Form CSA2014-Engineering (Amendment 2018)

Form CSA2014-Engineering (Amendment 2018)
CONSULTANCY SERVICES
Specify full name of project

FOR .............................................................................
CONTRACT NO. : .....S..p.e..c.i.fy..c..o.n..tr.a..c.t.n..u.m

...b.e.r..................
BETWEEN
THE GOVERNMENT OF MALAYSIA
AND
Name of consultancy firm

………………………………………………………….
Company registration no with Suruhanjaya Syarikat Malaysia (local company) or

Board of Engineering Consultancy Practice Registration. If foreign companies specify
its registration number in its country)
(COMPANY NO. :................................................................................................)
1
Table of Contents
1.0 DEFINITIONS AND INTERPRETATIONS ...................................................... 6

1.1. Definitions.................................................................................................... 6
1.2. Interpretations ............................................................................................. 7
1.1. Entire Agreement .......................................................................................... 9
2.0 APPOINTMENT AND CONSIDERATION ...................................................... 9
3.0 EEFECTIVE DATE AND DURATION OF THIS AGREEMENT ...................... 9
3.1. Contract Period ........................................................................................... 9
3.2. Extension of Contract Period ................................................................... 10
4.0 CE‟S REPRESENTATIONS AND WARRANTIES ........................................ 11
5.0 CE‟S OBLIGATIONS ..................................................................................... 12
5.1. Quality of Services ...................................................................................... 12
5.2. Timeliness of Services ............................................................................... 12
5.3. Consequences of Delay ............................................................................ 12
5.4. Instructions by The Government............................................................... 13
5.5. Design Services .......................................................................................... 13
5.6. CE’s Personnel ............................................................................................ 14
5.7. Information and Records ........................................................................... 15
5.8. Liability ...................................................................................................... 16
5.9. Indemnity ................................................................................................... 16
5.10. Insurance ............................................................................................... 17
5.11. Professional Indemnity Insurance ........................................................ 17
5.12. Emergency and Accident ........................................................................ 17
5.13. Confidentiality ........................................................................................ 19
5.14. Notice of Delay ....................................................................................... 20
5.15. Assistance in Arbitration Inquiry or Litigation .................................... 20
5.16. Situation Beyond Control Of CE ........................................................... 20
5.17. Prohibition on Association ..................................................................... 21
5.18. Prohibition on Conflicting Activities...................................................... 21
5.19. Independent Consultant.......................................................................... 21
5.20. Technology and Knowledge Transfer ................................................... 21
5.21. Intellectual Property Rights .................................................................... 21
6.0 GOVERNMENT‟S OBLIGATIONS ................................................................ 23
6.1. Appointment of GR ................................................................................... 23
6.2. Obligation to give instructions, decisions, etc. without delay .............. 23
2
6.3. Obligation to Supply Relevant Information and Assistance .................. 23

6.4. Payment to the CE for Services ................................................................. 24
6.5. Withholding Payment ................................................................................. 25
7.0 GOVERNMENT‟S RIGHTS ........................................................................... 26
7.1. Proprietary Rights of The Government in Relation to Documents ....... 26
8.0 DISPUTE RESOLUTION .............................................................................. 27
8.1. Dispute Resolution by Government Representative ............................... 27
8.2. Dispute Resolution Committee.................................................................. 27
8.3. Arbitration .................................................................................................... 28
9.0 SUSPENSION .............................................................................................. 29
9.1. Suspension and Resumption of Services ................................................ 29
9.2. Extension of Time ....................................................................................... 29
9.3. Consequences of Mutual Termination..................................................... 30
10.0 TERMINATION BY THE GOVERNMENT ..................................................... 30
10.1. Withholding Payment .............................................................................. 30
10.2. Default by the CE ................................................................................... 30
10.3. Events of Default .................................................................................... 31
10.4. Consequences of Termination by the Government ............................ 32
11.0 TERMINATION BY THE CE ......................................................................... 33
11.1. Consequences of Termination by the CE ............................................ 34
12.0 TERMINATION ON NATIONAL INTEREST.................................................. 35
13.0 TERMINATION ON CORRUPTION, UNLAWFUL OR ILLEGAL ACTIVITIES36
14.0 FORCE MAJEURE ........................................................................................ 36
14.1. Events ....................................................................................................... 36
14.2. Notification of Force Majeure ................................................................. 37
14.3. Termination by Force Majeure ............................................................... 37
14.4. Consequences of Termination due to Event of Force Majeure .......... 37
14.5. Delay ....................................................................................................... 37
14.6. Restoration ............................................................................................. 38
14.7. Insurance ............................................................................................... 38
15.0 AMENDMENT ............................................................................................... 39
16.0 NOTICES ..................................................................................................... 39
17.0 GOVERNING LAW............................................................................................ 39
18.0 COMPLIANCE WITH LAWS AND REGULATIONS ...................................... 39
19.0 SEVERABILITY ............................................................................................. 40
20.0 ASSIGNMENT ............................................................................................... 40
21.0 RELATIONSHIP OF THE PARTIES.............................................................. 40
22.0 ADVERTISEMENT ........................................................................................ 40
23.0 TIME ............................................................................................................. 40
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24.0 COSTS AND STAMP DUTY......................................................................... 40

25.0 INCOME TAX ............................................................................................... 40
26.0 SCHEDULES AND APPENDICES ................................................................ 41
27.0 WAIVER ....................................................................................................... 41
28.0 CUSTODY OF AGREEMENT ....................................................................... 41
29.0 SUCCESSORS BOUND ............................................................................... 41
SPECIAL PROVISIONS .......................................................................................... 42
SIGNATORIES TO THE AGREEMENT .................................................................. 43
PART A : SCHEDULE OF SERVICES.................................................................... 44
1.0 TYPES OF PROFESSIONAL SERVICES .................................................... 44
2.0 BASIC PROFESSIONAL SERVICES ........................................................... 45
2.1. Type A Works - Basic Professional Services ........................................... 45
2.2. Type B Works - Basic Professional Services ........................................... 48
2.3. Type C Works - Basic Professional Services ........................................... 52
3.0 ADDITIONAL PROFESSIONAL SERVICES NOT INCLUDED IN BASIC
PROFESSIONAL SERVICES ................................................................................. 55
3.1. Type A Works - Additional Professional Services ................................... 55
3.2. Type B Works - Additional Professional Services ................................... 57
3.3. Type C Works - Additional Professional Services ................................... 58
4.0 SUPERVISION ON SITE............................................................................... 60
PART B : PAYMENT FOR PROFESSIONAL SERVICES ...................................... 61
1.0 PAYMENT FOR PROFESSIONAL SERVICES ............................................ 61
1.1 Payment When Works Are Damaged or Destroyed................................. 61
1.2 Payment Following Termination or Suspension by the Government... 61
1.3 Payment Following Termination by the CE ............................................. 62
2.0 STAGES OF PAYMENT OF FEES ............................................................... 63
APPENDIX 1 : TERMS OF REFERENCE .............................................................. 65
APPENDIX 2 : TECHNICAL DOCUMENTS FOR PROJECT IMPLEMENTATION 66
APPENDIX 3 : LETTER OF ACCEPTANCE ........................................................... 67
APPENDIX 4 : CERTIFICATE OF REGISTRATION WITH PROFESSIONAL BOARD
...............................................................................................................................68
APPENDIX 5 : DELIVERABLES ............................................................................. 69
APPENDIX 6A : SUMMARY OF TOTAL CONSULTING COST ............................. 70
APPENDIX 6B : CONSULTING FEES .................................................................... 71
APPENDIX 6C : OUT OF POCKET EXPENSES .................................................... 72
APPENDIX 7 : SCHEDULE OF AGREED ITEMS .................................................. 73
APPENDIX 8 : SERVICES IMPLEMENTATION SCHEDULE ................................ 74
APPENDIX 9 : CE‟S PERSONNEL ......................................................................... 75
APPENDIX 10 : CE‟S PERSONNEL TIME INPUT SCHEDULE ............................. 76
APPENDIX 11 : CE‟S SERVICES TAX LICENSE .................................................. 77
APPENDIX 12 : SCHEDULE OF PAYMENT .......................................................... 78
4
Specify contract number

CONTRACT NO. : ……………………..
“RECITALS”
Da…
THIS AGREEMENT is made on … te (…
da…
y) ..day of …
M…ont…
h a…
nd…
ye…
ar …
BETWEEN
THE GOVERNMENT OF MALAYSIA as represented by…N… ame of Government Agency

… … …………………..
Specify full address
whose address is at ………….………..(hereinafter referred to as “the Government”)
of the first part;
AND
Name of the sole proprietorship/partnership/body corporate, (whichever is applicable)
… …
Sur
…
uha…
…
nja…
…Sya
ya …
…… …
rika…
…ala
t M…
…ysia
……gis …trat
…ion
…No…./…M …inis
…try… …… … …Re… … ,ion No
…… … ……Re… …… …… …… of F…
… ina…nce… …gis…
trat… …… and Board of
Engineering Consultancy Practice Registration NoS.… pecify registration number
… ……………… …., a sole
proprietorship or partnership registered in Malaysia or a body corporate incorporated
under the Companies Act 1965 (whichever is applicable) and practising as an
Engineering Consultancy Practice, having its registered office at
Specify full address
………………………hereinafter referred to as “CE”) of the other part.
The Government and the CE shall individually be referred as the “Party“ and
collectively referred to as the “Parties”.
WHEREAS -
The Government intends to construct and complete…S… pecify full name of project
(A) …………..……… …….
(hereinafter referred to as “the Project”) and is desirous of obtaining
(hereinafter referred to as “the Services”) from the CE in connection with
Specify field of the consultancy service
the ………..…………………..……(hereinafter referred to as "the Works").
(B) The CE has submitted its proposal to the Government on the scope for the
Services and both Parties have agreed on the scope of Services as per the
Terms of Reference specified in Appendix 1 and Technical Documents in
Appendix 2 of this Agreement.
(C) In furtherance of such intention, the Government has agreed to appoint the
CE and the CE has agreed to such appointment to provide the Services
necessary for the effective implementation of the Project. A copy of the Letter
of Acceptance dated …D.… ate…
iss…
ued…
by…
Go…
ver…
nme
..n.t... is attached in Appendix 3 of this
Agreement.
5
NOW IT IS HEREBY AGREED as follows:
PART A
GENERAL
1.0 DEFINITIONS AND INTERPRETATIONS
1.1. Definitions
In this Agreement, including the appendices, unless the context otherwise

requires the following words and expressions used under this Agreement shall
have the following meanings:
(a) “Agreement” means this document and shall comprise the clauses,
schedules and appendices of this Agreement and include any
supplemental written agreement thereto as may be executed and be in
force from time to time or any time;
(b) „‟Associated Consultant” means other consultant(s) engaged by the CE

upon request and approval by the Government to carry out services for
any part of the project;
(c) “CE” means the engineering consultancy firm named in the Recitals of
this Agreement, (a sole proprietorship, partnership or body corporate
(whichever is applicable) which is established or incorporated under
the laws of Malaysia (for a body corporate – “Companies Act 1965 [Act
125]”) and registered under the Registration of Engineers Act 1967 [Act
138] and engaged to provide professional engineering consultancy
services to the Government under this Agreement and shall include its
personnel, servants, agents, heirs, administrators, successors and
duly appointed representatives. A copy of the Certificate of Registration
under the Registration of Engineers Act 1967 [Act 138] is attached in
Appendix 4;
(d) “Contractor” means any sole proprietorship, partnership or company

engaged by the Government under a contract for the Project or to
supply goods in connection with the Project or both and includes sub-
contractors;
(e) “Contract Price” means the ceiling of total consulting fee and ceiling
out of pocket expenses as specified under clause 2.0;
(f) Contract Period means the contract period as prescribed under Clause
3.1 herein;
(g) “Estimated Cost of the Works” the estimated cost of the Works for
which the CE is engaged to provide the Services;
6
(h) “Defects Liability Period” is as provided in the contract between the

Government and Contractor;
(i) “Deliverables” means all deliverables (including designs, drawings,

details, plans, calculations and reports) as specified in Appendix 5 to
be submitted to the Government by the CE as particularly specified in
the Terms of Reference in Appendix 1 of this Agreement;
(j) “Contract Sum for the Works” means the Contract Sum accepted by
the Government for the construction of the Works as stated in the
Letter of Acceptance less contingency items;
(k) “Government‟s Representative (“GR”) means the person under item 5

in Appendix 7 or such other person as may be appointed from time to
time by the Government and notified in writing to the CE to carry out
the duties of the GR and the person so designated or appointed may
be described by position;
(l) “Services” means the professional consultancy services for the project
which the Government has engaged the CE to perform in accordance
with the Terms of Reference, Technical Documents and Deliverables
as specified in Appendices 1, 2 and 5;
(m) “Professional Indemnity Insurance” means the insurances taken and

maintained by the CE covering its liability in respect of any negligence,
error or omission acts of CE and its employees under Clause 5.11;
(n) “Project” means the project of which the Works form a part;
(o) “Works” means the works described briefly in Recital (A) of this
Agreement which the Government has engaged the Contractor to carry
out and the CE is appointed to perform Services and which may
comprise those as specified under this Agreement.
1.2. Interpretations
In this Agreement, including the appendices/schedules/annexures, unless the
context otherwise requires, the following words and phrases shall have the
following meanings:
(a) words denoting the singular number shall include the plural and vice
versa;
(b) words denoting any gender shall include all genders
(c) words denoting persons shall include a body of persons, corporate or

unincorporated;
(d) any reference to clauses, sub-clauses, appendices, annexures,

schedules, paragraphs and sub-paragraphs shall be a reference to the
7
clauses, sub-clauses, appendices, annexures, schedules, paragraphs

and sub-paragraphs of this Agreement;
(e) reference to any party referred to in this Agreement shall include its
successors or permitted assigns;
(f) reference to any document or agreement shall include reference to

such document or agreement as amended, novated, supplemented,
varied or replaced from time to time;
(g) reference to any legislation or any provision of any legislation shall

include statutory modification and any amendment, modification or any
legislation or re-enactment of that legislation or any legislative
provisions substituted for, and all regulations and statutory instruments
issued under such legislation or provision;
(h) recital headings are for convenience only and shall not affect the
interpretation and construction hereof;
(i) the recitals and appendices hereto and any documents therein referred
to shall be taken, read and construed as an essential and integral part
of this Agreement and in the event of any inconsistency between the
terms of any of the appendices and the terms of this Agreement, the
terms of this Agreement shall prevail over those appendices;
(j) any reference to an “amendment” includes any variation, deletion or

addition and “amend” or “amended” shall be construed accordingly;
(k) any reference to “design” includes technical specifications, design

drawings and any other relevant documentation;
(l) any reference to “law” includes any constitution, decree, judgment,

legislation, order, ordinance, regulation, statute, treaty, by-law or other
legislative measure in Malaysia;
(m) any reference to a “day”, “week”, “month” or “year” is a reference to

that day week, month or year in accordance with the Gregorian
calendar;
(n) if any period of time is specified from a given day or a day of a given
act or event, it is to be calculated exclusive of that day and if any such
specified period of time or a day of a specified given act or event falls
on a day which is not a Working Day, then such period of a specified
time or a specified day of a given act or event is deemed to be on the
next Working Day;
(o) any reference to “pay” or its cognate expressions includes payment

made in cash or by way of bank draft (drawn on a bank licensed to
carry on banking business under the provisions of the Financial
Services Act 2013 [Act 758] and Islamic Financial Services Act 2013
8
[Act 759]) or effected through inter-bank transfers to the account of the

payee giving the payee immediate access to available funds; and
(p) the recitals and appendices hereto and any documents therein referred
to shall be taken, read and construed as an essential and integral part
of this Agreement and in the event of any inconsistency between the
terms of the appendices and the terms of this Agreement, the terms of
this Agreement shall prevail over those appendices.
1.1. Entire Agreement
This Agreement contains the entire agreement between the Parties with
respect to the subject matter hereof and supersedes all prior agreements or
understandings, between the Parties in relation to such matter. The Parties
hereby acknowledge that in entering into this Agreement, it has not relied on
any representation or warranty save as expressly set out herein or in any
document expressly referred to herein.
2.0 APPOINTMENT AND CONSIDERATION
The Government hereby appoints the CE and the CE accepts the

appointment to provide the Services for a consideration of Ringgit
Specify total cost in number format
…S…
pecify total cost in word format
……………………… only (RM……………………………..) as the ceiling
contract amount (hereinafter referred to as the “Contract Price” and specified
in Appendix 6A of this Agreement) which consists of Ringgit Malaysia
…S…pecify consulting fee in word format
……………………… only (RM… Specify consulting fee in number format
…………………………………) as the
ceiling consulting fee (as specified in Appendix 6B of this Agreement) and
Ringgit ………… Sp…
ecif… …
y out o…
f po…
cke…t ex…pe…nse… s in…wo…
rd f…
orm…at …………………………….. only
(RM…S… pe…
cify…
ou…t of …
poc…
ket…exp…en…ses…in n
… um… be…r fo…
rma… t ) as the ceiling out of pocket
expenses (as specified in Appendix 6C of this Agreement) subject to the
terms and conditions set forth in this Agreement as per the Letter of
Acceptance dated …… Da…te i…
ssu…ed… by… Go… ve…rnm…en… t ……. (as specified in Appendix 3
of this Agreement).
3.0 EEFECTIVE DATE AND DURATION OF THIS AGREEMENT
3.1. Contract Period

Specify duration of consultancy period
(w
This Agreement shall be for a period of……… ee…
k/m…o…nth…/ye…
ar…
) ………………… as
specified under item 2 in Appendix 7 (hereinafter referred to as the “Contract
Period”) commencing from … Spe…
cif…
y st…
art…
da…
te …(hereinafter referred to as
“Commencement Date”) and shall expire on the date stated under item 3 in
Appendix 7 (hereinafter referred to as the “Contract Expiry Date”) unless
terminated earlier in accordance with the provisions of Part E of this
Agreement.
9
3.2. Extension of Contract Period
(a) The CE shall, upon it becoming reasonably apparent that the progress
of the Services is delayed, apply in writing to the Government for the
approval of extension of the Contract Period. The CE shall further
furnish to the Government relevant information as to the causes of
delay together with a revised Services Implementation Schedule and
estimated revised cost (if any), for the approval of the Government.
(b) The Government shall have the absolute discretion whether or not to
consider such application. In the event the Government agrees to
extend the Contract Period, the Government shall inform the CE in
writing pertaining to the period of extension. Provided that the
extension on the Contract Period shall not affect the Contract Price as
specified in clause 2.0.
10
PART B
CE’S REPRESENTATIONS, WARRANTIES AND OBLIGATIONS
4.1 CE’S REPRESENTATIONS AND WARRANTIES
The CE hereby represents and warrants to the Government that –
(a) it is a corporation validly existing under the laws of Malaysia;
(b) it is registered as a consultancy firm with the Ministry of Finance

Malaysia (MOF);
(c) the CE is a body corporate or partnership or sole proprietorship

registered under the Registration of Engineers Act 1967 [Act 138] and
exists validly under the laws of Malaysia;
(d) the CE shall keep current all such registrations and ensure their validity
throughout the duration of this Agreement;
(e) the CE has the legal capacity to enter into and perform its obligations
under this Agreement and to carry out the Services as contemplated by
this Agreement;
(f) the CE has taken all necessary actions to authorize the entry into and
performance of this Agreement and to carry out the Services
contemplated by this Agreement;
(g) as at the execution date, neither the execution nor performance by the
CE of this Agreement nor any transactions contemplated by this
Agreement will violate in any respect any provision of –
(i) its Memorandum and Articles of Association; or
(ii) any other document or agreement which is binding upon it or its

assets;
(h) no litigation, arbitration, tax claim, dispute or administrative proceeding

is presently current or pending or, to its knowledge, threatened, which
is likely to have a material adverse effect upon it or its ability to perform
its financial or other obligations under this Agreement;
(i) no corruption or unlawful or illegal activities or practices have been

used to secure this Agreement;
(i) this Agreement constitutes a legal, valid and binding obligation of the
CE and is enforceable in accordance with its terms and conditions;
(j) it has the necessary financial, technical, and professional capability and
expertise to provide the Services under this Agreement,
11
and the CE acknowledges that the Government has entered into this Agreement in
reliance on its representations and warranties as aforesaid.
5.0 CE’S OBLIGATIONS
5.1. Quality of Services
(a) The CE shall maintain a professional standard of service and

competence and shall exercise all reasonable skill, care and diligence
in the discharge of the professional services agreed to be performed in
this Agreement in the best interests of the Government and, in so far
as their duties are discretionary, shall act fairly between the
Government and any third party.
(b) The CE shall have sufficient knowledge of current Local Authority

requirements, bye-laws, local land acts and other regulations relating to
the Project, and shall advice the Government accordingly in matters
affecting the implementation of the Project.
5.2. Timeliness of Services
(a) The CE shall prepare a draft services implementation schedule

incorporating the key dates specified for carrying out the Services
which shall be in accordance with the requirements of the Terms of
Reference, for the approval of the Government.
(b) The agreed draft service implementation schedule as approved by the

Government shall be the Service Implementation Schedule as in
Appendix 8; which shall be amended only with the approval of the
Government. Any subsequent changes or amendments approved by
the Government shall form part and be read together with the Service
Implementation Schedule.
(c) The CE shall provide to the Government scheduled progress reports in

such form and details as prescribed in the Terms of Reference.
(d) The CE shall keep the GR informed on a day to day basis of all
instructions, variations and design changes made or authorized by the
CE.
5.3. Consequences of Delay
(a) If the CE fails to deliver any Deliverables by the due date(s) agreed by
both parties as specified in Appendix 5 of this Agreement without
reasonable cause, the CE shall pay Liquidated and Ascertained
Damages (LAD) to the Government for the delay. The period of delay
shall be calculated beginning from the scheduled delivery date and
ending on the actual date as delivered and submitted to the
Government.
12
(b) The LAD shall be computed on a daily basis for each day of delay at
every stage of deliverables based on the formula specified under item 8
in Appendix 7 of this Agreement.
5.4. Instructions by The Government
(a) The CE shall comply with all instructions issued by the Government in
regard to matters expressly empowered under this Agreement. The CE
shall follow the Government procedures so far as possible and shall
obtain prior approval in writing from the Government of any departures
from such procedures. Nothing in this clause shall be deemed to affect
the responsibilities of the CE in connection with the Services.
(b) The CE shall attend or be represented at all meetings convened by the

Government to which the CE may be summoned, and shall advise and
assist the Government on all matters relating to the Services.
5.5. Design Services
(a) Where the CE is required by the Government to provide design

services, the CE shall guarantee the Government that such design
shall be suitable, functional, safe and in compliance with the design
standard and specification of the Works.
(b) The CE shall use due skill and care to ensure that the design of all
parts of the Works for which the CE is responsible under this
Agreement is in accordance with the laws and regulations and other
statutory and regulatory requirement applicable to the Works.
(c) The CE shall strictly comply with the project brief and approved ceiling
project cost as specified under the Terms of Reference. The CE shall
not without prior written approval of the Government amend the project
brief which in the opinion of the CE is likely to increase the project cost.
(d) All drawings, designs, plans, specifications, bills of quantities or other

documents, matters or things prepared by the CE for or in connection
with any invitation for tenders shall not be used for any other such
purposes unless they shall first have been approved by the GR. The
approval by the GR shall not relieve the CE of its obligations in
connection with the Services.
(e) All designs, calculations, drawings and documents and any other
deliverables in relation to the Services to be provided by the CE to the
Government shall be approved and signed by the CE.
(f) The CE shall not without prior written approval of the Government,
make amendments to any approved design or give any instruction
which is likely to increase the cost of the project, unless the variations
are of an emergency nature and any delay in carrying out such
13
variation works can cause claims against the Government or involve

danger to life and property and in the circumstance it is impracticable
for the CE to obtain such approval. In such circumstances, the CE shall
seek the approval of the Government as soon as possible of such
variation works.
(g) If during construction any defect or damage shall occur to the Works or
any part thereof or if there shall arise a need for a variation to the
Works, as a result of any defect, fault, insufficiency or inadequacy in
the design, the Government shall issue to the CE a notice specifying
the default and requiring the CE to remedy the same within the period
specified by GR at the CE‟s own cost and expense. If the same is not
remedied, the Government shall be entitled, without prejudice to any
other rights or remedies it may possess against the CE under this
Agreement or at law, to claim and recover from the CE any payment for
any loss/claims and/or damages suffered or any other expenses
incurred as a result thereof.
(h) Notwithstanding clause 5.5(g), the Government may elect to remedy

the defect, fault, insufficiency or inadequacy in the design as at the
time such defect, fault, insufficiency or inadequacy is established and
the Government shall be entitled to deduct the amount up to the limit of
sum certified by the GR to be the sum required to remedy the same
from any money due or to become due to the CE under this
Agreement, failing which such sum shall be recovered from the
Professional Indemnity Insurances taken by the CE or as a debt from
the CE.
5.6. CE’s Personnel
(a) The CE shall provide efficient, suitably qualified and experienced

Personnel and acceptable to the Government to carry out the Services.
(b) The Services shall be carried out by the CE‟s Personnel as specified
under Appendix 9 hereof within the time and stage as specified in the
Service Implementation Schedule in Appendix 8.
(c) The Project Manager of the CE as specified in Appendix 9 shall be

responsible for the management of the CE‟s Personnel for the Services
as well as to act as liaison between the CE and the Government.
(d) The CE shall ensure the Personnel are dedicated to the Services and
give priority to the performance of their respective portions of the
Services assigned to them over any other works, tasks and
assignments in relation to other existing or future projects.
14
(e) No Personnel shall be engaged by the CE or its affiliates for other work
or project without the prior written consent of GR.
(f) There shall be no changes or substitutions in the CE‟s Personnel set

forth in Appendix 9 without the prior written approval of the
Government. If for any reason beyond the reasonable control of the
CE, it becomes necessary to replace any of the CE‟s Personnel, the
CE shall forthwith provide as a replacement, a person of equivalent or
better qualification and experience to the Government at no additional
cost to the Government of which the Government shall consider without
undue delay.
(g) No Personnel shall be engaged by the CE or its affiliates for other work
or project without the prior written consent of GR.
(h) In the event the number of CE‟s Personnel as specified in Appendix 9

is reduced without the prior written approval of the Government, the
Government shall have the right to deduct the Consulting Fee based on
CE‟s Personnel Time Input Schedule as specified in Appendix 10.
(i) The CE shall ensure that any changes, substitution or replacement of

Personnel shall not affect the term and the implementation for the
provision of the Services.
(j) Notwithstanding clause 5.6(f), the GR may at any time request the CE
to reduce the number of the Personnel according to the progress of the
Works.
(k) The GR may with the agreement of the CE, direct the CE, within a time
frame of not less than fourteen (14) days, to remove any Personnel
who, in the opinion of the GR, is lacking in appropriate skills or
qualifications, engages in misconduct or is incompetent or negligent.
5.7. Information and Records
(a) The CE shall furnish the Government such information in relation to the
Services as the Government may from time to time reasonably request.
(b) The CE shall keep accurate, systematic and up-to-date records and
accounts in respect of the provision of the Services in such form and
details as is customary in the profession or as may be required by the
Government from time to time as shall be sufficient to establish
accurately that the costs and expenditure referred to in Appendix 6A,
Appendix 6B and Appendix 6C of this Agreement have been duly
incurred.
15
(c) The CE shall permit the GR from time to time to inspect their records
and accounts relating to the Services and to make copies thereof and
shall permit the Government or any person authorized by the
Government, from time to time, to audit such records and accounts
during the performance of the Services.
(d) In the event of failure occurring after the completion of the Project, the
CE may be required by the Government to submit a report detailing
probable cause and remedial action. References shall be made to all
kept records and accounts.
5.8. Liability
The CE agrees that it shall provide the Services under this Agreement in good
faith and hereby warrants that the Services provided under this Agreement
meet the professional standards for consultancy in the relevant field.
5.9. Indemnity
The CE agrees with the Government that –
(a) the CE shall perform all of its obligations under this Agreement at its
own risk and releases, to the fullest extent permitted by law, and shall
indemnify and keep the Government and their agents and servants
from all claims and demands of every kind resulting from any accident,
damage, injury or death arising from carrying out of the Services
except where such accident, damage, injury or death is caused or
contributed to by any act or omission or negligence of the Government
or its agents and servants and the CE expressly agrees that in the
absence of any such act, omission or negligence as aforesaid the
Government shall have no responsibility or liability whatsoever in
relation to such accident, damage, injury or death.
(b) the CE shall indemnify and keep the Government indemnified from and
against all actions, suits, claim or demands, proceedings, losses,
damages, compensation, costs (legal cost) charges and expenses
whatsoever to which the Government shall or may be or become liable
in respect of or arising from •
(i) the negligent use or act, misuse or abuse by the CE or the CE‟s
Personnel, servants, agents or employees appointed by the CE in
the performance of the Services; or
(ii) any loss or damage to property or injury of whatsoever nature or

kind and howsoever or wherever sustained or caused or
contributed to by carrying out the Services by the CE to any
person and not caused by the negligence or willful act, default or
omission of the Government, its agents or servants; or
16
(iii) any loss, damage or injury from any cause whatsoever to property
or persons affected by the Services to the extent to which the
same is occasioned or contributed to by the act, error, omission,
neglect, breach or default of the CE or the CE‟s Personnel,
servants, agents or employees; and
(c) the obligations under this clause shall continue after the expiry or
earlier termination of this Agreement in respect of any act, deed, matter
or thing happening before such expiration or termination of this
Agreement.
5.10. Insurance
The CE shall at its own cost and expense effect and maintain all necessary
insurance including insurances for its professional engineer, graduate
engineer, sub-professional staff and employees. The insurance shall be valid
until the expiry of the Defect Liability Period.
5.11. Professional Indemnity Insurance
(a) The CE warrants that the CE has taken and is maintaining its own cost
and expense a professional indemnity insurance covering its liabilities
in respect of any act of negligence, error or omission of the CE, its
employees, partners, servants and any persons under its supervision in
the course of providing the Services under this Agreement. The
professional indemnity insurance shall be valid and irrevocable not less
that twelve (12) months after the expiry of the Defect Liability Period.
(b) The GR may at any time request the CE to produce a copy of the
insurance policy as evidence that the insurances required under this
clause are being maintained and remain valid not less than twelve (12)
months after the expiry of the Defect Liability Period.
5.12. Emergency and Accident
(a) Where any accident, failure or other event occurs due to any cause
whatsoever to, in or in connection with the Services provided for the
Works or any part thereof either during the execution of the Works or
during the Defect Liability Period or the period thereafter, the CE shall
immediately report to the Government of the accident, failure or event
together with the CE‟s proposal on any interim measures required to be
taken.
(b) The CE shall conduct a full investigation on the accident, failure or

event if directed in writing by the Government in order to determine the
cause or reason for the accident, failure or event and submit a report of
the investigation to the Government together with the CE‟s proposals
for remedial works in respect thereof.
17
(c) If the Government directs the CE to carry out any remedial works as
specified under clause 5.12 (b), the CE shall carry out the remedial
works within fourteen (14) days from the date of the written direction.
(d) The CE shall immediately obtain the approval of the Government

before giving any instruction for any variation of works required if an
accident, failure or event had occurred and any delay in carrying out
the variation will cause claims against the Government or involve
danger to life or property.
(e) In the event that the Government decides that the investigation in
relation to the accident, failure or event which occurred should be
carried out by the Government, its employee or any person or body
appointed or authorized by the Government, the CE shall give full co-
operation and render all necessary assistance and facilities including
the giving of access to all specifications, designs, records and other
available information relating to the Works as may be required by the
Government, its employee or such authorized person or body at no
additional cost.
(f)If the accident, failure or event occurred is not due to the negligence,
error, omission, default or poor supervision of the CE, then the
Services provided by the CE hereto during the Defect Liability Period
shall be construed as part of the Basic Professional Services and the
CE is not entitled to claim for any additional payment. Any services
required from a third party for works not within the scope of Basic
Professional Services described in Appendix 1 of this Agreement
shall also be paid accordingly by the Government.
(g) If the investigation reveals that the accident, failure or event which
occurred is due to the negligence, error, omission, default or poor
supervision of the CE, and its negligence, error, omission, default or
poor supervision had resulted in injury, damage or loss of any person
or property, then the CE shall be responsible for the injury, damage or
loss caused to any person or property and shall undertake to−
(i) pay any person for the injury, damage or loss suffered by any
person or his property; and
(ii) repair, replace or make good all injury, damages and/or pay all
expenses and costs pertaining to injury and loss suffered by that
person or his property.
(h) In the event that the CE fails to comply with clause 5.12(g) and the
Government is held liable for damages to any person for injury,
damage or loss suffered, or has to repair or make good such damages
and/or losses, such payment shall be deducted from any payment due
to the CE under this Agreement or shall be claimed from the CE as a
debt due to the Government.
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5.13. Confidentiality
(a) Except with the prior written consent or the instructions of the
Government, the CE shall not at any time communicate to any person
or body or entity any confidential information disclosed to the CE for the
purpose of the provision of the Services or discovered by the CE in the
course of this provision and performance of the Services; nor make
public any information as to the recommendations, assessments and
opinions formulated in the course of or as a result of the provision and
performance of the Services; nor make or cause to be made any
press statement or otherwise relating to the Services; nor make use of
the Deliverables for the purposes other than that stipulated in this
Agreement and the foregoing obligations shall not be rendered void by
suspension, termination or expiry of this Agreement for whatsoever
cause.
(b) This sub-clause shall not apply to information which:
(i) is or becomes generally available to the public other than as a

result of a breach of an obligation under this clause;
(ii) is already known to the other party to whom it is disclosed to, at

the time of disclosure;
(iii) is independently developed without benefit of the confidential

information of the other party;
(iv) is in possession of the CE without restriction before the date of

receipt from the other party subject to the right of the Government
to re-classify certain information as confidential.
(c) In the event that the CE receives a request to disclose all or any part of
any confidential information under the terms of a valid and effective
subpoena or order issued by a court of competent jurisdiction, judicial
or administrative agency or by a legislative body or committee, such
disclosure by the CE shall not constitute a violation of this Agreement
provided that•
(i) the CE promptly notifies the Government of the existence, terms

and circumstances surrounding such request;
(ii) the CE consults with the Government on the advisability of taking

available legal steps to resist or narrow, such request; and
(iii) the CE exercises its best efforts to obtain an order or other

reliable assurance that confidential treatment shall be accorded to
the information to be disclosed.
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(d) This clause continues in force notwithstanding the termination of this

Agreement for any reason.
5.14. Notice of Delay
In the event the CE encounters any delay in obtaining the required assistance
and information set forth in clause 5.7(a), the CE shall notify the Government
of such delay and its duration and the Government, at its absolute discretion,
may grant an appropriate extension of time and other consideration
appropriate for provision of the Services.
5.15. Assistance in Arbitration Inquiry or Litigation
The CE shall, if so required by the Government, within the period of work

before completion, assist and advise the Government with regard to any
matter or thing which may be the subject of arbitration, inquiry or litigation and
if and when so required by the Government shall attend and give evidence or
otherwise assist the Government before any court or in any arbitration or at
any inquiry dealing with any matter arising from or in connection with the
execution of the Services. In the event of arbitration or other proceedings
arising after the completion of Services, if so required by the Government, the
CE shall assist in any manner whatsoever and advise the Government under
the same conditions of engagements as are applicable generally to this
Agreement, subject always to −
(a) the right of the CE to recover its time and cost in attending to this
request, such time and cost to be negotiated separately with the
Government; and
(b) the right of the CE to take appropriate measures to safeguard and

protect its interest.
5.16. Situation Beyond Control Of CE
(a) The CE shall immediately inform the Government in writing of any

situation or the occurrence of any event beyond the reasonable control
of the CE, which makes it impossible for the CE to carry out its
obligations hereunder.
(b) If the Government agrees in writing that such situation or event exists,
the Government may terminate this Agreement by giving not less than
thirty (30) days written notice and shall pay all fees and payments due
and outstanding to the CE in accordance with clause 14.0 within thirty
(30) days from the date of termination of this Agreement.
(c) In the event of disagreement between the Parties as to the existence of

such situation or event, the matter shall be referred to the GR as
specified under item 5 in Appendix 7 for a decision.
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5.17. Prohibition on Association
The CE agrees that during and after the conclusion or termination of this
Agreement, the CE shall limit its role for the Project to the provision of the
Services and hereby disqualifies itself from the provision of goods or services
in any capacity for the Project including bidding for any part of the Project
except as the Government may otherwise agree or request the CE.
5.18. Prohibition on Conflicting Activities
No Personnel of the CE assigned to the Services under this Agreement nor

the CE‟s staff, subsidiary or associate shall engage, directly or indirectly,
either in his name or through his then employer, in any business or
professional activities connected to the Services or Project and neither shall
the CE‟s Personnel be so engaged directly or indirectly, either in his name or
through the CE in any such other conflicting business or professional
activities.
5.19. Independent Consultant
Nothing contained herein shall be construed as establishing or creating

between the Government and the CE the relationship of master and servant
or principal and agent. The position of the CE performing the Services is that
of an independent consultant.
5.20. Technology and Knowledge Transfer
(a) If the CE appoints foreign professionals, the CE shall endeavour to

ensure that the employees of the Government are trained or exposed
to the expertise of such foreign professionals pursuant to a programme
for technology and knowledge transfer.
(b) Pursuant to clause 5.20(a) above, the CE shall provide training for a
minimum of .....S..p.e.c..if.y..n.u.m..b..e.r.o..f.g.o..v.e.r.n.m
..e..n.t.o..ff.i.c.e.r...officials nominated by the
Government to be competent and conversant in the implementation of
the Project.
(c) The CE shall allow the employees of the Government to be involved in

the implementation of the Project commencing from the
Commencement Date of this Agreement until the Contract Expiry Date.
5.21. Intellectual Property Rights
(a) Any intellectual property rights arising out of design, plans, calculations,
drawings, developed or used for or incorporated in the Services shall
vest in and become the sole property of the Government free and clear
of all liens, claims and encumbrances. The CE shall not during or at
any time after completion on the Services or after the expiry or
21
termination of this Agreement, in any way, question or dispute the

ownership of the Government.
(b) The CE agrees to grant to the Government free from all royalties, fees
and other charges, all licenses in respect of intellectual property rights
now or hereafter owned or controlled by the CE or in respect of which
the CE has or will have the right to grant licenses of any design, plans,
calculations, drawings, developed or used for or incorporated in the
Services or any part thereof.
(c) The CE shall defend and indemnify the Government from and against
all claims, costs, damages, charges and proceedings whatsoever for or
on account of infringement of any intellectual property rights in respect
of any design, plans, calculations, drawings, documents, plant,
equipment, machinery, material, methods or processes developed or
used for or incorporated in the Services except where such
infringement results from compliance with the Government‟s
instructions in accordance with this Agreement.
(d) Where any infringement results from compliance with the Government‟s
instructions in accordance with this Agreement, any royalties, damages
or other monies which the CE may be liable to pay to the persons
entitled to such intellectual property rights shall be reimbursed by the
Government.
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PART C
GOVERNMENT’S OBLIGATIONS AND RIGHTS
6.0 GOVERNMENT’S OBLIGATIONS
6.1. Appointment of GR
(a) The Government shall appoint the person under item 5 in Appendix 7
of this Agreement or other persons from time to time as the
Government Representative (“GR”) to carry out its obligations and to
exercise its right under this Agreement, and the GR shall have the
power to carry out such obligations and exercise such rights on behalf
of the Government, except for the provisions under clause 10.0, 12.0
and 13.0 which are expressly reserved to the officer authorized as
named in the signatories to this Agreement or any other officer
authorized under section 2 of the Government Contracts Act 1949 [
Revised 1973].
(b) The CE shall comply with all instructions issued by the GR in regard to
matters expressly empowered to the GR to issue under this
Agreement.
6.2. Obligation to give instructions, decisions, etc. without delay
(a) All instructions, notifications, consent or approval issued by the

Government or the GR shall be in writing. However the GR may,
where necessary issue oral instructions, notifications, consent or
approvals and such oral instructions, notifications, consents or
approvals shall be followed in writing not later than seven (7) days
thereafter.
(b) If the CE requires a decision from the Government for the performance
of its Services under this Agreement, the CE shall submit its request in
writing to the GR and the GR shall give its decision within the period
stipulated under item 6 in Appendix 7 of this Agreement.
6.3. Obligation to Supply Relevant Information and Assistance
(a) The CE may request all the necessary and relevant information which
are in the possession of the Government required for purposes of
carrying out of its Services under this Agreement. Notwithstanding the
request, the Government shall have the discretion to supply the
necessary information it deems relevant.
(b) Any necessary and relevant information supplied by the Government to

the CE pursuant to clause 6.3(a) of this Agreement shall not relieve the
CE of any of the CE‟s obligations under this Agreement.
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(c) The Government gives no warranty in any manner whatsoever for the
data, report, map, photograph, plan, drawing, record or other
information either as to the accuracy or sufficiency or as to how the
same should be interpreted and the CE, when he makes use of and
interprets the same, shall do so entirely at his own risk and it shall not
constitute a breach of obligation on the part of the Government under
clause 6.3(a) of this Agreement if such data, report, map, photograph,
plan, drawing, record or information is not accurate or sufficient for the
purpose of performing the CE's obligation under this Agreement.
(d) Where necessary, the Government shall assist the CE to obtain, free of
charge, unimpeded access to all land in respect of which access is
required for the performance of the Services. The Government shall
not be responsible for any damage to such land or any property
thereon resulting from such access.
6.4. Payment to the CE for Services
(a) In consideration for the performance of the Services, the Government

shall pay or reimburse to the CE –
(i) the Contract Price consist of the fixed ceiling consulting fee as
specified in Appendix 6 B (“Fixed Ceiling Consulting Fees”) and
the ceiling out of pocket expenses as specified in Appendix 6 C
(“Ceiling Out of Pocket Expenses”). If the actual costs incurred in
the performance of the Services does not exceed the Fixed Ceiling
Consulting Fee and the Ceiling Out Of Pocket Expenses, downward
adjustments can be made in accordance with Appendix 6A,
Appendix 6B and Appendix 6C . The payment shall include
amongst others the Government Service Tax, which amount shall
be paid by the Government to the CA upon the CE giving proof of
the registration of the Service Tax Act 2018 with the Royal
Customs Department of Malaysia . A copy of the registration of
Government Service Tax with the Royal Customs Department of
Malaysia is attached in Appendix 11 of this Agreement.
(ii) Notwithstanding clause 6.4(a)(i), the Fixed Ceiling Consulting Fees

as specified in Appendix 6B is fixed and cannot be adjusted
throughout the Contract Period even if the Contract Sum for the
Works exceeds the Estimated Contract Sum for Works or there is a
change of the scope of Service or increase in the value of Works.
(iii) However the Fixed Ceiling Consulting Fees as specified in

Appendix 6 B shall be adjusted and reduced proportionately
according to the following formula if the Contract Sum for the
Works is less than the Estimated Contract Sum for Works or there
is a change of the scope of Service or reduce in the value of
Works:
24
(b) Payments under this Agreement shall be made progressively in

stages/phases in accordance with the Schedule of Payment as in
Appendix 12 upon the CE furnishing to the Government all relevant
drawings, design, reports, records and data when submitting request
for payment.
(c) Payment to the CE shall be made within thirty (30) days upon receiving
the proper invoices, vouchers and other appropriate supporting
materials from the CE and be deposited to the account of the CE as
specified under item 7 in Appendix 7.
(d) If any item or part of an item of an account/claims/invoices rendered by

the CE is reasonably disputed or reasonably subject to question by the
Government, the Government shall within thirty (30) days after receipt
of the invoice by the GR inform the CE in writing of all items under
dispute or subject to question. Payment by the Government of the
remainder of the invoice shall not be withheld on such grounds.
(e) Except as otherwise agreed between the Government and the CE,
payments in respect of all fees and expenses incurred by the CE shall
be made in Ringgit Malaysia.
(f) If the CE intends to claim any additional payment pursuant to any

clause of this Agreement, the CE shall within ninety (90) days of the
occurrence of such event or circumstances or instructions give notice in
writing to the GR of its intention for such claim and submit full
particulars of the claims together with supporting documents, for the
approval of the Government. If the CE fails to comply with this clause,
the CE shall not be entitled to such claim and the Government shall be
discharged from all liability in connection with the claim.
(g) Final payment of the Contract Price shall be made only after the final
Deliverables and a final account, identified as such, have been
submitted by the CE and approved as satisfactory by the Government.
Any amount which the Government has paid or caused to be paid in
excess of the costs actually incurred shall be reimbursed by the CE to
the Government within thirty (30) days after receipt by the CE of notice
thereof.
6.5. Withholding Payment
(a) The Government may by giving written notice to the CE, and without
prejudice to any other rights the Government may have under this
25
Agreement, withhold payments to the CE under this Agreement, upon

the occurrence and continuance of any of the following events:
(i) the CE commits any breach of the terms and conditions of this
Agreement; or
(ii) the progress of the Services fails to measure up to the aggregate

payment made to date; or
(iii) any other condition which has arisen, which in the opinion of the
Government, interferes or threatens to interfere with the
successful carrying out of the Project or the accomplishment of
the purposes of this Agreement; or
(iv) any failure of the CE to deliver the Services to the satisfaction of

the Government.
(b) The CE may apply to the Government, within fourteen (14) days after
receiving notice referred to in clause 6.5(a) to review the decision to
withhold payments by submitting documents and other evidence to
substantiate its claims that the Services is compatible to the payments
received. The Government‟s decision on the application shall be final
and conclusive.
7.0 GOVERNMENT’S RIGHTS
7.1. Proprietary Rights of The Government in Relation to Documents
(a) All reports and relevant data such as plans, statistics and supporting
records or material compiled or prepared by the CE in the course of
this Agreement shall be the absolute property of the Government
throughout their preparation and at all times thereafter. The
Government shall have the sole and exclusive right, title and ownership
to the documents.
(b) The CE shall deliver all the plans, statistics and supporting records or
material compiled or prepared in the course of this Agreement to the
Government upon the Contract Expiry Date or earlier termination of this
Agreement. The CE shall not use any information in the documents for
purposes unrelated to this Agreement without the prior written consent
of the Government save and except where the same is required by law
or any other regulatory authority or for the purposes of the CE‟s quality
performance review processes.
(c) The CE shall not publish alone or in conjunction with any other person
any articles, photographs or other illustration relating to the Services
unless with the prior written consent of the Government.
26
(d) The Government reserves the right to make use of all documents
including drawings and specifications relating to the Services at any
time and for any purpose it so wishes.
PART D
DISPUTE RESOLUTIONS
8.0 DISPUTE RESOLUTION
8.1. Dispute Resolution by Government Representative
(a) Any dispute between the Parties in respect of any matter under this
Agreement (except in relation to the Government exercising its sole
discretion under this Agreement) which are not capable of being
amicably resolved between the Parties may be referred to the
appointed GR.
(b) The GR who is appointed for such purposes shall undertake to resolve
such dispute with all fairness and endeavour to achieve the best
possible solution for the Parties.
(c) If the Consultant:
(i) fail to receive a decision from the GR within seven days (7)
days after being requested to do so; or
(ii) is dissatisfied with any decision of the GR.
then such dispute or difference shall be referred to Dispute Resolution

Committee within fourteen days (14) days.
8.2. Dispute Resolution Committee
(a) Any dispute between the Parties in respect of any matter under this
Agreement (except in relation to the Government exercising its sole
discretion under this Agreement) may be referred to a dispute
resolution committee (hereinafter referred to as the “Dispute Resolution
Committee"), comprising –
(i) Deputy Secretary of the Ministry/ Head of Department as the

Chairman; Rujuk 1PP/PK3.10
(ii) one (1) representative to be appointed by the Government; and
(iii) one (1) representative appointed by the Consultant.
27
(b) The Dispute Resolution Committee shall determine its own procedures.
The Dispute Resolution Committee shall meet and endeavour to
achieve an amicable settlement between the Parties in respect of any
matter referred to it.
8.3. Arbitration
(a) If any matter, dispute or claim which is referred to the Dispute

Resolution Committee cannot be agreed by the relevant Parties within
forty five (45) days after the date of referral, then such dispute or
difference shall be referred to arbitration within forty-five (45) days to an
arbitrator to be agreed between the Parties and failing such agreement,
to be appointed by the Director of the Kuala Lumpur Regional Centre
for Arbitration on the application of either Party hereto. Such arbitration
shall be heard at the Kuala Lumpur Regional Centre for Arbitration and
shall be conducted in accordance with the rules for arbitration of the
Kuala Lumpur Regional Centre for Arbitration using the facilities and
the system available at the Centre.
(b) Such reference shall not be commenced until after the completion or
alleged completion of the Project or determination or alleged
determination of the CE‟s employment under this Contract, or
abandonment of the Project, unless with the written consent of the
Government and the CE.
(c) In the event that such consent has been obtained in accordance with
clause 8.3(b), the reference of any matter, dispute or difference to
arbitration pursuant to this clause and/or the continuance of any
arbitration proceedings consequent thereto shall in no way operate as a
waiver of the obligations of the parties to perform their respective
obligations under this Agreement.
(d) Upon every or any such reference the costs of such incidental to the
reference and award shall be in the discretion of the Arbitrator who may
determine the amount thereof, or direct the amount to be taxed as
between solicitor and client or as between party and party, and shall
direct by whom and to whom and in what manner the same be borne,
award and paid.
(e) The award of the Arbitrator shall be final and binding on the Parties.
(f) In the event of the death of the arbitrator or his unwillingness or inability
to act, then the Government and the CE upon agreement shall appoint
another person to act as the arbitrator, and in the event the
Government and the CE fail to agree on the appointment of an
arbitrator, an arbitrator shall be appointed by the Director of the Kuala
Lumpur Regional Centre for Arbitration.
(g) this clause, “reference” shall be deemed to be reference to arbitration

within the meaning of the Arbitration Act 2005.
28
(h) The arbitration shall be governed by the Arbitration Act 2005 and the
laws of Malaysia.
PART E
SUSPENSION AND TERMINATION
9.0 SUSPENSION
9.1. Suspension and Resumption of Services
(a) The GR may at any time instruct the CE to suspend part or all of the
Services by the giving the CE due notice in writing.
(b) Upon receipt of such instruction, the CE shall suspend part or all of the
Services for such time and in such manner as specified in the
instruction and shall duly protect, store and secure the Services against
any deterioration, loss or damage.
(c) During the suspension period, the CE shall continue to perform his
obligations under the Agreement which is not affected by the instruction
to suspend, including the obligation to effect and maintain insurance.
(d) The GR may instruct the CE to resume the Services at any time
thereafter. Upon receipt of such instruction the CE shall resume the
Services and the Parties shall jointly examine the Services affected by
the suspension. The CE shall make good any deterioration or defect in
or loss of the Services which has occurred during the suspension. The
CE shall also take all necessary actions to mitigate the expenses
incurred.
9.2. Extension of Time
(a) If the CE suffers delay and/or incurs expenses in complying with the
instruction under clause 9.1 and in resumption of the Services, and if
such delay and/or expenses was not foreseeable by the CE, the CE
shall give notice for extension of time. PROVIDED THAT the CE shall
not be entitled to such extension if the suspension is due to a cause
attributable to the CE and the CE shall not be entitled to payment of
loss and expenses if the CE−
(i) fails to take measures specified in clause 9.1(b); and
(ii) fails to take all necessary action to mitigate the expenses

incurred.
29
(b) In the event such suspension shall continue for a period of more than
twelve (12) months, the Parties shall then discuss whether to mutually
terminate the Agreement or suspend the Services for a further period.
9.3. Consequences of Mutual Termination
(a) If this Agreement is mutually terminated under this clause-
(i) clause 11.1 (b) shall apply; and
(ii) payment obligations including all costs and expenditure incurred

by the Government and the CE shall be ascertained in
accordance with clause 14.
10.0 TERMINATION BY THE GOVERNMENT
10.1. Withholding Payment
If any of the conditions referred to in clause 6.5(a) shall have happened and
be continuing for a period of fourteen (14) days after the Government has
given written notice of withholding of payments to the CE under this
Agreement, the Government may by written notice to the CE terminate this
Agreement.
10.2. Default by the CE
(a) In the event the CE without reasonable cause −
(i) suspends the implementation of the Services;
(ii) fails to proceed regularly and diligently with the performance of its
obligations under this Agreement;
(iii) fails to execute the Services in accordance with this Agreement ;
(iv) persistently neglects to carry out its obligations under this

Agreement;
(v) defaults in performing the duties under this Agreement; or
(vi) breaches any of its obligations or fails to comply with any other
terms and conditions of this Agreement,
(hereinafter referred to as the “CE Default”), then the Government shall give
notice in writing (hereinafter referred to as the “Default Notice”) to the CE
specifying the default and requiring the CE to remedy such defaults within
fourteen (14) days from the date of issuance of the Default Notice (hereinafter
referred to as the
30
“Remedy Period”). If the CE fails to remedy the relevant default within such
period or such other period as may be determined by the Government, the
Government shall have the right to terminate this Agreement at any time
thereafter by giving notice to that effect to the CE.
10.3. Events of Default
(a) If at any time during the Contract Period•
(i) the CE goes into liquidation or compounds with or enter into an

arrangement or compositions with its creditors;
(ii) an order is made or resolution is effectively passed for winding up

of the CE (except for the purpose of restructuring or
amalgamation with the written consent of the Government, which
consent shall not be unreasonably withheld);
(iii) a provisional liquidator, receiver or manager of its business or

undertaking is appointed, or possession taken by or on behalf of
the creditors or debenture holders secured by a floating charge of
any property comprised in or subject of the said floating charge
over the assets of the CE; or
(iv) execution is levied against a substantial portion of the CE‟s

assets; or
(v) the CE assigns the whole or any part of this Agreement; or
(vi) the CE did not obtain prior written approval from the Government for
any sale or transfer of company‟s equity throughout the contract period;
(vii) any of the CE‟s director is prosecuted for any offences; or
(viii) any other condition which has arisen, which in the opinion of the
Government, interferes or threatens to interfere with the
successful carrying out of the Services or the accomplishment of
the purposes of this Agreement,
then the Government shall have the right to terminate this Agreement
forthwith by giving notice to that effect.
31
10.4. Consequences of Termination by the Government
(a) Upon termination of this Agreement under clause 10.1, 10.2 or 10.3 the
powers and rights granted by the Government to the CE and the
obligations in this Agreement shall terminate immediately.
(b) The CE shall hence forth –
(i) cease all the Services immediately;
(ii) submit to the Government the detailed reports of the costs of the
Services and other payments which has become due and owing
from the Government prior to the termination for verification and
approval by the Government;
(iii) forthwith, at its own costs and expense, vacate and remove from
the Project Management Team‟s office any equipment,
machineries and materials belonging to the CE, its Personnel,
employees, servants and agents and make good all damage
caused by such removal or such detachment;
(iv) at no cost, hand over all plans, drawings, reports, records,

documents, specifications and similar materials to the
Government save and except its own working papers and archival
copy of any advice, reports or opinion of which are retained to
support any advise opinion or report that the CE may provide;
(v) terminate all the third party contract entered into by the CE in
relation to the Project on or before the date of termination and the
Government shall not be liable for any termination costs arising
thereby and shall be indemnified and held harmless by the CE in
respect hereof;
(vi) allow a third party to enter into an agreement with the

Government or any person deemed necessary by the
Government for the purpose of carrying out or completing the
Services.
(vii) bear all liabilities, obligations, claims, suits or proceedings

whatsoever exiting prior to and as at the date of termination
arising out of or in connection with-
i. any other agreement entered by the CE in relation to its

obligation under this Agreement; or
ii. any act of default, omission or negligence of the CE, its

Personnel, employers, agents or servants,
and the Government shall not be liable in respect of such

liabilities, obligations, claims, suits or proceedings; and
32
(viii) pay to the Government not later than six (6) months after the date
of termination the aggregate of-
(A) all amounts at that time which may be owing by the CE to

the Government under this Agreement; and
(B) any costs and expenses (including any incidental costs and
expenses) paid or incurred by the Government arising from
such default including any additional costs incurred by the
Government in having to engage third party to complete the
Service in excess of the costs and expenses which would
have been incurred by CE in completing the Services
(c) The Government shall hence forth −
(i) pay the CE part of the consulting fees in proportion to the amount
of the Services performed up to the date of termination;
(ii) deduct all costs, losses and damages incurred under 10.4 (b)(viii),
from the payment then or thereafter due to the CE. The amount, if
any, remaining to be paid thereafter to the CE and the amount
under clause 10.4 (c)(i) shall constitute the CE‟s sole claim for
payment following termination under clauses 10.1, 10.2 and 10.3
(iii) be entitled to claim against the CE for any losses and/or damages
suffered as a result of the termination; and
(iv) be entitled to appoint another consultant to perform the Services
(d) For the avoidance of doubt, the Parties hereby agree that the CE shall
not be entitled to any other form of losses including loss of profit,
damages, claims or whatsoever other than those stipulated under
clause 10.4 (c)(i) (if any). The Parties further agree that the payment
made by the Government under clauses 10.4 (c)(i) shall constitute as a
full and final settlement between the Parties.
11.1 TERMINATION BY THE CE
(a) If the Government without reasonable cause fails to perform or fulfil

any of its obligations which adversely affects the CE‟s obligations
under this Agreement, then the CE may give notice in writing to the
Government specifying the default and the Government shall remedy
the relevant default within fourteen (14) days after receipt of such
notice or such extended period as agreed by the Parties.
(b) If the Government fails to remedy the relevant default within such
period or such other extended period as agreed by the Parties, the CE
shall be entitled to terminate this Agreement at any time by giving
notice to that effect.
33
11.1. Consequences of Termination by the CE
Upon such termination, the CE shall accept the following undertaking by the
Government as full and complete settlement of all claims for payment under
or arising out of this Agreement:
(a) the powers and rights granted by the Government to the CE and the
obligations in this Agreement shall terminate immediately.
(b) The CE shall −
(i) cease all the Services immediately;
(ii) submit to the Government the detailed reports of the costs of the
Services and other payments which has become due and owing
from the Government prior to the termination for verification and
approval by the Government;
(iii) forthwith, at its own costs and expense, vacate and remove from
the Project Management Team‟s office any equipment,
machineries and materials belonging to the CE, its Personnel,
employees, servants and agents and make good all damage
caused by such removal or such detachment;
(iv) at no cost, hand over all plans, drawings, reports, records,

documents, specifications, drawings including intellectual property
rights and similar materials to the Government;
(v) terminate all the third party contract entered into by the CE in
relation to the Project on or before the date of termination and the
Government shall not be liable for any termination costs arising
thereby and shall be indemnified and held harmless by the CE in
respect hereof;
(vi) allow a third party to enter into an agreement with the

Government or any person deemed necessary by the
Government for the purpose of carrying out or completing the
Services;
(vii) bear all liabilities, obligations, claims, suits or proceedings

whatsoever exiting prior to and as at the date of termination
arising out of or in connection with-
a. any other agreement entered by the CE in relation to its

obligation under this Agreement; or
b. any act of default, omission or negligence of the CE, its

Personnel, employers, agents or servants,
34
and the Government shall not be liable in respect of such

liabilities, obligations, claims, suits or proceedings; and
(viii) pay to the Government not later than six (6) months after the date
of termination the aggregate of all amounts at that time which may
be owing by the CE to the Government under this Agreement.
(c) The Government shall −
(i) pay the CE part of the consulting fees in proportion to the

amount of the Services performed up to the date of termination;
(ii) deduct all costs, losses and damages incurred under 10.4
(b)(viii), from the payment then or thereafter due to the CE. The
amount, if any, remaining to be paid thereafter to the CE and the
amount under clause 11.1 (c)(i) shall constitute the CE‟s sole
claim for payment following termination under clause 11.1.
(iii) be entitled to claim against the CE for any losses or damages

suffered as a result of the termination; and
(iv) be entitled to appoint another consultant to perform the

Services.
(d) For the avoidance of doubt, the Parties hereby agree that the CE shall not
be entitled to any other form of losses including loss of profit, damages,
claims or whatsoever other than those stipulated under clause 11.1 (c)(i)
(if any). The Parties further agree that the payment made by the
Government under clause 11.1 (c)(i) shall constitute as a full and final
settlement between the Parties.
12.1 TERMINATION ON NATIONAL INTEREST
(a) Notwithstanding any provisions of this Agreement, the Government

may terminate this Agreement by giving not less than fourteen (14)
days notice to that effect to the CE (without any obligation to give any
reason thereof) if it considers that such termination is necessary for
national interest, in the interest of national security or for the purposes
of Government policy or public policy.
(b) Upon such termination −
(i) clause 11.1(b) shall apply; and
(ii) the Parties hereby agree that the CA shall not be entitled to any
other form of losses including loss of profit, damages, claims or
whatsoever other than those stipulated under clause 11.1 (c)(i).
The Parties further agree that the payment made by the
35
Government under clause 11.1 (c)(i) shall constitute as a full and

final settlement between the Parties.
13.1 TERMINATION ON CORRUPTION, UNLAWFUL OR ILLEGAL ACTIVITIES
(a) Without prejudice to any other rights of the Government, if the CE, its
personnel, servants or employees, is convicted by a court of law for
corruption or unlawful or illegal activities in relation to this Agreement or
any other agreement that the CE may have with the Government, the
Government shall be entitled to terminate this Agreement at any time
by giving immediate written notice to that effect to the CE.
(b) Upon such termination −
(i) clauses 10.4(b) and (c) be applicable;
(ii) the Government shall be entitled to all losses, costs, damages

and expenses (including any incidental costs and expenses)
incurred by the Government arising from such termination.
(iii) For avoidance of doubt, the Parties hereby agree that, subject to
13 (b)(i), the CE shall not be entitled to any other form of losses
including loss of profit, damages, claims or whatsoever upon
termination of this Agreement
14.0 FORCE MAJEURE
14.1. Events
Neither Party shall be in breach of its obligations under this Agreement if it is

unable to perform or fulfil any of its obligations under this Agreement or any
part of them as a result of the occurrence of an Event of Force Majeure. An
“Event of Force Majeure” shall mean an event, not within the control of the
Party affected, which that Party is unable to prevent, avoid or remove, and
shall mean –
(a) war (whether declared or not), hostilities, invasion, armed conflict, acts
of foreign enemy, insurrection, revolution, rebellion, military or usurped
power, civil war, or acts of terrorism;
(b) ionising radiation or contamination by radioactivity from any nuclear

waste, from the combustion of nuclear fuel, radioactive toxic explosive,
or other hazardous properties of any explosive, nuclear assembly or
nuclear component thereof;
(c) pressure waves caused by aircraft or other aerial devices traveling at

sonic or supersonic speeds;
36
(d) natural catastrophe including but not limited to earthquakes, floods,

subterranean spontaneous combustion or any operation of the force of
nature, lightning and exceptionally inclement weather; and
(e) riot and disorders, criminal damage, sabotage, strike, lock out, labour
unrest or other industrial disturbances (affecting the performance of
this Agreement) which are not the fault of the CE or its employees,
which causes, or can reasonably be expected to cause either Party to
fail to comply with its obligations,
PROVIDED THAT Event of Force Majeure shall not include economic

downturn, non-availability or insufficient of fund or lack of financing on the part
of the CE to perform its obligations under this Agreement.
14.2. Notification of Force Majeure
If any Event of Force Majeure occurs which renders a Party unable to perform
or fulfil any of its obligations under this Agreement, the Party so affected shall
immediately notify the other in writing of the occurrence of any Event of Force
Majeure applicable to its obligations under this Agreement giving full details
thereof and measures being taken by the Party so affected to reduce the
severity of such event and subsequently the cessation of such event. If either
Party does not agree that an Event of Force Majeure has occurred then the
dispute shall be referred to the GR for a decision.
14.3. Termination by Force Majeure
If an Event of Force Majeure has occurred and either Party reasonably

considers such Event of Force Majeure applicable to it to be of such severity
or to be continuing for a period of more than six (6) months then the Parties
may mutually terminate this Agreement.
14.4. Consequences of Termination due to Event of Force Majeure
If this Agreement is terminated pursuant to clause 14.3, all rights and

obligations hereunder shall forthwith terminate and neither Party shall have
any claims against each other save and except in respect of any antecedent
breach.
14.5. Delay
(a) Any Party to this Agreement affected by the Event of Force Majeure
who has complied with the requirement to provide notice in accordance
with clause 14.2 shall not be liable for any delay in performing its
obligation under this Agreement to the extent that such delay has been
caused by one or more of Event of Force Majeure and the time for
completion of any obligation under this Agreement shall be extended
by the amount of the delay caused by such Event of Force Majeure. If
the Parties do not agree as to the duration of the delay, the
disagreement shall be referred to the GR for a decision.
37
(b) Notwithstanding clause 14.5(a), if the continuing occurrence of an

Event of Force Majeure is of such severity that it frustrates the original
intention and objective of the Parties hereto, the Parties hereto shall
forthwith take steps to discuss the circumstances and the
consequences of such event and shall consider how best to achieve
the objectives of this Agreement in such circumstances and shall, if
appropriate, give consideration to any amendment of this Agreement
and the terms and conditions of such amendments.
14.6. Restoration
Notwithstanding any other provision in this Agreement, if an Event of Force

Majeure occurs and this Agreement is not terminated then in any case where
the delivery of the Services or any part thereof has been affected, the CE shall
restore such Services to what it was immediately prior to the occurrence of
that Event of Force Majeure at its own expenses. Where as a result of such
restoration the CE is able to demonstrate that it has incurred substantial costs
affecting the Services, the CE may apply to the Government for such
remedies to enable the Company to recover the costs of such restoration.
14.7. Insurance
Notwithstanding any other Clause, the CE shall ensure that whenever

reasonably practicable insurance is effected (whether by itself or by its
contractors) to cover the occurrence of Events of Force Majeure, PROVIDED
THAT such Events of Force Majeure are reasonably and practicably
insurable.
38
PART F
GENERAL PROVISIONS
15.0 AMENDMENT
No modification, amendment or waiver of any of the provisions of this

Agreement shall be valid unless it is made in writing by way of supplementary
agreement specifically referring to this Agreement and duly signed by the
Parties or its duly authorised representatives. The provision in respect of
such amendment, variation or modification thereof shall be supplemental to
and be read as an integral part of this Agreement which shall remain in full
force and effect as between the Parties.
16.1 NOTICES
(a) Any notice, approval, consent, request or other communication required

or permitted to be given or made under this Agreement shall be in
writing in Bahasa Malaysia or English language and delivered to the
address or facsimile number of the Government or the CE, as the case
may be, shown below or to such other addresses, or facsimile numbers
as either party may have notified the sender and shall unless otherwise
specified herein deemed to be duly given or made, in the case of
delivery in person, when delivered to the recipient at such address or
by facsimile transmission, when the recipient‟s facsimile number is
shown on the sender‟s print-out for the transmission regarding the date,
time and transmission of all pages, as specified under item 9 in
Appendix 7 of this Agreement.
(b) It shall be the duty of the Parties to notify the other if there is a change
of address or entity by giving a written notice within fourteen days (14).
17.0 GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the

laws of Malaysia and the Parties irrevocably submit to the jurisdiction of the
courts of Malaysia.
18.1 COMPLIANCE WITH LAWS AND REGULATIONS
(a) The CE shall comply with all applicable laws and regulations in
Malaysia and all statutory requirements, standards and guidelines,
regulating or relating to the conduct, trade, business of it‟s profession
and shall be fully and solely liable for the provisions of the Services.
(b) The CE shall comply with relevant policies, procedures and regulations
of the Government in carrying out the Services.”.
39
19.0 SEVERABILITY
If any provision of this Agreement is held to be illegal or is invalid under any

laws or regulations effective and applicable during the term of this Agreement
such provision shall be fully severable and this Agreement shall be construed
as if such illegal or invalid provision had never comprised as part of this
Agreement and the remaining provisions of this Agreement shall remain in full
force and effect and shall not be affected by the illegal or invalid provision or
by its severance from this Agreement.
20.0 ASSIGNMENT
The CE shall not assign, transfer or novate this Agreement or any part of it or
any benefit or interest conferred by this Agreement to any third party.
21.0 RELATIONSHIP OF THE PARTIES
Nothing in this Agreement shall be construed as establishing or creating a

partnership or a relationship of master and servant between any of the Parties
and none of them shall have any authority to bind the other in any way nor
shall this Agreement be construed to constitute any party the agent of the
other party.
22.0 ADVERTISEMENT
No advertisement in respect of this Agreement shall be published by the CE

or with the CE‟s authority in the newspaper, magazine or in any forms of
advertisement without prior written approval of the Government.
23.0 TIME
Time wherever mentioned, shall be of the essence of this Agreement.
24.0 COSTS AND STAMP DUTY
The CE shall solely bear the stamp duties, legal costs and fees in the
preparation and execution of this Agreement and anything incidental thereto.
25.1 INCOME TAX
(a) The CE and Personnel, including any expatriate personnel and/or

foreign Associated Consultant(s) for the Services shall submit the
necessary tax returns as required by the Director-General of Inland
Revenue in respect of their income in order that tax can be assessed.
(b) The Government shall deduct tax from all payments due to any
expatriate personnel and/or foreign Associated Consultant(s) at the rate
prescribed under the withholding tax laws in effect in Malaysia.
40
(c) The Government agrees to reimburse the foreign Associated

Consultant(s) any excess payment in income tax.
26.1 SCHEDULES AND APPENDICES
All Schedules and Appendices herewith shall form an integral part of this
Agreement and are to be taken as mutually explanatory of one another.
However, if there is any ambiguity or discrepancy −
(a) between the Appendices with the terms and conditions of this
Agreement, then the terms and conditions of this Agreement shall
prevail over the Appendices; or
(b) in the Appendices of this Agreement, the GR and CE shall reach a

mutual understanding to resolve the ambiguity or discrepancy.
27.0 WAIVER
Failure by any party to enforce, at any time, any provision of this Agreement
shall not be construed as a waiver of its right to enforce the breach of such
provision or any of the provision in this Agreement or as a waiver of any
continuing, succeeding or subsequent breach of any provision or other
provision of this Agreement.
28.0 CUSTODY OF AGREEMENT
This Agreement shall be prepared in both original and certified duplicate copy.
The original of this Agreement shall remain in the custody of the Government
and shall be made available at all reasonable times for the inspection of the
CE. The duplicate copy shall be kept by the CE.
29.0 SUCCESSORS BOUND
This Agreement shall be binding upon each of the Parties hereto and their
respective successors in title.
41
PART G
SPECIAL PROVISIONS
[ NOTE : WHERE THERE IS A NEED FOR SPECIAL CONDITIONS OVER

AND ABOVE THE GENERAL CONDITIONS, THIS SECTION IS TO BE
INSERTED BY THE RELEVANT AGENCY WITH THE APPROVAL OF
THEIR RESPECTIVE LEGAL ADVISORS. OTHERWISE THIS PAGE TO BE
LEFT AS SUCH ABOVE ]
- None -
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SIGNATORIES TO THE AGREEMENT
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the
day and the year first hereinbefore appearing.
SIGNED for and on behalf of ) ……………………(Signature)……………..

THE GOVERNMENT ) (Name, Designation & Department‟s Seal)
In the presence of:
……………………………….............
Name of witness :
NR IC No. :
SIGNED for and on behalf of ) ………………….(Signature)………………

THE CE ) (Name, Designation & Company‟s Seal)
In the presence of:
…………………………………………
Name of witness :
NR IC No. :
43
PART A : SCHEDULE OF SERVICES
1.1 TYPES OF PROFESSIONAL SERVICES
(a) The professional services to be provided by the CE shall consist of any

or combination of the following :
(i) Basic Professional Services

(ii) Additional Professional Services
(iii) Supervision On Site
(b) The CE shall provide basic professional services for any of the
following types of works:
(a) Type A Works - namely civil and structural engineering works

(other than structural engineering works in building), mechanical
engineering works and electrical engineering works (other than
the engineering systems in buildings).
(b) Type B Works - namely structural engineering works in

buildings; i.e. all works in structural reinforced concrete, pre-
stressed concrete, steel, timber and other materials or a
combination of any of these, which are designed to transmit the
weight of, and the load on, the building to the ground and
includes the foundation and excavations connected with them.
(c) Type C Work - namely engineering systems in buildings; i.e.

means all mechanical and electrical services, plant and
equipment installed for the complete functionality of the building,
including but not limited to :
• lighting, power and electrical distribution system;

• air-conditioning and mechanical ventilation system;
• fire-fighting and prevention system;
• stage lighting system and mechanism;
• hot and cold water system;
• steam generating system;
• gas distribution system;
• telephone distribution and intercommunication system;
• lightning protection system;
• electrical substation;
• public address system, personnel location and call system;
• radio and television system;
• security system
• lift, hoist, dumbwaiter and escalator
• standby generator
• soil and waste water piping system
44
• pumping installation within the building

• integrated building management system
• compressed air and vacuum system
• refrigeration and cooling water system.
2.0 BASIC PROFESSIONAL SERVICES
2.1. Type A Works - Basic Professional Services
The Basic Professional Services to be rendered by the CE in this paragraph

include the provision of all expert technical advice and skills, which are
normally required for the Works for which the CE has been engaged for any
or all of the 5 stages below:
(a) Preliminary Stage
The Services to be provided by the CE at this stage include:
(i) investigating data and information relevant to the Works and

considering any reports relating to the Works;
(ii) advising the Government on making any further topographical

survey of the proposed site of the Works which may be necessary
to supplement available topographical information;
(iii) advising the Government on the need to carry out any

geotechnical investigation which may be necessary to supplement
the available geotechnical information, arranging for such
investigation, certifying the amount of any payments to be made
by the Government to the persons, firms or companies carrying
out such investigation under the CE‟s direction, and advising the
Government on the results of such investigation;
(iv) advising the Government on the need for arrangements to be

made, in accordance with paragraph 3.1 of this Schedule, for the
carrying out of special surveys, special investigation or model
tests and advising the Government of the results of any such
surveys, investigations or tests carried out;
(v) consulting any local or other approving authorities on matters of

principle in connection with the Works;
(vi) consulting any architect appointed by the Government in

connection with the architectural treatment of the Works; and
(vii) preparing such reports and documents as are reasonably

necessary to enable the Government to consider the CE‟s
proposals, including alternatives for the constructions of the
Works in the light of the investigations carried out by him at this
stage, and to enable the Government to apply for approval in
45
principle for the execution of the Works in accordance with such

proposals from the appropriate authorities.
(b) Design Stage
(i) preparing designs, including reinforced concrete and structural

steel work designs, and tender drawings in connection with the
Works, including bar bending schedules, if required; and
(ii) preparing such condition of contract, specifications, schedules

and bills of quantities as may be necessary to enable the
Government to obtain tenders or otherwise award a contract for
carrying out of the Works.
(c) Tender Stage
The Services to be provided by the CE at this stage comprise advising

the Government as to the suitability for carrying out the Works of the
persons, firms or companies tendering and as to the relative merits of
the tenders, including relative merit of alternative tenders, prices and
estimates received for carrying out the Works.
(d) Construction Stage
(i) advising on the preparation of formal contract documents,

including Letter of Acceptance relating to the accepted tenders for
carrying out the Works or any part thereof;
(ii) inspecting and testing during manufacture and installation such

electrical and mechanical materials, machinery and plant supplied
for incorporation in the Works as are usually inspected and tested
by the CE, and arranging and witnessing acceptance tests;
(iii) advising the Government on the need for special inspection or

testing other than that referred to in sub-paragraph 2.1(d)(ii) of this
Schedule;
(iv) advising the Government on the appointment of site staff in

accordance with paragraph 4.0 of this Schedule;
(v) issuing construction drawings to enable the Works to be carried
out by the Contractor or any other party to facilitate the execution
of the Works;
(vi) preparing any further bar bending schedules, designs and

drawings, if required;
46
(vii) examining and approving the Contractor‟s proposals and working

drawings relating to the Works;
(viii) making such visits to site as the CE considers necessary to satisfy

himself as to the performance of any site staff appointed pursuant
to paragraph 4.0 of this Schedule and to satisfy himself that the
Works are executed generally according to contract or otherwise
in accordance with good engineering practice;
(ix) giving all necessary instructions relating to the Works to the

Contractor;
(x) issuing all certificates as required in the contracts;
(xi) performing any duties which the CE may be required to carry out
in any contract for the execution of the Works;
(xii) delivering to the Government on the completion of the works such

records and manufacturer‟s manuals as are reasonably necessary
to enable the Government to operate and maintain the Works;
(xiii) delivering to the Government duly signed and endorsed as-built

drawings prepared by the Contractor; and
(xiv) deciding any dispute or difference arising between the

Government and the Contractor in connection with the Works and
referred to the CE for his decision provided that this professional
service shall not extend to advising the Government following the
taking of any step in or towards any arbitration or litigation in
connection with the Works.
(e) Defect Liability Period Stage
Wherever applicable, the Services to be provided by the CE at this

stage include:
(i) in the event of non-conformance to the performance requirement

of Works rendered, the CE shall be responsible for compiling,
investigating, evaluating and forwarding proposal for rectification
to the Contractor as well as to inspect and certify the completion
of such rectification Works;
(ii) preparing an assessing of the performance of the Contractor to

GR;
(iii) conducting or attending periodic maintenance meetings;
(iv) compiling all complaints and submitting the complaints to

Contractor for rectification;
47
(v) monitoring, inspecting and certifying rectification Works done by

the Contractor;
(vi) in the event the Contractor fails to carry out the rectification
Works, the CE shall propose a means of getting the rectification
done subject to approval from the Government;
(vii) inspecting and compiling final defects list at the end of Defects
Liability Period and to monitor and certify the Works that have
been carried out;
(viii) at the end of defect liability period, the CE shall certify that all
defects have been carried out and then shall prepare and
recommend the Certificate of Making Good Defects and closing
of account to GR;
(ix) preparing and recommending the Certificate of Making Good

Defects and closing of account;
(x) making recommendation to the Government regarding the

competent persons necessary for the inspection and operation of
the installation during its lifetime according to the law; and
(xi) any other responsibilities which are deemed necessary to be done

by an engineer for the successful implementation of the Works.
2.2. Type B Works - Basic Professional Services
The Basic Services to be rendered by the CE in this paragraph include the

provision of all expert technical advice and skills, which are normally required
for the Works for which the CE has been engaged for any or all of the 5
stages below:

(ii) advising the Government on making any further topographical

survey of the proposed site of the Works which may be necessary
to supplement available topographical information;
(iii) advising the Government on the need to carry out any

geotechnical investigation which may be necessary to supplement
the available geotechnical information, arranging for such
investigation, certifying the amount of any payments to be made
by the Government to the persons, firms or companies carrying
48
out such investigation under the CE‟s direction, and advising the
Government on the results of such investigation;
(iv) advising the Government on the need for arrangements to be

made, in accordance with paragraph 3.2 of this Schedule, for the
carrying out of special surveys, special investigation or model
tests and advising the Government of the results of any such
surveys, investigations or tests carried out;
(v) consulting any local or other approving authorities on matters of

principle in connection with the Works;
(vi) consulting any architect appointed by the Government in

connection with the architectural treatment of the Works;
(vii) providing sufficient structural information to enable the architect to

produce his sketch plan; and
(viii) preparing such reports and documents as are reasonably

proposals, including alternatives for the constructions of the
Works in the light of the investigations carried out by him at this
stage, and to enable the Government to apply for approval in
principle for the execution of the Works in accordance with such
proposals from the appropriate authorities.
(b) Design Stage
(i) Developing the design of the Works in collaboration with the

architect and others, preparing calculations, drawings and
specifications for the Works to enable a bill of quantities to be
prepared by others, consulting any local or other approving
authorities in collection with the design of the Works and
preparing typical details and typical calculations; and
(ii) preparing such calculations and details relating to the Works as

may be required for submission to any appropriate authority,
preparing all other drawings in sufficient details to enable
construction to be carried out, and advising on conditions of
contract and specifications relevant to the Works and on forms of
tender and invitation to the tender as they relate to the Works.
(c) Tender Stage

persons, firms or companies tendering and as to the relative merits of
49
the tenders, including relative merit of alternative tenders, prices and

(i) advising on the preparation of formal contract documents

including Letter of Acceptance relating to the accepted tenders for
the Works;

electrical and mechanical materials, machinery and plant supplied
for incorporation in the Works as are usually inspected and tested
by CE, and arranging and witnessing acceptance tests;

testing other than that referred to in sub-paragraph 2.2(d)(ii) of
this Schedule;


of the Works;
(vi) preparing any further designs, specifications and drawings to

enable the contractor to carry out the Works but shall not include
the preparation of any shop details relating to the Works or any
part of them;
(vii) examining and approving the Contractor‟s proposals and working

drawings relating to the Works;
(viii) checking shop details for general dimensions and adequacy of

members and connections;
(ix) approving the Contractor‟s testing procedures and inspecting the

Works on completion;
(x) advising the Government or the architect as to the need to vary

any part or the Works;
(xi) making such visits to site as the CE considers necessary to

satisfy himself as to the performance of any site staff appointed
pursuant to paragraph 4.0 of this Schedule and to satisfy himself
that the Works are executed generally according to contract or
otherwise in accordance with good engineering practice;
50
(xii) giving all necessary instructions relating to the Works to the

Contractor;
(xiii) issuing all certificates as required in the contracts;
(xiv) performing any duties which the CE may be required to carry out
(xv) delivering to the Government on the completion of the works such

(xvi) delivering to the Government duly signed and endorsed as-built

(xvii) deciding any dispute or difference arising between the


stage include:

(ii) preparing an assessing of the performance of the Contractor to

the GR;


the Contractor;
51
(vii) inspecting and compiling final defects list at the end of Defects
been carried out;
recommend the Certificate of Making Good Defects and closing
of account to GR;


(xi) any other responsibilities which are deemed necessary to be done

by an engineer for the successful implementation of the Works.
2.3. Type C Works - Basic Professional Services
The Basic Services to be rendered by the CE in this paragraph include the

provision of all expert technical advice and skills, which are normally required
for the Works for which the CE has been engaged for any or all of the 5
stages below:

(ii) consulting any local or other approving authorities on matters of

principle in connection with the design of the Works;
(iii) providing sufficient preliminary information and approximate

estimates (based on unit volume, unit surface area or similar
bases of estimation) regarding the Works to enable the
Government or the architect to prepare architectural sketch plans
and budget estimates for the project;
(iv) consulting any architect appointed by the Government in

connection with the architectural treatment of the Works; and
(v) preparing such reports and documents as are reasonably

proposals, including alternatives for the construction of the Works
in the light of the investigations carried out by him at this stage,
and to enable the Government to apply for approval in principle
52
for the execution of the Works in accordance with such proposals

from the appropriate authorities.
(b) Design Stage
(i) preparing designs and tender drawings, and providing

information as to plant rooms, main service ducts and other
similar elements to be incorporated in the building structure, and
information as to the approximate weights of items of heavy plant
and equipment which are to be incorporated in the Works; and
(ii) advising on condition of contract, preparing specifications and

schedules as may be necessary to enable Government to obtain
tenders or otherwise award a contract for carrying out the
Works, and preparing such calculations and details relating to the
Works as may be required for submission to any appropriate
authorities.
(c) Tender Stage

person, firms or companies tendering and as to the relative merits of
tenders, including relative merit of alternative tenders, prices and
(i) advising on the preparation of formal contract documents,

including letter of acceptance relating to accepted tenders for
carrying out the Works or part hereof;

materials and equipment supplied for incorporation in the Works
where the inspection and test are within the technical competency
of the CE, and arranging and witnessing the acceptance tests;

testing other than that referred to in sub-paragraph 2.3(d)(ii) of
this Schedule;

53

of the Works;
(vi) examining and approving the Contractor‟s proposals and working

drawings;
(vii) making such visits to site as the CE considers necessary to

satisfy himself as to the performance of any site staff appointed
pursuant to paragraph 4.0 of this Schedule and to satisfy himself
that the Works are executed generally according to contract or
otherwise in accordance with good engineering practice;
(viii) checking shop details and installation drawings;
(ix) approving the contractor‟s commissioning procedures and

performance tests and inspecting the Works on completion;
(x) advising the Government or the architect as to the need to vary

any part of the Works;
(xi) giving all necessary instructions relating to the Works to the

Contractor;
(xii) issuing all certificates as required in contracts;
(xiii) performing any duties which the CE may be required to carry out
(xiv) delivering to the Government on the completion of the Works such

(xv) delivering to the Government duly signed and endorsed as-built

(xvi) deciding any dispute or difference arising between the


stage include:

54

(ii) preparing an assessment of the performance of the Contractor to

GR;


the Contractor;
(vii) inspecting and compiling final defects list at the end of Defect
been carried out;
recommend the certificate of making good defects and closing of
account to GR;


(xi) any other responsibilities which are necessary to be done by an

engineer for the successful implementation of the Works.
3.0 ADDITIONAL PROFESSIONAL SERVICES NOT INCLUDED IN BASIC

PROFESSIONAL SERVICES
3.1. Type A Works - Additional Professional Services
The Additional Professional Services to be provided by the CE include the

following:
(a) (i) preparing any report or additional contract documents required for
consideration of proposal for the carrying out of alternative works;
55
(ii) carrying out services consequent upon a decision by the

Government to seek amendments to existing laws affecting the
Works;
(iii) carrying out services in connection with any application made by

the Government for any order, sanction, license, permit or other
consent, approval or authorization (not including normal approval
required from relevant technical authorities)necessary to enable
the Works to proceed;
(iv) carrying out services arising from the failure of the Government to
award a contract in due time;
(v) preparing details for shop fabrication of ductwork, metal, plastic

and timber framework;
(vi) carrying out services consequent upon any abandonment of a

contract by the Contractor or upon the failure of the Contractor to
properly perform any contract beyond the control of the CE or
upon delay by the Government in fulfilling its obligations or in
taking any other step necessary for the due performance of the
Works;
(vii) assisting and advising the Government with regard to any matter
or thing which may be the subject of arbitration, inquiry or litigation
and, if and when so required by the Government, attending and
giving or otherwise assisting the Government before any court or
in any arbitration or at any inquiry dealing with any matter arising
from or in connection with the execution of the Works;
(viii) carrying out such other additional services, if any, as directed by

the Government;
(ix) carrying out services in conjunction with any other persons

employed to provide any of the services specified in
subparagraph 3.1(b) of this Schedule; and
(x) providing project management services.
(b) (i) obtaining specialist technical advice on any abnormal aspects of

the Works;
(ii) obtaining other professional services (Associated Consultants) for

the Works;
(ii) providing services in connection with the valuation, purchase, sale

or leasing of lands, and the obtaining of way-leaves; and
56
(iii) carrying out of marine, air and land surveys other than those
referred to in sub-paragraph 2.1(a) of this Schedule; and the
making of model tests or special investigations.
3.2. Type B Works - Additional Professional Services

following:
consideration of proposals for the carrying out of alternative
works;

Works;

(iv) checking and advising on any part of the project not designed by
the CE;
(v) carrying out services arising from the failure of the Government to
(vi) carrying out services consequent upon any abandonment of a

properly perform any contract or upon delay by the Government in
fulfilling its obligations or in taking any other step necessary for
the due performance of the Works;
(vii) assisting and advising the Government with regard to any matter
(viii) carrying out such other additional services, if any, as directed by

the Government;
(ix) preparing interim or other reports or detailed valuations including

estimates or cost analysis based on measurement or forming an
element of a cost planning service;
57
(x) carrying out services in conjunction with any other persons

employed to provide any of the services specified in
subparagraph 3.2(b) of this Schedule;
(xi) preparing preliminary estimates for the Works which are normally
prepared by others including such persons as the architects,
quantity surveyors and contractors; and
(xii) providing project management services.

the Works;

the Works
(iii) surveying the site or existing works and installations;
(iv) providing investigation on the nature and strength of existing

works and the making of model tests or special investigations;
(v) providing services in connection with the valuation, purchase, sale

or leasing of lands, and the obtaining of way-leaves;
(vi) carrying out of marine, air and land surveys and making of model
tests or special investigations; and
(vii) carrying out special inspection or tests advised by the CE under

subparagraph 2.2(d)(iii) of this Schedule.
3.3. Type C Works - Additional Professional Services

following:
consideration of proposal for the carrying out of alternative works;

Works;

(iv) checking and advising on any part of the project not designed by
the CE;
58
(v) negotiating and arranging for the provision or diversion of utility

services;
(vi) negotiating any contract or sub-contract with a contractor selected

otherwise than by competitive tendering including checking and
agreeing on the quantities and net costs of materials and labour,
arithmetical checking and agreeing on the added percentages to
cover overhead costs and profit;
(vii) carrying out services arising from the failure of the Government to
(viii) carrying out services consequent upon any abandonment of a

properly perform any contract or upon delay by the Government in
fulfilling its obligations or in taking any other step necessary for
the due performance of the Works;
(ix) assisting and advising the Government with regard to any matter
(x) preparing interim or other reports or detailed valuations including

estimates or cost analysis based on measurement or forming an
element of a cost planning service;
(xi) providing manuals and other documents describing the design,

operation and maintenance of the Works;
(xii) carrying out services in conjunction with any other persons

employed to provide any of the services specified in sub-
paragraph 3.3(b) of this Schedule;
(xiii) providing project management services;
(xiv) preparing builder‟s work drawings, record drawings or any

detailed schedules where necessary; and
(xv) carrying out such other additional services, if any, as directed by

the Government.

the Works;

the Works;
59
(iii) surveying the site or existing works and installations;

(iv) providing services in connection with the valuation, purchase, sale
or leasing of lands, and the obtaining of way-leaves;
(v) making model tests or special investigations;
(vi) carrying out special inspection or tests advised by the CE under

sub-paragraph 2.3(d)(iii) of this Schedule; and
(vii) carrying out commissioning procedures or performance tests.
4.1 SUPERVISION ON SITE
(a) The CE may be required to provide part-time or full-time engineering

supervision on site. Where such service is required, the number of staff
to be employed including the CE's own staff to be seconded to site for
the purpose, shall be approved in writing by the Government.
(b) Unless otherwise agreed to by the approving authorities concerned, the

CE shall be in full control of, and responsible for, construction
supervision of the Works on site.
(c) If in the opinion of the CE, the nature of the work including the carrying
out of any geotechnical and other investigations, topographic survey
and test warrants full-time or part-time supervision on site in addition
to the site visits made by the CE under sub-paragraphs 2.1(d)(vii),
2.2(d)(vii) and 2.3(d)(vi) of this Schedule (whichever is applicable), the
CE shall advise the Government of the fact and also the desired
qualification and experience which the site staff shall possess.
(d) All site staff shall be under the control of, and take instructions from the
CE.
60
PART B : PAYMENT FOR PROFESSIONAL SERVICES
1.1 PAYMENT FOR PROFESSIONAL SERVICES
The CE in performing the Services described in Part A shall be paid in

accordance with any or all of the following types/modes of payment :
a) Payment is based on Fixed Ceiling of Consulting Fee and shall be

made in progressively in stages in accordance with the Schedule of
Payment as in Schedule 12
- Basic Professional Services
- Additional Professional Services
-For Supervision On Site
b) Payment for Disbursements / Reimbursable is subject to the Ceiling Out

of Pocket Expenses and verification on the expenses incurred by the CE
1.2Payment When Works Are Damaged or Destroyed
If at any time before completion of the Works, any part of the Works or any
materials, plant or equipment whether incorporated in the Works or not are
damaged or destroyed, resulting in additional services being required by the
Government to be carried out by the CE, provided always such damage was
not due to the negligence on the part of the CE, then the CE shall be paid
base on the Contract Price as in Clause 6.4 of the Agreement.
1.3Payment Following Termination or Suspension by the Government
(a) In the event of the termination of this Agreement (unless such

termination shall have been occasioned by the default of the CE) or the
suspension of the Project by the Government, the CE shall be paid the
following sums (less the amount of payments previously made to the
CE):
(i) a sum deducible from the stage of Services completed at the

time of termination or suspension; and
provided that the CE shall accept the said payments by the

Government as full and complete settlement of all his claims for
payment under or arising out of this Agreement.
61
(b) In the event that the CE is required to recommence its Services for the
Project suspended by the Government, the CE shall be paid for the
performance of its Services the sum payable to the CE base from the
stage of Services pursant to paragraph 2 of this Schedule, the
payments under sub-paragraphs 1.2(a)(i) and (ii) of this Schedule
being treated as payments on account.
(c) Where the tendering of the Project (or any part thereof) is likely to be
delayed for more than twelve (12) months or postponed at the request
of the Government, the CE shall be paid according base from the stage
of Services pursant to paragraph 2 of this Schedule.
(d) Where the Project is suspended or postponed after the tenders have
been called, the fees payable to the CE shall be computed based on
the lowest acceptable tender received.
(e) Where tenders are recalled and the Project is subsequently resumed,
the total fees payable to the CE, inclusive of the fees paid under sub-
paragraph 1.2(d) of this Schedule
(i) a sum deducible from the stage of Services completed at the time of
termination or suspension
(f) Upon suspension or termination of this Agreement, the CE shall within

the period specified under item 8 in Appendix 7 of this Agreement
submit to the GR a statement of final account and supporting
documentation showing in details the value of Services carried out in
accordance with this Agreement.
(g) Within the period specified under item 9 in Appendix 7 of this

Agreement, the GR shall verify the statement of account and its
supporting documentation and evaluate the Services carried out and
shall issue the final account for the Services.
(h) FOR THE AVOIDANCE OF DOUBT, the Parties hereby agree that the
CE shall not be entitled to any form of losses including loss of profit,
damages, claims or whatsoever upon termination of this Agreement.
1.4 Payment Following Termination by the CE
If there is a termination by the CE of his Services (unless the

termination had been occasioned by the default or negligence of the
CE), the CE shall be entitled to be paid the sums specified in sub-
paragraphs 1.2(a)(i) of this Schedule less the amount of payments
previously made to the CE.
62
2.1 STAGES OF PAYMENT OF FEES
(a) The fees payable to the CA for every stage of basic professional
services, shall be as follows:
Table I – Stages of Payments

Stage Type A , Type B and Type C
Works
1. Preliminary stage 15%
2. Design stage (i) 30%
3. Design stage (ii) 15%
4. Tender stage 5%
5. Construction stage 30%
6. Defect Liability Period (DLP) 5%
stage
(b) The CE shall be entitled to payments at intervals to be mutually agreed

upon by the CE and the Government in proportion to the Basic
Services rendered so that the total fees paid at the completion of each
of the stages shall be equal to the percentages as set out in Table I.
(c) Unless otherwise specified or mutually agreed beforehand between the

Government and the CE in this Agreement, the fee apportioned to each
stage shall be paid in full, even if, under the circumstances in a
particular case, the CE is not required to perform some of the Services
listed under that stage in Paragraph 2.0 in Part A - Schedule of
Services.
(d) Where there are variations to the works at any time during the course
of construction which results in changes (reduction/increase) to the
original contract sum, the fees for the services rendered by CE:
(i) under the completed Preliminary, Design,Tender stage and the

completed Construction Stage , shall be based on the contract
price as stated in Clause 6.4 (a)
(e) Notwithstanding subparagraph (e), where the CE has not completed all
the services specified under the Schematic Design stage, the fee shall
be based on an amount to be agreed between the CE and the
Government, and in the absence of such agreement, the fee shall be
derived on the basis of Time Cost.
63
(f) Where the payment is based on Time Cost, the proportions of the total
fee for the Works to be paid to the CE shall be based on the
completion of deliverables or on a pro-rated monthly basis or any other
agreed stages of payment.
(g) Payment for site supervision services shall be paid on a monthly basis.
(h) Payment for disbursement / reimbursable shall be made on a monthly

basis upon submission of receipts and invoices where applicable.
64
APPENDIX 1
APPENDIX 1 : TERMS OF REFERENCE
[TO BE INSERTED BY RELEVANT AGENCY]
To Include at least :
1. Project Brief
2. List & Mode of Deliverables
3. Scope of Services
(a) Basic Services

(b) Additional Services
(c) Site Supervision (if applicable)
65
APPENDIX 2
APPENDIX 2 : TECHNICAL DOCUMENTS FOR PROJECT IMPLEMENTATION
[CE‟S TECHNICAL DOCUMENTS FOR PROJECT IMPLEMENTATION-

TO BE INSERTED BY RELEVANT AGENCY]
66
APPENDIX 3
APPENDIX 3 : LETTER OF ACCEPTANCE
[THE LETTER OF ACCEPTANCE SHALL INCLUDE THE SIGNING PAGE AND

EXECUTED BY THE CE - TO BE INSERTED BY RELEVANT AGENCY]
67
APPENDIX 4
APPENDIX 4 : CERTIFICATE OF REGISTRATION WITH PROFESSIONAL

BOARD
68
APPENDIX 5
APPENDIX 5 : DELIVERABLES
Due Date of
No. Deliverables Stages Details Submission
1.
2.
69
APPENDIX 6A
APPENDIX 6A : SUMMARY OF TOTAL CONSULTING COST
70
APPENDIX 6B
APPENDIX 6B : CONSULTING FEES
[DETAILED BREAKDOWN/CALCULATION OF FEES-

71
APPENDIX 6C
APPENDIX 6C : OUT OF POCKET EXPENSES
[DETAILED BREAKDOWN/CALCULATION OF OUT OF POCKET EXPENSES-

72
APPENDIX 7
APPENDIX 7 : SCHEDULE OF AGREED ITEMS
Item Clause of Description Remarks

Agreement
1. 3.1 Commencement date …… date to be inserted by Agency
2. 3.1 Contract period …… week/month/year
3. 3.1 Contract Expiry date …… date to be inserted by Agency
Period for negotiation of the
4. ………….week/month/year prior to
3.2(b) terms and condition for extension
Contract Expiry Date
of the contract period
1.1(i),
5. 5.16(c), Government‟s Representative …… designation/(s) to be inserted
6.1(a) & (GR) by Agency
8.1(a)
6. Period for the Government to …… days to be inserted by
6.2(b)
give decision Agency
Name: …………….
7. CE‟s bank account details for
6.4(c) Account No.:……..
purposes of payment
Bank Address:……..
Formula for calculation of
Liquidated and Ascertained
Damages:
8. RM……………./day
5.3(b) LAD = % BLR x Fees
100 365
(subject to a minimum of
RM100/- per day)
a) For the Government a) Official Designation:
Address:
Fax No. :
Tel. No :
Email :
9. 16(a)
b) For the CE b) Name of Firm :
Address :
Fax No. :
Tel No.:
Email :
73
APPENDIX 8
APPENDIX 8 : SERVICES IMPLEMENTATION SCHEDULE
[TO INCLUDE DUE DATE(S) OF SPECIFICALLY IDENTIFIED DELIVERABLES-

No Deliverable stages List of activities Period of Start Date End Date

Implementations (according (according
according to to to
activities activities) activities)
OR
GANTT CHART
74
APPENDIX 9
APPENDIX 9 : CE’S PERSONNEL
No Name of Role in Number of Age Employment Full Name of Professional

Personnel Team Years of Status with Highest Certificates
(inclusive Working the firm Academic (list name of
of owner & Experience (Permanent/ Qualification certificate and
principal) Temporary) (specify membership no.
name of (if any))
university)
75
APPENDIX 10
APPENDIX 10 : CE’S PERSONNEL TIME INPUT SCHEDULE

(IF APPLICABLE)
No. Name of Total Time Input by Start Date End Date

Personnel each personnel and (work commenced by (work ended by each
Involved in each according to each personnel) personnel)
stages deliverable stages
Deliverable Stage XX
1
etc
etc
etc
76
APPENDIX 11
APPENDIX 11 : CE’S SERVICES TAX LICENSE
77
APPENDIX 12
APPENDIX 12 : SCHEDULE OF PAYMENT
[BREAKDOWN OF SCHEDULED PAYMENT BY STAGES/PHASES OR MONTHS-

78

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Form CSA2014-Engineering (Amendment 2018)

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CONTRACT NO. : .....S..p.e..c.i.fy..c..o.n..tr.a..c.t.n..u.m

THE GOVERNMENT OF MALAYSIA

Name of consultancy firm

Company registration no with Suruhanjaya Syarikat Malaysia (local company) or

1.0 DEFINITIONS AND INTERPRETATIONS ...................................................... 6

6.3. Obligation to Supply Relevant Information and Assistance .................. 23

24.0 COSTS AND STAMP DUTY......................................................................... 40

Specify contract number

THE GOVERNMENT OF MALAYSIA as represented by…N… ame of Government Agency

NOW IT IS HEREBY AGREED as follows:

1.0 DEFINITIONS AND INTERPRETATIONS

In this Agreement, including the appendices, unless the context otherwise

(b) „‟Associated Consultant” means other consultant(s) engaged by the CE

(d) “Contractor” means any sole proprietorship, partnership or company

(h) “Defects Liability Period” is as provided in the contract between the

(i) “Deliverables” means all deliverables (including designs, drawings,

(k) “Government‟s Representative (“GR”) means the person under item 5

(m) “Professional Indemnity Insurance” means the insurances taken and

(b) words denoting any gender shall include all genders

(c) words denoting persons shall include a body of persons, corporate or

(d) any reference to clauses, sub-clauses, appendices, annexures,

clauses, sub-clauses, appendices, annexures, schedules, paragraphs

(f) reference to any document or agreement shall include reference to

(g) reference to any legislation or any provision of any legislation shall

(j) any reference to an “amendment” includes any variation, deletion or

(k) any reference to “design” includes technical specifications, design

(l) any reference to “law” includes any constitution, decree, judgment,

(m) any reference to a “day”, “week”, “month” or “year” is a reference to

(o) any reference to “pay” or its cognate expressions includes payment

[Act 759]) or effected through inter-bank transfers to the account of the

1.1. Entire Agreement

2.0 APPOINTMENT AND CONSIDERATION

The Government hereby appoints the CE and the CE accepts the

3.0 EEFECTIVE DATE AND DURATION OF THIS AGREEMENT

3.1. Contract Period

3.2. Extension of Contract Period

CE’S REPRESENTATIONS, WARRANTIES AND OBLIGATIONS

4.1 CE’S REPRESENTATIONS AND WARRANTIES

The CE hereby represents and warrants to the Government that –

(a) it is a corporation validly existing under the laws of Malaysia;

(b) it is registered as a consultancy firm with the Ministry of Finance

(c) the CE is a body corporate or partnership or sole proprietorship

(i) its Memorandum and Articles of Association; or

(ii) any other document or agreement which is binding upon it or its

(h) no litigation, arbitration, tax claim, dispute or administrative proceeding

(i) no corruption or unlawful or illegal activities or practices have been

5.0 CE’S OBLIGATIONS

5.1. Quality of Services

(a) The CE shall maintain a professional standard of service and

(b) The CE shall have sufficient knowledge of current Local Authority

5.2. Timeliness of Services

(a) The CE shall prepare a draft services implementation schedule

(b) The agreed draft service implementation schedule as approved by the

(c) The CE shall provide to the Government scheduled progress reports in

5.3. Consequences of Delay

5.4. Instructions by The Government

(b) The CE shall attend or be represented at all meetings convened by the