روعه Subcontract Agreement - Meydan Project

SUBCONTRACT AGREEMENT
for
Precast Concrete Elements Works
at
Meydan Heights South·MHS,

Construction of 2200 Villas
Wadi AI Safa 3 Dubai, United Arab Emirates
between
ESEC International Contracting (L.L.C.)

A Subsidiary of EI Seif Engineering Contracting Co. Ltd
and
Arabtec Precast LLC
1. Agreement
2. General Conditions
3. Particular Conditions
4. First Schedule
5. Second Schedule
6. Third Schedule
7. Fourth Schedule
8. Fifth Schedule
.... . . . tat ••.....

PROJECT Meyda'! PrO;«1
SU8CONTRACTOR Iv"'",
SU8CONTRACT WORKS PRECASTCO....CRETE HEME/ITS WORKS
SUSCONTRACT 1.'0. PI31 /SiC 025
AGREEMENT AND SIGNATURE PAGE 9
CONDITIONS OF
PART I· GENERAL CONDITIONS
Definitions and Interpretation 10
1,1 Definilions
1.2 Headings and Marginal Noles
1,3 Singular and Plural
1.4 Notices, Consenls, Approvals, Cerlificales
Main Contract 11
2,1 Main Contract Knowledge

2,2 Breaches
2.3 Additional Obligations
Assignment and Subletting 12
3,1 Assignment of Sub-Contract

3,2 Subletting
General Obligations 12
4,1 Sub-Contractor's General Responsibilities

4,2 Site Operations and Methods of Construction
4,3 Design of Temporary and Permanent Works
4.4 Performance Security
4,5 Inspection of Site
4,6 Removal of Rubbish
Contractor's Facilities 14
5,1 Scaffolding
5,2 Other Facilities
Site Working and Access 14
6,1 Working Hours

6,2 Site Availability
6,3 Access to Sub-Contract Works
Page 2 of 53
PROJECT 1.I.e/dan Pro;ect
SUBCONTRACTOR
SUBCONTRACTWORKS "''''"
PRECAST Co.'ICRETE ElEJ.!EIlTS WORKS
SUSCo."ITRACT/,'0. P131/S.'C 025
CONDITIONS OF
PART I • GENERAL CONDITIONS
Commencement, Completion and Delays 15
7.1 Commencement of SUb-Contract Works

7.2 Extension of Time
7.3 Sectional Completion
7.4 Off-Site Activities
7.5 Late Completion
7.6 Recovery
7.7 Obligations to Complete
Instructions and Decisions 16
8.1 Instructions and Decisions
Variations 17
9.1 Variations
9.2 Valuation of Variations
Maintenance and Defects 18

10.1 Taking Over of the Subcontract Works
10.2 Maintenance of the Sub-Contract Works
10.3 Defects Nolificalion Period
10.4 Cost of Maintaining the Sub-Contract Works
10.5 Sub-Contractor's Failure to Carry out Work
10.6 Performance Certificate
Indemnities 19
11 .1 SUb-Contractor's Indemnities
Insurance 19
12.1 Sub-Contractor's Insurance

12.2 Contractor's Insurance
12.3 Inspection of Policies
12.4 Risks
Taxes, Duties and Fees etc. 20

13.1 General Liability
13.2 Tax-Proof Registration
13.3 Clearance Certification
Page 3 or53
PROJECT /,\eydan Pro;ect
SUBCOmRACTOR Asab~
SUBCOI'ITRACTWORKS PRECASTCONCRETE ElEJ.I.EtflS WORKS
SUBCONTRACT 1.'0. P1311SIC 025
CONDITIONS OF
Type of Sub·contract 20
14.1 Lump sum Nature

14.2 Works to be Measured
Payments 21
15.1 Advance Payment

15.2 Interim Payments
15.3 Payments Conditional
15.4 Final Payment
15.5 Limitation of Contractor's Liability
Ptant and Equipment 23
16.1 Equipment Removal from Site
Notices and Claims 23
17.1 Notices and Claims

17.2 Failure to Comply
Suspension 24
18.1 Suspension of Work

18.2 Suspension ordered by the Employer
18.3 Limitation of Sub-Contractor's Rights
Sub·Contractor's Defautt 25
19.1 Sub-Contractor's Default Causes

19.2 Option to Termination
Termination 26
20.1 Termination of Main Contract

20.2 Termination Due to Breach by Sub-Contractor
Protection 27
21.1 Protection and Precautionary Measures

PROJECT '.'.eydan Pro;e<:t
SUOCONTRAC TOR .Aiab~ec
SUSCOIHRACTWORKS PAECASTCo.';CAETE ELWWTS WORKS
SUBCOIlTRACT 1.'0. Pt3t1S,'C025
CONDITIONS OF
Disputes 27
22.1 Settlement of Disputes
Applicable Law 27
23.1 Laws of United Arab Emirates
Page 5 of 53
PROJECT t.leyd¥l Pro;ul
SUBCDmRACTOR
SUBCOIllRACT WORKS ""''''
PRECAST CONCRETE ElEt.IEtllS WORKS
SUBCOIllRACT t,l(). Pl 31'SlC025
CONDITIONS OF
PART II· PARTICULAR CONDITIONS
Sub·Contract Documents 29
1.1 Priority of Sub·Contract Documents
Main Contract 29
2.1 Approval of the Sub·Contractor

2.2 Approval of Materials and Plant
Site Working and Access 30
3.1 Inspection Prior to Commencement

3.2 Coordination with Other Sub·Contractors
Commencement, Completion and Delays 31
4.1 Programme
4.2 Revised Programme
4.3 Progress Reports and Meetings
4.4 Estimated Cash Flow
4.5 Rate of Progress
4.6 Delay Damages
4.7 Excusable Delays
Engineering and Procurement 33
5.1 Design & Engineering

5.2 Submittals
5.3 Samples
5.4 General
Bill of Quantities 34
6.1 Bill of Quantities

6.2 Rates and Prices
Proof of Payments 35
7.1 Sub·Contractor's Default in Payment
Page Gof 53
PRO.IECT t.\eydan PrO:«.1
SU8comRACTOR Nat'/;(
SU8CO/lTRACT WORKS PRECAST COI.'CRETE ElEMEtlTSWORKS
SUSCD.'lTRACT UO. P131lSiC025
CONDITIONS OF
PART II . PARTICULAR CONDITIONS
Quality Assurance and Control 35
8.1 General Requiremenls
Safety, Security, Health and Environment 35
9.1 Safety and Security

9.2 Confidentiality
9.3 Safety, Health and Environmental Requirements
Industrial Property Rights 36

10.1 Industrial Property Rights
Guarantee 36
11.1 Guarantee and Collateral Warranties
Operation and Maintenance 37

12.1 Spare Parts
12.2 Manuals
12.3 Training
Employees Wages 37
13.1 Rights of Sub·Contractor's Employees

13.2 Subcontractor Employees
Acceptance 38
14.1 Performance Certificate
SCHEDULES
First Schedule Particulars of Main Contract 39

Second Schedule Sub·Contracl Scope of Works 40
Third Schedule Sub·Contract Particulars 43
Fourlh Schedule Contracto(s Facilities 45
Fifth Schedule Insurances 46
Page 7 of SJ
PROJECT
SUBCONTRACTOR
SUBCOUTRACTWORKS
,,-
/l.eydan Pro;ecl
PRECASTCO....CRETE ElEJ.!EtlTS WORKS

SUBCONTRACT tlO. P13 11S,IC025
CONDITIONS OF
PART II· PARTICULAR CONDITIONS
ATTACHMENTS
Attachment I Main Contract Conditions 47

1 Attachment II Specifications 48
Attachment III List of Drawings 49
Attachment IV Bill of Quantities 50
I Attachment V
Attachment VI
Execution Schedule
Legal Documentation
51
52
Attachment VII Applicable Forms 53
.....••• a ....... .
Page 8 0rSJ
PROJECT t.'.eyda'l Pro;ecl
SUaCOUTRACTQR
SUBCONTRACT WOOI(S
SU8comRACr f.'O.
"'-
PRECAST CONCRElE ElEJ.tEIlTS I'.'ORI(S
P131IS.-'C02S
( SUBCONTRACT AGREEMENT )
This AGREEMENT has been made and entered on the _ _ __ ___ _ 2014 by and be~veen : -
ESEC International Contracting (L.L.C.)

(A Subsidiary of E/ Seif Engineering Con/racling Co. LId)
of/whose registered office is at P.O. Box 119727, Dubai, United Arab Emirates.
Commercial Registration No.: 569847.
(Hereinafter called the 'Contractor') of the one part duly represented by Mr. Nazih Khouri Managing Director, and
Arabtec Precast L.L.C

of/whose Registration is at P.O. Box 214875 Jebel Aii, Dubai, United Arab Emirates.
License Registration NO.583423
(Hereinafter called the 'Subcontractor') of the other part duly represented by Mr. Iyad Abdalrahim General
Manager
Whereas the Contractor has entered with Meydan Group LLC, P.O. Box 9305, Dubai, United Arab Emirates ('the Employer') into a
Contract the 'Main Contract' for the execution, completion and remedying of any defects of 2200 Villas with associated infrastructure
and Landscaping works at Meydan Heights South (the Project) in Dubai, United Arab Emirates, and
Whereas the Subcontractor has carefully reviewed and committed to the provisions of the Main Contract and has agreed to design,
execute, complete and maintain and warrant on back-to-back basis the Precast Concrete Elements Works in addition to the whole
Paint Works for 200 Villas (the Subcontract Works) which are briefly described in the Second Schedule hereto and form part of the
works to be executed by the Contractor under the Main Contract.
NOW tT IS HEREBY AGREED to enter into this Subcontract Agreement (Subcontract) for the design and execution of the
Subcontract Works comprising of: Part I - General Conditions, Part II - Particular Conditions and Five Schedules, together with the
Attachments listed in the Particular Conditions. It is furlher agreed that no changes, amendments or modifications of any of the terms
and conditions of the Subcontract shall be valid unless reduced to writing and signed only by the parties' signatories to this Agreement
or their authorized delegates.
IN WITNESS HEREOF, THIS AGREEMENT has been executed, in duplicate, by the parlies hereto on the day and year first before
written.
For and on behalf of the Contractor For and on behalf of the Subcontractor
ESEC Internationat Contracting (L.L.C.) Arabtec Precast LLC
Authorised Signature:-:;-;:;_-;-_ __ Authorised Signature-:--:-:-:-:-:-.,.,-__

Name Nazih Khouri Name Iyad Abdalrahim
Position Managing Director Position General Manager
Signed in the presence of:
Witness Witness
Signature Signature
Name Name
Page 9 of 53
PRo.lEer 1!.e)'1lM Prl>;«t
SU8COUTRACTQR kati!!.:
SU6COIlTRACT WORKS PRECAST CONCRETE ElEMftrrS WORKS
SUBCONTRACTt.'O. P1311&'C 025
CONDITIONS OF SUBCONTRACT
PART I - GENERAL CONDITIONS
Definitions and Interpretation
Definitions 1.1 In this Subcontracl (as hereinafter defined) the following expressions shall have the
meanings hereby respeclively assigned 10 them, except where the context otherwise
requires:
(a) the 'Main Contract' means the Contract, entered between the Conlractor and
the Employer and all documents forming part of the Main Contract
(b) the 'Main Works' means the Works as required under the Main Contract
(c) the expressions 'Constructional Plant', 'Plant', and 'Temporary Works' shall
have the meanings respeclively assigned to them by the Main Contract
(d) the 'Subcontract' means this Agreement together with such other documents as
are specified in the Particular Conditions hereto, and the wrilten amendments - if
any -thereto.
(e) the ' Subcontract Works' means the works required under the Subcontract
Agreement and described in the Second Schedule hereto and/or the documents
specified in the Particular Conditions hereto.
(Q the 'Price' means the sum specified in the Third Schedule hereto as payable to
the Subcontractor for the Subcontract Works or such other sum as may become
payable under Ihe Subcontract
(g) The 'Site' shall have the same meaning as assigned to it in the Main Contract
(h) The 'Employer' / 'Employer's Representative' shall be taken 10 mean a duly

aulhorized representative of the Employer as defined in the Main Contract
(i) The 'Engineer"/Engineer's Representative shall have the meaning assigned 10 it

by the Main Contract
Headings and Marginal Notes 1.2 The headings and marginal notes in these conditions shall not be deemed part
thereof or be taken into consideration in the interpretation or construction thereof or of
the Subcontract
Singular and Plural 1.3 Words importing the singular only also include the plural and vice versa where the
conlexl requires.
Notices, Consents, Approvals, 1.4 Wherever in the Subcontract a provision is made for consents, the giving or
Certificates issue of any notice, consent, approval, certificate or determination by any person,
unless otherwise specified, such notice, consent, approval, cerlificate or
determination shall be in writing.
Pngc 10 ofSJ
PROJECT
SUSCO,'/TRACTOO
SUBCONTRACT WORKS
SUBCOmRACT /,'0.
,,-
t,~ydiW1 Pro;ecl
PRECAST COUCRETE ELEJ.IEUTS \','OOK$
PI31 IS.'C 025
Main Contract
Main Contract Knowledge 2.1 The Subcontractor shall be deemed to have full knowledge (other than details of the
Contractor's prices) and to have taken full account of the provisions of all the Main
Contract Documents in so far as they directly or indirectly affect the Subcontractor
and the Subcontract Works. The Contractor shall, if so requested by the
Subcontractor, provide the Subcontractor with a true copy of the Main Contract at the
Subcontractor's expense.
The Subcontractor's allention is drawn, to strict compliance by the Subcontractor,

without any limitation whatsoever, to the Main Contract conditions related to his scope
«--- of works directly or indirectly. The Contractor shall not be tiable to the Subcontractor
in any case, form or circumstance whatsoever for the price by reason of the operation
of any of the Main contract provisions, which the Subcontractor should have allowed
for in his original price; similarly for the time for completion of the Subcontract works.
The Subcontractor shall abide by the terms and requirements of the Co·operation
Protocot, Code of Business Conduct, Collaterat Warranties and Mandatory Sub-
Contract Conditions as included in the Main Contract.
The Mandatory Sub·Contract Conditions section of the Main Contract is deemed to

form an integral part of this Subcontract Agreement and the Subcontractor shall abide
by its terms, requirements and conditions.
Breaches 2.2 The Subcontractor hereby acknowledges that any breach by him of the Subcontract,
that may result in the Contractor commilling breaches of and/or becoming liable in
damages under the Main Contract and other contracts made by him in connection
with the Main Works and/or may oocasion loss or expense to the Contractor in
connection with the Main Works and other contracts made by him in connection with
the Main Works. tn such event, and without prejudice to any other remedy of the
Contractor for such breach, the Subcontractor shall pay to the Contractor the amount
of damages, loss and expense - if any - suffered or to be suffered by the Contractor in
consequence thereof as may be ascertained by the Contractor. The Contractor may
deduct from amounts which are payable to the Subcontractor under this Subcontract
or under any other Agreement any amounts which are payable to the Contractor by
the Subcontractor under this Subcontract or under any other Agreement.
Additional Obligations 2.3 Notwithstanding the provisions of the Main Contract, the Employer may, during the
course of the Contract, impose upon the Contractor additional obligations, onerous
conditions or additional restrictions which may directly or indireclly affect the
Subcontractor and/or the Subcontract Works. In such cases, the Contractor shall
inform the Subcontractor about such additional obligations, onerous conditions or
addition at restrictions to be imposed by the Employer and shall give the
Subcontractor the opportunity to join efforts with the Contractor in an allempt to
resolve and/or minimise the extent and effect of all such obligations, conditions,
restrictions, etc .. Should the Parties' joint efforts fail to minimise or preclude the
imposition of such, the Subcontractor hereby irrevocably recognises and wilt accept
any and all such decisions, instructions, obtigations, conditions or restrictions related
to the Subcontract Works at no cost or compensation whatsoever to or liability on the
Contractor.
Page II of 53
PROJECT t,~ydoVl Ptoj«l
SU8C().'lTRACTOR hab'H.
SU6CONTRACT WORKS PRECASTCONCRETE ELEI,!EtlTS WORKS
SU8CONTRACT NO. P131/S,'C025
Assignment and Subletting
Assignment of 3.1 The Subcontractor shall not, wilhout the prior written consent of the Contractor:
Subcontract
(a) assign the Subcontract or any part thereof, or any benefit or interest therein
or there under, or
(b) assign any sum which is or may become due to him under the Subcontract.
Subletting 3.2 The Subcontractor shall not, without the prior written consent of the Contractor, sublet
the whole of the Subcontract Works or any part thereof.
Any such consent given by the Contractor shall not relieve the Subcontractor from
any liability or obligation under the Subcontract and the Subcontractor shall be
responsible for the acts, defaults and neglects of the party to whom he has sublet
work forming the whole or part of the Subcontract Works as fully as if they were the
acts, defaults or neglects of the Subcontractor.
The Contractor shall not be liable to the Subcontractor in any case, form or
circumstance whatsoever for the price by reason of the operation of any of the Main
Contract provisions, which the Subcontractor should have allol'led for in his original
price; similarly for the time for completion of the Subcontract l'Iorks.
General Obligations
Subcontractor's General 4.1 The Subcontractor shall:

Responsibilities
(a) with due care and diligence design, execute, complete and maintain the
Subcontract Works to the satisfaction of the Contractor and/or Engineer
and / or Engineer's Representative and / or Employer and/or Employer's
Representative in accordance with the Subcontract and such further
drawings, specifications or instructions as may be issued to him from time
to time by the Contractor.
(b) Subject to Clause 5 (Contractor's Facilities) provide all supervision, labour,

materials, constructional plant, temporary works and everything whether of
a permanent or temporary nature required for the design, execution,
completion and maintenance of the Subcontract Works.
(c) save I'Ihere the provisions of the Subcontract otherwise require so, design,
execute, complete and maintain the Subcontract Works in such a way that
no act or omission of his in relation thereto shall constitute, cause or
contribute to any breach by the Contractor of any of his obligations under
the Main Contract, and shall assume and perform hereunder all the
obligations and liabilities of the Contractor under the Main Contract in
relation to the Subcontract Works.
Nothing herein shall be construed as creating any privily of contract betl'leen the
Subcontractor and the Employer.
Site Operations and Methods of 4.2 The Subcontractor shall take full responsibility for the adequacy, stability, security and
Construction safety of all of his Site operations and methods of construction. Such responsibility
includes but not be limited to storage of material, haulage, stocking and protection,
Page 12 of 53
PROJECT
SU8CONTRACTOR ,,,,,,. Pro;ect
I,~ydan
SUBCONTRACT WORKS PRECAST CO....CRETE ElEl.lftITS WORKS

SUBCOmRACT NO. P1 311S.'C025
during and after execution until the Performance Certificate of the Project is issued.
Design of Temporary 4.3 Where the Subcontract or sections of the Main Contract corresponding to the
and Permanent Works Subcontract works provides that the permanenl or temporary works shall be designed
by the Subcontractor, he shall be fully responsible for the design and specifications of
these works, no~yithstanding any approval of the Contractor, Employer or Employer's
Representative.
Performance Security 4.4 The Subcontraclor shall provide the Conlractor upon signature of the Subcontract
Agreement and at the Subcontractor's expense with an unconditional and irrevocable
bank guarantee for due performance of the Subcontract in an amount calculated by
applying the percentage stated in the Third Schedule C(i) to the Price.
The terms of such guarantee shall be as per the form attached hereto (Attachment
VIII). The issuing bank shall be subject to the approval of the Contractor, and the
said guarantee shall remain valid in full force and effect until fulfilment of the
Subcontractor of his Subcontract obligations as determined by the Contractor and the
issuance of the Performance Certificate by the Contractor to the Subcontractor.
If the terms of the Performance Security specify its expiry date, and the Subcontractor
has not become entilled to receive the Performance Certificate by the date 28 days
prior to the expiry date, the Subcontractor shall extend the validity of the Performance
Security until the Subcontract Works have been completed and any defects have
been remedied.
The Contractor shall return the Performance Security to the Subcontractor within 14
days after the Contractor issue the Performance Certificate to Subcontractor.
In case the Employer and/or the Contractor require an extension of the said
Guarantee, the cost of this extension is bared by the Contractor only if the reasons for
this extension are not attributed to the Subcontractor.
Inspection of Site 4.5 The Subcontractor shall be deemed to have inspected and examined the Site and its
surroundings and every information in connection therewith and to have satisfied
himself, as to the form and nature thereof, including the sub-surface conditions, the
hydrological and climatic conditions, the nature and effect of other works that will be
executed concurrently with the Subcontract Works, the extent and nature of work and
materials necessary for the completion of the Subcontract Works, the means of
access to the Site and the facilities he may require. In general, he shall be deemed to
have obtained all necessary information, subject as above mentioned, as to risk,
contingencies and all other circumstances and to have allowed for such in the Price.
No claim whatsoever shall be entertained by the Contractor resulting from the
Subcontractor failure to properly inspect the Site and acquaint himself with the project
conditions required and necessary for him to timely design, execute and complete the
Subcontract Works to the satisfaction of the Employer / Engineer / Contractor as shall
be determined by the Contractor.
Removal of Rubbish 4.6 The Subcontractor shall be responsible for executing the Subcontract Works in a tidy,
workmanlike manner so as to limit the spread of rubbish and waste material to a
minimum and to immediately clear up and remove out of the Project Site all rubbish
and waste material arising out of the Subcontract Works. Should the Subcontractor
fail to fulfil such requirements after (1) one day of being notified, the Contractor may
execute the said works, and deduct the associated costs from any monies due or to
become due to the Subcontractor.
Page 13 of 53
PROJECT
SU6COUTRACTOR ,,,,,.,
t.'.eyd¥l Pro'p:t
SU6COUTRACT WORKS PRECAST CONCRETE EtEt.lEIlTSWORKS

SU6COUTRACT1,'0. P1311S.t: 01S
Contractor's Facilities
Scaffolding 5.1 The Contractor shall provide the Subcontractor with material (only) for scaffolding
which shall be erected by the Subcontractor meeting all safety procedures and
complying with the instructions of Contractor's and Consultant's safety officers in this
regard.
Should the Subcontractor be permitted to use any of the Contractor's scaffolding

available at the Site in connection with the execution of the Main Works, then no such
permission shall imply any warranty by the Contractor as to the availability,
appropriateness, condition or suitability of such scaffolding, nor shall it impose any
liability upon the Contractor in respect of its sole or partial use by the Subcontractor,
his servants or agents nor relieve the Subcontractor of any statutory or other
obligation to test or inspect the scaffolding to be used by his servants or agents or to
provide suitable scaffolding for the use of the Subcontractor.
In any event, the Contractor shall have no liabilily whatsoever to the Subcontractor in
respect of any failure to provide such scaffolding facilities, nor in respect of any
inadequacy or unsuitability for the Subcontractor's purposes of any of such
scaffolding so provided. Similarly, the Contractor shall have no liability whatsoever to
the Subcontractor as to provide him with any specialist scaffolding or specialist lilting,
speciatist hoisting, speciatist cranage.
Other Facilities 5.2 The Contractor shall provide at the Site the constructional plant and other facilities
specified in the Fourth Schedule hereto for the purposes of designing, executing and
completing, - but not of maintaining - the Subcontract Works, in common with such
other Subcontractors as the Contractor may allow in upon such terms and conditions,
if any, as are specified in the said schedule, but the Contractor shall have no liability
to the Subcontractor in respect of any failure to provide such constructional plant
faci lities nor in respect of any inadequacy or unsuitability for the Subcontractor's
purposes of any of such construction plant facilities so provided.
The receipt by the Subcontractor of any facility shall be deemed to be acceptance by

the Subcontractor of the relevant costs to be determined by the Contractor, unless the
provision of such facilities is within the Contractor's scope.
Site Working and Access
Working Hours 6.1 The Subcontractor shall in execution of the Subcontract Works on the Site observe
the same hours of working approved by the Employer and Contractor and shall
comply with all reasonable rules and regulations of the Contractor governing the
execution of the Project works, the arrival at and the deparlure from the Site of
materials and Constructional Plant and the storage of materials and Constructional
Plant on the Site. In the event of any breach by the Subcontractor of such provision,
the Contractor shall - without any objection from the Subcontractor, deduct any costs
ascertained or incurred by the Contractor in connection thereof.
Site Availability 6.2 The Contractor shall, from time to time, make available to the Subcontractor such part
or parts of the Site and such aocess thereto within the Site to enable the
Subcontractor to execute the Subcontract Works in accordance with the Subcontract,
but the Contractor shall not be bound to give the Subcontractor possession or
exclusive control of any part of the Site. This partial! suocessive availability of part(s)
of ! aocess(es) to the Site shall not relieve the Subcontractor of any of his
responsibilities, duties or obligations under the Subcontract.
Page 14 of 53
PROJECT /,I.eydatl Pro;«t
SUBCONTRACTOR hatl.ec
SUSCOllTRACT WORKS PRECAST Co.'.'CRETE ElEMEtrrS WORKS
SUBCONTRACT NO. P131 1S.~025
The Subcontractor shall enter the part(s) of the Site made available to him by the
Contractor, and shall not use any other areas of the Site for such purposes without
the prior written consent of the Contractor and/or Employer and / or Engineer to the
intent that such other areas shall be available to the other contractor of the Employer
for such purposes or for the execution of their works. It is deemed to be within the
contemplation of the Subcontractor that the space on Site is limited and that there
may be commensurate need for the Subcontractor to provide his own off Site
additional areas/facilities for the design and execution of the Subcontract Works.
No~vilhslanding the provisions of the Fourth Schedule in this regard, it shall be

deemed a condition precedent to the Subcontractor if been permitted to place on the
Site any facility or storage of materiats or the like that the Subcontractor shall, without
compensation, move and retocate or remove from the Site as the case may be, any
such items within the time notified to him by the Contractor and / or Engineer.
Access to Subcontract 6.3 The Subcontractor shall permit the Emptoyer, the Emptoyer's Representative, the
Works Employer's / Engineer's servants and agents and the Contractor, his servants and
agents (including any other subcontractors engaged in the execution of the Main
Works), during working hours to have reasonable access to the Subcontract Works
and to the ptaces on the Site where any work or materiats therefore are being
executed, prepared or stored and the Subcontractor shall atso permit or procure
reasonabte access for the Emptoyer/Engineer, his servants and agents and the
Contractor, his servants and agents to such places off the Site where work is being
executed or prepared by or on behalf of the Subcontractor in connection with the
Subcontract Works. The Subcontractor shall initiate and attend coordination meetings
with other subcontractors and consultants involved in the works on site and exchange
information in respect of minimising interference between the Subcontractor's
activities and aclivities of other subcontractors. The Subcontraclor shall at all times
coordinate and cooperate with all other subcontractors and conSUltants on site, and
the time or financial claims shall not be entertained by the Contractor in the event of
any failure by the Subcontractor to do so.
I Commencement, Completion and Delays
l Commencement and
Completion of Subcontract
Works
7.1 The Subcontractor shall upon Signing this Subcontract or at the commencement date
mentioned in Ihe Third Schedule, or the letter of intent - if any - whichever is earlier,
enter upon the Site and commence the design and execution of the Subcontract
Works and shallthereafler proceed with the same with due diligence and without any
delay. The Subcontractor shall complete Ihe Subcontract Works in accordance with
the Execution Schedule (Attachment V) or any revisions thereto as instructed by the
Employer and / or Engineer or prepared by the Contractor.
Extension of Time 7.2 If the Subcontractor shall be delayed in the execution of the Subcontract Works by
any circumstance or occurrence (other than a breach of the Subcontract by the
Subcontractor) which results in the Employer awarding to the Contractor an extension
of time due to the same occurrence for the completion of the Main Works under the
Main Contract, then in any such event the Subcontractor may be entilled to such
extension of the period for completion as may in all the circumstances be fair and
reasonable. The extension - if any - shall not in any event exceed the extension of
time which the Contractor is granted by the Employer under the Main Contract for the
same occurrence.
Provided always that it shall be a condition precedent to the Subcontractor's right to

an extension of the period for completion that he shall have given written notice to the
Pnge 15 0f53
PROJECT
SUBCONTRACTOR ,,,iI,,,
Meydan PrO;eGl
SUBCOtlTRACTWORKS PRECASTCONCRETE El EMEtfTSWORKS

SUBCOUTRACT tlO. P13I ~t 025
Contractor of the circumstances or occurrence which is delaying him. immediately

upon occurrence of the event(s) causing delay to his approved programme of works
by the Contractor or any revision(s) thereto also approved or initialed by the
Contractor. Shall the Subcontractor fail to serve such notice within seven (7) days
from the occurrence of the subject event he shall be deemed to have waived his
rights for such extension of time and for any compensation in connection.
Sectional Complelion 7.3 Where differing periods of completion or dates for completion are specified for
different parts of the Subcontract Works, then for the purposes of the preceding
provisions of this clause each such part shall be treated as if it were the whole of the
Subcontract Works.
Off·Site Activities 7.4 Nothing in this clause shall be construed as preventing Ihe Subcontractor from
commencing off the Site but on the Subcontractor's risk and account. any work
necessary for the design and execution of the Subcontract Works at anytime before
the commencement date of the Subcontract Works under Sub·clause 7.1 unless the
Contractor otherwise notifies the Subcontractor in writing.
Late Completion 7.5 If the Subcontractor fails to complete the Subcontract Works or, if applicable, any
section thereof within the period(s) or by the date(s) prescribed in the Execulion
Schedule. then the Subcontractor shall pay to the Contractor Liquidated Damages as
stipulated in the conditions of clause 4.6 of the Particular Conditions hereto.
Recovery 7.6 The Contractor may deduct the amounts computed by reference to any provisions of
this Subcontract from any monies due or to become due to the Subcontractor under
this or any other agreement all without recourse to legal proceedings. If such monies
are not sufficient to cover the amounts payable to the Contractor then the Contractor
may call the bond(s) and/or guarantees presented by the Subcontractor under this
and/or any other agreement.
Obligations to Complete 7.7 The payment of. deduction from or the liquidation of any of the bond(s) /guarantee(s)
of any of the foregoing described amounts shall not relieve the Subcontractor from his
obligation to continue and complete the Subcontract Works, or from any other of his
obligations and liabilities under the Subcontract.
Instructions and Decisions
Instructions and Decisions 8.1 (a) Subject to clause 9 [Variations]. the Subcontractor shall in relation to the
Subcontract Works comply with all orders instructions and decisions of the
Employer / Engineer and of the Employer's/Engineer's representatives
which are notified and confirmed in writing to him by the Contractor,
irrespective of whether such orders, instructions and decisions were validly
given under the Main Contract and/or the Subcontract.
The Subcontractor's. rights • if any • to payment from the Contractor in

respect of such compliance are conditional upon receipt by the Contractor
of a corresponding payment from the Employer.
(b) The Contractor shall have the like powers in relation to the Subcontract
Works to give orders, instructions and decisions as the Employer has in
I
relation to the Main Works under the Main Contract and the Subcontractor
l shall have the like obligations to abide by and comply therewith as the
Contractor has under the Main Contract. The said powers of the Contractor
shall be exercisable in any case irrespective of whether the Employer has
exercised like powers in relation thereto under the Main Contract.
PIlge 16 of 53
PROJECT P.leydan PrO:KI
SUBCOUTRACTOR Nab:ec
SltBCO,'lTRACTWORKS PRECASTCONCRETE ElEMEUTSWORKS
SUBCOmRACT flO. PI31/S.'C02S
Variations
Variations 9.1 (a) The Subconlractor shall make such variations of the Subcontract Works.
whether by way of addition. modification or omission. as may be:
(i) ordered by the Employer/Engineer or his representative under
the Main Contract and confirmed in writing to the Subcontractor
by the Contractor; or
(Ii) ordered in writing by the Contractor.
(b) The Subcontractor shall not act upon an order for the variation of the
Subcontract Works which is direclly received by him from the
Employer/Engineer or the Employer's Representative unless confirmed by
the Contractor.
If the Subcontractor shall receive any such direct order, he shall forthwith
inform the Contractor's authorised representative in charge of the Main
Works thereof and shall supply him with a copy of such direct order, if
given in writing.
(c) The changes and/or amendments which are not considered as variations of
additional value by the Employer / Engineer and/or which the Subcontractor
should have envisaged from the Subcontract and Main Contract
Documents shall be deemed as part of the Subcontract works and the
value of which is allowed for in the Price specified in the Third Schedule.
In any case, the Subcontractor shall proceed with the described variation
works as ordered and without any delay, and if the ordered changes and /
or amendments in the Subcontract works are considered & valued by the
Employer / Engineer as variations of certain value under the Main
Contract, and if the Contractor and the Subcontractor agree that the same
shall be treated as an authorized variation under the Subcontract, then a
variation order shall be issued in this regard as per the form attached
hereto (Attachment No. VII)
(d) Save as aforesaid the Subcontractor shall not make any alteration in or
modification of the Subcontract Works.
Valuation of Variations 9.2 (a) All authorised variations of the Subcontract Works shall be valued in the
manner provided by this clause and the value thereof shall be added to or
deducted from the Price specified in the Third Schedule hereto as the case
may require.
(b) The value of all authorised variations shall be ascertained by reference to

the rates and prices - if any - specified in the Subcontract for the like or
analogous work, but if there are no such rates and prices, or if they are not
applicable, then such value shall be determined by mutual agreement
be~'leen the Contractor and the Subcontractor. Each variation shall include
the actual amounts paid by the Subcontractor for this variation and a sum
for overhead and profit calculated by applying the rate of eight percent (8%)
for overhead and profit on the actual amounts of this variation. In the event
of disagreement, the Contractor may fix the rates or prices as and if are in
his opinion appropriate and shall notify the subcontractor accordingly. Until
such time as rates, prices or quantities involved are agreed or fixed, the
Subcontractor has no right to stop or delay the execution of the variation
works and the Contractor may determine provisional rates, prices or
Page 17 or 53
PROJECT l.I.eytlan Prd,ect
susco.'rrRACTOO Na'o'.ec
SUSCWTRACTWORKS PRECAST CO....CRETE ElE.l.IEUTS1'i00 KS
SUBCONTRACTNO. PI31,s'C025
quantities to enable on account payments to the Subconlractor, subject

always to the Employer's decision as to considering additional value for
such variation under the Main Contract.
(c) The Employer's not acceptance on any Variation Order Request (VOR)
initiated by Ihe Subcontractor or the Contractor or the disagreement on the
valuation of variations shall not give any right to the Subcontractor to stop
or delay execulion of the variation works and shall not relieve Ihe
Subcontractor of any of his responsibilities, dulies and obligations to
execule such variation(s) as instructed in accordance wilh clause 8.1 and
clause 9.1 above.
Contractor's Taking Over, Maintenance and Defects
Taking Over of the 10.1 The Subcontract Works shall be taken over by the Contractor when the Subcontract
Subcontract Works Works have been completed in accordance with Subcontract and approved by the
~lYiP MD Contractor and the ConsultanUEmployer.
A-4~ Accordingly, Ihe Conlraclor shall issue the Taking·Over Cerlificate to the
Subcontractor, stating the date on which Ihe Subcontract Works were completed.
Maintenance of the 10.2 If the Subcontractor shall complete the Subcontract Works before issuance of the
Subcontract Works Taking Over Cerlificate by the Contractor in respect of the Subconlract Works, the
Subcontractor shall continue to maintain the Subcontract Works in the condition
required by the Main Contract to the salisfaction of the Contractor in a clean, tidy and
perfect condition. The Subcontractor shall remedy every defect, damage and
imperfection therein from whatever cause arising until a Taking·Over Certificate is
issued by the Contractor.
Defects Notification Period 10.3 After the date of completion of the Subcontract works as certified by Ihe Contractor in
the Taking Over Cerlificate or of the last of the sections thereof in which the
Subcontract works are comprised. as the case may be, the Subcontractor shall make
good such defecls and imperfeclions therein during one year (DlP).
The starting date of the Defecls Notification Period under the Subcontract shall be the
date specified in the Taking over Cerlificate in respect of the Subcontract Works and
shall last for one year.
Cost of Maintaining the 10.4 Subject to Clause 12 hereof (Insurance) and wilhout prejudice or limitation to other
Subcontract Works conditions contained herein. the Subcontractor shall not be entitled to any addilional
payment for performing Ihe work envisaged by Sub·Clauses 10.2 or 10.3 unless
such defect or imperfeclion is caused by the act. neglect or default of the Employer,
his servanls or agents under the Main Contract. or of the Contractor, his servants or
agents under the Subcontract.
Notl'lithstanding the foregoing. the Contractor shall have no liability to reimburse the
Subcontractor for any of Ihe costs the Subcontractor may sustain in the maintenance
of the Subcontract Works or reclification of defects and imperfeclions caused by or
resulting from the act. neglect or default of the Employer. his servants or agents
beyond those amounts thai the Contractor is reimbursed by the Employer less the
Conlractor's overheads and profits. Such payment if applicable shall be subject to the
Subcontractor's having notified the Contractor l'Iilhin (2) tl'lO working days of the
Page 18 of 53
PROJECT
sueco.'lTRACTOR
,,_
P.'.eydan Pro;etl
suacomAACTWQRKS PRECAST CO....CRETE ElEl.lEurs WORKS

SUBCONTRACT t.'0. PIlI/SIC025
occurrence of the act, neglect or default by the Employer, and having provided the
Contractor with full evidence and detailed particulars in connection.
Subcontractor's Failure 10.5 Without prejudice to the generality of clause 2.2 hereof (Breaches) and without in
to Carry Out Work any way limiting the amount payable by the Subcontractor to the Contractor
thereunder if the Subcontractor fails to execute the work envisaged by sub·clauses
10.2 and 10.3 hereof, after being requested in writing to do so by the Contractor, then
the Contractor shall be entilled to either carry out the said works by himself or to
employ and pay other persons or entities to carry out the same whereby in both
cases the Con~actor is entitled to recover all costs, fees and expenses consequent
thereon or incidental thereto by deducting such from any monies due or to become
due to the Subcontractor under this or any other agreement.
Performance Certificate 10.6 Performance of the Subcontracto~s obligations shall not be considered to have been
completed until the Contractor has issued the Performance Cerlificate to the
Subcontractor, stating the date on which the Subcontractor completed his obligations
under the Subcon~act.
The Contractor shall issue the Performance Certificate within 28 days after the latest
of the expiry dates of the Defects Notification Periods, or as soon thereafter as the
Subcontractor has supplied all the Subcontracto~s Documents and completed and
tested all the Works, including remedying any defects.
Indemnities
Subcontractor's 11.1 The Subcontractor shall indemnify the Contractor against:

Indemnities
(a) every liability which the Contractor may incur to any person/party
whatsoever including the Employer and Engineer, and against all claims,
demands, proceedings, damages, penalties, costs and expenses made
against or incurred by the Contractor by reason of any breach, default,
negligence, failure, act or omission by the Subcontractor his agents,
representatives and/or successors of the Subcontract.
(b) any damage, loss and expenses whatsoever caused by the Subcontractor
or arising from the misuse by the Subcontractor, his servants, or agents of
the Project works Constructional Plant and/or other facilities and equipment
whether provided for his use or not by the Contractor.
(c) all liabilities to third parties (including the servants and agents of the
Contractor or Subcontractor) for bodily injury, damage to property or other
loss which may arise out of or in consequence of the design, execution,
completion or maintenance of the Subcontract Works and against all costs,
charges and expenses that may be occasioned to the Contractor by the
claims of such parties.
Provided that the Subcontractor shall not be bound to indemnify the

Contractor against any such liability or claim if the injury, damage or loss in
question was caused solely by the wrongful acts of the Contractor, his
servants or agents.
Page 19 or S3
PRQ./fCT t,'.eyda'l Pro;«t
SU6CO.'fTRACTOR 10",:.0
SU8comRACT WORKS PRECAST CO....CRETE ELEMENTS WORKS
SUSCOflTRACT tX>. PI31IS!C 025
Insurance
Subcontractor'S 12.1 The Subcontractor shall effect insurance against such risks as are specified in Part I
Insurance of the Fifth Schedule hereto and in such sums and for the benefit of such persons as
are specified therein and unless the said Fifth Schedule otherwise provides, shall
maintain such insurance from the time that the Subcontractor first enters upon the
Site for the purpose of executing the Subcontract Works until the performance of the
Subconlractor of all of his obligations under this Subcontract and the issuance of the
Handing Over Certificate for the Subcontracl Works.
Contractor's Insurance 12.2 The Contractor shall maintain in force until such time IVhen the Main Works have
been completed or ceased to be at his risk under the Main Contract, the policy of
insurance speCified in Pari II of the Fifth Schedule hereto. In the event of the
Subcontract Works, or other things relating to this Subcontract and insured under
the policy referred to in Part II of the Fifth Schedule hereto being destroyed or
damaged during such period in such circumstances that a claim is established in
respect thereof under the said policy, then the Subcontractor shall replace or repair
that IVhich was destroyed or damaged and the payment to the Subcontractor for
such doing shall be subject to the received compensation by the Contractor from the
insurers, pertaining to the destroyed or damaged Subcontract Works.
The Contractor shall administer every claim made under policies listed in part II of the
Fifth Schedule, and the Subcontractor shall pay the applicable deductible amounts
pertaining to his claims and shall seek no further compensation from the Employer,
Contractor and/or from the Insurers.
Inspection of Policies 12.3 The Subcontractor shall if so required by the Contractor, produce for inspection the
appropriate policy of insurance together lVith receipts for premium payable there
under and in the event of his failing to do so, the Contractor may himself effect such
insurance and recover the cost and other expenses of so doing from the
Subcontractor.
Risks 12.4 Notwithstanding the above, the Subcontract Works shall be at the risk of the
Subcontractor until the Performance Certificate in respect of the Subcontract Works is
issued by the Contractor and the Subcontractor shall make good all loss or damage
occurring to the Subcontract Works prior thereto. The cost of such works shall be
born by the Subcontractor only if such loss or damage is caused by the
Subcontractor.
Taxes, Duties and Fees etc.
General Liability 13.1 The Subcontractor shall be responsible and is deemed to have allowed for the
payment of all taxes, duties, fees, royalties, etc. arising out of or in connection with
this Subcontract.
Tax· Proof Registration 13.2 The Subcontractor shall provide the Contractor with a valid proof of his registration at
the Income Tax Department, sholVing his Tax file number and with copies of
certificates proving payment by the Subcontractor of the relevant tax, duties and fees
as applicable.
Should the Subcontractor fails to provide proof of his registration and of setuement of
the corresponding amounts required by the competent authority, he shall be deemed
to have included in the Price for reimbursing the Contractor with the relevant amount
for which he is liable and I'Ihich may have to be paid by the Contractor on his behalf.
Page 20 ofSJ
PROJECT t.~ydM Pfo!«t
SUBCONTRACTOR AI~'£t;
SUBCO.'lTAACTWORKS ?REGAS r CONCRETE EtEI,~ftlTS WORKS
SUBCONTRACT tlO. Pll1/$.'C025
The Contractor shall recover such amount as stated under Clause 7.6 of these
conditions.
Clearance Certification 13.3 With reference to sub·clause 13.2 and notwithstanding the provisions of clause 15
hereof. the final payment and release of the Performance Security will not be effected
until such time as the Subcontractor provides the Contractor with a copy of valid
income tax clearance certificate.
Type of the Subcontract
Lump Sum Nature 14.1 This Subcontract Agreement is of a Lump Sum fixed Price nature whereby the
Subcontractor shall design and execute the Subcontract Works for the specified lump
sum amount in accordance with its conditions, specifications and documents. No
additional amount whatsoever is to be claimed by the Subcontractor nor granted by
the Contractor resulting from any difference between the executed quantities and
those stated in the Bill of Quantities, or resulting from the Subcontractor's
interpretation or representation or evaluation of the Subcontract and/or Main Contract
documents. The Subcontractor is deemed to have allowed in the above mentioned
Lump Sum price for every requirement related to the satisfactory performance of his
obligations pertaining to the Subcontract Works as required under the Subcontract
and the Main Contract including all interfacing works.
Measurement 14.2 This Subcontract Agreement being a Lump Sum fixed Price Agreement, no
measurement will be done to the executed Subcontract Works, unless for technical
purpose. No quantity stated in the Bill of Quantities and no description or the
subleted items shall be taken to limit or define the amount or extent of any material to
be provided or service or work to be done in the execution and completion of the
Subcontract Works. The Unit Prices and quantities stated in the attached Bill of
Quantities shall only be used as guide for calculating the monthly progress payments,
and the valuation of the variation orders· if any· issued formally by the Contractor as
per clause 9.2 of the general conditions.
Payments
Advance Payment 15.1 If applicable, an advance payment of the sum stated in the Third Schedule, Section B,
hereto shall be made against presentation of a first demand irrevocable and
unconditional bank guarantee for a like amount. The terms of the guarantee shall be
as per the form attached hereto (Attachment Vlt) and the issuing bank shall be
subject to approval of the Contractor. It is prerequisite to receive the advance
payment that the Subcontractor has provided the Contractor with the Performance
Security required under clause 4.4 of these General Conditions and the Advance
Payment Guarantee.
The Contractor shall recover the amount of the advance payment by deductions from
interim payments due to the Subcontractor as detailed under item (B) of Third
Schedule.
tnterim Payments 15.2 (a) The Subcontractor shall by the twenty fifth (25th) day of each month submit
to the Contractor a written monthly statement of the value of all work
properly done under the Subcontract during the elapsed subject month.
Such written statement shall be in such form and contain such details as
the Contractor may reasonably require to renect the value of work done for
the month.
Page 21 ofSJ
PROJECT Meydan Pro;ecl
SlJBCOllTRAC TOR
SUBCOmRACT WORKS ,,""'' '
PRECAST eot-.'CRETE ElEMEtlTS WORKS
S\J8COIlTRACT'IO. P1311S.-'C025
Failure by the Subcontractor to submit by the above date its monthty

statement shall l'Iaive the Subcontractor's right to include the value of
Subcontract l'Iorks executed during that month in the Contractor's
respective monthty statement. In such case, such Subcontractor's monthty
statement shall be included in the Contractor's next / follol'ling monthly
statement.
(b) Unless otherwise specified in the Third Schedule, the Contractor shall
l'Iithin (7) seven days of receiving from the Employer any payment which
includes a sum in respect of the Subcontract Works, pay to the
Subcontractor in respect of the work done and allowed for in such payment
under the Main Contract, a sum calculated in accordance with the rates
and prices specified in this Subcontract.
Every such payment to the Subcontractor shall be subject to recovery of

the advance payment, if applicable, referred to in clause 15.1 hereof, less a
deduclion of retention monies at the rate specified in the Third Schedule
hereto and less any other sums that may have become due and payable to
the Contractor by the Subcontractor under the Subcontract or any other
agreement.
(c) The Contractor reserves the right to l'Iithhold from any amount of payment
due to the Subcontractor, the amount that may be claimed in the event of
notice of an agency or department of the Government or labour complaint
or court action against the Subcontractor that may involve, implicate or
may be brought to the attention of the Contractor. The same l'Iithheld
payment shall only be released (without any interest) to the Subcontractor
upon presentation of an evidence proving that such claim, or complaint or
court action has been finally resolved or seWed by the Subcontractor.
Payments Conditional 15.3 Notwithstanding the provisions of sub·clauses 15.1 and 15.2 hereof payment of
amounts specified hereunder shall be conditional upon receipt by the Contractor of all
of the following documents:
(a) The advance payment guarantee (if applicable).
(b) The Performance Security (if applicable).
(c) Copies of insurance pOlicies and certificates required by the provisions of

the Fifth Schedule Part 1.
Final Payment (Final Settlement) 15.4 The Contractor shall pay the Subcontractor the final payment after the following
events have taken place:-
~ Fl~ ~lI~<r..u)".,,·,:f (i) The Subcontractor has completed the Subcontract Works including all
relevant snags/Employer's requirements to the entire satisfaction of the
t1 ~ v.>-Wt-1. Employer / Engineer and the Contractor.
)"~l~ (ii) The Contraclor and the Subcontractor have agreed the value of the
Subcontractor's final account.
~~~~
(iii) The Contractor has provided the Subcontractor with the Performance
Certificate of the Subcontract works or
Page 22 of 53
PROJECT t.leydan Pfo!OO
SUBCOU1RACTOR 1vi'lJ'I!C
SUBCOIlTRACT WORKS PRECAST CO....CRETE ELE1.IEtlTS WORKS
suacOIlTRACT t.'0. PI31/SIC 025
The Contractor has provided the Subcontractor with the Taking Over
Certificate in respect the Subcontract Works and the Subcontractor provide
the Contractor with Bank Guarantee with the same value of the Retention
money issued by UAE Bank (approved by the Contractor) which shall
remain valid in full force and effect until the issuance of the Performance
Certificate by the Contractor to the Subcontractor in respect of the
Subcontract Works.
(iv) The Subcontractor has provided the Contractor with the undertakings that
are required from the Contractor under the Main Contract in connection
with the design, execution and maintenance of the Subcontract works
including but not timited to:
-a- Letters of Guarantee/Warranty for equipment and
materiats incorporated in the Subcon~act Works in a
form(s) acceptable to the Contractor/Employer.
-b· Collaterat Warranties agreements for Subcontract Works

as required under the Main Contract
-c- Letters of undertaking by Equipment Manufacturers, or

their lawfut agents, to provide the spare parts as required
under the Main Contract.
(v) The Contractor has received from the Subcontractor:-

-a- Copy of Subcontractor's valid Tax payment certificate as
applicable under the laws of the Government to avoid
payment of the same by the Contractor.
-b· Operation and Maintenance Manuals for all equipment

incorporated in the Subcontract Works
·c- Original Release and Waiver Certificate in a form as

attached hereto (Attachment No. VII).
(vi) The Subcontractor has provided to the Contractor satisfactory proof that
there are no outstanding third party claims or other indebtedness existing in
connection with the Subcontract Works (or if such claims or indebtedness
exist, indemnities sufficient to hold the Contractor harmless from any
liability connected with the said claims or indebtedness.
limitation of Contractor's 15.5 The Contractor shall not be liable to the Subcontractor for any matter or thing arising
Liability out of or in connection with this Subcontract or the design and execution of the
Subcontract Works unless the Subcontractor has made a wrillen notification in
respect thereof to the Contractor right upon occurrence of the event giving rise to
such matter or thing, during the execution period, and has provided the Contractor
immediately with all supporting documents and evidence, all in accordance with this
Subcontract Agreement conditions. However it is understood that making such wrillen
notification andlor provision of supporting documentslevidence, shall never entail or
establish any rights or claims to the Subcontractor as the notified matter or thing shall
be dealt with in view of the relevant Subcontract conditions.
Plant and Equipment
Equipment Removal 16.1 Without prejudice to the generality of clause 2 (Main Contract), the Subcontractor
from Site shall comply with the requirements of the Main Contract as to the bringing on to and
i'llge 23 or53
PROJECT
susco,'lTRACTOR ,,,,,,,
I,leydan Plo!ect
SlJBC().'lTRACT WORKS PRECAST CO....CRETE ELEI.IEtlTS WORKS

SU8COIlTRACT 1.'0. P131 1S.'C 025
removal from the Site of Constructional Plant, temporary works, materials or other
things and in so far as any items thereof are hired by the Subcontractor, he shall
comply with all the requirements of the Main Contract as to the terms of such hiring's
and as to the giving of information and certificates in relation thereto. The
Subcontractor underlakes to notify this condition to his subcontractors and suppliers
whom shall be deemed in acceptance of the same and shall hold harmless the
Contractor from any claim which they may present in connection with the works,
services, materials and equipment that they may have provided to the Subcontraclor.
Notices and Claims
Notices and Claims 17.1 (a) Without prejudice to the generality of clause 4.1 (c), whenever the
Contractor is required by the terms of the Main Contract to give any return,
account, notice or claim to the Employer, or the Engineer or the Employe(s
Representative, the Subcontractor shall in relation to the Subcontract
Works give a similar return, acccunt, notice or claim or such other
information in writing to the Contractor as will enable the Contractor to
comply with such terms of the Main Contract and shall do so immediately in
sufficient time to enable the Contractor to comply with such terms
punctually.
(b) As soon as the Subcontractor becomes aware of any matter which is likely
to cause additional expense under the Subcontract and before
commencing the work in respect of that matter, the Subcontractor shall
within 7 days notify the Contractor thereof and shall confirm this notification
in wriling. As socn as the Subcontractor becomes aware of any matter
which is likely to cause delay under the Subconlract, the Subcontractor
shall within 7 days inform the Contractor give notice in writing thereof to the
Contractor. In addition, the Subcontractor shall provide the Contractor
together with any such notification with all documents, information and
cerlificates that he believes it supports his claim regarding the nolified
mailer within 20 days of the occurrence if such mailer. If the Subcontractor
fails to comply with this sub-clause, he shall be deemed to have waived his
righls, if any, to claim any compensation or extension of time in regard of
the matter, without prejudice to the right of the Contractor to damages from
the Subcontractor in such case.
(c) Subject to the Subcontractor's complying with the above sub-clauses as

required and within 7 days from its occurrence, the Contractor shall take all
reasonable steps to claim for extension of time and to secure from the
Employer such additional financial benefits if any, and the Subcontractor
shall within the required time afford the Conlractor all information and
assistance that may be requisite to enable the Contractor to claim such
extensions and benefits.
Such actions taken by the Contractor shall be at the Subcontractor's

expense and risk. The Contractor shall not be responsible for the
admittance nor for the result of the Subcontracto(s claims. On receivin g
payment of any such additional financial benefits pertaining to
Subcontractor's claim from the Employer, the Contractor shall in turn pay to
the Subcontractor such proportion thereof as may in all the circumstances
be fair and reasonable.
Notwithstanding Ihe above, the Contractor shall have no liability to the

Subcontractor in respect of any condition, obslruclion or circumstance that
Page 24 of 53
PROJECT l.!eydanPr~1
SUBCo.'lTRACTOR
SUBCO.'ITRACT WORKS """.eo CONCRETE ElEJ.!EIlTS WORKS
PRECAST
SUSCo.'lTRACT tK). PI3"S/C025
may affecl Ihe Subcontractor or the execution of the Subcontract Works,

and the Subcontractor shall be deemed to have satisfied himself as to the
correctness and sufficiency of the Price to cover the provision and doing by
him of all things necessary for the performance of his obligations under the
Subcontract.
Failure to Comply 17.2 If by reason of any breach by the Subcontractor of the provisions of clause 17.1 (a)
the Contractor is prevented from recovering any sum from the Employer under the
Main Contract in respect of the Main Works including the Subcontract Works, then
without prejudice to any other remedy of the Contractor for such breach, the
Contractor may recover such sum from monies otherwise due to the Subcontractor
under this Subcontract or any other agreement.
Suspension
Suspension of Work 18.1 The Subcontractor shall, on the written order of the Contractor, suspend the progress
of the Subcontract Works or any part thereof for such time and in such manner as the
Contractor may consider necessary and shall, during such suspension, properly
protect and secure the suspended Subcontract Works or such part thereof - as the
case may be - in such a way and so far as is necessary in the opinion of the
Contractor.
Suspension Ordered 18.2 With reference to sub·clause 18.1, should the Contractor issue suspension order as a
by the Employer consequence of a suspension order being served upon him by the Employer, then
notwithstanding the provisions of Subcontract Clause 18.1 the Contractors liability
to reimburse the Subcontractor for any costs or expenses he may incur in
complying with the said order and the Subcontractor's right to an extension of time
pertaining thereto will be limited to the amounts and periods, if any, paid or granted to
the Contractor, by the Employer, in respect of the Subcontract Works under the
Main Contract.
Limitation of Subcontractor's 18.3 In the event that the suspension order referred to in sub·clause 18.1 is:
Rights
(a) provided for in the Main Contract, or
(b) necessary by reason of some default of or breach of the Subcontract by

the Subcontractor, or
(c) necessary for the safety and/or proper execution of the Main Works or of
the Subcontract Works or any part thereof.
then notwithstanding the provisions of the sub-clause 18.2, the Subcontractor shall
not be entitled to recover any costs or expenses he may incur nor will he be entitled
to any extension of time for completion of the Subcontract Works.
Subcontractor's Default
Subcontractor's 19.1 If the Subcontractor:

Default Causes
(a) fails to execute or proceed with the Subcontract Works wi th due diligence
and within the agreed programme after being notified to do so by the
Contractor; or
Page 25 of 53
PROJECT /,\ey\:I¥1 Pr*,t
SU8COmRACTOO
SU8CONTRACT WORKS ""' ''' CONCRETEEW.IEtITS WORKS
PRECAST
P1J11S.t: 025
SU8comRACT UO.
(b) repudiated the Subcontract, or abandoned the Site, or wholly suspended

execution, or fails to perform his other obligations in accordance with the
Subcontract after being notified by Ihe Contractor to do so; or
(c) refuses or neglects to execute the Employer's/Engineer's and/or the

Contractor's ordersflnslructions, or to remove defective materials or make
good defective work after being directed in writing to do so by the
Contractor; or
(d) commits an act of bankruptcy or enters into a deed of arrangement with his
creditors or, being a company goes into liquidation ( other than a voluntary
liquidation for the purposes of reconstruction), or involved in any situation
which may affect the performance of his obligations under this Subcontract,
then in any such event where the Subcontractor fails to take corrective actions to
remedy the occurring default to the satisfaction of the Contractor within (14) fourteen
days of being notified, and without prejudice to any other rights or remedies that the
Contractor may have or may apply, the Contractor may by written notice to the
Subcontractor forthwith terminate the Subcontractor's employment under this
Subcontract and thereupon the Contractor may take possession of all materials,
Constructional Plant and other things whatsoever brought on to the Site by the
Subcontractor and may use them for the purpose of executing, completing and
maintaining the Subcontract Works and may, if he thinks fit, sell all or any of them and
apply the proceeds in or towards the satisfaction of monies otherwise due to him from
the Subcontractor.
In such event the Contractor shall execute the Subcontract Works by himself or by
other party, and shall not be liable to pay to the Subcontractor any or further amount
in respect of the Subcontract Works until the issuance of the Performance Certificate
in respect of the Main Works and thereafter until the total amount of the costs of
design, execution, completion and remedying of the Subcontractor's defaults,
damages and all other expenses incurred by the Contractor have been ascertained,
The Contractor may also recover the incurred amounts from the Bonds, Guarantees
and the sum due to the Subcontractor, and if such amounts exceed the Bonds,
Guarantees and the sum which 1V0uid have been payable to the Subcontractor on
due completion by him, the Subcontractor shall upon Contractor's demand, pay to the
Contractor the amount of such excess which shall be deemed a debt due by the
Subcontractor to the Contractor, and shall be recoverable accordingly,
Moreover, the Subcontractor shall if so required by the Contractor assign to the

Contractor within (7) days of termination as mentioned above the benefits of any
agreement for the supply of any materials or services and/or for the execution of any
work for the purposes of the Main Contract.
Option to Termination 19,2 Notwithstanding any other conditions, the Contractor may, in lieu of giving notice of
termination under the above Sub'clause, and without recourse to any judicial or
arbitration authority, take the item(s) or part(s) of the Subcontract Works including
every other relevant obligations, out of the hands of the Subcontractor and may by
himself, his servants or agents, or by any other party design, execute, complete and
maintain such obligations, item(s) and/or part(s) of the Subcontract Works and in
such event(s) the Contractor shall recover the costs and expenses of so doing
including all consequential expenses, costs and damages from the Subcontractor by
applying any recovery means under clause 7,6 of these conditions,
Page 26 of 53
PROJECT P".ey<lan PrO;«t
SUBCOIrrRACTOR
SU6COUTRACT WORKS
SUBCONTRACTflO,
""""
PRECAST CO....CRETE ElEMEtlTS WORKS
PI31/S.'C 025
Termination
Termination of Main 20.1 If Ihe Main Conlracl is lerminaled for any reason whalsoever before Ihe
Contract Subconlraclor has fully performed his obligalions under Ihis Subconlracl, Ihen Ihe
Conlraclor may al any lime Iherealler by wrillen nolice to the Subconlraclor forlhwilh
terminale Ihe Subconlraclor's employment under Ihe Subcontract.
Upon such a lerminalion of Ihe Subconlraclo(s employment, and subjecl 10 sub-

clause 20.2 hereof, Ihe Subconlraclor shall be entilled 10 be paid Ihe value,
calculaled by reference 10 Ihe Price and 10 Ihe rales and prices conlained in any bill
of quanUlies or schedule forming pari of Ihis Subconlracl, of all work properly done on
Ihe Sile by Ihe Subconlraclor and approved by Ihe Engineer and of all approved
malerials properly broughl and lell on Ihe Sile by Ihe Subconlraclor bulless such
sums as Ihe Subconlraclor has already received on accounl of Ihe Price, provided
always Ihat such works and malerials were finally approved by Ihe Employer and Ihe
Conlraclor has received a full corresponding paymenl from Ihe Employer.
Furlhermore if al Ihe dale of such lerminalion Ihe Subconlraclor has properly

prepared or fabricaled off Ihe Sile any goods for subsequenl incorporaUon in Ihe
Subconlracl Works and he shall deliver such goods 10 Ihe Sile or 10 such olher place
as Ihe Contraclor may reasonably direcl, Ihen he shall be paid for such goods
provided Ihal such goods are finally approved by Ihe Employer and Ihe Conlraclor
has received a full corresponding paymenl from Ihe Employer.
Provided always Ihal nolhing herein shall affecllhe rights of either party in respect of
any breach of this Subcontract commilled by the other prior to such terminalion.
Termination Due to Breach 20.2 If the Main Contract is terminated by the Employer in consequence of any breach of
by Subcontractor the Subcontract by the Subcontractor, then without prejudice to the Contractor's right
to be compensated by the Subcontractor for all consequences of such breach, the
provisions of the preceding sub-clause as to payment shall not apply but the rights of
the Subcontractor hereunder shall be the same as if the Subcontractor had by such
breach repudiated this Subcontract, and the Contractor had terminated iI as
mentioned in clause 19 hereof.
Protection
Protection and 21.1 The Subcontractor shall during execuUon and unlil issuance of the Performance
Precautionary Measures Cerlificate under the Main Contract implement at the Site, all protection and
precaulionary measures as required under the Main Contract to the salisfaclion of the
Employer to avoid causing damage and disturbances. Such protection and
precautionary measures shall include but not be limited to barriers, signboards,
warning lights, tarpaulin covers, temporary passages, guardsmen, and fences.
Disputes
Settlement of Disputes 22.1 Without prejudice to the Contractor's rights and actions that he may take under this
Subcontract, if any dispute arises between the Contractor and the Subcontractor in
connection with the design and execulion of the Subcontract Works including any
dispute as to any of Ihe Subcontractor's actions and/or to any decision, opinion,
instruction or direction of the Contractor and/or Employer the mailer shall, failing the
abilily of the parties to seUle amicably and subject to the provisions of this clause, be
finally seilled by arbitration in the Emirate of Dubai and shall be conducted pursuant
to the Rules of Arbilration of the Dubai Commercial Conciliation and Arbitration
Page 27 or 53
PROJECT '.'.ej"1lan Pro!e<;t
SUSCONTRACTOO hab'.ec
SUSCO.'fTRACT WORKS PRECAST COl.'CRETE aWEtITSWORKS
suaco.'ITRACT r.'o. PI311S'C025
Centre in force when the arbitration begins. The tanguage of the arbitration shalt be
English. The arbitration decision shalt be final and binding on both parties and
judgement upon the award of the arbitrators shalt be entered into any court having
jurisdiction thereof.
Unless the Subcontractor's employment under this Subcontract has already been
terminated, the Subcontractor shalt, without reservation, continue to proceed with the
Subcontract Works with alt due diligence and shalt adhere and comply with every
decision and instruction given by the Contractor unless and until the same shalt be
revised, in an amicable settlement or arbitration decision.
Applicable Law
Laws of United Arab 23.1 This Subcontract shalt be governed and construed according to the Federal decrees,
Emirates Laws and Regulations of the United Arab Emirates, Decrees, Laws and Regulations
of the Emirate of Dubai. The Subcontractor is deemed to be fulty acquainted with
these Laws and Regulations and regulations of the Municipality of Dubai and the
regulations of such other statutory authorities applicable to the Subcontract Works,
and shall operate and conduct his business and discharge his responsibilities under
this Subcontract in fult compliance with alt such Laws and Regulations.
The Subcontractor shalt indemnify the Contractor against any breach by the
Subcontractor, his employees or agents of such Laws and Regulations and against
any confiscation, penalties or claims resulting from such breach .
.... .•• +0,+ ••.....
Page 28 of 53
PROJECT t,leydan Pr$1
SUBCOmRACTOR Arab:ee
SU8CONTRACT WORKS PRECAST CONCRETE El Et.!EUT$ wORKS
SUBCONTRACT IlO. P1311S'C025
CONDITIONS OF SUBCONTRACT
PART II - PARTICULAR CONDITIONS
Definitions and Interpretation
Subcontract Documents
Priority of Subcontract 1.1 The documenls in Iheir aggregale forming the Subcontracl Agreemenl are lisled
Documents hereunder and are 10 be laken as mulually explanalory of one anolher complimenlary
and addilive and not allernative, bul in the case of ambiguities or discrepancies Ihe
same shall be explained and adjusled by the Contraclor who shall thereupon issue 10
the Subconlraclor inslruclions Ihereon which shall be binding upon Ihe Subconlractor
wilhoul any liabilily or implication(s) whalsoever onlo Ihe Conlraclor. In any evenl, the
documenls forming Ihe Subcontracl shall be as follows:
The Agreemenl
Subconlracl Particular Conditions
Schedules 1, 2, 3, 4 & 5
Subconlracl General Condilions
Allachmenll Main Conlract Conditions
Allachmenlll Technical Specificalions
Allachmenlill Drawings
AliachmenllV Bill of Quanlilies
Allachment V Execulion Schedule
Allachmenl VI Legal Documenlation
Allachmenl VII Applicable Forms
Additional and/or conflicting condilions, reservations and/or qualificalions made by

Ihe Subconlraclor on any document are not binding unless acknowledged separalely
in writing by Ihe Conlractor.
Main Contract
Approval of the 2.1 Should the Employer refuse for whatsoever reason to allow the Contractor to employ
Subcontractor the Subcontractor, or the Employer rescinds its approval, then this Subcontracl shall
be terminated with immediate effect. In such an event, and notwithstanding the
exislence of a leller of intent or a notice to proceed, the Contractor shall make
payment to the Subcontractor as described under Termination Clause, but shall not
under any circumslances payor be liable to Ihe Subcontractor for loss of profit or
overhead recovery or any other reimbursement and / or any consequential losses /
damages.
Approval of Materials and 2.2 All material and equipment to be incorporated in the subcontract works and all
Plant temporary plant and equipment that the Subconlractor wishes to utilise in connection
wilh the Subcontract Works shall be subject to the Contractor's and/or Employer's
prior approval, which if given, will not relieve the Subcontractor of his responsibililies
under the Subcontracl Agreement.
The Subcontractor shall provide the Contractor or the Employer or the Engineer or
any other concerned aulhorily . as the case may be applicable - with all supporting
documents and certificates required for obtaining such approvals, and the Contractor
rage 29 of 53
".." co,'lCRETE El EJ.IEllTSWORKS
PROJECT I,\eydan PfoJed
SUBCONTRACTOR
SUBCOrlTRACTWORKS
..PRECAST
SUBCONTRACTNO. PI31/S.'C 025
shall nol be responsible for any delay in approval by Ihe Employer, Engineer or such
olher concerned aulhority.
The Subcontractor is deemed to have allowed in the Price and the Execution
Schedule for the time spent in gelling such approval(s) from the Engineer/Employer
or any such other aulhority.
Site Working and Access
Inspection Prior to 3.1 The Subcontraclor shall prior to commencement review and check the Employer's
Commencement Requirements, Specifications, Drawings and all other prevailing conditions pertaining
to the Subcontract Works, and shall accordingly point out and report to the Contractor
immediately and prior to proceeding with the Subcontract Works any error, shortage,
discrepancy or omission therein.
The Subcontractor shall also review and check all drawings pertaining to civil and
architectural works before the Contractor proceeds with such works in order to make
sure that these drawings are compatible with the drawings of the Subcontract Works.
The Subcontractor shall prior to commencing the Subconlracl Works, or any part
thereof on the Site, carry out on- Site measurement and satisfy himself as to the
nature, surface and level of the existing surfaces or structures to which the
Subcontract Works are to be applied, allached, executed or provided and to salisfy
himself as to his access to lhe same.
Should the Subcontractor not be so satisfied for any reason with the contents of the
civil and architectural drawings and/or with lhe existing, levels, surfaces, structures or
access thereto he shall notify lhe Contractor, in writing, before commencing work,
slating clearly the reasons for such dissatisfaction.
If the Subcontractor fails to report or to serve notice as stipulated above, he shall be

deemed to have waived his rights, if any existed, to claim any compensation and/or
extension of time in respecl of such mailers as aforementioned, and shall assume the
consequences and liability in this regard as provided under this Subcontract.
Coordination with Other 3.2 The Subcontractor acknowledges that other activities closely related to or running
Subcontractors concurrenUy with the subcontracl Works will be executed by the Contractor or by
other subcontractors of the Contractor or the Employer within the same areas of the
Subcontract Works. The Subcontractor undertakes to co-ordinate closely all his
activities during the design and execution of the Subcontract Works with the
Contractor and other subcontractors and suppliers of the Contractor or the Employer
in such a manner that:
(a) - no disturbance and interruption is caused by the Subcontractor and the scope of
work of each party be completed properly and on time as per Contractor's
Programme, and
(b) - no act, omission or error on the part of the Subcontractor shall involve the
Contractor in any loss, damage, expense or delay direcUy or indirecUy attributable to
such act, omission or error, and
(c) - in the event of any difference between the concerned parties regarding
coordination, interfacing works and other matters, the Contractor's decision shall be
final and binding.
r nge 30 0[53
PROJECT Meydan f'lo;ecl
SUBCOmRACTOR
SUBCONTRACT WORKS
"-'1"
PRECAST CONCRETE ElEJ.l.EtrTS WOOKS
SUSCOUTRACT NO. P131IS,'C02S
The Subconlractor shall be solely responsible for any mis·coordination of the

Subcontract Works wilh any other trades / works, and shall bear the resulting
damages and no time and lor financial claims shall be entertained by the Contractor
in the event of any failure by the Subcontractor in this connection.
Commencement, Completion and Detays
Programme 4.1 The Subcontractor shall, in the performance of the Subcontract Works, comply with
the milestones as defined by the Contractor for completion of the Main Works.
The Subcontractor shall in this respect, design and execute the Subcontract Works as
per the Execution Schedule attached to this Subcontract. The Subcontractor shall,
whenever required by the Contractor also provide him in writing with a general
description of the arrangements and methods which the Subcontractor proposes to
adopt for the timely execution of the Subcontract Works including submittals and
procurement schedules.
Revised Programme 4.2 If at any time it should appear to the Contractor that the actual progress of the
Subcontract Works such as submittals and/or procurement and/or installation does
not conform to the attached Execution Schedule, or does not accord with the
Contractor's Programme due to Subcontractor negtigence and/or delays, the
Subcontractor shall produce a revised recovery schedule in acoordance with the
Contractor's Programme and shall adhere to it and take all necessary measures at no
cost to the Contractor and without any additional liabilities whatsoever on the
Contractor, to ensure completion of every part of the Subcontract Works within the
time or milestones required under the Main Contract and/or the Subcontract.
Progress Reports and 4.3 The Subcontractor shall provide detailed progress reports of his activities to the
Meetings Contractor in accordance with the Contractor's standard reporting requirements and
attend progress meetings with the Contractor at venues and times as are decided by
the Contractor.
Estimated Cash Flow 4.4 The Subcontractor shall within (15) days after the signing of this Subcontract
Agreement provide to the Contractor, a detailed cash-flow estimate, in 4·weekly
periods, of all payments to which the Subcontractor will be entitled under the
Subcontract and shall thereafter provide the Contractor with a revised cash·flow
estimates in 4 weekly periods.
Rate of Progress 4.5 If, at any time:
(a) actual progress is too slow to complete within the Time for Completion, and/or
(b) progress has fallen (or will fall) behind the current programme under Sub·Clause
4.1 of Particular Conditions of Subcontract [Programme],
other than as a result of a cause listed in Sub·Clause 7.2 of General Conditions of

Subcontract [Extension of Time], then the Contractor may instruct the Subcontractor
to submit, under Sub·Clause 4.2 of Particular Conditions of Subcontract [Revised
Programme], a revised programme and supporting report describing the revised
methods which the Subcontractor proposes to adopt in order to expedite progress
and complete within the Time for Completion.
Unless the Contractor notifies otherwise, the Subcontractor shall adopt these revised
methods, which may require increases in the working hours and/or in the numbers of
Page 31 of 53
PROJECT /,',eydan Pro:~t
SU8CONTRACTOO Alab!ec
SU8CONTRACT WORKS PRECAST CONCRETE ElEI.IE!lTS WORKS
SUBCONTRACT •.'0. P1311S.'C 025
Subcontractor's Personnel and/or Goods, at the risk and cost of the Subcontractor. If
these revised methods cause the Contractor to incur additional costs, the
Subcontractor shall pay these costs to the Contractor, in addition to delay damages (if
any) under Sub-Clause 4.6 below.
Nothing contained in this clause shall relieve the Subcontractor of his obligations
under the Subcontract to complete the Subcontract Works or any part thereof within
the prescribed time.
Delay Damages 4.6 Without Prejudice to clause 7.5 of the General Conditions, (Late Completion) and to
olher conditions relating to Subcontractor's breach and default, and without limitation
to the Subcontractor's responsibility hereunder, if the Subcontractor fails to comply
with the Subcontractor's Time for Completion in accordance with Sub-Clause 7.1 of
the General Conditions or any revision thereto or, if applicable, any Section(s) or
milestone(s) defined by the Contractor, the Subcontractor shall pay to the Contractor
Delay Damages for the Seclions (as defined under Main Contract) in delay as
detailed hereunder:
Section Delay Dam~ges

Section 1 - 30 Villas; Not Applicable
Section 2 - 170 Villas (Precast Elements); AED 35,800.00 per calendar day up to
Date for Completion: on or before May 16, 10 %of the Subcontract Price.
2015
Section 2 -170 Villas (Paint); AED 2,460.00 per calendar day up to
Date for Completion: on or before July 22, 10 % of the Subcontract Price.
2015
The said Delay Damages shall be payable just due to the fact of occurrence of the
delay without any prior notice or recourse to legal proceedings and without having to
establish that damage was sustained which damage shall be in any case considered
as ascertained and sustained. The imposition of such Delay Damages shall not
prejudice the Contractor's right of compensation for any other damages, losses
and/or expenses sustained by it.
The Contractor may without prejudice to any other method, recover the amount of the
Delay Damages in the way mentioned under clause 7.6 of the General Conditions.
The payment or deduction of such Delay Damages and/or any other incurred
damages shall not relieve the Subcontractor from his obligation to complete the
Subcontract Works, or from any other of his obligations and liabilities under the
Subcontract.
Excusable Delays 4.7 If the Contractor deems that the Subcontractor is at any time prevented from or
delayed in carrying out any of his obligations set out herein owing to any Force
Majeure event or events which are not anticipated and could not be avoided by an
experienced subcontraclor and which makes the performance of the Subcontractor's
obligations impcssible such as war and civil commotions, then the time for
performance of the Subcontractor's obligations hereunder shall be extended,
I provided that such extension shall only be granted following an extension - and
\ limited at maximum to the extension period - granted by the Employer to the
Contractor for the same event under the Main Contract and that the Subcontractor
shall have wilhin 7 (seven) days notified the Contractor of the cause and, as soon as
possible, of the extent of any such delay and of the revised programme which shall
henceforth apply.
Page 32 orS3
PROJECT P.leyd¥lPr~t
SU8COmRACTOO
SUSCOmRACT WORKS "...'"
PRECAST CONCRETE ElEl,tE.tITS \'IOAKS
SUBCONTRACT NO. P131tsK: 025
If the Contractor is entitled, pursuant to the Main Contract, to submit a claim

to/against the Employer for any additional costs incurred in connection with the
excusable delays in performance of the Subcontract Works, due to Force Majeure
events, then the Subcontractor shall produce and provide the Contractor with all
required information and supporting evidence that substantiate such claim of the
Contractor. The Contractors liability to reimburse the Subcontractor for any additional
costs regarding such event(s) will be subject to the Subcontractor complying with the
preceding condition and limited to the extent to which the Contractor is reimbursed by
the Employer pertaining to the Subcontractor's claim due to the same event under the
Main Contract. Should the Subcontractor fail to submit such complete substantiation
within fourteen (14) days of occurrence of event, he shall be deemed to have waived
all of his rights for compensation in connection, without prejudice to the Contractor's
right to claim against the Subcontractor for all the losses, damages &lor expenses
resulting from or in connection with the Subcontractor's failure to do so.
Engineering and Procurement
Design and Engineering 5.1 The design (to the extent provided for by the Subcontract) and engineering
activilies will be entirely the responsibility of the Subcontractor.
An engineering programme and certain detailed procedures concerning engineering

and procurement may be formulated by the Contractor in conjunction with the
Employer. The Subcontractor shall be bound by - in addition to the design and
engineering time constraints included in the Main Contract Documents - any
reasonable agreements reached in this respect between the Employer and the
Contractor.
The Subcontractor shall be held responsible for any delays in the design and / or
engineering and / or procurement which the Contractor deems to have affected
directly or indirectly the Subcontractor and / or Contractor's programme of works.
The Subcontractor shall be responsible for the preparation of any required working
drawings, shop drawings and supporting calculations, the provision of all As-Built
drawings in the way and presentation as required under the Main Contract, the
selection and procurement of all materials, plant and equipment including the
preparation of all submittals; the preparation of all necessary engineering,
procurement and construction schedules, planning and the like; the provision of all
operation and maintenance manuals and the presentation of information required by
the Conlractor for hand over documentation. In all matters regarding engineering and
procurement, the final decision will be that of the Contractor.
The Subcontractor shall review the requirements of other trades interfacing /

interconnecting with the Subcontract works, to obtain all required information,
dimensions and particulars of all equipment and installations in order to indicate
and/or allow for such in the design (to the extent provided for by the
Subcontract), engineering and execution of the Subcontract Works.
Submittals 5.2 The Subcontractor shall be responsible for preparing and completing all submittals
and shop drawings required for the Subcontract Works within the period required for
the same under the Main Contract or within 3 months from the date of signing the
Subcontract whichever is lesser. The Subcontractor shall discharge this duty in such
a manner so as to enable the Contractor to comply with the requirements of the Main
Contract.
Samples 5.3 The Subcontractor shall free of charge, prepare and/or present for the Employer's
Pnge 33 of 53
PROJECT l,I.eydan Pr~1
SUSCOtlTRACTOR
SU8COffJAACTWORKS
SUacOUJRACTNO.
""'"
PRECAST CONCRETE ElE.I.lEtlTS WORKS
PIJ11S.'C025
approval samples of the Subcontract Works items as required under Ihe Main
Contract.
General 5.4 The Subcontractor shall be held responsible for any delays in the design (to the
extent provided for by Ihe Subconlracl) and/or engineering and/or procurement and in
any delay in the submittals and presentation of the samples aclivilies which Ihe
Conlraclor deems 10 have alfecled direclly or indireclly Ihe Subconlraclor and/or Ihe
Conlraclor's Programme.
Bill of Quantities
Bitt of Quantities 6.1 With reference 10 clause 14.1 & 14.2 of the General Conditions of Subcontract, il is
underslood and agreed thallhe Bill of Quantilies is attached only for Ihe purpose of
calculating Ihe value of Ihe Subconlraclor's progress paymenls. The unils' description
in Ihe Bill of Quantities and Ihe designs of the same contained in Ihe Main Contracl
drawings shall nol be laken to timil Ihe nalure or Ihe exlent of the Subconlraclor's
obligations 10 meet the conditions of such units and designs and/or of the scope of
Ihe Subcontracl Works. Each unil described in the Bill of Quantities and each design
conlained in Ihe Main Contracl drawings implies the provision of all works and
services relaled 10 Ihe execution of such unil and design sufficient in every respect to
achieve fully functioning Subconlracl Works. Subjecl 10 Clause 9 of Ihe General
Conditions, in Ihe event of variation belween Ihe unils' execuled quantities and Ihose
mentioned in the Bill of Quanlities, no exira paymenl shall be made to Ihe
Subconlraclor unless a variation order of additional value is issued 10 Ihis effecl by
Ihe Employer under the Main Conlract.
Any error in descriplion in Ihe Bills of Quanlities or omission Ihere from shall not
vitiale the Subconlracl nor release Ihe Subconlraclor from the execution of Ihe whole
or any pari of Ihe Subconlracl Works according to Ihe Subcontracl Documenls, which
include (bul are not limiled 10) Ihe Drawings and Specifications, or from any of his
obligations or liabilities under the Subconlract.
Where an ilem of work has been included in Ihe Bill of Quanlities bul neither the
Specificalion nor Ihe Drawings indicate thai such an ilem is required, il shall be
deemed both thai due allowance for Ihe full value of thai item of work as described in
Ihe Bill of Quanlities was included in the Subconlracl Price and Ihat il is Work which is
required 10 be execuled by Ihe Subconlraclor in fulfilmenl of his obligations under Ihe
Subconlract.
Where an item of work is indicaled in the Specification and/or on the Drawings bul
has not been included or referred to in any way in Ihe Bill of Quanlities, it shall
nonetheless be deemed bolh Ihat Ihe full value of that ilem of work was included in
Ihe Subcontracl Price and that it is Work which is required 10 be execuled by Ihe
Subconlraclor in fulfilment 01 his obligalions under Ihe Subconlract.
Where an ilem of work included in Ihe Bill of Quantilies is described Iherein in more
delail and/or is specified to a higher slandard/value Ihan Ihat which is indicaled in Ihe
Specification and/or on Ihe Drawings, il shall be deemed bolh thallhe full value of
Ihat ilem of work as described in the Bill of Quantities was included in the Subconlracl
Price and Ihal it is Work which is required 10 be executed by Ihe Subconlraclor in
fulfilmenl of his obligations under Ihe Subconlract.
Where Ihe Specificalion and/or Drawings indicale a higher slandard/value for an item
of work than Ihal which is indicaled in Ihe Bill of Quanlilies, Ihe highesl
slandardlvalue indicated for Ihal item of work shall be deemed bolh 10 have been
Page 34 of 53
/.\e)'tlan Pro;eo::l
PROJECT
SUBCo.'lTRACTOR ,,,I>,,,
SUBComRACT WQAKS PRECAST CONCRETE EW.!EIlTS WORKS
SUBCONTRACTtlO. P131 /S.'C 025
included in the Subcontract Price and to be Work which is required to be executed by

the Subcontractor in fulfilment of his obligations under the Subcontract.
Rates and Prices 6.2 The unit rates and prices as given herein do represent the full compensation to the
Subcontractor for design, execution and completing the Subcontract Works and for
performing the Subconlractor's obligations in accordance with this Subconlract
Agreement. The unit rates and prices as given herein are deemed to cover and to
have allowed for every requirement and obligation related to the performance of the
Subcontract Works whether expressed or implied in the Bill of Quantities, Drawings
Specifications and other Main Contract documents and irrespective of the nalure,
extent and value. Such unit rates and Prices shall stay fixed, and shall not be subject
to any adjustment for changes in market prices of labour, materials or plant, or in
legislation, or any other costs to the Subcontractor whatsoever.
Proof of Payments
Subcontractor's Default 7.1 The Contractor may at any time require the Subcontractor to provide proof of
in Payment payment certifying that all of Subcontractor's personnel, subcontractors and suppliers
engaged by the Subconlractor on the Project have been paid their salaries / benefits
and amounts due for the preceding period.
In the event that the Subcontractor fails to provide such proof within 2 weeks of being
requested so to do, the Contractor shall consider this a substantial breach of the
Subcontract and accordingly may, without further reference to the Subcontractor,
either settle such amounts as are claimed to be due and recover the amounts so paid
from monies due or to become due to the Subcontractor from the Contractor under
this Subcontract or any other agreement or retain all amounts that are due and owing
to the Subcontractor under this Subcontract between the parties until the breach of
Subcontract has been remedied, all in addition to other remedies at law or specified in
this Subcontract.
Quality Assurance and Control
General Requirements 8.1 The Subcontractor shall comply with the Quality Assurance and Quality Control
requirements as conditioned under the Main Contract and/or agreed upon by the
Contractor and the Employer.
The Subcontractor shall maintain Quality Assurance and Quality Control measures for
the entire duration of the Subcontract Works. Failure of the Subcontractor to comply
with the provisions of this Clause will entitle the Contractor to deduct the pertinent
costs, expenses or the like as he ascertains from the Subcontractor's accounV dues.
Safety, Security, Health and Environment
Safety and Security 9.1 The Subcontract Works are to be carried out inside an area under the jurisdiction of
the Employer. The Subcontractor shall be responsible for obtaining gate passes,
permits and approvals as necessary from the competent authorities, and the
Contractor will render assistance where possible without any liability whatsoever.
In addition, the Subcontractor's attention is drawn to the Safety and Security

measures required by the Main Contract which he shall strictly comply with at all
times.
Page 35 of 53
PROJECT t.'.eydan Pro;ed
SUBCo.'lTRACTOR
SUBCONTRACT WORKS "...'"
PRECAST CO....CRETE ElEMEUTS WORKS
SUBCO.'lTRACT NO. PI31/SiCO,S
Confidentiality 9.2 All informalion relaling 10 the Project is restricted and the Subcontraclor is bound not
to disclose any technical or commercial informalion disclosed by the Employer, or the
Contractor in relation thereto, which includes without limilation, data, specifications,
drawings, designs, computer software, know-how, and oral disclosures.
The Subcontractor shall not at any time wilhout the prior wrillen approval of the
Contractor take any photographs of or publish any articles on the Main Contract
Works or any part thereof and shall take all practicable steps to ensure that no such
photographs or articles shall be taken or published or otherwise circulated by any
employee, supplier or any other person engaged or employed by the Subcontractor in
connection with the Subcontract Works.
If it comes to the knowledge of the Subcontractor that any person acting without
lawful authority is soliciting any information concerning tile Project, or any information
obtained by the Subcontractor in the course of executing the Subcontract Works the
Subcontractor shall forthwith report the mailer to the Contractor giving all relevant
particulars, including, if possible, name, address and occupation of the enquirer.
Safety, Health and 9.3 The Subcontractor undertakes to conform to and implement the requirements of the
Environmental Main Contract relating to safety, healtll and environmental mailers.
Requirements
Industrial Property Rights
Industriat Property 10.1 Designs, drawings and other documents or informalion furnished by the
Rights Subcontractor to the Contractor shall be deemed to be tile Contracto~s property. The
Subcontractor shall protect the Contractor against, indemnify the Contractor for and
hold the Contractor harmless from any and all liability, loss or expense caused to the
Contractor by any claim, action or law suit in connection with any actual or alleged
infringement upon any patent, copyright or trade mark resulting from the use of any
materials, deSigns or information in tile Subcontract Works.
Designs, drawings and other documents or information furnished by the Contractor to

the Subcontractor shall be deemed to remain the Contractor's property, and the
contents thereof, unless already in the public domain or already being the
Subcontracto~s lawful possession without restriction on disclosure, shall be treated by
the Subcontractor as confidential, and the Subcontractor shall ensure that the said
contents are not disclosed by the Subcontractor, his agents, personnel or suppliers
unless and to the extent as required for the proper performance of the
Subcontracto~s obligations under the Subcontract. Notwilhstanding the foregoing any
disclosure of such informalion to third parties shall require the Contracto~s prior
approval in writing.
Guarantee
Guarantee and 11.1 Unless otherwise stated in the Third Schedule the Subcontractor guarantees the
Collateral Warranties Subcontract Works to the same extent and periods that the Contractor is commilled
to guarantee the Subcontract Works under the Main Contract. The Subcontractor
shall in acknowledgement of this obligalion provide the Contractor with every Leller of
Guarantee required under the Main Contract in a form acceptable to the Contractor.
Page 36 of 53
PROJECT t.'.e)'d.Yl Pro;ect
SUacomRACTOR
SUSCOIlTRACT WORKS
,.",,,'"
PRECAST CO....CRETE ELWetlTS WORKS
SUBCQIrrRACT t.'0. PI31fS,(;025
The Subcontractor shall within 7 days of the Conlractor's wrillen request procure
collateral warranty agreements as per the forms set out in the Main Contract. The
Contractor shall be entilled to withhold the sum of ten percent (10%) of the
Subcontract Price from any payment to be certified either as an interim payment or as
a final payment for each and every collateral warranty agreement requested but not
provided by the Subcontractor. II should be noted that the procurement of the
collateral warranties agreement should be made at no additional cost to the
Contractor and no claim for additional cost will be entertained by the Contractor.
Operation and Maintenance
Spare Parts 12.1 The Subcontractor shall provide the Contractor with all spare parts and consumables
required under the Main Contract for all equipment and tools included in the
Subcontract Works. The Subcontractor shall provide as well all relevant services,
machines, devices, associated expendables and consumables necessary for
installation, testing, replacing and well functioning of the required equipment and
tools, all as required under the Main Contract.
Manuals 12.2 The Subcontractor shall provide the Contractor with all Manuals and operation and
maintenance data for the proper installation, protection, operation and maintenance
of all plants and equipment incorporated in the Subcontract Works. The required
operation and maintenance data shall be furnished in the quantity and quality as
required under the Main Contract.
Training 12.3 The Subcontractor shall at its own cost and expense and in accordance with the
programme approved by the Contractor organize training course for the employees
nominated by the Employer to train them on all mailers related to operation and
maintenance of all systems, equipments, devices and works performed under this
Subcontract Agreement.
The Subcontractor shall to this effect submit to the Contractor for the Contractor's
approval, a training programme at least one month before the starting date of the
Defects Notification Period.
Employees Wages
Rights of 13.1 The Contraclor may at any time require the Subcontractor to provide proof of
Subcontractor's payment of wages, salaries and any other benefits due to the Subcontractor's
Employees employees or of any amount due from the Subcontractor to any government agency
or statutory authority.
In the event that the Subcontractor fails to provide such proof within 7 days of being
requested, in writing, so to do, the Contractor may without furlher reference to the
Subcontractor, settle such amounts as are claimed to be due to the said employees
of the Subcontractor or due to any government agency or statutory authority and
recover the amounts so paid from monies due or to become due to the Subcontractor
from the Conlractor under this Subcontract or any other agreement.
Subcontractor's Employees 13.2 The Subcontractor underlakes to employ on the Project Site for the design, execution
and maintenance of the Subcontract Works such technical personnel who are skilled
and experienced in Precast Concrete Elements Works whose qualifications are
acceptable to the Contractor.
Pngc 37 of 53
PROJECT 1.Ie~Pro!et:.t
SU8comRACTOR
SU8COI'ITRACT WOOKS
",''',
PRECAST CONCRETE ElEl.lftlTSWORKS
SU8COI'ITRACT flO. Pt31/S.'C025
The Subcontractor shall in employing such personnel give priority to the citizens of
the United Arab Emirates in compliance with the relevant Governmental instructions
and regulations.
Acceptance
Performance Certificate 14.1 Without prejudice to other rights and obligations contained in this Agreement, the
Subcontract Works shall not be considered approved until the Performance
Certificate in respect of the Main Works is issued by the Employer. Similarly, the
Subcontractor shall not be retieved from any of his responsibilities and duties towards
the Contractor until satisfactory fulfilment of all of his obtigations under this
Agreement and the Performance Certificate in respect of the Main Works is issued to
this effect by the Engineer.
No aclion of approving the Subcontracto~s invoices I statements and no action of

payment by the Contractor is to be considered as approval or evidence of proper
design and execution of the Subcontract Works .
....... • cx. ... .... .
Page 38 of 53
PROJECT 1.'.eydM Proje(l
SUBCONTRACTOR Nab'.ee
SUSCONTRACTWORKS PRECASTCONCRETE EtEMEIITS WOOKS
SU8COUTRACT NO. P1311S.'C 025
I FIRST SCHEDULE
PARTICULARS OF MAIN CONTRACTS
I
Two Contracts: M-100-000-ALL-C01 (1500 Villas) and M-100-000-ALL-C02 (700 Villas)
I
Parties: Employer
Meydan Group LLC

P.O. Box 9305
Dubai,
United Arab Emirates
Contractor
ESEC International Contracting (L.L.C.).

P.O. Box 119727
Dubai,
United Arab Emirates
Date: December 31,2013
Indicative Description of the Main Contracts Works:
Execution, completion and remedying of any defects of 2200 Villas with associated infrastructure and Landscaping works at Meydan
Heighls South (the Project) in Dubai, United Arab Emirates
Poge 39 orS3
PROJECT I,\eydan Prc-;«t
SU6CONTRACTOR
suacomRAcT WOO KS
,,,''',,
PRECAST CQt,'CRETE EtEJ.!EtrrS "lOOKS
SU8COI'fTRACT 110. P1311S'C025
SECOND SCHEDULE
SUBCONTRACT SCOPE OF WORK
The works to be performed under this Subcontract Agreement are the whole superstructure concrete works for 200 villas which shall
be totally in Precast Concrete Elements as required under the Main Contract and the units of which are listed in the attached Bill of
Quantities in addition to the paint works. These works shall be completed as per relevant Specifications & Drawings, all in accordance
with the Main Contract conditions including but not limited to approved drawings, approved samples, submittals & shop drawings,
complying fully with the Employer's comments on the submittals and shall be handed over in a fully functional oondition to the entire
satisfaction and approval of the Contractor and the Employer, within the periods and dates prescribed in the attached Execution
Schedule (Attachment V) and in compliance with the Employer's requirements.
It is hereby understood and agreed that the description or quantities of the Suboontract Works items mentioned in the Bill of Quantities
or their description in any other documents included in this Suboontract Agreement, shall not be taken to limit the nature, range or
extent of the Subcon~actor's obligations to design, execute and oomplete these works which are deemed to include the provision &
installation of all interfacing works, components, parts and fixing accessories whether mentioned or not in the drawings or in any other
documents forming a part of the Main Contract and/or the Subcontract documents, for the timely and satisfactory oompletion of the
Suboontract Works. In other terms, the Suboontractor is oontracted to design, execute, complete and maintain the Suboontract Works
in full and strict oompliance with the Subcontract Documents in their aggregate which are to be taken as mutually explanatory of one
another complimentary and additive and not alternative.
It is further understood and agreed that this Suboontract Agreement executed be~'leen the Contractor and the Subcontractor, is
purely on back to back basis with respect to the Main Contract between the Employer and the Contractor. Unless otherwise stated
herein, the Subcontractor shall have the same obligations towards the Contractor under this Agreement as the Contractor has towards
the Employer under the Main Contract. Accordingly, the Suboontractor shall assume and perform all of the Contractor's obligations in
relation to the Suboontract Works to the entire satisfaction and approval of the Contractor and the Employer.
The soope of work is deemed to include, but not limited to, the design (to the extent provided for by the Subcontract), manufacture,
supply, delivery, installation, provision of all equipment, devices, labour, supervision, protection, materials, fixing accessories, mock-
ups, testing, and every other requirement for the design, execution, oompletion, oommissioning, handover and warranty of the
Subcon~act Works as expressed and implied in the Main Contract documents. The scope does further include preparation of
samples, submittals, operation and maintenance manuals, and oon~ol sample installations including catalogues, data sheets and any
other material or information.
It is of high emphasis that the Subcontractor shall sufficiently in advance of preparation of the construction drawings of the Precast
Concrete Elements works and preparation of the civil & architectural works by the Contractor, make comprehensive coordination with
the Contractor and other suboontractors at the Project Site regarding all interfacing works in order to assure compatibility there with
and to avoid interruption and any abortive work and delay and to achieve timely and satisfactory completion of the Subcontract Works.
The soope shall also include reviewing Main Con~act drawings and specifications, taking on-Site measurements, preparation &
production of shop drawings and as built drawings and reporting to the Contractor of any shortage, discrepancy or omission,
provision of Site test reoords, provision of all warranties by the manufacturers of the materials and equipment used and presentation
of all relevant services and documentation required for the Employer's approval and in connection with Project handing over.
The Contractor has the right to correct and / or amend the measurement statements and the payment vouchers pertaining to the
Suboontract Works in order to reflect the correct position and any correction or amendment made by the Employer in this respect.
Consequently, the Contractor has the right to recover from the Subcontractor the sums paid to the Subcontractor - if any - in excess of
the correct dues before making such oorrection and / or amendment.
tt is furth er understood and agreed that the Subcontractor has acquainted himself about all Main Contract provisions and that he shall
warrant the Suboontract Works during the Defects Notification Period in the same manner and to the same extent as the Contractor is
Page 40 of 53
PROJECT
SUBCQllTRACTOR
SUBCOl'lTRACTWORKS
h.,,,,
t.leydan Prd,e<t
PRECASTCO....CRETE El EMEtlTS WORKS

SUBCONTRACTrIO. P1311S.1: 025
or will be required to do so by the Employer and shall provide the required guarantees /warranties of the Precast Concrete Elements
Works units in the form specified by the Employer/Contractor.
The Subcontractor shall submit to the Contractor for his approval within (7) seven days of signing this Subcontract, list of grade 'A'
UAE. contractors whom the Subcontractor will be using as his subcontractors. The list shall include complete particulars of each
subcontractor to prove its capability to design and / or execute the perlinent subleted works in full compliance with the Contractor's
quality and all other main contract requirements. The Contractor has the full right for approving or disapproving the contractors so
proposed.
In addition to the shop drawings, it is the Subcontractor's responsibility to produce fabrication and installation drawings of the
Subcontract Works items as required by the Employer and the Contractor and/or as specified in the Specifications or any other
Contract Document. The fabrication and instatlation drawings shall be property coordinated with the prepared shop drawings and
other trades.
The Subcontractor, during the design and execution of the Subcontract Works, shall coordinate his activities with the Contractor and
other specialist subcontractors to avoid damage or disruption of other trade works. Closing out of ceilings, finishing of floor, fitting of
doors, windows or access opening must be made only upon completion of Precast Concrete Elements works that are covered by
these works. Re·opening, repair or additional access needed for defective Precast Concrete Elements works shall be the total
responsibility of the Subcontractor where all associated costs, damages, and expenses are to be borne by the Subcontractor. Repair
of any works damaged by the Subcontractor or additional access needed for defective Precast Concrete Elements works shall be the
1, total responsibility of the Subcontractor where all associated costs, damages, and expenses are to be borne by the Subcontractor.
The Scope of Subcontract Works, including, but not limited to;
I • Design all substructure and superstructure concrete works including foundations all bearing and non- bearing walls for
Meydan Heights South Project, to build 200 villas, which shall be carried out in accordance with acceptable and approved
I •
International Standards.
Setting up a precast yard as well as the necessary equipments and workshops in location convened with The Engineer.
• Manufacture of sufficient steel and/or GRP mould for the precast elements, transport and erect on site all superstructure
precast elements including the required shop drawings comprising but not limited to the following:
o Double skin insulated precast load bearing external walls
o Precast internal load bearing walls.
o Internal non-bearing walls built either in precast concrete or using block works and plaster.
o Precast concrete beams and parapets wherever required.
o Precast columns
o Precast concrete stairs and hollow core slabs.
o Finishing of the precast surfaces, hollow core slabs, shall be according to Employer/Engineer requirements.
o Decorative design/pattern/elements to match the external elevation which shall be provided in precast concrete as
per the Employer/Engineer requirements.
• All subcontract works shall be carried out in accordance with the approved drawings, specifications and the signed Contract
Terms and Conditions between from the Employer and the Contractor.
• The Subcontractor shall be responsible to provide at his own expenses all Insurance poticies required under the Fifth
Schedule herewith.
• Reviewing of the Main Contract drawings and reporting to the Contractor of any shortage, discrepancy or omission therein.
• The preparation of a mock up Villa, samples, submittals and control sample installations for the Employer's approval,
including data sheets and any other material or information which may be required for such approval.
• The preparation of shop drawings, as built drawings and presentation of all relevant documentation required for obtaining
the Employer's approval.
• Co·ordination with other concerned Subcontractors at the Project Site regarding all interfacing works in particular the
Electro·Mechanical Subcontractor, in order to achieve the satisfactory completion of the Subcontract Works.
Page .. lofSJ
PROJECT t.!e)"dan Pfo;e(\
SUBCONTRACTOR Alab'.ec
SUBCOUTRACT WORKS PRECAST CONCRETE ELEMENTS WORKS
suacomRAcr NO. P1311S.'C 025
• The provision of all labour, materials, equipment, services and every other requirement for satisfactory erection, and
completion of the Subcontract Works.
• The provision of all protection means required to keep all the executed \'Iorks in a safe condition.
• The provision of all safety means and materials.
11- Exclusions
The following works shall be excluded from the subcontract works:

1) All earth works and substructure works including ground slab and external steps
2) Structural Screed.
3) All finishing works, not related to paint work and finishing of the precast elements, such as; waterproofing, protective
coatings, tiling, false ceiling, metal works, glazing, sloping roof and its supporting steel structure, landscaping, paving.
4) All ventilation, MEP works in shafts, openings less than 15 cm x 15 cm in hollow core slabs, and all MEP inserts which shall
be executed by the Electro-mechanical subcontractor nominated by the Main Contractor, however both subcontractors the
Precast Subcontractor and the Electro-Mechanical Subcontractor shall duly coordinate their \'Iorks, especially concerning
the first fix of all electro-mechanical embedded conduits and shall keep the Main Contractor safe from any extra cost in
connection with any consequential damage resulting from any missing and/or re-doing works in case of lack of proper
coordination.
5) Site survey, site measurements, temporary fencing, building permit, and all type of government fees.
6) Access roads to the site and around the villas. However, the cleaning cost of these roads shall be borne prorate by the
Subcontractor.
7) Security passes (if required).
Page 42 of 53
PROJECT
SUBCONTRACTOR
SUBCOUTRACT WORKS
,,-
I.\e)'dan Pro;«t
PRECAST CONCRETE El8.!E!lTSWORKS

SUBCO.'lTRACT NO. PI 31fS.'C 025
THIRD SCHEDULE
SUBCONTRACT PARTICULARS
(A) The Price Lump Sum fixed price Dhs. 40,500,000.00 (Forly Million Five c!lL.
Hundred Thousand U.A.E. Dirhams).
(B) Advance Payment 10% of the Subcontract Price shall be released against receipt from
the Subcontractor of an Advance Payment Guarantee in the same
value issued by a UAE. Bank. tlIL.
Recovery of Advance Payment 10% of cumulative value of completed works shall be deducted from
each Interim Payment as recovery of Advance Payment after the
Advance Payment has been paid until recovery of the full Advance
Payment.
(C) (i) Performance Security (10%) Ten Percent of Ihe Subcontract Price issued by a U.A.E. bank
to be delivered to the Contractor upon signing this Subcontract
Agreement.
(ii) Expiry Date : t The Performance Bond shall remain valid in full effecl and force untQ
'1
the issuance of the Performance Cerlificate in respect of the Main
Works and the release of Ihe Performance Securily under the Main
Contract.
(D) (i) Percentage of Retention (10%) Ten Percent of the Subcontract Price. Total Retention to be
released after the issue of the Performance Certificate of the
Subcontract works or upon the issue of the Taking Over Certificate in
respect of the Subcontract Works against receipt from the
Subcontractor of a Bank Guaranty in the same value issued by a
U.A.E. Bank which shall remain valid in full force until the issuance of
the Performance Cerlificate by the Contractor to the SUbcontract~r i ~ ~D
respect of Ihe Subcontract Works. ~V.... 4--y~ .
(ii) Progress Payments Against the Subcontractor's monthly invoices afte~~~

date of approval of progress invoice by the Contrac ,subject to
deduction of Retention and Advance Payment in the percentages set L A"Le4
in Ihis Subcontract. ' • f . f.
(iii) Final Payment As conditioned under clause 15.4 of the Subcontract General
Conditions.
(iv) Issue of Interim Payment Certificates After 7 days from the date of receipt of corresponding payment
cerlificate by the Contractor from the Employer, as condilioned under
Sub Clause 14.6 of the Main Contract.
(E) Commencement Date August 7,2014. The Subcontractor shall not have any right to claim for
any cost or loss of profit for any design or early preparation l'Iorks
that have been carried out prior to issue of such notice.
(F) Completion of the Subcontract Works In compliance l'Iith the attached Execution Schedule.
Page 43 of 53
PROJECT t.!eydiWI Projeet
suecomRACTOR
SUecOUTRACTWORKS
,,,.,'
PRECASTCO....CRETE ElEMftlTSWORKS
SUSCOlITRACT IK). Pl311SlC 025
(G) Defects Notification Period As required under the Main Contract.
(H) Facilities As described in the Fourth Schedule.
(I) Guarantee As required from the Contractor under the Main Contract - if any -
(J) Liquidated Damages As stated in the relevant Subcontract Conditions l'Iilh a limit of 10% of
the Subcontract Price.
Page 44 ofSJ
PROJECT t.!eydiWI Proj«t
SUBCONTRAC TOR
SUBCOIlTRACTWOOKS
SUBCOIfTRACT P,'O.
"'-
PRECAST CO....CRETE ELEMEtlTS WOOKS
PI 31/SiC 025
FOURTH SCHEDULE
CONTRACTOR'S FACILITIES
(A) Constructional Plant Terms and Conditions
No Constructional Plant are to be provided by the

Contractor
(B) Builders Work, Facilities, Attendance & Assistance Terms and Conditions
All Builders Works are to be executed by the Subcontractor.
The Contractor shall provide the Subcontractor on site with; water, electricity (during normal working hours only), access road,
Manlifts for external paint (only the available Manlifts on site) and materials for scaffolding which shall be erected by the
Subcontractor.
A storage area (land only) shall also be allocated to the Subcontractor after due consultation and approval of the Engineer.
The cost of additional facilities or services requested by the Subcontractor will be back charged to the Subcontractor at actual cost
plus the Contractor's overheads and will be deducted from his due progress payments.
Page 45 of 53
PROJECT I.Ie~ Pro;ect
SUBCOUTRACTOR
SUBCONTRACT WORKS
"''''''-
PRECASTco,'K:RETE ElEMCtlTSWORKS
SUBCONTRACT ,,"0. Pl 31lS.lC 025
FIFTH SCHEDULE
INSURANCES
Part I Subcontractor's Insurances
Prior to the commencement of the Subcontract Works, the Subcontractor will at his own expense, obtain and main lain
throughout the term of the Subcontract Works and until the issuance of the Performance Certificate in respect of the
Main Works, All Plant, Equipment and Vehicles insurance including bodily injury and property damage liability, covering
all owned and non-owned motorised plant, equipment and vehicles wilh minimum AED 5,000,000 combined single limit
for each accident, bodily injury and/or properly damage. If the Main Contract requires more coverage and/or more
requirements then the Subcontractor shall comply wilh the main Conlract obligation in this regard.
The Subcontractor will provide upon request, receipts of premiums payments and certificate of insurance (policy)
naming the Contractor as an additional insured, waiving the right of subrogation against the Contractor and providing
Ihat neither cancellation nor material modi fica lion of the insurance may be occasioned unless preceded by Thirty (30)
days written notice to and approval of the Contractor.
Part II Contractor's Insurance
Notwilhstanding the provisions of Part I above, the Contractor will effect a Professionallndemnily Insurance Policy, a
Conlractor's All Risk Insurance Policy (CAR) and a Workmen's Compensation Insurance Policy which shall cover the
Main Works including the Subcontract Works. Accordingly, the Subcontractor shall sustain and be fully liable of and
pay the premium for these insurances prorala of his Subcontract price, and any excesses or deductibles in respect of
every claim filed by him, or by the Contractor on his behalf.
The Subcontractor is entitled to receive a copy of the Professional Indemnity Insurance and CAR policies in respect
of the Main Works upon request and the Subcontractor shall be deemed to have full acquaintance and acceptance of
the provisions of the Professional Indemnity Insurance and CAR policies and no claims for loss or additional expense
caused by lack of knowledge of the provisions of that policy or otherwise will be made by the Subcontractor, nor
accepted by the Contractor.
Part III Contractor Not Liable for Damage
The Contractor shall not, at any time, be liable for loss or damage to any of the Subcontractors properly including the
Subcontractors constructional plant, tools, equipment, temporary buildings and contents and the like.
Page 46 of 53
I
PROJECT P.'.eydan Pro;«1
j SUBCO:lTRACTOR
SUSCONTRACTWORKS
SU8ComRACTlIO.
NMI~
PRECASTCOI...'CRETE ElEI.\EurS WORKS
P131f$.'C025
!
ATTACHMENT I
I
1
MAIN CONTRACT CONDITIONS
Attached
Page 47 or 53
PROJECT /,!eydatl Proj«l
~rrRACTOR
sueco:fTRACT WORKS "...'"
PRECAST CONCRETE ELEI.!ElfTS WORKS
SUBCQIfTRACT 1.'0. P1311S.'C 025
ATTACHMENT II
SPECIFICATIONS
Attached
(General Requirements, Civil, Architectural, Electrical and Mechanical
Specifications)
l'{lge 48 of 53
PROJECT ',!ej'dan Pro!KI
SUBCONTRACTOR hab'l:c
SUBCONTRACTWORKS PRECAST CONCRETE ElEMWTS WORKS
SUBCONTRACTNO. PI3 1/S'C025
ATTACHM ENT III
LIST OF MAIN CONTRACT DRAWINGS
LIST ATTACHED
It is agreed and understood that the drawings pertaining to the Subcontract Works are included in a Compact Disk (CD) attached
hereto. The Subcontractor accordingly acknowledges receipt of the Main Contract drawings included in the attached list.
Page 49 of 53
PROJeCT t,'.eydan Pro;ecl
SUSCD.'rTRACTOR Arab'.ec
SUBCONTRACTI'o'ORIIS PRECASTCONCRETE ElEJ,~EUT S WORIIS
SUSCOlrTRACT NO, PI31/S,'C 025
ATTACHMENT IV
BILL OF QUANTITIES
Attached
1
Page 50 orS3
PROJECT 1.!eydM PrO;e(1
SUBCO.'lTRACTOO Alab'£(
SUBCO.'lTRACT WORKS PRECAST CONCRETE ElEJ.!EIlTS WORKS
SUBCOmRACT 110. PI 31/S!C 025
ATTACHM ENT V
EXECUTION SCHEDULE
Attached
Page 51 of 53
PROJECT
SUBCOmRACTOA.
SU8comRACTWORKS
"'_
t,leydM Pro;«1
PRECAST CONCRETEElEl.!EIlTSWOOKS
SUBcomRACT NO. P131/S.'C 025
ATTACHMENT VI
LEGAL DOCUMENTATION
Attached
Page 52 of 53
PROJECT t.\eydail Prci,eG1
SUBCOIlTRACTOR hab'.«.
SU8comRACTWOfIKS PRECASTCONCRETE ElEt.IfUTS WORKS
SUSCOUTRACT t,'O. P1Jl/s'C 025
ATTACHMENT VII
APPLICABLE FORMS
Attached
Variation Order Form

Release and Waiver Form
Advance Payment Guarantee Form
Performance Bond Form
Page 53 or 53

روعه Subcontract Agreement - Meydan Project

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SUBCONTRACT AGREEMENT

Precast Concrete Elements Works

Meydan Heights South·MHS,

ESEC International Contracting (L.L.C.)

Arabtec Precast LLC

.... . . . tat ••.....

AGREEMENT AND SIGNATURE PAGE 9

Definitions and Interpretation 10

2,1 Main Contract Knowledge

Assignment and Subletting 12

3,1 Assignment of Sub-Contract

4,1 Sub-Contractor's General Responsibilities

Site Working and Access 14

6,1 Working Hours

Commencement, Completion and Delays 15

7.1 Commencement of SUb-Contract Works

Instructions and Decisions 16

8.1 Instructions and Decisions

Maintenance and Defects 18

12.1 Sub-Contractor's Insurance

Taxes, Duties and Fees etc. 20

14.1 Lump sum Nature

15.1 Advance Payment

Ptant and Equipment 23

16.1 Equipment Removal from Site

Notices and Claims 23

17.1 Notices and Claims

18.1 Suspension of Work

19.1 Sub-Contractor's Default Causes

20.1 Termination of Main Contract

21.1 Protection and Precautionary Measures

22.1 Settlement of Disputes

23.1 Laws of United Arab Emirates

1.1 Priority of Sub·Contract Documents

2.1 Approval of the Sub·Contractor

Site Working and Access 30

3.1 Inspection Prior to Commencement

Commencement, Completion and Delays 31

Engineering and Procurement 33

5.1 Design & Engineering

6.1 Bill of Quantities

7.1 Sub·Contractor's Default in Payment

Quality Assurance and Control 35

8.1 General Requiremenls

Safety, Security, Health and Environment 35

9.1 Safety and Security

Industrial Property Rights 36

11.1 Guarantee and Collateral Warranties

Operation and Maintenance 37

13.1 Rights of Sub·Contractor's Employees

First Schedule Particulars of Main Contract 39

PRECASTCO....CRETE ElEJ.!EtlTS WORKS

Attachment I Main Contract Conditions 47

ESEC International Contracting (L.L.C.)

Arabtec Precast L.L.C

Authorised Signature:-:;-;:;_-;-_ __ Authorised Signature-:--:-:-:-:-:-.,.,-__

Signed in the presence of:

Definitions and Interpretation

(h) The 'Employer' / 'Employer's Representative' shall be taken 10 mean a duly

(i) The 'Engineer"/Engineer's Representative shall have the meaning assigned 10 it

The Subcontractor's allention is drawn, to strict compliance by the Subcontractor,

The Mandatory Sub·Contract Conditions section of the Main Contract is deemed to

Assignment and Subletting

Subcontractor's General 4.1 The Subcontractor shall:

Authorised Signature:-:;-;:;_-;-_ Authorised Signature-:--:-:-:-:-:-.,.,-