ABIC SW-2008 - Reference PDF

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ABIC SW-2008
Simple Works Contract
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Contract Price: $ ________________________________________
Owner: _________________________________________
Contractor: _________________________________________
Site: _________________________________________
_________________________________________
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Table of contents
Schedules F The site
1 Schedule 1 – Contract information .................................. 1 F1 Owner to give contractor access to the *site.................. 27
2 Schedule 2 – Special conditions ....................................... 7 F2 Contractor’s obligations in relation to the *site ............ 27
3 Schedule 3 – Order of precedence ................................... 9 F3 Owner warrants that it has given contractor the
4 Schedule 4 – Site information ........................................ 11 *site information ................................................................. 27
5 Schedule 5 – Form of guarantee .................................... 12 F4 Contractor to examine the *site information................... 27
6 Schedule 6 – Provisional sums....................................... 13 F5 If contractor discovers a *latent condition or
7 Schedule 7 – Prime cost sums ........................................ 14 *valuable item ..................................................................... 28
8 Schedule 8 – Items to be supplied by the owner ......... 15 F6 Architect to instruct in relation to a *latent condition or
A Overview F7
*valuable item ..................................................................... 28
Contractor to claim for *latent condition or
A1 Cooperative contracting ................................................. 16
*valuable item ..................................................................... 28
A2 Obligations of the contractor ......................................... 16
A3 Warranties by the contractor.......................................... 16 G Building the works
A4 Obligations of the owner ................................................ 17 G1 Owner’s obligations ........................................................ 29
A5 Warranties by the owner ................................................ 17 G2 Contractor’s obligations .................................................. 29
A6 Architect to administer contract .................................... 18 G3 Contractor to appoint representative ............................ 29
A7 Architect’s instruction..................................................... 18
G4 Subcontracting ................................................................. 29
A8 Disputing architect’s certificate, written decision or
G5 Contractor to give program to architect........................ 29
failure to act ..................................................................... 18
G6 Contractor to give updated program ............................ 29
A9 Failure to give certificate, decision or notice ................ 18
G7 Architect may instruct opening up or testing of the
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A10 Compensation is sole remedy ........................................ 18
*works................................................................................. 30
B Documents G8 Contractor entitled to claim for cost of opening up or
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testing ................................................................................ 30
B1 Discrepancies or omissions in documents.................... 19
B2 Order of precedence of documents ............................... 19 H Claims to adjust the contract
B3 Contractor and owner must supply copies of
*official documents ............................................................. 19
C H1 Time for making a *claim to adjust the contract .............. 31
H2 Details required for claim ............................................... 31
C Security H3
H4
Architect to assess claim ................................................. 31
Architect to give assessment .......................................... 32
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C1 Security provided to owner ........................................... 20
H5 Sum recoverable for claim for
C2 Security to owner by cash retention .............................. 20
*adjustment of time costs.................................................... 32
C3 Security to owner by *unconditional guarantee .............. 20
H6 Architect may adjust contract in absence of claim....... 32
C4 Owner’s right to draw on security provided to it ....... 20
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C5 Procedure for owner to draw on security provided J Variation to the works

to it .................................................................................... 20 J1 Architect may instruct *variations .................................. 33
C6 Owner’s release of security on *practical completion .... 21 J2 Contractor to review instruction .................................... 33
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C7 Owner’s release of security on final certificate ............ 21 J3 Architect to instruct whether *variation is to proceed.. 34
D Liability J4
J5
If contractor receives written instruction to proceed .. 34
Adjustment to the contract after written instruction to
D1 Risk before *practical completion ..................................... 22
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proceed.............................................................................. 34
D2 Indemnity before *practical completion........................... 22
J6 If *authorised person issues *official document.................. 34
D3 Risk after *practical completion ........................................ 22
J7 Architect to give instruction ........................................... 35
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D4 Indemnity after *practical completion.............................. 23

J8 Contractor entitled to claim for *official document ........ 35
D5 Reinstatement during period when contractor bears
risk..................................................................................... 23 K Adjustment of provisional and prime
E Insurance cost sums
E1 Public liability insurance ................................................ 24 K1 *Provisional and *prime cost sums included in contract. 36
E2 Contract works insurance .............................................. 24 K2 Architect may instruct regarding *provisional or
E3 Entitlement to *input tax credit ....................................... 24 *prime cost sum .................................................................. 36
E4 Insurance cover................................................................ 25 K3 Architect may instruct contractor to use particular
E5 Limited right to arrange insurances .............................. 25 person for *provisional or *prime cost sum ...................... 37
E6 Contractor and owner not to affect insurance ............. 25 K4 Adjustment for *provisional or *prime cost sum.............. 37
E7 Worker’s compensation and employer’s liability
insurances......................................................................... 25 L Adjustment of time
E8 Insurance claims .............................................................. 26 L1 Causes of delay which entitle making a claim for
E9 Payment of excess ........................................................... 26 adjustment of time with costs ........................................ 38
E10 Contractor entitled to make progress claim as L2 Causes of delay which entitle making claim for
result of loss or damage .................................................. 26 adjustment of time without costs................................... 38
L3 Contractor to notify of delay .......................................... 38
L4 Contractor to allow for delays........................................ 39
L5 Adjustment of provisional allowance for delays ......... 39
L6 Overlapping delays ......................................................... 39
Owner’s initials_________________ © 2008 Australian Institute of Architects / Master Builders Australia Contractor’s initials_________________
ABIC SW-2008 For definitions, see pages 55 & 56 Page i Simple Works Contract
Table of contents
M Completion of the works Q17 Architect to give certificate ............................................ 52
Q18 Contractor or owner to pay under clause Q17 ............ 52
M1 *Practical completion.......................................................... 40
Q19 If this contract is frustrated ............................................ 52
M2 Inspection by the contractor ........................................... 40
M3 Notification to architect of *practical completion............ 40 R Miscellaneous
M4 Architect to decide if the works have reached R1 Transmission of documents ........................................... 53
*practical completion .......................................................... 40 R2 Time document is received ............................................ 53
M5 If the *works not at *practical completion ......................... 40 R3 Assignment ...................................................................... 53
M6 Contractor to bring the *works to R4 Entire contract ................................................................. 53
*practical completion .......................................................... 41 R5 Contract to benefit successors and assignees............... 53
M7 If architect fails to issue notice of R6 Severability ...................................................................... 54
*practical completion .......................................................... 41 R7 Waiver .............................................................................. 54
M8 Possession of the *works before *practical completion .... 41 R8 Governing law ................................................................. 54
M9 Liquidated damages may be payable............................ 41
R9 Compliance with law ...................................................... 54
M10 Deduction of liquidated damages ................................. 42
R10 Change in relevant legislation ....................................... 54
M11 Contractor to correct *defects and finalise work ........... 42
R11 Interpretation of headings.............................................. 54
M12 If the contractor fails to correct *defects and finalise
R12 Contractor and owner to observe confidentiality ....... 54
work .................................................................................. 42
R13 General interpretation .................................................... 54
M13 Defects liability period .................................................... 42
M14 Contractor’s obligations during and after defects S Definitions................................................................. 55
liability period .................................................................. 42
N Payment for the works
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N1 *Contract price ................................................................... 43
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N2 Owner’s obligation to pay *contract price ...................... 43
N3 Progress claims – procedure for contractor .................. 43
N4 Progress claims – procedure for architect ..................... 44
N5 *Tax invoice ........................................................................ 44
N6 Certificates – obligation to pay....................................... 44
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N7 Before making first progress payment .......................... 44
N8 If architect fails to issue certificate ................................. 45
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N9 Contractor entitled to make claim ................................. 45

N10 Final claim – procedure for contractor .......................... 45
N11 Final certificate – procedure for architect ..................... 46
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N12 Final certificate – *tax invoice .......................................... 46

N13 Final certificate – obligation to pay................................ 46
N14 Effect of final certificate................................................... 46
N15 Interest on overdue amounts. ........................................ 46
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P Dispute resolution
P1 Each *party to continue to perform its obligations ....... 47
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P2 Compulsory conference .................................................. 47

P3 Mediation.......................................................................... 47
P4 Legal rights ....................................................................... 47
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Q Termination of engagement
Q1 Owner may require contractor to remedy default....... 48
Q2 Owner may immediately terminate .............................. 48
Q3 Owner may take possession of the *site ........................ 48
Q4 Assignment of contractor’s rights .................................. 48
Q5 Owner may contract with others to complete the
*works................................................................................. 48
Q6 Owner not bound to make further payment to the
contractor .......................................................................... 49
Q7 Owner may pay subcontractors or suppliers ............... 49
Q8 Architect to give assessment of cost of completing the
*works ............................................................................... 49
Q9 Architect to give certificate of amount payable to
contractor or owner ......................................................... 50
Q10 Contractor or owner to pay under clause Q9 .............. 50
Q11 Contractor may require owner to remedy default....... 51
Q12 Contractor may suspend if default not remedied ........ 51
Q13 Contractor’s subsequent right to terminate .................. 51
Q14 Contractor may immediately terminate........................ 51
Q15 Contractor’s entitlement after termination ................... 51
Q16 Procedure for contractor to make claim ........................ 51
Simple Works Contract For definitions, see pages 55 & 56 Page ii ABIC SW-2008
Contract information – Schedule 1
Item 1 The owner The contractor
Name:
ABN (if applicable):
Registration/licence no:
Representative:
Address for notices:
Email: E: E:
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Mobile: M: M:
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Telephone: T: T:
Facsimile: F: C F:
If the *party is an individual, individual trustee,

partnership or unincorporated association
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Signed by *party:
Signed by witness:
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Name of witness:
Date of signing:
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If the *party is a corporation, corporate trustee or

incorporated association
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Common seal of *party:

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(if applicable)
Signed by:
Capacity: Officer/Director/Secretary Officer/Director/Secretary
Print name:
Signed by:
Capacity: Officer/Director/Sole Director Officer/Director/Sole Director

Print name:
Date of signing:
The owner The contractor
ABIC SW-2008 For definitions, see pages 55 & 56 Page 1 Simple Works Contract
Schedule 1 – Contract information
Item 1 If the owner has financed the *works
Clause A5 using a lending institution
Name of lender:
Representative:
Address:
Email:
Mobile:
Telephone:
Facsimile:
Item 2 The architect
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Clause A6 Name:
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Registration number
Representative: C
Address for notices:
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Email:
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Mobile:
Telephone:
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Facsimile:
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Item 3 Special conditions

Clause B2 Are there any other special conditions? Yes No
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If yes, the special conditions in schedule 2a Strike out alternative not applying
apply.
Will the owner remain in occupation? Yes No

If yes, the owner occupier special conditions in Strike out alternative not applying
schedule 2b apply.
Signed: Owner:
Contractor:
Item 4 The *contract price

Clause N1 *Cost of building work: $
Plus *GST $
*Contract price $
Simple Works Contract For definitions, see pages 55 & 56 Page 2 ABIC SW-2008
Item 5 The *works
Clause A2 Brief description of the *works:
Item 6 The *site of the *works

Clause A2 The address/location of the *site:
Item 7 Security provided by the contractor

Item 7a Is the contractor to provide security to the Yes No
owner? Strike out alternative not applying
Clause C1
Item 7b Owner’s nominated type of security

State ‘cash retention’ or ‘unconditional
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Clause C1
guarantees’ above. If nothing stated, cash
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retention
Item 8 Percentage of *contract price for

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Clause C2 cash retention %
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If nothing stated, 5%
Item 9 Percentage of *contract price for

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Clause C3 each *unconditional guarantee

Security provided by the contractor: %
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(2 unconditional guarantees) If nothing stated, 2 guarantees of 2.5%

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Item 10 Period for payment of certificates

Clauses C6, and for release of security
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N6, N13, Q10,

Q18 calendar days
If nothing stated, 7 calendar days
Item 11 Public liability insurance

Clause E1 Is the owner or the contractor to take out
and maintain public liability insurance?
If nothing stated, the contractor
Item 12 Contract works insurance

Clause E2 Is the owner or the contractor to take out
and maintain contract works insurance?
If nothing stated, the contractor
Item 13 Amount to cover fees of the architect
Clause E4.1 and other consultants
If nothing stated, 10% of the *contract price
Item 14 Amount to cover cost of demolition

Clause E4.1 and removal of debris
If nothing stated, 10% of the *contract price
Item 15 Amount of insurance for injury,

Clause E4.2 illness, disease or death
If nothing stated, $20,000,000.00
Item 16 Insurance excess

Clause E9 Amount of excess for public liability
insurance (clause E1):
If nothing stated, $1,000.00
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Amount of excess for contract works
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insurance (clause E2):
C If nothing stated, $1,000.00
Item 17 Percentage for the contractor’s

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Clause H2 overheads and profit

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%
Item 18 *Adjustment of time costs

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Clause H5 Stage of completion of the *works: Sum per *working day (incl *GST):
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Item 19 Percentage of difference to be

Clause K4.2 added to the *contract price
%
Item 20 Allowance for delay due to disruptive
Clauses L2, L4 weather conditions *working days
Item 21 Other allowances for delay having

Clauses L2, L4 regard to the nature of the contract
and the *works which do not entitle
*adjustment of time costs
Cause: Allowance (*working days):
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Item 22 Date for *practical completion
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Clause M1
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Item 23 Commissioning tests for *practical
Clause M1 completion
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Item 24 Rate for liquidated damages

Clause M9 $ per calendar day
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Item 25 Defects liability period for the *works

Clause M13 months
If nothing stated, 12 months
Item 26 Date for submitting progress claims

Clause N3
If nothing stated, the 15th of the month
Item 27 Information to be included in a

Clause N3 progress claim
Item 28 Interest rate on overdue amounts

Clause N15 %
If nothing stated, 10% per annum
Item 29 Governing law

Clauses P4, P5,
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P6 and R8
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If nothing stated, the State or Territory
where the *site is located
Item 30 *Official documents

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Item 30a *Official documents required to begin the
*works but to be obtained by the
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contractor:
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Item 30b *Official documents required to complete

the *works but to be obtained by the
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owner:
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Special conditions – Schedule 2a
Special conditions
Item 3 of schedule 1
Clause B2
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Schedule 2b – Owner occupier special conditions
The owner remains in occupation
Item 3 of schedule 1
These special conditions only apply for projects where the owner will remain in occupation during
construction.
Replace the words “possession of” with the words “access to” in the following subclauses:
A2.1a
A4.1c
D1.1
D1.4c
E1.1
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E2.1
E5.1a
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G5.1
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Replace clause D3.1 with the following:

Subject to clause D4, from the date of *practical completion, the owner bears the risks described in
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the following clauses.
Replace clause M1.2 with the following:

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From 4.00pm on the day the architect issues the notice of *practical completion, the contractor
ceases to have access to the *works except by prior arrangement with the owner.
Replace clause Q3.1 with the following:

If the owner terminates the engagement of the contractor under clause Q1 or Q2 before *practical
completion, the owner may exclude the contractor from the *site.
Order of precedence – Schedule 3
The order of precedence of *contract documents is:
Clause B2
1. Any special conditions shown in schedule 2a.

2. Any owner occupier conditions shown in schedule 2b.
3. The conditions set out in this contract and schedule 1.
4. The specifications described below:
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5. The drawings listed below:

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Schedule 3 – Order of precedence
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6. Any other documents described below:

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Site information – Schedule 4
The *site information is:
Clause F3
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Schedule 5 – Form of guarantee
Contractor’s *unconditional guarantee to the owner
Clause C3
for [insert amount $AUD]

in favour of [insert name of owner]
[Insert name of owner, and ABN if owner is a company] of [insert address] (owner) has entered into a
written contract dated [insert contract date] with [insert name of contractor and ABN] of [insert
address] (contractor) for the construction of the works described in that contract. The contract states
that the contractor may elect to give security for the performance of the contract in the form of an
unconditional guarantee.
[Insert name of security provider] undertakes that if the owner gives it a written notice stating the basis
and extent of its entitlement to draw on the guarantee and the amount to which it is entitled, the
security provider will pay the owner the amount which the owner declares is due, up to a maximum of
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the combined amount of [insert amount $AUD].
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It is not the responsibility of the security provider to investigate the accuracy or the reasonableness of
the contents of the notice or the declarant’s capacity to give the notice. The security provider will make
the payments without further reference to the contractor, despite any notice by the contractor or any
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other person to the security provider not to pay the whole or any part of the amount.
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The security provider’s liability under this guarantee is not affected by any variation of the contract or
by any waiver by the owner of any default by the contractor.
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This undertaking remains in force until the first of the following events occurs:
• the owner notifies the security provider in writing that this undertaking is no longer required;
• the security provider pays the owner (in total) the maximum amount payable under this
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undertaking; or
• the owner informs the security provider that the contractor has performed all its obligations
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under the contract.
This undertaking creates no rights in anyone except the owner and the owner’s successors.
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The security provider is not to release this guarantee until the expiry of the prescribed notice period
under the contract stated in item 11 of schedule 1, namely [insert number of days] days.
This undertaking is governed by the law of [insert jurisdiction].
EXECUTED on [insert date] as a Deed.
Signed, sealed and delivered on behalf of [insert name of security provider] by its attorney [insert name
and address of attorney of security provider] declaring it has no notification of the revocation of the
power of attorney granted to it on [insert date] under which this undertaking is executed.
Signature of attorney
Signature of witness
Provisional sums – Schedule 6
*Provisional sums
Section K
Sum allowed Description Particular person†

$
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$
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†
If the owner intends using a particular person to carry out the work for which a *provisional sum
has been allowed the name of that person should be shown above. If the identity of the particular
person is not known at the time that this contract is executed the intention to use a particular
person should be indicated by inserting ‘Yes’ above in the column headed ‘Particular person’.
Schedule 7 – Prime cost sums
*Prime cost sums
Section K
Sum allowed Description Particular person†

$
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$
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†
If the owner intends using a particular person to carry out the work for which a *prime cost sum
has been allowed the name of that person should be shown above. If the identity of the particular
person is not known at the time that this contract is executed the intention to use a particular
person should be indicated by inserting ‘Yes’ above in the column headed ‘Particular person’.
Items to be supplied by the owner – Schedule 8
Items to be supplied by the owner for incorporation in the *works
Clause N1
Items to be supplied by the owner and installed by the contractor (and only the costs of
installation are included in the *contract price).
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Items to be supplied and installed by the owner (and no allowance has been included in
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the *contract price for supply and installation).

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A Overview
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A1 Cooperative contracting
.1 Under this contract, the contractor and the owner must:
a act reasonably
b cooperate in all matters
c avoid obstructing the other and
d provide all reasonable assistance and cooperation to the other who is a claimant
under an insurance policy required by this contract.
.2 These obligations do not affect either *party’s rights or responsibilities under this contract.
A2 Obligations of the contractor

.1 The contractor must:
a begin the *works within 10 *working days after being given possession of the *site
b diligently carry out all *necessary work and complete the *works to the standard set
out in the *contract documents
c keep the *site and any area affected by the *works clean and tidy at all times
d comply with all instructions issued under this contract by the architect
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e obtain all *official documents required under this contract to complete the *works, and
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any shown in item 30a of schedule 1
f comply with all other obligations under this contract
g comply with all *relevant legislation
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bring the *works to *practical completion in accordance with clause M1.
.2 If the contractor’s capacity to complete the *works is altered to the extent that it may be
unable to meet its obligations, it must immediately inform the architect and the owner in
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writing.
.3 If relevant occupational health and safety legislation (OH&S legislation) requires it, the
contractor:
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a acknowledges that the owner has appointed it under the OH&S legislation as the
principal contractor for the *works
b must discharge the responsibilities imposed on it as the principal contractor under
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the OH&S legislation.

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A3 Warranties by the contractor

.1 The contractor warrants that it:
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a has the capacity to enter into this contract

b has the skill, technology, human and financial resources necessary to perform its
obligations
c is registered or licensed, as the case may be, to carry out the *works in accordance
with the *relevant legislation and the registration or licence number is shown in item 1
of schedule 1
d has been allocated the Australian Business Number (ABN) shown in item 1 of
schedule 1 for taxation purposes and that it is registered for *GST
e will notify the owner *promptly of any change in its ABN, *GST registration, or the
status of its licence or registration to carry out the *works.
Owner’s initials_________________ © 2008 Australian Institute of Architects / Master Builders Australia Contractor’s initials _________________
Overview A
A4 Obligations of the owner
.1 The owner must:
a subject to subclause A2.1e, obtain and give to the contractor all *official documents
required to begin the *works and any shown in item 30b of schedule 1
b obtain from neighbouring owners all easements that are required before the *works
can begin
c give possession of the *site in accordance with this contract
d appoint an architect to administer this contract and provide appropriate *contract
documents for the *works, given the nature of the *works
e indemnify the contractor for any liability incurred by the contractor to a third party
in respect of any default or negligence of the architect or any other consultant the
owner engages in relation to the *works
f issue instructions to the contractor only through the architect
g pay the contractor the *contract price as adjusted in accordance with this contract
h comply with all other obligations under this contract.
.2 If the owner’s financial position alters to the extent that it may be unable to meet its
obligations under this contract, it must immediately inform the contractor and the architect
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in writing.
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.3 If the owner does not own the property on which the *works are to be carried out, written
permission from the property owner for the *works to be carried out must be provided by
the owner to the contractor. The contractor is released from any obligations under the
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contract if the owner fails to provide this written permission.
A5 Warranties by the owner

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.1 The owner warrants that it has the financial resources necessary to perform its obligations.
.2 If the owner has financed the *works using a lending institution, the owner warrants that
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the institution is shown in item 1 of schedule 1.

.3 If the owner has shown an Australian Business Number (ABN) in item 1 of schedule 1, it
warrants that:
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a the ABN is correct

b it will notify the contractor if it is not registered for *GST and
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c it will *promptly notify the contractor if its ABN or registration status changes.
.4 If relevant occupational health and safety legislation (OH&S legislation) requires it, the
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owner:
a appoints the contractor as the principal contractor for the *works as defined in the
OH& S legislation
b authorises the contractor to exercise such authority of the owner as is necessary to
enable the contractor to discharge the responsibilities imposed on the contractor as
the principal contractor under the OH& S legislation.
A Overview
A6 Architect to administer contract
.1 The architect for the purposes of this contract is shown in item 2 of schedule 1.
.2 The architect is appointed to administer this contract on behalf of the owner and the owner
warrants that the architect has authority to administer this contract.
.3 The architect is the owner’s agent for giving instructions to the contractor. However, in
acting as assessor, valuer or certifier, the architect acts independently and not as the agent
of the owner.
.4 The owner must ensure that the architect, in acting as assessor, valuer or certifier, complies
with this contract and acts fairly and impartially, having regard to the interests of both the
owner and the contractor. The owner must not compromise the architect’s independence
in acting as assessor, valuer or certifier.
.5 The architect is not the owner’s agent for giving or receiving notices under clause A8,
section P and section Q.
.6 If the architect resigns, or becomes incapable of acting as architect, or if the owner
terminates the engagement of the architect, the owner must immediately nominate another
architect and give written notice of the name and address of the architect to the contractor.
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.7 If the contractor has no reasonable objection to the nominated architect, that person will be
appointed as the architect for the purposes of this contract.
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.8 The newly appointed architect is bound by the written decisions of any previous architect.
A7 Architect’s instruction
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.1 The architect may issue an instruction at any time during this contract provided that the
instruction is given in writing.
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A8 Disputing architect’s certificate, written decision or failure to act

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.1 If a *party wishes to dispute a certificate, notice, written decision or written assessment

issued by the architect, or to dispute the failure of the architect to issue something, the
*party must give the architect written notice under this clause within 20 *working days after:
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a receiving the certificate, notice, written decision or written assessment or

b becoming aware of the failure of the architect to issue something.
.2 If the *party fails to give a notice under subclause A8.1, the *party will not be entitled to
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dispute the matter at all.

.3 The architect must assess a notice given under subclause A8.1 and give a written decision
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to the *party and the other *party within 10 *working days.

.4 If a *party wishes to dispute a written decision given under subclause A8.3, or the
architect’s failure to give that decision, the requirements of section P apply.
A9 Failure to give certificate, written decision or notice

.1 If the architect fails to issue a certificate, notice, written decision or written assessment
required under this contract in respect of a claim, this does not mean that the claim has
been accepted or is valid.
A10 Compensation is sole remedy

.1 Where the contractor or the owner is entitled to compensation as determined under this
contract, that compensation, when paid in full, is the sole and complete remedy for the
contractor or the owner under this contract.
Documents B
B
B1 Discrepancies or omissions in documents

.1 If either *party discovers a discrepancy, an ambiguity, or an omission in, or between, any of
the *contract documents, that *party must *promptly give written notice to the architect. The
architect must *promptly resolve the discrepancy, the ambiguity, or the omission by giving
a written instruction to the contractor and a copy to the owner.
B2 Order of precedence of documents

.1 Unless otherwise shown in schedule 3, the order of precedence of the *contract documents is
as follows:
a any special conditions shown in schedule 2a
b any owner occupation special conditions shown in schedule 2b
c the conditions set out in this contract and schedule 1
d the specifications for the *works in the order shown in schedule 3
e the drawings for the *works shown in schedule 3
f any other document in the order shown in schedule 3.
.2 Large scale drawings take precedence over small scale drawings.
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.3 An instruction from the architect to resolve a discrepancy, an ambiguity or an omission
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that is not in accordance with the order of precedence referred to in clause B2, is an
instruction for a *variation.
B3 Contractor and owner must supply copies of *official documents

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.1 The contractor and the owner must *promptly give to the architect or the architect must
*promptly give to the contractor, a copy of any *official document either in or coming into its
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possession in relation to the *works.

.2 An *official document is:
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a any report, notice, order, permit, licence, approval or other document required or
issued by an *authorised person in relation to the *works
b any document listed in item 30 of schedule 1
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c any statutory approval

d an approval for provision of *infrastructure services to the *site, such as gas, electricity,
telecommunications, water, stormwater or sewerage
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e any other document required under any *relevant legislation.

.3 An *authorised person is a building inspector or certifier or other person authorised under
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*relevant legislation having jurisdiction over the *works.
C Security
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C1 Security provided to owner

.1 If the contractor is required by item 7a of schedule 1 to provide security for performance of
its obligations under this contract, the contractor must:
a allow the owner to withhold a cash retention sum or
b provide the owner with the *unconditional guarantees
according to the alternative required by item 7b of schedule 1.
C2 Security to owner by cash retention

.1 If the security provided by the contractor is cash retention, the owner may withhold up to
10% of each progress payment until the value held equates to the percentage shown in
item 8 of schedule 1 of the *contract price.
.2 The owner must hold the cash retention, including interest earned on it, less any bank fees
or charges on the account, as trustee for the contractor in a separate bank account
designated as a trust account.
C3 Security to owner by *unconditional guarantees
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.1 If the security provided by the contractor is *unconditional guarantees, the contractor must
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within 10 *working days after this contract is executed give to the owner two *unconditional
guarantees each equal in value to the percentage shown in item 9 of schedule 1 of the
*contract price.
.2
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An *unconditional guarantee is an unconditional undertaking or a performance undertaking
from a recognised financial institution approved by the owner. The guarantees must be of
an approved type. The type shown in schedule 5 is approved.
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.3 If the owner is registered for *GST and able to claim an *input tax credit, the value of the
*unconditional guarantees which must be provided to the owner is exclusive of the *GST
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component of the *contract price.
C4 Owner’s right to draw on security provided to it

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.1 Subject to clause C5, the owner may draw on the security provided by the contractor under
clause C1 only if:
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a a certificate issued by the architect in favour of the owner under any of clause N4,
N11, Q9 or Q17 is not paid by the contractor within the period shown in item 10 of
schedule 1 and
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b the contractor has not disputed the relevant certificate under clause A8.
C5 Procedure for owner to draw on security provided to it

.1 To draw on the security, the owner must notify the contractor and the architect in writing
of the basis and amount of its entitlement. The notification is not required if the architect
has issued a certificate in favour of the owner under clause Q9 or Q17.
.2 If the security is cash retention, the owner may then draw on the cash retention to the
extent of its entitlement.
.3 If the security is by *unconditional guarantees, the owner must give to the security provider a
written demand for payment stating the amount of its entitlement.
Security C
C6 Owner’s release of security on *practical completion
.1 When the architect issues the notice of *practical completion, the contractor is entitled to the
release of 50% of the amount of the security then held.
.2 If the security is cash retention:
a the architect must give to the contractor a certificate equal to 50% of the amount of
the security then held at the same time that the notice of *practical completion is issued
b the contractor, on receiving the certificate, must prepare a *tax invoice in accordance
with clause N5 and give both documents to the owner for payment
c the amount stated in the certificate must be paid in accordance with clause N6.
.3 If the security is by *unconditional guarantees, the owner must return one of the guarantees
to the contractor within the period shown in item 10 of schedule 1.
C7 Owner’s release of security on final certificate

.1 When the architect issues a final certificate for the *works under clause N11, or a certificate
under clause Q9 or Q17, as the case may be, the owner must release to the contractor any
remaining security for the whole less any amount owing to the owner under the certificate.
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.2 If the security is cash retention, the architect must take into account any remaining security
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when preparing the final certificate.
.3 If the security is by *unconditional guarantee and:
a the certificate is in favour of the contractor, the owner must give to the contractor the
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remaining *unconditional guarantee within the period shown in item 10 of schedule 1
b the certificate is in favour of the owner, the certificate is evidence of the basis and
amount of the owner’s entitlement, and the owner may draw on the security under
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clause C5 before returning the remaining *unconditional guarantee to the contractor

within the period shown in item 10 of schedule 1.
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D Liability
D
D1 Risk before *practical completion

.1 Subject to clause D2, from the time the contractor is given possession of the *site until
4.00pm on the day the architect issues the notice of *practical completion, the contractor
bears the risks described in the following subclauses.
.2 The risk of injury to or illness, disease or death of any person occurring as a result of the
*works, on or in the immediate vicinity of the *site.
.3 The risk of loss of, or damage to, the property of any person occurring as a result of the
*works, on or in the immediate vicinity of the *site.
.4 The risk of loss of, or damage to any of the following items on or in the immediate vicinity
of the *site:
a the *works
b any *necessary work
c any structure on the *site before the time the contractor is given possession of the
*site
d on-site materials or equipment intended to be incorporated in the *works, including
any items shown in schedule 8 and
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e plant, tools and equipment.
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D2 Indemnity before *practical completion
.1 While the contractor bears the risks described in clause D1, the contractor must indemnify
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the owner in respect of any liability arising from negligence or breach of contract or breach
of statutory duty by the contractor or any of the contractor’s employees, agents, licensees
or subcontractors.
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.2 The obligation of the contractor to indemnify the owner is reduced to the extent to which
the owner or any of its employees or agents is responsible for the personal injury, illness,
disease, death or loss or damage.
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.3 Except if expressly provided otherwise in this contract, if the contractor is to indemnify,

reimburse, pay a contribution or pay damages to the owner under this clause or under any
other clause, the amount the contractor must pay the owner is:
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a reduced by any *input tax credit directly obtained or obtainable by the owner and
b increased by *GST the owner has paid or will pay on that indemnity,
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reimbursement, contribution or damages.

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D3 Risk after *practical completion

.1 Subject to clause D4, from 4.00pm on the day the architect issues the notice of *practical
completion, the owner bears the risks described in the following subclauses.
.2 The risk of injury to, or illness, disease or death of any person on or in the immediate
vicinity of the *site.
.3 The risk of loss of, or damage to, the property of any person on or in the immediate vicinity
of the *site.
.4 The risk of loss of, or damage to, any of the following items on or in the immediate vicinity
of the *site:
a the *works and
b materials or equipment intended to be incorporated in the *works, including any
items shown in schedule 8.
Liability D
D4 Indemnity after *practical completion
.1 While the owner bears the risks described in clause D3, the owner must indemnify the
contractor in respect of any liability arising from negligence or breach of contract or breach
of statutory duty by the owner or any of the owner’s employees, agents or licensees.
.2 The obligation of the owner to indemnify the contractor is reduced to the extent to which
the contractor or any of its employees, agents or subcontractors is responsible for the
personal injury, illness, disease, death or loss or damage.
.3 Except if expressly provided otherwise in this contract, if the owner is to indemnify,
reimburse, pay a contribution or pay damages to the contractor under this clause or under
any other clause, the amount the owner must pay the contractor is:
a reduced by any *input tax credit directly obtained or obtainable by the contractor and
b increased by *GST the contractor has paid or will pay on that indemnity,
reimbursement, contribution or damages.
D5 Reinstatement during period when contractor bears risk

.1 If an event occurs which causes loss or damage during the period when the contractor
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bears the risk, the contractor must *promptly reinstate, at its own expense, the lost or
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damaged items referred to in subclause D1.4.
.2 The owner must indemnify the contractor for the cost of reinstatement under this clause to
the extent to which the owner, its employees or agents was responsible for the event which
caused the loss or damage.
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E Insurance
E
E1 Public liability insurance

.1 From the time the contractor is given possession of the *site until 4.00pm on the day the
architect issues the final certificate to the contractor and to the owner, the party nominated
in item 11 of schedule 1 must take out and maintain insurance naming the contractor, its
subcontractors and the owner as insureds, against:
a injury to or illness, disease or death of, any person occurring directly as a result of
the *necessary work, on or in the immediate vicinity of the *site (excluding liability in
respect of worker’s compensation and employer’s liability) and
b loss of, or damage to the property of, any person occurring directly as a result of the
*necessary work, on or in the immediate vicinity of the *site (except the *works, or
materials or equipment on the *site that are intended to be incorporated in the
*works, or plant, tools and equipment used on the *site).
.2 The insurance must contain any term required by law and each of the following:
a the insurance covers the interests of the owner and the contractor, and any other
person involved in the *necessary work
b the policy does not apply to loss or liability caused by breach of professional duty by
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the owner’s consultants or any other person involved in the *necessary work
c the insurer’s rights of subrogation against any insured are excluded (although this
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exclusion may be limited to the right of subrogation against an insured to the extent
of that insured’s interest under the policy). C
E2 Contract works insurance
.1 From the time the contractor is given possession of the *site until 4.00pm on the day the
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architect issues the final certificate to the contractor and to the owner, the party nominated
in item 12 of schedule 1 must take out and maintain insurance naming the contractor, its
subcontractors and the owner as insureds against loss of or damage to the items referred to
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in subclause D1.4.
.2 The insurance must contain any term required by law and each of the following:
a the insurance covers the interests of the owner and the contractor
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b the policy does not apply to loss or liability caused by breach of professional duty by
the owner’s consultants or any other person involved in the *necessary work
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c notice of a claim given by any one insured is effective in relation to each of the
insureds
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d the insurer’s rights of subrogation against any insured are excluded (although this
exclusion may be limited to the right of subrogation against an insured to the extent
of that insured’s interest under the policy).
E3 Entitlement to *input tax credit

.1 The *parties must each notify their insurer of their respective entitlement to an *input tax
credit on the insurance premium within 20 *working days of the insurance being taken out.
Each *party must indemnify the other for any loss arising out of the *party’s failure to notify
the insurer. On request by a *party, the other *party must provide evidence that it has
complied with this clause.
Insurance E
E4 Insurance cover
.1 The insurance against loss of or damage to the items referred to in clause E2 must cover:
a the full reinstatement or replacement cost of the *works, materials and equipment on
the *site that are intended to be incorporated in the *works, and plant, tools and
equipment used on the *site
b additional consultants’ fees including the architect’s fees, relating to the
reinstatement or replacement for the amount shown in item 13 of schedule 1
c any necessary demolition and removal of debris, for the amount shown in item 14 of
schedule 1 and
d all *GST associated with reinstatement and replacement of the *works.
.2 The insurance against liability for injury, illness, disease or death must be at least for the
amount shown in item 15 of schedule 1.
E5 Limited right to arrange insurances

.1 If one of the *parties is required to take out and maintain either of the insurances under
clause E1 or E2, the other may do so if:
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a the nominated party fails to satisfy the other *party that insurances under clause E1
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or E2, and complying with the required terms, are in place at the time possession of
the *site is given or
b the nominated party fails to comply *promptly with a request from the other *party
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for either, a statement in writing setting out all the provisions of the insurances, or
insurance documentation to the satisfaction of the other *party or
c the nominated party fails to satisfy the other *party that the insurance remains in
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place.
.2 If the other *party takes out and maintains insurance under this clause and wishes to
recover the cost from the nominated party, it must submit to the architect a claim that
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includes evidence of the premium cost. The architect must take the claim into account in
preparing the next certificate and adjust the *contract price accordingly.
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E6 Contractor and owner not to affect insurance

.1 The contractor and the owner must not do or fail to do anything, or allow anything to be
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done or not be done, which might affect any insured’s right to recover from the insurer in
respect of damage or liability covered by an insurance.
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E7 Worker’s compensation and employer’s liability insurances

.1 The contractor must maintain worker’s compensation or employer’s liability insurance in
accordance with the statutory scheme that applies under this contract until the final
certificate for the *works is issued under clause N11. If that scheme does not provide for an
indemnity against a common law damages claim by a worker, the contractor must also
maintain insurance against that risk.
.2 The contractor must ensure that each of its subcontractors maintains similar insurances.
E Insurance
E8 Insurance claims
.1 Subject to subclause E8.2, the contractor has the primary responsibility to make any claim
under an insurance policy required by this contract.
.2 The owner must make a claim where the owner, its agents, employees or licensees directly
causes the event giving rise to the loss.
.3 The following are the obligations of either the owner or the contractor when making an
insurance claim for any loss or damage arising from an insured event:
a the insurance claim must be made *promptly
b the *party making the insurance claim must provide all information which is
required under the relevant insurance policy
c the *party making the insurance claim must *promptly notify the architect in writing
on becoming aware of the event giving rise to the insurance claim
d the notice must contain details of the insurance claim
e the *party making the insurance claim must *promptly give the architect any
additional information the architect reasonably requests.
E9 Payment of excess
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.1 The *party making a claim under an insurance policy arranged under clause E1 or E2 must
pay the excess. That *party may recover the excess from the other *party in proportion to
the extent to which the personal injury, illness, disease or death or loss or damage is the
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result of negligence, or breach of contract or breach of statutory duty by the other *party.
The excess is the amount shown in item 16 of schedule 1.
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E10 Contractor entitled to make progress claim as result of loss or damage

.1 If an event occurs which causes loss or damage to:
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a *necessary work undertaken between the last progress claim and the time that the
event giving rise to the loss or damage occurred, and/or
b materials or equipment delivered to the *site since the last progress claim that are
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intended to be incorporated in the *works,

the contractor is entitled to submit an additional progress claim to the architect for the
*necessary work and/or materials or equipment on the *site that were, or were intended to
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be, incorporated in the *works, as the case may be, to which the loss or damage occurred.
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The site F
F
F1 Owner to give contractor possession of the *site

.1 The owner must give the contractor possession of the *site within ten *working days after the
owner:
a has received, or the architect as the agent of the owner has received, a copy of the
contract executed by both *parties
b is satisfied that all of the insurances required under section E to be provided by the
contractor, are in place; and
c has received, or the architect as the agent of the owner has received, any *official
document required under item 30a of schedule 1.
F2 Contractor’s obligations in relation to the *site

.1 The contractor’s obligations in relation to the *site, include the following:
a giving the owner, the architect, consultants and, if applicable, a representative of the
owner’s lending institution, access on reasonable terms to the *site and all other
places at which *necessary work is carried out in relation to the *works by or on behalf
of the contractor, after being given reasonable notice
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b keeping the *site and any area affected by the *works clean and tidy at all times.
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F3 Owner warrants that it has given contractor the *site information
.1 The owner warrants that it has given the contractor all the *site information in its possession
at least 5 *working days before the closing of tenders.
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.2 *site information includes any reports, surveys, test results, plans, specifications,
computations or other information such as foundations data, soils tests or geotechnical
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tests and any other information regarding the *site and the physical conditions on and
underlying the *site shown in schedule 4.
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F4 Contractor to examine the *site information

.1 Before executing this contract, the contractor must have examined the *site information and
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have inspected the *site and its surroundings and, having done so, is entitled to rely on the
*site information to the extent that it is reasonable to do so, having regard to the nature of
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the *site and its surroundings.

.2 The contractor must indemnify the owner against a claim for any loss, expense or damage
incurred by a subcontractor engaged by the contractor or any other person as a result of the
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contractor failing to examine the *site information or inspect the *site.
F The site
F5 If contractor discovers a *latent condition or *valuable item
.1 The contractor must notify the architect in writing and seek instructions within 5 *working
days if the contractor discovers:
a a *latent condition affecting the *site which the contractor considers may result in it
incurring loss, expense or damage, or may affect its ability to bring the *works to
*practical completion by the date for *practical completion as adjusted or
b a *valuable item on the *site.
.2 A *latent condition is a physical condition on, underlying or adjacent to the *site which a
competent contractor would not have anticipated if the contractor had examined the *site
information and inspected the *site before executing this contract.
.3 A *valuable item includes minerals, money, treasure, fossils, archaeological remains, historic
objects or relics.
.4 Any *valuable item remains the property of the owner and the contractor must take all
necessary steps to avoid removal of, loss of, or damage to, any *valuable item.
F6 Architect to instruct in relation to a *latent condition or *valuable item
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.1 The architect must *promptly give the contractor a written instruction regarding a *latent
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condition or *valuable item.
F7 Contractor entitled to claim for *latent condition or *valuable item

.1
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The contractor is entitled to make a *claim to adjust the contract in relation to a written
instruction given by the architect regarding the discovery of a *latent condition or a *valuable
item.
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.2 The requirements for making a *claim to adjust the contract and the procedures to be
followed are stated in section H.
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Building the works G
G
G1 Owner’s obligations
.1 The owner must give the contractor the necessary information to allow the contractor to
properly set out the *works including sufficient information to locate a reference set out
mark.
G2 Contractor’s obligations
.1 The contractor must:
a set out the *works and have the setting out certified by a licensed surveyor
b direct the manner of performance of the *necessary work
c supervise the *necessary work competently
d maintain satisfactory industrial relations in relation to the *works
e maintain a satisfactory occupational health and safety system on the *site.
G3 Contractor to appoint representative

.1 The person named as the contractor’s representative in item 1 of schedule 1 is the
contractor’s representative for the purposes of this contract, particularly for receiving
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instructions from, and giving information to, the architect. The contractor may change its
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representative by giving written notice to the architect.
.2 The contractor must ensure that a contractor’s representative is appointed at all times.
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G4 Subcontracting
.1 The contractor may subcontract any part of the *works, but not the *works as a whole. The
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contractor is liable for the *necessary work done by its subcontractors.

.2 The contractor must take responsibility for any acts and omissions of its suppliers and
subcontractors in relation to the *works.
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.3 The relevant provisions of this contract must be included in contracts the contractor makes
with its suppliers or subcontractors. The contractor must fully inform all potential
suppliers or subcontractors of the contractor’s relevant obligations under this contract.
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G5 Contractor to give program to architect

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.1 The contractor must give the architect a program within 10 *working days after being given
possession of the *site. The program must include each of the following:
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a the dates of commencement and completion of the major stages of the *works
b the date for *practical completion
c the start and completion dates of all trades
d a critical path.
.2 The program is not part of this contract.
G6 Contractor to give updated program

.1 The contractor must give the architect an updated program when the date for *practical
completion has been adjusted by 5 *working days or more or such other period as agreed.
The updated program must indicate how the previous program has been affected by any
adjustments of time.
G Building the works
G7 Architect may instruct opening up or testing of the *works
.1 The architect may at any time give to the contractor a written instruction to open up or
carry out tests on elements of the *works other than as required by the *contract documents.
The contractor must *promptly comply with the instruction.
G8 Contractor entitled to claim for costs of opening up or testing

.1 The contractor is entitled to make a *claim to adjust the contract in relation to any loss,
expense or damage that results from an instruction under clause G7, only if the opening
up or testing does not reveal *defective work.
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Claims to adjust the contract H
H
H1 Time for making a *claim to adjust the contract

.1 The contractor is entitled to make a *claim to adjust the contract only if the contractor:
a *promptly notifies the architect in writing of its intention to make a claim after
receiving an instruction or, if no instruction is issued, *promptly notifies the architect
after becoming aware of an event that will result in a claim and
b submits the detailed *claim to adjust the contract to the architect within a time agreed
in writing between the contractor and the architect or, if no time is agreed, within 20
*working days after receiving an instruction or, if no instruction is issued, within 20
*working days after becoming aware of the event that has resulted in the claim and,
for these purposes, an event is not a consequence of an instruction.
.2 If the claim results from an instruction to proceed with a *variation, the requirements for
submission of the claim are set out in clause H2.
.3 If the claim results from a delay in the progress of the *works, the contractor is not required
to give the first notification required under subclause H1.1, but the detailed claim must be
submitted within 20 *working days after the delay ends.
H2 Details required for claim
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.1 A *claim to adjust the contract must contain the following details:
a identification of the architect’s instruction, or a copy of the *official document that
caused the claim or, where none has been issued, details of the event and the basis
for the claim
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b a breakdown, on a trade by trade basis, of any extra costs or savings including:
.1 the cost of relevant preliminaries and
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.2 the allowance for contractor’s overheads and profit at the rate shown in
item 17 of schedule 1
c reference to the rates and unit prices in any bill of quantities, if applicable
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d reference to schedules of rates, if applicable

e any documentation required to be provided under any *relevant legislation
f any required adjustment to the date for *practical completion
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g any *adjustment of time costs associated with the claim and

h the *detailed records kept, where subclause J4.2a or J4.2b applies.
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H3 Architect to assess claim

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.1 The architect must *promptly assess the *claim to adjust the contract and in so doing the
architect must consider the detailed claim submitted by the contractor and any further
information the architect requests the contractor to supply.
.2 If the architect needs additional information to assess the claim, the architect must issue a
written request to the contractor.
.3 The contractor must *promptly give to the architect any additional information the architect
reasonably requests.
H Claims to adjust the contract
H4 Architect to give assessment
.1 The architect must, within 20 *working days after receiving the claim, issue to the contractor
and to the owner its written decision specifying any adjustment to the *contract price or any
adjustment to the date for *practical completion, or both.
.2 The contractor may dispute the architect’s decision or a failure to issue a decision issued
under this clause in accordance with clause A8 but, in accordance with clause P1, must
continue to perform its contractual obligations.
H5 Sum recoverable for claim for *adjustment of time costs

.1 Where a sum or sums per day is shown in item 18 of schedule 1, a claim by the contractor
is limited to that sum. If no sum or sums per day is shown, the contractor is entitled to an
adjustment to the *contract price equal to the loss, expense or damage it incurs as a result of
the approval of an adjustment by the architect to the date for *practical completion.
H6 Architect may adjust contract in absence of claim

.1 If the contractor has not made a *claim to adjust the contract in relation to any change which
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results from complying with any instruction given under section J for a *variation or from
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causes of delay noted in clause L1 or L2, the architect may adjust the contract at any time
up to the issue of the final certificate under clause N11, or a certificate under clauses Q9 or
Q17.
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I Not used
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Variation to the works J
J
J1 Architect may instruct *variations

.1 The architect may give to the contractor a written instruction for a *variation at any time
before the date of *practical completion. However, except where subclause J2.2 applies, the
contractor must continue to perform the *works in accordance with the *contract documents
until it receives an instruction to proceed under clause J3.
.2 The instruction for a *variation may include an instruction to provide one or more of the
following:
a a detailed estimate of the whole, or any part, of the cost of, or any saving, as a result
of the *variation
b an estimate of the effect of the *variation on the date for *practical completion
c a detailed quotation for the whole of the cost of the *variation or part of a *variation
and the effect on the date for *practical completion.
.3 The contractor may request an instruction from the architect if it considers that a *variation
may be required. A request by the contractor under this clause must be in writing.
.4 A *variation is a change to:
a the scope of the *works as contemplated by the *contract documents and capable of
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being executed under this contract
b a dimension or level of the *works
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c the materials, workmanship or quality of any part of the *works
d a detail of the *works or
e the order of precedence of the *contract documents referred to in clause B2.
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.5 If the contractor receives an *official document which requires a *variation, the procedures in
clauses J6 to J8 apply.
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J2 Contractor to review instruction

.1 The contractor must review any written instruction issued by the architect under clause J1.
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.2 If the instruction for a *variation will not:

a result in an adjustment to the *contract price or
b require an adjustment to the date for *practical completion
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then the contractor:

c must carry out the instruction *promptly
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d is not required to obtain an instruction to proceed, and

e is not entitled to any adjustment to the contract as a result of carrying out the
instruction.
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.3 If the instruction will:

a result in an adjustment to the *contract price or
b require an adjustment to the date for *practical completion
or both, the contractor must:
c notify the architect *promptly in writing, unless it has received an instruction under
subclause J1.2 to provide information and
d continue to carry out the *works in accordance with the *contract documents until a
further instruction is received under clause J3.
.4 If the architect instructs the contractor under subclause J1.2, then within 20 *working days
the contractor must give the architect the information requested.
J Variation to the works
J3 Architect to instruct whether *variation is to proceed
.1 Within 5 *working days after receiving the requested information under subclause J1.2 or
the contractor’s notification in accordance with subclause J2.3, the architect must:
a instruct the contractor in writing that the *variation will not proceed or
b issue a further instruction to the contractor to proceed with the *variation,
nominating any quotation or estimate that is accepted or
c instruct the contractor to negotiate with the architect as agent of the owner on the
scope, cost or time of the *variation and the time by which an offer in negotiation
must be accepted.
.2 If the architect has instructed the contractor to begin negotiation on the *variation, the
architect may at any time before the date of *practical completion issue a further instruction
to proceed with the *variation which confirms the details of the acceptance of any quotation
to adjust the contract scope, time or cost. Any instruction issued following agreement
reached in negotiation on the *variation must be given not more than two *working days
after the agreement is reached.
J4 If contractor receives written instruction to proceed
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.1 If the architect instructs the contractor to proceed with the *variation, the contractor must
do so *promptly.
.2 If the instruction to proceed confirms that all or part of the quotation for the *variation is
not accepted, the contractor must:
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a maintain *detailed records of any cost of carrying out the *variation, except for any part
of the *variation for which a quotation has been confirmed as accepted in accordance
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with clause J3
b maintain *detailed records of the effect on the date for *practical completion, if any, of
the *necessary work to carry out the *variation not covered by an accepted quotation
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c notify the architect in writing after completion of all the *necessary work required to
carry out the *variation
d submit the detailed *claim to adjust the contract within a further 20 *working days.
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.3 The details required for a *claim to adjust the contract are stated in clause H2.
.4 *Detailed records are written records maintained by the contractor of the hours worked and
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all other costs incurred by the contractor and subcontractors in carrying out the *variation.
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J5 Adjustment to the contract after written instruction to proceed

.1 If the architect issues a written instruction to proceed that confirms acceptance of a
quotation, the architect must adjust the *contract price and the date for *practical completion
(if applicable) in accordance with the quotation in the next certificate.
J6 If *authorised person issues *official document

.1 If an *authorised person issues an *official document to the contractor which requires a
*variation to the *works, the contractor must notify the architect in writing *promptly after
receiving the *official document. The notification must request an instruction from the
architect and provide a copy of the *official document to the architect.
Variation to the works J
J7 Architect to give instruction
.1 If the architect receives an *official document from the contractor under clause J6 the
architect must *promptly issue a written instruction to the contractor regarding the *official
document.
.2 The architect’s instruction must be an instruction in accordance with subclause J1.2.
J8 Contractor entitled to make claim for *official document

.1 The contractor is only entitled to make a *claim to adjust the contract for any loss, expense or
damage that results from a written instruction issued under clause J7 where the
circumstances giving rise to the *official document being issued were beyond the contractor’s
control.
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K Adjustment of provisional and prime cost sums
K
K1 *Provisional and *prime cost sums included in contract

.1 A *provisional sum shown in schedule 6 is a sum exclusive of *GST included in the contract
for:
a performance of foreseeable *necessary work, including the supply of materials, not
fully described by the *contract documents on the date that this contract was executed.
b connection of an *infrastructure service to the *site, where the detail of the
*infrastructure service required, and/or the supplier of the *infrastructure service, was
not known or had not been finally decided on the date that this contract was
executed.
.2 A *prime cost sum shown in schedule 7 is a sum exclusive of *GST included in the contract
for:
a a foreseeable item of material or equipment, the precise identity of which was not
known or had not been specified at the date of the contract or,
b an allowance for payment of a fee or charge to a *relevant authority.
.3 The contractor agrees that it has made adequate allowance in the *cost of building work for
the scheduled *provisional sums and *prime cost sums including, but not limited to, its
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preliminaries, overhead and profit.
.4 The contractor agrees that the contract period contains an adequate allowance of time for
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any *necessary work to be performed under any *provisional sum or *prime cost sum to the
extent that the *necessary work was reasonably described in the *contract documents at the
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time that the contract was executed.
K2 Architect may instruct regarding *provisional or *prime cost sum

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.1 Subject to subclause K2.6, nothing is to be done for which a *provisional sum or a *prime cost
sum has been included in the contract except in accordance with an instruction from the
architect.
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.2 The architect may instruct the contractor to provide a written quotation for anything for
which a *provisional sum or a *prime cost sum has been included in the contract.
.3 The quotation must be for:
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a the direct cost to the contractor of performing the *necessary work

b connection of an *infrastructure service
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c supplying, or supplying and installing an item of material or equipment or

d the amount of a fee or charge to a *relevant authority,
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excluding any margins for preliminaries, overheads, profit or *GST. The contractor must
notify the architect in writing if *GST is not applicable to the fee or charge.
.4 Except in relation to payment of a fee or charge to a *relevant authority, if the architect
agrees with the quotation, the architect must issue an instruction to proceed accepting the
quotation.
.5 Except in relation to payment of a fee or charge to a *relevant authority, if the architect:
a does not agree with the quotation or
b has not instructed the contractor to provide a quotation
the architect may instruct the contractor to proceed, in which case the architect must issue
a decision in accordance with clause H4.
.6 The contractor may pay a fee or charge to a *relevant authority for which a *prime cost sum
has been included in the *cost of building work without first receiving an instruction from
the architect.
Adjustment of provisional and prime cost sums K
K3 Architect may instruct contractor to use particular person for *provisional or *prime
cost sum
.1 Except for payment of a fee or charge to a *relevant authority, the architect may give an
instruction to the contractor for a person other than the contractor to perform *necessary
work or to supply or supply and install an item for which a *provisional sum or *prime cost
sum has been included in the *cost of building work.
.2 The architect may only issue an instruction under this clause where the person is identified
in schedule 6 or schedule 7, or the intention to use a particular person whose identity was
not known at the time the contract was executed, is shown in schedule 6 or schedule 7.
K4 Adjustment for *provisional or *prime cost sum

.1 The architect must adjust the *cost of building work to take account of any difference
between a *provisional sum or *prime cost sum and:
a the accepted quotation;
b the architect’s assessment of a claim under subclause K2.5;
c the amount of a fee or charge to a *relevant authority,
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as applicable. The architect must adjust the *cost of building work in the next progress
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certificate.
.2 If the assessed cost of performance of the *necessary work, connection of an *infrastructure
service, or supply, or supply and installation is more than the *provisional sum or *prime cost
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sum, the extra cost will be increased by the percentage shown in item 19 of schedule 1 and
added to the *cost of building work.
.3 If the assessed cost of performance of the *necessary work, connection of an *infrastructure
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service, or supply, or supply and installation is less than the *provisional sum or *prime cost
sum, the difference will be deducted from the *cost of building work.
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.4 In relation to a fee or charge paid to a *relevant authority, the architect must adjust the *cost
of building work by deducting, or adding, the net difference between the *prime cost sum and
the actual fee or charge.
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L Adjustment of time
L
L1 Causes of delay which entitle making a claim for adjustment of time with costs
.1 The contractor may make a claim for an adjustment to the date for *practical completion and
*adjustment of time costs in respect of a delay affecting *working days, caused by:
a loss of or damage to the *works, or materials or equipment on the *site that are
intended to be incorporated in the *works, or plant or equipment used on the *site,
provided that loss or damage was not caused by an act or omission of the contractor
b the owner failing to give possession of the *site in accordance with clause F1
c an architect’s instruction
d *relevant authorities, including a private building surveyor, failing to *promptly give
approval for the *works (except when the delay is caused by an act or omission of the
contractor)
e a dispute with a nearby owner or occupier (except one caused by an act or omission
of the contractor)
f the owner’s consultants failing to *promptly provide necessary information which is
properly due to the contractor or which the contractor has specifically requested in
writing
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g widespread industrial unrest not limited to the *site or to any other sites on which
only the contractor or any of its subcontractors is working
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h a suspension of the *necessary work under clause Q12
i a breach of this contract by the owner C
j an act of prevention by the owner not otherwise covered by this clause.
.2 The contractor must take all reasonable steps to minimise the impact of the delay on the
progress of the *works.
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.3 A claim to adjust the date for *practical completion with or without *adjustment of time costs is
a *claim to adjust the contract.
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L2 Causes of delay which entitle making claim for adjustment of time without costs
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.1 The contractor may make a claim for an adjustment to the date for *practical completion but
not for *adjustment of time costs caused by:
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a disruptive weather conditions exceeding the allowance shown in item 20 of

schedule 1
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b any other circumstance exceeding the allowance shown in item 21 of schedule 1.

L3 Contractor to notify of delay

.1 When progress of the *works is delayed by any of the causes in clause L1 or L2, the
contractor must, within 2 *working days of becoming aware of the start or end of a delay, as
the case may be, notify the architect in writing:
a that the *works are being delayed, and state when the delay began, give a description
of the cause or causes of the delay and give an estimate of the number of *working
days affected and
b that the delay has ended, and state when the delay ended.
.2 Subject to subclause L3.1, delays of less than 2 *working days may be notified in the same
notice.
Adjustment of time L
L4 Contractor to allow for delays
.1 The contractor warrants that the number of *working days it has allowed to complete the
*works includes a reasonable allowance for delay due to weather conditions or the effect of
weather conditions that is reasonable, having regard to the time of the year when the
*necessary work is likely to be carried out, and which will disrupt a *critical construction
activity. The contractor’s allowance is shown in item 20 of schedule 1.
.2 A *critical construction activity is an activity which is part of the *necessary work that if
delayed will have a direct effect on subsequent activities such that the contractor’s ability
to achieve *practical completion by the date for *practical completion will be affected.
L5 Adjustment of provisional allowance for delays

.1 The contractor is not entitled to an adjustment of time for any of the causes under clause
L4 until the provisional allowance stated in items 20 and 21 of schedule 1 has been
exceeded for that cause.
L6 Overlapping delays
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.1 Subject to clauses L4 and L5, when one or more *critical construction activities are delayed
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by more than one cause at the same time, the architect must assess any *claim to adjust the
contract in accordance with this clause L6.
.2 Where one overlapping cause of delay further extends the delay resulting from another
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overlapping cause, the contractor is entitled to:
a an adjustment of time equal to the time from the commencement of the first
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occurring delay to the end of the last overlapping delay, and
b *adjustment of time costs for that part of any delay due to an event described in clause
L1 that is not simultaneous with a delay due to an event described in clause L2.
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.3 Where one overlapping cause of delay does not further extend the delay resulting from
another overlapping cause, the contractor is entitled to:
a an adjustment of time equal to the period of time from the first occurring
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overlapping delay and

b *adjustment of time costs for that part of any delay due to an event described in clause
L1 that is not simultaneous with a delay due to an event described in clause L2.
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M Completion of the works
M
M1 Practical completion
.1 The contractor must bring the *works to *practical completion by the date for *practical
completion shown in item 22 of schedule 1 as adjusted in accordance with this contract.
The *works are at *practical completion when, in the reasonable opinion of the architect:
a they are substantially complete and any incomplete *necessary work or *defects
remaining in the *works are of a minor nature and number, the completion or
rectification of which is not practicable at that time and will not unreasonably affect
occupation and use
b all commissioning tests in relation to the plant and equipment shown in item 23 of
schedule 1 have been carried out successfully and
c any approvals required for occupation have been obtained from the *relevant
authorities and copies of *official documents evidencing the approvals have been
provided to the architect.
.2 Subject to clause M11, the owner takes possession of the *works at 4.00pm on the date the
architect issues the notice of *practical completion.
M2 Inspection by the contractor
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.1 At least 10 *working days before the date the contractor expects that *practical completion will
be reached, the contractor must inspect the *works and prepare a detailed schedule of
*defects and incomplete *necessary work and give a copy of the schedule to the architect.
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.2 At the same time, the contractor must give the architect a written timetable for the
correction of *defects and completion of incomplete *necessary work.
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M3 Notification to architect of *practical completion

.1 When the contractor considers that the *works are at *practical completion, the contractor
must notify the architect in writing and give a copy of the detailed schedule of *defects and
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incomplete *necessary work to the architect indicating that each item has been corrected or
completed to the satisfaction of the contractor.
.2 The architect must commence its inspection of the *works *promptly and complete the
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inspection within an agreed time or, if none is agreed, within 10 *working days. The
architect must issue a notice or instruction under clause M4, M5 or M6.
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.3 Within the agreed time for the architect’s inspection, or if none is agreed, within 10
*working days, the contractor must give the architect any *official documents required for
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occupation and evidence that all the commissioning tests shown in item 23 of schedule 1
have been successful.
M4 Architect to decide if the *works have reached *practical completion

.1 If the architect decides that the *works have reached *practical completion, the architect must
give written notice of *practical completion to the contractor and to the owner within 5
*working days after completing the inspection. The notice must state the date when
*practical completion was reached.
.2 The architect must also notify the owner in writing that security must be released in
accordance with clause C6.
M5 If the *works not at *practical completion

.1 If the architect considers that the *works are not at *practical completion, the architect must
give a written notice to that effect to the contractor, copied to the owner. The architect
must give the notice to the contractor within 5 *working days after completing the
inspection.
Completion of the works M
M6 Contractor to bring the *works to *practical completion
.1 If the architect gives notice to the contractor under clause M5, the contractor must
*promptly do whatever is necessary for *practical completion to be reached. The contractor
must notify the architect in writing when it considers the *works have reached *practical
completion. The procedures under clauses M2 to M6 apply until the architect decides that
the *works have reached *practical completion.
M7 If architect fails to issue notice of *practical completion

.1 If the architect fails to issue a notice under clause M4 or within 5 *working days of
completion of the inspection, the contractor may request in writing that the architect issue
a notice.
.2 If the architect fails to issue a notice within 5 *working days of the request:
a the contractor may make a *claim to adjust the contract for any loss, expense or
damage that results from the failure of the architect to issue a notice and
b the date of *practical completion will be the date identified in the contractor’s notice
made under subclause M3.1 and
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c any security must be released in accordance with clause C6.
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followed are stated in section H. C
M8 Possession of the *works before *practical completion
.1 If the owner takes possession of the *works before the architect issues the notice of *practical
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completion, the *works are to be treated as having reached *practical completion. The architect
must issue to the contractor and to the owner a notice of *practical completion within 5
*working days after being notified in writing that the owner has taken possession, unless
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clause M4 applies.
.2 If the owner takes possession of the *works before the architect issues the notice of *practical
completion, the contractor may make a *claim to adjust the contract.
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M9 Liquidated damages may be payable

.1 If the *works have not reached *practical completion by the date for *practical completion as
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adjusted, the architect must *promptly notify the contractor and the owner in writing of the
owner’s entitlement to liquidated damages.
.2 Up to 20 *working days after the date of issue of the notice of *practical completion, the owner
may notify the architect in writing whether it will enforce its entitlement to liquidated
damages against the contractor.
.3 The contractor is liable to pay or allow to the owner liquidated damages at the rate shown
in item 24 of schedule 1.
M Completion of the works
M10 Deduction of liquidated damages
.1 If the owner notifies the architect in writing under clause M9, then the architect must:
a notify the contractor of the owner’s decision within one *working day, and
b deduct liquidated damages from the next and subsequent progress certificates, as
applicable.
.2 If, after the architect has issued a certificate in which an allowance for the owner’s
entitlement to liquidated damages has been made, an adjustment is made to the date for
*practical completion, with the result that the owner’s entitlement to liquidated damages is
altered, or the owner has advised that it no longer wishes to enforce its entitlement to
liquidated damages, the architect must make an appropriate adjustment in the next
certificate.
M11 Contractor to correct *defects and finalise *necessary work

.1 The contractor must correct any *defects or finalise any incomplete *necessary work, whether
before or after the date of *practical completion, within the agreed time as stated in an
instruction or if no time is stated, within 10 *working days after receiving a written
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instruction from the architect to do so.
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M12 If the contractor fails to correct *defects and finalise *necessary work
.1 If the contractor fails to correct a *defect or finalise any incomplete *necessary work within
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the time nominated under clause M11 or fails to show reasonable cause for the failure
together with a timetable for correcting the problem that is acceptable to the architect, the
owner may use another person to correct the problem at the cost of the contractor.
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.2 If the owner is required to use another person to rectify a problem, the owner is entitled to
make a *claim to adjust the contract.
.3 If the owner makes a *claim to adjust the contract the architect must *promptly assess the
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claim and may issue a certificate under clause N4.
M13 Defects liability period

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.1 The defects liability period is shown in item 25 of schedule 1 and commences on the date
of *practical completion of the *works.
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.2 The architect may notify the contractor that, in respect of any part of the *works that has
undergone significant correction within the first defects liability period, a further defects
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liability period of equal length to the first defects liability period may run for that part.
The notification must be given at the time of acceptance of the corrected *necessary work.
M14 Contractor’s obligations during and after defects liability period

.1 If there is any remaining *defect or incomplete *necessary work, or the contractor becomes
aware by instruction from the architect or from its own observations of any *defect or
incomplete *necessary work during the defects liability period, it must *promptly return to
the *site and correct the *defect or finalise the incomplete *necessary work. This obligation
continues until the *defect is corrected or the incomplete *necessary work is finalised, and
does not come to an end when the defects liability period is over.
.2 The architect cannot give the first instruction to correct an outstanding *defect or to finalise
any incomplete *necessary work after the end of the defects liability period, unless it is for
the rectification of a latent *defect and the final certificate has not been issued.
Payment for the works N
N
N1 *Contract price
.1 The *contract price, shown in item 4 of schedule 1 is a lump sum and the contractor
represents that the *contract price allows for:
a everything reasonably required in accordance with this contract to complete the
*works
b all *provisional sums and *prime cost sums shown in schedule 6 and schedule 7
c installation of any items shown in schedule 8 to be supplied by the owner and
installed by the contractor
d rise and fall
e all statutory taxes and charges applying 5 *working days before the closing of tenders
f import duties and tariffs on imported materials or equipment to be incorporated in
or used in the completion of the *works applying 5 *working days before the closing
date for tenders
g exchange rates applying 5 *working days before the closing date for tenders
h relevant industrial awards and workplace agreements, site allowances, building
industry superannuation levies and long service leave levies and
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i *GST.
.2 The *contract price does not include any items to be supplied and installed by the owner,
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shown in schedule 8 or specifically identified elsewhere in the *contract documents.
N2 Owner’s obligation to pay *contract price

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.1 The owner must pay the *contract price, adjusted in accordance with this contract,
progressively in accordance with this section N.
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N3 Progress claims – procedure for contractor

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.1 The contractor may submit to the architect one claim for a progress payment in each
month, on or after the date in each month shown in item 26 of schedule 1, unless a
different date is agreed in writing between the contractor and the owner. The claim is not
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a *tax invoice.
.2 The claim must set out the contractor’s valuation of:
a the *necessary work completed
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b materials and equipment delivered to the *site for incorporation in the *works,
provided title has passed to the contractor
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all in relation to the *cost of building work, as adjusted, up to and including the day of the
claim.
.3 The claim must identify any amount of *GST that has been included in the claim. The claim
must be supported by any information shown in item 27 of schedule 1 and a declaration
made by the contractor that:
a all wages and other entitlements including building industry superannuation and
long service leave levies due at the date of the declaration have been paid to or on
behalf of all employees of the contractor
b all monies due to subcontractors at the date of the declaration have been paid
c all insurances required to be maintained by the contractor are in force.
N4 Progress claims – procedure for architect
.1 The architect must assess a claim for a progress payment and issue to the contractor and to
the owner a certificate setting out any payment due to either the owner or the contractor,
within 10 *business days after receiving a claim for a progress payment.
.2 When assessing a claim for a progress payment the architect must take account of each of
the following:
a any adjustments to the *cost of building work since any previous assessment
b the proportion of the *cost of building work claimed, representing the value of the
*necessary work completed up to and including the day of the claim, making
allowance for the cost of rectifying *defects, if any
c the proportion of the *cost of building work claimed, representing the value of
materials and equipment delivered to the *site for incorporation in the *works up to
and including the day of the claim, provided title has passed to the contractor
d an allowance for cash retention where clause C2 applies
e any claim by the owner for a set off of monies due under this contract
f the owner’s entitlement to liquidated damages, in accordance with clause M9, since
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any previous certificate, calculated up to the date of the certificate
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g any other matter to be taken into account in accordance with this contract
h *GST.
.3 The certificate must identify the amount of *GST that has been included and the architect
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must give written reasons for any difference between the *cost of building work amount
certified and the (*GST exclusive) amount claimed.
.4 If the architect reasonably needs additional information to assess the claim, the architect
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must *promptly ask the contractor for it. If that information is needed to assess only part of
the claim, the architect must assess the rest of the claim.
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N5 *Tax invoice
.1 On receiving a certificate from the architect, the *party to be paid must deliver the
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certificate to the other *party for payment. If the *party to be paid is registered for *GST, it
must, at the same time, deliver a *tax invoice equal in value to the certificate to the other
*party.
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N6 Certificates – obligation to pay

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.1 The amount stated as owing in any certificate must be paid within the period shown in
item 10 of schedule 1 after delivery of the certificate and the *tax invoice (if applicable).
.2 The architect may issue a certificate for payment at any time up until the final certificate is
issued.
N7 Before making first progress payment

.1 Before the owner is obliged to make the first progress payment, the contractor must:
a have in place the security by *unconditional guarantee in accordance with clause C1
b have in place the insurances in accordance with section E unless the owner has
taken out the insurance in accordance with clause E5 and
c have given the architect the program in accordance with clause G5.
Payment for the works N
N8 If architect fails to issue certificate
.1 If the architect fails to issue a certificate on time the contractor may issue a notice in writing
to the owner, copied to the architect, requesting the owner to ensure that the architect
issues the certificate within 5 *working days after the date the notice is delivered.
.2 If the architect fails to issue the certificate within 5 *working days after the date the notice is
delivered, the contractor is entitled to payment of the full amount of the progress claim
within 7 calendar days after the date the notice was delivered.
.3 If the owner then fails to pay the full amount of the progress claim in accordance with
subclause N8.2, the contractor may immediately suspend the *necessary work in accordance
with clause Q12.
N9 Contractor entitled to make claim

.1 The contractor is entitled to make a *claim to adjust the contract for any loss, damage or
expense that results from the suspension of the *necessary work under clause Q12.
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N10 Final claim – procedure for contractor
.1 The contractor is entitled to submit to the architect a final claim for payment when:
a all defects liability periods have ended
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b the contractor has rectified all *defects and finalised all incomplete *necessary work it
became aware of by instruction from the architect or from the contractor’s own
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observations during the defects liability period and
c the *works have been completed in accordance with this contract.
.2 The claim must be supported by any information shown in item 28 of schedule 1 and a
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declaration made by the contractor that:

a the contractor has performed its obligations under this contract
b all monies due to subcontractors at the date of the declaration have been paid.
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.3 The contractor’s final claim must identify any *GST included in the claim.
.4 The contractor must submit a final claim within 20 *working days after receiving a written
request to do so from the architect.
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.5 If the contractor fails to comply with a written request made under subclause N10.4 the
architect may determine the final claim.
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.6 After a final claim has been made under subclause N10.1 or is treated as having been made
under subclause N10.5, the contractor is not entitled to make any further claims under this
contract.
N11 Final certificate – procedure for architect
.1 The architect must *promptly assess the final claim. If the architect reasonably needs
additional information to do so, the architect may ask the contractor for it. The contractor
must *promptly give the architect any additional information the architect requests. The
architect must, within a reasonable time (not exceeding 10 *business days) after receiving the
final claim (or the additional information if requested) issue to the contractor and to the
owner a final certificate setting out the amount due for payment.
.2 The certificate must:
a identify the amount of *GST that has been included
b give written reasons for any difference between the (*GST exclusive) amount
certified and the (*GST exclusive) amount claimed and
c notify the owner of its obligation to release any remaining security under clause C7.
.3 If the contractor fails to give the architect any additional information the architect asks for
within a reasonable time, the architect must *promptly assess the claim on the basis of the
information the architect has.
.4 If the engagement of the contractor is terminated under clause Q1, Q2, Q13, or Q14 a
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certificate will be issued in accordance with clause Q9 or Q17, as applicable.
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N12 Final certificate – *tax invoice
.1 On receiving the final certificate from the architect, the *party to be paid must deliver the
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final certificate to the other *party for payment. If the *party to be paid is registered for
*GST, it must, at the same time, deliver a *tax invoice equal in value to the final certificate to
the other *party.
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N13 Final certificate – obligation to pay

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.1 The amount stated as owing in the final certificate must be paid within the period shown
in item 11 of schedule 1 after delivery of the certificate and the *tax invoice (if applicable).
N14 Effect of final certificate

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.1 The final certificate must state the architect’s assessment of all outstanding entitlements
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under this contract. The final certificate is evidence of the *parties’ entitlements under this
contract and that the contractor has performed its obligations under this contract, subject to
any matter already in dispute under section P.
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N15 Interest on overdue amounts

.1 Each *party must pay interest on any money that it owes the other but fails to pay on time.
In the case of the owner, this includes any delay caused by the failure of the architect to
issue a progress certificate on time.
.2 The interest rate is shown in item 28 of schedule 1.
.3 The interest is calculated daily, from the date the money should have been paid. The
interest must be paid on the last day of each month. If interest due on the last day of a
month is not paid, it is immediately capitalised and added to the money outstanding.
O Not used
Dispute resolution P
P
P1 Each *party must continue to perform its obligations

.1 If a dispute or difference arises out of or in relation to this contract, the *parties must
continue to perform their obligations under this contract.
P2 Compulsory conference
.1 If a dispute or difference between the *parties arises out of or in relation to this contract:
a either *party may deliver a written dispute notice to the other which states what the
dispute is and requires the representatives of the *parties to meet within 5 *working
days after the dispute notice is delivered to make a bona fide attempt to resolve the
dispute or difference.
b if the dispute or difference is not resolved within 5 *working days after the dispute
notice is delivered, representatives of the owner and the contractor with authority to
settle a dispute must meet within 10 *working days after the dispute notice is
delivered and make a bona fide attempt to resolve the dispute or difference.
.2 The operation of this clause is not affected by one *party receiving a proposal under clause
P3 from the other within 10 *working days after the dispute notice is delivered.
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P3 Mediation
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.1 If the dispute or difference is not resolved within 10 *working days after the dispute notice is
delivered, representatives of the owner and the contractor with authority to settle a dispute
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may agree, subject to subclause P3.2, to resolve their dispute or difference by mediation.
.2 Mediation is only available if the *parties agree in writing to mediation within 20 *working
days after a dispute notice is delivered.
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.3 If the *parties fail to comply with subclause P3.2, either *party may begin any legal
proceedings available to it.
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.4 After written agreement under subclauseP3.2 to mediate the dispute or difference, and
within 25 *working days after a dispute notice is delivered, representatives of the owner and
the contractor with authority to settle a dispute must agree in writing on the identity of the
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mediator or, if not, the *party that issued the dispute notice must request in writing, copied
to the other *party, that the chairperson of the Chapter of The Institute of Arbitrators &
Mediators Australia in the State or Territory shown in item 29 of schedule 1, nominates the
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mediator.
.5 Subject to subclause P3.6, the mediation must be conducted in accordance with the Rules
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for Mediation of The Institute of Arbitrators & Mediators Australia unless the *parties agree
alternative rules in writing within 5 *working days after agreement or nomination of the
mediator.
.6 The mediation must commence within 10 *working days after agreement or appointment of
the mediator under subclause P3.4, unless the *parties agree in writing to a longer period.
.7 If the mediation has failed to resolve the dispute or difference when the mediator confirms
the mediation is concluded, either *party may begin any legal proceedings available to it.
P4 Legal rights
.1 Nothing in this section prevents either *party from taking action at any time to enforce
payment due under a certificate issued in accordance with this contract or to seek urgent
court relief to prevent the detrimental action of the other *party.
Q
Q1 Owner may require contractor to remedy default

.1 If the contractor fails to meet a substantial obligation under this contract, the owner may
give the contractor a written notice requiring the contractor to remedy the default within
10 *working days. The notice must specify the default, and state that it is given under this
clause.
.2 If the default is not remedied, or the contractor fails to show reasonable cause why it
cannot be remedied within 10 *working days, or such additional days as agreed with the
architect, the owner may terminate the engagement of the contractor by giving the
contractor a written notice of termination.
.3 The notice of termination must state that it is given under this clause and a copy must be
given to the architect.
Q2 Owner may immediately terminate

.1 If an *insolvency event occurs in relation to the contractor, the owner may immediately
terminate the engagement of the contractor under this contract by giving the contractor a
written notice of termination.
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.2 The notice of termination must state that it is given under this clause and a copy must be
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given to the architect.
Q3 Owner may take possession of the *site

.1
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If the owner terminates the engagement of the contractor under clause Q1 or Q2 before the
architect has issued the notice of *practical completion:
a clause D3 applies as if the architect had issued the notice of *practical completion on
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the day the owner terminates the engagement of the contractor, and clauses E1 and
E2 apply, except that the owner must take out the insurance and
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b the owner may take possession of the *site and exclude the contractor from it.
.2 The owner may take possession of any documents, plant, tools, unused materials and
equipment on the *site belonging to the contractor, and may use them in completing the
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*works. The owner must make available for collection by the contractor, the items of which
it has taken possession, as soon as it receives the certificate issued under clause Q9. The
owner is not liable for fair wear and tear of anything of which the owner has taken
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possession.
.3 At any time after termination of the contractor’s engagement, the architect may instruct the
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contractor to remove all or some of its property from the *site. The contractor must comply
within 10 *working days, failing which the owner may remove the property identified in the
architect’s instruction, and dispose of it. The owner must give notice in writing to the
contractor and the architect of the amount the property is disposed for. The owner must
pay the contractor the amount the property is disposed for, less the costs of removal and
disposal.
Q4 Assignment of contractor’s rights

.1 Where the engagement of the contractor has been terminated under clause Q1 or Q2, the
contractor must assign to the owner all of its rights under any subcontract relating to the
supply of labour, services, materials or equipment for the *works if directed to do so by the
architect.
Q5 Owner may contract with others to complete the *works

.1 If the owner terminates the engagement of the contractor under clause Q1 or Q2, the
owner may contract with others to complete the *works.
Termination of engagement Q
Q6 Owner not bound to make any further payment to contractor
.1 Where the engagement of the contractor has been terminated under clause Q1 or Q2 the
owner will not be bound to make any further payment to the contractor unless an
obligation to pay arises under clause Q9.
Q7 Owner may pay subcontractors or suppliers

.1 If the owner terminates the engagement of the contractor under clause Q1 or Q2, the
owner may at its sole discretion directly pay any subcontractor or supplier for any
*necessary work, materials or equipment necessary to complete the *works. Any sum paid by
the owner to the subcontractor or supplier is to be taken into account by the architect in
preparing its certificate under clause Q9, provided the owner has not already paid the
contractor for the same *necessary work, materials or equipment.
Q8 Architect to give assessment of cost of completing the *works

.1 Where the engagement of the contractor has been terminated under clause Q1 or Q2, the
architect must *promptly make a written assessment of the cost to the owner of completing
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the *works and issue to the contractor and to the owner a copy of that assessment. For this
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purpose, the cost to the owner of completing the *works excludes any amount paid by the
owner under clause Q7. That assessment is to be reflected in the certificate made under
clause Q9.
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Q9 Architect to give certificate of amount payable to contractor or owner
.1 Where the engagement of the contractor has been terminated under clause Q1 or Q2, and
the assessment required under clause Q8 has been made, the architect must *promptly
prepare a certificate as to the amount payable, including *GST, by one *party to the other
and issue it to the contractor and to the owner. That certificate is to be calculated using the
following procedure.
.2 The architect is to determine the amount of the *contract price as adjusted at the date of
termination of the engagement of the contractor.
.3 The architect is to determine the total of:
a the value of *necessary work completed, including *GST, assessed in the last certificate
issued under clause N4
b the cost to the owner of completing the *works, including *GST, as assessed by the
architect under clause Q8
c any sum paid directly by the owner to a subcontractor or supplier, including *GST,
under clause Q7 not already paid to the contractor for the same *necessary work,
materials or equipment necessary to complete the *works
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d the architect's assessment of any claim by the owner under this contract for a set off
of monies due and
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e any liquidated damages in accordance with clause M9, since any previous
certificate, calculated up to the date of termination of the engagement of the
contractor.
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.4 The architect is to determine the total of:
a the amount of security drawn or appropriated to date and
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b the amount of any security by cash retention held by the owner in accordance with
clause C2.
.5 The certified amount payable to the owner or the contractor, as the case may be, is the total
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determined in subclause Q9.2, less the total determined in subclause Q9.3, plus the total
determined in subclause Q9.4.
.6 The architect must also state on the certificate the value of any remaining security by
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*unconditional guarantee.
.7 If a certificate is issued under this clause, it takes the place of a final certificate under clause
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N11, and clause C7 applies.
Q10 Contractor or owner to pay under clause Q9

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.1 If the balance calculated by the architect under clause Q9 is a positive figure, the owner
must pay the contractor the balance. If the balance is negative, the contractor must pay the
owner the balance.
.2 On receiving the certificate from the architect, the *party to be paid must deliver the
*party.
.3 The amount stated as owing must be paid within the period shown in item 10 of schedule
1 after delivery of the certificate and the *tax invoice.
Termination of engagement Q
Q11 Contractor may require owner to remedy default
.1 If the owner defaults by:
a failing to make a progress payment on time or
b failing to meet any other substantial obligation under this contract
then the contractor may give the owner a written notice stating that:
c it is given under this clause
d the owner must rectify the default within 10 *working days after receipt
e if the default is not so rectified, the contractor will be entitled to proceed under
clause Q12 to suspend the *necessary work or subsequently under clause Q13 to
terminate its engagement.
.2 The contractor must give a copy of the notice to the architect.
Q12 Contractor may suspend if default not remedied

.1 If after receiving a notice under clause Q11:
a the owner fails to rectify the default
b the owner fails to show reasonable cause why the default cannot be remedied within
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time or
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c subclause N8.3 applies,
the contractor may immediately suspend the *necessary work by giving the owner written
notice.
.2
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The notice must state that it is given under this clause. A copy of the notice must be given
to the architect.
.3 If, after the suspension of the *necessary work, the owner rectifies the default, the contractor
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is entitled to make a *claim to adjust the contract for any loss, expense or damage that results
from the suspension of *necessary work.
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Q13 Contractor’s subsequent right to terminate

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.1 After the contractor has given the owner written notice of suspension under clause Q12,
the contractor may terminate its engagement under this contract by giving the owner
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written notice of termination.

.2 The notice must state that it is given under this clause. A copy of the notice must be given
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to the architect.
Q14 Contractor may immediately terminate

.1 If an *insolvency event occurs in relation to the owner, the contractor may immediately
terminate its engagement under this contract by giving the owner written notice.
.2 The notice must state that it is given under this clause. A copy of the notice must be given
to the architect.
Q15 Contractor’s entitlement after termination

.1 If the contractor terminates its engagement under clause Q13 or Q14 the owner must pay
the contractor the amount the owner would have had to pay if the owner had wrongfully
repudiated the contract.
Q16 Procedure for contractor to make claim

.1 Within a reasonable time of terminating its engagement under clause Q13 or Q14 the
contractor must submit to the architect a claim setting out the contractor’s entitlement,
calculated on the same basis as if the owner had wrongfully repudiated the contract.
Q17 Architect to give certificate
.1 The architect must *promptly assess any claim made by the contractor under clause Q16
and must *promptly issue to the contractor and to the owner a certificate specifying the
amount for payment to the contractor or the owner, as the case may be.
.2 If a certificate is issued under this clause, it takes the place of a final certificate under clause
N11, and clause C7 applies.
Q18 Contractor or owner to pay under clause Q17

.1 On receiving the certificate from the architect, the *party to be paid must deliver the
*party.
.2 The amount stated as owing must be paid within the period shown in item 10 of schedule
1 after delivery of the certificate and the *tax invoice.
Q19 If this contract is frustrated

.1 If this contract is frustrated at law or the *parties agree that the contract is frustrated, the
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contractor is entitled to submit a claim for:
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a the value of the *works at the date of frustration, less any progress payments that
have already been made
b the value of any security then held by the owner
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c the non-recoverable costs the contractor has incurred, or entered into an agreement
to incur, to enable the contractor to complete the *works
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d the non-recoverable costs the contractor has incurred or will incur in order to cease
the *necessary work and
e loss of profit.
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.2 The architect must *promptly assess the claim and issue to the contractor and to the owner a
final certificate specifying the amount for payment. If a final certificate is issued under this
clause, it takes the place of a final certificate under clause N11, and clause C7 applies.
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.3 A final certificate issued under this clause must be paid in accordance with clause Q18.
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Miscellaneous R
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R1 Transmission of documents
.1 A *party or the architect may only deliver a document under this contract to the other
*party or the architect by:
a delivering it to the *party or the *party’s representative or the architect by hand or
mail at the address shown in item 1 of schedule 1
b faxing it to the *party or the architect at the fax number shown in item 1 of schedule
1
c emailing it to the *party or the architect or attaching an electronic copy to the email.
However, email may only be used to deliver a document if the receiving *party or
the architect has given an email address in item 1 of schedule 1, or, the *party or the
architect has confirmed in writing that email communication to the *party or the
architect is acceptable for use under this contract.
.2 If the fax numbers, or email addresses of the *party and the *party’s representative are
different, the document must be sent to both the *party’s address and the address of the
*party’s representative.
.3 If a *party or the architect has had 5 *working days written notice from another *party or the
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architect of a change of postal address, email address, or fax number, a document may then
only be delivered to that *party or the architect at the latest address, email address or fax
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number.
R2 Time document is received

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.1 A document that is hand delivered is to be treated as having been received when it is left at
the relevant address.
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.2 A document that is sent by mail is to be treated as having been received 3 *working days (7
*working days in the case of overseas mail) after posting.
.3 A document sent by fax is to be treated as having been received as soon as the sender
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receives an error free transmission report from the correct fax number. If a document is
delivered, or an error free transmission report is received after 5.00pm in the time zone of
the *site the document is to be treated as having been delivered at the beginning of the next
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*working day.
.4 A document sent by email is to be treated as having been received when the sender
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receives a return email, which is an email in reply or from the recipient’s e-mail system
confirming delivery, or that it has been read. If an email is sent after 5.00pm in the time
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zone of the *site the email is to be treated as having been delivered at the beginning of the
next *working day, whether or not a return email is received on the day of sending.
R3 Assignment
.1 Neither of the *parties may assign any rights under this contract, without obtaining the
other’s consent. That consent may not be unreasonably withheld.
R4 Entire contract
.1 This contract contains everything the owner or the architect has agreed with the contractor
in relation to the matters it deals with. Neither *party may rely on an earlier contract, or on
anything else said or done by the other *party (or by an officer, agent or employee of the
other *party) before this contract was entered into.
R5 Contract to benefit successors and assignees

.1 This contract continues for the benefit of, and binds, a successor in title of a *party,
including a person to whom a *party’s rights and obligations are assigned in accordance
with this contract.
R Miscellaneous
R6 Severability
.1 If any clause or part of a clause is illegal, unenforceable or invalid, that clause or part of a
clause is to be treated as removed from this contract and the rest of this contract is not
affected. This does not apply if the clause or part of a clause goes to the heart of the
transaction contemplated by this contract.
R7 Waiver
.1 The fact that a *party or the architect fails to do, or delays in doing, something it is entitled
to do under this contract, does not amount to a waiver of that *party’s or the architect’s
right to do it. Any waiver by a *party or the architect must be in writing. A written waiver
is only effective in relation to the particular obligation or breach in respect of which it is
given. It is not to be taken as an implied waiver of any other obligation or breach, or as an
implied waiver of that obligation or breach in relation to any other occasion.
R8 Governing law
.1 This contract is governed by the law of the State or Territory shown in item 29 of schedule
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1 and the *parties submit to the non-exclusive jurisdiction of its courts.
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R9 Compliance with law
.1 Both *parties must comply with *relevant legislation or any order, code, ordinance or *official
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document of a *relevant authority applicable to the *works and this contract.
R10 Change in relevant legislation

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.1 If, on or after the date of the contract, any *relevant legislation changes, or new legislation
comes into force that requires a change in the *works, the contractor must *promptly notify
the architect in writing giving details of the effect on the *works. The architect must
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*promptly issue an instruction to the contractor.
R11 Interpretation of headings

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.1 The headings in this contract are used as a guide only and do not form part of it.
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R12 Contractor and owner to observe confidentiality

.1 Confidential information is information marked as confidential when provided by one
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*party to the other. Each *party must not disclose any confidential information except to the
extent that either *party is required, or entitled to do so, by law.
.2 The contractor must not advertise its relationship with the owner or its involvement in the
*works without the written permission of the owner, which must not be unreasonably
withheld.
.3 The contractor must ensure that its subcontractors are bound by a clause similar to this
clause. The owner’s written permission to the contractor applies to the subcontractors,
unless the owner specifically restricts the permission in writing.
R13 General interpretation

.1 A reference to the singular includes the plural and the plural includes the singular.
.2 No rule of construction will apply to the disadvantage of one *party on the basis that that
*party has put forward the contract documents or any of them.
Definitions S
S
S1 Definitions
adjustment of time costs includes any loss, expense or damage reasonably incurred by the
contractor that results from a delay due to the causes referred to
in clause L1
authorised person a building inspector or certifier or other person authorised under
*relevant legislation having jurisdiction over the *works
business day any day other than a Saturday, Sunday, or statutory public
holiday in the State or Territory shown in item 29 of schedule 1
claim to adjust the contract a claim made to the architect to adjust the *contract price
(including *adjustment of time costs) or the date for *practical
completion or both
contract documents any special conditions shown in schedule 2, the conditions of this
contract, the specifications, the drawings and any other
documents shown in schedule 3
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contract price see clause N1
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cost of building work the actual net cost of the *works excluding any amounts for *GST
critical construction activity see clause L4 C
defect or defective work *necessary work that is:
a in breach of any of the warranties set out in the *contract
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documents
b not in accordance with the standard or quality of building
work specified in the *contract documents
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detailed records see clause J4

GST goods and services tax levied under the *GST Act
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GST Act the A New Tax System (Goods and Services Tax) Act 1999
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infrastructure service a service to the *site for which there is an alternative source of
supplier, or supply
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input tax credit has the same meaning as ‘input tax credit’ under the *GST Act
insolvency event in relation to a person, means anything that indicates that the
person is or will become unable to pay their debts as and when
they become due or payable including:
a the person is declared, made or becomes insolvent
b an execution or distress process is levied against the
person’s assets which include the person’s income
c the person enters into a deed of company arrangement
with the person’s creditors
d the person fails to comply with a bankruptcy notice or a
statutory demand served under the corporations law
e a provisional liquidator, liquidator, receiver, receiver and
manager, administrator, scheme administrator, controller
or other such administrator is appointed (whether by a
ABIC SW-2008 Page 55 Simple Works Contract
S Definitions
court, creditor or otherwise) to the person or over the
person’s assets
f a trustee in bankruptcy, interim receiver, controlling
trustee or other such administrator is appointed (whether
by a court, creditor or otherwise) to the person or over the
person’s assets.
latent condition see clause F5
necessary work all work including any temporary work necessary to complete
the *works
non-working days statutory public holidays and rostered days off and recognised
industry shut-down periods in the State or Territory shown in
item 29 of schedule 1
official document see clause B3
party or parties the owner or the contractor as the case may be
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practical completion see clause M1
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prime cost sum see clause K1
promptly as soon as practicable C
provisional sum see clause K1
relevant authority a body or organisation, statutory or otherwise, which has
authority over the *works in accordance with *relevant legislation,
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including an *infrastructure service supplier exclusively able to

supply the *site
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relevant legislation Acts, regulations, *official documents and official interpretations of

them that have a direct relationship to the work being carried out
by an authority having jurisdiction of the *works
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site the place at which the *works are to be constructed and any other
place made available by the owner to the contractor under this
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contract (briefly described in item 6 of schedule 1)

site information see clause F3
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tax invoice an invoice for payment complying with the requirements of the
*GST Act
unconditional guarantee see clause C3
valuable item see clause F5
variation see clause J1
working day Monday to Friday excluding *non-working days
works the completed construction set out in the *contract documents
(briefly described in item 5 of schedule 1).
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y

Contract Price: $ ________________________________________

C5 Procedure for owner to draw on security provided J Variation to the works

D4 Indemnity after *practical completion.............................. 23

N Payment for the works

N9 Contractor entitled to make claim ................................. 45

N12 Final certificate – *tax invoice .......................................... 46

P2 Compulsory conference .................................................. 47

ABN (if applicable):

Address for notices:

If the *party is an individual, individual trustee,

If the *party is a corporation, corporate trustee or

Common seal of *party:

Capacity: Officer/Director/Sole Director Officer/Director/Sole Director

The owner The contractor

Item 2 The architect

Item 3 Special conditions

Will the owner remain in occupation? Yes No

Item 4 The *contract price

Item 6 The *site of the *works

Item 7 Security provided by the contractor

Item 7b Owner’s nominated type of security

Item 8 Percentage of *contract price for

Item 9 Percentage of *contract price for

Clause C3 each *unconditional guarantee

(2 unconditional guarantees) If nothing stated, 2 guarantees of 2.5%

Item 10 Period for payment of certificates

N6, N13, Q10,

Item 11 Public liability insurance

Item 12 Contract works insurance

Item 14 Amount to cover cost of demolition

Item 15 Amount of insurance for injury,

Item 16 Insurance excess

Item 17 Percentage for the contractor’s

Clause H2 overheads and profit

Item 18 *Adjustment of time costs

Item 19 Percentage of difference to be

Item 21 Other allowances for delay having

Item 24 Rate for liquidated damages

Item 25 Defects liability period for the *works

Item 26 Date for submitting progress claims

Item 27 Information to be included in a

Item 28 Interest rate on overdue amounts

Item 29 Governing law

Item 30 *Official documents

Item 30b *Official documents required to complete

Replace clause D3.1 with the following:

the following clauses.

Replace clause M1.2 with the following:

Replace clause Q3.1 with the following:

1. Any special conditions shown in schedule 2a.

5. The drawings listed below:

6. Any other documents described below:

for [insert amount $AUD]

under the contract.

This undertaking is governed by the law of [insert jurisdiction].

EXECUTED on [insert date] as a Deed.

Sum allowed Description Particular person†

Sum allowed Description Particular person†

Item 6 The site of the works

to the party and the other party within 10 *working days.

relevant legislation having jurisdiction over the works.

contractor failing to examine the site information or inspect the site.

F6 Architect to instruct in relation to a latent condition or valuable item

F7 Contractor entitled to claim for latent condition or valuable item

J6 If authorised person issues official document