any enquiries from any media concerning the Project.

8A CONTRACTORS DESIGNAdd a new Clause "8A CONTRACTOR'S DESIGN" as follows:

8A CONTRACTOR'S DESIGNThe parties agree that the Principal or the Superintendent (as the case may be) may act in its absolute discretion when exercising any of its rights under clause 8A.

8A.1 Contractor's warrantiesThe Contractor warrants that:

(a) it shall at all times be suitably qualified and experienced, and shall exercise due skill, care and diligence in the execution and completion of the design of the WUC;

(b) the design of the WUC will be carried out and completed in accordance with the requirements of the Contract, and:

i. such design will satisfy the Principal's Requirements and be fit and adequate for the purposes stated in, or that can be reasonably implied from the Contract, and suitable and adequate for the site; and

ii. construction in accordance with such design will comply with the standards and other requirements specified by this Contract;

(c) it will construct the WUC in accordance with the Contractor's Design:

i. in a proper and workmanlike manner; and

ii. using material of the nature described in the Contract which is of merchantable quality fit and adequate for its intended purpose, or failing any specific description, then using material of the best quality available which is of merchantable quality and fit and adequate for its intended purpose;

(d) the WUC will, when constructed:

i. satisfy the Principal's Requirements and be fit and adequate for the purposes stated in, or that can be reasonably implied from, the Contract and be suitable and adequate for the site, and

ii. comply with all the requirements of the Contract, including all legislative requirements and the requirements of all authorities; and

(e) it will apply for, and obtain (or cause to be applied for and obtained) and will maintain, all certificates, licenses, consents, permits and other approvals of any authority necessary for:

i. the execution of the WUC; and

ii. the occupation and use of the WUC.

8A.2 Contractor’s liabilities, obligations and warranties unaffected The warranties in clause 8A.1 shall remain unaffected, notwithstanding:

(a) any design work in respect of the WUC may have been carried out by, or on behalf of, the Principal;

(b) any comment upon, response to, review or acceptance of, giving or withholding of permission to use, approval to proceed with, direction or query in relation to or request to vary any



Contractor's Construction Drawing or Contractor's Construction Specification or any part of the quality assurance system (in so far as it relates to the WUC), by the Principal, the Superintendent or any agent, employee or consultant of the Principal;

(c) any acceptance of a drawing or specification pursuant to Clause 8A.8(d) or deemed acceptance pursuant to clause 8A.10;

(d) any variation directed or approved by the Principal or Superintendent in accordance with clause 36; or

(e) the provision of any warranty.

8A.3 The Contractor’s Designer and Designer’s Deed of CovenantIf the Contractor engages the Contractor's Designer to assist the Contractor to carry out and complete the Contractor's Design and to assist the Contractor to discharge its other obligations under clause 8A, the Contractor shall not terminate the engagement of the Contractor's Designer without the prior written consent of the Superintendent.

Before commencing any WUC, the Contractor shall ensure that the Contractor's Designer, or the Contractor (as the case may be) takes out a professional indemnity insurance policy:

(a) for a total aggregate of not less than the sum stated in Item 24(c) of the Annexure covering, among other things, Claims by the Principal, its employees and agents and third parties against the Contractor or the Contractor's Designer or by any other person arising out of or incidental to any negligent act, error or omission by the Contractor or the Contractor's Designer in connection with the professional activities and duties of the Contractor or the Contractor's Designer; and

(b) which is maintained until the final certificate is issued under clause 37.4 and, after that, time for the period stated in Item 24(d) of the Annexure.

The Contractor shall, if requested by the Principal, within five business days of the later of:

(c) the date of Contract; or

(d) the date the Contractor's Designer is engaged by the Contractor,

complete and execute, and procure the Contractor's Designer to complete and execute, a Designer's Deed of Covenant and deliver it to the Superintendent.

If having been requested by the Contractor to execute a Designer's Deed of Covenant, the Contractor's Designer fails to do so in the required form and within the time period prescribed by this clause 8A the Contractor shall, provided it has obtained the prior written approval of the Superintendent, terminate the engagement of the Contractor's Designer and the Contractor shall nominate a further designer for the approval of the Superintendent. If the Superintendent approves the replacement designer, the provisions of this clause 8A.3 shall apply with respect to that designer.

8A.4 The design The Contractor shall ensure the design of the WUC is carried out and completed in accordance with the Contract and that the Contractor's Design, the Contractor's Construction Drawings, the Contractor's Construction Specifications and the WUC:

(a) are in accordance with the Principal's Requirements;

(b) are consistent with the Contractor's tender for the WUC (except to the extent that the Contractor's tender is inconsistent with the Principal's Requirements or the other contract documents or provides for standards of finish, workmanship or materials of a lesser standard than that required by the Principal's Requirements or the other contract documents, in which case the Contractor's Design shall be in accordance with the Principal's Requirements and the other contract documents); and

(c) are sufficient to enable the Contractor to construct and complete the WUC.

8A.5 Submission of Contractor’s construction drawings, specifications and certificate



The Contractor shall, in accordance with the documentation program required under clause 8A.12, submit to the Superintendent:

(a) five copies of the drawings and specifications for the WUC or as otherwise specified in Item 17 of the Annexure; and

(b) with the copies of the drawings and specifications for the WUC submitted under clause 8A.5(a), five copies of a Designer's Certificate from the Contractor's Designer (signed by a principal of the Contractor's Designer).

8A.6 No obligations to review or check drawings and specifications Neither the Principal nor the Superintendent is required to review or check any drawings or specifications submitted by the Contractor under clause 8A or any reasons or supporting information submitted by the Contractor under clause 8A:

(a) for errors, omissions or compliance with the Contract (including the Principal's Requirements); or

(b) for any other purpose whatsoever.

The Contractor acknowledges that in considering and responding to any drawings or specifications submitted by the Contractor (if any such consideration occurs or response is given), the Principal and the Superintendent will be relying upon:

(c) the advice, skill and judgment of the Contractor and the Contractor's Designer;

(d) the Designer's Certificate provided under clause 8A.5;

(e) any reasons and supporting information given by the Contractor under clause 8A; and

(f) the warranties given by the Contractor under the Contract.

No review of, comments upon, rejection of, or failure to review or comment upon or reject, any drawings or specifications submitted by the Contractor or any other direction by the Principal or Superintendent about such drawings or specifications forming part of the Contractor's Design will:

(g) relieve the Contractor from, or alter or affect, the Contractor's liabilities or responsibilities whether under the Contract or otherwise according to law; or

(h) prejudice the Principal's rights against the Contractor whether under the Contract or otherwise according to law.

8A.7 Permission to use required before construction The Contractor shall not commence construction of any part of the WUC unless and until drawings and specifications for that part of the WUC have been submitted under clause 8A.5 or 8A.9(a) and either:

(a) the Superintendent has accepted the Contractor may use those drawings and specifications for the construction of the WUC in accordance with clause 8A.7(d); or

(b) the Superintendent is deemed to have accepted those drawings or specifications may be used by the Contractor for the construction of the WUC as provided in clause 8A.10.

8A.8 Giving and withholding permission to use Within 10 business days after the submission by the Contractor to the Superintendent of:

(a) drawings and specifications and the accompanying Designer's Certificate in accordance with clause 8A.5;

(b) resubmitted drawings and specifications and the accompanying Designer's Certificate in accordance with clause 8A.9(a); or

(c) reasons and supporting information in accordance with clause 8A.9(b) concerning drawings and specifications for which the Superintendent has previously withheld permission to use,

as the case may be, the Superintendent may either:



(d) give the Contractor notice in writing that it accepts use of the relevant drawings and specifications by the Contractor for the construction of the WUC; or

(e) advise the Contractor in writing that it does not accept such drawings or specifications and give the Contractor brief reasons for withholding permission.

8A.9 Where permission to use is withheld If the Superintendent advises the Contractor under clause 8A.8(e) that it does not accept the drawing or specification, the Contractor shall either:

(a) amend the drawing or specification and resubmit it to the Superintendent together with an accompanying Designer's Certificate in accordance with clause 8A.5; or

(b) submit written reasons and supporting information to the Superintendent stating why use of the drawing or specification should be accepted.

8A.10 Deemed permission to use If within 10 business days after submission by the Contractor to the Superintendent of:

(a) a drawing or specification and the accompanying Designer's Certificate in accordance with clause 8A.5;

(b) a resubmitted drawing or specification and the accompanying Designer's Certificate in accordance with clause 8A.9(a); or

(c) reasons and supporting information in accordance with clause 8A.9(b) concerning a drawing or specification for which the Superintendent has previously withheld permission to use,

as the case may be, the Superintendent has not responded to the Contractor as provided in clause 8A.8(d) or 8A.8(e), then upon the expiration of the relevant 10 business day period, the Superintendent shall be deemed to have accepted the use of the relevant drawing or specification by the Contractor for the construction of the WUC to the extent that the document complies with the requirements of the Contract.

8A.11 Documents become part of the Contractor’s Design A drawing or specification submitted under clause 8A.5 or resubmitted in accordance with clause 8A.9(a) shall become part of the Contractor's Design:

(a) when the Superintendent has accepted that drawing or specification may be used by the Contractor for the construction of the WUC pursuant to clause 8A.8(d); or

(b) where such acceptance is deemed to have occurred pursuant to clause 8A.10.

8A.12 Documentation program The Contractor shall, as part of the Current Program which it is obliged to provide pursuant to clause 32, submit a documentation program to the Superintendent setting out the order in which and times by which drawings and specifications for the construction of the WUC are to be completed and submitted to the Superintendent.

The Contractor shall ensure that the documentation program provides for, and makes due allowance for, those drawings and specifications to be prepared and supplied to the Superintendent within the time required by and at a rate consistent with the maintenance of progress of the WUC in accordance with the Current Program (provided that no more than a reasonable number of drawings or specifications are to be submitted to the Superintendent on any one day).

8A.13 No departure from Contractor’s Design The Contractor shall carry out and complete the WUC strictly in accordance with the Contractor's Design.

The Contractor shall not depart from, or change, the Contractor's Design unless the departure or



change (including a departure or change required by a variation directed by the Superintendent under clause 36):

(a) is not inconsistent with the Principal's Requirements or any other Contract requirements; and

(b) will not materially affect the design and construction of the WUC.

Where there is any departure or change to the Contractor's Design pursuant to clause 8A.13, the Contractor shall prepare drawings and specifications in relation to the departure or change in accordance with clause 8A.4 and submit them, together with relevant Designer's Certificates, in accordance with clause 8A.5 and the Superintendent shall be deemed to have accepted those drawings and specifications in accordance with clause 8A.10.

If any departure or change to the Contractor's Design is inconsistent with the Principal's Requirements or any other Contract requirements or will materially affect the WUC, the Contractor shall resubmit drawings and specifications in relation to the departure or change in accordance with clause 8A.5 and clauses 8A.5 to 8A.15 shall apply in respect of those resubmitted drawings and specifications.

No acceptance or deemed acceptance by the Superintendent in connection with a departure from or change to a Contractor's Design as contemplated by this clause 8A.13 shall:

(a) constitute, or be treated as, a variation direction by the Superintendent under clause 36;

(b) entitle the Contractor to any additional payment or any extension of the date of practical completion; or

(c) affect the warranties or obligations of the Contractor under clause 8A.1.

8A.14 Conditions precedent to issue of certificate of practical completion The Contractor shall, as a condition precedent to the issue of the certificate of practical completion, hand over the following to the Superintendent:

(a) three sets of as-constructed Contractor's Construction Drawings and Contractor's Construction Specifications in a form and containing such details as may be required by the Superintendent; and

(b) a Designer's Certificate certifying that the as-constructed Contractor's Construction Drawings and Contractor's Construction Specifications comply with the requirements of the Contract and the Contractor's Design.

8A.15 Ambiguities and discrepancies in the Contractor’s Design Clause 8.1 shall apply to WUC only where the ambiguity or discrepancy is in the Principal's Requirements. Where the ambiguity or discrepancy is:

(a) in the Contractor's Design or any drawing or specification produced by the Contractor in respect of WUC (including in or between any of the Contractor's Construction Drawings or the Contractor's Construction Specifications); or

(b) between the Contractor's Design or any drawing or specification produced by the Contractor in respect of the WUC (including any Contractor's Construction Drawings or the Contractor's Construction Specifications) and the Principal's Requirements,

such ambiguity or discrepancy shall be at the Contractor's risk and the direction shall not entitle the Contractor to any extra payment or an EOT.

8A.16 Workshop drawings The Contractor shall prepare all fabrication, erection and construction drawings (workshop drawings), required to supplement any information supplied by the Principal; the Contractor's Design or any drawing or specification produced by the Contractor and these shall be submitted to the Superintendent for a direction as to their suitability, where specified, at the time specified or, if not specified, 15 business days before any work shown in such workshop drawings is commenced.



8A.17 Availability of documents While WUC is being performed, one complete set of drawings, specifications and other written information supplied by the Principal, the Superintendent and the Contractor shall be kept by the Contractor at the site or other location approved in writing by the Superintendent and shall be available at all times for reference by the Principal, the Superintendent and any persons nominated in writing by either of them.

During the manufacture or assembly of any significant part of the WUC away from the part of the site where the WUC are to be constructed, a set of the drawings and written information relevant to that part of the work shall be kept by the Contractor at the place of manufacture or assembly and shall be available for reference by the Principal, the Superintendent and any person nominated in writing by either of them.

9 ASSIGNMENT AND SUBCONTRACTING

9.1 AssignmentNo amendment.

9.2 Subcontracting generallyDelete clause 9.2 and substitute the following new Clause:

9.2 Subcontracting (Including work performed by consultants)The Contractor shall not without the written approval of the Superintendent, which approval shall not be unreasonably withheld

(a) allow a subcontractor to assign a subcontract or any payment or any right, benefit or interest thereunder; or

(b) subcontract or allow a subcontractor to subcontract any work described in Item 19A of the Annexure.

If the value of the WUC subcontracted to a subcontractor exceeds $50,000, the subcontract for that work shall incorporate AS 49032000 general conditions of subcontract, AS 25451993 subcontract conditions or AS 41222000 general conditions of contract for engagement of consultants, subject only to such amendments and annexure entries as are necessary to reflect the conditions of this Contract.

If the value of the WUC subcontracted to a subcontractor is less than $50,000, the subcontract for that work shall incorporate:

(c) payment provisions with the same times for payment as the payment provisions in AS 49032000 General Conditions of Subcontract, AS 25451993 Subcontract Conditions or AS 41222000 General Conditions of Contract for Engagement of Consultants (as applicable); and;

(d) security provisions as in AS 49032000 General Conditions of Subcontract, AS 25451993 Subcontract Conditions or AS 41222000 General Conditions of Contract for Engagement of Consultants (as applicable),

subject only to such amendments and annexure entries as are necessary to reflect the conditions of this Contract.

The Superintendent may require selected subcontract work to be undertaken by trade/subcontractors registered in the DPTI Prequalification System.

With a request for approval under this clause 9.2, and at any time during the construction of the WUC when directed, the Contractor shall provide to the Superintendent particulars in writing of the work to be subcontracted and the name and the address of the proposed subcontractor and include DPTI Prequalification System registration details as required.

The Contractor shall provide to the Superintendent other information that the Superintendent reasonably requests, including the proposed subcontract documents without prices.

If the Superintendent’s approval is given subject to any conditions, including the requirement for a



subcontractor to be registered in the DPTI Prequalification System, the Contractor must not subcontract the work except in accordance with the conditions of the approval.

Where the Contract requires certain parts of the work to be undertaken by subcontractors registered in the DPTI Prequalification System, the refusal of the Superintendent to approve a subcontractor shall not be deemed to have been unreasonably withheld if the subcontractor proposed is not registered in the DPTI Prequalification System.

Within 14 days after a request by the Contractor for approval, the Superintendent shall advise the Contractor of approval or the reasons why approval is not given.

Approval may be conditional upon the subcontract including

(e) a provision that the subcontractor shall not assign or subcontract without the consent in writing of the Contractor;

(f) a condition that the subcontract must include provisions stipulated by the Superintendent which the Superintendent considers reasonably necessary to enable the Contractor to fulfil the Contractor’s obligations to the Principal;

(g) a provision that if the Contract is terminated and upon the subcontractor being paid the sum certified by the Superintendent as owing to the subcontractor, the Contractor and the subcontractor shall, after the Principal has done so, promptly execute a deed of novation in the form set out in Attachment 6 to these Special Conditions. For the purpose of effecting such novation only, the Contractor hereby irrevocably appoints the Superintendent to be the Contractor’s attorney with authority to execute such documents as are necessary to give effect to the novation and to bind the Contractor accordingly; and

(h) where the subcontractor is a consultant, provision that the subcontractor shall effect and maintain professional indemnity insurance on the same terms as are required of the Contractor under clause 16B.

9.3 Selected subcontract workNo amendment.

9.4 NovationNo amendment.

9.5 Contractor's responsibility No amendment.

10 INTELLECTUAL PROPERTY RIGHTS

10.1 Warranties and indemnitiesDelete the second paragraph starting with "The Contractor…" and replace it with:

The Contractor warrants that:

(a) it and/or the Contractor's Designer owns the copyright in all of the drawings and specifications prepared by them for the purposes of the construction of the WUC;

(b) any other design, documents and methods working provided or used by the Contractor in relation to the WUC shall not infringe any intellectual property right; and

(c) it has the right and the authority to grant the licence mentioned in clause 10.2.

10.2 Intellectual property rights granted to the PrincipalDelete the paragraph under Alternative 1 and replace it with:

The Contractor hereby grants to the Principal an irrevocable royalty-free licence to use the design documents, including the documents mentioned in clause 8A.14(a) for the WUC, for any subsequent operation, maintenance, repairs, additions or alterations of or to the WUC and for any other purpose



including other non-related projects. This licence will survive the breach, repudiation, rescission, frustration, cancellation, termination, completion or any other discharge of the Contract and any takeover of the whole or any part of the WUC.

Where the Principal uses any of the design documents other than for the purposes of this Contract or in connection with the WUC, it does so at its own risk.

11 LEGISLATIVE REQUIREMENTS

11.1 ComplianceAdd the following sentence to this subclause:

Nothing in this Contract derogates from the powers of the Auditor-General under the Public Finance and Audit Act 1987 (SA).

11.2 ChangesNo amendment

11.3 Licences, registrations, permits approvals and certificatesAdd a new clause 11.3 which states:

11.3 Licences, registrations, permits, approvals and certificatesThe Contractor shall obtain and hold, and ensure that its subcontractors, agents and employees obtain and hold, all of the licences, registrations, permits, approvals and certificates that they are required under all legislative requirements in order to carry out the WUC and in respect of the use and occupation of the WUC.

The Contractor shall give the Superintendent copies of documents issued to the Contractor by any authority in respect of the WUC and, in particular, any approvals of work.

11.4 Industrial mattersAdd a new clause 11.4, which states:

11.4 Industrial matters The Contractor shall comply with, and ensure that its subcontractors comply with, the provisions of the industrial awards and agreements that from time to time are applicable to the performance of the WUC.

Without limiting the generality of the foregoing, the Contractor shall ensure that its subcontractors enter into an agreement to comply with the provisions of the said industrial awards and agreements prior to their employment on the site.

The Contractor warrants and shall ensure that:

(a) the labour rates and conditions upon which the contract sum has been calculated are based on the provisions of the applicable industrial awards and/or agreements;

(b) all workers other than professional and supervisory personnel are paid not less than the award classification and conditions applicable to the work being carried out;

(c) all workers including professional and supervisory personnel are informed of safe work practices; and

(d) policies relating to work health and safety in the workplace are maintained in accordance with the regulations of the WHS Act.

If the Contractor subcontracts any part of the WUC, the Contractor shall include the provisions of this clause in the subcontract.



The Contractor is not entitled to make any Claim in connection with its compliance with this clause 11.4 or any increase in labour costs.

11.5 The Building CodeAdd a new clause 11.5, which states:

11.5 The Building Code If specified at Item 22C of the Annexure, the Building Code and this clause 11.5 applies to the Contract and WUC.

The Contractor must comply with the Building Code.

Compliance with the Building Code shall not relieve the Contractor from responsibility to perform the Contract, or from liability for any defect in the WUC arising from compliance with the Building Code.

Where a change in the Contractor is proposed and that change would affect compliance with the Building Code, the Contractor must submit a report to the Commonwealth specifying the extent to which the Contractor's compliance with the Building Code will be affected.

The Contractor must maintain adequate records of the compliance with the Building Code by:

(a) the Contractor;

(b) its subcontractors; and

(c) its related entities (as defined in Section 8 of the Building Code).

If the Contractor does not comply with the requirements of the Building Code in the performance of this Contract such that a sanction is applied by the Minister for Employment and Workplace Relations, the Australian Building and Construction Commission or the Commonwealth, without prejudice to any rights that would otherwise accrue, those parties shall be entitled to record that non-compliance and take it, or require it to be taken, into account in the evaluation of any future tenders that may be lodged by the Contractor or a related entity in respect of work funded by the Commonwealth or its agencies.

The Contractor must not appoint a subcontractor in relation to the Project where:

(d) the appointment would breach a sanction imposed by the Minister for Employment and Workplace Relations; or

(e) the subcontractor has had an adverse court or tribunal decision (not including decisions under appeal) for a breach of workplace relations law, work health and safety law, or workers’ compensation law and the subcontractor has not fully complied, or is not fully complying, with the order.

The Contractor agrees to require that it and its subcontractors or consultants and its related entities provide the Commonwealth or any person authorised by the Commonwealth, including a person occupying a position in the Australian Building and Construction Commission, with access to:

(f) inspect any work, material, machinery, appliance, article or facility;

(g) inspect and copy any record relevant to the Project the subject of this Contract; and

(h) interview any person,

as is necessary to demonstrate its compliance with the Building Code.

The Contractor agrees that the Contractor and its related entities will agree to a request from the Commonwealth or any person authorised by the Commonwealth, including a person occupying a position in the Australian Building and Construction Commission, to produce a specified document within a specified period, in person, by fax or by post.

The Contractor must ensure that all subcontracts impose obligations on subcontractors equivalent to the obligations under this clause 11.5.

11.6 Work health and safety accreditation



Add a new clause 11.6 which states:

11.6 Work health and safety accreditationIf applicable:

(a) the Contractor shall be accredited under the Australian Government Building and Construction WHS Accreditation Scheme (the Scheme) established by the Building and Construction Industry (Improving Productivity) Act 2016 (Cth) while building work is carried out, and shall maintain accreditation under the Scheme while the WUC are being carried out and for the duration of the Contract; and

(b) the Contractor shall comply with all conditions of the Scheme accreditation.

11.7 Construction Industry Training LevyAdd a new clause 11.7 as follows:

11.7 Construction industry training levyThe Contractor shall comply with the CITF Act and pay any levy imposed by the CITF Act in respect of the WUC. Prior to the commencement of the WUC the Contractor shall provide written evidence to the Superintendent that the Contractor has either paid the above levy or been exempted from paying it under the CITF Act. Failure to provide such written evidence may result in the Contractor being refused access to the site and will entitle the Principal to withhold any payment due and payable under the Contract until such time as the Contractor has provided written evidence of payment of the levy.

11.8 Workplace gender equalityAdd a new clause 11.8 as follows:

11.8 Workplace gender equalityThis clause applies if the Contractor is a relevant employer within the meaning of the WGE Act.

The Contractor must comply with its obligations under the WGE Act and remain compliant until the expiry or termination of the Contract.

The Contractor must take reasonable steps to ensure that any subcontractors comply with the WGE Act if that subcontractor is a relevant employer within the meaning of the WGE Act.

11.9 South Australian Code of PracticeAdd a new clause 11.9 as follows:

11.9 South Australian code of practiceThe Contractor shall at all times comply with the SA Code. Failure to comply will be taken into account by the South Australian Government and its agencies when considering a future tender from the Contractor and may result in such tender being passed over and/or a change in the status of the Contractor on any State Government register of contractors. The Contractor shall ensure that all subcontracts contain a requirement to comply with the SA Code.

12 PROTECTION OF PEOPLE AND PROPERTYDelete clause 12 and replace it with the following:

12 PROTECTION OF PEOPLE AND PROPERTY



12.1 Contractor's obligations Nothing in clause 12 shall in any way limit or exclude any of the Contractor's obligations or liabilities under the Contract.

12.2 Protection of people and property Insofar as compliance with the requirements of the Contract permits, the Contractor shall:

(a) provide all things and take all measures necessary to protect people and property;

(b) avoid unnecessary interference with the passage of people and vehicles; and

(c) prevent nuisance and unreasonable noise and disturbance.

Without limiting the generality of the Contractor's obligations, they include the provision of barricades, guards, fencing, temporary roads, footpaths, warning signs, lighting, traffic flagging, safety helmets and clothing, removal of obstructions and protection of services.

If the Contractor or the employees or agents of the Contractor damage property, and services and/or property on or adjacent to the site, the Contractor shall promptly make good the damage and pay any compensation which the law requires the Contractor to pay.

If the Contractor fails to comply with an obligation under clause 12 the Principal may, in addition to any other remedy, perform the obligation on the Contractor's behalf and the cost incurred by the Principal shall be a debt due from the Contractor to the Principal.

12.3 Work health and safety 12.3.1 General This clause 12.3 survives the termination or expiry of the Contract.

12.3.2 Appointment of Principal Contractor The Contractor is engaged by the Principal as the Principal Contractor for the WUC and the Contractor accepts that engagement.

The Contractor is authorised to have management and control of the workplace and site to discharge its obligations as Principal Contractor under chapter 6 of the WHS Regulation.

The Contractor's engagement as Principal Contractor will continue until completion of the WUC unless earlier revoked by the Principal.

The Contractor shall comply with (and ensure that its employees, agents, subcontractors and representatives also comply with) all WHS Law and with the Principal's work health and safety policies to the extent that such policies require a higher standard than what the Contractor is otherwise required to comply with.

The Contractor shall provide the Principal with copies of all notices and correspondence of whatsoever nature concerning the WHS Law within 24 hours of the dispatch and/or receipt by the Contractor of any such notice or correspondence.

The Contractor shall, to the extent permitted by law, indemnify and keep indemnified the Principal and its officers, employees and agents against any action, Claim, demand, expense, loss, cost (including legal costs), penalty, fine or other liability (including in tort) arising from or in connection with:

(a) any injury, accident or safety related incident on or adjacent to the site; and

(b) the enforcement of, or any breach by the Contractor of, its obligations under this clause 12.3.

The Contractor shall consult, cooperate and coordinate with the Superintendent in accordance with WHS Law.

12.3.3 Notifiable Incidents The Contractor shall:



(a) ensure that the relevant regulator is notified immediately after becoming aware of a Notifiable Incident, arising out of or in connection with the conduct of the business or undertaking of the Contractor;

(b) notify the Superintendent of every Notifiable Incident in relation to or in connection with the site immediately on becoming aware but not more than 12 hours after the occurrence;

(c) keep the Superintendent informed of the status of any safety or health-related incidents that have occurred in relation to or in connection with the site;

(d) do all that is necessary to assist the Superintendent with any investigations into any safety or health related incident in relation to or in connection with the site, including requiring, to the extent possible, the Contractor's agents and subcontractors to assist the Superintendent; and

(e) as soon as possible but no later than 12 hours of receiving a request from the Superintendent to do so, provide the Superintendent with a copy of any notification to the regulator for work health and safety of a safety or health-related incident.

12.3.4 Work health and safety management plan The Contractor shall prepare and submit, as part of the Contract Plan, its work health and safety management plan (WHS Management Plan) to the Superintendent in accordance with clause 31B.

The Contractor shall not commence the WUC until the Superintendent has advised that the Contractor's WHS Management Plan is suitable pursuant to clause 31B.1 or 31B.2 (as applicable).

The Contractor is not entitled to make any Claim in connection with any direction as to suitability, review, approval of, or modification to the WHS Management Plan as directed by the Superintendent.

12.3.5 Safety audits The Superintendent may audit the implementation of the WHS Management Plan at any time. During any audit the Contractor shall provide the Superintendent with all documents, access and assistance necessary for its completion.

The Contractor shall suspend the WUC (or the relevant portion) until the Contractor has addressed the safety issues identified during the audit and, in the meantime, continue to comply with all duties and obligations under WHS Law and the Contract.

If the Contractor fails to rectify a non-conformance that has been identified on three separate occasions in the auditing process, the Principal may give notice to the Contractor of a substantial breach of the Contract under clause 39.2.

12.4 No separate payment for compliance with work health and safety requirements The Contractor is not entitled to make any Claim in connection with complying with the WHS Act, WHS Regulation or the work health and safety requirements under this Contract. The Contractor acknowledges it has allowed for the cost of compliance in the contract sum.

12.5 Traffic management 12.5.1 General

Without limiting clause 12.1, the Contractor shall be responsible for the safe and orderly passage of all traffic on or within the road reserve including all vehicular and pedestrian traffic through and around the site at all times from the date of possession of the site to the date of practical completion.

If specified in Item 22A(a) of the Annexure, the Contractor shall prepare, implement and maintain a Traffic Management Plan for the WUC and the provisions of clause 12.5.2 shall



apply.

12.5.2 Traffic Management Plan The Contractor shall prepare and submit, as part of the Contract Plan, its Traffic Management Plan to the Superintendent, in accordance with clause 31B.

The Traffic Management Plan shall be consistent with the current version of the SA Standards for Workzone Traffic Management as published by DPTI (SA Standards) and any Traffic Management Plan outline submitted with the tender (except to the extent that any Traffic Management Plan outline is inconsistent with the SA Standards or any of the other documents comprising the Contract, then the Traffic Management Plan shall be in accordance with the SA Standards and the other documents comprising the Contract).

The Traffic Management Plan shall include details of all proposed road closures, detours, staged construction, necessary signing, the relevant authorities whose approval is required to be obtained and all other relevant information.

The Contractor shall implement, monitor and update its Traffic Management Plan during the Contract and shall, within five business days of its amendment, submit a copy of the Traffic Management Plan to the Superintendent.

12.6 Community liaison 12.6.1 General If specified in Item 22A(b) of the Annexure, the Contractor shall prepare, implement and maintain a Community Liaison Plan for the WUC and clause 12.6.2 applies.

12.6.2 Community Liaison Plan The Contractor shall prepare and submit, as part of the Contract Plan its Community Liaison Plan to the Superintendent in accordance with clause 31B.

The Community Liaison Plan shall be formatted under at least the following headings:

(a) Overview;

(b) Objectives;

(c) Target audiences;

(d) Potential issues and opportunities;

(e) Strategy;

(f) Tactics;

(g) Evaluation; and

(h) Timeframes.

The Community Liaison Plan shall include procedures and timetables to:

(i) make contact with any local businesses, schools, hospitals, community groups and residents adjacent to the site and/or affected by the WUC and the office of the relevant local government, to establish an effective communication network to be maintained during construction;

(j) anticipate the impacts of construction on the above groups and the broader community, and be proactive (subject to the requirements of clause 12.6.4) in keeping all parties informed via direct contact, through newsletters, leaflets, advertisements in newspapers, radio and other appropriate means, particularly in regard to changed traffic arrangements during construction and local access issues;

(k) maintain a complaints register and respond to all registered complaints within 48 hours;

(l) prepare regular fact sheets for the information of visitors and the public;



(m) develop procedures for the management of emergency situations and ensure that staff are trained in the appropriate response necessary to deal with such emergency situations; and

(n) implement the following minimum reporting requirements:

a. immediately report any emergency issue and a copy of any public inquiry

b. on a weekly basis report on:

i. key activities achieved from previous week;

ii. key activities planned for coming week;

iii. summary of responses to complaints and inquiries, and

iv. summary of outstanding responses; and

c. on a monthly basis report on:

i. anticipated issues for coming month; and

ii. proposed actions in response to issues; and

d. on a quarterly basis report on key actions and achievements.

12.6.4 Restrictions and prior permissions All newsletters, leaflets and other public statements shall be submitted for approval to the Superintendent prior to publication.

Nothing in this clause 12.6 shall limit or exclude the obligations on the Contractor at clause 8.6 and the Contractor shall not have direct contact or liaise with members of the press, and but may assist in formulating responses to questions raised by the press if requested by the Principal or Superintendent.

12.7 Environmental management 12.7.1 General The Contractor shall, at all times during the course of the Contract, comply with the requirements of the EP Act. The Contractor shall implement and maintain measures to preserve and protect the natural environment on and adjacent to the site.

12.7.2 Environmental Management Plan The Contractor shall prepare and submit, as part of the Contract Plan, its Environmental Management Plan to the Superintendent in accordance with clause 31B and a time-based schedule for its implementation.

The Environmental Management Plan shall be consistent with the EP Act and any Environmental Management Plan outline submitted with the Contractor's tender (except that if any Environmental Management Plan outline is inconsistent with the EP Act, or any of the other documents comprising the Contract, then the Environmental Management Plan shall be in accordance with the EP Act and the other documents comprising the Contract).

The Contractor shall:

(a) implement the Environmental Management Plan in accordance with the schedule included in the Environmental Management Plan; and

(b) monitor, update and control its Environmental Management Plan while carrying out WUC.

Nothing contained in clause 12.7 shall in any way limit or exclude any of the Contractor's obligations or liabilities under the Contract.

12.8 Safety Culture



12.8.1 General a) For the purposes of this clause 12.8:

i) “Expectations” means the Principal’s Minimum Construction Safety Expectations;

ii) “Measures” means the Principal’s Outcome Based Safety Culture Measures; and

iii) “Tool” means the Principal’s Safety Culture Assessment Tool,

each provided at https://www.dpti.sa.gov.au/contractor_documents/whs.

b) The documents set out in clause 12.8.1(a) are subject to change during performance of the Contract.

12.8.2 Minimum Construction Safety ExpectationsThe Expectations operate in addition to the Work Health and Safety Act 2012 (the “Act”), and do not vary any rights or obligations under the Act or any other applicable law. In the event of any inconsistency between the Expectations and any applicable law, the applicable law will prevail to the extent of that inconsistency.

12.8.3 Self-AssessmentThe Contractor must provide a completed Tool within ten working days of execution of this Contract, showing a self-assessment of how it will comply with the Measures. If the Tool is not completed to the Principal’s satisfaction, the Contractor must act on all feedback from the Principal to bring the Tool up to a satisfactory standard as soon as practicable. Site access will not be granted until the Principal approves this version of the Tool.

12.8.4 Safety Auditsa) The Contractor must:

i) meet or exceed the Expectations; and

ii) comply with the Measures to the Principal’s satisfaction,

at all times during performance of the Contract.

b) The Principal may conduct an on-site safety culture audit (“Audit”) at any time during performance of the Contract. To facilitate an Audit, the Contractor must, at no additional cost to the Principal:

i) give the Principal or its agents full access to the Site, within two business days of notification of the Audit;

ii) provide access to or copies of any document related to the safety of the WUC; and

iii) promptly comply with all reasonable requests from the Principal or its agents regarding the Audit.

c) During an Audit, the Principal may use the Tool or any other method to document evidence of compliance with the Expectations and Measures.

d) Following an Audit, if the Principal determines that the Contractor’s performance against any of the Expectations or Measures is unsatisfactory, then the Principal may:

i) initiate discussions with the Contractor regarding its safety culture, and make recommendations for improvement;

ii) issue a formal notice requesting that the Contractor show cause for any practice, process or procedure used in performance of the Works, and if the Principal is not satisfied with the response, direct the Contractor to remedy that practice, process or procedure immediately;

iii) perform subsequent Audits;

iv) direct the Contractor to change or cease any practice, process or procedure used in performing the WUC immediately;

v) direct that all or part of the WUC are suspended immediately pending satisfactory compliance with the Expectations or Measures; or


https://www.dpti.sa.gov.au/contractor_documents/whs


vi) terminate the Contract.

The Contractor must promptly comply with any direction under this clause 12.8(4)(c) at no additional cost to the Principal.

e) Failure by the Contractor to comply with a direction under clause 12.8.4 (d)(ii), 12.8.4(d)(iv) or 12.8.4(d)(v) or repeated unsatisfactory performance by the Contractor against any of the Expectations or Measures will be deemed a fundamental breach of the Contract. In this event, the notice provisions under clause 39.2, 39.3 and 39.4 will not apply, and the Principal may:

i) take out of the Contractor’s hands the whole or part of the WUC remaining to be completed and suspend payment until it becomes due and payable pursuant to subclause 39.6; or

ii) terminate the Contract.

13 URGENT PROTECTIONNo amendment.

14 CARE OF THE WORK AND REINSTATEMENT OF DAMAGE14.1A Weather Protection

Add a new clause 14.1A as follows:

14.1A Weather protection Without affecting the Contractor's obligations under clause 14.1, the Contractor shall:

(a) take all reasonable precautions to protect the WUC against the effects of inclement weather, including by ensuring that:

a. the WUC is carried out and designed so as to obviate ponding of rain water on or within the site;

b. all excavations are adequately drained or, if practicable, protected to minimise water entry and where a suitable outlet cannot be constructed to excavations, taking such other measures as are necessary to remove water from the excavation;

c. all excavations are backfilled as soon as practicable after the work for which the excavation was made is completed;

d. it takes all reasonable steps to prevent otherwise suitable materials from becoming unsuitable as a result of moisture entry during construction; and

e. at the completion of each day's operations, and at such other times when rainfall is imminent, the surface of relevant areas of the site are graded so as to provide adequate falls transversely and, where practicable, longitudinally to permit shedding of surface water without ponding or scouring and ensuring the graded area is rolled to provide a smooth dense surface in this regard; and

(b) reinstate any part of the WUC affected by inclement weather in a timely manner after the event.

Nothing in clause 14.2 shall in any way limit or exclude the Contractor's obligations or liabilities under the Contract.

14.3 Excepted Risks

Delete subparagraph 14.3(f)

15 DAMAGE TO PERSONS AND PROPERTY OTHER THAN WUCNo amendment.



16 A INSURANCE OF THE WORKSNo amendment.

16B PROFESSIONAL INDEMNITY INSURANCE

No amendment.

17 PUBLIC LIABILITY INSURANCENo amendment

18 INSURANCE OF EMPLOYEESDelete clause 18 and replace it with the following:

18 WORKERS COMPENSATIONThe Contractor must comply with all of its obligations under the RTW Act in relation to all employees of the Contractor, and in particular and without limiting the generality of this obligation must:

(a) be registered by the Return to Work Corporation (‘Return to Work SA’) as required under the RTW Act;

(b) pay any levy required to be paid to Return to Work SA under the RTW Act;

(c) furnish monthly returns to Return to Work SA as required under the RTW Act; and

(d) pay compensation to any injured worker in accordance with the RTW Act.

The Contractor must comply with all of its obligations under any corresponding law as defined in the RTW Act (being a law of the Commonwealth, a State, a Territory of the Commonwealth or of another country) that provides for compensation for disabilities arising from employment.

The Contractor must ensure that any subcontractor complies with its obligations under the RTW Act and any corresponding law in relation to all employees of the subcontractor employed in the WUC.

The Contractor must provide, on request by the Superintendent, evidence of its compliance with this clause, including evidence that it is an exempt employer under the RTW Act.

19 INSPECTION AND PROVISIONS OF INSURANCE POLICIES

19.1 Proof of insurance Add the following paragraph to clause 19.1:

The Contract Works Material Damage (Material Damage) and Public (Third Party) Legal Liability (Public Liability) Insurance Policy is included in the Contract. Details are provided in Attachment 1 to these Special Conditions. Details provided are a guide only and do not detail all terms, conditions and exclusions, nor do they provide a substitute for the policy of insurance. The Contractor and all subcontractors shall fully inspect the policy to ascertain the level of protection afforded and the obligations imposed.

The effecting of insurance by the Principal shall not limit the liabilities or obligations of any party under other provisions of the Contract.

19.2 Failure to produce proof of insuranceNo amendment

19.3 Notices from or to insurerNo amendment



19.4 Notices of potential claimsDelete clause 19.4 and replace it with the following:

19.4 Notices of Potential ClaimsThe Contractor shall comply with the provisions of the policy of insurance required by clause 16A, 16B or 17, compliance with which is a precondition to entitlement to make a claim under the policy. In particular, in the event of any occurrence for which a claim under the policy may be made the Contractor shall -

(a) in all cases, take immediate action to avoid loss of life or damage to property;

(b) as soon as practicable, inform:

a. the Superintendent, if the person making a claim is the Contractor or a subcontractor or an employee, agent or person under the control of the Contractor or subcontractor; and

b. the Principal’s insurance broker, Aon Risk Services Australia Ltd;

(c) take all reasonable steps to prevent further loss or damage;

(d) provide full details of the occurrence giving rise to the claim as required by the insurer(s);

(e) issue a signed claim statement;

(f) proceed immediately if the estimated loss is less than $10,000 in addition to the amount of the applicable excess, promptly report the incident and preserve all evidence required to substantiate a claim;

(g) defer repairs if the estimated loss exceeds $10,000 in addition to the amount of the applicable excess and preserve all evidence required to substantiate a claim; and

(h) make no admissions of liability to any potential claimant in respect of the occurrence.

19.5 Settlement of claims No amendment

19.6 Cross liabilityNo amendment

19.7 Principal arranged insuranceAdd a new clause 19.7 as follows:

19.7 Principal arranged insuranceThe premium for any insurance policy effected by the Principal pursuant to clauses 16 and 17, including the Construction Risks (Contract Works) and Public (Third Party) Legal Liability (Public Liability) Insurance Policy (Principal Arranged Insurance), shall be paid by the Principal.

The Principal reserves the right to charge additional premiums to the Contractor should such charge be levied by the Principal’s insurer(s) of any Principal Arranged Insurance policy as the result of the Contractor not executing the WUC to practical completion by the date for practical completion or for any other reason such premium charge is the direct result of the Contractor’s action or inaction in breach of the Contract.

The provision of Principal Arranged Insurance does not derogate in any way from the Contractor’s obligations hereunder, nor shall the Principal be liable in respect of any loss suffered by the Contractor as the result of refusal by the insurer(s) to pay any Claim (save for the reason that the policy has lapsed for non-payment or default by the Principal).

The Contractor shall bear or pay:

(a) any excess or deductible which is applicable to any claim on any Principal Arranged Insurance, except where the claim is with respect to loss or damage which is the direct consequence, without fault or omission on the part of the Contractor, of an excepted risk; and



(b) the cost of any loss or liability the subject of a claim under the Material Damage or Public Liability sections of the policy to the extent that such loss or liability is not covered by reason of ‘Excess’ provisions in the policy and or noted exclusions to the policy.

The policy of insurance effected by the Principal in no way affects the contractual responsibilities of the Contractor and the Contractor should become fully acquainted with the scope of insurance provided and purchase any additional cover deemed to be appropriate.

If the Contractor considers that any insurance provided by the Principal does not adequately cover the Contractor's liabilities, it is the responsibility of the Contractor to take out and pay for any additional insurance that the Contractor considers necessary.

20 SUPERINTENDENTDelete clause 20 and replace it with the following:

20. SUPERINTENDENT20.1 SuperintendentThe Principal shall ensure that at all times there is a Superintendent. The Superintendent will be responsible for the overall administration of this Contract.

The Principal shall ensure that in the exercise of the functions of the Superintendent under the following clauses:

(a) clause 34.5 (Assessment of an EOT);

(b) clause 34.7 (Issuing a certificate of practical completion);

(c) clause 36.4 (pricing variations);

(d) clause 37.2(a) (valuing progress certificates);

(e) clause 37.4 (issuing final certificate),

the Superintendent shall act fairly and reasonably, within the time prescribed under the Contract or where no time is prescribed, within a reasonable time, and arrive at a reasonable measure or value of work, quantities or time.

In the exercise of all other functions of the Superintendent under the Contract, the Superintendent acts as the agent of the Principal (not as an independent certifier).

If pursuant to a provision of the Contract enabling the Superintendent to give directions, the Superintendent gives a direction, the Contractor shall comply with the direction.

Except where the Contract otherwise provides, a direction may be given orally, but the Superintendent shall as soon as practicable confirm it in writing.

If the Contractor in writing requests the Superintendent to confirm an oral direction, the Contractor shall not be bound to comply with the direction until the Superintendent confirms it in writing.

20.2 Approvals and noticesUnless stated otherwise, where the Contractor is required to seek approval or an acceptance, the Superintendent is responsible for the decision whether to grant the approval or acceptance.

Notwithstanding any approval or acceptance granted by the Superintendent:

(a) the Contractor is not relieved of its responsibilities and obligations under the Contract;

(b) the Superintendent does not owe any duty to the Contractor to review the Contractor’s work or documentation for errors or omissions; and

(c) the Principal or Superintendent shall have no liability whatsoever to the Contractor by reason of any errors, deficiencies, defects or omissions in any work or documentation which has been provided by the Contractor.

Unless stated otherwise, where this Contract requires the Contractor to provide notice, samples,



advice, plans, documentation, records, test results or other information, this shall be provided to the Superintendent.

A joint inspection means an inspection with the Contractor and Superintendent present.

21 SUPERINTENDENT'S REPRESENTATIVENo amendment

22 CONTRACTOR'S REPRESENTATIVENo amendment

23 CONTRACTOR'S EMPLOYEES AND SUBCONTRACTORSNo amendment

24 SITE

24.1 Access and possessionNo amendment

24.2 Access for Principal and othersAdd the following paragraph to clause 24.2:

The Contractor acknowledges and agrees that it is not entitled to claim any adjustments to the contract sum or to claim an EOT to the date for practical completion arising out of its compliance with this clause 24.2.

24.3 Minerals, fossils, and relicsNo amendment.

24.4 Adjoining workAdd a new clause 24.4 as follows:

24.4 Adjoining work The Contractor acknowledges that:

(a) when it commences the WUC, prior contractors may not have completed their works and may be doing so at the same time as the Contractor is executing the WUC; and

(b) contractors may be executing work on other contracts which may interface with the WUC.

The Contractor agrees that it will be responsible for coordination of the WUC with that of other contractors so as not to disrupt, impede or adversely affect those other contractors in the execution of their work or the WUC and the Contractor shall indemnify the Principal for any liability the Principal may incur to other contractors as a result of the Contractor's failure to comply with this clause 24.4.

Notwithstanding any other provision of this Contract, the Contractor shall not be entitled to make any Claim against the Principal because of an act or omission of a separate contractor unless the Contractor has fully complied with clause 24.4.

24.5 Adjoining private landAdd a new clause 24.5 as follows:

24.5 Adjoining private land In performing the WUC, the Contractor shall not enter or permit any construction plant to enter private



land adjoining the site without first obtaining the written approval of the land occupier and the land owner (where these are not the same person). The Contractor shall submit a copy of this written approval to the Superintendent upon request.

Notwithstanding the granting of such approval of entry, the Contractor shall comply with the following conditions relating to private land adjoining the site:

(a) privacy of the land owner/occupier shall be paramount;

(b) the land owner/occupier shall be notified in advance when entry onto private land is required for any purpose;

(c) vehicles shall be driven at a maximum speed of 20 kilometres per hour when in close proximity to any dwellings; and

(d) where a permanent access structure to private land is to be constructed under this Contract, the Contractor shall maintain access for others across the site at all times.

The Contractor shall, by the action of the entering on to the private land, be deemed to have indemnified the Principal against any Claims which may arise from or in connection with such entry or subsequent operations on the land.

Upon completion of work on private land, the Contractor shall forward to the Superintendent a statement signed by the land owner/occupier to the effect that the land owner and occupier are satisfied that any damage to the land which may have arisen from or in connection with the Contractor's operations has been adequately repaired or otherwise compensated by the Contractor. All costs associated with work on private land shall be borne by the Contractor.

The Contractor shall develop and maintain a schedule of planned dates for temporary access and occupation of private land adjoining the site. This schedule, and any subsequent updates, shall be reflected in any Construction Program submitted to the Principal.

The schedule of planned dates for temporary access and occupation of private land adjoining the site shall be presented to and reviewed with the Superintendent and the Principal during the Site Conferences.

The Contractor’s obligations with respect to the safe performance of the WUC shall apply to the Contractor’s activities on the adjoining private land during the period of temporary access and occupation.

24.6 Public Utility Plant Add a new clause 24.6 as follows:

24.6 Public Utility Plant 24.6.1 Responsibilities As from the date of Contract, the Contractor shall:

(a) be responsible for arranging and coordinating all WUC associated with the replacement or relocation of Public Utility Plant;

(b) ensure that the specific relocation and/or replacement requirements of each responsible authority are met;

(c) establish and maintain, up to the date of practical completion, reference markers identifying the type, size, alignment and depth of Public Utility Plant and emergency contact telephone number of the responsible authority; and

(d) execute all other work items associated with affected Public Utility Plant as described and detailed in by the Principal.

If the Contractor incurs costs in respect of the coordination of the relocation and/or replacement of Public Utility Plant in excess of the costs that a competent and experienced Contractor could have been reasonably anticipated at the time of tendering, such excess costs shall be added to the contract sum. Such valuation shall not include any profit or the cost of the Contractor's supervision or overheads.



24.6.2 Public Utility Plant identified during the Contract Where Public Utility Plant, additional to that stated in the Contractor's tender, is identified during the Contract, the following procedure shall apply:

(a) the Contractor shall immediately advise the Superintendent and the responsible authority of the newly identified Public Utility Plant;

(b) the Contractor shall request and obtain from the responsible authority an estimate of cost to relocate the Public Utility Plant and a program for completion of the relocation;

(c) the Principal will arrange for payment to the responsible authority for the necessary relocation; and

(d) the Contractor shall revise its program of work to accommodate the program of the responsible authority and shall coordinate completion of the relocation by the responsible authority.

If the Contractor's compliance with the procedure set out in clause 24.6.2 causes the Contractor to incur more or less cost than a competent and experienced Contractor could have reasonably anticipated at the time of tendering, such additional costs shall be added to the contract sum.

Delay caused by the Contractor's compliance with the procedure set out in clause 24.6.2 may justify an extension of time under clause 34.

24.6.3 Damage and repair The Contractor shall immediately notify the Superintendent of any damage to any Public Utility Plant.

The Contractor shall be responsible for any damage to any Public Utility Plant caused by the WUC, in which case the Contractor shall:

(a) make good any such damage at its own cost;

(b) make arrangements directly with the responsible authority for any repairs which may be necessary to Public Utility Plant damaged by the WUC; and

(c) have no Claim against the Principal for the damage to the Public Utility Plant or any associated delay to the completion of the WUC.

The Contractor shall be responsible for any damage caused to the WUC by any fault that develops in any Public Utility Plant during the term of the Contract.

24.6.4 Disruption to public The Contractor shall take all reasonable steps to minimise disruption to individual land owners and/or occupiers in disconnecting, relocating and reconnecting public utilities, including by:

(a) consulting with all affected land owners and/or occupiers to arrange for a mutually acceptable time for the carrying out of such works, at least five business days before the anticipated event; and

(b) identifying and consulting with any land owner and/or occupier with special requirements regarding continuity of supply of any public utility and taking all measures necessary to satisfy such requirements.

24.6.5 Contractor's negotiations All negotiations between the Contractor and the responsible authority shall be confirmed in writing by the Contractor and copies of all such correspondence to and from the responsible authority shall be promptly forwarded to the Superintendent by the Contractor.

24.6.6 Contractor's obligations Nothing contained in clause 24.6 shall in any way limit or exclude any of the Contractor's obligations or liabilities under the Contract.



24.7 Advertising on siteAdd a new clause 24.7 as follows:

24.7 Advertising on site

24.7.1 Project signs Within a reasonable time after any request from the Superintendent, the Contractor shall supply and erect the number of project signs. The signs shall be of a size and/or type as requested by the Superintendent, contain the words and graphics as shown on any drawings or as directed by the Superintendent and be located as directed by the Superintendent.

Unless directed otherwise by the Superintendent, the Contractor shall remove the project signs within 10 business days of the date of practical completion.

24.7.2 Contractor's advertising If the Contractor wishes to erect a sign describing the names of the project and the Contractor, the Contractor shall submit details of the sign (size, wording, graphics and location) to the Superintendent for consideration. The size of any such sign shall not be greater than 3 m x 2 m.

Any such sign approved by the Superintendent shall be removed from the site within 10 business days after the date of practical completion or at such other time as directed by the Superintendent.

All expenses incurred in the provision, erection, relocation (if necessary) and removal of such signs shall be borne by the Contractor.

24.7.3 Other advertising Except as permitted under clauses 24.7.1 and 24.7.2, no other advertising shall be permitted on the site, other than the names of the manufacturer and/or owner painted on items of construction plant.

25 LATENT CONDITIONSNo amendment.

26 SETTING OUT THE WORKS

26.1 Setting outDelete clause 26.1 and replace it with:

26.1 Setting out

The Contractor is responsible for obtaining the data, survey marks and like information necessary for the Contractor to set out the WUC, together with those survey marks specified in the Contract. Thereupon the Contractor shall set out the WUC in accordance with the Contract.

26.2 Errors in setting outNo amendment.

26.3 Care of survey marksNo amendment.

27 CLEANING UP



No amendment.

28 MATERIALS, LABOUR AND CONSTRUCTION PLANT

28.1 Contractor's staffAdd a new clause 28.1 as follows:

28.1 Contractor's staff 28.1.1 General The Contractor shall employ:

(a) appropriately qualified, trained and experienced personnel to perform the WUC; and

(b) an adequate number of appropriately qualified, trained and experienced staff as determined by the Superintendent to be necessary to carry out the requirements of the Contract.

Key personnel nominated by the Contractor to perform the WUC shall be able to read, write and converse fluently in the English language.

If the Superintendent reasonably considers at any time that personnel employed by the Contractor to perform the WUC (including the Contractor's key personnel under clause 28.1.2) do not satisfy the requirements of clause 28.1.1(a), it may, acting reasonably, request the Contractor remove such personnel and replace them with a suitably qualified replacement.

28.1.2 Key personnel Those personnel specified at Item 26A of the Annexure shall be the Contractor's key personnel for the Contract.

The Contractor shall maintain its key personnel in the roles specified on the WUC and shall not replace them unless the Superintendent approves a substitute.

Any vacancy of key personnel shall be promptly filled by the Contractor with a person of at least equivalent ability, experience and expertise and who is approved by the Principal.

When a key personnel is replaced in accordance with this clause 28.1.2, the Contractor shall ensure that there is a proper 'handover' which will require the person and his replacement working together for at least 10 business days.

A failure by the Contractor to comply with the requirements of this clause 28.1.2 shall constitute a substantial breach for the purposes of the Contract.

29 QUALITY

29.1 Quality of material and workNo amendment

29.2 Quality AssuranceAdd the following paragraph to clause 29.2:

Within 28 days of the date of acceptance of tender, the Contractor must prepare, submit to the Superintendent, and implement a Quality Plan, which is specific to the Contract and not generic.

The Quality Plan must indicate how the quality processes of the Contractor are to be applied to achieve the requirements of the Contract, without reference to other documents except such other standard Contractor documentation that is relevant to the Contract and readily available to the Superintendent and Principal.

The Contractor shall implement, maintain and update the Quality Plan while carrying out the WUC.

The Superintendent may undertake a quality audit during the course of the WUC, to measure the Contractor’s performance of the WUC against the requirements of the Quality Plan.



29.3 Defective work No amendment

29.4 Acceptance of defective workNo amendment

29.5 TimingNo amendment.

30 EXAMINATION AND TESTING

30.7 CostsDelete clause 30.7 and replace it with the following:

30.7 CostsIf testing is carried out to fulfil a requirement of the any specification for the purpose of verifying conformance with the Contract, the costs of and incidental to that testing shall be borne by the Contractor.

If further testing is carried out as result of a direction by the Superintendent, costs of and incidental to testing shall be borne by the Principal or shall be valued under clause 36.4 and paid by the Principal to the Contractor unless:

(a) the test shows that the material or work is not in accordance with the Contract;

(b) the test is in respect of work under the Contract covered up or made inaccessible without the Superintendent’s prior approval where such was required; or

(c) the test is consequent upon a failure of the Contractor to comply with a requirement of the Contract.

31 WORKING HOURSNo amendment

31A REPORTING Add a new clause 31A:

31A Reporting31A.1 Daily reports If specified in Item 27A(a) of the Annexure the Contractor shall provide to the Superintendent daily reports.

The daily report shall be an accurate written record of all site activities and events. Daily reports shall include:

(a) a workforce report listing staff and labour personnel and the Current Program activities on which labour was used;

(b) a subcontract report listing subcontract staff and labour personnel and the Current Program activities on which labour was used;

(c) a plant and equipment report listing all construction plant and equipment utilised, the Current Program activities on which the construction plant and equipment was used, and a listing of all idle construction plant and equipment and reasons for it being idle;

(d) deliveries and quantities of materials delivered; and

(e) significant and unusual events.



Daily reports shall be submitted to the Superintendent by 11.00 am on the following business day.

31A.2 Weekly report If specified in Item 27A(b) of the Annexure, the Contractor shall provide to the Superintendent weekly reports.

The weekly report shall be a brief written summary of the daily reports, plus any details of safety matters, industrial matters, weather conditions and lost time.

Weekly reports shall be submitted to the Superintendent by 12 pm on Tuesday of the week following the period to which the report refers.

31B CONTRACT PLAN Add a new clause 31B as follows:

31B Contract Plan31B.1 GeneralThe Contractor shall, within 20 business days after the date of acceptance of tender, prepare and submit a plan, which documents all of the systems, procedures and plans required to be implemented by the Contractor under the Contract (Contract Plan), to the Superintendent for a direction as to its suitability.

The Contract Plan shall include the following plans, each of which shall comply with the relevant requirements in the Contract:

(a) Construction Program;

(b) Quality Plan;

(c) Environmental Management Plan;

(d) WHS Management Plan;

(e) Traffic Management Plan (where required); and

(f) Community Liaison Plan (where required).

The Contractor shall establish, review, maintain, update and implement the Contract Plan.

If the Contractor fails to comply strictly with the provisions of this clause 31B.1:

(g) such failure will be a substantial breach of Contract for the purposes of the Contract; and

(h) the Principal may, refuse to give access to the site until the Contractor has strictly complied with this clause 31B.1.

31B.2 Interim plans The Superintendent may in its absolute discretion, as a condition of granting the Contractor access to the site prior to a direction from the Superintendent that the Contract Plan is suitable, require the Contractor to submit interim versions of the following plans to the Superintendent for a direction as to suitability:

(a) Environmental Management Plan;

(b) WHS Management Plan;

(c) Traffic Management Plan (where required); and

(d) Community Liaison Plan (where required).

The interim plans to be submitted by the Contractor under clause 31B.2 shall:

(e) be submitted 10 business days before the Contractor proposes to commence work on the site;



(f) comply with the requirements set out in the Contract; and

(g) contain sufficient particulars to demonstrate the Contractor's commitment to its obligations and the management of the environmental, safety, traffic and community liaison issues for the first two months of the term of the Contract.

31B.3 Updating Contract Plans If requested by the Superintendent, which may be made at any time, and from time to time in its absolute discretion, or where an issue or deficiency arises in respect of any part of the Contract Plan, the Contractor shall submit an updated version of the relevant part of the Contract Plan to the Superintendent for a direction as to its suitability.

31B.4 Permission and compliance The Contractor shall implement, and at all times comply with, all plans and procedures that form part of the Contract Plan.

Compliance with the Contract Plan does not relieve the Contractor from its general obligation to comply with this Contract and all legislative requirements.

Any direction as to the suitability or comment from the Superintendent in respect of the Contract Plan does not relieve the Contractor of its responsibilities under this Contract or under the Contract Plan.

31B.5 Audit of Contract Plan The Superintendent may carry out audits of the Contract Plan and its implementation at any time and from time to time. During any audit, the Contractor shall provide the Principal and its representatives with all documentation, access and assistance necessary for the audit. The Contractor is not entitled to any additional payment for providing any assistance during any audit of the Contract Plan.

32 PROGRAMMINGDelete clause 32 and replace it with the following:

32 PROGRAMMING32.1 General program matters The Contractor shall:

(a) prepare, implement and maintain a Construction Program in accordance with this clause 32.1;

(b) within 20 business days from the acceptance of tender, prepare and submit its Construction Program to the Superintendent for a direction as to its suitability; and

(c) be fully responsible for maintaining the progress of all WUC in accordance with its Construction Program, including works carried out by the Contractor and by its subcontractors.

The Contractor shall not, without reasonable cause, depart from:

(d) a Construction Program included in the Contract; or

(e) a Construction Program furnished to the Superintendent.

The content of, or furnishing of a Construction Program, or of a further Construction Program, shall not affect the rights and obligations under clause 32, nor relieve the Contractor of any obligations under the Contract, including the obligation to not, without reasonable cause, depart from an earlier Construction Program.

The Construction Program shall:

(f) take either of the following forms nominated at Item 27B of the Annexure or directed in writing



by the Superintendent:

a. a critical path network, in accordance with clause 32.2; or

b. a bar chart in accordance with the requirements of clause 32.3;

(g) be consistent with the program which was submitted with the Contractor's tender;

(h) show the Contractor's bona fide planned work activities and sequences for bringing the WUC to practical completion by the date for practical completion; and

(i) not affect the time for performance by the Principal or the Superintendent of any of their obligations or oblige either of them to do anything earlier than is necessary to enable the Contractor to bring the WUC to practical completion on the date for practical completion.

The Contractor may implement and revise, as necessary, its Construction Program while carrying out WUC.

32.2 Critical path network program Any critical path network program required to be prepared by the Contractor under the Contract shall be prepared on a computerised project management system approved by the Superintendent. The Contractor's software shall be capable of exporting data in an electronic format which can be readily loaded into the Superintendent’s project management software.

The critical path network program shall include:

(a) all significant key dates and milestones, including dates by which the Principal is required to supply information or materials, or is required to have done anything;

(b) an appropriate number of activities;

(c) activity durations of not longer than 15 Working Days;

(d) activities identified by whole numbers, with sufficient gaps in the logical sequence to allow later insertion of additional activities should that be required;

(e) the total float for each activity;

(f) a separate detailed activity listing showing coding, estimated durations and full logic links between activities;

(g) one start activity (award of the Contract) and one end activity (practical completion), or if there are Separable Portions, one end activity for each separable portion;

(h) one or more continuous paths of zero float from the start activity to the end activity or end activities;

(i) all external constraints, including constraints on Working Days, Working Hours and (where applicable) traffic lane access;

(j) any resource and/or logic restraints (non-zero lags shall only be shown where an engineering or resource requirement can be demonstrated);

(k) at least two calendars, one for calendar days and one for Working Days;

(l) activity weightings expressed as a percentage of the total cost of the WUC;

(m) projected progress of the WUC, capable of being presented graphically; and

(n) the estimated value of work programmed in each month throughout the Contract.

The Contractor shall provide the necessary input such that its computerised project management system is capable of providing reports showing personnel, plant and machinery resources for each activity in manhours, machine hours or by crews. The format and content of the report(s) shall be as agreed with the Superintendent.

32.3 Bar chart program A bar chart program shall be prepared in the form of a bar chart, which shall comply with the requirements of clause 32.2(a), (b), (c), (e), (g), (h) and (k).



Notwithstanding the provisions of this clause 32.3, the Contractor may elect to provide a Construction Program in the form of a critical path network in accordance with clause 32.2.

32.4 Current Program Once the Superintendent gives a direction that a Construction Program is suitable, the Construction Program shall be designated the Current Program. No changes shall be made to the Current Program without the Superintendent's prior written agreement.

Until such time as the Superintendent gives direction that a Construction Program is suitable, the Superintendent may have regard, as necessary, to the program submitted with the Contractor's tender.

Where a critical path network program is specified, with each program submitted under clause 32, any revised program submitted under clause 32.7 and any Rolling Program submitted under clause 32.9, the Contractor shall submit appropriate information in the electronic format stated in clause 32.2.

32.5 Contractor's liabilities and obligations not relieved No direction as to use of nor any other comment or direction by the Superintendent regarding the suitability of or any change to any Construction Program submitted under clause 32, any revised program submitted under clause 32.7 or any Rolling Program submitted under clause 32.9 shall:

(a) relieve, limit or exclude any of the Contractor's liabilities or obligations under the Contract, including its obligation to ensure the WUC reaches practical completion by the date for practical completion and its responsibility for all planning, scheduling, sequences, methods and techniques necessary for the due performance of its obligations under the Contract;

(b) constitute a direction to accelerate, disrupt, prolong or vary any, or all, of the Contractor's activities or the WUC or any part of the WUC;

(c) constitute a direction to change the order or timing of the WUC;

(d) constitute the granting of an EOT or a determination in relation to any application for an EOT to the date for practical completion; or

(e) affect the time for performance by the Principal or the Superintendent of any of their obligations or oblige either of them to do anything earlier than is necessary to enable the Contractor to bring the WUC to practical completion by the date for practical completion.

32.6 Current Program not part of Contract Under no circumstances does a direction by the Superintendent regarding the suitability of, or any change to, any Construction Program submitted under clause 32, nor any revised program submitted under clause 32.7, or any Rolling Program submitted under clause 32.9, confer any ownership whatsoever regarding any Construction Program, to the Principal, nor deem any such program to form part of the Contract.

The Current Program may be used by the Superintendent to monitor the progress of the WUC and assess Claims for an EOT.

32.7 Contractor's revisions of Current Program If the actual progress of the WUC varies significantly from that shown in the Current Program, the Contractor shall submit a revised program which shall (where possible) indicate how the Contractor proposes to accelerate the work in order to meet the date for practical completion. A revised program shall comply with the provisions of clause 32

Once the Superintendent gives a direction that a revised program is suitable, that program shall be the Current Program.

32.8 Review of Current Program



At each Site Conference held in accordance with clause 2B, the Contractor shall provide to the Superintendent a printed report which reviews the Current Program and highlights any significant impacts on the project for the period up to the next Site Conference.

32.9 Short-term rolling program Where a critical path network program is specified, the Contractor shall each month prepare and submit to the Superintendent a detailed short-term rolling program for the WUC (the Rolling Program). The Rolling Program shall:

(a) be drawn on a horizontal time scale;

(b) show all activities scheduled for the next two months;

(c) be statused at a date within five business days of the date of submission;

(d) be in sufficient detail to monitor the day-to-day progress of the WUC; and

(e) be accompanied by an updated projection of the estimated value of work programmed in each month for the remainder of the Contract.

32.10 Data for preparation of factual network The Contractor shall maintain adequate records of its progress in a format agreed with the Superintendent. The records may be examined by the Superintendent at any time and, if the records are agreed to be accurate, signed.

33 SUSPENSIONNo amendment.

34 TIME AND PROGRESS

34.1 ProgressDelete clause 34.1 and replace it as follows:

34.1 ProgressThe Contractor shall proceed with the WUC with due expedition and without delay and shall ensure that WUC reaches practical completion by the date for practical completion.

The Contractor shall not suspend the progress of the whole or any part of the WUC except where the suspension is under clause 39.9 or is directed or approved by the Superintendent under clause 33.

Without limiting the Contractor's obligations, the Contractor shall give the Superintendent reasonable advance notice of when the Contractor requires any information, materials, documents or instructions from the Superintendent or the Principal.

The Principal and the Superintendent shall not be obliged to furnish any information, materials, documents or instructions earlier than the Principal or the Superintendent, as the case may be, should reasonably have anticipated at the date of acceptance of tender.

The Superintendent may direct in what order, and at what time, the various stages or parts of the WUC shall be performed. If the Contractor can reasonably comply with the direction, the Contractor shall do so. If the Contractor cannot reasonably comply, the Contractor shall notify the Superintendent in writing, giving reasons. No direction by the Superintendent shall constitute, or be regarded as, a direction under this clause 34.1 unless the direction is in writing and expressly states that it is a direction under this clause 34.1.

If the Contractor considers that compliance with the direction will cause the Contractor to incur more or less cost than otherwise would have been incurred had the Contractor not been given the direction, the Contractor shall within 10 business days of the receipt of the direction notify the Superintendent that it considers the direction is a variation to the WUC and details of why the Contractor considers it to be a variation. If the Superintendent considers that the direction is a



variation to the WUC, it will within 10 business days of receiving the Contractor's notice confirm this in writing, in which event it will be valued as a variation to this Contract under clause 36.

Unless the Contractor has given notice strictly in compliance with this clause 34.1, the Contractor shall be barred from making any Claim against the Principal in respect of the work the subject of the direction.

34.2 Notice of DelayDelete clause 34.2 and replace it as follows:

34.2 Notice of DelayWithin 10 business days of it becoming evident to the Contractor that anything, including an act or omission of the Principal, the Superintendent or the Principal's employees, consultants, other contractors or agents, may delay the WUC, the Contractor shall notify the Superintendent in writing with details of the possible delay and the cause. The notice shall be endorsed 'Contractor's Notice of Possible Delay Under Clause 34.2'.

When it becomes evident to the Principal that anything which the Principal is obliged to do or provide under the Contract may be delayed, the Principal shall give notice to the Superintendent who shall notify the Contractor in writing of the extent of the likely delay.

34.3 ClaimDelete clause 34.3 and replace it as follows:

34.3 ClaimIf the Contractor is, or will be delayed in, reaching practical completion by a qualifying cause of delay and within 20 business days after the commencement of that cause the Contractor gives the Superintendent a written Claim for an extension of time for practical completion endorsed 'Contractor's Extension of Time Claim Under clause 34.3' and setting out the facts on which the Claim is based, the Contractor shall be entitled to an extension of time for practical completion ('EOT').

With any Claim for an EOT, or as soon as practicable thereafter, the Contractor shall give the Superintendent written notice of the number of days’ extension claimed.

The Contractor shall not be entitled to an EOT for any delay in respect of which the Contractor has failed to comply strictly with the requirements of this clause 34.3.

34.4 AssessmentAdd the following paragraphs to clause 34.4:

Where the Contract provides for separable portions each with a separate date for practical completion, an extension of time in respect of one date for practical completion shall not entitle the Contractor to an extension of time in respect of any other date for practical completion, unless the Contractor satisfies the requirements of this clause 34.4 in respect of each of the dates for practical completion, as the case may be, separately.

In determining a reasonable extension of time for an event causing delay, the Superintendent shall have regard to whether the Contractor has taken all reasonable steps to preclude the occurrence of the cause and minimise the consequences of the delay.

34.5 Extension of Time Delete the last paragraph of clause 34.5 and replace it with the following:

Notwithstanding that the Contractor is not entitled to or has not claimed an EOT, the Superintendent



may, in his or her sole and absolute discretion, at any time and from time to time before issuing the final certificate direct an EOT but can only exercise this discretion for the benefit of the Principal. The Superintendent is not required to exercise the discretion under this clause 34.5 for the benefit of the Contractor, reasonably, honestly, fairly, or at all.

Neither a delay caused by a qualifying cause of delay, nor a failure by the Superintendent to grant an EOT or a reasonable extension of time under this clause 34.5, or to do so within the time stated in this clause 34.5, shall:

(a) set the date for practical completion at large; or

(b) render clause 34.7 unenforceable,

and the legal principle known as the 'prevention principle' shall not apply where there has been such a delay or failure, but nothing in this clause 34.5 shall prejudice any right of the Contractor to damages for breach of the Contract.

34.6 Practical completion No amendment

34.7 Liquidated damages Add the following paragraph to clause 34.7:

The Contractor acknowledges that all sums payable by the Contractor to the Principal under this clause 34.7 represent the Principal’s genuine pre-estimate of the damages likely to be suffered by it if the WUC do not reach practical completion by the date for practical completion and such sums shall not be construed as a penalty.

34.8 Bonus for early practical completionClause 34.8 is deleted from the Contract and replaced with the words "not used".

34.9 Delay damagesDelete clause 34.9 and replace it with the following:

34.9 Delay or Disruption Costs Where:

(a) the Contractor has been granted an EOT under clause 34.5 for any delay caused by any qualifying cause of delay, the Principal shall pay to the Contractor extra costs by multiplying the amount stated in at Item 30A of the Annexure by the number of days extension granted in respect of the event;

(b) the Contractor has been granted an extension of time under clause 34.5 for any delay caused by a variation directed under clause 36 and the variation is required to be valued under clause 36.4 (and not otherwise) the Principal shall pay to the Contractor such extra costs as are valued under clause 36.4;

(c) the Contractor has been granted an extension of time under clause 34.5 for any delay caused by any other event for which payment of extra costs for delay or disruption is provided for in Item 30A of the Annexure or elsewhere in the Contract the Principal shall pay to the Contractor extra costs by applying the amount stated in the Annexure to the number of days extension granted in respect of the event,

subject however to the following exceptions:

(d) where the Contract provides for separable portions each with a separate date for practical completion, an amount shall only be payable under this clause 34.9 where the Contractor has been granted an EOT which is latest in time (and not otherwise);

(e) where an event causes concurrent delays to more than one separable portion, then to the



extent the delays are concurrent, the delay rate in the Annexure shall only be applied once;

(f) delay damages shall only be calculated for days on which the Contractor usually carries out work for the Contract; and

(g) nothing in clause 34.9 shall oblige the Principal to pay extra costs for delay or disruption which have already been included in the value of a variation or any other payment under the Contract.

For the purposes of clause 34.9, a qualifying cause of delay shall be an event which relates solely to the Contract.

The Contractor agrees that the limit of the Principal’s liability for damages for breach of contract for any delay or disruption is limited to any sum recoverable by the Contractor pursuant to this clause 34.9 and (to the extent permitted by law) the Principal shall not be liable to pay to the Contractor any other sum whatsoever, in respect of such delay or disruption, whether as damages for breach of the Contract or under any other principle of law, equity or statute.

34.10 Use of partly completed worksAdd the following clause 34.10:

34.10 Use of partly completed works Any use of or occupation of part of the WUC before practical completion does not mean the WUC or any part of the WUC have reached practical completion.

35 DEFECTS LIABILITYNo amendment.

36 VARIATIONS

36.1 Directing variationsNo amendment.

36.2 Proposed variationsNo amendment.

36.3 Variations for convenience of ContractorNo amendment.

36.4 PricingDelete clause 36.4 and replace it with the following:

36.4 Valuing variations

The Superintendent shall, as soon as possible, value each variation using the following order of precedence:

(a) Where a schedule of rates is applicable, the valuation will be made:

a. by using the schedule of rates, or where no rate is directly applicable, a rate calculated by inference, proportion or interpolation from the schedule of rates;

b. subject to clause 34.9, when the variation attracts an EOT, by applying costs for delay or disruption by applying the daily rate set out in the Annexure to the number of days extension granted; and

c. by applying an allowance of 5% of the schedule rate for the Contractor's administration, inclusive of all supervision and attendance.



(b) Where the rates in a bill of quantities are applicable, the valuation will be made:

a. by using the bill of quantities rates, or where no unit rate is directly applicable, a rate calculated by inference, proportion or interpolation;

b. subject to clause 34.9, when the variation attracts an EOT, by applying costs for delay or disruption by applying the daily rate set out in the Annexure to the number of days extension granted; and

c. by applying an allowance of 5% of the bill of quantities rate for the Contractor's administration, inclusive of all supervision and attendance.

(c) Where neither a schedule of rates nor a bill of quantities is applicable the valuation will be the sum of:

a. actual value of the work calculated as the total of:

labour at a rate not exceeding the DPTI Star Rate (the rate payable, as defined by DPTI from time to time, for the hourly cost of labour on a trade by trade basis);

net cost of materials;

net hiring rates for plant; and

net cost of subcontractor claim made up of labour at a rate not exceeding the DPTI Star Rate, net cost of materials, and net hiring rates of plant, plus an allowance of 10% of the net costs for the subcontractor's profit and overhead costs and an allowance of 5% of the net costs for the subcontractor’s administration inclusive of all supervision and attendance;

b. an allowance of 10% on the labour, material, plant and subcontractor cost for the Contractor’s profit and overhead costs;

c. an allowance of 5% on the labour, material, plant and subcontractor cost for the Contractor's administration, inclusive of all supervision and attendance; and

d. in accordance with and subject to clause 34.9, when the variation gives rise to an EOT, extra costs calculated by multiplying the daily rate set out in the Annexure by the number of days extension granted.

In determining the deduction to be made for work which is taken out of the Contract the deduction shall include an additional allowance for the Contractor's administration calculated as 5% of the value of the variation.

37 PAYMENT

37.1 Progress claimsAdd the following paragraphs to clause 37.1:

As a condition precedent to the Contractor's entitlement to deliver a progress claim, the progress claim shall:

(a) be substantially in the form specified by the Principal and available at: http://www.dpti.sa.gov.au/contractor_documents/guidelines_and_miscellaneous

(b) be supported by evidence of the amount due to the Contractor, including a breakdown of the value of WUC executed:

a. since the commencement of the Contract;

b. since the previous progress claim was made;

(c) include a breakdown of all adjustments to the contract sum certified by the Superintendent;

(d) details of any amounts claimed by the Contractor which are disputed by the Superintendent;

(e) include the total amount of all payments made by the Principal prior to the date of the progress claim; and


http://www.dpti.sa.gov.au/contractor_documents/guidelines_and_miscellaneous


(f) provide a completed statutory declaration in accordance with clause 38.

The Superintendent may request reasonable further information from the Contractor in respect of any progress claim. The Contractor must provide the information requested to the Superintendent within the time and in the form requested by the Superintendent before the Superintendent is required to assess any progress claim.

For the purposes of the BCISP Act the Superintendent is authorised to receive payment claims and issue payment schedules on behalf of the Principal.

37.2 CertificatesAdd the following paragraph to clause 37.2:

If the Contractor fails to deliver a progress claim under clause 37.1, the Superintendent may nevertheless issue a progress certificate.

37.3 Unfixed plant and materialsDelete clause 37.3 and replace it with the following:

37.3 Unfixed plant and materialsIf the Contractor claims payment for plant or materials intended for incorporation in the WUC but not incorporated, the Principal shall not be obliged to make payment for such plant or materials but the Principal may make payment, if the Contractor:

(a) provides additional security in one of the forms provided by clause 5 in an amount equal to the payment claimed for the plant or materials;

(b) provides an ownership statement substantially in the form required by the Principal and available from: https://www.dpti.sa.gov.au/contractor_documents/example_contractual_agreements_and_templates ;

(c) establishes to the satisfaction of the Superintendent that ownership of such plant and materials will pass to the Principal upon the making of the payment claimed; and

(d) establishes to the satisfaction of the Superintendent that such plant or materials are properly stored, labelled the property of the Principal and adequately protected.

Upon payment to the Contractor of the amount claimed, the plant or materials the subject of the claim shall be the property of the Principal free of any lien or charge.

37.4 Final payment claim and certificateDelete the paragraph beginning with "Within 28 days…´ and ending with "subject matter of the Contract" and replace it with the following:

When the last of the following occurs:

(a) the expiration of 14 days after receipt of the Contractor’s final payment claim;

(b) where the Contractor fails to lodge such claim, the expiration of the period specified in this clause 37.4 for the lodgement of the final payment claim by the Contractor; and

(c) all WUC has been finally and satisfactorily executed and the Contractor has fulfilled all the Contractor’s other obligations under the Contract,

the Superintendent shall issue to the Contractor and to the Principal a final certificate endorsed ‘Final Certificate’.

In the final certificate the Superintendent shall certify the amount which in the Superintendent’s opinion is finally due from the Principal to the Contractor or from the Contractor to the Principal under or arising out of the Contract or any alleged breach thereof.


https://www.dpti.sa.gov.au/contractor_documents/example_contractual_agreements_and_templates

https://www.dpti.sa.gov.au/contractor_documents/example_contractual_agreements_and_templates


37.5 InterestNo amendment.

37.6 Other moneys dueNo amendment.

37.7 Recourse for unpaid moneysAdd a new clause 37.7 as follows:

37.7 Recourse for unpaid moneysWhere a party fails to pay the other party an amount due and payable under the Contract within the time provided by the Contract or a party fails to pay the other party any money due otherwise than under the Contract, the other party may, subject to clause 5, have recourse to retention moneys, if any, and, if those moneys are insufficient, then to security under the Contract and any deficiency remaining may be recovered by the other party as a debt due and payable.

37.8 Correction of progress certificatesAdd a new clause 37.8 as follows:

37.8 Correction of progress certificatesAt any time and from time to time, the Superintendent may by a further certificate correct any error which has been discovered in any previous certificate other than a certificate of practical completion or final certificate.

Any correction must also correct the amount of GST in accordance with the GST Law.

37.9 Set offs by the PrincipalAdd a new clause 37.9 as follows:

37.9 Set-offs by the PrincipalWithout limiting the Principal's rights under any other provision of the Contract and notwithstanding the provisions of clauses 37.1 and 37.8 or the issue of any certificate by the Superintendent under those clauses, the Principal may deduct from any moneys due to the Contractor any debt due from the Contractor to the Principal and any Claim which the Principal may have against the Contractor:

(a) whether or not the debt or Claim arises by way of damages, debt, restitution or otherwise; and

(b) whether or not the factual basis giving rise to the debt or Claim arises out of this Contract, any other Contract or is independent of any Contract.

If the moneys payable to the Contractor are insufficient to discharge the debt or Claim, the Principal may have recourse for unpaid moneys in accordance with clause 37.7.

Nothing in this clause 37.9 shall affect the right of the Principal to recover from the Contractor the whole of the debt or Claim or any balance that remains owing. This clause 37.9 shall survive the termination of the Contract.

38 PAYMENT OF WORKERS AND SUBCONTRACTORS

38.1 Workers, consultants and subcontractorsAdd the following paragraph to clause 38.1:



The documentary evidence provided in accordance with this clause shall be in the form of:

(a) a statutory declaration substantially in the form required by the Principal and available from: https://www.dpti.sa.gov.au/contractor_documents/example_contractual_agreements_and_templates;

(b) a statutory declaration in the form approved by the Superintendent; or

(c) other documentary evidence in a form approved by the Superintendent.

The Principal may provide this documentary evidence to the South Australian Small Business Commissioner (“Commissioner”). The Commissioner may audit the documentary evidence and make associated enquiries to ensure that the Contractor has complied with the representations made in the documentary evidence.

38.2 Withholding paymentNo amendment

38.3 Direct paymentNo amendment

39 DEFAULT OR INSOLVENCYNo amendment.

40 TERMINATION BY FRUSTRATIONNo amendment.

41 NOTIFICATION OF CLAIMS

41.1 Communication of ClaimsDelete clause 41.1 and replace it with the following:

41.1 Communication of Claims A prescribed notice is a notice in writing which is titled “Prescribed Notice” and at a minimum, shall include detailed particulars of:

(a) the breach, act, omission, direction, approval or circumstances on which the Claim is based;

(b) an outline of the legal and contractual basis of the Claim;

(c) the quantum or likely quantum of the claim or proposed Claim;

(d) the facts relied upon by the Contractor in support of the Claim (including an updated program where appropriate), in sufficient detail to permit verification and / or audit by the Superintendent; and

(e) whether or not an EOT is claimed.

41.2 Liability for failure to communicateDelete clause 41.2 and replace it with the following:

41.2 Liability for failure to communicate With the exception of:

(a) any progress claim under clause 37;

(b) any claim for an EOT under clause 34; and

(c) any decision pursuant to clause 41.3,



the Principal shall not be liable upon any Claim by the Contractor in connection with the Contract or arising out of or related to the subject matter thereof (including Claims in relation to a Superintendent’s direction or failure to issue a direction or otherwise at law) unless within 28 days after the first day upon which a competent and experienced contractor could reasonably have been aware of the Claim, the Contractor has given to the Principal and to the Superintendent the prescribed notice.

To dispute the granting of, or failure to grant an extension of time pursuant to a Claim made by the Contractor under clause 34, the Contractor must comply with this clause 41. The 28 days within which to provide a prescribed notice shall commence from the date of the Superintendent’s determination under clause 34.4 and 34.5, or if no determination is made, shall commence 56 days after the initial Claim is made.

Failure of the Contractor to comply with the provisions of this clause 41 or to communicate a Claim in accordance with the relevant provisions of the Contract shall be grounds for invalidating the Claim. Nothing in this clause 41 shall limit the operation of any other provision of the Contract which requires the Contractor to give notice to the Superintendent in order to preserve a right against the Principal.

41.3 Superintendent’s decisionNo amendment.

42 DISPUTE RESOLUTIONNo amendment

43 WAIVER OF CONDITIONSNo amendment.

44 GSTAdd a new clause 44 as follows:

44 GST44.1 ABN, GST registrationThe Contractor represents that:

(a) it is registered under the GST Law and that the ABN shown in the contract documents is the Contractor’s ABN; and

(b) the supply of the WUC is a taxable supply.

The Contractor acknowledges that should these representations be or become incorrect:

(c) the Principal may be obliged under the Taxation Administration Act 1953 to deduct a withholding from the contract sum and will not be obliged to gross up the contract sum or make any compensation to the Contractor; and

(d) if the supply of the work is not a taxable supply the Principal is entitled to reduce the contract sum by the amount which would have been attributable to GST had the supply been a taxable supply.

44.2 Contract Sum Inclusive of GSTThe contract sum is inclusive of GST and not subject to adjustment except as expressly provided in this Contract.

44.3 Tax Invoices - recipient createdThe Principal undertakes and represents that:

(a) it is registered as a Government Entity under the GST Act;

(b) its ABN is 92 366 288 135; and

(c) it is entitled to issue RCTIs in respect of supplies under this Contract.



The Principal must inform the Contractor immediately if it ceases to be registered under the GST Act or if any undertaking given in the preceding subclause is not performed, or if any representation made in the preceding subclause ceases to be true.

The Contractor must inform the Principal immediately if it ceases to be registered under the GST Act.

The Principal may issue an RCTI in respect of any taxable supply under this Contract.

The Contractor must not issue any Tax Invoice in respect of any taxable supply under this Contract.

The Principal must issue a copy of any RCTI which it issues under or in respect of this Contract to the Contractor and the Principal must retain the original. Each party is responsible for keeping the original or copy of the RCTI in its possession for the period required under the Taxation Administration Act 1953.

The Principal must issue an adjustment note to the Contractor in relation to any adjustment event as defined in the GST Act.

The Principal must reasonably comply with its obligations under the taxation laws of Australia.

The Principal must not issue a document that would otherwise be a RCTI on or after the date when the Principal or Contractor has failed to comply with any of the requirements of the proposed determination by the Taxation Commissioner.

45 PRINCIPAL’S REPRESENTATIVEAdd a new clause 45 as follows:

45 PRINCIPAL'S REPRESENTATIVEThe Principal may from time to time appoint individuals to exercise any functions of the Principal under the Contract. The appointment of a Principal’s Representative shall not prevent the Principal from exercising any function. The appointment may allow for further authorisation by the Principal’s Representative.

Where it is a requirement that approval in writing or a notice in writing be given by the Principal or an action be taken by the Principal, for administrative purposes the powers, duties, discretions and authorities vested in the Principal under the listed clauses of the Contract may alternatively be exercised by those authorised by the Principal as set out in Attachment 10.

With regard to any matter that affects or has the potential to affect the safety of the Adelaide Metropolitan Rail Network, the powers, duties, discretions and authorities vested in the Principal under this Contract may also be exercised by the Rail Commissioner established according to the Rail Commissioner Act 2009 (SA).

46 WORKFORCE PARTICIPATION AND SKILLS DEVELOPMENTAdd a new clause 46 as follows:

46 WORKFORCE PARTICIPATION AND SKILLS DEVELOPMENT

46.1 GeneralThis clause 46 applies where the Contract Value is more than $150,000.

An objective of this Contract is to increase the employment and training of Apprentices and Trainees, Cadets, Aboriginal people and Local Persons with Barriers to Employment (the ‘Target Group’) and to upskill people engaged directly in connection with the performance of the Contract.

The Contractor formally declares its intent to work in conjunction with the South Australian Government to meet the South Australian Government’s policy targets by employing and training people from the Target Group, including through on-site work by subcontractors and Upskilling people engaged directly in connection with the performance of the Contract.



Without limiting other remedies available to the Principal, the Contractor acknowledges that failure to comply in part or in whole with the requirements of this clause may be a factor that will be taken into account in the award of future contracts by the South Australian Government.

46.2 TargetsIf this Contract is a Tier 1 Contract or a Tier 2 Contract, the Contractor must, subject to this clause 46, ensure that:

(a) the number of On-site Hours performed by people in the Target Group (engaged by either the Contractor or its subcontractors) (the ‘Target Group Component’) is no less than 11% of the Total Contract Hours; and

(b) the sum of:

a. the Target Group Component; and

b. the number of hours of Upskilling provided to people engaged directly in connection with the performance of the Contract (engaged by either the Contractor or its subcontractors) (the ‘Upskilling Component’),

is no less than 15% of the Total Contract Hours (the ‘Target Hours’); and

(c) the On-site Hours performed by Aboriginal people is equivalent to up to 2% of the Total Contract Hours.

In reporting performance against this clause, and in calculating whether the Contractor has met the targets in clause 46.2 (a) – (c), the following provisions apply:

hours cannot be double counted;

On-site Hours performed by Aboriginal people must be reported separately but also contribute to the Target Group Component;

Upskilling provided up to 6 months prior to the date of commencement of the Contract and within the Contract Duration can be included in the Upskilling Component;

on-Site Upskilling provided to people in the Target Group should be included in the Target Group Component, rather than in the Upskilling Component. On-Site Upskilling provided to all other categories of worker engaged directly in connection with the performance of the Contract can be included in the Upskilling Component; and

off-Site Upskilling hours provided to all categories of worker (other than Cadets) engaged directly in connection with the performance of the Contract can be included in the Upskilling Component.

The Contractor will seek, but is not obliged, to achieve performance by Apprentices, Trainees and Cadets of On-site Hours equivalent to 10% of the Total Contract Hours or more.

46.3 ReportingIf this Contract is a Tier 1 Contract or a Tier 2 Contract, the Contractor:

(a) must submit to the Principal:

a. for Tier 1 Contracts - a workforce and skills development plan no later than 10 business days after the date of acceptance of tender and before it commences any on-Site WUC; or

b. for Tier 2 Contracts - a workforce and skills development strategy no later than 15 business days after the date of acceptance of tender and before it commences any on-Site WUC;

each of which must contain the information required by and be in the form set out in the Workforce Participation in Government Construction Procurement Implementation Guidelines For Contractors and Contracting Agencies from time to time which can be accessed at http://www.dpti.sa.gov.au/wpgcp (the ‘Implementation Guidelines’) (unless the Principal has approved in writing another form);


http://www.dpti.sa.gov.au/wpgcp


(b) must submit to the Principal:

a. a workforce participation and skills development interim report no later than 10 business days after the end of each quarter (with the first quarter commencing on the date the Contractor commences on-Site work under the Contract); and

b. a workforce participation and skills development final report no later than 20 business days after the date of practical completion,

each of which must contain the information required by and be generated using the Workforce Participation Reporting System (WPRS) (unless the Principal has, in writing, either approved another form or agreed to generate the report itself);

(c) must (and must ensure that its subcontractors) regularly update the WPRS with:

a. details of the On-site Hours worked by people in each category of the Target Group;

b. the total labour hours for all workers;

c. the total On-site Hours for all workers;

d. details of the Upskilling provided to people engaged directly in connection with the performance of the Contract, including the hours undertaken, the name and date of the course and the name of the training organisation; and

e. any other information required by the WPRS for the reports described in clause 46.3(b),

and the Contractor must ensure that for each reporting period described in clause 46.3(b), the WPRS is updated with all such information before the report for that period is generated (or where the Principal has agreed to generate the report, before the expiration of the period for lodgement of the relevant report described in clause 46.3(b));

(d) must report in accordance with the Implementation Guidelines; and

(e) must (and must ensure that its subcontractors) keep records of compliance with this clause 46 and provide the Principal with such assistance, including the provision of information, as it may reasonably require in connection with it carrying out an audit of the Contractor’s compliance with this clause.

46.4 Additional requirements for Tier 2 ContractsIf this Contract is a Tier 2 Contract, the Contractor must:

(a) appoint a person to be responsible for coordination of the workforce and skills development strategy; and

(b) seek to use Aboriginal owned and/or managed enterprises where possible.

46.5 OtherThe Contractor must not (and must ensure that its subcontractors do not) contravene the Privacy Act 1988 (Cth). This may require the Contractor (or its subcontractor) to obtain a person’s consent prior to disclosing that person’s personal information in connection with this clause.

Where this Contract has a Contract Value of more than $150,000, but is not a Tier 1 Contract or a Tier 2 Contract, the Contractor is encouraged (but is not required) to meet the obligations set out in clauses 46.2 and 46.3.

46.6 DefinitionsFor the purpose of clause 46, ‘Total Contract Hours’ means:

(a) the number of hours approved in writing by the Principal as representing the estimated total labour hours required to execute the WUC; or

(b) in the absence of an approval under the preceding paragraph, the estimated total labour hours required to execute the WUC, determined using the following formula:



a. if the Contract is a Building Contract:

Total Contract Hours = (Contract Value x 0.3)/42;

b. if the Contract is a Civil Construction Contract:

Total Contract Hours = (Contract Value x 0.15)/42; or

c. if the Contract is both a Building Contract and a Civil Construction Contract:

Total Contract Hours = (Building Work Value x 0.3)/42

plus

(Civil Construction Work Value x 0.15)/42,

where:

a. Building Work Value is an amount to be agreed between the Contractor and the Principal as representing that part of the Contract Value attributable to the Building Work;

b. Civil Construction Work Value is an amount to be agreed between the Contractor and the Principal as representing that part of the Contract Value attributable to the Civil Construction Work;

c. if the Contractor and the Principal fail to agree on the Building Value and/or the Civil Construction Value by the date that is 5 business days after the date of acceptance of tender, the Building Value and Civil Construction Value are to be determined by the Superintendent and notified to the Contractor;

d. for the avoidance of doubt, the sum of the Building Work Value and Civil Construction Work Value must equal the Contract Value.

47 EMPLOYMENT OF EX-GOVERNMENT EMPLOYEESAdd a new clause 47 as follows:

47 EMPLOYMENT OF EX-GOVERNMENT EMPLOYEESThe Contractor must not accept the services of any person who, either directly or through an independent contractor or third party, within the last three years, has received a separation package from the South Australian Government under its various schemes where the service may breach the conditions under which the separation package was paid to the former public sector employee.

48 INDUSTRY PARTICIPATION POLICYAdd a new clause 48 as follows:

48 INDUSTRY PARTICIPATION POLICYThis clause 48 does not apply if an economic contribution test was applicable to the tender.

48.1 Industry participation plan (Tailored Plan)This clause 48.1 applies if the Contractor submitted a tailored plan with its tender.

The Contractor must implement the Contractor’s Industry Participation Plan as submitted as part of its tender and accepted by the Principal, which is Attachment 4 to these Special Conditions.

48.1.1 Industry Participation ReportsThe Contractor must provide an Industry Participation Report (IPP Report) in respect of each Industry Participation Reporting Period within two weeks of the end of each period, in the format set out in the IPP (Tailored) Plan Implementation Report template which is Attachment 5 to these Special



Conditions, including all the information indicated in that template.

The Industry Participation Reporting Period is:

(a) the period between the date of commencement of the Contract and the date six (6) months after the date of commencement;

(b) each subsequent six (6) month period during the term of the Contract;

(c) if the date of expiry of the defects liability period is a date that is not an anniversary of the date of commencement of the Contract or an anniversary of the date in sub-clause 48.1.1(b), the period from the conclusion of the preceding Industry Participation Reporting Period until the date of expiry of the defects liability period; and

(d) where the term of the Contract is for a period less than six (6) months, the entire term.

48.1.2 Industry participation meetingsThe Contractor must attend any meeting scheduled by the Industry Participation Advocate during the term of the Contract to review how the Contractor’s Industry Participation Plan is being implemented and advanced, and for this purpose, the Contractor must provide all information reasonably requested by the IPA. The IPA must give the Contractor not less than ten (10) business days’ notice of any such meeting.

48.1.3 Failure to complyThe Contractor’s failure to comply, in whole or in part, with the commitments contained within the Contractor’s Industry Participation Plan may be a factor taken into account in the award of future contracts for the Government of South Australia.

48.2 Industry Participation Plan (Standard Plan)This clause 48.2 applies if the Contractor submitted a standard plan with its tender.

The Contractor must implement the Contractor’s Industry Participation Plan as submitted as part of its tender and accepted by the Principal, which is Attachment 4 to these Special Conditions.

48.2.1 Industry Participation ReportsThe Contractor must provide an Industry Participation Report (IPP Report) in respect of each Industry Participation Reporting Period within two weeks of the end of each period, in the format set out in the IPP (Standard) Plan Implementation Report template which is Attachment 5 to these Special Conditions, including all the information indicated in that template.

The Industry Participation Reporting Period is:

(a) the period between the date of commencement of the Contract and the first anniversary of the date of commencement;

(b) each subsequent 12 month period during the term of the Contract;

(c) if the date of expiry of the defects liability period is a date other than an anniversary of the date of commencement of the Contract, the period from the conclusion of the preceding Industry Participation Reporting Period until the date of expiry of the Defects Liability Period; and

(d) where the term of the Contract is for a period less than 12 months, the term.

48.2.2 Industry participation meetingsThe Contractor must attend any meeting scheduled by the Industry Participation Advocate during the term of the Contract to review how the Contractor’s Industry Participation Plan is being implemented and advanced, and for this purpose, the Contractor must provide all information reasonably requested by the IPA. The IPA must give the Contractor not less than ten (10) business days’ notice of any



such meeting.

48.2.3 Failure to complyThe Contractor’s failure to comply, in whole or in part, with the commitments contained within the Contractor’s Industry Participation Plan may be a factor taken into account in the award of future contracts for the Government of South Australia.

49 MOVEMENT OF WORKERSAdd a new clause 49 as follows:

49 MOVEMENT OF WORKERSThe Contractor must have in place appropriate policies and procedures to manage and monitor the movement of Workers on the site and on any areas adjacent to or near the site and to ensure compliance with the matters in this clause 49.

The Contractor must and must ensure that each Worker, in relation to the site and any areas adjacent to or near the site:

(a) understands and complies with the notice and security requirements and any other conditions of entry applicable to any area upon which a Worker is required to enter in connection with the WUC;

(b) complies with any other reasonable instructions or restrictions imposed by the person in charge of the relevant area; and

(c) does not enter any area that it does not have authority to enter.

The Contractor must and must ensure that each Worker submits to such police checks and such other enquiries as may be notified to the Contractor by the Superintendent or the person in charge of the relevant area. The Contractor consents to and must procure the consent of any Worker to the conduct of any such enquiry and upon request, the Contractor shall supply details of any Worker, including the name (including former names), address, and date of birth and any other information that may be required to conduct the enquiry.

The Contractor must, on an ongoing basis:

(d) monitor all Workers to ensure that they do not present a potential security risk;

(e) immediately inform the Superintendent upon becoming aware of any such risk;

(f) take all immediate and ongoing steps necessary to protect any person from harm; and

(g) take the steps reasonably required by the Superintendent to avoid or minimise that risk (which may include a direction to procure the immediate removal and ongoing exclusion of the person from the site and from any involvement in the WUC).

This clause 49 is not intended to limit the Principal’s rights or the Contractor’s obligations as set out in the Contract.

50 RESPECTFUL BEHAVIOURAdd a new clause 50 as follows:

50 RESPECTFUL BEHAVIOURThe Contractor acknowledges the Principal’s zero tolerance towards men’s violence against women in the workplace and the broader community.

The Contractor agrees that, in undertaking the work, its personnel will at all times:

(a) act in a manner that is non-threatening, courteous, and respectful; and

(b) comply with any instructions, policies, procedures or guidelines issued by the Principal



regarding acceptable workplace behaviour.

If the Principal believes that personnel are failing to comply with the behavioural standards specified in this clause, then the Principal may in its absolute discretion:

(c) prohibit access by the relevant personnel to the site; and

(d) direct the Contractor to withdraw the relevant personnel from undertaking the WUC.

51 LIMITATION OF LIABILITYAdd a new clause 51 as follows:

51 LIMITATION OF LIABILITY51.1 Limitation of liability

(a) Except for any liability in respect of the Prescribed Heads of Liability (which remain unlimited), the Principal and the Contractor agree to limit the liability of either party to the other party in respect of Direct Loss to the amount equal to the greater of the contract sum or the amount of the relevant insurance that the Contractor is required to maintain under this Contract regardless of what the Principal is indemnified for or actually recovers.

(b) The liability of a party for loss or damage sustained by the other party will be reduced to the extent that such loss or damage has been caused by the other party’s breach of the Contract, act, omission or negligence.

51.2 Exclusion of LiabilityA party will not be liable to the other party for:

(a) loss of business opportunity;

(b) loss of goodwill;

(c) loss of profit;

(d) loss of contracts;

(e) loss arising from business interruption;

(f) loss of or corruption of data;

(g) loss of anticipated savings;

(h) loss of revenue;

(i) the cost of capital or other financing costs, or

(j) loss of production,

which loss or cost arises due to the a party’s breach of Contract, act, omission or negligence.

51.3 Priority of clause 51In resolving inconsistencies in the Contract, the provisions of this clause 51 shall take priority.

52 RISK OR REWARD REGIMEAdd a new clause 52 as follows:

52 Risk or Reward RegimeGuidance Note: A Risk or Reward Regime will be included in this Contract to record the painshare



and gainshare arrangements between the Principal and the Contractor. The intention is that the Risk or Reward Regime will reflect arrangements similar to the regime referred to in the Australian Government National Alliance Contracting Guidelines (Template 1 – Project Alliance Agreement).


ANNEXURE TO AS4902-2000This Annexure takes the place of Part A of the Annexure to the General Conditions of Contract AS 4902-2000

ANNEXUREThis annexure takes the place of Part A of the Annexure to the general conditions of contract for design and construct (AS 49022000).

Item

1 Principal(clause 1)

The Minister for Transport, Infrastructure and Local Government..........................................................................................

.................................................................................................................

ABN 92 366 288 135...........................

2 Principal's address Level 12, Roma Mitchell House.........................................................

136 North Terrace, ADELAIDE SA....................................................

Phone ........................................... Fax ................................................

3 Contractor(clause 1)

.................................................................................................................

.................................................................................................................

ACN ............................................. ABN ................................................

4 Contractor's address .................................................................................................................

.................................................................................................................

Phone ........................................... Fax ................................................

4A Contractor's Representative .................................................................................................................

Phone......................................................................................................

Email ......................................................................................................

5 Superintendent(clause 1)

.................................................................................................................

.................................................................................................................

ACN ............................................. ABN ................................................

6 Superintendent's address .................................................................................................................

.................................................................................................................

Phone ........................................... Fax ................................................



6A Superintendent's Representative .................................................................................................................

Phone......................................................................................................

Email ......................................................................................................

† 7 (a) Date for practical completion(clause 1)

.................................................................................................................

OR

(b) Period of time for practical completion(clause 1)

.................................................................................................................

8 Governing law(clause 1(h))

South Australia.......................................................................If nothing stated, that of the jurisdiction where the site is located

8A Relationship Management Workshop Required(Clause 2A.2)

☐Yes ☐ No

8B Contract Leadership Team to be Established(Clause 2B)

☐Yes ☐ No

8C Site Conferences (Clause 2B.3)

(State intervals Site Conferences are to be held)

9 (a) Currency(clause 1(g))

Australian Dollars....................................................................If nothing stated, that of the jurisdiction where the site is located

(b) Place for payments(clause 1(g))

Adelaide, South Australia.........................................................If nothing stated, the Principal's address

(c) Place of business of bank(clause 1(d))

Adelaide, South Australia..........................................................If nothing stated, the place nearest to where the site is located

10 The Principal's project requirements are described in the following documents(clause 1)

1 Preliminary design (if included in Item 11)

2 .............................................................................................................

3 .............................................................................................................

4 .............................................................................................................

5 .............................................................................................................

† If applicable, delete and instead complete equivalent Item in the separable portions section of the Annexure Part A



11 Preliminary design(clause 1)

(a) A preliminary design* is included* is not includedin the Principal's project requirements.

If neither deleted, a preliminary design is not included

(b) The preliminary design documents are:

1 .............................................................................................................

2 .............................................................................................................

3 .............................................................................................................

4 .............................................................................................................

5 .............................................................................................................

12 Quantities in schedule of rates, limits of accuracy(subclause 2.5)

Upper Limit As stated on the schedule of rates; if not stated 10%.........................................................................................................

Lower Limit As stated on the schedule of rates; if not stated 10%.........................................................................................................

12A Rise and Fall,Alternative applying(clause 3A)

☐Alternative 1 ☐ Alternative 2 ☐Alternative 3

13 Provisional sum, percentage for profit and attendance(clause 3)

.......................................%

† 14 Contractor's security

(a) Form(clause 5)

.................................................................................................................

(b) Amount or maximum percentage of contract sum(clause 5)

................................................................................................................If nothing stated, 5% of the contract sum

(c) If retention moneys, percentage of each progress certificate(clause 5 and subclause 37.2)

.......................................%, until the limit in Item 14(b)If nothing stated, 10%, until the limit in Item 14(b)

* *Delete one

† † If applicable, delete and instead complete equivalent Item in the separable portions section of the Annexure Part A



(d) Time for provision (except for retention moneys)(clause 5)

within 14........................days after date of acceptance of tenderIf nothing stated, 28 days

(e) Additional security for unfixed plant and materials(subclauses 5.4 and 37.3)

.................................................................................................................

..................................................................... $ .......................................

(f) Contractor's security upon certificate of practical completion is reduced by(subclause 5.4)

.......................................% of amount heldIf nothing stated, 50% of amount held

† 15 Principal's security Not Used.

16 Principal-supplied documents(subclause 8.2)

Document No. of copies

1 Principal's project requirements ..................................

2 ........................................................................ ..................................

3 ........................................................................ ..................................

4 ........................................................................ ..................................

5 ........................................................................ ..................................If nothing stated, 5 copies

17 Documents, numbers of copies, and the times or stages at which they are to be supplied by the Contractor(subclause 8.3)

Document No. of copies Time/stage

1 Final "For Construction" Design documents Three................. Prior to start of construction.......

2 Maintenance Manuals and "As Built" design Three................. Prior to Practical Completion......

3 ............................................................................. ............................ ...........................................................

4 ............................................................................. ............................ ...........................................................

5 ............................................................................. ............................ ...........................................................

18 Time for Superintendent's direction about documents(subclause 8.3)

14...................................daysIf nothing stated, 14 days



19 Subcontracting(subclause 9.2)

Work by consultants Work by others

..................................................... .....................................................

..................................................... .....................................................

..................................................... .....................................................

..................................................... .....................................................

..................................................... .....................................................

19A

Work which cannot be subcontracted without approval

(Clause 9.2)

..................................................... .....................................................

..................................................... .....................................................

..................................................... .....................................................

20 Novation (subclause 9.4)

subcontractor or selected subcontractor, as the case may be

Particular part of the preliminary design or selected subcontract work, as the case may be

..................................................... .....................................................

..................................................... .....................................................

..................................................... .....................................................

..................................................... .....................................................

..................................................... .....................................................

..................................................... .....................................................

..................................................... .....................................................

..................................................... .....................................................

21 Intellectual property rights granted to the Principal, the Alternative applying (subclause 10.2)

.................................................................................................................If nothing stated, Alternative 1 applies

22 Legislative requirements

(a) Those excepted(subclause 11.1)

................................................................................................................

.................................................................................................................

.................................................................................................................

(b) Identified WUC(subclause 11.2(a)(iii))

.................................................................................................................

.................................................................................................................



(c) Application of the Building Code(subclause 11.5)

☐Yes ☐ No

22A (a) Is a Traffic Management Plan Required?

☐Yes ☐ No

(b) is a Community Liaison Plan required?

☐Yes ☐ No

23 Insurance of the Works(clause 16A)

(a) Alternative applying .................................................................................................................If nothing stated, Alternative 1 applies

If Alternative 1 applies

(b) Provision for demolition and removal of debris

.................................................................................................................

...................................................................... $.......................................

OR

.......................................% of the contract sum

(c) Provision for consultants' fees and Principal's consultants' fees

.................................................................................................................

...................................................................... $.......................................

OR

.......................................% of the contract sum

(d) Value of materials or things to be supplied by the Principal

.................................................................................................................

..................................................................... $ .......................................

(e) Additional amount or percentage .................................................................................................................

..................................................................... $ .......................................

OR

.......................................% of the total of (a) to (d) in clause 16A

24 Professional indemnity insurance(clause 16B and subclause 9.2(d)) and 8A.4)



(a) Levels of cover of Contractor's professional indemnity insurance shall be not less than

$5,000,000 if the contract sum is $5,000,000 or less.

$10,000,000 if the contract sum is greater than $5,000,000 but equal to or less than 10,000,000.

$20,000,000 if the contract sum is greater than $10,000,000.

And in any case, the above amount is per occurrence and in aggregate.

(b) Period for which Contractor's professional indemnity insurance shall be maintained after issue of the final certificate

Seven (7) years.

(c) Categories of consultants and levels of cover of consultants' professional indemnity insurance


$10,000,000 if the contract sum is greater than $5,000,000 but equal to or less than 10,000,000.


And in any case, the above amount is per occurrence and in aggregate.

(d) Period for which each consultant's professional indemnity insurance shall be maintained after issue of the final certificate

.................................................................................................................If nothing stated, 6 years

25 Public liability insurance(clause 17)

(a) Alternative applying .................................................................................................................If nothing stated, Alternative 1 applies

If Alternative 1 applies

(b) Amount per occurrence shall benot less than



and in any case, the above amount is per occurrence and in aggregate



26 (a) Time for giving access(subclause 24.1)

within.............................days of date of acceptance of tenderIf nothing stated, 14 days

(b) Time for giving possession(subclause 24.1)

within.......................................days of date of acceptance of tender If nothing stated, 14 days

26A Contractor's Key Personnel Name Role

(Clause 28.1) .................................................................................................................………………………

…………………………………….……………… ………………………

…………………………………….……………… ………………………

…………………………………….……………… ………………………

27 The information, materials, documents or instructions and the times by, or periods within which they are to be given to the Contractor(Clause 32)

Not Used

27A (a) Are Daily Reports Required?(Subclause 31A.1)

☐Yes ☐ No

(b) Are Weekly Reports required?

(Subclause 31A.2)

☐Yes ☐ No

27B Form of Construction program(Subclause 32.1)

☐Critical Path Network ☐ Bar Chart

28 Qualifying causes of delay, causes of delay for which EOTs will not be granted(paragraph (b)(iii) of clause 1 and subclause 34.3)

inclement weather occurring before the date for practical completion..............................................................................................

.................................................................................................................

.................................................................................................................

† 29 Liquidated damages, rate(subclause 34.7)

.................................................................................................................

....................................................per day $ ......................... per day

† † If applicable, delete and instead complete equivalent Item in the separable portions section of the Annexure Part A



† 30 Bonus for early practical completion(subclause 34.8)

Not Applicable

30A Contractor's Delay Costs $ ................................................................................................ per day

(Subclause 34.9)

† 31 Other compensable causes(paragraph (b) of clause 1 and subclause 34.9)

.................................................................................................................

.................................................................................................................

.................................................................................................................

.................................................................................................................

32 Defects Liability period(clause 35)

.................................................................................................................If nothing stated, 12 months

33 progress claims(subclause 37.1)

(a) Times for progress claims ........................................................day of each month for WUC

done to the.....................................day of that month

OR

(b) Stages of WUC for progress claims

.................................................................................................................

.................................................................................................................

.................................................................................................................

.................................................................................................................

.................................................................................................................

.................................................................................................................

.................................................................................................................

34 Unfixed plant and materials for which payment claims may be made(subclause 37.3)

Not Used.................................................................................................

.................................................................................................................

.................................................................................................................

35 Interest rate on overdue payments(subclause 37.5)

1% per annum



36 (a) Time for Principal to rectify inadequate access(subclause 39.7(a)(iii))

.......................................daysIf nothing stated, 14 days

(b) Time for Principal to rectify inadequate possession(subclause 39.7(a)(iv))

.......................................daysIf nothing stated, 14 days

37 Arbitration(subclause 42.3)

(a) Person to nominate an arbitrator

.................................................................................................................

.................................................................................................................

.................................................................................................................If no-one stated, the President of the Institute of Arbitrators & Mediators Australia

(b) Rules for arbitration .................................................................................................................

.................................................................................................................

.................................................................................................................

.................................................................................................................

.................................................................................................................If nothing stated:(a) rules 5–18 of the Rules of The Institute of Arbitrators & Mediators

Australia for the Conduct of Commercial Arbitrations;OR(b) if one or more of the parties are nationals of and habitually

resident in, incorporated in, or where the central management and control is exercised in, different countries as between the parties, then the UNCITRAL Arbitration Rules shall apply and the appointing authority shall be the person provided in Item 37(c)

(c) Appointing Authority under UNCITRAL Arbitration Rules

.................................................................................................................If no-one stated, the President of the Institute of Arbitrators & Mediators Australia

Part A - Separable PortionsNB: This section should only be completed if the Contract provides for separable portions. Complete the below table for each separable portion which should be numbered appropriately. Any balance of the Works should also be a separable portion.


A1

A1


Separable Portion No.

Description of Separable Portion .................................................................................................................

7 (a) Date for practical completion(clause 1)

.................................................................................................................

OR

(b) Period of time for practical completion(clause 1)

.................................................................................................................

13 Contractor's security

(a) Form(clause 5)

.................................................................................................................

(b) Amount or maximum percentage of contract sum(clause 5)

................................................................................................................

If nothing stated, 5% of the contract sum

(c) If retention moneys, percentage of each progress certificate(clause 5 and subclause 37.2)

...............................................................%, until the limit in Item 13(b)

If nothing stated, 10%, until the limit in Item 13(b)

(d) Time for provision (except for retention moneys)(clause 5)

within 14 days after date of acceptance of tender

(e) Additional security for unfixed plant and materials(subclauses 5.4 and 37.3)

.................................................................................................................

............................................................................................................. $

.................................................................................................................

(f) Contractor's security upon certificate of practical completion is reduced by(subclause 5.4)

...................................................................................% of amount held

If nothing stated, 50% of amount held

24 Liquidated damages, rate(subclause 34.7)

per day $......................... per day

26 Contractor's Delay Costs

(Subclause 34.9)

$ ................................................................................................ per day


ATTACHMENT 1 – INSURANCE DETAILS

Item Policy particulars

Insured: all for their respective rights, interests and liabilities

Either:

a) Minister for Transport, Infrastructure and Local Government;

b) the Commissioner of Highways; orc) the Rail Commissioner,

as applicable, as Principal

Project representatives of the Department of Planning, Transport and Infrastructure, other government agencies and client groups

Contractor or Construction Manager

Subcontractor(s) or Trade Contractor(s)

Professional Service Contractor(s)

Insurer(s): Contract Works Material Damage - Vero Insurance Limited

General Liability (Public (Third Party) Liability) - Liberty International Underwriters

Limit of Liability: Material damage to the Works (Contract Works):

Limit of Liability for any one Event at any one Worksite

Contract Works $125,000,000(other than wet civil works - $5,000,000)

Existing Structures $1,000,000

Constructional Plant and Equipment (limit any one item)

Not insured

Acquired Constructional Plant and Equipment (limit any one item and in the aggregate and one occurrence)

$250,000

Sub-limits of Liability: These sub-limits will apply in addition to the above Limits of Liability

Removal of debris $12,500,000

Temporary protection shoring, propping and other costs

$3,750,000

Expediting expenses 20% of loss up to maximum $7,500,000

Search and locate costs Not covered

Professionals’ fees $10,000,000

Mitigation expenses $5,000,000

Plant hire charges Not covered

Claim preparation costs $500,000

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ATTACHMENT 1 – INSURANCE DETAILSItem Policy particulars

Government and other fees $2,500,000

Inflation protection $1,000,000

Sub-limits of Liability: The following sub-limits are included within the Limits of Liability

Off-site storage $5,000,000

Insured Property whilst in transit

$2,000,000

Aggregate Limit of Liability per Event for all Damage in respect of Named Cyclone

$125,000,000

Public (Third Party) Liability: $50,000,000 for any one occurrence

Excess(es) Material Damage:

Excess Category Initial Estimated Project Value

$0 to <$10 million

$10 to $50 million

>$50 million

Each loss except as below $5,000 $10,000 $25,000

Testing and Commissioning $5,000 $25,000 $50,000

Earthquake, subsidence, collapse, Storm, tempest, Flood, Named Cyclone

$5,000 $10,000 $50,000

Civil Contracts $5,000 $50,000 $100,000

Excess(es) Public (Third Party):

Worker to Worker Liability $100,000

All other claims $25,000 (costs inclusive)

Insuring:

(a) Material Damage to the Works includes all contracts declared to the Insurer(s) including the whole of the Contract Works, temporary works, removal of debris and/or expediting expenses and all as defined in the Insurance Policy, but excluding:

Loss of use, consequential loss, penalties for non-completion or delay

Wear and tear

Defective materials, workmanship, design, plan or specification

Aircraft or waterborne craft or plant and equipment permanently mounted thereon

Inventory disappearance or shortage

Money

Transits outside Australia

Electronic data exclusion

Breakdown of constructional plant and equipment

iiLegal/49124783_11


Unsealed roads

Nuclear risks

War and terrorism

Dewatering

Overtopping of coffer dams

Haul roads and borrow pits

Pipelines

Directional drilling or other trenchless pipe installation

Piling and retaining wall works in respect of:

- rectifying or replacing piles or retaining wall elements which have become misplaced or jammed or are lost or abandoned or damaged during driving or extraction or have become obstructed by jammed or damaged piling equipment or casings;

- rectifying or disconnecting declutched sheet piles;

- rectifying any leakage or infiltration of material of any kind;

- filling voids or replacing lost bentonite;

- pile or foundation elements having failed to pass a load bearing test or otherwise not having achieved the design load bearing capacity or that cannot be driven to the required depth;

- reinstating profiles or dimensions.

(b) Public (Third Party) Liability is legal liability of the contracting parties against the costs of liability to third parties arising from the Contract, but excluding:

Insurance of workers compensation

Industrial awards

Aircraft and watercraft

Registered vehicles

Loss of used contract works

Damage to products and work performed

Professional liability

Pollution and contamination

Fines and penalties

Advertising injury

Property owned and damage to the works

Products liability

Nuclear risk

War and terrorism

Mould

Asbestos liability

iiiLegal/49124783_11


‘Asbestos’ means:

- that group of natural fibrous silicate minerals that comprises Actinolite, Amosite, Anthophyllite, Chrysolite, Crocidolite and Tremolite;

- that group of man made mineral fibres that comprises mineral wool, rockwool, glass fibre, ceramic fibres and superfine fibres; and

- includes Asbestos products and products containing Asbestos.

ivLegal/49124783_11

ATTACHMENT 2 – APPROVED FORM OF UNCONDITIONAL UNDERTAKING (clause 1 - security)

TO: [MINISTER FOR TRANSPORT, INFRASTRUCTURE AND LOCAL GOVERNMENT]OR[COMMISSIONER OF HIGHWAYS]OR[RAIL COMMISSIONER]

("the Principal")

Attention: Chief Corporate OfficerDepartment of Planning, Transport and InfrastructureGPO Box 1533ADELAIDE SA 5001

UNCONDITIONAL UNDERTAKING

At the request of

................................................................................................................................... (Name of Contractor)(‘the Contractor’) and in consideration of the Principal accepting this undertaking in respect of the contract for:……………………................................................................................................................................................

.................................................................................................. Contract No: …………….…......................

...................................................................................................................... (Name of Insurance Company)(‘the Insurance Company’) undertakes unconditionally to pay on demand any sum or sums which may from time to time be demanded by the Principal to a maximum aggregate sum of:.....................................................................………………………........ ($...............................................)

The undertaking is to continue until notification has been received from the Principal that the sum is no longer required by the Principal or until this undertaking is returned to the Insurance Company or until payment to the Principal by the Insurance Company of the whole of the sum or such part as the Principal may require.

Should the Insurance Company be notified in writing, purporting to be signed by the Chief Corporate Officer, Department of Planning, Transport and Infrastructure for and on behalf of the Principal that the Principal desires payment to be made of the whole or any part or parts of the sum, it is unconditionally agreed that the Insurance Company will make the payment or payments to the Principal forthwith without reference to the Contractor and notwithstanding any notice given by the Contractor not to pay same.

Provided always that the Insurance Company may at any time without being required so to do pay to the Principal the sum of:

.....................................................................……………………………….. ($.......................................……..)less any amount or amounts it may previously have paid under this undertaking or such lesser sum as may be required and specified by the Principal and thereupon the liability of the Insurance Company hereunder shall immediately cease.

Dated at:…………………………………………………………….

this………………………day of………………………………20

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ATTACHMENT 2 – APPROVED FORM OF UNCONDITIONAL UNDERTAKING(clause 1- security)

TO: [MINISTER FOR TRANSPORT, INFRASTRUCTURE AND LOCAL GOVERNMENT]OR[COMMISSIONER OF HIGHWAYS]OR[RAIL COMMISSIONER]

("the Principal")

Attention: Chief Corporate OfficerDepartment of Planning, Transport and InfrastructureGPO Box 1533ADELAIDE SA 5001

UNCONDITIONAL UNDERTAKING

At the request of

................................................................................................................................... (Name of Contractor)(‘the Contractor’) and in consideration of the Principal accepting this undertaking in respect of the contract for:……....................................................................................................................................................................

.................................................................................................. Contract No:………………….....................

.......................................................................................................................... (Name of Financial Institution)(‘the Financial Institution’) undertakes unconditionally to pay on demand any sum or sums which may from time to time be demanded by the Principal to a maximum aggregate sum of:.....................................................................………………………........ ($...............................................)

The undertaking is to continue until notification has been received from the Principal that the sum is no longer required by the Principal or until this undertaking is returned to the Financial Institution or until payment to the Principal by the Financial Institution of the whole of the sum or such part as the Principal may require.

Should the Financial Institution be notified in writing, purporting to be signed by the Chief Corporate Officer, Department of Planning, Transport and Infrastructure for and on behalf of the Principal that the Principal desires payment to be made of the whole or any part or parts of the sum, it is unconditionally agreed that the Financial Institution will make the payment or payments to the Principal forthwith without reference to the Contractor and notwithstanding any notice given by the Contractor not to pay same.

Provided always that the Financial Institution may at any time without being required so to do pay to the Principal the sum of:

.....................................................................……………………………….. ($.......................................……..)less any amount or amounts it may previously have paid under this undertaking or such lesser sum as may be required and specified by the Principal and thereupon the liability of the Financial Institution hereunder shall immediately cease.

Dated at:…………………………………………………………….

this………………………day of………………………………20

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ATTACHMENT 3 – RISE AND FALL

Pursuant to Clause 3A of the General Conditions; the Alternative identified at Item 12A applies and is calculated as set out below.

Alternative 1

If Alternative 1 is selected in Item 12A, this Contract is not subject to adjustment for rise and fall of costs.

Alternative 2 – Rise and Fall for bituminous binder, polymer and cutter

If Alternative 2 is selected in Item 12A, the Principal will pay or deduct an amount for rise and fall on the bituminous binder, polymer modified binder and cutter used in this Contract. Adjustment of payment for rise and fall will not be paid for any other part of the work or supply of materials under this Contract.

This amount will be determined by the following formula:

Amount = EVbit x Abit+ EVPMB x APMB + EVcut x Acut

where:

EVbit = Effective Value for C170/C320 Bituminous Binder

Abit = Cost Adjustment Factor for C170/C320 Bituminous Binder

EVPMB = Effective Value for Polymer Modified Binder

APMB = Cost Adjustment Factor for Polymer Modified Binder

EVcut = Effective Value for Bituminous Cutter

Acut = Cost Adjustment Factor for Bituminous Cutter

Where the Cost Adjustment Factor is positive, the amount calculated for rise and fall shall be added to the value of the payment to be made in respect of the progress certificate or the final certificate.

Where the Cost Adjustment Factor is negative, the amount calculated for rise and fall shall be subtracted from the value of the payment to be made in respect of the progress certificate or the final certificate.

Calculation of The Effective Value

The Effective Value is the value of C170/C320 bituminous binder, Polymer Modified Bitumen and Cutter (as applicable) incorporated into the work included in the progress certificate or the final certificate, less the Effective Value in respect of previous progress payments, disregarding any increase or decrease under this clause.

Calculation of the Cost Adjustment Factors

The Cost Adjustment Factor will be determined by the following formulae:

Abit =(Bn - BoBo )

APMB =(PMBn - PMBoPMBo )

Acut =(Cn - CoCo )

where:

Bn = Current Bitumen Index Number, which shall be the Published List Selling Price for C170/C320 bitumen from the bitumen supplier for the work, applicable at the date that the work subject of the certificate was carried out.

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ATTACHMENT 3 – RISE AND FALLBo = Base Bitumen Index Number, which shall be the Published List Selling Price for C170/C320 bitumen from the bitumen supplier for the work, applicable at the date of close of tenders.

PMBn = Current Polymer Modified Bitumen Index Number, which shall be the Published List Selling Prices for polymer modified bitumen from the bitumen supplier for the work under the Contract, applicable at the date that the work subject of the certificate was carried out.

PMBo = Base Polymer Modified Bitumen Index Number, which shall be the Published List Selling Prices for polymer modified bitumen from the bitumen supplier for the WUC applicable at the date of close of tenders.

Cn = Current Cutter Index Number, which shall be the Published List Selling Prices for the cutter from the supplier for the work under the Contract, applicable at the date that the work subject of the certificate was carried out.

Co = Base Cutter Index Number, which shall be the Published List Selling Prices for the cutter from the supplier for the WUC, applicable at the date of close of tenders.

Where the Contractor sources bituminous products from more than one supplier, the appropriate Index Number from each supplier shall be used to calculate Rise and Fall for that proportion of the bituminous product supplied by that supplier.

The base index numbers shall be as listed in DPTI's “Published List Selling Prices of Bituminous Products”.

Cost Adjustment on WUC completed After the date for practical completion

Where a payment is made to the Contractor in respect of any work under the Contract executed subsequent to the Date for Practical Completion then an amount for rise and fall for any such work will be calculated using Bn, PMBn and Cn applicable at the Date for Practical Completion.

Alternative 3 – Rise and Fall on the construction works

If Alternative 3 is selected at Item 12A, the Principal will pay or deduct an amount for rise and fall on the Contractor’s construction works this amount will be determined by the following formula:

Amount = EVbit x Abit + EVnonbit x Anonbit

where:

EVbit = Effective Value for Bituminous Works

EVnonbit = Effective Value for Non-Bituminous Works

Abit = Cost Adjustment Factor for Bituminous Works

Anonbit = Cost Adjustment Factor for Non-Bituminous Works.

Where the Cost Adjustment Factor is positive, the amount calculated for rise and fall shall be added to the value of the payment to be made in respect of the progress certificate or the final certificate.

Where the Cost Adjustment Factor is negative, the amount calculated for rise and fall shall be subtracted from the value of the payment to be made in respect of the progress certificate or the final certificate.

Calculation of The Effective Value

The Effective Value appropriate to the type of work under consideration is the value of work included in the progress certificate or the final certificate less all of the following:

(a) the Effective Value in respect of previous progress payments, disregarding any increase or decrease under this Clause;

(b) the value of any work included on the basis of actual cost or current prices;

(c) the value of any work which any clause of this Contract provides is not subject to adjustment for rise and fall in costs;

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ATTACHMENT 3 – RISE AND FALL(d) the value of any work which is subject to adjustment for rise and fall in costs on a different basis from that

provided for by this Clause.

Calculation of the Cost Adjustment Factors

For Bituminous Works, the Cost Adjustment Factor will be determined by the following formula:

Abit = C L ( Ln - LoLo ) +CP(Pn - Po

Po )+ C M ( Mn - MoMo )+CB(Bn - Bo

Bo )For Non-Bituminous Works, the Cost Adjustment Factor will be determined by the following formula:

Anonbit = C L ( Ln - LoLo ) +CP( Pn - Po

Po )+ CM ( Mn - MoMo )+CF( Fn - Fo

Fo )where:

A = Cost Adjustment Factor appropriate to the type of work.

CL, CF, CM, CP, CB = the Content Factors listed in Schedule 8 "Rise and Fall Content Factors".

Ln = Current Labour Index Number, which shall be the Index Number for the TOTAL HOURLY RATES OF PAY EXCLUDING BONUSES, Private Sector for South Australia, applicable to the quarter immediately preceding the quarter in which falls the last day of the period in which the work the subject of the certificate was carried out. This index shall be obtained from Australian Bureau of Statistics Catalogue No. 6345.0, table 3.

Lo = Base Labour Index Number, which shall be the Index Number for the TOTAL HOURLY RATES OF PAY EXCLUDING BONUSES, Private Sector for South Australia, applicable to the quarter immediately preceding the quarter during which tenders closed. This index shall be obtained from Australian Bureau of Statistics Catalogue No. 6345.0, table 3.

Fn = Current Petroleum Index Number, which shall be the Fueltrac IPIP Commercial (off road) diesel Price Index for Adelaide (issued by Fueltrac Pty Ltd, Suite 336/58, High St, Toowong, Queensland, 4066), applicable to the month immediately preceding the month in which falls the last day of the period in which the work the subject of the certificate was carried out. The Principal will provide the index value to the Contractor.

Fo = Base Petroleum Index Number, which shall be the Fueltrac IPIP Commercial (off road) diesel Price Index for Adelaide (issued by Fueltrac Pty Ltd, Suite 336/58, High St, Toowong, Queensland, 4066), applicable to the month immediately preceding the month during which tenders closed. The Principal will provide the index value to the Contractor.

Mn = Current Materials Index Number, which shall be the Price Index of CONSTRUCTION MATERIAL MINING (Series ID A2309126F), applicable to the quarter immediately preceding the quarter in which falls the last day of the period in which the work the subject of the certificate was carried out. This index shall be obtained from Australian Bureau of Statistics Catalogue No. 6427.0, Materials used in Manufacturing Industries, Table 13 (time series spreadsheet).

Mo = Base Materials Index Number, which shall be the Price Index of CONSTRUCTION MATERIAL MINING (Series ID A2309126F), applicable to the quarter immediately preceding the quarter during which tenders closed. This index shall be obtained from Australian Bureau of Statistics Catalogue No. 6427.0, Materials used in Manufacturing Industries, Table 13 (time series spreadsheet).

Pn = Current Plant Index Number, which shall be the Price Index for RENTAL AND HIRING SERVICES (EXCEPT REAL ESTATE) (Series ID A2141172R), applicable to the quarter immediately preceding the quarter in which falls the last day of the period in which the work the subject of the certificate was carried out. This index shall be obtained from Australian Bureau of Statistics Catalogue No. 6427.0, table 23. (time series spreadsheet).

Po = Base Plant Index Number, which shall be the Price Index for RENTAL AND HIRING SERVICES (EXCEPT REAL ESTATE) (Series ID A2141172R), applicable to the quarter immediately preceding the quarter during which tenders closed. This index shall be obtained from Australian Bureau of Statistics Catalogue No. 6427.0, table 23. (time series spreadsheet).

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ATTACHMENT 3 – RISE AND FALLBn = Current Bitumen Index Number, which shall be the Published List Selling Price for C170 bitumen from the bitumen supplier for this Contract, applicable at the date that the work subject of the certificate was carried out.

Bo = Base Bitumen Index Number, which shall be the Published List Selling Price for C170 bitumen from the bitumen supplier for this Contract, applicable at the date of close of tenders.

If an index ceases to be published or there is an alteration to the basis upon which an index is calculated, the Superintendent will determine a substitute index or calculation which reflects the composition of the original index to the maximum extent reasonably practicable.

Cost Adjustment on Additional Works

Where the Contractor, at the request of the Superintendent, submits a price or prices for any works which are:

(a) in the opinion of the Superintendent, not of the same class of works provided for in the payment schedules; or

(b) where there are no scheduled rates for such works;

and the Superintendent subsequently orders such works to be executed by the Contractor as extra works at such price or prices, then an amount for rise and fall for any such work carried out on or before the date for practical completion shall be calculated with the following adjustments:

the words "the quarter in which the Contractor submitted the price or prices", will be substituted for the words: "the quarter during which tenders closed", in the definition of the terms Lo, Mo, Po and Bo.

the words "the month in which the Contractor submitted the price or prices", will be substituted for the words: "the month during which tenders closed", in the definition of the term Fo.

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ATTACHMENT 4 – INDUSTRY PARTICIPATION POLICY PLAN

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ATTACHMENT 5 – INDUSTRY PARTICIPATION POLICY REPORT TEMPLATE

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ATTACHMENT 6 – DEED OF NOVATION (Clause 9.2 (g))

THIS DEED is made on the ……………….…………...…….day of …………….….…………………... ………….

between the Minister for Transport, Infrastructure and Local Government ("the Principal") of Level 12

Roma Mitchell House, 136 North Terrace, ADELAIDE SA 5000

and …………………………………………………………………………………………………… ("the Contractor")

of …..……………………………………...…………………………………………. ACN ……………..……… and

……………………………………………………………………………………….....…………. ("the subcontractor")

of …………………………………………………….……………………………….. ACN ……………….……. and

…………………………………………………………………….......……………….… ("the Incoming Contractor")

of …….…………………………………….…………………………….…………… ACN ………………………….…

THIS DEED WITNESSES that:

1 Upon receipt by the subcontractor of the sum certified by the Superintendent as owing under the prior contract prescribed in the Schedule hereto -

(a) the prior contract shall be discharged;

(b) the subcontractor shall release the Contractor from the further performance of the prior contract and from all claims and demands in connection with the prior contract;

(c) the Incoming Contractor shall punctually perform the obligations of the Contractor under the prior contract as far as they are not performed. The Incoming Contractor acknowledges itself bound by the provisions of the prior contract as if the Incoming Contractor had been named in the prior contract; and

(d) the subcontractor shall punctually perform like obligations and be bound to the Incoming Contractor as if the provisions of the prior contract were incorporated herein.

2 The Principal and subcontractor each warrant to the Incoming Contractor that -

(a) subcontract work carried out to the date hereof is in accordance with the provisions of the prior contract; and

(b) all claims and demands in connection with the prior contract have been made to the Contractor.

3 The Principal and subcontractor each indemnifies the Incoming Contractor from all claims and demands of the Contractor, Principal and subcontractor in connection with the prior contract.

4 A dispute or difference between -

(a) the Principal and the subcontractor in connection with the Superintendent's certification of the sum owing under the prior contract; or

(b) the Incoming Contractor and the subcontractor in connection with clause 1(c) or 1(d),

shall be resolved pursuant to the provisions of AS4303-1995 General Conditions of Subcontract for Design and Construct which for the purposes of the Clause 4 are incorporated herein.

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5 This Deed shall be governed by the laws in force in the State or Territory stated in the provisions of the agreement between the Principal and Contractor and in the event that no State or Territory is so stated then in accordance with the law for the time being in force in that State or Territory in which the project is being carried out.

SCHEDULE

Documents ………………………………………………………………………………………….………

……………………………………………………………………………….…………………

………………………………………………………………………………….………………

……………………………………………………………………………….…………………

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ATTACHMENT 6 – DEED OF NOVATION In witness whereof the parties have executed this Deed of Novation by affixing their seals.

Signed by a duly authorised officer for and on behalf of THE MINISTER FOR TRANSPORT, INFRASTRUCTURE AND LOCAL GOVERNMENT in the presence of:

Witness signature Authorised officer signature

Witness name Authorised officer name

Signed on behalf of # Contractor by its duly appointed agent who by his/her execution warrants his/her authority to execute this instrument in the presence of:

#Contractor by its agent

Agent

Witness Print name

Full name Position

Signed on behalf of # Subcontractor by its duly appointed agent who by his/her execution warrants his/her authority to execute this instrument in the presence of:

# Subcontractor by its agent

Agent

Witness Print name

Full name Position

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ATTACHMENT 6 – DEED OF NOVATION Signed on behalf of # Incoming Contractor by its duly appointed agent who by his/her execution warrants his/her authority to execute this instrument in the presence of:

#Incoming Contractor by its agent

Agent

Witness Print name

Full name Position

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(Clause 10)

THIS DEED is made on the ……………….…………...…….day of …………….….…………………... ………….

Between Minister for Transport, Infrastructure and Local Government ("the Principal") of Level 12 Roma

Mitchell House, 136 North Terrace, ADELAIDE SA 5000

and ………………………..…………………………………………………………………………. ("the Contractor")

of ………………………………………………….………………………….…………..… ACN ………………………

and ……………………………………………….…………..…………………………...……… ("the subcontractor")

of …………………………………………………………………….……..………...…….. ACN ………………...…….

THIS DEED WITNESSES THAT:1 Upon receipt by the subcontractor of all moneys owing under the prior contract -

(a) the Contractor shall punctually perform the obligations of the Principal under the prior contract prescribed in the schedule hereto as far as they are not performed. The Contractor acknowledges itself bound by the provisions of the prior contract as if the Contractor had been named as the Principal in the prior contract;

(b) the subcontractor shall punctually perform like obligations and be bound to the Contractor as if the provisions of the prior contract were incorporated herein; and

(c) the Principal and subcontractor shall each release and forever discharge the other from the further performance of the prior contract and from all claims and demands in connection with the prior contract.

2 The Principal and subcontractor each warrant to the Contractor that preliminary design carried out to the date hereof, is in accordance with the provisions of the prior contract.

3 This Deed shall be governed by the laws in force in the State or Territory stated in the provisions of the agreement between the Principal and Contractor.

SCHEDULE

Documents …………………………………………………………………………………………..

……………………………………………………...…………………………………...

……………………………………………………..……………………………………

…………………………………………………………………………………………..

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Signed by a duly authorised officer for and on behalf of THE MINISTER FOR TRANSPORT, INFRASTRUCTURE AND LOCAL GOVERNMENT in the presence of:

Witness signature Authorised officer signature

Witness name Authorised officer name

Signed on behalf of # subcontractor by its duly appointed agent who by his/her execution warrants his/her authority to execute this instrument in the presence of:

# subcontractor by its agent

Agent

Witness Print name

Full name Position

Signed on behalf of # Contractor by its duly appointed agent who by his/her execution warrants his/her authority to execute this instrument in the presence of:

#Contractor by its agent

Agent

Witness Print name

Full name Position

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Designer's Certificate

To:

Name and address of Contractor

From:

Name and address of Contractor's Designer

Please tick applicable boxes below (Clause references are to the General Conditions of Contract in the Contract between the Principal and the Contractor)

☐ Submission of DrawingsI certify that the drawings and specifications detailed from Page 2 of this Designer's Certificate: comply in all respects with the requirements of clause 8A of the General Conditions

of Contract were prepared in accordance with the quality assurance system implemented by the

Contractor relating to design.

☐ Practical Completion - clause 8A.15 of General Conditions of ContractI certify that the design of the Works complies with the Contract the drawings and specifications comply with the Contract

Terms used in this certificate bear the meanings given to them in the Contract between the Principal and the Contractor.

Authorisation

(Must be a principal of the Contractor's Designer)

Name/Position Signature Date

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Drawing/Specification reference

Description

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ATTACHMENT 9 – DESIGNER'S DEED OF COVENANT

Designer's Deed of Covenant

The Deed is made onbetweenName The Minister for Transport, Infrastructure and Local Government

represented by the Department of Planning, Transport and InfrastructureofAddress

‘the Principal’andCompany name ACNofAddress

‘the Contractor’andCompany name ACNofAddress

‘the Designer’Recitals

A) The Principal and the Contractor have entered into a Contract described as follows —Contract number Date of Contract‘the Contract’to design and construct, as part only of the works, the following work —

‘the Defined Part’B) The Contractor and the Designer have entered into an agreement described as follows —

Agreement number Date of Agreement‘the Design Agreement’

to design the following work —

‘the Design’C) The Principal, the Contractor and the Designer have agreed to the novation of the Design

Agreement in certain circumstances and according to the conditions as set out in the General Conditions - Designer’s Deed of Covenant.

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ATTACHMENT 9 – DESIGNER'S DEED OF COVENANTAuthorisationExecuted as a Deed on the date first appearing above.For the PrincipalSigned, sealed and delivered for and on behalf of the Minister for Transport, Infrastructure and Local Government acting through the Department of Planning, Transport and InfrastructureName/Position Signature Date

as delegate of the Director-General of the Department of Planning, Transport and Infrastructurein the presence ofName of witness Signature of witness Date witnessed

For the ContractorSigned, sealed and delivered for and on behalf ofCompany name ACN The company seal (where

applicable)

by its duly authorised attorneyAttorney’s name Date executed

Attorney’s position Attorney’s signature

pursuant to a power of attorney dated

Date of power of attorney and the attorney hereby declares that he/she has not received notice of revocation of the power of attorney

in the presence of Name of witness Signature of witness Date witnessed

For the DesignerSigned, sealed and delivered for and on behalf ofCompany name ACN The company seal (where

applicable)

by its duly authorised attorneyAttorney’s name Date executed

Attorney’s position Attorney’s signature

pursuant to a power of attorney dated

Date of power of attorney and the attorney hereby declares that he/she has not

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ATTACHMENT 9 – DESIGNER'S DEED OF COVENANTreceived notice of revocation of the power of attorney

in the presence of Name of witness Signature of witness Date witnessed

.

General conditionsDesigner’s Deed of Covenant

1. Definitions and interpretationsIn this Deed, unless the context requires otherwise:

‘the Nominee’ means the person, firm or corporation (if any) nominated by the Principal pursuant to Clause 2(c) hereof

‘this Deed’ means this document and includes its schedules and annexure (if any).In this Deed, unless the context requires otherwise, words importing the singular number include the plural number and vice versa.2. NovationIf the Principal exercises one of the powers conferred on it by either paragraphs (a) or (b) of Clause 39.4 of the General Conditions of Contract and thereafter gives notice in writing to the Contractor and the Designer advising them that the provisions of this Deed are to apply, then:

a) the Designer shall forward a copy of the Design Agreement to the Principalb) the Contractor and the Designer mutually agree to terminate the Design Agreement, reserving

always their respective rights accrued prior to terminationc) the Principal may give notice of the name of the person, firm or corporation (if any) which is to be a

party to the new contract referred to in paragraph (d) of this Claused) the Principal or the Nominee (as the case may be) and the Designer agree that they shall hereby

enter into a new contract on the same terms and conditions as the Design Agreement, save and except that:i. the Principal or the Nominee (as the case may be) shall be named therein in lieu of the

Contractor, andii. the obligations of the Principal or the Nominee (as the case may be) and the Designer will be as

if the Principal or the Nominee (as the case may be) had executed the Design Agreement in lieu of the Contractor, and

iii. the Principal or the Nominee (as the case may be) shall pay the Designer for work carried out under the new Design Agreement (pro rata amounts or at the rates in the Design Agreement) after the date of the new Design Agreement

iv. in no circumstances shall the Principal or the Nominee (as the case may be) be obliged to pay the Designer for any work done by the Designer prior to the execution of the new Design Agreement and the Designer hereby indemnifies and saves harmless the Principal from all claims, costs (including, without limitation, any unpaid fees under the Design Agreement), expenses and losses (including, without limitation, consequential loss) arising out of or incidental to any work which may have been performed by the Designer under the Design Agreement with the Contractor prior to its termination

e) the Designer must provide the Principal or Nominee (as the case may be) with full details of:i. all work carried out by the Designer prior to the execution of the new Design Agreementii. all payments made by the Contractor to the Designer prior to the execution of the new Design

Agreementiii. any unpaid claims for payment by the Designer against the Contractor as at the date of

execution of the new Design Agreement, and

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ATTACHMENT 9 – DESIGNER'S DEED OF COVENANTiv. any work completed by the Designer prior to the execution of the new Design Agreement, but for

which the Designer had not claimed payment from the Contractor prior to that time.Where the Principal exercises one of the powers conferred on it by either paragraphs (a) or (b) of Clause 39.4 of the General Conditions of Contract, but does not take steps to novate the Design Agreement as set out in this Clause, then the Designer shall provide the Principal with full details of:

the work completed by the Designer all payments made by the Contractor to the Designer all unpaid claims for payment by the Designer any amounts due for work which has not been claimed by the Designer up to the date of the

takeover or cancellation of the Contract.The Designer shall, within 14 days of such takeover or cancellation, provide to the Principal copies of current Drawings and Specifications for the Defined Part.The Principal may pay the Designer from any securities or Retention Moneys remaining after statutory payments have been made. Such payment shall be up to the full amount determined by the Superintendent on the basis of the ratio of monies due to the Designer from the Contractor and the amount due to the Principal.

3. Duty of CareThe Designer hereby warrants to the Principal that it will exercise reasonable skill and care in performing the Design and in issuing the certificates referred to in clauses 8A.5(b) or 8A.10(a) of the Special Conditions, and further acknowledges that the Principal will be relying upon the skill and judgement of the Designer in performing the Design and in issuing these certificates.

4. AssignmentThis Deed is personal between the parties and neither party may assign any right under this Deed except with, and in strict compliance with any conditions of, the prior written consent of each other party.

5. Further assurancesThe Contractor and the Designer undertake upon request by the Principal, whether upon or after completion, to execute all documents and do all things necessary to vest in the Principal or the Nominee (as the case may be) the Design Agreement or otherwise to give effect to the terms of this Deed.

6. Governing law and jurisdictionThis Deed shall be construed in accordance with the law of the State of South Australia and the parties irrevocably submit to the jurisdiction of the Courts of that State.

7. NoticesA party may give a notice required under this Deed by delivering such notice to the address provided in the Deed. Such notice may be delivered by hand.If a party gives the notice by post, the notice will be taken as given on the second business day in the place of delivery after the notice is posted.The parties may give notice of another address (within Australia) to the other parties and the new address shall be the address for service of the party for the purpose of this Clause.

8. No merger on settlementThe provisions of this Deed and the warranties, and covenants given and made and any other obligations under this Deed which are not satisfied by the due date shall not merge on settlement.

9. Non-revocation of Power of Attorney

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ATTACHMENT 9 – DESIGNER'S DEED OF COVENANTAny Attorney executing this Deed states that at the time of execution of this Deed, the Attorney has received no notice of revocation of the Power of Attorney pursuant to which the Attorney has executed this Deed.

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AUTHORITIES SCHEDULE 1A

Principal’s Representative, General Manager Procurement and ContractingDepartment of Planning, Transport and Infrastructure

Clause Subclause Function

5 SECURITY, RETENTION MONEYS AND PERFORMANCE UNDERTAKINGS

5.2 Conversion of Security and Recourse to Retention Moneys

Recourse to retention moneys and/or security


9.2 Subcontracting (Including Work Performed by Consultants)

Execute a Deed of Novation

12 SAFETY CULTURE 12.8.4(d)(ii) Show cause for practice, procedure or process

Issue notice to Contractor to show cause, and if not satisfied with response, direct Contractor to remedy.

12.8.4(d)(vi) Termination Terminate the Contract

19 INSPECTION AND PROVISION OF INSURANCE POLICIES

19.2 Proof of Insurance Produce evidence

19.4 Notices of Potential Claims

Inform Contractor

20 SUPERINTENDENT Obligations regarding the Superintendent

24 SITE 24.1 Possession of Site Give possession of Site or sufficient of the Site, or part of Site, advise date in writing, refuse possession of Site or part of Site

24.2 Access for the Principal and Others

Give notice, authorise persons

37 PAYMENT 37.9 Set Offs by the Principal

Deduct moneys

37.7 Recourse for Unpaid Moneys

Recourse to retention moneys and if insufficient security

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AUTHORITIES SCHEDULE 1A

Principal’s Representative, General Manager Procurement and ContractingDepartment of Planning, Transport and Infrastructure


39 DEFAULT OR INSOLVENCY

39.3 Default by the Contractor

Give written notice to show cause

39.4 Rights of the Principal Take work out of the hands of the Contractor, terminate Contract, suspend payments

39.5 Procedure when the Principal Takes Over Work

Complete work taken out of the hands of the Contractor, take possession of the Contractor’s Constructional Plant

39.6 Adjustment on Completion of the Work Taken Out of the Hands of the Contractor

Keep records, sell constructional plant or other things

46 NOTIFICATION OF CLAIMS

46.4 Superintendent’s Decision

Dispute Superintendent’s decision

41 DISPUTE RESOLUTION

41.3 Dispute Procedure Nominate a Dispute Representative, serve a Dispute Resolution Notice, give written response to Dispute Resolution Notice

43 WAIVER OF CONDITIONS

Consent in writing

44 GST 44.3 Tax Invoices- Recipient Created

Inform Contractor

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AUTHORITIES SCHEDULE 1B

Principal’s Representative, Director ContractingDepartment of Planning, Transport and Infrastructure


5 SECURITY, RETENTION MONEYS AND PERFORMANCE UNDERTAKINGS

5.3 Form of Security Approve or disapprove the form of security

5.3 Substitution of Security Release retention moneys

5.4 Release of Security and Retention Moneys

Release security and retention moneys

6 EVIDENCE OF CONTRACT

6 Formal Instrument of Agreement

Execute Formal Instrument of Agreement

7 SERVICE OF NOTICES 7.2 Notice Details Notify change of address


8.2 Supply of Documents by Principal

Supply copies, demand in writing, give written approval

8.4 Availability of Documents

Approve in writing

16 INSURANCE OF THE WUC

Effect policy of insurance

17 PUBLIC LIABILITY INSURANCE

Effect policy of insurance

29 QUALITY 29.4 Acceptance of defective work

Elect to accept defective work

40 TERMINATION BY FRUSTRATION

40(c) Release Security, Retention Moneys or both

AUTHORITIES SCHEDULE 1C

Principal’s Representative, Principal's Cost Manager

Department of Planning, Transport and Infrastructure


2 NATURE OF 2.1 Performance and Pay Contractor

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CONTRACT Payment

3 PROVISIONAL SUMS Pay Contractor

19 INSPECTION AND PROVISIONS OF INSURANCE POLICIES

19.2 Failure to Produce Proof of Insurance

Pay premiums, refuse payment

19.7 Principal Arranged Insurance

Pay premium

31 EXAMINATION AND TESTING

30.7 Costs of Testing Pay Contractor

35 TIMES FOR COMMENCEMENT AND PRACTICAL COMPLETION

34.4 and 34.5

Extension of Time for Practical completion

Give notice

34.7 Liquidated Damages for Delay in Reaching Practical completion

Repay Contractor

34.9 Delay Damages Pay Contractor extra costs

36 VARIATIONS 36.2 Proposed variations Reimburse Contractor, pay Contractor

36.4 Valuation Pay Contractor

37 CERTIFICATES AND PAYMENTS

37.2 Payment Claims, Certificates, Calculations and Time for Payment

Pay Contractor

37.3 Unfixed Plant and Materials

Make payment

38 PAYMENT OF WORKERS AND SUBCONTRACTORS

38.2 Withholding of Payment Withhold payment

38.3 Direct Payment Pay subcontractor or worker

40 TERMINATION BY FRUSTRATION

40(b) Pay Contractor

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44 GST 44.3 Tax Invoices - Recipient Created

Issue RCTI, issue copy of RCTI, issue adjustment note

AUTHORITIES SCHEDULE 1D

Superintendent, Director ContractingDepartment of Planning, Transport and Infrastructure



8.6 Media Releases Give approval


9.4 Novation Give direction

10 INTELLECTUAL PROPERTY RIGHTS

10 Give direction

12 SAFETY CULTURE 12.8.4(d)(i) Discussions and recommendations

Initiate discussions and make recommendations

12.8.4(d)(iii) Subsequent Audits Perform a subsequent Audit

12.8.4(d)(iv) Change or cessation Direct the Contractor to change or cease any practice, process or procedure

12.8.4(d)(v) Suspension Direct suspension or all or part of the WUC

29 QUALITY 29.3 Defective Work Have work carried out by other persons

36 VARIATIONS 36.2 Proposed variations Agree terms, give written notice

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AUTHORITIES SCHEDULE 1D

Superintendent, Director ContractingDepartment of Planning, Transport and Infrastructure


46 WORKFORCE PARTICIPATION AND SKILLS DEVELOPMENT

46.3 Reporting Approve in writing another form, agree to generate report

46.6 Definitions

‘Contract Value’ and ‘Contract Price’

Agree sum, price, fees and overheads

Definitions

‘Total Contract Hours’ (a)

Approve in writing number of hours

Definitions

‘Total Contract Hours’ (b) (iii) a. and b.

Agree Building Work Value and Civil Construction Work Value

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