12 Tests after Completion 竣工后的试验 12.1 Procedure for Tests after Completion 竣工后试验的程序 If Tests after Completion are specified in the Contract, this Clause shall apply. Unless otherwise stated in the Particular Conditions, the Em12 Tests after Completion 竣工后的试验
12.1 Procedure for Tests after Completion 竣工后试验的程序
If Tests after Completion are specified in the Contract, this Clause shall apply. Unless otherwise stated in the Particular Conditions, the Employer shall:
(a) Provide all electricity, equipment, fuel, instruments, labor, materials, and suitably qualified and experienced staff, as are necessary to carry out the Tests after Completion efficiently, and
(b) carry out the Tests after Completion in accordance with the manuals supplied by the Contractor under Sub-Clause 5.7 [Operation and Maintenance Manuals] and such guidance as the Contractor may be required to give during the course of these Tests; and in the presence of such Contractor’s Personnel as either Party may reasonably request.
The Tests after Completion shall be carried out as soon as is reasonably practicable after the Works or Section have been taken over by the Employer. The Employer shall give to the Contractor 21 days, notice of the date after which the Tests after Completion will be carried out. Unless otherwise agreed, these Tests shall be carried out within 14 days after this date, on the day or days determined by the Employer.
If the Contractor does not attend at the time and place agreed, the Employer may proceed with the Tests after Completion, which shall be deemed to have been made in the Contractor’s presence, and the Contractor shall accept the readings as accurate.
The results of the Tests after Completion shall be compiled and evaluated by both Parties. Appropriate account shall be taken of the effect of the Employer’s prior use of the Works.
12.2 Delayed Tests 延误的试验
If the Contractor incurs Cost as a result of any unreasonable delay by the Employer to the Tests after Completion, the Contractor shall (i) give notice to the Engineer and (ii) be entitled subject to Sub-Clause 20.1[Contractor’s Claims]to payment of any such Cost plus reasonable profit, which shall be included in the Contract Price.
After receiving this notice, the Engineer shall proceed in accordance with Sub-Clause 3.5[Determinations] to agree or determine this Cost and profit.
If, for reasons not attributable to the Contractor, Tests after Completion on the Works or any Section cannot be completed during the Defects Notification Period (or any other period agreed upon by both Parties), then the Works or Section shall be deemed to have passed this Tests after Completion.
如果因雇主对竣工后试验的无故拖延，致使承包商增加费用，承包商应(i) 向工程师发出通知，(ii) 有权根据第20.1款［承包商的索赔］的规定，提出对任何此类费用和合理利润应加入合同价格，给予支付。
12.3 Retesting 重新试验
If the Works, or a Section, fail to pass the Tests after Completion:
(a) sub-paragraph (b) of Sub-Clause 11.1 [Completion of Outstanding Work and Remedying Defects] shall apply, and
(b) either Party may then require the failed Tests, and the Tests after Completion on any related work, to be repeated under the same terms and conditions.
If and to the extent that this failure and retesting are attributable to any of the matters listed in sub-paragraphs(a)to(d)of Sub-Clause 11.2 [Cost of Remedying Defects] and cause the Employer to incur additional costs, the Contractor shall subject to Sub-Clause 2.5[Employer’s Claims] pay these costs to the Employer.
12.4 Failure to Pass Tests after Completion 未能通过竣工后的试验
If the following conditions apply, namely 如果下列条件成立，即：
(a) the Works, or a Section, fail to pass any or all of the Tests after Completion,
(b) the relevant sum payable as non-performance damages for this failure is stated (or its method of calculation is defined)in the Contract, and
(c) the Contractor pays this relevant sum to the Employer during the Defects Notification Period.
then the Works or Section shall be deemed to have passed these Tests after Completion.
if the Works, or a Section, fail to pass a Test after Completion and the Contractor proposes to make adjustments or modifications to the Works or such Section, the Contractor may be instructed by (or on behalf of) the Employer that right of access to the Works or Section cannot be given until a time that Is convenient to the Employer.
The Contractor shall then remain Liable to carry out the adjustments or modifications and to satisfy this Test, within a reasonable period of receiving notice by (or on behalf Of) the Employer of the time that is convenient to the Employer. However, if the Contractor does not receive this notice during the relevant Defects Notification Period, the Contractor shall be relieved of this obligation and the Works or Section (as thecae may be) shall be deemed to have passed this Test after Completion.
If the Contractor incurs additional Cost as a result of any unreasonable delay by the Employer in permitting access to the Works or Plant by the Contractor, either to investigate the causes of a failure to pass a Test after Completion or to carry out any adjustments or modifications, the Contractor shall(i)give notice to the Engineer and (ii) be entitled subject to Sub-Clause 20.1 [Contractor’s Claims’] to Payment of any such Cost plus reasonable profit, which shall be included in the Contract Price.
After receiving this notice, the Engineer shall proceed in accordance with Sub-Clause 3.5[Determinations] to agree or determine this Cost and profit.
如果对承包商为调查未能通过某项竣工后试验的原因，或为进行任何调整或修订，要进入工程或生产设备，雇主无无故拖延给予许可，遭致承包商增加费用，承包商应 (i) 向工程师发出通知，(ii) 有权根据第20.1款［承包商的索赔］的规定，提出将任何此类费用和合理利润加入合同价格，给予支付。
13 Variation and Adjustments 变更和调整
13.1 Right to Vary 变更权
Variations may be initiated by the Engineer at any time prior to issuing the Taking-Over Certificate for the Works, either by an instruction or by a request for the Contractor to submit a proposal. A Variation shall not comprise the omission of any work which is to be carried out by others.
The Contractor shall execute and be bound by each Variation, unless the Contractor promptly gives notice to the Engineer stating (with supporting particulars) that (i) the Contractor cannot readily obtain the Goods required for the Variation, (ii) it will reduce the safety or suitability of the Works, or (iii) it will have an adverse impact on the achievement of the Schedule of Guarantees. Upon receiving this notice, the Engineer shall cancel, Confirm or vary the instruction.
承包商应遵守并执行每项变更。除非承包商向工程师迅速发出通知，说明（附详细根据）(i) 承包商难以取得变更所需的货物；(ii) 将对保证表的完成产生不利影响。工程师接到此通知后，应取消、确认或改变原指示。
13.2 Value Engineering 价值工程
The Contractor may, at any time, submit to the Engineer a written proposal which (in the Contractor’s opinion)will, if adopted,(i)accelerate completion,(ii)reduce the cost to the Employer of executing, maintaining or operating the Works,(iii)improve the efficiency or value to the Employer of the completed Works, or(iv)otherwise be of benefit to the Employer.
The proposal shall be prepared at the cost of the Contractor and shall include the items listed in Sub-Clause 1 3.3 [Variation Procedure].
承包商可随时向工程师提交书面建议，提出（他认为）采纳后将：(i) 加快竣工，(ii) 降低雇主的工程施工、维护或由运行的费用，(iii) 提高雇主的竣工工程的效率或价值，或(iv) 为雇主带来其他利益的建议。
13.3 Variation Procedure 变更程序
If the Engineer requests a proposal, prior to instructing a Variation, the Contractor shall respond in writing as soon as practicable either by giving reasons why he cannot comply (if this is the case) or by summiting
(a) a description of the proposed design and/or work to be performed and a programme for its execution,
(b) the Contractor’s proposal for any necessary modifications to the programme according to Sub-Clause 8.3[Programme] and to the Time for Completion, and
(c) the Contractor’s proposal for adjustment to the Contract Price.
The Engineer shall, as soon as practicable after receiving such proposal (under Sub-Clause 13.2 [Value Engineering] or otherwise), respond with approval, disapproval or comments. The Contractor shall not delay any work whilst awaiting a response.
Each instruction to execute a Variation, with any requirements for the recording of Costs shall be issued by the Engineer to the Contractor, who shall acknowledge receipt.
Upon instructing or approving a Variation, the Engineer shall proceed in accordance with Sub-Clause 3.5[Determinations] to agree or determine adjustments to the Contract Price and the Schedule of Payments. These adjustments shall include reasonable profit, and shall take account of the Contractor’s submissions under Sub-Clause 13.2[Value Engineering] if applicable.
13.4 Payment in Applicable Currencies 适用货币支付
1f the Contract provides for payment of the Contract Price in more than one currency, then whenever an adjustment is agreed, approved or determined as stated above, the amount payable in each of the applicable currencies shall be specified. For this purpose, reference shall be made to the actual or expected currency proportions of the Cost of the varied work, and to the proportions of various currencies specified for payment of the Contract Price.
13.5 Provisional Sums 暂列金额
Each Provisional Sum shall only be used, in whole or in part, in accordance with the Engineer’s instructions, and the Contract Price shall be adjusted accordingly. The total sum paid to the Contractor shall include only such amounts, for the work, supplies or services to which the Provisional Sum relates, as the Engineer shall have instructed. For each Provisional Sum, the Engineer may instruct:
(a) work to be executed (including Plant, Materials or services to be supplied) by the Contractor and valued under Sub-Clause 13.3[Variation Procedure]; and/or
(b) Plant, Materials or services to be purchased by the Contractor, for which there shall be included in the Contract Price:
(i) the actual amounts paid (or due to be paid) by the Contractor, and
(ii) a sum for overhead charges and profit, calculated as a percentage of these actual amounts by applying the relevant percentage rate (if any) stated in the appropriate Schedule. If there is no such rate, the percentage rate stated in the Appendix to Tender shall be applied.
The Contractor shall, when required by the Engineer, produce quotations, invoices vouchers and accounts or receipts in substantiation.
13.6 Day work 计日工作
For work of a minor or incidental nature, the Engineer may instruct that a Variation shall be executed on a day work basis. The work shall then be valued in accordance with the day work schedule included in the Contract, and the following procedure shall apply. If a day work schedule is not included in the Contract, this Sub-Clause shall not apply.
Before ordering Goods for the work, the Contractor shall submit quotations to the Engineer. When applying for payment, the Contractor shall submit invoices, vouchers and accounts or receipts for any Goods.
Except for any items for which the day work schedule specifies that payment is not due, the Contractor shall deliver each day to the Engineer accurate statements in duplicate which shall include the following details of the resources used in executing
(a) the previous day’s work: 前一日工作中使用的各种资源的详细资料
(b) the names, occupations and time of Contractor’s Personnel, the identification, type and time of Contractor’s Equipment and Temporary Works, and
(c) the quantities and types of Plant and Materials used.
One copy of each statement will, if correct, or when agreed, be signed by the Engineer and returned to the Contractor. The Contractor shall then submit priced statements of these resources to the Engineer, prior to their inclusion in the next Statement under Sub-Clause14.3 [Application for Interim Payment Certificates].
13.7 Adjustments for Changes in Legislation因法律改变的调整
The Contract Price shall be adjusted to take account of any increase or decrease in Cost resulting from a change in the Laws of the Country (including the introduction of new Laws and the repeal or modification of existing Laws) or in the judicial or official governmental interpretation of such Laws, made after the Base Date, which affect the Contractor in the performance of obligations under the Contract.
If the Contractor suffers (or will suffer) delay and/or incurs (or will incur) additional Cost as a result of these changes in the Laws or in such interpretations, made after the Base Date, the Contractor shall give notice to the Engineer and shall be entitled subject to Sub-Clause 20.1[Contractor’s Claims] to:
(a) an extension of time for any such delay, if completion is or will be delayed under Sub-Clause 8.4[Extension of Time for Completion], and
(b) payment of any such Cost, which shall be included in the Contract Price.
After receiving this notice, the Engineer shall proceed in accordance with Sub-Clause [determinations] to agree or determine these matters.
13.8 Adjustments for Changes in Cost 因成本改变的调整
In this Sub-Clause, “table of adjustment data” means the completed table of adjustment data included in the Appendix to Tender. If there is no such table of adjustment data, this Sub-Clause shall not apply.
If this Sub-Clause applies, the amounts payable to the Contractor shall be adjusted for rises or falls in the cost of labor, Goods and other inputs to the Works, by the addition or deduction of the amounts determined by the formulae prescribed in this Sub-Clause. To the extent that full compensation for any rise or fall in Costs is not covered by the provisions of this or other Clauses, the Accepted Contract Amount Shall be deemed to have included amounts to cover the contingency of other rises and falls in costs.
The adjustment to be applied to the amount otherwise payable to the Contractor, as valued in accordance with the appropriate Schedule and certified in Payment Certificates, shall be determined from formulae for each of the currencies in which the Contract Price is payable. No adjustment is to be applied to work valued on the basis of Cost or current prices. The formulae shall be of the following general type:
Pn=a+ b Ln +c En +d Mn +….
Lo Eo Mo
“Pn is the adjustment multiplier to be applied to the estimated contract value in the relevant currency of the work carried out in period “n”, this period being a month unless otherwise stated in the Appendix to Tender; “a” is a fixed coefficient, stated in the relevant table of adjustment data, representing the non-adjustable portion in contractual payments;
“b”,"c","d”…are coefficients representing the estimated proportion of each cost element related to the execution of the Works, as stated in the relevant table of adjustment data; such tabulated cost elements may be indicative of resources such as labor, equipment and materials;“Ln”,”En”,”Mn”… are the current cost indices or reference prices for period “n”, expressed in the relevant currency of payment, each of which is applicable to the relevant tabulated cost element on the date 49 days prior to the last day of the period (to which the particular Payment Certificate relates); and “LO”,”Eo”,”Mo”,…are the base cost indices or reference prices, expressed in the relevant currency of payment, each of which is applicable to the relevant tabulated cost element on the Base Date.
The cost indices or reference prices stated in the table of adjustment data shall be Used. If their source is in doubt, it shall be determined by the Engineer. For this purpose, reference shall be made to the values of the indices at stated dates (quoted in the fourth and fifth columns respectively of the table for the purposes of clarification of the source; although these dates (and thus these values) may not correspond to the base cost indices.
In cases where the” currency of index” (stated in the table) is not the relevant currency of payment, each index shall be converted into the relevant currency of payment at the selling rate, established by the central bank of the Country, of this relevant currency on the above date for which the index is required to be applicable.
Until such time as each current cost index is available, the Engineer shall determine a provisional index for the issue of Interim Payment Certificates. When a current cost index is available, the adjustment shall be recalculated accordingly.
If the Contractor fails to complete the Works within the Time for Completion, adjustment of prices thereafter shall be made using either (i) each index or price applicable on the date 49 days prior to the expiry of the Time for Completion of the Works, or (ii) the current index or price: whichever is more favorable to the Employer.
The weightings (coefficients) for each of the factors of cost stated in the table(s) of Adjustment data shall only be adjusted if they have been rendered unreasonable, unbalanced or inapplicable, as a result of Variations.
14 Contract Price and Payment 合同价格和付款
14.1 The Contract Price 合同价格
Unless otherwise stated in the Particular Conditions 除非专用条款中另有规定：
(a) the Contract Price shall be the lump sum Accepted Contract Amount and be subject to adjustments in accordance with the Contract;
(b) the Contractor shall Pay all taxes, duties and fees required to be paid by him under the Contract, and the Contract Price shall not be adjusted for any of these costs, except as stated in Sub-Clause 13.7 [Adjustments for Changes in Legislation];
(c) any quantities which may be set out in a Schedule are estimated quantities and are not to be taken as the actual and correct quantities of the Works which the Contractor is required to execute; and
(d) any quantities or price data which may be set out in a Schedule shall be used for the purposes stated in the Schedule and may be inapplicable for other purposes.
However, if any part of the Works is to be paid according to quantity supplied or work done, the provisions for measurement and evaluation shall be as stated in the Particular Conditions. The Contract Price shall be determined accordingly, subject to adjustments in accordance with the Contract.
14.2 Advance Payment 预付款
The Employer shall make an advance payment, as an interest-free loan for mobilization and design, when the Contractor submits a guarantee in accordance with this Sub-Clause. The total advance payment, the number and timing of installments (If more than one), and the applicable currencies and proportions, shall be as stated in the Appendix to Tender.
Unless and until the Employer receives this guarantee, or if the total advance payment is not stated in the Appendix to Tender, this Sub-Clause shall not apply.
The Engineer shall issue an interim Payment Certificate for the first installment after receiving a Statement(under Sub-Clause 14.3[Application for Interim Payment Certificates]) and after the Employer receives (i) the Performance Security in accordance with Sub, Clause 4.2[Performance Security] and (ii)a guarantee in amounts and currencies equal to the advance payment. This guarantee shall be issued by an entity and from within a country (or other jurisdiction) approved by the Employer, and shall be in the form annexed to the Particular Conditions or in another form approved by the Employer.
工程师在收到（根据第14.3款［其中付款证书的申请］规定的）报表，以及雇主收到 (i) 按照第4.2款［履约担保］要求提交的履约担保，和 (ii) 由雇主批准的国家（或其他司法管辖区）的实体，按专用条件所附格式或雇主批准的其他格式签发的，金额与币种等同于预付款的保函后，应为首次分期付款颁发期中付款证书。
The Contractor shall ensure that the guarantee is valid and enforceable until the advance payment has been repaid, but its amount may be progressively reduced by the amount repaid by the Contractor as indicated in the Payment Certificates. If the terms of the guarantee specify its expiry date, and the advance payment has not been repaid by the date 28 days prior to the expiry date, the Contractor shall extend the validity of the guarantee until the advance Payment has been repaid.
The advance payment shall be repaid through percentage deductions in Payment Certificates. Unless other percentages are stated in the Appendix to Tender:
(a) deductions shall commence in the Payment Certificate in which the total of all certified interim payments (excluding the advance payment and deductions and repayments of retention)exceeds ten per cent(10％)of the Accepted Contract Amount less Provisional Sums; and
(b) deductions shall be made at the amortization rate of one quarter(25％)of the amount of each Payment Certificate(excluding the advance Payment and deductions and repayments of retention) in the currencies and proportions of the advance payment, until such time as the advance payment has been repaid.
If the advance payment has not been repaid prior to the issue of the Taking-Over Certificate for the Works or prior to termination under Clause 15[Termination by Employer], Clause 16 [Suspension and Termination by Contractor] or Clause 19[Force Majeure] (as the case may be), the whole of the balance then outstanding shall immediately become due and payable by the Contractor to the Employer.
14.3 Application for Interim Payment Certificates 期中付款证书的申请
The Contractor shall submit a Statement in six copies to the Engineer after the end of the period of payment stated in the Contract (if not stated, after the end of each month), in a form approved by the Engineer, showing in detail the amounts to which the Contractor considers himself to be entitled, together with supporting documents which shall include the relevant report on progress in accordance with Sub-Clause 4.21 [Progress Reports]. The Statement shall include the following items, as applicable, which shall be expressed in the various currencies in which the Contract Price is payable, in the sequence listed:
(a) the estimated contract value of the Works executed and the Contractor’s Documents produced up to the end of the month (including Variations but excluding items described in sub-paragraphs (b) to (g) below):
(b) any amounts to be added and deducted for changes in legislation and changes in cost, in accordance with Sub-Clause 13.7[Adjustments for Changes in legislation] and Sub-Clause13.8 [Adjustments for Changes in Cost]:
(c) any amount to be deducted for retention, calculated by applying the percentage of retention stated in the Appendix to Tender to the total of the above amounts, until the amount so retained by the Employer reaches the Limit of Retention Money (if any)stated in the Appendix to Tender;
(d) any amounts to be added and deducted for the advance payment and repayments in accordance with Sub-Clause 14.2[Advance Payment];
(e) any amounts to be added and deducted for Plant and Materials in accordance with Sub-Clause14.5 [Pant and Materials intended for the Works];
(f) any other additions or deductions which may have become due under the Contract or otherwise, including those under Clause 20[Claims, Disputes and Arbitration]; and
(g) The deduction of amounts certified in all previous Payment Certificates.
14.4 Schedule of Payments 付款计划表
If the Contract includes a Schedule of Payments specifying the installments in which The Contract Price will be paid, then, unless otherwise stated in this Schedule:
(a) The installments quoted in the Schedule of Payments shall be the estimated Contract values for the purposes of sub-paragraph (a) of Sub-Clause 14.3 [Application for Interim Payment Certificates];
(b) Sub-Clause 14.5 [plant and Materials intended for the Works] shall not apply; and
(C) If these installments are not defined by reference to the actual progress achieved in executing the Works, and lf actual progress is found to be Less than that on which the Schedule of Payments was based, then the Engineer may proceed in accordance with Sub-Clause 3.5[Determinations] to agree or determine revised installments, which shall take account of the extent to which progress is less than that on which the installments were previously based.
（D）If the Contract does not include a Schedule of Payments, the Contractor shall submit non-binding estimates of the payments which he expects to become due during each quarterly period. The first estimate shall be submitted within 42 days after the Commencement Date. Revised estimates shall be submitted at quarterly intervals, until the Taking-Over Certificate has been issued for the Works.
14.5 Plant and Materials intended for the Works 拟用于工程的生产设备和材料
If this Sub-Clause applies, Interim Payment Certificates shall include, under sub-paragraph (e) of Sub-Clause 14.3, (i) an amount for Plant and Materials which have been sent to the Site for incorporation in the Permanent Works, and (ii) a reduction when the contract value of such Plant and Materials is included as part of the Permanent Works under sub-paragraph (a) of Sub-Clause14.3 [Application for Interim Payment Certificates].
If the lists referred to in sub-paragraphs (b) (i) or(c) (i) below are not included in the Appendix to Tender, this Sub-Clause shall not apply.
如果本款适用，则根据第14.3款(e)项的规定，期中付款证书应包括(i) 已运往现场为永久工程用的生产设备和材料的金额；以及(ii)当此类生产设备和材料的合同价值已根据第14.3款［期中付款证书的申请］(a) 项的规定，作为永久工程一部分包含在内时的减少额。
如果投标书附录中没有下述(b) (i) 或(c) (i)项提到的所列内容，本款应不适用。
The Engineer shall determine and certify each addition if the following conditions are satisfied:
(a) the Contractor has:承包商已：
(i) kept satisfactory records (including the orders, receipts, Costs and use of Plant and Materials) which are available for inspection, and
(ii) submitted a statement of the Cost of acquiring and delivering the Plant and Materials to the Site, supported by satisfactory evidence; and either: the relevant Plant and Materials:
(i) are those Listed in the Appendix to Tender for Payment when shipped.
(ii) have been shipped to the Country, en route to the Site, in accordance with the Contract; and
(iii) are described in a clean shipped bill of lading or other evidence of shipment, which has been submitted to the Engineer together with evidence of payment of freight and insurance, any other documents reasonably required, and a bank guarantee in a form and issued by an entity approved by the Employer in amounts and currencies equal to the amount due under this Sub-Clause: this guarantee may be in a similar form to the form referred to in Sub-Clause 14,2 [Advance Payment] and shall be valid until the Plant and Materials are properly stored on Site and protected against loss, damage or deterioration: or
(c) the relevant Plant and Materials 有关的生产设备和材料
(i) are those listed in the Appendix to Tender for payment when delivered to the Site, and
(ii) have been delivered to and are properly stored on the Site, are protected against loss, damage or deterioration, and appear to be in accordance with the Contract. The additional amount to be certified shall be the equivalent of eighty percent of the Engineer’s determination of the cost of the Plant and Materials (including delivery to Site), taking account of the documents mentioned in this Sub-Clause and of the contract value of the Plant and Materials.
The currencies for this additional amount shall be the same as those in which payment Will become due when the contract value is included under sub-paragraph (a) of Sub-Clause 14.3 [Application for Interim Payment Certificates].Al that time, the Payment Certificate shall include the applicable reduction which shall be equivalent to, and in the same currencies and proportions as, this additional amount for the relevant Plant and Materials.
14.6 Issue of Interim Payment Certificates 其中付款证书的颁发
No amount will be certified or paid until the Employer has received and approved the Certificates Performance Security. Thereafter, the Engineer shall, within 28 days after receiving a Statement and supporting documents, issue to the Employer an Interim Payment Certificate which shall state the amount which the Engineer fairly determines to be due, with supporting particulars.
However, prior to issuing the Taking-Over Certificate for the Works, the Engineer shall not be bound to issue an Interim Payment Certificate in an amount which would (after retention and other deductions) be less than the minimum amount of Interim Payment Certificates (if any) stated in the Appendix to Tender. In this event, the Engineer shall give notice to the Contractor accordingly.
An Interim Payment Certificate shall not be withheld for any other reason although:
(a) if any thing supplied or work done by the Contractor is not in accordance with the Contract, the cost of rectification or replacement may be withheld until rectification or replacement has been completed; and/or
(b) If the Contractor was or is failing to perform any work or obligation in accordance with the Contract, and had been so notified by the Engineer, the value of this work or obligation may be withheld until the work or obligation has been performed.
The Engineer may in any Payment Certificate make any correction or modification that should properly be made to any previous Payment Certificate. A Payment Certificate shall not be deemed to indicate the Engineer’s acceptance, approval, consent or satisfaction.
14.7 Payment 付款
The Employer shall pay to the Contractor: 雇主应向承包商支付：
(a) the first installment of the advance payment within 42 days after issuing the Letter of Acceptance or within 21 days after receiving the documents in accordance with Sub-Clause 4.2[Performance Security]and Sub-Clause 14.2 [Advance Payment], whichever is Later;
(b) the amount certified in each Interim Payment Certificate within 56 days after the Engineer receives the Statement and supporting documents; and
(c) the amount certified in the Final Payment Certificate within 56 days after the Employer receives this Payment Certificate.
Payment of the amount due in each currency shall be made into the bank account, nominated by the Contractor, in the payment country(for this currency)specified in the Contract.
14.8 Delayed Payment 延误的付款
If the Contractor does not receive Payment in accordance with Sub-Clause 14.7 [Payment], the Contractor shall be entitled to receive financing charges compounded monthly on the amount unpaid during the period of delay. This period shall be deemed to commence on the date for payment specified in Sub-Clause 14.7[Payment]. irrespective (in the case of its sub-paragraph(b))of the date on which any Interim Payment Certificate is issued.
Unless otherwise stated in the Particular Conditions, these financing charges shall be calculated at the annual rate of three percentage points above the discount rate of the central bank in the country of the currency of payment, and shall be paid in such currency.
The Contractor shall be entitled to this payment without formal notice or certification and without prejudice to any other right or remedy.
14.9 Payment of Retention Money 保留金的支付
When the Taking-Over Certificate has been issued for the Works, and the Works have passed all specified tests (including the Tests after Completion, if any), the first half of the Retention Money shall be certified by the Engineer for payment to the Contractor. If a Taking-Over Certificate is issued for a Section, the relevant percentage of the first half of the Retention Money shall be certified and paid when the Section passes all tests. Promptly after the latest of the expiry dates of the Defects Notification Periods, the outstanding balance of the Retention Money shall be certified by the Engineer for payment to the Contractor. If a Taking-Over Certificate was issued for a Section, the relevant percentage of the second half of the Retention Money shall be certified and paid promptly after the expiry date of the Defects Notification Period for the Section.
However if any work remains to be executed under Clause11 [Defects Liability] or Clause 12[Tests after Completion], the Engineer shall be entitled to withhold certification of the estimated cost of this work until it has been executed.
The relevant percentage for each Section shall be the percentage value of the Section as stated in the Appendix to Tender. If the percentage value of a Section is not stated in the Appendix to Tender, no percentage of either half of the Retention Money shall be released under this Sub-Clause in respect of such Section.
14.10 Statement at Completion 竣工报表
Within 84 days after receiving the Taking-Over Certificate for the Works, the Contractor shall submit to the Engineer six copies of a Statement at completion with supporting documents, in accordance with Sub-Clause14.3[ Application for Interim Payment Certificates]’showing:
(a) the value of a11 work done in accordance with the Contract up to the date stated in the Taking-Over Certificate for the Works.
(b) any further sums which the Contractor considers to be due, and
(c) an estimate of any other amounts which the Contractor considers will become due to him under the Contract. Estimated amounts shall be shown separately in this Statement at completion.
The Engineer shall then certify in accordance with Sub-Clause 14.6 [Issue of Interim Payment Certificates].
14.11 Application for Final Payment Certificate 最终付款证书的申请
Within 56 days after receiving the Performance Certificate, the Contractor shall submit, to the Engineer, six copies of a draft final statement with supporting documents showing in detail in a form approved by the Engineer:
(a) the value of all work done in accordance with the Contract, and
(b) any further sums which the Contractor considers to be due to him under the Contract or otherwise.
If the Engineer disagrees with or cannot verify any part of the draft final statement, the Contractor shall submit such further information as the Engineer may reasonably require and shall make such changes in the draft as may be agreed between them.
The Contractor shall then prepare and submit to the Engineer the finaI statement as agreed. This agreed statement is referred to in these Conditions as the” Final Statement”.
However lf, following discussions between the Engineer and the Contractor and any changes to the draft final statement which are agreed, it becomes evident that a dispute exists, the Engineer shall deliver to the Employer(With a copy to the Contractor) an Interim Payment Certificate for the agreed parts of the draft final Statement. Thereafter if the dispute is finally resolved under Sub-Clause 20.4 [Obtaining Dispute Adjudication Board’s Decision] or Sub-Clause 20.5[Amicable Settlement], the Contractor shall then repare and submit to the Employer (with a copy to the Engineer) a Final Statement.
14.12 Discharge 结清证明
When submitting the Final Statement, the Contractor shall submit a written discharge which confirms that the total of the Final Statement represents full and final settlement of all moneys due to the Contractor under or in connection with the Contract. This discharge may state that it becomes effective when the Contractor has received the Performance Security and the out-standing balance of this total in which event the discharge will be effective on such date.
14.13 Issue of Final Payment Certificate 最终付款证书的颁发
Within 28 days after receiving the Final Statement and written discharge in accordance with Sub-Clause 14.11 [Application for final Payment Certificate] and Sub-Clause 14.12 [Discharge], the Engineer shall issue, to the Employer, the Final Payment Certificate which shall state:
(a) the amount which is finally due, and 最终应支付的款项，
(b) after giving credit to the Employer for all amounts previously paid by the Employer and for all sums to which the Employer is entitled, the balance (if any) due from the Employer to the Contractor or from the Contractor to the Employer, as the case may be.
If the Contractor has not applied for a Final Payment Certificate in accordance with Sub-Clause 14.11 [Application for Final Payment Certificate and Sub-Clause 14.12[Discharge], the Engineer shall request the Contractor to do so. If the Contractor fails to submit an application within a period of 28 days, the Engineer shall issue the Final Payment Certificate for such amount as he fairly determines to be due.
14.14 Cessation of Employer’s Liability 雇主责任的终止
The Employer shall not be liable to the Contractor for any matter or thing under or in connection with the Contract or execution of the Works, except to the extent that the Contractor shall have included an amount expressly for it:
(a) in the Final Statement and also 在最终报表中，
(b) (except for matters or things arising after the issue of the Taking-Over Certificate for the Works) in the Statement at completion described in Sub-Clause 14.10 [Statement at Completion].
However, this Sub-Clause shall not limit the Employer’s liability under his indemnification obligations or the Employer’s liability in any case of fraud, deliberate default or reckless misconduct by the Employer.
14.15 Currencies of Payment 支付的货币
The Contract Price shall be paid in the currency or currencies named in the Appendix to Tender. Unless otherwise stated in the Particular Conditions, if more than one currency is so named, payments shall be made as follows:
(a) if the Accepted Contract Amount was expressed in Local Currency only (i) the proportions or amounts of the Local and Foreign Currencies, and the fixed rates of exchange to be used for calculating the payments. shall be as Stated in the Appendix to Tender, except as otherwise agreed by both Parties; (ii)Payments and deductions under Sub-Clause 13.5 [Provisional Sums] and Sub-Clause 13.7[Adjustments for Changes in Legislation] shall be made in the applicable currencies and proportions; and (iii) other payments and deductions under sub-paragraphs (a) to (d) of Sub-Clause 14.3 [Application for interim Payment Certificates] shall be made in the currencies and proportions specified in sub-paragraph (a) (i) above;
如果中标合同金额只是用当地货币表示的：(i)当地货币和外币的比例和款额，以及计算付款采用的固定比率，除双方另有商定外，应按投标书附录的规定；(ii) 根据第13.5款［暂列金额］和第13.7款［因法律改变的调整］规定的付款和扣减，应按适用的货币和比例；(iii) 根据第14.3款［期中付款证书的申请］(a) 项至 (d)项做出的其他支付和扣减，应按上述(a) (i)项规定的货币和比例；
(b) payment of the damages specified in the Appendix to Tender shall be made in the currencies and proportions specified in the Appendix to Tender;
(c) other payments to the Employer by the Contractor shall be made in the currency in which the sum was expended by the Employer, or in such currency as may be agreed by both Parties;
(d) lf any amount payable by the Contractor to the Employer in a particular currency exceeds the sum payable by the Employer to the Contractor in that currency, the Employer may recover the balance of this amount from the sums otherwise Payable to the Contractor in other currencies; and
(e) lf no rates of exchange are stated in the Appendix to Tender, they shall be those prevailing on the Base Date and determined by the central bank of the Country.
15 Termination by Employer 由雇主终止
15.1 Notice to Correct 通知改正
If the Contractor fails to carry out any obligation under the Contract, the Engineer may by notice require the Contractor to make good the failure and to remedy it within a specified reasonable time.
15.2 Termination by Employer 由雇主终止
The Employer shall be entitled to terminate the Contract if the Contractor
(a) fails to comply with Sub-Clause 4.2[Performance Security] or with a notice under Sub-Clause 15.1[Notice to Correct].
(b) abandons the Works or otherwise plainly demonstrates the intention not to continue performance of his obligations under the Contract,
(c) without reasonable excuse fails: 无合理解释，未能：
(i) to proceed with the Works in accordance with Clause 8 [Commencement, Delays and Suspension], or
(ii) to comply with a notice issued under Sub-Clause 7.5[Rejection] or Sub-Clause 7.6[Remedial Work], within 28 days after receiving it,
(d) subcontracts the whole of the Works or assigns the Contract without the required agreement,
(e) becomes bankrupt or insolvent, goes into Liquidation, has a receiving or administration order made against him, compounds with his creditors, or carries on business under a receiver, trustee or manager for the benefit of his creditors, or if any act is done or event occurs which (under applicable Laws) has a similar effect to any of these acts or events, or
(f) gives or offers to give (directly or indirectly) to any person any bribe, gift, gratuity, commission or other thing of value, as an inducement or reward:
(i) for doing or forbearing to do any action in relation to the Contract, or
(ii) for showing or forbearing to show favor or disfavor to any person in relation to the Contract.
or if any of the Contractor’s Personnel, agents or Subcontractors gives or offers to give (directly or indirectly)to any person any such inducement or reward as is described in this sub-paragraph (f).However lawful inducements and rewards to Contractor’s Personnel shall not entitle termination.
In any of these events or circumstances, the Employer may, upon giving 1 4 days’ notice to the Contractor, terminate the Contract and expel the Contractor from the Site. However, in the case of sub-paragraph (e) or (f) the Employer may by notice terminate the Contract immediately.
在出现任何上述事件或情况时，雇主可提前14天向承包商发出通知，终止合同，并要求其离开现场。但在(e) 或 (f)项情况下，雇主可发出通知立即终止合同。
The Employer’ selection to terminate the Contract shall not prejudice any other rights of the Employer, under the Contract or otherwise.
The Contractor shall then leave the Site and deliver any required Goods, all Contractor’s Documents, and other design documents made by or for him, to the Engineer. However, the Contractor shall use his best efforts to comply immediately with any reasonable instructions included in the notice (i) for the assignment of any subcontract, and (ii) for the protection of life or property or for the safety of the Works.
此时，承包商应撤离现场，并将任何需要的货物、所有承包商文件、以及由或为他编制的其他设计文件交给工程师。但承包商应立即尽最大努力遵从包括通知中关于：(i) 转让任何分包合同，及(ii) 保护生命或财产、或工程的安全的任何合理指示。
After termination, the Employer may complete the Works and/or arrange for any other entities to do so. The Employer and these entities may then use any Goods, Contractor’s Documents and other design documents made by or on behalf of the Contractor.
The Employer shall then give notice that the Contractor’s Equipment and Temporary Works will be released to the Contractor at or near the Site. The Contractor shall promptly arrange their removal, at the risk and cost of the Contractor. However, if by this time the Contractor has failed to make a payment due to the Employer, these items may be sold by the Employer in order to recover this payment. Any balance of the proceeds shall then be paid to the Contractor.
15.3 Valuation at Date of Termination 终止日期时的估价
As soon as practicable after a notice of termination under Sub-Clause 15.2 [Termination by Employer] has taken effect, the Engineer shall proceed in accordance with Sub-Clause 3.5[Determinations] to agree or determine the value of the Works, Goods and Contractor’s Documents, and any other sums due to the Contractor for work executed in accordance with the Contract.
15.4 Payment after Termination 终止后的付款
After a notice of termination under Sub-Clause 15.2[Termination by Employer] has taken effect, the Employer may:
(a) proceed in accordance with Sub-Clause 2.5[Employer’s Claims],
(b) withhold further payments to the Contractor until the costs of design, execution, completion and remedying of any defects, damages for delay in completion (if any),and all other costs incurred by the Employer, have been established, and/or
(c) recover from the Contractor any Losses and damages incurred by the employer and any extra costs of completing the Works. after allowing for any sum due to the Contractor under Sub-Clause 15.3[Valuation at Date of Termination]. After recovering any such losses, damages and extra costs, the Employer shall pay any balance to the Contractor.
15.5 Employer’s Entitlement to Termination 雇主终止的权利
The Employer shall be entitled to terminate the Contract, at any time for the Employer’s convenience, by giving notice of such termination to the Contractor. The termination shall take effect 28 days after the later of the dates on which the Contractor receives this notice or the Employer returns the Performance Security.
The Employer shall not terminate the Contract under this Sub-Clause in order to execute the Works himself or to arrange for the Works to be executed by another Contractor After this termination, the Contractor shall proceed in accordance with Sub-Clause 16.3 [Cessation of Work and Removal of Contractor’s Equipment] and shall be paid in accordance with Sub-Clause 19.6 [Optional Termination, Payment and Release].