Trisha Raypitam ADR

CONSTRUCTION CONTRACT FOR ROADS FROM POINT A TO POINT B
THIS AGREEMENT is entered on this the 21st day of August 2024
Between
National Highway Authorities of India (NHAI), having its registered office at Transport
Bhawan, 1, Parliament Street, New Delhi, 110001, hereinafter referred to as the "Employer"
which expression shall, unless repugnant to the context or meaning thereof, include its
successors and assigns;
And
ABC Ltd. the selected bidder having its registered office at , hereinafter referred to as the
"Contractor" which expression shall, unless repugnant to the context or meaning thereof,
include its successors and assigns.
Whereas
A. The Government of India entrusted the Construction of Roads from Point A to Point B to the
Employer;
B. The Employer resolved to Construct the Roads from Point A to Point B in accordance with
the terms and conditions to be set forth as per the said agreement entered into;
C. The Employer accordingly invited the proposals from the eligible bidders as per the technical
and commercial terms and conditions prescribed in the Request for Proposal for undertaking
the Project.
D. After evaluation of the bids received, the Employer accepted the bid of the selected bidder
and issued its Letter of Acceptance No. 01 dated 20 th August 2024 (hereinafter called the
"LOA") to the selected bidder for construction of Road from Point A to Point B at the
Contract Price specified hereinafter, requiring the selected bidder to inter alia:
i. to give his consent to enter into this Agreement and the enforceability of the provision
thereof, within 10 days from date of issue of LOA;
ii. submit Performance Security and Additional Performance Security as per Request for
Proposal requirements, and;
iii. execute this Agreement within 30 days from the date of issuance of LOA
E. The Contractor has fulfilled the requirements specified in Recital (D) above;
NOW, THEREFORE, in consideration of the foregoing and the respective covenants set
forth in this Agreement, the sufficiency and adequacy of which is hereby acknowledged, the
Employer hereby covenants to pay the Contractor, in consideration of the obligations
specified herein, the Contract Price or such other sum as may become payable under the
provisions of the Agreement at the times and in the manner specified by the Agreement and
intending to be legally bound hereby, the Parties agree as follows:
I. Scope of Work
Under this Agreement, the scope of the contract shall mean and include
Construction of the Road from Point A to Point B in conformity with the provided
Specification and Standards provided in the Schedule. The Contractor shall perform all
necessary works to construct the road from Point A to Point B as detailed in the tender
documents. The construction must be completed within 2 years from the Effective Date i.e.
21nd August 2024, in accordance requirements as set forth in the tender documents and any
subsequent modifications agreed upon by both parties.
II. Contract Price
The Employer agrees to pay the Contractor a total sum of Rs. 5 crores (Rupees Five Crores)
for the complete execution of the Project, subject to the terms and conditions of this
Agreement. Payments will be made in accordance with the payment schedule as provided in
the Schedule.
III. Substantive Governing Law

This Agreement shall be governed by and construed in accordance with the laws of India.
Any matter not provided for in this Agreement shall be governed by the relevant laws
applicable to contracts in India.
IV. Dispute Resolution and Arbitration
Any dispute, difference or controversy of whatever nature howsoever arising under or out of
or in relation to this agreement between the employer and the contractor and so notified in
writing by either party to the other party. The parties shall first attempt to resolve the dispute
through mutual discussions and if the dispute not resolved by mutual discussion within 30
days from the date of initiation of such discussions, the dispute shall be referred to
arbitration.
Any dispute which remains unresolved between the parties through the mechanisms
available/ prescribed in the Agreement, irrespective of any claim value, which has not been
agreed upon/ reached settlement by the parties, will be referred to the Arbitral Tribunal as per
the Arbitration and Conciliation Act. The arbitration shall be conducted in accordance with
the Arbitration and Conciliation Act, 1996, as amended from time to time. The arbitration
tribunal shall consist of a sole arbitrator appointed mutually by both parties. If the parties are
unable to agree on the arbitrator within 45 days, the arbitrator shall be appointed in
accordance with the rules of the Arbitration and Conciliation Act, 1996. The seat and venue
of arbitration shall be New Delhi, India. The Tribunal shall consist of a single arbitrator. The
language of the arbitration shall be English. The language of arbitration shall be English
The Arbitral Tribunal shall make a reasoned award (the "Award"). Any Award made in any
arbitration held pursuant to this Article 26 shall be final and binding on the Parties as from
the date it is made, and the Contractor and the Authority agree and undertake to carry out
such Award without delay.
The Contractor and the Authority agree that an Award may be enforced against the Contractor
and/or the Authority, as the case may be, and their respective assets wherever situated.
This Agreement and the rights and obligations of the Parties shall remain in full force and
effect, pending the Award in any arbitration proceedings hereunder. Further, the parties
unconditionally acknowledge and agree that notwithstanding any dispute between them, each
Party shall proceed with the performance of its respective obligations, pending resolution of
Dispute in accordance with this Article.
In the event the Party against whom the Award has been granted challenges the Award for any
reason in a court of law, it shall make an interim payment to the other Party for an amount
equal to 75% (seventy five per cent) of the Award, pending final settlement of the Dispute.
The aforesaid amount shall be paid forthwith upon furnishing an irrevocable Bank Guarantee
for a sum equal to 120% (one hundred and twenty per cent) of the aforesaid amount. Upon
final settlement of the Dispute, the aforesaid interim payment shall be adjusted and any
balance amount due to be paid or returned, as the case may be, shall be paid or returned with
interest calculated at the rate of 10% (ten per cent) per annum from the date of interim
payment to the date of final settlement of such balance.
V. Termination
The Employer may terminate this Agreement if the Contractor fails to comply with the terms
and conditions specified herein, including failure to meet the project timelines, subject to
providing the Contractor with a notice of default and a reasonable period to cure such default.
Upon termination, the Contractor shall immediately cease all work on the Project and shall be
entitled to payment only for work completed up to the date of termination.
VI. Force Majeure
Neither party shall be liable for any failure or delay in the performance of its obligations
under this Agreement if such failure or delay is caused by circumstances beyond its
reasonable control, including but not limited to acts of God, war, terrorism, strikes, or natural
disasters. The affected party shall promptly notify the other party in writing of the occurrence
of such an event and shall make all reasonable efforts to mitigate the effects of the force
majeure event.
VII. Notice
Any notice or communication required or permitted to be given under this Agreement shall be
in writing and shall be delivered by hand, sent by registered mail, or by email to the
respective addresses of the parties as set forth in this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
their duly authorized representatives as of the Effective Date.
For and on behalf of National Highway Authorities of India
Name:
Designation:
Signature:
Date:
For and on behalf of ABC Ltd.:

Name:
Designation:
Signature:
Date:

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CONSTRUCTION CONTRACT FOR ROADS FROM POINT A TO POINT B

THIS AGREEMENT is entered on this the 21st day of August 2024

III. Substantive Governing Law

For and on behalf of ABC Ltd.:

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