h11.pe-3.0 welcome master of project management / international project contracts - r 1.1 – slide...

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

Master of Project Management / International project contracts – r 1.1 - slide 2H11.pE-3.0

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.


My job : international contracts for telecom infrastructure


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


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


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)


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


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


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


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


THE CONTRACT:General T & C’s

Liabilities Secret Proprietary rights

Background foreground

Force Majeure Disputes Arbitration Coming into force


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

h11.pe-3.0 welcome master of project management / international project contracts - r 1.1 – slide...

Documents