2016 DESIGN AND BUILD CONTRACTDesign and Build Sub-Contract (DBSub/A and DBSubIC) Aserot ° ‘© for use with the Design and Bulld Contract; and * for sub-contract works whether or not they include design by the Sub-Contractor. Can be used: where the sub-contract works and/or main contract works are to be carried out in sections; * for sub-contract works that are to be carried out on the basis of an adjusted sub-contract sum (adjustment for variations ‘tc.) or by complete remoasurement of the sub-contract works. Published September 2016 by Thomson Reuters (Professional) UK Limited, trading as ‘Sweet & Maxwell, Friars House, 160 Blackfriars Road, London SE1 BEZ (Registered in England and Wales, Company No 1679046, Registered Office and address for service 2nd floor, 1 Mark Square, Leonard Street, London EC2A 4G). For details of 2016 Ealtton changes. see the Design and Build Sub-Contract Guide (DBSub/G) and the Tracked Change Document. {lltights reserved. 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Sweet & Maxwell ® is a registered trademark of Thomson Reuters (Professional) UK Limited © The Joint Contracts Tribunal Limited 2016 nent cok eContents Sub-Contract Agreement Page 1 Recitals 3 Articles 5 Sub-Contract ‘Sub-Contractor’s obligations Sub-Contract Sum and Final Sub-Contract Sum Sub-Contract Tender Sum and Final Sub- Contract Sum Adjudication ‘Acbitration Legal proceedings Sub-Contract Particulars 7 Attestation 18 Main Contract Information Schedule 25 © The Joint Contracts Tribunal Limited 2016 DBSub/A 2016 Page!Page ii DBSub/A 2016 © The Joint Contracts Tribunal Limited 2016Sub-Contract Agreement This Agreement is mado the 20 Between The Contractor (Company No. a ofwnose registered office i at = And The Sub-Contractor -_ (Company No._ yn othwhose registered office is at IH] Where te Conractoror Su-Contractr nether a company ncrsorated under he Companies Acts ro company restored unr the laws of another country, delete the references to Company number and registered office, Inthe case of a company incorporated Cutside England and Wales, particulars a its place of incorporation should be insartes immediately before iis Company number A to execution by foreign companies and matters of uredition, se the Design and Build Sub-Gontact Gude (© The Joint Contracts Tribunal Limited 2016 DBSub/A 2016 Page 1For Se (the Sub-Contract Works’) part of ("the Main Contract Works’) Page 2 DBSubiA 2016 ‘© The Joint Contracts Tibunal Limited 2018Recitals @ B Whereas First the Main Contract Works are to be carried out by the Contractor for the Employer named in the ‘contract (the Main Contract) described in the Main Contract Information Schedule, Where so stated in that Schedule, the Main Contract Works are to be carried out in Sections; Second the Contractor wishes the Sub-Contractor to execute the Sub-Contract Works previously referred to ‘and as described in the Numbered Documents; Third the Sub-Contract Works include the design and construction of) 7 (the Sub-Contracior’s Designed Works) Fourth the Contractor has provided documents (Included In the Numbered Documents) showing and describing or otherwise stating the requirements of the Contractor for the design and construction of the Sub-Contractor’s Designed Works (the Contractor's Requirements! here there are Sub-Contractor’s Designed Works the Sub-Contractor in response to the Contractor's Requirements has supplied to the Contractor and there are included in the Numbered Documents: * documents showing and describing the proposals of the Sub-Contractor for the design and ‘construction ofthe Sub-Contractor’s Designed Works (the Sub. Contractor's Proposals'}": and, ‘* an analysis of the Sub-Contractor's Designed Works (the Sub-Contractor’s Designed Works Analysis’) included in the Sub-Contract Sum/Sub-Contraet Tender Sum"; Sixth the Contractor has examined the Sub-Contractor's Proposals and, subject to the Sub-Contract Conditions, is satisfied that they appear to mest the Contractor's Requirements! \Wihere the Sub-Contrctors required to design, panicular attention should be paidto the Third to Sith Re of the Sub-Contract Paniculars, Isanditems 6.1, 52and 16 the Sub-Contracir is not require to design any petof the Sub-Contract Works, delete this Recital, the Sub-Contractoris required to complete the design of al te Sub-Contract Works, the words al the Sub-Contract Works” shouldbe inse-ted here. the Sub-Conracior 's only require to complete te design of par of the Sub-Contraet Works, that part should bo clearly identified hare, Delete if tere are no Sub-Contactor's Designed Works, Delete if the Sub-Contractor has not submitted such proposals Delete Sub Contract Sum or Sub-Contract Tender Sum as appropriate, depending on whether Article 3A or 38 applies. \Wihere the Contractor has accepted a divergence from nis requirements inthe proposals submitted by the Sub-Contractr, the vergence should be removed by amending the Contractor's Requirements before the Sub-Contract is executed © The Joint Contracts Tribunal Limited 2016 DBSub/A 2016 Page 3Seventh the Sub-Contractor has provided the Contractor with the priced schedule of activities (the Activity ‘Schedule’) included in the Numbered Documents"; Eighth in addition to the details set out in the Main Contract Information Schedule and the Numbered Documents, the Sub-Contractor has been given a copy of ora reasonable opportunity to inspect such ‘other documents and information relating to the provisions of the Main Contract (if any) as are listed in item 1.9 of that Schedule insofar as they relate to the Sub-Contract Works; Ninth where so stated in the Sub-Contract Particulars (item 1), this Sub-Contract Is supplemented by the Framework Agreement{s) identified In those particulars; Tenth —_ whether any of Supplemental Provisions 1 to 6 apply is stated in the Sub-Contract Particulars (item 1); {8} Delete this Recital fAntcle 38 i to apply or where a priced Activity Schedule isnot provided. In the Activity Schedule, each activity should be priced, so thatthe sum of thase prices equals the Sub-Contract Sum excluding Provisional Sums and he value of work for which Approximate Quantities are included in any Bis of Quantities, Page 4 DBSub/A 2016 @ The Joint Contracts Tribunal Limited 2016Articles Now it is hereby agreed as follows Article 1: Sub-Contract ‘This Sub-Contract consists of «this Sub-Contract Agreement; the Main Contract information Schedule; + the Design and Build Sub-Contract Conditions DBSUB/C 2016 Ecition, subject to the Sub- Contract Modifications Schedule (if any) included in the Numbered Documents (the Sub- Contract Conditions')"; and © the Numbered Documents Article 2: Sub-Contractor's obligations The Sub-Contractor shall carry out and complete the Sub-Contract Works in accordance with this Sub-Contract and for that purpose shall, where and to the extent so stated in the Third Recital, complete the design for the Sub-Contractor’s Designed Works in accordance with the CDM. Regulations and such directions as the Contractor may give forthe integration ofthe design for the Sub-Contractor’s Designed Works with the design of the Main Contract Works. Article 3A: Sub-Contract Sum and Final Sub-Contract Sum. ‘The Contractor shall pay the Sub-Contractor a the times and in the manner specified in the Sub- Contract Conditions the VAT-exclusive sum oft"! a en lf, ) (the Sub-Contract Sum’) or such other sum as becomes payable on the Adjustment Basis (the Final Sub-Contract Sum’) Article 3B: Sub-Contract Tender Sum and Final Sub-Contract Sum. The Contractor shall pay the Sub-Contractor at the times and in the manner specified in the Sub Contract Conditions the VAT-exclusive sum of! € ) (the Sub-Contract Tener Su) ‘or such other sum as becomes payable on the Remeasurement Basis (‘the Final Sub-Contract Sum) [8] any JCT Amendments or Updates not included witin this edition of DBSub/C ae to apply, that shouldbe stated inthe Sub-Contract Modications Schedule [ta] Complete Aricie 34 or 38 8s applicable, and delete the Article not required. Article 3B for use where the Sub-Contract Works are tobe completely re-measured and valued. © The Joint Contracts Tribunal Limited 2016 DBSub/A 2016 Page 5[11] tttis intended, subj Article 4: Adjudication \f any dispute or difference arises under this Sub-Contract either Party may refer It to adjudication in accordance with clause 8.2 of the Sub-Contract Conditions. Article 5: Arbitration Where Article 5 applies!) then, subject to Article 4 and the exceptions eet out below, any dispute ot difference between the Parties of any kind whatsoever arising out of or in connection with this Sub- Contract shall be referred to arbitration in accordance with clauses 8.3 to 8.8 of the Sub-Contract, Conditions and the JCT 2016 edition of the Construction Industry Model Arbitration Rules (CIMAR), The exceptions to this Article 5 are: ‘+ any disputes or differences arising under or in respect of the Construction Industry Scheme or VAT, to the extent that legislation provides another method of resolving such disputes or differences; and any disputes or differences in connection with the enforcement of any decision of an Adjudicator. Article 6: Legal proceedings!" ‘Subject to Article 4 and (where it applies) to Article 5, the English courts shall have jurisdiction over any dispute or difference between the Parties which arises out of or in connection with this Sub- Contract. the right ofagjudication and the exceptions statedin Arce, that isputes or ferences enouldbe determined by arbitration and not by legal proceedings, the Sub-Contract Prtculrs (tem 2) must sia that Atle 8 and clauses 8.3 0 88 apply {and the words “do not apply” must be deleted. ifthe Parties wish any dspute or diference to be determined by the courts of another |urisciton the appropriate amendment should be made to Anicle 6 (soe also clause 1.10 of Os DBSubIC), Page 6 DBSub/A 2016 ign and Build Sub-Contract Conditions (© The Joint Contracts Tibunal Limited 2016Sub-Contract Particulars Not in asterisk * indicates text that is to be deleted as appropriate. (References in these Particulars to Articles are to the Articles in this Agreement and those to clauses or Schedules are fo the clauses or Schedules in Design and Build Sub-Contract Conditions DBSub/C.) 4 Conditions (Article 1) ‘The Sub-Contract Conditions are supplemented by the following Framework Agreement(s}"™ ‘Supplemental Provisions!" (Schedule 1) (Where neither entry against one of the ‘Supplemental Provisions 1 (0 6 below is deleted, that Supplemental Provision applies.) Collaborative working ‘Supplemental Provision + * applies/does not apply Health and safety ‘Supplemental Provision 2 * appliesidoes not apply Cost savings and value improvements ‘Supplemental Provision 3 + appliesidoes not apply Sustainable development and ‘Supplemental Provision 4 ‘environmental considerations * appliesidoes not apply Performance Indicators and monitoring ‘Supplemental Provision § * appliesidoes not apply Notification and negotiation of disputes ‘Supplemental Provision 6 + appliesidoes not apply Where Supplemental Provision 6 applies, Contractor's nominee the respective nominees of the Parties are ‘Sub-Contractor's nomines ‘or such replacement as each Party may Notify tothe other from time to time [12] State date, tile and parties or delete i there are no applicable Fremework Agreements, 113] Supplemental Provsion 7 (The Public Contracts Regulations 2018) apples only where the Employes @ Local or Public Authonty andthe Main Contract is subject tothe PC Regulations. © The Joint Contracts Tribunal Limited 2016 DBSub/A 2016 Page 74) U5) 8) Page 8 2 Arbitration (article 5) {if neither entry is deleted, Article 6 and ‘Antcle § and clauses 8.3 to 8.8 (Arbitration) clauses 8.3 to 8.8 do not apply. If disputes * apply/do not apply ‘and diiferences aro to be determined by arbitration and not by legal proceedings, it ‘must be stated that Article 6 and clauses 8.3 t0 8.8 apply.) 3 (Clause 1.1) BIM Protocol * The BIM Protocol included in the Numbered (Unless an identified protocol or relevant Documents applies! ‘extracts are included and stated fo apply, * No BIM Protocol applies none applies.) Design Submission Procedure * The provisions in Schedule 7 have been (ifthe provisions as set out in Schedule 7 to replaced by the procedure set out the Sub-Contract Conditions have under the Main Contract been replaced or in Numbered Document ! amended" * Amendments made to the Design ‘Submission Procedure are set out in Numbered Document Sub-Contract Base Date!" 20 4 Addresses for service of notices by the Parties (Clause 1.7) (ifnone is stated, the address in each case, Contractor subject fo clause 1.7.3, shall be that shown at the commencement of tis Agreement.) ‘Sub-Contractor (On factors to be taken ino account by the Partes in considering whether disputes are to be determined by arbitaton or by legal proceedings, see the Design and Build Sub-Contact Guida, See also footnote [11], Ifthe provisions set out in Schedule 7 have been replaced or amended that should also be noted on that Schedule, ‘The Sub-Contract Base Dato is relevant (inter alia) to clause 2.12.2.1 (Divergences from Statutory Requirements) and the JCT Fluctuations Options (see the Sub.Contract Particulars (tem )) and ithelps to determine the eatonissue andlor version of documents relevant io this Sub-Contrac, e.g the Measurement Rules anc definitions of the prime coat of daywork (cause 5.9) DBSub/A 2016 (© The Joint Contracts THbunat Limited 20165 Programmet"”! (Clause 2.3) 1. The period required for the preparation of all necessary Suo-Contractor's drawings etc. (c0- crdination, installation, shop or builders’ work or other as appropriate) from receipt of the instruction to proceed with such preparation and from receipt ofall other relevant drawings and ‘specifications etc., prior to submission to the Contractor for comment is weeks 2 The period required for the Contractors initial comments upon the drawings ete. from receipt by the Contractor to their return to the Sub-Contractor is weeks 3 The period required for the procurement of materials, fabrication (where appropriate) and delivery to site prior to commencing “work on site/work in each Section is ___ weeks (The periods under items 5.1 to 5.3 are consecutive so that the period required from the date of ‘receipt under item 6.1 to delivery to site under item 5.3 is the sum of the weeks stated under thase items Le. —_ weeks) 4 The period of notice to commence work on site required to enable a start to be made to “the ‘Sub-Contract Works/each Section is weeks 5 The period required for the carrying out of the Sub-Contract Works on site aller delivery (see item 5.3) and after the expiry ofthe period of notice to commence work (see item 5.4) ‘whore completion by Sections does rs not apply (or) Section! Weeks 6 Further deals or arrangements that may quai ‘or clarify the above or are otherwise relevant to the carrying out of the Sub-Contract Works!" 117] See also Programme information (er 2) in the Main Contract nfarmation Schedule Ifthe Sub-Contractor isnot required to design any part othe Sub-Contract Works, dalet tems 6.1 and 5.2 together withthe words in brackets precoding item 5 4 [18] Continue on further sheets if necessary, which should then be annexed to this Agreement. @ The Joint Contracts Tribunal Limited 2016 DBSub/A 2016 Pago 96 Third Party Rights and Collateral Warranties (Clause 2.26) Details ofthe requirements for the Sub- Numbered Document Contractor to grant P&T Rights, Funder Rights and/or Employer Rights as Third Party Rights or by way of Collateral ‘Warranty (‘Sub-Contract Rights Particulars’) are set out in 7 Attendance (Clauses 3.16 to 3.18) 1 Items of attendance!” + are set out in Numbered Document J + ate as follows: The Contractor shall provide the following free of charge: * provision and erection ofall necessary scaffolding or other accessiork equipment for all work at height except where such provision is necessary solely and exclusively for the purpose of carrying out the Sub-Contract Works; space for temporary site accommodation: single phase supply of electricity at 240v for temporary site accommodation; ‘= single phase supply of electricity at 4 10v for tools and temporary lighting: ‘© water supplied atthe points identified in the Sub-Contract Documents for temporary site ‘accommodation and for the carrying out of the Sub-Contract Works; © use of mess rooms; ‘© use of sanitary accommodation; © use of welfare facities; ‘+ allreasonable non-exclusive use of hoisting facilities that the Contractor has on site at the time the Sub-Contract Works are being carried out, ‘¢ the benefit of all reasonable watching to be provided by the Contractor under the Main Contract '# provision of reasonable measures to prevent access by unauthorised persons; (Note: Materials, fuel, power and/or water for commissioning and testing are excluded.) [19] The relevant Sub-Contract Rights Particulars should identi the beneficiaries (by name, lass or deseration), specify whether rights ar to be granted as Third Party Rights or by way of Colaterel Warranties, state In those cases where the defaut provisionis not to apply which ‘ternative provisions to appy ints place and give any othar details required to complete the terms ofthe rights or warranty that re to be given. A Mode! Form for the Sub-Contract Rights Particulars is included in the Design and Buld Sub-Contract Guide and is also ‘available on the JCT website www cto.uk Inthe case of third party righ, te details required forthe purposes of Schedule 6 are the same as the Warranty Particular required for the corresponding Colateal Warranty (SCWalP&T, SCWaF or SCWalE). Clause 74 ofthe Main Contract wil be relevant as regards mode of execution of collateral warranties by the Sub-Contractor and the Rights Periculars forthe Nisin Contract may spect the modeof ‘execution ofthis Sub-Contract any proposed deviation fram any terms set autor referred to in those Rights Particulars requires the prot \iten consent ofthe Employer. See the Design and Bulld Sub-Contract Gude, [20] Amend the ist tems as approotiate and inserthore details of any other attendances which the Contactors a provide ree ofcharge to the Sub-Contracor, or on a separate sheet, which should be included in the Numbered Documents Page 10 DBSub/A 2016 © The Joint Contracts Tribunal Limited 2016et) (22) (23) 24) 5) re © The Joint Contracts Tribunal Limit 2 Joint Fire Code ~ additional items Where the Joint Fire Code applies" the Contractor shall also provide the following free of charge: © hand bells, whistles, Klaxons and manually operated sounders; © security guards: * fire signage e.g. location of fre access routes and escape routes and positions of dry riser inlets and fre extinguishers; * fire doors and re stopping to It shafts, service ducts and voids; «water supplies for fre fighting + portable fre extinguishers; + maintenance and inspection of fire fighting equipment © (where the Main Contract Works are a Large Project) the service of an appropriate umber of fre marshals. 3 Location of Sub-Contractor's temporary buildings ‘Temporary buildings shall be located within the bullding under construction andlor within sx metres of it and the Contractor shall connect the fire detection system to a central station™, 4 Clearance of rubbish Rubbish resulting from carrying out of Sub-Contract Works is to be disposed Of in the folowing manner: (if no requirements are stated or identified here all rubbish is to be disposed of off-site) 8 Fluctuations Provision #2828 (Clauses 4.9 and 4.19 and Schedule 4) ICT Fluctuations Option A applies/ CT Fluctuations Option B applies/ ‘ICT Fluctuations Option C applies No Fluctuations Provision applies! ‘The Fluctuations Provision that applies is set out In Numbered Document __ [As tothe application of the Joint Fire Code, see the Main Contact Particulars Delete the whole of item 7.3 if temporary buildings are not tobe so located, This apples ifthe projects ‘Large Projec’ and the Contractor is responsible forthe connection; otherwise lt should be deeted \Where JCT Fluctuations Option Aor 8 apalies under the Main Contracttis a requirement ofthat contract that the same Option should appy to any sub-contract, paragraphs A 3.andB.4) .JGT Fluctuations Option As setoutin Schedule 4. ICT Fluctuations Options 8 and C are ne longer includedin JCT contract documents but continue tobe available onthe JCT website www jt co.uk Where JCT Fluctuations Option 8 or C or another (non-JCT) Fluctuations Provision applies, itis recommended thatthe necessary Particulars are set outina Numbered Document. A proforma se of particulars foreach of JCT Fuctuations Options B and Cis included wth that Option on the JCT website Delete at but one 2016 DBSub/A 2016 Page 11CT Fluctuations Option A (Contributions, levy and tax fluctuations) Where JOT Fluctuations Option A per cent (paragraph A.12) applies, the percentage addition is 9 Interim payments (Clause 4.6) 41 Clause 4.6.1 ~ Interim Valuation ‘The Interim Valuation Date is Dates”? (if no date is stated or the stated ee) date is more than one month after {and thereafter he same date in each rionth or the date of commencement of the the nearest Business Day in that month ‘Sub-Contract Works on site, the first Interim Valuation Date is the date falling one month after the date of ‘commencement of the Sub-Contract Works on site.) 2 Interim Veluation Dates ifthe fist is “The first Interim Valuation Date is earlier than the date of ‘commencement of the Sub-Contract 20 Works on site™ {and thereafter the same date in each month or the nearest Business Day in that month 3 Clause 4.6.29 * appliesidoes not apply (if neither entry is deleted, the clause {does not apply.) 10 Listed items (Clause 4.11) List of materials and goods for Contractor before delivery tothe site: , Subject to clause 4.11, the Contractor will pay the Sub- ‘A bond in respect of payment for such items in the terms set out in Schedule 3 to the Sub-Contract Conditions “is requiredfis not required fa bond is required, the Surety’s £ ‘maximum liability under it shall be [27] The interim Valuation Date should be the seme as the frst interim valuation date under the Main Contract. [28] tem 9.2 lows forthe first interim Valuation Date tobe fixed prior tothe date of commencement ofthe Sub-Contract Works onsite to {enable interim payments) to be made sooner than would otherwise be the case; this coulé be appropriate where the Su>-Contractor is Fequires to carry out any design or re-fbrication works or pre-order materials. The fist Interim Valuation Date should be the interim Valuation date under the Main Contract that forthe purposes of ters 9.2 has been chosen to apply. [29] Where clause 4.6.2 stato to apply, the Sub-Contractr Is required to make an application for each interim payment. Page 12 DBSub/A 2016 (© The Joint Contracts Tribunal Limited 201611 Retention (Clause 4.12) The Retention percentage is er cent, (The percentage is 3 per cent unless a different rate is stated: if no retention is required, insert ‘Ni’ or 0") ‘The Minimum Retention Amount is £ (The amount is £260 uniess @ greater amount is state The Retention Release Date! is 20__ (ino date is specified, the Retention Release Date shall be the day afor expiry ofa period from the Date for Completion of the Main Contract Works (or last Section of them) equivalent to the Rectification Period for such works or section plus a further 6 months.) ‘The Date for Completion of the Main Contract Works (or last Section) is 20. ‘The Rectification Period for the Main Contract Works (or last Section) is months 12 Sub-Contractor’s Retention Bond (Clause 4.13) (Not applicable unless stated to apply and relevant particulars aro given below) Clause 4.13 “appliesidoes not apply Wclause 4.13 applies: the maximum aggregate sum for the purposes of clause 2 of the bond is £ and, ‘or the purposes of clause 6.3 of the bond, the expiry date shall be 20. 13 Dayworks (Clause 5.9) Where a Schedule of Daywork Rates is NOT included in the Numbered Documents, daywork shall be calculated in accordance with the Definition or Definitions referred to below together with the Percentage Additions to each section ofthe prime cost or, ifthey apply in respect of labour, at the All Inclusive Rates set out below: | ‘evant to clause 5.9 are those agreed ‘between The Royal Insituion of Chartered Surveyors (RICS) and the Gerais, Confederation, the RICS and the Electical Contractors Associaton andthe RICS and te Balding and Enginoesing Services Arceuiiny [32] Insert percentage(s) unless AlLinclusive Rates are to apply. ©The Joint Contracts Tibunal Limited 2016 DBSubiA 2016 Page 13,‘The wage f xing bedylbodies whoso tabour rates are to be applied when charging for daywork islare! ‘The All-Inclusive Rates that are to apply. in lieu of the cost of labour calculated in accordance with the Definition above, are set out belo 14 Insurance ~ personal injury and property damage (Clause 6.5) Insurance cover (for any one occurrence £ or series of occurrences arising out of one event) is 15 Incorporation of the Sub-Contract Works into the Main Contract Works (Clause 6.7.8) Elements of Sub-Contract Works andthe * are sel out in Numbered Document 1 textent to which each isto be carried out so * are as follows: as to be regarded as fully finally and properly incorporated into the Main Contract Works prior to practical ‘completion of the Sub-Contract Works or Section as applicable: Etements of the Sub-Contract Works Extent of required carrying outincorporation [93] Insert te wage fixing body whose labour rates ae tobe applied when charging for daywork in accordance with each Definition stated above. [4] When Altinclusive Rates ore to apply, inert the rales for core hours and non-productive hours for each grade of operative identified. ‘shoul be noted thatthe Definiton of Prime Cost of Daywork Carried Out Under a Building Contract states “The allnclusive rates are {deemed to be fixed forthe period ofthe contrac. Howover, where fluctuations pnce contract used, o where the rates inthe contract ‘are 1 be index-lnked, the abinclusive rates shall be adjusted by a suitable index in accordance with the contrat condos,” Page 14 DBSub/A 2016 ‘©The Joint Contracts Tribunal Limited 201616 Sub-Contractor’s Designed Works Professional indemnity or Product Liability insurance! (Clause 6.10) ‘Type of insurance policy required * Professional indemnity insurance * Product Liabiliy insurance Level of cover ‘Amount of indemnity required (if an alternative is not selected the * relates to claims or series of claims arising ‘amount shail be the aggregate amount ut of one event! for any one period of insurance. A period * is the aggregate amount for any one period of of insurance for these purposes shall be insurance ‘one year unless otherwise stated.) (if'n0 amount is stated, insurance under andis clause 6.10 shall not be required.) £ — Expiry of required period of insurance is * 6 years (if1no period is selected, the expiry date * 12 years/ ‘shall, subject fo clause 6.10.2, be 6 yoars years trom the date of practical completion of (not exceeding 12 years) the Main Contract Works.) Where Professional Indemnity insurance * is required, with a sub-limit of indemnity of is required, cover for pollution and ‘contamination claims. fe , (if no amount is stated, such cover shall ‘not be required; unless otherwise stated, * isnot required the required limit of indemnity is an ‘annual aggregate amount.) [35] Delete this iter where the Sub-Contractors not required to design any patt ofthe Sub-Contract Works, © The Joint Contracts Tibunal Limited 2016 DBSubl/A 2016 Page 15£36) 7) 9) 19) 40) mt) 17 Settlement of Disputes (Clauses 8.2 and 8.4.1) Adjudication™™ “The Adjuicator is. Nominating body - whore no Adjudicator Is named or where the named Adjudicator is unwilling or unable to act (whenever that is ‘constructionadjudicators. com"! established)” Association of independent Construction (Where an Adjudicator is not named and a Adjudicators®™" ‘nominating body has not been selected, the * Chartered Institute of Arbitrators ‘nominating body shail be one of the bodies listed opposite selected by the Party requiring the reference to adjudication.) Royal institute of British Architects ‘The Royal Institution of Chartered Surveyors Arbitration!" Appointor of Arbitrator (and of any President or a Vice-President: replacement)!" * Royal institute of British Architects (if no appointor is selected, the appointor —_* The Royal institution of Chartered Surveyors shall be the President or a Vice-President * Chartered Institute of Arbitrators Of The Royal Institution of Chartered Surveyors.) ‘The Parties should either name the Adjudicator snd select the nominating body or, alternatively, select only the nominating body Tha Acjudication Agreement (Ad) and the Acjucicaton Agreement (Named Adjudieator) (ACN) have been prepared by JET for use ‘when appointing an Acjusieatr. Delete all but one ofthe nominating bodies asterisked consttuctionadjucicators.com is a trading name of Contractors Legal Grp Ltd ‘Associaton of Independent Consttuction Adjuicators Is controled by and acts as an agent ofthe National Specialist Contractors? (Counc forthe purpose of the nomination of adjudicators ‘This only applies where the Sub-Contract Particulars state (against the reference to Article 5) that Acie 5 and clauses 8.3 0 8.8 {Arbitration apply. Delete al but one ofthe bodles asterisked. Page 16 DBSub/A 2016 (© The Joint Contracts Tribunal Limited 201618 Numbered Documents ‘The Numbered Documents! for the purposes of this Sub-Contract, are those listed below, a copy of ‘each of which has for identification been numbered sequentially, signed or intialled by or on behalf of ‘each Party and annexed to this Agreement: [42] The Numbered Documents should comprise all the documents that are intended to be Sub-Contract Documents other than this ‘Agreement, the Main Contact information Schedule and Design and Build Sub-Contract Conditions DBSUB/C. They should inclaoe suck Of the following documents as are applicable ‘© Documents showing or descrising the Sub-Contract Works, such as: * Drawings + Speciicaion’Work Schedules +The Contractor's Raquiements “+The Sub-Contrctors Proposals “Bis of Quantities * Documents referred inthe Main Contract information Schedule, e.g. the Main Contact Modifications Schedule, the Main Contract Partcular, the Construction Phase Plan and any document referred init 1.8, but excluding documents listed tem 1 3 tat Information Schedule; * Documents that set cut any concitions relating otha execution of the Sub-Contract Works stipulated by the Employer or Contractor Including + Sub-Coniract Programme information or Attendance items, if it's not practicable to include them inthe Sub-Contract Perticuars entries + BIM Protccot (if appicabe) or ather Design Submission Procedure applicable to Sub-Contractor's Design Documents * Special Conditions (Fany), 6.9. as to employment oflabour, imitation of working hours, ovess, use of hoisting eauipment et. tat are not shown inthe Main Contract Information Schedule or other Numbered Documents refered fon 8 ‘The Numbered Documents should also include the following, where applicable Sub-Contact Rights Particulars Schedule of rates ‘Sub-Contractors Designed Works Analysis ‘Sub-Contract Modifications Schedule. Priced Actty Schecuie ‘Schedule of Daywork Rates Fluctuations Provision (f other than JCT Fluctuations Option A,B 0° C), with approorate particulers \ICJCT Fluctuations Option 8 applies) the necessary particulars and basic transpor charges ist ((fJCT Fiuetuatons Option C appiies) the necessary particulars Any seperate communications protocol agreed under the Main Contact so far as applicable forthe purposes of the Sub-Contract) or ‘any thal i agteod for sub-contracts + Particulars for item 15 (clause 6.7.8), more conveniently listed in that manner. (SCT Fluctuations Options B and C are no longer included in JCT contract documents but continue to be availabe together with ther especie forms of the necessary particulars for sub-contracts on the JCT website ww ettd.c0.Uk) © The Joint Contracts Tribunal Limited 2016 DBSub/A 2016 Page 17Attestation Page 18 DBSub/A 2016 Note on Execution This Agreement should be executed by both the Contractor and the Sub-Contractor either under hand of as a deed. Where the Sub-Contractor is required to give third party rights to Purchasers or Tenants, ‘a Funder andlor the Employer the Sub-Contract Rights Particulars may require execution as a doce {As to factors that may otherwise be relevant to mode of execution, see the Design and Build Sub- Contract Guide. Execution under hand It this Agreement s to be executed under hand, use the form set out on the following page. Each Party or his authorised representative should sign where indicated in the presence of a witness who should then sign and set out his name and address. Execution as a Dood IK this Agreement is to be executed as a deed, each Party should use the relevant form marked ‘Execution as a Deed’ in accordance with the notes provided. Other forms of Attestation In cases where the forms of attestation set out are not appropriate, e.g. n the case of certain housing associations and partnerships orf a Party wishes an attomey to execute this Agreement on his behalf, the appropriate form(s) may be inserted in the vacant space opposite andior below. © The Joint Contracts Tribunal Limited 2016Execution under hand As witness tre hands of the Parties or their duly authorised representatives Signed by or on behalf of the Contractor inthe presence of witness’ signature witness’ name — winess'address Signed by or on behalf of the Sub-Contractor _ inthe presence of witness’ signature witness’ name witness’ adaress oO © The Joint Contracts Tibunal Limited 2016 DBSUb/A 2016 Page 19Page 20 DBSub/A 2016 Notes on Execution as a Deed For the purposes of execution as a deed, two forms are provided for execution, one for the Contractor and the other for the Sub-Contractor. Each form provides four methods of execution, (A) to (D), for use as appropriate. The full name of the Contractor or Sub-Contractor (whether an Individual, a company or other body) should be inserted where indicated at the commencement of the relevant form. This applies irrespective of the method used. For public and private companies incorporated and registered under the Companies Acts, the three principal methods of execution as a deed are: {(A) through signature by a Director and the Company Secretary or by two Directors; (8) by affixing the company’s common seal in the presence of @ Director and the Company ‘Secretary oF of two Directors or other duly authorised officers; or {C) signature by a single Director in the presence of a witness who attests the signature. Methods (A) and (C) are available to public and private companies whether or not they have & common seal. (Method (C) was introduced by section 44(2)(b) of the Companies Act 2006.) Methods (A) and (C) are not available under companies legislation to local authorities orto certain other bodles corporate, e.g. bodies incorporated by letters patent or private Act of Parliament that are not registered under companies legis'ation and such bodies may only use method (B). Whete method (A) is being used, delete the inappropriate words and insert in the spaces indicated the names of the two Directors, of ofthe Director and the Company Secretary, who are to sign, method (B) (affixing the common seal) is adopted in cases where ether or both the authorised officers attesting its affxation are not themselves a Director or the Company Secretary, theit respective office(s) should be substituted for the references) to Director andlor to Company Secretary/Director. (In the case of execution by bodies that are not companies, the reference to *Company’ under the second signature should be deleted where appropriate) ‘Method (C) {execution by a single Director) has been introduced primarily, but not exclusively, for ‘single officer’ companies. The Director should sign where indicated inthe presence of a witness ‘who should then sign and set out his name and address. Where the Contractor or Sub-Contractor is an individual, he should use method (0) and sign ‘where indicated in the presence of a witness who should then sign and set out his name and address. © The Joint Contracts Tribunal Limited 2016Execution as a Deed Executed as a Deed by the Contractor amely * (A) acting by a Director and the Company Secretary/two Directors of the company** and Print name of signatory) (Print name of signatory) Signature Director Signature Company Secretary/Director (8) by affixing hereto the common seal of the companylother body corporate ®" in the presence of Signature Director Signature Company Secretary/Director [Common seal of company) (C) by attested signature of a single Director of the company®* Sigratre In the presence of Witness’ signature (Print name) __ _ Witness’ address a (0) by attested signature of the individual © Signature in the presence of Witness’ signature _ (Print name) Witness’ address ‘Note: The numbers on this page refer to the numbored paragraphs in the Notes on Execution as a Deed. © The Joint Contracts Tribunal Limited 2016 DBSub/A 2016 Page 21Page 22 DBSubi/A 2016 © The Joint Contracts Tribunal Limited 2016Execution as a Deed Executed as a Deed by the Sub-Contractor ‘famely | (A) acting by a Director and the Company Secretary/two Directors of the company 7? and (Print name of signatory) (Print name of signatory) Signature Director Signature ~~ Company Secretary/Director (8) by affixing hereto the common seal of the companylother body corporate?“ in the presence of Signature Director Signature Company Secretary/Director [Common seal of company} {C) by attested signature of a single Director of the company” * Signature Director in the presence of Witness’ signature ___ a (Print name) Witness’ address (0) by attested signature of the individual® Signature in the presence of Witness’ signature ____ (Print name) Witness address ‘Note: The numbers on this page refer to the numbered paragraphs in the Notes on Execution as a Deed. © The Joint Contracts Tribunal Limited 2016 DBSub/A 2016 Page 23Page 24 DBSub/A 2016 © The Joint Contracts Tribunal Limited 2018Main Contract Information Schedule ‘Note: An asterisk * indicates text that is to be deleted as appropriate. 1 Main Contract: <1 The Employer under the Main Contract is 2 The Employer's Agent is 3 The Principal Designer is 4 The Principal Contractor is “the Contractor ‘5 The Main Contract Conditions are the Design and Bulld Contract 2016 Edition! subject to the Main Contract Modifications Schedule (if any) included in the Numbered Documents. 6 Copies of the Main Contract Particulars * the Construction Phase Plan are included in the Numbered Documents. 7 The Main Contract Particulars have subsequently altered in the following respects: 8 The Main Contract Works “arefare not divided into Sections, {ifr0t shown nthe Main Contract Particulars the Sections into which the Main Contract Works are dlvided are shown in Numbered Document 8 Other documents and information relating to the Main Contract which are not included in the Numbered Documents, but of which the Sub-Contractor has had @ copy or a reasonabie ‘opportunity to inspect [43] Hany JOT Amendment or Update nat included in this elton apples to the Main Contract, that shouldbe stated inthe Main Contract Modifications Schedule [44] _Listonly such documents as are relevant tothe Sub-Contract Works. © The Joint Contracts Tribunal Limited 2016 DBSubiA 2016 Page 252 Programme Information 1. The earliest starting date and the latest staring date for the Sub-Contract Works to be carried out on site are (caries). (atest) 2 the site will be closed on the following dates due to holidays! 3 the site will be open for the Sub-Contractor to carry out the Sub-Contract Works from am. to__ pm. except on any dates stated in item 2.2 and except on 145] ser any days when the se wil not be open (eg. Saturays, Sundays and Bank Holidays). Page 26 DBSub/A 2016 © The Joint Contracts Tribunal Limited 2016