AGREEMENT
THIS FACILITY MANAGEMENT AGREEMENT (This "Agreement”) is made in
Duplicate-effective................................................................. 2014
BETWEEN
EMAAR MISR FOR DEVELOPMENT, S.A.E
Registered under no 12841, with its premises located at H/Q at Emaar Misr
Sales Centre, Mokattam, Cairo, Egypt herein represented by Mr. Mohamed El
Dahan in his capacity as Chief Executive Officer, hereinafter called "the
Company" which expression includes the Companies successors and assigns
AND
Arab Company for Services A-One registered under no 19261, with its
Premises located at 187 El Teraa Al Bolakia Strees, Shobra, Cairo Egypt,
Herein represented by Mr. Mohamed Abd Al-Ghafour Abd AI-Razek in his
Capacity as Company Manager, hereinafter called "the Contractor" which
Expression includes the Contractors successors and permitted assigns
WHEREAS:
The Company desires to develop a world-class, multi-season resort
Community targeted toward Europeans, Egyptians and Middle East nationals;
And this agreement is desired to perform the Security Services of
- External entrances and roads;
- Internal Gates separating including gates separating under construction
Locations from finished locations;
- Internal Roads;
- Parcels 2, 3, 4, 5, 16, 22, 33
- Water Tanks and lT Store
- Other locations can be added according to units delivery progress and
Project needs
As part of the project program of the Project known as Mivida, New Cairo,
Egypt-
NOW IT is HEREBY AGREED AS FOLLOWS:
A. the Company wishes that the Services should be provided by the
Contractor in relation to the Project described in accordance with the
Terms and Conditions of Contract and the Agreement Documents.
B. The Agreements Documents:
1. This agreement,
2. The Terms and Conditions of Contract
3. The Contract Appendices A to D as follows:
~ Appendix A, Scope Of Services
~ Appendix B, Site Plans
~ Appendix C, Manpower and equipment Bill of Quantities.
V Appendix D, KPl’s
The above mentioned documents forming the Agreement are to be
Considered as one indivisible whole, where any requirements not
Specifically referenced in the documents but necessary to meet the intent
Of the Agreement shall be deemed a requirement of the Agreement's
Documents.
The Contractor is a professional firm qualified to provide the Services all
as per the requirements of the Agreement‘s documents listed above
The Contractor hereby confirms that he has satisfied himself for all the
Project components and the Agreement Documents. The Contract Sum
Is considered as based on the various tender documents being
Complimentary and interpreted on a collective basis. N0 one part of the
Tender document shall have priority over any other part. Any ambiguity or
Discrepancy shall be resolved by the Employer who shall then notify the
Contractor thereon.
The Contractors fee for the performance of the whole of the
Abovementioned Services is EGP 10,415,460 (Ten Million Four
Hundred Fifteen Thousand Four hundred Sixty Egyptian Pounds)
The above mentioned amounts for are based on the monthly fees as
Detailed in Appendix “C“on re-measured basis. Monthly fees may be
Decreased 0r increased based on actual manpower and equipment per
Month subject to the Company’s requirements, instructions and
Approval. And the rates states in Appendix “C".
The above mentioned fee is a re-measured fee including all related
Taxes. Sales Taxes, insurance, social insurances, reimbursable, and all
Other costs and expenses necessary for the performance and completion
Of the Services.
The Contractor shall not assign, charge or otherwise novae or transfer
Any or all of its obligations under this Contract without the prior consent
Of the Company.
Time for Completion: The Contractor shall complete the whole of the
Services and each Section and Portion of the Services within the
Applicable Time for Completion stated in accordance with Clause 2.3 of
The Terms and Conditions of Contract.
H. the performance security
The Contractor shall, no later than fourteen (14) days from signing this
Agreement by both parties submit to the Company a Performance
Security as a bank letter of guarantee with a value equal i0 five Pei Cent
(5%) of the total Contract Amount in the form and from a. bank
Acceptable to the Company. Alternatively, the Company accepts, in lieu
Of the bank letter of guarantee, to withhold the Contractor's current dues
For the services already performed under this contract and prior to the
Signature thereof amounting to EGP 406,717.79, and to deduct the
Remaining amount (EGP 114,055.21) in two equal instalments from the
First two payment certificates to be issued after signing the Contract t0
Reach the 5% of the Contract Amount as a Performance Security. The
Performance Security shall be returned to the Contractor upon the
Completion of all Services and the approval of the Company for
Satisfactory performance of the Services and Contractor compliance of
All its obligations underthis Contract.
Lf there is any part of the Services that has been performed by the
Contractor prior to the date of signing this Agreement, then such part of
The Services so performed shall be deemed to have been performed
Pursuant to this Agreement and the Conditions thereof shall be applied
On that part of the Services.
Definitions: In this Agreement, words and expressions shall have the
Same meanings as are respectively assigned to them in the Terms of
Agreement.
Company's Principal Obligations: The Company hereby covenants to
Pay the Contractor, in consideration of carrying out and completion of the
Services, such sum or sums as shall become payable under the
Agreement at the times and in the manner prescribed by the Agreement.
Contractor's Princi al Obli ations: ln consideration of the payments to be
Made by the Company to the Contractor, the Contractor hereby
Covenants with the Company to carry out and complete the Services in
Confonnity in all respects with the terms, conditions and provisions of the
Contract.
~ >1 eflreof. The parties hereto have caused this Agreement to be
Executed the day and the year first above written.
SIGNED BY: for and on behalf of Arab Company for Services A-One "the
Contractor‘
Name: Mr. Mohamed Abd Al-Ghafour Abd Ai-Ftazek
Position: Company Manager
Signature: ........................................................ ..
Date:
SIGNED BY: on behalf of Emaar Misr for Development, S.A.E “the Company"
Name: Mr. Mohamed El Dahan
Position: CEO
Signature: ........................................................ ..
Date: ........................................................ .
Terms & CONDITIONS
This document forms part of a suite of documents forming a Request for Proposal, the slide of documents have been designed to give the 'renderer a full and transparent appreciation of the work required and me terms arid conditions under which they will be executed.
it is important that the 'renderer reads and understands all 6 pads of the RFP and responds to the questions asked for in a logical and sequential manner and as per the return requirements as specified in Part 2 Tenderers are also instructed to complete the pricing matrix in its entirety as no other form of financial submission will be evaluated.
CONTENTS
1 CONTRACT TERMS AND CONDITIONS
2 DEFINITIONS AND INTERPRETATION
2 1 DEFINITIONS
2.2 INTERPRETATION
2.3. DURATION AND PORTFOLIO SCHEDULE PROCEDURE
3. CONTRACTOR'S OBLIGATIONS -
3 1 CARRY OUT suffices
3.2 TRANSITIONAL MOBI LISATION OF Services
3 3 STANDARD OF services
3 4 GAIN-SHARE INITIATIVE
3 5 PROCUREMENT OF SERVICES
3 6 FINANCIAL REPORNNG & AUDITING
3 7 INFORMATION MANAGEMENT
3 8 ACKNOWLEDGMENT BY CONTRACTOR
3 9 ONTRKTORS REPRESENTATIVE
3 10 SAFETY & SECURITY OF PREMISES
3.1! COMMUNICATION IN English
4 NATURE OF relationship 4.1 INDEPENDENT contractor
4 2. NO AUTHORITY
4 3 contractor responsible foes PERSONNEL 4 4. THE company's representative 4.5. NO REPRESENTATION
4 6 INTERFERENCE
5 VARIATIONS TO LUMP sun AND DAY-WORK
5 1 VARIATION TO SERVICES
5.2 DAY-WORK
PAYMENT
THE COMPANY MUST PAY CONTRACTOR
PAYMENT CLAIMS BY CONTRACTOR
PAYMENT BY THE COMPANY
CONDITION PRECEDENT TO PAYMENT
SET OFF
EFFECT OF PAYMENT OF FEE
FEE IS ALL INCLUSIVE AND FULLY COMPREHENSIVE
AUDITING
AUDIT TRAIL
STANDARD AUDIT PROCEDURE
INCIDENTAL AUDIT
NO ADVERSE EFFECT
CONTRACTOR COOPERATION
BENCHMARKING OF COSTS
ASSETS 8. ACCESS
PROPERTY OF THE COMPANY
DILAPIDATED ASSETS
LIEN ON ASSETS
ACCESS TO ASSETS
POLICY COMPLIANCE
HEALTH & SAFETY
EMERGENCIES & DISASTER RECOVERY
SITE SAFETY
ACCIDENTS
REPRESENTATIVES
INDEMNITIES
MANAGEMENT OF WASTE & ENVIRONMENT
PERSONNEL
PROTOCOL COMPLIANCE
TURNOVER OF PERSONNEL
THIRD PARTIES
TERMINATION OF INVOLVEMENT
KEY PERSONNEL
MEASUREMENT OF PERFORMANCE
MEASUREMENT OF PERFORMANCE
PERFORMANCE REVIEW MEETING
PERFORMANCE CRITERIA
FEE REDUCTION
NOTICE UPON FAILURE TO PERFORM
THE COMPANY MAY REQUIRE IMPROVEMENT PROPOSAL
THE COMPANY TO REVIEW
NO ENTITLEMENT TO PAYMENT
OPERATION OF CLAUSE
REVIEW OF LUMP SUM PRICE AND PA
SCHEDULE OF RATES. PRICES AND PRI
REVIEW OF PARTICULAR SPECIFICATION SCHEDULE OF
INSURANCES
LIABILITY
PUBLIC LIABILITY INSURANCE
EMPLOYERS‘LIABILITY INSURANCE
MOTOR VEHICLE THIRD PARTY AND PA
PROOF OF INSURANCE
FAILURE TO OBTAIN INSURANCE
CONFIDENTIALITY
CONTRACTOR TO OBSERVE CONFIDENTIALITY
SUSPENSION
15.1. Tl-IE COMPANY MAY SUSPEND
16. CONT RACT COMPLETION
17. TERMINATION
17.1. THE COMPANY MAY TERMINATE UPON NOTICE
17.2. THE COMPANY MAY TERMINATE FOR BREACH
17.3. CONTRACT 0R8 OBLIGATIONS ON TERMINATION OR Expiry
17.4. TFIE COMPANYS OBLIGATIONS ON TERMINATION
17.5. CONTRACTOR MAY TERMINATE
17.6. Survival OF Provisions
17.7. Consequences OF TERMINATION
17.8. TERMINATION ASSISTANCE
17.9 END OF TERM / TERMINATION DEFECTS
18. Service OF NOTICEs
18.1. METHOD OF GIVING NOTICE
18.2. Alternative METHOD OF GIVING NOTICE
18.8. Addresses FOR service OF NOTICEs
19. DISPUTE Resolution
19.1. NOTICE OF DISPUTE
19.