Sub-contractor Collateral Warranty Format 724w4p

SUB CONTRACTORS COLLATERAL WARRANTY

This Agreement is made on this _____ day __________

BETWEEN: (1) (2)

____________________________________________________ (the Subcontractor) and ________________________________________________ (the “Employer”), (together the “Parties”).

WHEREAS:

(A)

The Employer has appointed _______________________________________ (the “Contractor”) under an agreement, reference ____________________________________ dated _____________ (the “Contract”) to ___________________________________________________________________________________ (the “Works”).

(B)

The Contractor has appointed the Sub-Contractor under an agreement ______________________ dated ______________ (the “Sub-Contract”) to provide the __________________________________________ _____________________________________________________________________________________ _____________________________________________________________________________________ _____________________________________________________________.

(C)

Under the of the Contract the Contractor has undertaken to procure that the Sub-Contractor shall enter to this form of Sub-Contractors Collateral Warranty (the“Agreement”) and the Sub-Contractor has to agreed.

In consideration of the award of the Contract and the Sub-Contract IT IS AGREED as follows: 1.

Interpretation and Application 1.1 Words and definitions herein shall have the same meanings as ascribed to them in the Contract. 1.2 References to the Employer, the Contractor and the Sub-Contractor shall be deemed to include references to those deriving title under them. 1.3 Each reference to this Agreement or to any other document, contract or agreement shall include a reference to each permitted variation of or supplement to this Agreement and such document, contract or agreement as amended, varied or supplemented from time to time. 1.4 Nothing contained to this Agreement will have the effect of altering any of the Contractor’s obligations pursuant to the Contract.

1.5 The Employer shall not by virtue this Agreement incur any liability to the Sub-Contractor for or in respect of any obligation of the Contractor and the Sub-Contractor.

1.6 In the event of any conflict or inconsistency between the Sub-Contract and the Contract, the Contract will prevail.

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2.

Warranty and Undertaking The Sub-Contractor warrants and undertakes to the Employer that: (a) It is fulfilled, or will fulfill, in relation to the Sub-Contract portion of the Works all the obligations and responsibilities that the Contractor has assumed under the Contract; (b) The Sub-Contract Works comply with any performance criteria or other specification

or requirement pursuant to this Agreement, the Sub-Contract and the Contract and the and with all statutory requirements. 3.

4.

Documents and Copyright 3.1

The copyright in all specifications, designs, calculations, reports, notes and other similar material (the “Documents”) used or prepared for use in connection with the performance of the duties and functions of the Sub-Contractor pursuant to the Sub-Contract shall remain vested in the Sub-Contractor but the Sub-Contractor grants to the Employer an irrevocable, royalty-free, non-exclusive license to use, reproduce and modify the Documents and all works, designs and inventions of the Sub-Contractor in relation to the Works for all purposes in connection with the Works including (without limitation) any construction, completion, reconstruction, alteration, modification, extension, repair, use, letting, sale or ment of the Works of the Employer’s interest in it, or any part of it.

3.2

The Sub-Contractor shall upon the written request of the Employer provide to the Employer copies of the Documents and such other information in relation to the Sub-Contract Works as the Employer may reasonably request.

Assignment 4.1 The Sub-Contractor consents to the Employer asg its rights and entitlements under this Agreement to any owner, occupier or other beneficiary of the Sub-Contract Works. 4.2 The Sub-Contractor shall not assign this Agreement or any rights or entitlements arising Pursuant to this Agreement.

5.

Indemnity The Sub-Contractor shall be liable for all and shall indemnify the Employer against any expense, liability, loss, claim or proceedings whatsoever arising in respect of:

(a) Personal injury to or the death of any person insofar as such injury or death arises out of or in the course of or is caused by the Sub-Contract Works unless due to any act or default of the Employer or that of any of the Employer’s officers or employees; or (b) Any damage to any real or personal property insofar as such damage is due to the negligence, breach of statutory duty, omission or default of the Sub-Contractor or any person engaged by or on behalf of the Sub-Contractor in the carrying out the Works.

6.

Governing Law This Agreement shall be governed by and construed in all respects in accordance with the laws of _______________________ and the ____________________and the parties hereby submit to the nonexclusive jurisdiction of ____________________________________.

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7.

Arbitration Any dispute between the Employer and the Sub-Contractor arising out of or in connection with this Agreement, the Sub-Contract and the Contract including any dispute connected with the formation, performance, interpretation, nullification, termination or invalidation of this Agreement shall be referred to arbitration in accordance with the provisions on arbitration provided in the _________________ _____________________________ and through an arbitration board comprising three arbitrators. Each of these parties hereto shall appoint one arbitrator with the remaining third (Chairman) to be chosen from the list of arbitrators ed with _____________, mutually by the two arbitrators previously chosen. The procedural aspects of the arbitration are to be governed by the regulations of _______________ in force at such time. Any Arbitration Award made by the arbitration board shall be final and binding upon the parties and shall be enforceable against them. The arbitration shall be conducted in the English language and a certified translation attached to any award. 8. Execution Each party warrants that the signatory appearing below is a duly authorized signatory of that Party.

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Duly authorized to sign this Agreement for and on behalf of the Employer.

Signature:

_____________________________

Name:

_____________________________

Position:

_____________________________

In the presence of: Signature:

_____________________________

Name:

_____________________________

Address:

_____________________________

Duly authorized to sign this Agreement for and on behalf of the Contractor: Signature:

_____________________________

Name:

_____________________________

Position:

_____________________________

In the presence of:

Signature:

_____________________________

Name:

_____________________________

Address:

_____________________________

Date:

_____________________________

Duly authorized to sign this Agreement for and on behalf of the Sub-contractor:

Signature:

______________________________

Name:

______________________________

Position:

______________________________

In the presence of:

Signature:

______________________________

Name:

______________________________

Address:

______________________________

Date:

______________________________

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