International project contracts
description
Transcript of International project contracts
H11.pE-3.0
Welcome
Master of Project Management / International project contracts - r 1.1 – slide 1
International project contracts
E.S.C.T. 2005-2006
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Scope for this course
Objective Getting international project managers to contract
management understanding a contract getting the capabilities to steer a contract negotiation
Application Contracting and executing an international project contract.
Master of Project Management / International project contracts – r 1.1 - slide 3H11.pE-3.0
My job : international contracts for telecom infrastructure
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General Points
Why a contract ? A sale is an agreement by which Party A commits to
deliver something to Party B and B commits to pay A Under French Law, a written contract is not mandatory,
but : Extremely useful ( Accounting, tax regulations, banks, project
management) Contract includes the memory of the agreement between the Parties
Types of Contract : Equipment, services, Technical support, repair or maintenance Training courses, transfer of know-how All in the same contract
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General Points
What a contract must say? Identification of the Parties:
The Seller The Buyer Their respective authorised representatives
The Scope of work: Description of the Equipment Description of the services
The delivery schedule The Price:
The base price The type of price
The Payment conditions The General Terms and Conditions (“T & Cs”)
“Business” T & C “Administrative” T & C “Legal” T & C
The coming into force
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THE CONTRACT:Front Page
Contract Nber …. Made and entered into by and between … For the supply of … Signed on … by Mr. … on behalf of (Buyer) and Mr. … on
behalf of (Seller)
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THE CONTRACT:
Identification of the Parties, preamble, summary
Identification of the Parties Name, address, natural person empowered to execute
and commit the company
Preamble Explain the context of the Contract Should not contain rights or obligations
Summary
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THE CONTRACT: Backbone of the Contract
Contract Terms The contractual dictionary
Scope of the Contract
Description of Supply and services
Contract documents The list of documents making part of the Contract
Delivery Schedule
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THE CONTRACT:Financial Terms
Price Type of price
Firm Firm and fixed Currency
Taxes, levies and duties Who pays what ?
Payment conditions When?
Upon delivery downpayment Milestones Term of payment
How? Simple bank transfer Means of payment (documentary credit, promissory note, etc …)
Guaranties issued in favour of the Customer
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THE CONTRACT:The rules of the game
Acceptance Factory Acceptance Final on Site Acceptance
Transfer of risk Transfer of title
Buyer’s undertakings Transport of equipments
Insurance Customs clearance
Documentation Associated Contractor’s obligations
warranty Changes and spares Training course
Default Liquidated damages for late delivery Termination for default
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THE CONTRACT:General T & C’s
Liabilities Secret Proprietary rights
Background foreground
Force Majeure Disputes Arbitration Coming into force
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Technical annexes Technical specifications Statement of work Product assurance plan Test plan definition (acceptance criteria)
Financial Annexes Models of guarantee
Advance payment bank guarantee Performance bank guarantee Model of documentary credit Model of promissory note
Other annexes Power of attorney Model of acceptance certificate
THE CONTRACT:Annexes